# 2024 Annual Report

## Contents

### Overview
- Our 2024 reporting suite: 2
- 2024 performance snapshot: 3
- Chairman’s message: 4
- CEO’s message: 6

### Operating environment
- Our operating environment: 8
- Our purpose and strategy: 10
- How we create value: 12
- About our business: 14
- Our approach to ESG: 16
- Our approach to climate change: 17

### Governance
- Governance: 18
- Directors’ qualifications, experience and special responsibilities: 19
- Company secretaries qualifications and experience: 24
- Executive Committee: 25
- Risk management: 26

### Performance overview
- Five year summary: 32
- Performance overview: 34

### Remuneration report: 48

### Directors’ report: 90

### Financial report: 93

### Shareholder information
- Shareholder information - unaudited: 221
- Important dates for shareholders 2025: 223
- Contacts: 223
- Glossary: 224

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At ANZ, our purpose is to shape a world where people and communities thrive. 

In particular, we want to help customers:
- Save for, buy and own a liveable home
- Start or buy and sustainably grow their business
- Move capital and goods around the region and sustainably grow their business

We bring our purpose to life through our strategy: to improve the financial wellbeing and sustainability of customers with excellent services, tools and insights.

---

# 2024 Performance Snapshot

### Financial performance highlights
- Statutory profit: $6,535m (↓ 8%)
- Cash profit: $6,725m (↓ 9%)
- Cash return on equity: 9.7% (↓ -131bps)
- Cash earnings per share (Basic): 224.3c (↓ -23c)
- Total dividend per share for 2024: 166c (↓ -5%)
- Net tangible assets per share: $21.60 (↓ -0.8%)
- Common Equity Tier 1 Capital: 12.2% (↓ -114bps)

### Our stakeholders
- Shareholders: 500k
- Employees (FTE): 42.4k
- 1 Year total shareholder return: 27%
- Staff engagement score: 84%
- Women in leadership: 38.8%
- Customers: >10m
- In community investments: More than $134m
- Gross loans and advances: $807b
- Funded and facilitated in social and environmental activities: ~$38.9b
- Customer deposits: $715b
- Participants in our financial education programs: More than 122k

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# Chairman’s message

In a year of global uncertainty and challenging conditions for Australia there was significant downward pressure on industry profitability. 

Despite these challenges, our full-year statutory profit of $6.5 billion was 8% less than last year’s record financial performance and the second strongest revenue outcome on record. Along with financial risk being well managed, this year’s cash profit was the next highest for ANZ since 2017. We also achieved a total shareholder return of 27% this financial year, resulting in a return of approximately 50% across the last two financial years.

Our performance was driven by a solid performance in our core banking businesses, reinforcing the benefits of our diversified portfolio. Furthermore, our strong capital position, along with the successful sale of our stake in AmBank, enabled us to reduce our share count by over 30 million through $883 million of our ongoing $2 billion share buyback.

The significance of the year was highlighted by our successful acquisition of Suncorp Bank. This acquisition reshapes our presence and scale in the fast-growing Queensland market, and along with the progress of our new banking platform in Australia, ANZ Plus, the bank is well positioned for the future. 

As a result of our performance, your Board was pleased to declare a total dividend of 166 cents per share, which was down 5% on 2023, meaning more than $4.9 billion will be returned to you, our shareholders. 

The final dividend was partially franked which reflects the shape of our portfolio and percentage of ANZ’s profit generated outside of Australia.

While we are pleased with the returns provided to shareholders, we have also made a meaningful contribution throughout the year to customers and the community. We are proud of this work, which is covered in our Chief Executive’s letter on the following pages.

### Capital
The global economy passed through the most sustained cycle of rising interest rates in decades. While deep recessions have not been apparent, inflation challenges persist with many customers and businesses confronting higher costs.

Against this backdrop, ANZ is well prepared with sound levels of credit provision, capital, liquidity and funding. While the number of customers in hardship remains relatively low, our financial position allows us to stand ready to help customers in need.

In the first half of the year, the Board approved an on-market share buyback of up to $2 billion – one of our largest ever capital management exercises – reflecting our strong capital position.

We continued to protect and strengthen the balance sheet with your bank remaining among the best capitalised banks in the world. ANZ’s Common Equity Tier 1 Ratio was 12.2%. 

### Non-financial Risk
While the bank has a track record of prudently managing financial risk, we are still building capability in the management of non-financial risk (NFR). 

This has been emphasised by the Australian Prudential Regulation Authority (APRA) requiring ANZ to hold an additional operational risk capital overlay, due to concerns about our progress in this space, including issues within our Markets business.

We have made progress in the delivery of our NFR program, I.AM Amplified, however it is clear there is more to do and ongoing vigilance is required. 

This will continue to be a significant focus in 2025. The actions we are taking on NFR are outlined in Box 1, while the Board’s response on the specific matters arising within the Markets business is covered in Box 2.

As shareholders would expect, the Board has also taken these matters into account when assessing the performance of our Chief Executive Officer, Shayne Elliott, and the executive team this year.

While there has been no finding of any direct accountability for members of the Executive Committee, as CEO, Shayne is ultimately responsible for all aspects of the Bank’s performance. 

This is why the Board applied its discretion and assessed Shayne’s performance to be below target and determined the appropriate 2024 Short Term Variable Remuneration (STVR) outcome was 65% of target opportunity (52% of maximum opportunity).

In addition, the Board considered it appropriate to hold the Executive Committee collectively accountable for the issues relating to NFR and this has been reflected in their final outcomes. More details of the Board’s actions are outlined in the Remuneration Report.

### Board Renewal
There has been ongoing renewal of our Board in recent times with a particular focus on appointing Non-Executive Directors with experience in financial services. This has been particularly beneficial as we have managed the NFR and Markets issues.

