UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 20-F

 

o

 

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Or

 

x

 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended September 30, 20112012

 

Or

 

o

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

 

Or

 

o

 

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

 

Commission File Number: 1-10167

 

WESTPAC BANKING CORPORATION
Australian Business Number 33 007 457 141
(Exact name of Registrant as specified in its charter)

 

New South Wales, Australia
(Jurisdiction of incorporation or organization)

 

275 Kent Street, Sydney, NSW 2000, Australia
(Address of principal executive offices)

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Name of each exchange on which registered

Ordinary shares

 

Listed on the New York Stock Exchange, not for trading, but only in connection with the registration of related American Depositary Shares, pursuant to the requirements of the New York Stock Exchange.

American Depositary Shares, each representing the right to receive five ordinary shares

 

New York Stock Exchange

 

Securities registered or to be registered pursuant to Section 12(g) of the Act:  None

 

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: 2.25% Notes due November 19, 2012, 2.10% Notes due August 2, 2013, 1.85% Notes due December 9, 2013, Floating Rate Notes due 2013, 4.20% Notes due February 27, 2015, 3.00% Notes due August 4, 2015, 1.125% Notes due September 2015, Floating Rate Notes due September 2015, 3.0% Notes due December 9, 2015, 2.0% Notes due August 2017, 4.625% Subordinated Notes due 2018, and 4.875% Notes due November 19, 2019 and notes issued from time to time under our Retail Medium-Term Notes program (Registration Statement No. 333-172579)

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

 

Ordinary shares

 

3,030,226,0163,080,192,894 fully paid

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes x    No o

 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes o     No x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x    No o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes o     No x (not currently applicable to registrant)

 

Indicate by check mark whether registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.

Large accelerated filer x       Accelerated Filer o       Non-accelerated filer o

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP o   International Financial Reporting Standards as issued by the International Accounting Standards Board x

Other o

 

If this is an annual report, indicate by check mark whether the registrant is a shell company.

Yes o     No x

 

 

 



 

Annual Report 2011

WESTPAC GROUP

2012 ANNUAL REPORT

US FORM 20-F

 



 


Table of contents

In this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007 457 141 and its subsidiaries unless it clearly means just Westpac Banking Corporation.

For certain information about the basis of preparing the financial information in this Annual Report see ‘Reading this report’ in Section 2. In addition, this Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of section 21E of the US Securities Exchange Act of 1934. For an explanation of forward-looking statements and the risks, uncertainties and assumptions to which they are subject, see ‘Reading this report’ in Section 2.

Information contained in or accessible through the websites mentioned in this Annual Report does not form part of this report unless we specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only.

TABLE OF CONTENTS

 

 

 

Annual Report

 

Form 20-F cross-reference index

2

Guide 3 cross-reference index

4

Section 1

5

Information on Westpac

6

Business strategy

6

Managing

Westpac’s approach to sustainability

9

Five year non-financial summary – non-financial

11

Outlook

13

Significant developments

14

Corporate governance

2122

Directors’ report

3940

Remuneration report

51

Section 2

73

Five year summary

74

Reading this report

75

Review of Group operations

77

Income statement review

79

Balance sheet review

8988

Capital resources

9492

Commitments

93

Divisional performance

95

Divisional performance

96Australian Financial Services

98

Westpac Retail & Business Banking

99

Westpac Institutional Bank

St.George Banking Group

101

St.George Banking Group

103

BT Financial Group (Australia)

103

Westpac Institutional Bank

105

New Zealand Banking

107Westpac New Zealand

106

Other divisions

108

Risk and risk management

115113

Risk factors

115113

Risk management

120118

Credit risk

120118

Liquidity risk

121

Market risk

122

MarketIn this Annual Report a reference to ‘Westpac’, ‘Group’, ‘Westpac Group’, ‘we’, ‘us’ and ‘our’ is to Westpac Banking Corporation ABN 33 007 457 141 and its subsidiaries unless it clearly means just Westpac Banking Corporation.

For certain information about the basis of preparing the financial information in this Annual Report see ‘Reading this report’ in Section 2. In addition, this Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of section 21E of the US Securities Exchange Act of 1934. For an explanation of forward-looking statements and the risks, uncertainties and assumptions to which they are subject, see ‘Reading this report’ in Section 2.

Information contained in or accessible through the websites mentioned in this Annual Report does not form part of this report unless we specifically state that it is incorporated by reference and forms part of this report. All references in this report to websites are inactive textual references and are for information only.

Operational and compliance risk

123

Operational and compliance risk

124

Other risks

124123

Other Westpac business information

127126

Section 3

129

Financial statements

130

Notes to the financial statements

135

Statutory statements

290291

Section 4

297

Shareholding information

298

Additional information

308309

Information for shareholders

313314

Glossary of abbreviations and defined terms

315

Contact us

Inside back cover316

 


Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

1



FORM 20-F CROSS-REFERENCE INDEX

Form 20-F cross-reference index

(for the purpose of filing with the United States Securities and Exchange Commission)

 

20-F item number and description

Page

Part I

 

 

Item 1.

Identity of directors, senior management and advisers

Not applicable

Item 2.

Offer statistics and expected timetable

Not applicable

Item 3.

Key information

 

 

Selected financial data

74, 79, 89-90, 31188–89, 312

 

Capitalisation and indebtedness

Not applicable

 

Reasons for the offer and use of proceeds

Not applicable

 

Risk factors

115-120113–118

Item 4.

Information on Westpac

 

 

History and development of Westpac

6, 13-1813–19

 

Business overview

6-9, 13-206–9, 13–21

 

Organisational structure

7-8, 275-2787–8, 276–278

 

Property, plant and equipment

127-128126

Item 4A.

Unresolved staff comments

Not applicable

Item 5.

Operating and financial review and prospects

 

 

Operating results

77-94, 96-11477–92, 95–112

 

Liquidity and capital resources

94-95, 122, 124-12692–94, 121, 123–125

 

Research and development, patents, licences etc.

Not applicable

 

Trend information

79-94, 96-11479–92, 95–112

 

Off-balance sheet arrangements

125-126125

 

Tabular disclosure of contractual obligations

9593

 

Safe harbor

75

Item 6.

Directors, senior management and employees

 

 

Directors and senior management

39-45, 47-4840–45, 47–48

 

Compensation

51-71, 279-28751–69, 280–289

 

Board practices

23-36, 39-4224–37, 40–43

 

Employees

127126

 

Share ownership

47-48, 279-28747–48, 280–289

Item 7.

Major equity holders and related party transactions

 

 

Major equity holders

298-301298–302

 

Related party transactions

128, 279127, 280

 

Interests of experts and counsel

Not applicable

Item 8.

Financial information

 

 

Consolidated statements and other financial information

129-295129–296

 

Significant changes

14-18, 28914–19, 290

Item 9.

The offer and listing

 

 

Offer and listing details

302303

 

Plan of distribution

Not applicable

 

Markets

313314

 

Selling shareholders

Not applicable

 

Dilution

Not applicable

 

Expenses of the issue

Not applicable

2

2012 WESTPAC GROUP ANNUAL REPORT



FORM 20-F CROSS-REFERENCE INDEX

(for the purpose of filing with the United States Securities and Exchange Commission)

Page

Item 10.

Additional information

 

 

Share capital

Not applicable

 

Memorandum and articles of association

308-310309–311

 

Material contracts

267-268267–268

 

Exchange controls

304-305305–306

 

Taxation

305-307306–308

 

Dividends and paying agents

Not applicable

 

Statements by experts

Not applicable

 

Documents on display

310311

 

Subsidiary information

Not applicable

2

Westpac Group



Form 20-F cross-reference index

(for the purpose of filing with the United States Securities and Exchange Commission)

Page

Part II

Item 11.

Quantitative and qualitative disclosures about market risk

123, 237-240, 256122, 236–239, 255

Item 12.

Description of securities other than equity securities

 

 

Debt securities

Not applicable

 

Warrants and rights

Not applicable

 

Other securities

Not applicable

 

American depositary shares

303304

Part II

Item 13.

Defaults, dividend arrearages and delinquencies

Not applicable

Item 14.

Material modifications to the rights of security holders and use of proceeds

Not applicable

Item 15.

Controls and procedures

126, 291, 294-295125, 292, 295–296

Item 16A.

Audit committee financial expert

3031

Item 16B.

Code of ethics

27-2828–30

Item 16C.

Principal accountant fees and services

31,32, 266

Item 16D.

Exemptions from the Listing Standards for audit committees

Not applicable

Item 16E.

Purchases of equity securities by the issuer and affiliated purchasers

95, 185-18693, 185–186

Item 16F.

Changes in Registrant’s certifying accountant

Not applicable

Item 16G.

Corporate governance

2122

Item 16H.

Mine safety disclosure

Not applicable

Part III

 

 

Item 17. & 18.

Financial statements

129-289129–290

Item 19.

