17 January 2020
Market Announcements Office
ASX Limited
Level 4
20 Bridge Street
SYDNEY NSW 2000
Notice Corporations Act Subsection 259C(2)
Attached is a notice given in accordance with a Corporations Act Subsection 259C(2) exemption, ASIC Instrument 19-1239 and associated Deed Poll. They have been
approved for distribution by ANZ's Company Secretary.
Yours faithfully
Simon Pordage
Company Secretary
Australia and New Zealand Banking Group Limited
Australia and New Zealand Banking Group Limited ABN 11 005 357 522
ANZ Centre Melbourne, Level 9A, 833 Collins Street, Docklands VIC 3008
Notice given in accordance with Corporations Act Subsection 259C(2) Exemption | |
To | Market Announcements Office |
ASX Limited | |
Level 4 | |
20 Bridge Street | |
SYDNEY NSW 2000 |
1. Name of Company Australia and New Zealand Banking Group Limited ABN 11 005 357 522 ("ANZ") gives notice of the aggregated percentage of voting shares in ANZ, in respect of which its associated entities have (1) the power to control voting or disposal and voting shares underlying derivatives and (2) a net economic exposure, in accordance with the terms of an exemption granted by the Australian Securities and Investments Commission pursuant to subsection 259C(2) of the Corporations Act.
Date of present notice: | 17 January 2020 | |
The previous notice was given to the ASX on: | 3 January 2020 | |
The previous notice was dated: | 3 January 2020 |
2. Issued Share Capital
3(a). Previous and
present aggregated %
of Voting Shares
2,836,177,422 fully paid Ordinary Shares in the capital of ANZ have been issued as at 16 January 2020.
The aggregated number and percentage of shares in each class of voting shares in ANZ in respect of which its controlled entities have power to control voting or disposal and voting shares underlying derivatives, when last required, and when now required, to give a notice to the ASX are:
Class of Shares | Previous Notice | Present Notice | ||
Total Number | % of Total Shares | Total Number | % of Total Shares | |
Ordinary Fully Paid | 20,404,269 | 0.72% | 20,169,512 | 0.71% |
3(b). Previous and
present net economic
exposure % of Voting
Shares
The aggregated number and percentage of shares in each class of voting shares in ANZ in respect of which its controlled entities have a net economic exposure, when last required, and when now required, to give a notice to the ASX are:
Class of Shares | Previous Notice | Present Notice | ||
Total Number | % of Total Shares | Total Number | % of Total Shares | |
Ordinary Fully Paid | 20,404,269 | 0.72% | 20,169,512 | 0.71% |
4. Details of Controlled The following controlled entities are the holders in the Voting Shares referred to in
Entity Holdings | paragraph 3 above. | |||
Registered Holder | Controlled Entity entitled to be | Number of Shares | % of Total Shares | |
registered | ||||
ANZEST Pty Ltd as Trustee | ANZEST Pty Ltd as Trustee for ANZ | |||
for ANZ Employee Share | ||||
Employee Share Acquisition Plan | ||||
Acquisition Plan | 21,771 | 0.00% | ||
ANZ New Zealand Investments | ||||
Reserve Bank of NZ | Limited on behalf of various | |||
investment funds and client | ||||
portfolios | 43,134 | 0.00% |
ANZ New Zealand Investments | |||
JP Morgan Chase Bank | Limited on behalf of various | ||
investment funds and client | |||
portfolios | 2,376,575 | 0.08% | |
ANZ New Zealand Investments | |||
JP Morgan Chase Bank / | Limited on behalf of various | ||
Reserve Bank of NZ | investment funds and client | ||
portfolios | 230,223 | 0.01% | |
JP Morgan Nominees | ANZ Custodial Services New Zealand | ||
Limited as trustee for various private | |||
Australia Limited | |||
clients | 1,096,334 | 0.04% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for | ||
ANZ Australian Industrial Equities | |||
Fund | 872,287 | 0.03% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for ANZ Select | ||
Leaders Pool | 289,978 | 0.01% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for | ||
OnePath Sustainable Investments - | |||
Wholesale Australian Share Trust | 42,969 | 0.00% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for | ||
Blue Chip Pool | 1,140,660 | 0.04% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for OPTIMIX | ||
Wholesale Australian Shares Trust - | |||
VINVA | 411,477 | 0.02% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for Optimix | ||
Wholesale Australian Share Trust | 697,184 | 0.03% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for Optimix | ||