In February, Richard Gibb joined the Group Board, while John Cincotta was appointed a Non-Executive Director of the Banking Group.

Before joining ANZ’s board, Richard was Chief Executive of Credit Suisse Australia and previously held senior global roles at Deutsche Bank and Merrill Lynch. John, who was one of the founders of Barrenjoey Capital Partners had a long career at Deutsche Bank Australia and New Zealand.

Then in March we welcomed the Chair of ANZ New Zealand, Scott St John, to the Group Board as a Non-Executive Director. Scott has served on our New Zealand Board since 2021. Scott currently chairs Mercury NZ Limited and was formerly the CEO of First NZ Capital (now Jarden) and Chair of Fisher and Paykel Healthcare.

This year Sir John Key retired from ANZ having served as both a Non-Executive Director for the Group and Chairman of ANZ New Zealand since 2018. Sir John made an enormous contribution with his unparalleled international business and political experience playing a critical role in our ongoing success. As a Board, we will miss his wise counsel and global insights and we wish him the very best for the future.

In closing, I would like to acknowledge the many thousands of ANZ employees who come to work every day to do their best for their customers and colleagues as we continue to build a bank that benefits all our stakeholders.

*Paul O’Sullivan*
*Chairman*

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### Box 1: Non-Financial Risk Management at ANZ
Following the Royal Commission, ANZ commenced a major program to strengthen NFR management across the Bank, including greater standardisation of risk tolerance, processes and reporting. In practice, NFR refers to the risks that we face from managing our operations, our processes and systems as well as how we conduct ourselves.

In 2022 the ANZ Board elevated its review of progress and accountability for the NFR program. At the time, steps included reinforcing the Executive Committee’s accountability and upgrading the technology platform underpinning the new program. The Board also appointed an independent external expert to monitor and report on progress.

As of late 2023-24, the program was making good progress and meeting key milestones, while staff using the new systems were reporting an improved NFR capability.

However, events associated with the Markets business in the Institutional Division (see box 2) highlighted the need for an ongoing uplift in ANZ’s NFR processes and drew a response from APRA including a risk capital overlay.

In addition to ensuring delivery of the existing NFR program, the Board is also requiring further focus from Management on strengthening risk culture and embedding the new NFR processes across the bank.

The Board considers the final delivery of the NFR program, combined with the additional focus on embedding NFR controls, will provide the required outcome. We will continue to report on our progress to shareholders and regulators.

### Box 2: Institutional Division, Markets Issues
During the year, concerns were raised regarding an Australian Government bond issuance in 2023 where ANZ was the Duration Manager and a Joint Lead Manager. There were also conduct and data issues identified within our Markets business.

The Board has direct oversight of the issue and taken a number of actions, including:
- Assessing reports from independent experts in financial markets appointed to analyse trading activity.
- Engaging external legal advisors, independent of Management, to ensure rigorous and thorough outcomes from the expert reviews.
- Establishing a sub-committee of directors with relevant experience, chaired by me, to evaluate and test technical issues on ongoing basis. 
- Commissioning Oliver Wyman, in consultation with APRA, to undertake a thorough independent review of culture and controls within the Markets business.

While some of these reviews remain ongoing, the Board has ensured accountability and consequences are enforced where relevant, particularly for the conduct and data matters. Consequences for the Executive Committee are detailed in the Remuneration Report and include:
- A reduction in the Risk Modifier which reduced the outcome of the Group Scorecard and impacted variable remuneration for all employees.
- Collective accountability for the entire Executive Committee regarding NFR matters, resulting in a reduction in 2024 STVR and a reduction in 2025 Long Term Variable Remuneration (LTVR) restricted rights to be granted in November/December 2024.
- An additional STVR impact for Executives with greater overall accountability for the Markets and NFR matters.

Given the Australian Securities and Investments Commission’s (ASIC) review of these matters is ongoing, the Board has the discretion to freeze or reduce future vesting of equity to accountable Executives and is satisfied that the quantum of outstanding equity is sufficient.

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# CEO’s message

After a record performance in 2023, this year was another pivotal year for our company.

We completed the successful acquisition of Suncorp Bank, setting us up for future success. We also achieved strong results from our core banking business and saw emerging benefits from our investments in key customer platforms – ANZ Plus and Transactive Global.

Our results demonstrate the benefits of multiple years of simplification, strengthening of the balance sheet and targeted investment into market-leading platforms which better support our customers, while producing sustainable returns for our shareholders and positioning us well for the future.

As the Chairman has covered extensively, this year issues arose in our Markets business, which have been extremely disappointing as they are contrary to our requirements and the standards we have set for ourselves. 

This has reinforced how critical it is to ensure we have an engaged and purpose-led culture across ANZ. While our employee engagement score remained industry leading in 2024, I acknowledge there is always more to be done to embed a strong speak-up culture with a deep understanding of non-financial risk.

As CEO of ANZ, this is a key priority.

### The Bank We Bought – Suncorp Bank
On 1 August 2024, we welcomed approximately 3,000 Suncorp Bank employees, 1.2 million customers and $54.6 billion of deposits into the ANZ family. The quality of the business is already exceeding our expectations.

In the two years since announcing the acquisition, Suncorp Bank’s customer numbers, home lending and deposits have all grown.

As we learn more about the quality of Suncorp Bank’s business, people and assets, we are increasingly confident that we are well placed to deliver more synergies than expected, faster than initially planned. We will share more detail of our aspirations at our first half results in 2025.

We have always positioned our acquisition of Suncorp Bank as a platform for growth in Queensland and that is why we were happy to make commitments to the Queensland Government with regards to lending and jobs.

We have already demonstrated momentum in meeting these commitments, with recent announcements including financing for Queensland’s largest affordable housing project for seniors and people with disability.

We are establishing a new technology hub in Brisbane focused on digital, cloud and data capability, which will employ more than 700 people over the next five years.