Exhibits

 

Consolidated income statements for the years ended 30 September 2012, 2011 2010 and 20092010

130

Consolidated balance sheets as at 30 September 20112012 and 20102011

132

Consolidated statements of comprehensive income for the years ended 30 September 2012, 2011 2010 and 20092010

131

Consolidated statements of cash flows for the years ended 30 September 2012, 2011 2010 and 20092010

134

Notes to the financial statements

135-289135–290

Management’s report on the internal control over financial reporting

291292

Report of independent registered public accounting firm

292-295293–296

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

3



 

GuideGUIDE 3 cross-reference indexCROSS-REFERENCE INDEX

 

Page

Part I Distribution of assets, liabilities and stockholders’ equity: interest rates and interest differential

 

Average balance sheets

89, 199-20288, 197–200

Analysis of net interest earnings

80-81, 199-20280–81, 197–200

Volume and rate movement

80, 199-202197–200

Part II Investment portfolio

 

Book value of investments

162161

Maturity profile

163, 234-235162, 233–234

Book value and market value > 10% of shareholders

162161

Part III Loan portfolio

 

Types of loans

164-165163–164

Maturities and sensitivities of loans to changes in interest rates

166165

Risk elements

 

Non-accrual, past due and restructured loans

93-94, 225-22691–92, 224–225

Potential problem loans

93-9491–92

Foreign outstandings

121120

Loan concentrations

121118–119

Other interest bearing assets

161-163, 219160–162, 217

Part IV Summary of loan loss experience

 

Analysis of the allowance for loan losses

167-170166–169

Allocation of the allowance for loan losses

167-170166–169

Part V Deposits

177-178177–178

Part VI Return on equity and assets

74, 9089

Part VII Short-term borrowings

180-182180–181

4

2012 WESTPAC GROUP ANNUAL REPORT

 

4

Westpac Group



 

01

Section 1

Information on Westpac

Corporate governance

Directors’ report

Remuneration report

 

 

 

Annual Report 2011

INFORMATION ON WESTPAC

CORPORATE GOVERNANCE

DIRECTORS’ REPORT

REMUNERATION REPORT

5



 

Information on WestpacINFORMATION ON WESTPAC

 


Westpac is one of the four major banking organisations in Australia and one of the largest banking organisations in New Zealand. We provide a broad range of banking and financial services in these markets, including retail, business and institutional banking and wealth management services.

 

We have branches, affiliates and controlled entities1 throughout Australia, New Zealand and the Pacific region, and maintain branches and offices in some of the key financial centres around the world2.

 

We were founded in 1817 and were the first bank established in Australia. In 1850 we were incorporated as the Bank of New South Wales by an Act of the New South Wales Parliament. In 1982 we changed our name to Westpac Banking Corporation following our merger with the Commercial Bank of Australia. On 23 August 2002, we were registered as a public company limited by shares under the Australian Corporations Act 2001 (Cth) (Corporations Act).

 

As at 30 September 2011,2012, our market capitalisation was $61.6$76.5 billion3 and we had total assets of $670.2$675 billion.

Business strategy

 

Westpac’s vision is ‘To be one of the world’s great companies, helping our customers, communities and people to prosper and grow’.

Our strategy is aimed atseeks to deliver on this vision by providing superior returns for our shareholders, building deep and enduring customer relationships, – suchbeing a leader in the community and being a place where the best people want to work.

In delivering on our strategy we are focused on our core markets of Australia, New Zealand and the near Pacific, where we provide a comprehensive range of financial products and services that assist us in meeting all the financial services needs of our customers. With our strong position in these markets, and nearly 12 million customers, stay with us, conduct more business with usour focus is on organic growth, growing customer numbers in our chosen segments and recommend us to others. We seek to meet our customers’ total bankingbuilding stronger and wealth needs and earn all of their business. deeper customer relationships.

A key element of this approach is our multi-brand model – our familyportfolio of much loved financial services brands which enables us to appeal to a broader range of customers.customers, and provides us with the strategic flexibility to offer solutions that better meet individual customer needs.

 

In implementing this strategy, we seek to grow customer numbers in chosen segments and increase the number of products per customer with a specific focus on deposits, and wealth and insurance cross sell. At

Asia is an important market for us and we are progressively building our presence and capability across the region to better support Australian and New Zealand customers operating, trading and transacting in the region, along with Asian customers seeking financial solutions and services in Australia and New Zealand.

While continuing to build the business, the more challenging financial services environment has required us to focus on strengthening our financial position while at the same time we seek to build long-term customer relationshipsimproving efficiency. This strengthening has involved lifting the level and maintainquality of our capital, improving our funding and liquidity position and maintaining a high levelslevel of customer retention.asset quality and provisioning.

 

We alsoWhile we currently have a continued focus on streamliningrelatively low cost to income ratio, we continue to seek opportunities to streamline and simplifyingsimplify our business, to improve the quality of experience for customers and reduce our costsunit costs.

Our sustainability strategy supports this approach by anticipating and shaping the most pressing emerging social issues where we have the skills and experience to serve.make a meaningful difference and drive business value. These areas are:

§anticipating the big shifts of demographic and cultural change and their impact on our workplace and customers;

§creating economic solutions to environmental challenges; and

§helping customers achieve sustainable financial futures in a changed landscape.

Our approach seeks to make sustainability part of the way we do business, embedded in our strategy, values, culture and processes.

 

We believe that successful execution of thisour strategy will lead to higher revenue per customer and strong credit quality (because we know our customers very well) and a superior cost profile.

 

OurSupporting our customer focused strategy is a strong set of company-wide visionvalues is to be one of the world’s great companies, helping, which are well embedded in our customers, communities and people to prosper and grow.

Our aspiration is to:culture. These are:

 

§          have a family of much loved financial services brands;delighting customers;

§          be recognised for enduring customer relationships;working as one team, valuing each other;

§          be a place where the best people want to work;acting with integrity;

§          be a leader inhaving the community;courage to deal with change; and

§          be a great investment.achievement.


 


1            Refer to Note 38 to the financial statements for a list of our controlled entities as at 30 September 2011.2012.

2            Contact details for our head office, major businesses and offshore locations can be found on the inside back cover.

3            Based on the closing share price of our ordinary shares on the ASX as at 3028 September 2011.2012.

Our mission is to earn all of our customers’ business.


 

Our focus

6 is on:

§delighting our customers;

§having the right people in the right roles; and

§our reputation.

We have strong values, which are well embedded in our culture. We believe that the following values will help us deliver our strategy:

§working as one team;

§delighting customers;

§acting with integrity;

§achievement; and

§valuing each other.

 

2012 WESTPAC GROUP ANNUAL REPORT



INFORMATION ON WESTPAC


Strategic priorities

 

ConsistentTo meet the challenges of the current environment, and deliver on our strategy, we have a set of strategic priorities that are reviewed and refreshed each year. We will continue to manage these priorities in a balanced way with our business strategy, ouran appropriate mix of growth, return, risk and productivity. Our current strategic priorities are centred on continuously improving our customer relationship capabilities and offerings, specifically to:

a)Focus on chosen customer segments, aiming to deepen relationships with customers, especially in savings and wealth management by  Maintain a strong company

 

§          puttingmaintain strong levels of capital, to meet the needs of all our stakeholders and regulators;

§further strengthen our funding and liquidity position, including increasing the proportion of customer deposits in our funding base;

§maintain a high quality portfolio of assets, coupled with strong provisioning; and

§maintain a strong reputation and sustainability leadership.

b)  Reorient the business to higher growth/higher return sectors and segments

§targeted investment in higher growth sectors and segments, including deposits, the pre-retiree/retiree segment, along with the resources, trade, agribusiness and small business sectors;

§increase investment in our wealth businesses, including development of a new next generation funds platform; and

§building the reach and capability of our Asian network.

c) Continue building deeper customer relationships

§place customers at the centre of everything we do;do, with a focus on meeting their total financial needs, throughout their lives;

§          establishingdrive a deposits first culture and driving high performingfurther building the connectivity between wealth/insurance and locally empowered businesses close to the communities they serve;banking;

§          developingstrengthen the skills of our people, to better support customers and implementing compellingtheir complete financial services needs; and

§drive digital innovation to better meet customer segment strategies, bringingdemands for more banking on the move.

d) Materially simplify products and wealth management together forprocesses

§complete the customer;investment and implementation of the strategic investment priorities and the supplier programs;

§continue to enhance our digital offers to support more customers online and assist the Group in the move to smaller, more flexible and agile branch formats;

§simplify our products and processes and continue to drive continuous improvement; and

§focus on both revenue and cost productivity.

e) Strengthen our one team approach

§continuing the drive to a customer centred, high performance workforce and culture;

§          strengthening the skills and depth of our people.people, to better support customers’ complete financial services needs;

b)Become faster, simpler, more efficient and easier to do business with

§          by having processesempowering innovation and solutions designed from the customer’s perspective;

§through a focus on convenience, simplicity and flexibility;responsiveness to change; and

§reducing the cost to serve customers across the business through streamlining processes, continuing the integration of back office processing and reviewing our sourcing and procurement arrangements.

c)Realise our multi-brand advantage by

§gaining new customers through offering greater choice and access to customers who have a preference for a local banking brand and customers who prefer a strong national brand;

§meeting customer preferences and building deeper customer relationships; and

§          continuing to increaseenhance the productivity and efficiency of the multi-brand model by leveraging expertise and sharing costs across the Group.

d)Make our people an important partdiversity of our advantage

§through tailored recruitment and induction processes;

§with a continuing focus on training and coaching; and

§by having a flexible and diverse workforce.

e)Deliver on our strategic investment priorities

§the strategic investment priorities are a suite of major investments designed to enhance Westpac’s systems and technology infrastructure; and


6

Westpac Group



Information on Westpac


§the investments are initially focused on improving capability close to the front line including a new teller and call centre platform in Westpac, a new online platform across the Westpac Group and the development of critical infrastructure that supports multiple brands.

f)Lead in reputational and sustainability matters

§by ensuring that each decision we make is consistent with our customer-focused strategy, and by continuing to actively support the communities in which we operate;

§through further embedding sustainability concepts in all elements of our businesses;

§through ongoing joint endeavours with our not-for-profit partners; and

§by continuing to develop strong risk management capabilities as a competitive advantage.