Wholesale Australian Shares | |||
Transition | 195,056 | 0.01% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for | ||
OnePath Australian Shares Index Pool | 11,378,343 | 0.40% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for OnePath | ||
Australian Shares - Imputation Index | |||
Pool | 109,188 | 0.00% | |
OnePath Funds Management Ltd as | |||
JP Morgan Chase Bank | responsible entity for OptiMix | ||
Australian Shares Fidelity | 312,939 | 0.01% | |
OnePath Custodians Pty Ltd as | |||
OnePath Custodians Pty Ltd | responsible entity for Grow Wrap - | ||
Aligned Dealer Group | 78,801 | 0.00% | |
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | ||
responsible entity for Dominion | 10,686 | 0.00% | |
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | ||
responsible entity for FSP | 47,139 | 0.00% | |
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | ||
responsible entity for Mentor | 7,532 | 0.00% | |
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | |||||||||
responsible entity for Matrix | 5,726 | 0.00% | ||||||||
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | |||||||||
responsible entity for Voyage | 292,535 | 0.01% | ||||||||
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | |||||||||
responsible entity for Wealthtrac | 92,260 | 0.00% | ||||||||
OnePath Custodians Pty Ltd | OnePath Custodians Pty Ltd as | |||||||||
responsible entity for PortfolioOne | 416,715 | 0.02% | ||||||||
Aggregation | 20,169,512 | 0.71% | ||||||||
5. Changes in Voting | Particulars of change in voting shares in ANZ in respect of which its controlled entities | |||||||||
Shares | are or were entitled since ANZ was last required to give a notice to the ASX are: | |||||||||
Controlled | ||||||||||
Date of | Entity entitled | Consideration | Number of | |||||||
whose | Nature of Change | given in relation to | Class of Share | |||||||
Change | Shares | |||||||||
shareholding | change ($) | |||||||||
changed | ||||||||||
OnePath Funds | ||||||||||
Management Ltd | ||||||||||
as responsible | ||||||||||
entity for | Ordinary fully | |||||||||
3/01/2020 | OnePath | Off-market transfer | Nil | -195,056 | ||||||
paid | ||||||||||
Australian | ||||||||||
Shares - | ||||||||||
Imputation | ||||||||||
Index Pool | ||||||||||
OnePath Funds | ||||||||||
Management Ltd | ||||||||||
as responsible | ||||||||||
3/01/2020 | entity for | Off-market transfer | Nil | Ordinary fully | 195,056 | |||||
OptiMix | paid | |||||||||
Australian | ||||||||||
Shares | ||||||||||
Transition | ||||||||||
OnePath | ||||||||||
Custodians Pty | ||||||||||
7/01/2020 | Ltd as | On-market sale | 1,318.93 | Ordinary fully | -54 | |||||
responsible | paid | |||||||||
entity for | ||||||||||
Voyage | ||||||||||
OnePath | ||||||||||
Custodians Pty | ||||||||||
8/01/2020 | Ltd as | On-market sale | 9,898.01 | Ordinary fully | -400 | |||||
responsible | paid | |||||||||
entity for | ||||||||||
Wealthtrac | ||||||||||
ANZ Custodial | ||||||||||
Services New | ||||||||||
8/01/2020 | Zealand Limited | On-market | 9,423.05 | Ordinary fully | 363 | |||||
as trustee for | purchase | paid | ||||||||
various private | ||||||||||
clients | ||||||||||
ANZ Custodial | ||||||||||
Services New | ||||||||||
8/01/2020 | Zealand Limited | On-market | 1,531.57 | Ordinary fully | 59 | |||||
as trustee for | purchase | paid | ||||||||
various private | ||||||||||
clients |
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 3,338.67 | Ordinary fully | 129 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 10,279.69 | Ordinary fully | 396 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 6,853.13 | Ordinary fully | 264 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 6,567.58 | Ordinary fully | 253 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 2,621.84 | Ordinary fully | 101 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 1,349.85 | Ordinary fully | 52 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 4,828.34 | Ordinary fully | 186 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 2,595.88 | Ordinary fully | 100 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 1,268.18 | Ordinary fully | -49 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 2,336.29 | Ordinary fully | 90 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 2,518.00 | Ordinary fully | 97 |
as trustee for | purchase | paid | |||
various private | |||||