Our focus now is to drive value from the acquisition, combining the best of ANZ and Suncorp Bank to create one bank that’s better together for customers, colleagues, shareholders and the community.

### The Bank we’re Building 
Throughout the year, we continued to deliver propositions to support our customers built on resilient, agile platforms which can innovate at pace. These platforms provide the underlying technology infrastructure that drives the business.

This was possible due to the investment of about $2.5 billion over the past five years to improve our technical capabilities and capacity to speed up delivery. This provides more seamless and secure banking experiences that deliver better customer outcomes and ultimately grow market share and profitability.

This includes ANZ Plus, which we believe is the most engaging, contemporary and easy to use retail banking platform in Australia. ANZ Plus customer numbers grew 85% through the year to nearly 850,000, and deposits grew 70% to almost $16 billion.

Nearly one in five of our active retail customers now call ANZ Plus home. We continue to acquire around 30,000 customers onto the ANZ Plus platform every month and pleasingly, 48% of customers who joined ANZ Plus in FY24 were new to ANZ.

### Supporting our customers
Our platforms, ANZ Plus and Transactive Global, not only improve our customers’ experience and reduce costs, they also help protect our customers from scams and fraud.

ANZ Plus has introduced a raft of scam safe features including screen share protection from scammers, location-based security, risky-app detection, crypto limits and the use of technology to help detect if customers are being coached from scammers.

In addition, we have increased personalised internet banking warning messages when activity is considered high risk and introduced a new Scam Scoring model which uses Artificial Intelligence to complement our security systems and boost scam detection.

Combined with increased education and resources – including a new team of dedicated fraud and scam specialists – these measures are having an impact. In 2024, our people and systems stopped more than $140 million being sent to criminals.

Helping customers who may be facing financial difficulty as early as possible is another key priority.

In Australia, while customers can reach out to us if they need help, we also proactively check in via SMS with hundreds of customers a month who are potentially facing financial hardship.

In line with the broader economic environment, the number of Australian home loan and small business customers in hardship has risen over the past year. However, this is off an historically low base and the overall data suggests that in aggregate, customers are holding up better than originally expected. That said, where customers are in difficulty we will work with them to find a solution tailored to their situation.

### Supporting the community
Supporting our communities is core to our purpose, which is to shape a world where people and communities thrive.

Our financial education and matched savings program, Saver Plus, celebrated its 21st birthday this year, making it the largest and longest running program of its kind in the world. The program was developed alongside Brotherhood of St Laurence and is delivered in partnership with Berry Street and The Smith Family, with funding support from the Australian Government and ANZ.

In that time, more than 62,000 participants have built lifelong savings habits while saving more than $31 million. Over the same period, ANZ has provided more than $26 million in matched funds.

This program has been life changing for many, with the vast majority of those taking part still saving more than seven years after completion, while their total assets have increased.

Likewise, our flagship financial education program MoneyMinded, which supports adults on lower incomes to build their financial skills, knowledge and confidence, also continues to flourish. Over a million people have taken part since 2002 across Australia, Asia, the Pacific and New Zealand.

### Our outlook and priorities
Looking ahead, we will remain focused on running the bank well. This will be driven by our purpose and focused on delivering good customer outcomes, as well as strengthening risk management and providing consistent financial returns to shareholders.

We will continue to simplify our business to focus on two key platforms, ANZ Plus and Transactive Global. This will help us better serve our customers, manage costs, improve productivity and unlock further benefits of simplification.

We will also leverage Generative AI to increase productivity and deliver better tools to support our people and customers, including through our new AI Immersion Centre launched in partnership with Microsoft earlier this year.

As I look ahead, I am confident our diversified portfolio, unique global network, and fortress balance sheet mean we are well positioned to continue to deliver for our shareholders, our people and our community.

Finally, I thank the team at ANZ for their commitment to supporting our customers, which has helped drive these positive results.

*Shayne Elliott*
*Chief Executive Officer*

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# Our operating environment

A range of influences characterise the current operating environment.

Economies have coped relatively well with the sharp increases in interest rates over 2022 and 2023. Economic activity has slowed, but recessions have been rare and shallow. Unemployment in Australia and New Zealand has only modestly increased.

The cumulative impact of rising prices and higher interest rates is sustaining cost of living pressures for consumers, but household balance sheets, in aggregate, are sturdy. Investment plans are generally robust, but resource availability is a challenge, not least because of similar wants across economies. Industrial policy has become more common, including in Australia, and is likely to reshape the structure of economic activity over time as governments address perceived supply chain vulnerabilities and prioritise domestic resilience.

China’s economy is operating on a different cycle. Growth has moderated as the economy adjusts to an ageing demographic and the demand mix changes. Trade is still growing despite geopolitical complexities. High commodity prices are sustaining exports from Australia and New Zealand. Asian exports have had a particularly strong year, backed by renewed strength in technology trade.

The climate transition remains a subtext to many of these developments. Resource access challenges feature here as well, as many economies strive to invest in renewable energy, building retrofits and more climate-friendly transport.

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### Economic outlook
Growth has slowed, but many central banks have begun to reduce interest rates. Inflation has proven to be slightly stickier in Australia than elsewhere. Australia, therefore, is likely to follow with a modest easing cycle of its own, but not until 2025. Easing cycles are likely to only partially reverse the sharp interest rate rises of recent years.

Private sector balance sheets, in general, are in solid shape, suggesting lower interest rates are likely to generate economic traction without needing to be too vigorous. The supply side of many economies remains challenged by influences including ageing workforces, housing constraints, and the influence of geopolitics and industry policy on supply chains. This is also encouraging more sustained government spending than has been the case in previous cycles.