Organisational structure

 

Our operations comprise the following five key customer-facing business divisions operating under multiple brands serving around 12.212 million customers1:.

§          Australian Financial Services (AFS) is responsible for the Westpac Group’s Australian retail banking, business banking and wealth operations. AFS also includes the product and risk responsibilities for Australian Banking. It incorporates the operations of Westpac Retail & Business Banking which we refer to(Westpac RBB), St.George Banking Group (St.George) and BT Financial Group Australia (BTFG), as follows:

Westpac RBB is responsible for sales and service for our consumer, small-to-medium enterprise (SME) customers and commercial customers (typically with turnover of up to $100 million) in Australia under the Westpac and RAMS2 brands.brand. Activities are conducted through Westpac RBB’s nationwide network of branches, and business banking centres, home finance managers and specialised consumer and business relationship managers, with the support of cash flow, financial markets and wealth specialists, customer service centres, automatic teller machines (ATMs) and internet channels.

§Westpac Institutional Bank, which we refer to as WIB, delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in transactional banking, financial and debt capital markets, specialised capital, margin lending, broking and alternative investment solutions. Customers are supported through branches and subsidiaries located in Australia, New Zealand, United States, United Kingdom and Asia.channels;

 

1        All customers, primary and secondary, with an active relationship (excludes channel only and potential relationships) as at 30 September 2011.

2RAMS is our home loan franchise distribution business. As of 1 October 2011, RAMS forms part of the St.George Banking Group division.

§St.George Banking Group is responsible for sales and service for our consumer, business and corporate customers in Australia under the St.George, BankSA, and Bank of Melbourne and RAMS brands. RAMS is a financial service group specialising in mortgages. Consumer activities are conducted through a network of branches, third partythird-party distributors, call centres, ATMs, EFTPOS terminals and internet banking services. Business and corporate customers (businesses with facilities typically up to $150 million) are provided with a wide range of banking and financial products and services including specialist advice for cash flow finance, trade finance, automotive and equipment finance, property finance, transaction banking and treasury services. Sales and service activities for business and corporate customers are conducted by relationship managers via business banking centres, internet and customer service centre channels.channels; and

§1            BT Financial Group (Australia), which we refer toAll customers, primary and secondary, with an active relationship (excludes channel only and potential relationships) as at 30 September 2012.


2012 WESTPAC GROUP ANNUAL REPORT

7



BTFG is Westpac’s Australian wealth management business.division. BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation and retirement products,products; investment platforms such as Wrap and master truststrusts; and private banking and financial planning. BTFG’s insurance solutions cover the manufacturing and distribution of life, general and lenders mortgage insurance and deposit bonds.insurance. BTFG’s brands include Advance Asset Management, Ascalon, Asgard, BT, BT Investment Management (64.5% owned by Westpac and consolidated in BTFG’s Funds Management business), BT Select, Licensee Select, Magnitude, Securitor and the advice, private banking and insurance operations of Bank of Melbourne, BankSA, St.George and Westpac.

§          Westpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in transactional banking, financial and debt capital markets, specialised capital and alternative investment solutions. Customers are supported through branches and subsidiaries located in Australia, New Zealand, Bankingthe United States, United Kingdom and Asia.

§Westpac New Zealand is responsible for the sales and service of banking, wealth and insurance products for consumers, business and small-to-medium businessinstitutional customers in New Zealand. The salesWestpac conducts its New Zealand banking business through two banks in New Zealand; Westpac New Zealand Limited, which is incorporated in New Zealand and service divisionWestpac Banking Corporation (NZ Division) 5, which is incorporated in Australia. Westpac New Zealand operates via an extensive network of branches and ATMs across both the North and South Islands. InstitutionalBusiness and institutional customers are supported by the New Zealand Institutional Bank, the results of which appear within WIB.also served through relationship and specialist products teams. Banking products are provided under the Westpac brandand WIB brands, while insurance and wealth products are provided byunder Westpac Life New Zealand and BT New Zealand. We conduct our New Zealandbrands respectively.

Other divisions in the Group include:

§Pacific Banking, which provides banking business through two banks in New Zealand: consumerservices for retail and business customers in seven Pacific Island Nations. Branches, ATMs, telephone banking and internet banking channels are used to deliver business activities in Fiji, Papua New Guinea (PNG), Vanuatu, Cook Islands, Tonga, Solomon Islands and Samoa. Pacific Banking’s financial products include personal savings accounts, business transactional accounts, personal and business lending products, business services and a range of international products;

§Group Services, encompassing technology, banking operations, are provided by Westpac New Zealand Limited,legal and property services;

§Treasury, which is incorporatedprimarily focused on the management of the Group’s interest rate risk and funding requirements; and

§Core Support, which comprises those functions performed centrally including finance, risk and human resources.

These businesses are described in New Zealand,more detail in Section 2, including a summary of net profit and institutional customers are supportedtotal assets by Westpac Banking Corporation (NZ Division), a branchbusiness division, and management’s discussion and analysis of Westpac, which is incorporated in Australia and forms part of WIBbusiness division performance.

3.

 

 

31           On 1 November 2011, various business activities of Westpac Banking Corporation (NZ Division) were transferred to Westpac New Zealand Limited. See ‘New Zealand – Transfer of additional banking operations to Westpac New Zealand Limited on 1 November 2011’ in ‘Significant developments’.


 

Annual Report 2011

78

2012 WESTPAC GROUP ANNUAL REPORT



 

Other divisions in the Group include:INFORMATION ON WESTPAC

 

§Pacific Banking, which provides banking services for retail and business customers in seven Pacific countries;

§Product & Operations,which is responsible for consumer and business product development and operations;

§Group Treasury, which is primarily focused on the management of the Group’s interest rate risk and funding requirements;

§Technology, which is responsible for developing and maintaining reliable and flexible technology capabilities and technology strategies; and

§Core Support, which comprise those functions performed centrally including finance, risk, legal and human resources.

These businesses are described in more detail in Section 2, including a summary of net profit and total assets by business division and management’s discussion and analysis of business division performance.

GRAPHIC

8

Westpac Group



Information on Westpac

 


ManagingWestpac’s approach to sustainability

As an acknowledged global leader in sustainability we continue to adapt our approach and actions to fit the changing world within which we live.

Our sustainability strategy is based upon the use of the widely accepted global standard for Corporate Responsibility and Sustainable Development (AA10001).

Our sustainability approachprinciples

 

WeIn line with the global standard, we have a set of goals to make sustainability part ofadopted the way we do business including embedding sustainability into our strategy, values, culture and processes including supply chain, risk management, and product development.

During the year ended 30 September 2011, work was also undertaken to redefine our sustainability strategy with a focus on emerging social issues.

Application of the AA1000 Principles

Our approach to sustainability is aligned to the AA1000 AccountAbility Principles Standard (2008), a voluntary framework developed by the UK based AccountAbility organisation. The standard establishes a framework for identifying, managing and communicating sustainability issues. Underpinning the framework arestandard’s three key principles:principles. These are:

 

§1.       inclusivity;Involving all stakeholders upon whom we have an impact in developing our strategy – Inclusivity

§sustainability materiality; and

§responsiveness.;

 

Utilising these principles assists us2.Evaluating all issues identified to identifydetermine the impact they may have on our stakeholders and respond to issuesourselves Sustainability materiality; and

3.Ensuring that matterour decisions, actions and performance, as well as our communication with stakeholders, are responsive to the long-term prosperity ofissues identified with our business, our customers, our people and our communities.stakeholders Responsiveness.

Inclusivity

Open dialogue with a wide range of stakeholder groups is important to better understand how we impact upon each other. Open dialogue also assists us to understand emerging trends and issues so we can best respond to these challenges.

 

Key components of our approach to inclusivity during 20112012 have included:

 

§          continued work to better understand and address customer concerns;

§specific engagement with external stakeholders to identify future areas of sustainability focus;

§          workcollaborating with key external stakeholders in order to inform our approach;

§consulting with employees so as to better understand the drivers of strong employee advocacy;engagement;

§          the continued use of Net Promoter Score (NPS) measures across the Group;

§the further roll out of more explicitongoing monitoring of our reputation across a wide range of stakeholders;mediums; and

§          a review of our main stakeholder consultation body, the Community Consultative Council (CCC), which has led to the creation of a smaller, more focused stakeholder reference group.

We have increased our engagementclose working relationship with the localnumerous community as well as maintained specific issue-based engagementsorganisations through employee volunteering, workplace giving and our CCC.community support.

Sustainability materiality

 

In addition to the stakeholder consultation approach described above, issues, risksAs part of our materiality review we identify, prioritise and opportunities are also identified from a wide range of sources such as strategic planning sessions, media coverage and government priorities.

We prioritisedefine issues according to their impact on our stakeholders and our business operations and financial outcomes. We use a prescriptive process to categorise and weigh individual issues. Issuesbusiness. These issues are reviewed internallyexternally and endorsed by the Board Sustainability Committeeinternally before being reviewedassured by our external sustainability assurers, KPMG.

 

Significant sustainability issues identified in 2011 included: interest rates and fees, customer service, keeping our brands distinctive in our multi-brand strategy, future growth of our business, IT systems, diversity and flexibility, regulation, employee development, climate change, and responsible lending and investment.

As part of a review of our sustainability strategy during 2011, we undertook a structured exercise to examine emerging issues. The process sought to identify issues where we can have a meaningful impact and that are:2012 include:

 

§          emergingfinancial literacy and not yet reflected in our strategy and current business practice;inclusion;

§material in terms of impacting a large number of stakeholders;

§relevant to our role as a financial institution; and

§aligned with our organisational competencies and skills as a major financial institution.