clients |
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 310.57 | Ordinary fully | -12 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 2,665.76 | Ordinary fully | -103 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 129.41 | Ordinary fully | -5 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 776.43 | Ordinary fully | -30 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 802.32 | Ordinary fully | -31 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 4,205.33 | Ordinary fully | 162 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 3,623.36 | Ordinary fully | 140 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market | 5,503.26 | Ordinary fully | 212 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 569.39 | Ordinary fully | -22 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
8/01/2020 | Zealand Limited | On-market sale | 439.98 | Ordinary fully | -17 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
OnePath Funds | |||||
Management Ltd | Ordinary fully | ||||
9/01/2020 | as responsible | On-market sale | 956,974.48 | -38,481 | |
paid | |||||
entity for Blue | |||||
Chip Pool |
The change in | |||||
holding occurred as | |||||
a result of shares | |||||
ANZEST Pty Ltd | under the Plan | ||||
being forfeited due | |||||
as Trustee for | |||||
to cessation of an | |||||
ANZ Employee | Ordinary fully | ||||
10/01/2020 | individual's | Not applicable | 1,608 | ||
Share | paid | ||||
employment or | |||||
Acquisition Plan | |||||
vesting conditions | |||||
(the "Plan") | |||||
not being met and | |||||
/ or shares being | |||||
allocated under the | |||||
Plan | |||||
OnePath Funds | |||||
Management Ltd | Ordinary fully | ||||
10/01/2020 | as responsible | On-market sale | 4,427,926.17 | -177,713 | |
paid | |||||
entity for Blue | |||||
Chip Pool | |||||
OnePath Funds | |||||
Management Ltd | |||||
as responsible | |||||
entity for | Ordinary fully | ||||
10/01/2020 | OPTIMIX | On-market sale | 119,045.66 | -4,747 | |
paid | |||||
Wholesale | |||||
Australian | |||||
Shares Trust - | |||||
VINVA | |||||
The change in | |||||
holding occurred as | |||||
a result of shares | |||||
ANZEST Pty Ltd | under the Plan | ||||
being forfeited due | |||||
as Trustee for | |||||
to cessation of an | |||||
ANZ Employee | Ordinary fully | ||||
13/01/2020 | individual's | Not applicable | 85 | ||
Share | paid | ||||
employment or | |||||
Acquisition Plan | |||||
vesting conditions | |||||
(the "Plan") | |||||
not being met and | |||||
/ or shares being | |||||
allocated under the | |||||
Plan | |||||
OnePath Funds | |||||
Management Ltd | |||||
as responsible | |||||
entity for | Ordinary fully | ||||
13/01/2020 | OPTIMIX | On-market sale | 1,277.30 | -51 | |
paid | |||||
Wholesale | |||||
Australian | |||||
Shares Trust - | |||||
VINVA | |||||
OnePath | |||||
Custodians Pty | |||||
13/01/2020 | Ltd as | On-market sale | 14,789.07 | Ordinary fully | -593 |
responsible | paid | ||||
entity for | |||||
PortfolioOne | |||||
OnePath | |||||
Custodians Pty | |||||
13/01/2020 | Ltd as | On-market sale | 11,272.26 | Ordinary fully | -452 |
responsible | paid | ||||
entity for | |||||
PortfolioOne | |||||
OnePath | |||||
Custodians Pty | Ordinary fully | ||||
14/01/2020 | Ltd as | On-market sale | 15,874.29 | -632 | |
paid | |||||
responsible | |||||
entity for FSP |
OnePath | |||||
Custodians Pty | |||||
14/01/2020 | Ltd as | On-market sale | 57,830.03 | Ordinary fully | -2,304 |
responsible | paid | ||||
entity for | |||||
PortfolioOne | |||||
OnePath | |||||
Custodians Pty | |||||
14/01/2020 | Ltd as | On-market sale | 4,484.75 | Ordinary fully | -180 |
responsible | paid | ||||
entity for | |||||
Wealthtrac | |||||
The change in | |||||
holding occurred as | |||||
a result of shares | |||||
ANZEST Pty Ltd | under the Plan | ||||
being forfeited due | |||||
as Trustee for | |||||
to cessation of an | |||||
ANZ Employee | Ordinary fully | ||||
14/01/2020 | individual's | Not applicable | 20 | ||
Share | paid | ||||
employment or | |||||
Acquisition Plan | |||||
vesting conditions | |||||
(the "Plan") | |||||
not being met and | |||||
/ or shares being | |||||
allocated under the | |||||