Policy in China has been gradually responding to reduce the risks of a sharper slowdown. Excessively low inflation has been the primary macroeconomic challenge. Further easing is likely as China adjusts to softer structural drivers of demand. An ageing demographic suggests a shift in the mix of activity over time, including in the commodity sector. These shifts are likely to have some permanence.

| Challenges | Examples of how we’re responding |
| --- | --- |
| Inflationary pressures and higher interest rates | • Assessing borrowers’ resilience to rising interest rates<br>• Focusing on cost management and delivering ongoing productivity benefits, including from technology simplification<br>• Dealing appropriately with customers experiencing financial hardship or in need of extra care<br>• Adjusting our staff salaries appropriately |
| Public and regulatory scrutiny | • Being transparent about how we are addressing regulatory and political concerns<br>• Working cooperatively with regulators, government and non-governmental organisations (NGOs)<br>• Continuing to evolve our ESG policies and processes, seek to implement them effectively and transparently disclose our progress |
| Competitive banking industry | • Operating a diverse business, continuing to invest and prioritise resources across Retail, Commercial and Institutional segments<br>• Deploying new and improved digital services, products and processes to help meet customer needs for efficient and accessible banking<br>• Investing in underlying technology and systems to establish more flexible and responsive platforms (including ANZ Plus and Institutional Payments and Cash Management Platforms) |
| Cybersecurity threats | • Ongoing investment in cybersecurity, fraud and scams detection capabilities<br>• Increasing customer awareness and education as to the relevant risks |
| Geopolitical tension | • Contingency plans for our medium-to higher risk jurisdictions with trigger events identified and monitored<br>• Continuing to review our international network and operations |
| Climate change and nature$^1$ | • Elevating climate to a Material Risk in November 2023<br>• Our Board approving our Group wide Climate and Environment Strategy in October 2024<br>• Supporting our customers’ transition through banking and finance products and services, such as sustainability linked loans and ESG-format bonds, that help drive the transition to a low carbon economy |

$^1$ Refer to our 2024 Climate-related disclosures report for more information and for glossary of terms available at anz.com/esgreport.

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# Our purpose and strategy

Our purpose is to shape a world where people and communities thrive. It explains ‘why’ we exist and drives everything we do at ANZ, including the choices we make each day about those we serve and how we operate.

Our aspiration is to build a simpler, better, more purpose-driven bank, through:
- purpose-led propositions and partnerships that improve financial wellbeing, access to housing and sustainability for our target segments
- automated business-services supported by modern, cloud-based technology that is more open, efficient, resilient and compliant
- an agile operating model that encourages innovation and makes it easier for our people to deliver value for our customers quickly
- disciplined allocation of resources, enhanced delivery capabilities, and an alignment of systems and incentives.

Through our purpose we have elevated three areas facing significant societal challenges aligned with our strategy and our reach, which include commitments to:
- Improving the financial wellbeing of our people, customers and communities by helping them make the most of their money throughout their lives;
- Supporting household, business and financial practices that improve environmental sustainability; and
- Improving the availability of suitable and affordable housing options for all Australians and New Zealanders.

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# Our values

Our values shape how we deliver our purpose-led strategy. They are the foundation of ‘how’ we work – living our values every day enables us to deliver on our strategy and purpose, strengthen stakeholder relationships and earn the community’s trust. All employees and contractors must comply with our Code of Conduct, which sets down the expected standards of professional behaviour and guides us in applying our values.

### Our values are: I.C.A.R.E

- **Integrity**: We are honest and fair by speaking openly and transparently, making thoughtful and balanced decisions, doing what’s right and acting with courage.
- **Collaboration**: We work together for the customer, by getting the right people together to get the job done and helping each other.
- **Accountability**: We take ownership and get things done – we do what we say we will do – find the solutions by testing and learning and act with determination.
- **Respect**: We care for all those we serve. We value difference and encourage everyone to have a voice, think and act with consideration for our customers, community and the environment.
- **Excellence**: We challenge ourselves to be better. This is done by making things simple, finding ways to work differently, using data to improve and asking for as well as acting on feedback.

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# How we create value

We create value for our stakeholders through the ‘Bank We’re Building’, developing propositions our customers love, with easy-to-use products and services that evolve to meet their changing needs.

We differentiate through our global network, thought leadership, and diversified retail, commercial and institutional customer businesses.

Our customer propositions are enabled through our people and our technology, data and risk management:
- **Purpose and values-led people** who drive value by caring about our customers and the outcomes we create.
- **Flexible and resilient digital banking platforms** powering our customers and made available for others to power the industry.
- **Risk management framework and culture**, establishing, overseeing and influencing how risk is considered in decision making.

Supported by our balance sheet strength, our partnerships and reputation:
- **Partnerships that unlock new value** with ecosystems that help customers further improve their financial wellbeing and sustainability.
- **Strong balance sheet positions** with access to capital, funding and liquidity to protect and grow our business.
- **Reputation underpinned by trusted relationships** with customers we choose to bank, our business partners and the community to strengthen our brand and reputation.