From this process we identified three areas of strategic focus:

 

§          responding to the impact of demographic change in our workforcemanaging regulation;

§responsible lending and customers;investment;

§diversity, flexibility and participation;

§customer relationships;

§digitisation;

§climate change;

§          providing economic solutions to environmental challenges; andsocial outcomes;

§          creating sustainableworkforce restructuring;

§the global financial futures for our customers.crisis;

§wealth management;

§reputation; and

§attracting and retaining talent.

Responsiveness

 

TheseThe issues identified feed directly into the development of our sustainability strategy, objectives setting and objectives setting.performance measures.

 

WeIn 2008, we set ourselves a number of objectives for completion between 2011 and 2014, and we have achieved good progress in most areas.

Details of our current performance are provided on the following pages.

 

In December 2011, the Board endorsed a refreshed sustainability strategy which is to anticipate and respond to the most pressing emerging societal issues where we have the skills and experience to make a meaningful, positive impact.

 

This new strategy and supporting objectives are discussed in greater detail in the ‘Business Strategy’ section of this report.



1AA1000 is a voluntary framework developed by the AccountAbility organisation using a multi-stakeholder consultation process. This standard provides a framework for identifying, prioritising and responding to sustainability challenges.


 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

9



 

The following table sets out our performance against 2011financial year sustainability objectives:objectives from 2008 to 2013.

 

Customer

 

 

To be ranked as the top 1 and 2 for Net Promoter Score (NPS) 1in Australia amongamongst the major banks and St.George Banking Group.

 

Í

Partially achieved – St.George and Westpac continuecontinues to be ranked 1 and 2 respectively for NPS amongamongst the major banks for business customers. Within the priority business segments,customers, while Westpac is currently ranked 3. St.George and Westpac continue to rank 1 and 2also hold these ranks in the small-to-medium enterprise and commercial segments. For consumer NPS,SME business segment, while in the Commercial business segment St.George and Westpac are currently ranked 1 and 4 respectively amongst the major banks. In the Affluent segment, Westpac holds 5th place.

 

Next year we will adopt ‘Growth in MyBank Customers’ as a more appropriate measure to assess our progress on ‘driving deep and enduring customer relationships’ (one of our key strategic objectives). MyBank customers have a quality and frequent transaction relationship with us and at least two additional quality financial needs met.

 

 

 

Achieve NPS scoresTo achieve Net Promoter Scores of +1 for retail and –12 for business in Westpac New Zealand.

 

Í

Not achieved – While the NZ retail NPS has steadily improved the target has not yet been reached.met. The target has been revised from 2011, as we are now using a business unit NPS measure.

 

 

 

TopTo be a top 3 regional player in carbon related markets by 2013.

 

due
2013

Lead bankAchieved – Westpac Institutional Bank offers a full range of financial solutions across regional carbon markets. Westpac has traded in the NZEuropean carbon market since 2006 and is the largest financial intermediary and the principal New Zealand unit price maker in the domestic currency. Westpac’s capabilities in carbon markets are well positioned for the introduction of the Australian Carbon Price Mechanism and its future linkage with the EU Emissions Trading Scheme (NTS). WIB recognised by Environmental Finance Magazine in its survey of customers, peers and competitors, being named ‘Best Trading Company’ in Australasia and runner up ‘Best Finance House – renewable Energy Finance’ in Asia-Pacific in 2010.

Scheme.

Employee

 

 

To increase the percentage of Women in Leadership roles to 40% by the end of 2014.

 

due
Due 2014

The Group is on track to achieve its Women in Leadership target, with 37.5% – As at 30 September 2012, 40% of leadership roles currently heldwere filled by women.women against our Full Year 2012 target of 38.5% and from a base of 33% early in 2010.

 

 

 

ImplementTo implement initiatives to address the outcomes of our Diversity Audit.

 

üAchieved – We continue to build momentum in our broader Diversity Program including: establishing a roadmap for embedding more flexible ways to work as a key focus for 2013; continuing our commitment to Indigenous communities in Australia, New Zealand and the Pacific; building strength in making our workplace accessible to all, including people with disabilities; refreshing our mature age strategy to further cement Westpac Group’s position as an employer of choice; and supporting greater inclusion of people of all sexualities through the establishment of an Employee Action Group (EAG) and extending the range of the EAG.

Community

To reduce Scope 1 and 22 emissions by 30% on 2008 baseline3 by 2013.

 

Diversity plans have been developed for each business unit, with a particular focus on flexibility, in responseDue 2013 – Emissions are currently tracking below pre-2008 levels but are above the levels required to meet the Diversity Audit conducted in Full Year 2010.2013 five-year target.

 

 

 

Community

Reduce Scope 1 and 21 emissions by 30% on 2008 levels2 by 2013.

due 2013

Scope 1 and 2 greenhouse gas (GHG) emissions have reduced by 7% from the 2008 baseline, despite growth in the property portfolio and increased use of technology as our business continues to grow.

EmbedTo embed Organisational Mentoring into operational processes by 2013.

 

due
2013

Since inception over 230 employees have applied to act as mentors with over 50Achieved – Organisational mentoring is now fully embedded into operational processes. In Full Year 2012, there were 75 active participants supporting approximately 33 not-for-profit organisations, social enterprises and social enterprises. In 2011 there were over 95 active participantssector projects. Organisational mentoring is also being utilised by employees as part of employeea unique development programs.opportunity in addition to providing meaningful community support.

 

 

 

ProvideTo provide the Managing Your Money program to 45,000 New Zealanders by 2013.2013; and implement financial literacy education for SME customers in New Zealand.

 

ü

The target hasAchieved – Since launching the ‘Managing Your Money’ program in 2006 over 63,000 New Zealanders have participated in the workshops and online tutorials, and 137 employees have been exceeded. 46,146 people have already been throughtrained to deliver the program. Building on this success, Westpac launched a new program since it commenced in 2009.Full Year 2012 catering for the SME market.

 

 

 

LaunchTo launch a major initiative to help address social disadvantage.

 

ü

Achieved – In December 2010its second year, the Group launched a major initiativeGroup’s partnership with Mission Australia provided funding for specific projects to help address family homelessness in Australia. The strategic partnership includes funding specific projects as well as developingAustralia including: a social innovation fund to more affordable housing nationally.

Business

Incorporate consideration of Environmental, Social and Governance (ESG) issues into relevant risk management policies, practices and decision making processes by 2013.

due
2013

Further progress has been madenational research project with the expansiongoal to enhance the wellbeing of our Principleshomeless children; and a new Mission Australia Centre in Kingswood (NSW), which will provide accommodation options and support services for Responsible Lending to cover all retail and business customersfamilies in all brands.

Embed responsible lending and investment practices in key processes by 2013.

due
2013

Across the investment management business and particularly in Advance Asset Management, work has continued to integrate ESG factors into mainstream investment management in line with BTFG’s commitments under the United Nations Principles of Responsible Investment. This has included setting out Advance’s ‘sustainable investment philosophy and beliefs’, and including ESG related questions and assessment in the manager review and appointment process.need.

 

1An explanation of NPS is provided in footnote 5 to the Five Year Non-Financial Summary.

 

12            Scope 1 emissions are all direct GHGgreenhouse gas (GHG) emissions generated by the organisation. Scope 2 emissions are GHG emissions from energy (typically electricity) purchased by the organisation.

23            The 2008 baseline has been adjusted to include St.George Banking Group on a pro forma basis.

 

10

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Information on Westpac

5 year non-financial summaryINFORMATION ON WESTPAC

 

Non-financial information as at 30 September unless indicated otherwise1

 

2011

 

 

2010

 

2009

 

2008

 

2007

 

Customer2

 

 

 

 

 

 

 

 

 

 

 

 

Total customers (millions)3

 

12.2

 

 

11.8

 

11.4

 

6.9

 

6.7

 

Total online customers – active registrations (millions)

 

5.4

 

 

4.8

 

4.3

 

3.3

 

2.9

 

Number of points of bank representation

 

1,532

 

 

1,517

 

1,491

 

1,089

 

1,073

 

Number of ATMs

 

3,544

 

 

3,625

 

3,540

 

2,285

 

2,207

 

Percentage of Talking ATMs (%)4

 

88

 

 

n/a

 

n/a

 

n/a

 

n/a

 

NPS5 – Westpac Australia – affluent6

 

(17

)

 

(24

)

(16

)

n/a

 

n/a

 

NPS – Westpac Australia – commercial7

 

3

 

 

(7

)

(5

)

n/a

 

n/a

 

NPS – Westpac Australia – SME7

 

(10

)

 

(21

)

(24

)

n/a

 

n/a

 

NPS – Westpac New Zealand consumer8

 

(9

)

 

(14

)

(17

)

(19

)

n/a

 

NPS – Westpac New Zealand business9

 

(29

)

 

(28

)

(38

)

(28

)

n/a

 

NPS – St.George10 consumer6

 

(2

)

 

(4

)

(9

)

(13

)

n/a

 

NPS – St.George10 business7

 

(5

)

 

3

 

(21

)

n/a

 

n/a

 

Social Sector Banking Footings ($m)11

 

8,210

 

 

7,101

 

6,072

 

n/a

 

n/a

 

Responsible Investment Funds Under Management ($m)12

 

644

 

 

891

 

717

 

513

 

552

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Employees

 

 

 

 

 

 

 

 

 

 

 

 