Plan | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 631.28 | Ordinary fully | 24 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 2,164.43 | Ordinary fully | 82 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market sale | 1,446.68 | Ordinary fully | -55 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 263.03 | Ordinary fully | 10 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 1,029.42 | Ordinary fully | 39 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 394.55 | Ordinary fully | 15 |
as trustee for | purchase | paid | |||
various private | |||||
clients |
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 1,398.96 | Ordinary fully | 53 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market sale | 1,551.90 | Ordinary fully | -59 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market sale | 499.76 | Ordinary fully | -19 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 1,183.65 | Ordinary fully | 45 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 4,249.67 | Ordinary fully | 161 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 789.10 | Ordinary fully | 30 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 2,797.91 | Ordinary fully | 106 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 236.73 | Ordinary fully | 9 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | On-market | 923.84 | Ordinary fully | 35 |
as trustee for | purchase | paid | |||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | Transfer Out | 3,029.68 | Ordinary fully | -120 |
as trustee for | paid | ||||
various private | |||||
clients |
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | Transfer Out | 883.65 | Ordinary fully | -35 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | Transfer Out | 176.73 | Ordinary fully | -7 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
ANZ Custodial | |||||
Services New | |||||
15/01/2020 | Zealand Limited | Transfer Out | 1,691.58 | Ordinary fully | -67 |
as trustee for | paid | ||||
various private | |||||
clients | |||||
OnePath Funds | |||||
Management Ltd | |||||
as responsible | |||||
15/01/2020 | entity for | On-market sale | 297,220.63 | Ordinary fully | -11,775 |
OnePath | paid | ||||
Australian | |||||
Shares Index | |||||
Pool | |||||
OnePath | |||||
Custodians Pty | |||||
15/01/2020 | Ltd as | On-market sale | 6,701.08 | Ordinary fully | -267 |
responsible | paid | ||||
entity for | |||||
Voyage | |||||
OnePath | |||||
Custodians Pty | |||||
15/01/2020 | Ltd as | On-market sale | 16,252.44 | Ordinary fully | -646 |
responsible | paid | ||||
entity for | |||||
Voyage | |||||
OnePath | |||||
Custodians Pty | |||||
15/01/2020 | Ltd as | On-market sale | 19,047.22 | Ordinary fully | -757 |
responsible | paid | ||||
entity for | |||||
Voyage |
Addresses | The addresses of entities named in this form are as follows: | ||
Name | Address | ||
ANZ | Level 9A, ANZ Centre Melbourne, 833 Collins Street, Docklands Vic 3008 | ||
ANZEST Pty Ltd | Level 9A, ANZ Centre Melbourne, 833 Collins Street, Docklands Vic 3008 | ||
ANZ New Zealand | |||
Investments | ANZ Centre, 23-29 Albert Street, Auckland, New Zealand | ||
Limited | |||
OnePath Funds | Level 23, 242 Pitt Street, Sydney NSW 2000 | ||
Management Ltd | |||
OnePath | Level 23, 242 Pitt Street, Sydney NSW 2000 | ||
Custodians Pty Ltd | |||
JP Morgan Chase | 85 Castlereagh Street, Sydney NSW 2000 | ||
Bank | |||
JP Morgan | 85 Castlereagh Street, Sydney NSW 2000 | ||
Nominees Australia | |||
Limited | |||
Reserve Bank of NZ | 2 The Terrace, PO Box 2498 Wellington 6011, New Zealand | ||
ANZ Custodial | |||
Services New | ANZ Centre, 23-29 Albert Street, Auckland, New Zealand | ||
Zealand Limited | |||
print name | Simon Pordage | Capacity | Company Secretary |
Sign here | Date | 17 January 2020 |
ANZ Deed Poll
Deed Poll
Australia and New Zealand Banking Group Limited ACN 005 357 522
ANZ Deed Poll
Deed Poll
This Deed Poll is made by:
Australia and New Zealand Banking Group Limited ACN 005 357 522 of ANZ Centre Melbourne, Level 9, 833 Collins Street, Docklands, Victoria 3008 (ANZ)
in favour of and enforceable by:
The Australian Securities and Investments Commission (ASIC).
RECITALS
- By ASIC instrument 19-1239 issued pursuant to subsection 259C(2) of the Corporations Act 2001 (Cth) (Act), ASIC has exempted ANZ from the operation of section 259C of the Act (Exemption).
- To obtain the benefit of the Exemption, ANZ is required to make this deed poll (Deed Poll) in favour of ASIC.
OPERATIVE PROVISIONS
1 DEFINITIONS AND INTERPRETATIONS
1.1 Words and expressions defined in the Exemption and not otherwise defined in this Deed Poll have the same meaning as in the Exemption.