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# About our business

| Division | Services |
| --- | --- |
| Australia Retail | Provides a full range of banking services to Australian consumers. This includes Home Loans, Deposits, Credit Cards and Personal Loans. Products and services are provided via the branch network, home loan specialists, contact centres, a variety of self-service channels (digital and internet banking, website, ATMs and phone banking) and third-party brokers. |
| Australia Commercial | Provides a full range of banking products and financial services, including asset financing, across the following customer segments: SME Banking (small business owners and medium commercial customers), and Diversified & Specialist Businesses (large commercial customers, and high net worth individuals and family groups). |
| Institutional | The Institutional division services global institutional and corporate customers, and governments across Australia, New Zealand and International (including Papua New Guinea (PNG)) via the following business units:<br>• **Transaction Banking** provides customers with working capital and liquidity solutions including documentary trade, supply chain financing, commodity financing as well as cash management solutions, deposits, payments and clearing.<br>• **Corporate Finance** provides customers with loan products, loan syndication, specialised loan structuring and execution, project and export finance, debt structuring and acquisition finance, and sustainable finance solutions.<br>• **Markets** provides customers with risk management services in foreign exchange, interest rates, credit, commodities, and debt capital markets in addition to managing the Group’s interest rate exposure and liquidity position. |
| New Zealand | The New Zealand division comprises the following business units:<br>• **Personal** provides a full range of banking and wealth management services to consumer and private banking customers. We deliver our services via our internet and app-based digital solutions and a network of branches, mortgage specialists, private bankers and contact centres.<br>• **Business & Agri** provides a full range of banking services through our digital, branch and contact centre channels, and traditional relationship banking and sophisticated financial solutions through dedicated managers. These cover privately owned small, medium and large enterprises, the agricultural business segment, government and government-related entities. |
| Suncorp | On 31 July 2024, the Group acquired 100% of the shares in SBGH Limited, the immediate holding company of Suncorp Bank. The transaction was undertaken to accelerate the growth of the Group’s retail and commercial businesses while also improving the geographic balance of its business in Australia.<br>The 2024 reported results include two months’ results for Suncorp Bank from the date of acquisition, presented as Suncorp Bank division.<br>The Suncorp Bank division provides banking and related services to retail, commercial, small and medium enterprises and agribusiness customers in Australia. |
| Pacific | The Pacific division provides products and services to retail and commercial customers (including multi-nationals) and to governments located in the Pacific region, excluding PNG which forms part of the Institutional division. |
| Group Centre | Provides support to the operating divisions, including technology, property, risk management, financial management, treasury, strategy, marketing, human resources, corporate affairs, and shareholder functions. It also includes minority investments in Asia and interests in the ANZ Non-Bank Group. |

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# Our approach to ESG

Each year we conduct a materiality assessment where we engage with internal and external stakeholders to identify and assess our most material ESG issues. The results help inform our business practices – including Group Performance Framework – ESG targets and the coverage given to key topics in our external reporting.

### What matters most to our stakeholders
We’re continuing to bring our purpose to life through our focus on complex issues that are important to society and our business strategy.

- **Environmental sustainability** remains one of the highest priority issues identified by our stakeholders, in terms of both risks and opportunities.
- **Financial wellbeing** continues to be a key issue in light of current economic conditions.
- **Housing** was also identified by many of our stakeholders as of particular importance, noting the challenges associated with the cost of living and housing affordability and availability in Australia and New Zealand.

Our materiality assessment this year also highlighted the ongoing importance of three other issues:
- **Ethics, conduct and culture** was again raised in stakeholder discussions this year. It includes meeting expected standards of behaviour.
- **Information security**, encompassing cyber security and financial crime, remains a top order issue, including due to continuing customer losses to scams.
- **Responsible customer engagement** covering the need for ANZ, in particular in challenging economic conditions, to provide fair, accessible and affordable products, as well as customer support, including for those in financial hardship.

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# Our approach to climate change

Our five-year Climate and Environment Strategy was approved by the Board in October 2024. It sets out our objective to be a trusted partner for our customers, supporting them to adapt and become more resilient, to a changing environment and economy. In particular, we aim to be a leading bank in supporting an effective and orderly transition for our large business customers.

To achieve our Climate and Environment Strategy we have established three core ambitions:
- Building our capability to help customers understand climate and nature risks;
- Transitioning our lending portfolio to net zero financed emissions; and
- Supporting our customers’ transition and resilience.

These ambitions will be supported by each division having specific focus areas, and prioritised divisional action plans that we plan to implement commencing 2025.

### Climate and Environment Strategy

| Section | Detail |
| --- | --- |
| **Purpose** | Supporting household, business and financial practices that improve environmental sustainability |
| **Objective** | To be a trusted partner for our customers, supporting them to adapt and become more resilient, to a changing environment and economy. In particular, we aim to be a leading bank in supporting an effective and orderly transition for our large business customers |
| **Vision** | Financing a sustainable transition |
| **Ambition** | Building our capability to help customers understand climate and nature risks; Transitioning our lending portfolio to net zero financed emissions; Supporting our customers’ transition and resilience |
| **Divisional focus areas** | **Institutional:** Being a leading bank in supporting customers to transition, and growing our low-emissions and nature related opportunities<br>**Commercial:** Delivering insights and propositions to support customers to understand and navigate the transition<br>**Retail:** Delivering targeted education and propositions to support customers to adapt to climate impacts<br>**New Zealand:** Supporting Aotearoa New Zealand’s transition to a low-emissions, climate resilient economy |
| **Action pillars** | Understanding risks and opportunities; Building capability and capacity; Driving customer engagement and propositions; Collaborating with stakeholders to support an economy wide transition |
| **Core enablers** | Governance and Reporting; Data and Systems; People and Culture |

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# Governance

Our strong governance framework provides a solid structure for effective and responsible decision-making within the organisation.