Total core full time equivalent staff (number at financial year end)

 

33,898

 

 

35,055

 

34,189

 

26,717

 

25,903

 

Employee engagement – Group (%)13

 

81

 

 

80

 

81

 

78

 

n/a

 

Employee Voluntary Attrition – Aust, NZ and WIB Offshore (%)14

 

11.5

 

 

11.8

 

n/a

 

n/a

 

n/a

 

New starter retention (%)15

 

83.8

 

 

n/a

 

n/a

 

n/a

 

n/a

 

High performer retention (%)16

 

95.3

 

 

94.3

 

n/a

 

n/a

 

n/a

 

Lost time injury frequency ratio (LTIFR) – Group17

 

2.5

 

 

2.6

 

2.6

 

3.4

 

3.8

 

Women as a percentage of the total workforce – Group (%)

 

61

 

 

61

 

62

 

63

 

64

 

Women in Leadership – Group (%)18

 

37.5

 

 

35.4

 

n/a

 

n/a

 

n/a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Environment

 

 

 

 

 

 

 

 

 

 

 

 

Total Scope 1 and 2 emissions – Aust and NZ (tonnes CO2-e)19

 

184,124

 

 

189,425

 

187,239

 

197,002

 

108,893

 

Total Scope 3 emissions – Aust and NZ (tonnes CO2-e)20

 

57,163

 

 

70,457

 

61,846

 

47,694

 

33,915

 

Total paper usage – Aust and NZ (tonnes)21

 

6,262

 

 

6,655

 

7,146

 

8,791

 

6,542

 

Proportion of infrastructure and utilities financing in renewables
and hydro – Aust and NZ (%)
22

 

45

 

 

52

 

51

 

56

 

n/a

 

Finance assessed under the Equator Principles – Group ($m)23

 

383

 

 

364

 

1,292

 

1,315

 

2,176

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Social

 

 

 

 

 

 

 

 

 

 

 

 

Community investment – Group ($m)24

 

135

 

 

136

 

84

 

64

 

58

 

Community investment as a percentage of pre-tax profits – Group (%)25

 

1.59

 

 

1.69

 

1.38

 

1.22

 

1.13

 

Community investment as a percentage of operating profit before
income tax (Cash Earnings basis) – Group
26

 

1.50

 

 

1.60

 

1.24

 

1.20

 

1.15

 

Financial education courses completed27

 

36,838

 

 

n/a

 

n/a

 

n/a

 

n/a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supply chain

 

 

 

 

 

 

 

 

 

 

 

 

Total supply chain spend – Aust ($bn)28

 

4.61

 

 

4.39

 

4.17

 

2.70

 

3.00

 

Percentage of top 150 suppliers ($ invoiced) screened for
sustainability – Aust (%)
29

 

92

 

 

86

 

99

 

99

 

94

 

 

Business

Consideration of Environmental, Social and Governance (ESG) issues incorporated into relevant risk management policies, practices and decision making processes by 2013.

Achieved – The Group’s ESG Risk Management Framework, ESG Credit Risk Policy and suite of position statements were reviewed and updated during Full Year 2012 to ensure that ESG considerations are embedded more consistently across the Group’s activities. ESG risk management training sessions were also conducted for risk and credit managers.

Responsible lending and investment practices embedded in key processes by 2013.

Due 2013 – In Full Year 2012, BTFG participated in a voluntary pilot of the United Nations Principles of Responsible Investment’s new reporting framework. Advance Asset Management also developed an ESG Research Framework to further embed ESG factors into the investment process.

FIVE YEAR NON-FINANCIAL SUMMARY

Non-financial information as at 30 September unless indicated otherwise1

 

2012

 

2011

 

2010

 

2009

 

2008

 

Customer

 

 

 

 

 

 

 

 

 

 

 

Total customers (millions)2

 

11.8

 

11.5

 

11.3

 

10.6

 

6.9

 

Total online customers – active registrations (millions)3

 

4.0

 

3.7

 

3.4

 

4.3

 

3.3

 

Number of points of bank representation

 

1,538

 

1,532

 

1,517

 

1,491

 

1,089

 

Number of ATMs

 

3,639

 

3,544

 

3,625

 

3,540

 

2,285

 

Percentage of Talking ATMs (%)4

 

91

 

88

 

 

 

 

 

 

 

NPS5 – Westpac Australia – affluent6

 

(18)

 

(17)

 

(24)

 

(16)

 

 

 

NPS – Westpac Australia – commercial7

 

(4)

 

3

 

(7)

 

(5)

 

 

 

NPS – Westpac Australia – SME7

 

(17)

 

(10)

 

(21)

 

(24)

 

 

 

NPS – St.George8 consumer6

 

-

 

(2)

 

(4)

 

(9)

 

(13)

 

NPS – St.George8 business7

 

1

 

(5)

 

3

 

(21)

 

 

 

Social Sector Banking Footings ($m)9

 

11,490

 

8,210

 

7,101

 

6,072

 

 

 

Responsible Investment Funds Under Management ($m)10

 

981

 

644

 

891

 

717

 

513

 

 

 

 

 

 

 

 

 

 

 

 

 

Employees

 

 

 

 

 

 

 

 

 

 

 

Total core full time equivalent staff (number at financial year end)

 

33,418

 

33,898

 

35,055

 

34,189

 

26,717

 

Employee Engagement (%)11

 

84

 

81

 

80

 

81

 

78

 

Employee Voluntary Attrition (%)12

 

9.9

 

11.5

 

11.8

 

 

 

 

 

New Starter Retention (%)13

 

84.8

 

83.8

 

 

 

 

 

 

 

High Performer Retention (%)14

 

95.9

 

95.3

 

94.3

 

 

 

 

 

Lost Time Injury Frequency Ratio (LTIFR)15

 

1.9

 

2.5

 

2.6

 

2.6

 

3.4

 

Women as a percentage of the total workforce (%)

 

61

 

61

 

61

 

62

 

63

 

Women in Leadership (%)16

 

40

��

38

 

35

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Environment

 

 

 

 

 

 

 

 

 

 

 

Total Scope 1 and 2 emissions – Aust and NZ (tonnes CO2-e)17

 

185,534

 

184,124

 

189,425

 

187,239

 

197,002

 

Total Scope 3 emissions – Aust and NZ (tonnes CO2-e)18

 

51,369

 

57,163

 

70,457

 

61,846

 

47,694

 

Total paper usage – Aust and NZ (tonnes)19

 

6,030

 

6,262

 

6,655

 

7,146

 

8,791

 

Proportion of infrastructure and utilities financing in renewables and hydro – Aust and NZ (%)20

 

52

 

45

 

52

 

51

 

56

 

Finance assessed under the Equator Principles – Group ($m)21

 

1,140

 

383

 

364

 

1,292

 

1,315

 

 

 

 

 

 

 

 

 

 

 

 

 

Social

 

 

 

 

 

 

 

 

 

 

 

Community investment ($m)22

 

133

 

155

 

116

 

84

 

64

 

Community investment as a percentage of pre-tax profits (%)23

 

1.50

 

1.82

 

1.44

 

1.38

 

1.22

 

Community investment as a percentage of operating profit before income tax (Cash Earnings basis)24

 

1.41

 

1.72

 

1.37

 

1.24

 

1.20

 

Financial education (number of attendees)25

 

36,182

 

42,109

 

 

 

 

 

 

 

Financial education (number of hours)26

 

73,301

 

85,194

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supply chain

 

 

 

 

 

 

 

 

 

 

 

Total supply chain spend – Aust ($bn)27

 

4.22

 

4.61

 

4.39

 

4.17

 

2.70

 

Percentage of top 150 suppliers ($ invoiced) screened for sustainability – Aust (%)28

 

94

 

92

 

86

 

99

 

99

 

2012 WESTPAC GROUP ANNUAL REPORT

11



 

1‘n/a’ indicates information was not collected in the relevant year.

2            Unless otherwise stated, all data from 2009 includes St.George Banking Group. Dark grey shading indicates information was not collected in the relevant year.

32            All customers, primary and secondary, with an active relationship (excludes channel only and potential relationships).

3Refers to the number of customers registered for online banking that have signed in within the last 90 days as at 30 September.

4            ATMs havewith an additional functionality to allow users to plug in an earpiece for verbaloral instruction to provide additional assistance for visually impaired users. New indicator 2011.

5            Refers to Net Promoter Score to determine the net percentage of customers who would recommend their Main Financial Institution to a friend or colleague. Net Promoter ScoreSM is a service marktrademark of Bain & Company,Co Inc., Satmetrix Systems, Inc., and Mr Frederick Reichheld.

6            Source: Roy Morgan Research, 6MMA.6MMA (six month moving average).

Annual Report 2011

11



 

7            Sources: DBM Consultants Business Financial Service Monitor, September 2010-2011,2011–2012, 6MMA; TNS Business Financial Monitor September 2008-2009, 6MMA.

8Source: AC Nielsen Consumer Finance Monitor Toplines, 6MMA.

9Source: TNS New Zealand Business Finance Monitor, September 2011. Four quarter rolling average.

108            NPS consumer and business scores are for the St.George Banking Group. NPS Business Score for 2010 restated from TNS Business Finance Monitor to DBM Business Financial Services Monitor in order to align with metrics reported by Westpac Retail and Business Banking.RBB.

119            Data refers to the total of assets (loans), liabilities (deposits) and funds under management (FUM) of the WRBBWestpac RBB business unit dedicated to not for profitsocial sector customers. Social sector customers are categorised according to specific criteria, including organisation structure, account types held, key words and special condition groups. 2010 revised to include footings as at 30 September 2010.