2 UNDERTAKINGS
2.1 As contemplated in paragraph 7 of the Exemption, ANZ covenants with ASIC as follows:
5% limit
- to ensure that the number of votes attached to all voting shares of ANZ in respect of which ANZ or its controlled entities have the power (including under the terms of a derivative) to control voting or disposal, does not exceed 5% of the total number of votes attached to all voting shares of ANZ;
3% limit for statutory funds
- to ensure that, in relation to a prescribed controlled entity of the kind referred to in paragraph (ii) of the definition of prescribed controlled entity in the Exemption, the aggregate amount of assets in the statutory fund's retained profits and shareholder capital accounts that is invested in ANZ's shares is no more than 3% of the level of assets in those accounts that is required to satisfy any capital requirements imposed by the Australian Prudential Regulation Authority;
- to ensure that, in relation to the NZ Life Funds, the aggregate amount of assets in the NZ Life Funds' retained profits and shareholder capital accounts that is invested in ANZ shares is no more than 3% of the level of assets in those accounts that is required to satisfy any capital requirements imposed by the New Zealand Society of Actuaries (Inc);
ANZ Deed Poll
Voting restrictions
- to ensure that a prescribed controlled entity does not exercise votes attached to shares issued or transferred in the circumstances specified in paragraph 6 of the Exemption other than where, in circumstances where the shares were issued or transferred to a prescribed controlled entity of the kind referred to in paragraph (i) of the definition of prescribed controlled entity in the Exemption, the votes are exercised by the entity in accordance with the directions of a client;
Disclosure of interests
- to disclose to ASX:
- within 14 days after the last disclosure made under sub-subparagraph 2.1(e)(i) of the Deed Poll made by ANZ on 9 August 2012 in favour of ASIC pursuant to the revoked ASIC Instrument 12-1078 and thereafter no later than 14 days from the date the last disclosure was made under this clause 2.1(e) or such other period as ASIC may agree in writing:
- the number of voting shares of ANZ in respect of which it or its controlled entities have the power to control voting or disposal expressed as a percentage of the total number of shares of ANZ; and
- the number of voting shares of ANZ in respect of which it or its controlled entities have a net economic exposure, expressed as a percentage of the total number of shares of ANZ;
- no later than before the end of two business days after the day on which ANZ became aware of the movement, any movement of at least 1% in either of the percentages referred to in clause 2.1(e)(i);
and, in making these disclosures, to include the details set out in subsection 671B(3) of the Act as if section 671B applied;
- a copy of the Exemption by way of an announcement at the same time ANZ gives the first periodic disclosure under clause 2.1(e)(i);
Record keeping requirements
- to:
- keep records of acquisitions and disposals of shares of ANZ and derivatives, by ANZ and its controlled entities, for a period of at least 12 months after the date of the acquisition or disposal, including:
- date and time;
- volume;
- price; and
- the broker responsible for executing the trade; and
- within five business days after a receipt of a written request, make those records available for inspection by ASIC, ASX, NZX (for so long as ANZ shares are quoted on NZX) or any other market licensee where ANZ shares are quoted, or constitute the
ANZ Deed Poll
underlying security for a financial product quoted, on the market conducted by the licensee; and
- to give a written notice to ASIC within five business days after becoming aware that it has failed to comply with the terms of this deed, other than in an immaterial respect, and setting out the details of the non-compliance.
2.2 Clause 2.1(d) relates only to those ANZ shares and units in ANZ shares in circumstances where, but for the Exemption, their issue or transfer to a controlled entity would contravene s259C of the Act.
3 Benefit of the Deed Poll
- The Deed Poll is only for the benefit of, and may only be enforced by, ASIC.
- ANZ acknowledges that this deed poll duly executed by it (original deed poll), which is then subsequently scanned as a PDF copy (scanned PDF copy) and attached to an email to be sent to ASIC will not be invalid as a record of this transaction between the parties because that email to ASIC is an electronic communication and that scanned PDF copy may be produced in evidence in place of the original deed poll. ANZ agrees that sections 7, 10 and 11 of the Electronic Transactions Act 2000 (Vic) apply to this deed poll.
4 Amendment of the Deed Poll
4.1 ANZ may modify, vary or amend this Deed Poll only with the express prior written approval of ASIC. To modify, amend, or vary this Deed Poll, ANZ must execute a supplemental deed poll in favour of ASIC.
5 Termination of the Deed Poll
5.1 This Deed Poll automatically terminates upon the expiry or revocation of the Exemption, unless otherwise agreed by ASIC and ANZ.
ANZ Deed Poll
5.2 This Deed Poll is irrevocable without the prior consent of ASIC.
6 Governing Law
6.1 This Deed Poll is governed by the law in force in Victoria.
EXECUTED as a deed poll on ______________________ January 2020
SIGNED, SEALED and DELIVERED for AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED under Power of Attorney dated 18 November 2002 (and the attorney declares that he or she has not received notice of the revocation of such Power of Attorney) in the presence of:
Signature of attorney
Signature of witness | Name |
Name
Address of witness
Attachments
- Original document
- Permalink
Disclaimer
ANZ - Australia & New Zealand Banking Group Ltd. published this content on 17 January 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 January 2020 03:28:04 UTC