### Directors’ meetings
The number of Board and Board Committee meetings held during the year and each Director’s attendance at those meetings are set out below:

| Director | Board (A/B) | Risk Committee (A/B) | Audit Committee (A/B) | People & Culture Committee (A/B) | Ethics, Env, Social & Gov Committee (A/B) | Digital Bus & Tech Committee (A/B) | Special Committee of the Board (A/B) | Committee of the Board$^1$ (A/B) | Nomination and Board Operations (A/B) | Shares Committee$^1$ (A/B) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Paul O’Sullivan | 13/13 | 8/8 | 7/7 | 6/6 | 5/5 | 5/5 | 1/1 | 1/1 | 2/2 | 3/3 |
| Ilana Atlas, AO$^2$ | 5/5 | | 2/2 | 2/2 | 1/1 | | | | | |
| Shayne Elliott | 13/13 | | | | | | | | 1/1 | |
| Richard Gibb$^3$ | 7/7 | 6/6 | 5/5 | | | 3/3 | | 1/1 | 2/1 | |
| Jane Halton, AO PSM | 13/13 | 6/6 | 5/5 | 6/6 | 5/5 | 5/5 | | | 2/2 | |
| RT Hon Sir John Key, GNZM AC$^4$ | 7/7 | 3/2 | | | 2/2 | 2/2 | | | | |
| Holly Kramer | 13/13 | 6/5 | | 4/4 | 4/4 | | | | 2/2 | |
| John Macfarlane$^2$ | 5/5 | 2/2 | 2/2 | | | 1/1 | | | | |
| Christine O’Reilly | 13/13 | 8/8 | 7/7 | 6/6 | | | | | 2/2 | |
| Jeff Smith | 13/13 | 8/8 | | 6/6 | | 5/5 | | | 2/2 | |
| Scott St John$^5$ | 6/6 | 4/4 | 2/2 | | 2/2 | | | | 2/2 | |

*Column A indicates the number of meetings the Director was eligible to attend as a member. Column B indicates the number of meetings attended.*

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# Remuneration report

## 2024 Remuneration Report – audited

Dear Shareholder,

Following a record performance in 2023, the ANZ team has delivered another year of strong financial results, along with significant progress on our strategic agenda, including completion of the acquisition of Suncorp Bank and significant growth in customers joining our ANZ Plus platform. For shareholders, we have delivered 27% Total Shareholder Return (TSR) in financial year 2024, and we also announced an on market share buy-back in May 2024.

Two years ago, the Board revised the executive remuneration structure to ensure compliance with *CPS 511 Remuneration* and to ensure that the Board had levers within the framework to take into account business and leadership performance, as well as the management of financial and non-financial risk. This year, the Board applied these levers with respect to 2024 remuneration outcomes, including as a result of a series of issues stemming from our Markets business, and an additional $250m capital overlay imposed by APRA due to Non-Financial Risk (NFR) matters. (Note: these issues are outlined in the ‘Chairman’s message’ of the Annual Report, and in this report we have referenced the specific instances where consequences have been considered and applied, with an overall summary outlined in Section 6).

Notwithstanding these issues, the Board considers that the business has performed well in 2024, and financial risks have been well managed. Therefore, the challenge has been to balance the reward for good overall performance, with the need to apply consequences fairly and appropriately to reflect the impact of these recent events on ANZ’s reputation, and customer, shareholder and regulator confidence.

## 2024 remuneration outcomes

### Short Term Variable Remuneration (STVR) – Awarded
The ANZ Group Scorecard performance is a key component informing STVR outcomes for the Chief Executive Officer (CEO) and Disclosed Executives, as well as the majority of ANZ Group employees. The 2024 Group Scorecard performance was assessed at 99% of target. However, with the application of the Risk Modifier, the overall scorecard performance reduced to 90%/Below Target.

In order to improve clarity and alignment to the ANZ Group Scorecard, the Board determined that for 2024, the CEO’s STVR would be based on 100% of the ANZ Group Scorecard results, with allowance for a CEO Leadership Modifier adjustment focused on the CEO’s leadership of key strategic priorities and risk management (Section 5.1.2).

In the Board’s assessment, the CEO Shayne Elliott, has continued to demonstrate good leadership of the Group and we have therefore assessed him as on target for the CEO Leadership Modifier component of his assessment. Specifically, his leadership of key strategic objectives has positioned ANZ well for the future, and he is consistently a role model of ANZ’s values and behaviours. Given, however, that the CEO has ultimate accountability for the broader Group’s performance, the CEO needs to bear appropriate accountability for the impact of the Markets and NFR matters. As a result, the Board applied its discretion and assessed the CEO’s performance as Below Target, and determined the appropriate 2024 STVR outcome was 65% of target opportunity (52% of maximum opportunity).

For Disclosed Executives, the Board approved 2024 STVR outcomes which range from 50% to 88% of target (average 75%). This reflects their individual and Divisional performance, the Below Target assessment for Group performance, collective accountability for the NFR matters, and individual consequences (where relevant) for the Markets matters.

### Long Term Variable Remuneration (LTVR) – Lapsed/Granted
The performance rights granted in late 2019 to the CEO and relevant Disclosed Executives did not meet the hurdles when tested at the end of the performance period in November 2023, therefore 100% of these performance rights lapsed.

Last year, the 2024 LTVR (comprised of 50% performance rights and 50% restricted rights), was granted to the CEO and Disclosed Executives at full opportunity, following the Board’s pre grant assessment in October 2023 for restricted rights, determining that no reduction was required. For the CEO, the 2024 LTVR grant was $3,375,000, noting that LTVR is future focused and vests over time.

In considering the pre grant assessment for the 2025 LTVR, the Board has chosen to adjust the restricted rights (which make up 50% of LTVR at full opportunity), downward by 10%, due to the risk matters discussed above. The CEO’s proposed 2025 LTVR of $3,206,250, will be subject to a shareholder vote at the upcoming 2024 Annual General Meeting (AGM).

### Fixed remuneration
Effective for 2024, Disclosed Executives (excluding the CEO), received a Fixed Remuneration (FR) adjustment to maintain or improve market positioning. There were no further increases to FR for 2024.

---

# Directors’ Report

The Directors’ Report for the financial year ended 30 September 2024 has been prepared in accordance with the requirements of the *Corporations Act 2001*. The information below forms part of this Directors’ Report:
- Principal activities on page 14;
- Operating and financial review on pages 34 to 47;
- Dividends on page 47;
- Information on the Directors, Company Secretaries and Directors’ meetings on pages 18 to 25;
- Remuneration report on pages 48 to 89.