1210         Refers to FUM which are managed using sustainable and/or ethical investment processes.

1311         Employee engagement score is out of 100; prepared for 2007 to 2010 by Towers Watson. 2011 data collected by Westpac Groupdetermined through a voluntary employee survey conducted internally using Towers WatsonWatson’s licensed survey methodology under license.and is a score of employee engagement levels at the time the survey is administered. 2011 data excludes Pacific Banking.

1412         Employee Voluntary Attrition refers to the total voluntary separation of permanent employees / 12 month average total permanent headcount (full time, part time and maximum term employees). Excludes Pacific Banking.

1513         Total New Starter retention/retention / 12 month rolling New Starter headcount. Full year 2011 includesheadcount for the period (includes full time and part time permanent employees only.employees). Excludes Pacific Banking.

1614         Total High Performer Retention/Retention / 12 month rolling High Performer headcount. Includesheadcount for the period (includes full time, part time permanent and maximum term employees.employees). Excludes Pacific Banking.

1715         Lost Time Injury Frequency RatioRate (LTIFR) measures the number of injuries or illnesses resulting in an employee being unable to work for a full scheduled day (or shift) where work was a significant factor, per one million hours worked. Excludes Pacific Banking.

1816         Women in Leadership refers to the proportion of women (permanent and maximum term)term employees) in people leadership roles or senior roles of influence as at 30 September as a proportion of all leaders across the Group. Includes CEO, Executive Team, General Managers, Senior Managers refers to direct reports to General Managers and the next two levels of management. Aligned to the Equal Opportunity for Women in the Workplace Agency (EOWA) standard in September 2010. September 2010 has been restated to reflect an accurate decimal place.standard. Excludes Pacific Banking.

1917         Refers to Scope 1 and 2 emissions in Australia and New Zealand fromZealand. Amounts are reported for the period 1 July 2010 to 30 June 2011.June. Prepared in line with the Greenhouse Gas Protocol, ISO 14064-1 standard, the National Greenhouse and Energy Reporting Act (2007)2007 for Australia, and the Certified Emissions Measurement and Reduction Scheme (CEMARS) for New Zealand. Total Scope 1 and 2 emissions data for 2012 includes refrigerant data for the first time in line with the National Carbon Offset Standard. Total Scope 1 and 2 emissions data for 2012 excluding refrigerant data is 182,840 tonnes CO2-e.

2018         Refers to Scope 3 emissions in Australia and New Zealand. Amounts are GHG emissions from indirect sources (typically from purchased materials, products and services).reported for the period 1 July to 30 June. Prepared in line with the Greenhouse Gas Protocol.

2119         Total paper consumed (in tonnes) by Westpac Group as reported by its supplierssuppliers. Amounts are reported for the period 1 July 2010 to12 months ended 30 June 2011.June. Includes copy paper and printed materials, including direct mail and marketing documents. Australian figure also includes stationery and kitchen and bathroom products.

2220         Refers to aggregate committed exposures, as per APRA reporting standards.

2321         Voluntary principles used to assessThe Equator Principles are a voluntary set of standards for determining, assessing and managing social and environmental risk in project finance activities, full list of Principles can be found at www.equator-principles.comfinancing.

2422         2007 and 2008 was previously disclosed for Australia only and has been revised to include the Group total. Community investment information has been restated for 2010 revised to include a one-off $20 million contribution toand 2011 in accordance with the Global Reporting Initiative G3 Sustainability Reporting Guidelines - Financial Sector Services Supplement and in alignment with the Westpac Foundation,Group Annual Review and new methodology for calculating foregone fee revenue.Sustainability Report.

2523         2007 and 2008 was previously disclosed for Australia only and has been revised to include the Group total.

2624         St.George data is included from 2009 onwards. The 2008 ratio is on reported (not pro forma) Cash Earnings.

2725         Refers to the number of peopleattendees (staff, customers and otherwise) who have completedgeneral public) at a financial education programcourse offered by the Westpac Group. Excludes internet based courses and keynote presentations offered by the Davidson Institute.

2826Refers to the number of hours of financial education received by staff, customers and general public, offered by the Westpac Group. Excludes internet based courses and keynote presentations offered by the Davidson Institute.

27         Refers to the total dollars spent in AUD with external suppliers during the reporting period.

2928         Refers to the percentage of top 150 suppliers by spend that have provided a self assessment against the Sustainable Supply Chain Management (SSCM) Code of Conduct and/or SSCM Questionnaire since the introduction of SSCM in 2003.

 

12

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Information INFORMATION ON WESTPACon Westpac

 


Competition

The Westpac Group operates in a highly competitive environment across the regions in which we operate.do business.

We serve the banking and wealth needs of a broad set of customer segments from small businesses to large corporate and institutional clients on thein our business sidesegments and across all consumer segments. The Westpac Group competes with other industry players for customers covering their needs of transacting, saving, investing, protecting and their business,borrowing with other players across a wide rangeset of products and services. Our competitors range from large global organisations with broad offerings to entities more focused on specific regions or products. Our competitors also include a range of other financial services and advisory companies such as banks, investment banks, credit unions, building societies, mortgage originators, credit card issuers, brokerage firms, fund and asset management companies, insurance companies and internet-based financial services providers.

Our competitive position across customer segments, products and geographies is determined by a variety of factors. These factors include:

§          the type of customers or customer segments served;

§          customer service quality and convenience;

§          the effectiveness of, and access to, distribution channels;

§          brand reputation and preference;

§          the quality, range, innovation and pricing of products and services offered;

§          technology solutions; and

§          the talent and experience of our employees.

In Australia, we have seen intense competition for deposits intensify as some traditional sources of funding, such as securitisation, have become more difficult.continue to be driven in part by clearer global regulatory requirements for liquidity management and balance sheet composition. Banks and other financial institutions also seek to reduceachieve a higher proportion of deposit funding as credit rating agencies and debt investors look for strong balance sheet positions in their reliance on wholesale funding to better position themselves for pending regulatory liquidity requirements.assessment of quality institutions.

We expect competition for lending to also remain intense.high, with slower credit growth compared to the significant credit expansion Australia experienced over the majority of the last two decades. Businesses and consumers are cautious about the global outlook and continue to trim back debt. In mortgages, this lower growth and the desire of some players to aggressively maintain or growexpand their market share using price has seen particularly aggressivestrong competition over the last 12 months and thisyear. This is expected to continue, particularly if lending growth remains modest. InServing business lending, competition is likely to increase when business confidence improvescustomers’ transaction and investment returns.trade financing needs has been at the centre of competitive activity as customer expectations increase.

In our wealth business, we expect competition to increase as financial institutions and industry funds move to capture a greater share of this fast growing market, particularly in superannuation (or pensions) and financial advice as the market responds to emerging regulatory changes.

The New Zealand economy, which suffered a more significant slowdown in economic activity than Australia during the global financial crisis,market is showing some early signs of improvement. As a result, we expect to see renewedexperiencing strong competition as banks vie for customers’ business as confidence improves, notwithstanding that a number of smaller non-bank institutions have exited the New Zealand market.new customers. The home lending market is particularly competitive on price and switching incentives.

Outlook1

The

Australian economy endedeconomic indicators have, in aggregate, remained relatively robust throughout much of 2012 with moderate growth, low unemployment and benign inflation. Despite these strengths, the experience across sectors has been diverse, business and consumer confidence remained soft, and a loss of momentum emerged as the year progressed. The mining sector has continued to 30 September 2011be the growth driver of the economy, with other sectors experiencing more challenging conditions given consumer caution and ongoing strains from the high Australian dollar.

Conditions globally have also remained challenging. World growth lost momentum in 2012. Europe is in recession, US growth is moderate and China’s economy has cooled as a little weaker than it started,result of past policy tightening. Policy makers in the major economies are now responding to these developments with growth easing onmore aggressive stimulus measures. This is likely to lead to a gradual strengthening of activity. However, the backoutlook remains uncertain. Europe may continue to contract and the pace of lower consumer and business confidence. The weaker activity has been a function of some domestic uncertainty combined with a heightening of sovereign debt issues in Europe, and a softer US economy. Despite this, Australia’s economic fundamentals remain sound with solid employment, well controlled inflation and a very robust mining sector. In addition, the Australian authorities retain flexibility with both the monetary and fiscal policy capacity to respond to any material change in global growth expectations.

Globally, conditionsrecovery elsewhere in the developed world remain more challengingwill be constrained by fiscal consolidation, excessive household debt and weak financial systems. Prospects for the developing economies are likely to improve as those regions have ample scope for effective policy stimulus.

The Reserve Bank of Australia (RBA) has resumed the monetary policy easing cycle in response to global and domestic developments and given the scope provided by a benign inflation environment. The stance of monetary policy is now expansionary, with sovereign debt concerns contributing to a slowing of global economic activity and a weakening in the growth outlook. At the same time the associated disruption in financial markets has increased uncertainty and impacted global confidence.additional policy easing widely expected.

In Asia, the region most relevant to Australia, growth has eased but is expected to remain robust as these economies reorientate to internally driven growth rather than relying on demand from developing nations.

Given this environment, growth within Australia is expectedbackdrop, in 2013 we expect Australia’s economic fundamentals to remain modest. However, with sound economic foundations, and good support from Australia’s proximity to Asia, output is likely to be stronger and more stable than many other developed nations. For banks, the current consumer and business caution combined with theGDP growth outlookis forecast to be around 3% for 2013, inflation is likely to see lendingremain benign and unemployment, while edging higher, is forecast to remain below 6%. Economic growth is likely to become more broadly based as the lower interest rate environment supports conditions in the broader economy. The mining investment boom is set to transition to a mining export upswing over the next two to three years as additional capacity comes on stream and given likely strong demand for commodities from the Asian region, boosted by a cyclical recovery in China.

For banking, we expect that demand for credit will improve a little, but growth is likely to remain modest, while we expect deposits to expand at a relatively subdued for the medium term with a stronger deposit outlook.strong rate.

1All data and opinions under ‘Outlook’ are generated by our internal economists and management.


2012 WESTPAC GROUP ANNUAL REPORT

13




With a solid operating performance across all divisions in Full Year 2012, combined with a strongfurther strengthening of the balance sheet, Westpac believes it is well positioned to respond to this challenging operating environment. Nevertheless, in 2012 the GroupParticular areas of focus will seek to further improve its efficiency to maintain sound returns. This will include focus on:include:

§          further building oncontinuing to improve productivity, including completion of the productivity initiativesnew supplier arrangements commenced in late 2010, including the implementation of new sourcing arrangements and further optimising our multi-brand model;early 2012;

§          continued strengthening of the balance sheet with a particular focus on improving the asset/liability mix; and

§ensuring we gain maximum return from the significant investment already made across the business over recent years; and

§          responding pro-actively and in a disciplined way to the increased regulatory agenda.

The Group will also continue to invest in the year ahead with our approach remaining highly targeted to areas where the greatest opportunities exist. These include the build-out of Bank of Melbourne, organic expansionand commencing the development of a new wealth platform. The Group will also continue to build its capacity and capability in Asia via an increased network and continuing to improve the sale of wealth and insurance products via cross sell.by further building relationships with strategic partners. Our SIPs investment program is also a key element of this agendainvestment that we expect to continue to enhance and strengthen our technology infrastructure.infrastructure, particularly in online and mobile banking.

 

1All data and opinions under ‘Outlook’ are generated by our internal economists and management.


Annual Report 2011    13




Given our strong starting position, and the momentum we carried into the final part of the 20112012 financial year, we believe that Westpac is well placed to continue delivering sound, high quality returns for shareholders.

Significant developments

Tax consolidationCommencement of new Chairman

On 14 December 2011, Lindsay Maxsted became Chairman of Westpac Banking Corporation following the merger with St.George Bank Limitedretirement of Ted Evans AC. Mr Maxsted joined the Board in 2008 as an independent Director and Chairman of the Audit Committee.

New organisational structure

On 1 December 2008,24 November 2011 Westpac completed its merger withannounced a new organisational structure for the Westpac Group creating two new divisions:

§AFS which encompasses Westpac RBB, St.George, by wayBTFG, and Banking Products and Risk Management; and

§Group Services encompassing Technology, Banking Operations, Property Services and Legal.

Consolidation of office space in Sydney and Melbourne

On 22 June 2012 Westpac announced that it had committed to a scheme of arrangement. For tax consolidation purposes, the consolidation of St.George and Westpac occurred on 31 March 2009. As part of the tax consolidation process, Westpac was required to reset the tax value of certain St.George Bank assets to the appropriate market value of those assets on 31 March 2009. A number of St.George Bank derivative contracts were assessed as having a market value,long-term lease at the time of tax consolidation, higher than their original value. Pending the determination of the tax consolidation outcome, Westpac’s accounting for these contracts had factored in tax on this increase in value.

Following clarification of the interaction between the taxation of financial arrangements (TOFA) legislation and the tax consolidation rules, tax consolidation relating to the merger with St.George has been finalised. The approach agreed with the Australian Taxation Office (ATO)Sydney’s Barangaroo development, which is that tax is not requiredexpected to be paid oncompleted in 2015. Westpac will lease approximately 60,000 square metres at Barangaroo. The developer, Lend Lease, has also agreed to purchase two Westpac-owned buildings at 182 George Street and 33-35 Pitt Street. Once completed, it is expected that the increasenew site will enable the Group to consolidate into two locations in the value of the derivative contracts.Sydney CBD – its existing head office at 275 Kent Street and Barangaroo.

As announced on 26 October 2010, the combined reduction in tax paid/payable was $685 million for the 2009 and 2010 tax years.

On 11 March9 December 2011 Westpac announced that for the 2011 to 2014 tax years it had been determined that tax payable will be reducedcommitted to consolidate its Melbourne city office space from 360 and 367 Collins Street to a new building at 150 Collins Street, a joint development by $1,110 million on a straight-line basis over four years. The combined reduction in tax paid/payable will provide a benefit to Westpac’s Tier 1 capital ratio by over 64 basis points, of which 34 basis points is reflected in the Tier 1 capital ratio at 30 September 2011. The remaining 30 basis points will be reflected in the Tier 1 capital ratio evenly over the next three years. For accounting purposes a reduction in income tax expense of $685 million was recorded in 2010APN Property Group and $1,110 million in 2011.

Credit ratings

On 6 January 2011, Standards & Poor’s announced that it is changing its methodology for determining bank ratings, and published its initial proposals. On 20 April 2011, Standard & Poor’s announced that it had received numerous comments on the proposals and indicated that it expects to publish its final criteria first, and then take ratings actions soon afterwards in the fourth-quarter of 2011. On 7 October 2011, Standard & Poor’s announced that it remains on track to finalise and implement the criteria on that timetable.

On 18 May 2011, Moody’s Investors Service (Moody’s) advised us, along with the other major Australian banks, that our long-term, senior unsecured debt rating was downgraded to Aa2 from Aa1. Further, on 27 May 2011, Moody’s advised WNZL, along with the other major New Zealand banks, that its long-term senior unsecured debt rating was downgraded to Aa3 from Aa2. The outlook for both of these ratings is stable.Grocon.

Bank of Melbourne

The Group launched the Bank of Melbourne in Victoria on 25 July 2011 by converting 34 branches and 5 corporate banking centres of St.George in Victoria to the Bank of Melbourne, and opening 14 new Bank of Melbourne branches. Over the next five years, the Bank of Melbourne has plans to grow to over 100 branches and corporate banking centres and 300 ATMs. Investment involved in launching the Bank of Melbourne, including establishing the infrastructure to support the new bank, was approximately $108 million for the year ended 30 September 2011.

Liquidity

On 16 December 2010, the Basel Committee on Banking Supervision (BCBS) released the final text of the Basel III liquidity framework. The framework introduces two new liquidity measures; the Liquidity Coverage Ratio (LCR) and the Net Stable Funding Ratio (NSFR).

The LCR requires banks to hold sufficient high-quality liquid assets, as defined, to withstand 30 days under an acute stress scenario. AsSince there are insufficient Government bonds available in the Australian marketplace to allow institutions to meet the LCR, the Reserve Bank of Australia (RBA) has announced, jointly with the Australian Prudential Regulation Authority (APRA), that it will make available to Australian institutions a committed secured liquidity facility that can be utilisedused to meet the LCR requirement. The terms and conditions of this liquidity facility are yet to be determined.

The timetable for implementing the liquidity standard schedules the LCR to be introduced from 1 January 2015 and the NSFR from 1 January 2018. Both liquidity measures are subject to an observation and review period prior to implementation and as such are potentially subject to modification.

In November 2011, APRA has not yet released draft prudential standards regarding thefor consultation a discussion paper outlining its proposed implementation of the Basel III liquidity frameworkreforms in Australia. UntilHowever, until the final Australian standards are released, the full extent of the impact on the Westpac Group is uncertain. Notwithstanding the uncertain requirements, Westpac expects to increase its holding of high-quality and third party liquid assets.

Capital

On 16 December 2010, the BCBS released the final text of the Basel III capital framework. The framework was revised in June 2011 and incorporates higher global minimum capital requirements and the introduction of two new capital buffers. The framework includes:

§          an increase in the minimum common equity requirement from 2.0% to 4.5%;

§          an increase in the minimum Tier 1 capital requirement from 4.0% to 6.0%;

§          a capital conservation buffer at 2.5%, to be met with common equity; and

§          a countercyclical buffer of between 0% to 2.5% to be met with common equity or other fully loss absorbing capital (subject to further BCBS guidance). The buffer is intended to be applied during times of excess credit growth.

The framework includes a compliance timetable, with phase-in arrangements starting from 1 January 2013 and some elements not becoming fully effective until 1 January 2019.


 

14Westpac Group



Information on Westpac


On 28 September 2012, APRA released a discussion paper for consultationthe four final revised capital adequacy standards that will govern the implementation of the Basel III capital framework in September 2011. Based onAustralia. APRA is requiring Australian ADIs to meet the discussion paper,new minimum capital requirements from 1 January 2013 and has proposed that the capital conservation buffer apply in full from its introduction date of 1 January 2016. Westpac believes it is well placed to meet the new capital requirements within the timeframes proposed. However, until


14

2012 WESTPAC GROUP ANNUAL REPORT



INFORMATION ON WESTPAC


Westpac Convertible Preference Shares

On 23 March 2012, Westpac issued approximately $1.19 billion of new Tier 1 hybrid securities known as Westpac Convertible Preference Shares (Westpac CPS), which qualify as Non-innovative Residual Tier 1 capital of Westpac for regulatory capital purposes. Westpac CPS will also be eligible for transitional treatment as Additional Tier 1 capital under APRA’s final prudential standards are issued and APRA advises institutions of their prudentialBasel III capital ratios,adequacy framework.