### Acquisition of Suncorp Bank
On 31 July 2024, the Group acquired 100% of the shares in SBGH Limited, the immediate holding company of Suncorp Bank. Suncorp Bank provides banking and related services to retail, commercial, small and medium enterprises and agribusiness customers in Australia. The transaction was undertaken to accelerate the growth of the Group’s retail and commercial businesses while also improving the geographic balance of its business in Australia.

### Significant changes in state of affairs
There have been no other significant changes in the Group’s state of affairs other than Acquisition of Suncorp Bank, as described above.

### Events since the end of the financial year
Other than matters outlined in the Financial Report, there have been no significant events from 30 September 2024 to the date of signing this report.

### Participation in political party activities
We aim to assist the democratic process in Australia by attending and participating in paid events hosted by the major federal political parties. For the year ended 30 September 2024, we contributed $115,000 to participate in political activities hosted by the Australian Labor Party, the Liberal Party of Australia and the National Party of Australia. These activities included speeches, political functions and conferences, and policy dialogue forums. 

We disclose these contributions to the Australian Electoral Commission (AEC), noting the AEC’s reporting year is a different period to the Group’s financial year.

### Modern slavery reporting
The Group is subject to Australia’s Modern Slavery Act 2018 (Cth) and United Kingdom’s Modern Slavery Act 2015.

Our Modern Slavery Statement (when released) will set out actions taken to identify, assess and manage modern slavery risks in our operations and supply chain during the 2024 financial year.

Our 2024 Modern Slavery Statement will be available at anz.com/esgreport prior to our Annual General Meeting.

### Environmental regulation
We recognise the expectations of our stakeholders – customers, shareholders, staff, regulators and the community – to operate in a way that mitigates our environmental impact.

In Australia, we meet the requirements of the *National Greenhouse and Energy Reporting Act 2007 (Cth)*, which imposes reporting obligations where energy production, usage or greenhouse gas emissions trigger specified thresholds.

We do not believe that our operations are subject to any other particular and significant environmental regulation under a law of the Commonwealth of Australia or of an Australian State or Territory. We may become subject to environmental regulation as a result of our lending activities in the ordinary course of business and have developed policies, which are reviewed on a regular basis, to help identify and manage such environmental matters and regulations.

### Climate-related disclosures
The Group has current obligations in relation to mandatory publication of climate-related disclosures under the *New Zealand Financial Markets Conduct Act 2013* (FMCA). ANZGHL, ANZBGL, ANZ Bank New Zealand and ANZ New Zealand Investments Limited are Climate Reporting Entities (CREs) under the FMCA.

For the financial year ended 30 September 2024, ANZGHL is relying on the exemption in clause 6 of the *Financial Markets Conduct (Climate-related Disclosures for Foreign Listed Issuers) Exemption Notice 2024*.

The effect of relying on this exemption is that ANZGHL is not required to comply with the climate reporting obligations (including production and lodgement of climate statements) and the record-keeping obligations imposed under Part 7A of the FMCA for the financial year ended 30 September 2024. ANZGHL will be required to produce separate climate statements for the reporting period ending 30 September 2025 onwards.

Voluntary Climate Reports have been prepared for the Group according to the Task Force on Climate-related Financial Disclosures recommendations since 2017. The 2024 Climate-related Financial Disclosures are available at anz.com/esgreport.

---

# Financial Report

## Contents

### Consolidated Financial Statements
- Income Statement: 94
- Statement of Comprehensive Income: 95
- Balance Sheet: 96
- Cash Flow Statement: 97
- Statement of Changes in Equity: 98

### Notes to the Consolidated Financial Statements
- **Basis of preparation**: 1. About our financial statements (99)
- **Financial performance**: 2. Net interest income (102), 3. Non-interest income (103), 4. Operating expenses (105), 5. Income tax (107), 6. Dividends (110), 7. Earnings per ordinary share (112), 8. Segment reporting (113)
- **Financial assets and other trading assets**: 9. Cash and cash equivalents (117), 10. Trading assets (118), 11. Derivative financial instruments (119), 12. Investment securities (129), 13. Net loans and advances (131), 14. Allowance for expected credit losses (132)
- **Financial liabilities**: 15. Deposits and other borrowings (141), 16. Payables and other liabilities (142), 17. Debt issuances (143)
- **Financial instrument disclosures**: 18. Financial risk management (149), 19. Fair value of financial assets and financial liabilities (165), 20. Assets charged as security for liabilities and collateral accepted as security for assets (171), 21. Offsetting (172)
- **Non-financial assets**: 22. Goodwill and other intangible assets (173)
- **Non-financial liabilities**: 23. Other provisions (177)
- **Equity**: 24. Shareholders’ equity (179), 25. Capital management (182)
- **Consolidation and presentation**: 26. Parent entity financial information (186), 27. Controlled entities (187), 28. Investments in associates (189), 29. Structured entities (191), 30. Transfers of financial assets (194)
- **Employee and related party transactions**: 31. Superannuation and post employment benefit obligations (195), 32. Employee share and option plans (197), 33. Related party disclosures (203)
- **Other disclosures**: 34. Commitments, contingent liabilities and contingent assets (205), 35. Auditor fees (208), 36. Suncorp Bank acquisition (209), 37. Events since the end of the financial year (210)
- **Consolidated entity disclosure statement**: 211
- **Directors’ declaration**: 214
- **Independent auditor’s report**: 215

---

### Income Statement
| For the year ended 30 September | Note | 2024 ($m) | 2023 ($m) |
| --- | --- | --- | --- |
| Interest income$^1$ | | 60,639 | 49,904 |
| Interest expense | | (44,570) | (33,330) |
| **Net interest income** | **2** | **16,069** | **16,574** |
| Other operating income | 3 | 4,251 | 3,568 |
| Net income from insurance business | 3 | 122 | 108 |
| Share of associates’ profit/(loss) | 3 | 105 | 221 |
| **Operating income** | | **20,547** | **20,471** |
| Operating expenses | 4 | (10,741) | (10,139) |
| **Profit before credit impairment and income tax** | | **9,806** | **10,332** |
| Credit impairment (charge)/release | 14 | (406) | (245) |
| **Profit before income tax** | | **9,400** | **10,087** |
| Income tax expense | 5 | (2,830) | (2,953) |
| **Profit for the year** | | **6,570** | **7,134** |
| Comprising: | | | |
| Profit attributable to shareholders of the Company | | 6,535 | 7,106 |
| Profit attributable to non-controlling interests | | 35 | 28 |

| Earnings per ordinary share (cents) | Note | 2024 | 2023 |
| --- | --- | --- | --- |
| Basic | 7 | 217.9 | 237.1 |
| Diluted | 7 | 215.1 | 227.4 |
| Dividend per ordinary share (cents) | 6 | 166 | 175 |

---

### Shareholder Information - Unaudited

#### Ordinary shares
At 1 October 2024, the 20 largest holders of ANZGHL ordinary shares held 1,838,660,027 ordinary shares, equal to 61.72% of the total issued ordinary capital. At 1 October 2024 the issued ordinary capital was 2,978,913,443 ordinary shares.

| Name | Number of shares | % of shares |
| --- | --- | --- |
| 1 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED | 878,411,966 | 29.49 |
| 2 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED | 443,109,439 | 14.87 |
| 3 CITICORP NOMINEES PTY LIMITED | 278,508,425 | 9.35 |
| 4 BNP PARIBAS NOMINEES PTY LTD <AGENCY LENDING A/C> | 50,907,592 | 1.71 |
| 5 NATIONAL NOMINEES LIMITED | 36,556,619 | 1.23 |
| 6 BNP PARIBAS NOMS PTY LTD | 28,069,906 | 0.94 |
| 7 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED <NT-COMNWLTH SUPER CORP A/C> | 21,712,736 | 0.73 |
| 8 BNP PARIBAS NOMINEES PTY LTD <HUB24 CUSTODIAL SERV LTD> | 15,790,229 | 0.53 |
| 9 NETWEALTH INVESTMENTS LIMITED <WRAP SERVICES A/C> | 15,705,624 | 0.53 |
| 10 CITICORP NOMINEES PTY LIMITED <COLONIAL FIRST STATE INV A/C> | 13,907,293 | 0.47 |
| 11 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED | 8,145,969 | 0.27 |
| 12 ARGO INVESTMENTS LIMITED | 8,015,275 | 0.27 |
| 13 AUSTRALIAN FOUNDATION INVESTMENT COMPANY LIMITED | 7,415,000 | 0.25 |
| 14 IOOF INVESTMENT SERVICES LIMITED <IPS SUPERFUND A/C> | 6,349,878 | 0.21 |
| 15 BNP PARIBAS NOMS (NZ) LTD | 5,367,770 | 0.18 |
| 16 CUSTODIAL SERVICES LIMITED <BENEFICIARIES HOLDING A/C> | 4,716,704 | 0.16 |
| 17 IOOF INVESTMENT SERVICES LIMITED <IOOF IDPS A/C> | 4,500,446 | 0.15 |
| 18 UBS NOMINEES PTY LTD | 4,138,881 | 0.14 |
| 19 NETWEALTH INVESTMENTS LIMITED <SUPER SERVICES A/C> | 3,705,697 | 0.12 |
| 20 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 | 3,624,578 | 0.12 |
| **Total** | **1,838,660,027** | **61.72** |

#### Distribution of shareholdings

| At 1 October 2024 – Range of securities | Number of holders | % of holders | Number of shares | % of shares |
| --- | --- | --- | --- | --- |
| 1 to 1,000 | 286,021 | 57.19 | 98,175,585 | 3.29 |
| 1,001 to 5,000 | 166,717 | 33.33 | 381,270,066 | 12.80 |
| 5,001 to 10,000 | 30,023 | 6.00 | 208,757,448 | 7.01 |
| 10,001 to 100,000 | 16,990 | 3.40 | 339,267,741 | 11.39 |
| Over 100,000 | 398 | 0.08 | 1,951,442,603 | 65.51 |
| **Total** | **500,149** | **100.00** | **2,978,913,443** | **100.00** |

---

# Glossary

- **AASs** means Australian Accounting Standards.
- **AASB** means Australian Accounting Standards Board.
- **ADI** means Authorised Deposit-taking Institution as defined by APRA.
- **ANZ Bank Group** means ANZ BH Pty Ltd and each of its subsidiaries, including ANZBGL and ANZ Bank New Zealand Limited.
- **ANZBGL** means Australia and New Zealand Banking Group Limited.
- **APRA** means Australian Prudential Regulation Authority.
- **ASX** means Australian Securities Exchange.
- **AT1** means Additional Tier 1 capital.
- **Board** means ANZGHL Board of Directors.
- **Cash profit** is an additional measure of profit.
- **Credit risk** is the risk of financial loss resulting from the failure of the Group’s customers and counterparties to honour or perform fully the terms of a loan or contract.
- **Customer deposits** represent term deposits, other deposits bearing interest, deposits not bearing interest and borrowing corporations’ debt excluding securitisation deposits.

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# Contacts

### Registered office
ANZ Centre Melbourne 
Level 9, 833 Collins Street 
Docklands VIC 3008 Australia
Telephone: +61 3 9273 5555

### Investor relations
Level 10, 833 Collins Street 
Docklands VIC 3008 Australia
Email: investor.relations@anz.com 

### Share registrar
Computershare Investor Services Pty Ltd
GPO Box 2975
Melbourne VIC 3001 Australia
Telephone within Australia: 1800 11 33 99
International Callers: +61 3 9415 4010