Credit ratings

On 1 December 2011, Standard & Poor’s announced that, following changes to its criteria for assessing bank credit ratings globally, the full extentratings of the impact onmajor Australian banks, including Westpac, were lowered by one notch. As a result, Westpac’s long-term, senior unsecured credit rating was assessed as AA- down from AA. The outlook for the rating is stable. Westpac’s short-term credit rating was affirmed at A1+.

On 24 February 2012, Fitch Ratings advised that Westpac, Group cannot be confirmed.along with the other major Australian banks, had its long-term senior unsecured issuer default rating downgraded to AA- down from AA. The outlook for the rating is stable. Westpac’s short-term issuer default rating was affirmed at F1+.

Systemically Important Financial Institutions (SIFIs)

In JulyNovember 2011, the BCBS proposed a policy framework which calls on jurisdictions to put in placepublished ‘Global systemically important banks: Assessment methodology and the additional requirements for institutions deemed to be SIFIs. Initially higher loss absorbency and other requirements will be applied to global systemically important financial institutions (G-SIFIs)requirement’. The BCBS will deliver itsThis document announced the final recommendations in November 2011. As the details of the additional regulatory measuresmethodology for determining Global Systemically Important Banks (G-SIBs), and the determination of which banking institutions will be classified as G-SIFIs are not yet finalised, the implications for Westpac cannot be determined at this stage.

Recovery and Resolution Planning

In July 2011, the Financial Stability Board (FSB) named 29 G-SIBs that would be subject to higher capital requirements and greater oversight. No Australian bank has been named as a G-SIB based on the current methodology and data.

The G20 also directed the FSB to consider how to extend the framework to a broader set of SIFIs, including Domestic Systemically Important Banks (D-SIBs), and to make recommendations to the G20. On 12 October 2012, the BCBS issued the paper ‘A framework for dealing with domestic systemically important banks’. The paper sets out a consultative document setting outprinciples based framework for regulating D-SIBs. However, until APRA develops the rules for implementing the framework in Australia, any impact on Westpac cannot be determined.

Recovery and resolution planning

In November 2011, the FSB finalised a comprehensive package of proposed policy measures to improve the capacity of authorities to resolve failing SIFIs, without systemic disruption and without exposing taxpayers to risk of loss. As part of the consultation package, the FSB proposed that a Recovery and Resolution Plan is required for any firm deemed by its home authority to have systemic importance to the domestic economy. In addition, SIFIs will be subject to resolvability assessments to ensure they may be resolved without severe systemic disruption and taxpayer loss while at the same time protecting systemically important functions. APRA has undertaken a pilot Recovery Planning project applying to Australia’s largest banks, with final plans delivered to APRA in mid-2012. APRA has indicated that it intends to extend its recovery planning program once the results of the pilot program have been analysed. The FSB is to deliver final recommendations toform of any resulting requirements, the Group of Twenty in early November 2011. Untilimplications, and the global standardstiming for Westpac are finalised and any APRA implementation is proposed, the full extent of impact on the Westpac Group is uncertain.at this stage unknown.

OTC Derivatives Reformderivatives reform

The ‘Over the Counter’over-the-counter (OTC) derivatives market is undergoing significant regulatory reform globally with regulators mandatingglobally. The reforms aim to improve transparency, mitigate systemic risk and protect against market abuse in the OTC derivatives market by encouraging clearing through central clearing for standardised OTC derivatives; encouragingcounterparties, reporting to trade repositories, exchange trading where appropriate;appropriate, and imposing higher capital chargesrequirements on non-cleared products; and requiring all transactions to be reported to trade repositories. contracts.

Locally, the Council of Financial Regulators (APRA, ASIC, RBA and the Australian Treasury) releasedissued a discussion paperreport on OTC Derivatives Market Reform Considerations in March 2012, which was followed by the release of a joint report on the Australian OTC Derivatives Market by APRA, ASIC and the RBA in October 2012. In addition, the Australian Government has introduced into Parliament the Corporations Legislation Amendment (Derivatives Transactions) Bill 2012, which creates a framework to allow the Minister for Financial Services and Superannuation to determine that mandatory clearingobligations should apply to certain classes of OTC derivatives, in Australia in June 2011. The paper covers only the mandatory clearing element of the OTC reform agenda, with consultationrequiring those classes to followbe reported, centrally cleared, and traded on suitable trading platforms and trade repositories. The issues raised in the paper are complex, with the Council seeking to establish stakeholders’ views before any final decision is made.platforms.

Westpac is closely monitoring the offshore developmentslocal and international OTC derivatives reforms including regulatory changes being implemented by the US Commodity Futures Trading Commission under the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) and is actively engaging with local and international regulators, trade associations, banks and clearing houses. Work has also commencedWestpac is developing clearing, reporting and trade processing solutions to develop a clearing solution to complyensure that it is compliant with applicable global regulations within the offshore requirements which capture Westpac’s operations.required timeframes, including any foreign registration obligations. As both the international and local reforms are not yet to be finalised, the full extent of the impact on the Westpac Group’s operations remains unclear.

Financial Claims SchemeException fees class action

On 1216 December 2010,2011 a class action was commenced against Westpac in the Federal Court of Australia on behalf of certain customers of Westpac. A second class action against Westpac, brought on behalf of certain customers of St.George Bank and BankSA, was commenced on 1 February 2012. The claims in both class actions allege that certain exception fees charged by Westpac prior to October 2009 were unlawful. The claims against Westpac form part of a series of class actions against a number of Australian Government announcedbanks initiated by the litigation funding company IMF (Australia) Ltd. Westpac intends to defend the proceedings. By agreement between the parties, the proceedings against Westpac are on hold until at least December 2012, pending developments in a related class action against another Australian bank.

Bell litigation

Westpac was one of 20 defendant banks named in proceedings concerning the Bell Group of companies. The proceedings were brought by the liquidators of several Bell Group companies who challenged the defendant banks’ entitlement to receive the proceeds of realisation of Bell Group assets in the early 1990s. Judgment was delivered on 28 October 2008 and final orders were handed down on 30 April 2009.


2012 WESTPAC GROUP ANNUAL REPORT

15




Westpac, along with the other defendant banks, was found liable to repay its intention to confirm the permanent continuanceshare of the Financial Claims Scheme (FCS).monies received from the Bell Group plus interest. The FCSdefendant banks appealed the decision. Judgment was establishedhanded down by the Court of Appeal of the Supreme Court of Western Australia on 17 August 2012. By a majority decision, the defendant banks were unsuccessful in the appeal and the amount of interest payable was increased. The defendant banks have applied for special leave to appeal to the High Court of Australia.

Tax developments

Following the Tax Forum conducted by the Australian Federal Government in 2008,Canberra on 4 and provides depositors5 October 2011, to discuss tax reform following the report from Australia’s Future Tax System Review (the Henry Review), the Deputy Prime Minister and Treasurer announced the appointment of a free guaranteebusiness tax working group to look at how the Australian tax system could be improved. Measures considered by this working group include the carry back of depositstax losses and the possible reduction of the corporate tax rate where it is funded by the business tax base broadening. The working group released a draft final report on 24 October 2012. The working group concluded that while there could be benefits associated with a cut in eligible Authorised Deposit-taking Institutions (ADIs) upthe company tax rate, they declined to and including $1 million. In Septembermake a recommendation as to how such a cut could be undertaken in a revenue neutral manner. This was based on a conclusion by the working group that there was a lack of agreement in the business community as to how to fund such a reduction in the corporate tax rate.

On 30 March 2011, the Australian GovernmentAssistant Treasurer announced a reduced capreview of the tax consolidation provisions dealing with rights to future income and the residual tax cost setting rules. The consideration was whether these rules needed to be amended, and, if so, whether any amendments will take effect retrospectively. The residual tax cost setting rules are the provisions under which amounts were allocated to the St.George in the money derivatives in the tax consolidation process (and from which deductions are claimed by Westpac under the general taxing provisions).

In June 2012, the Government passed new legislation (Tax Laws Amendment (2012 Measures No.2) Act) that introduced from 1 February 2012a number of $250,000 per person per institution.changes to the income tax law as it applied to the Taxation of Financial Arrangements (TOFA) and tax consolidated groups. The new cap is permanent, subjectlegislation:

§confirmed the tax treatment adopted by Westpac for the derivative assets and liabilities consolidated as part of the St.George Bank merger. This gave rise to continued advice from Australia’sa reduction in income tax expense of approximately $685 million for the 2010 financial regulatorsyear and approximately $1,110 million for the 2011 financial year, as previously announced in October 2010 and March 2011; and

§applied retrospective amendments to TOFA that applied to certain liabilities consolidated as part of the cap remains appropriate.

The FCS appliesSt.George Bank merger. This gave rise to an eligible ADI if APRA has appliedadditional income tax expense of approximately $165 million for the winding up2012 financial year, as reported on 27 June 2012.

Changes to accounting standards

In continuing response to the global financial crisis, governments, regulators and accounting standard setters are working to revise certain accounting standards. The objective is to achieve convergence towards a single set of the ADIhigh-quality, global and independent accounting standards. The specific areas that have been targeted include accounting for financial instruments, provisioning for loan impairment charges, off-balance sheet exposures and the responsible Australian Government minister has declaredimpairment and valuation of financial assets and lease accounting. The Group expects that there will be a number of new standards issued in the FCS appliesnext three years that will require changes to that ADI. The Financial Claims Scheme (ADIs) Levy Act 2008 provides for the imposition of a levy to fund the excess of certain of APRA’s financial claims scheme costs connected with that ADI. The levy would be imposed on liabilities of eligible ADIs to their depositors and cannot be more than 0.5% of the amount of those liabilities.our current accounting approaches.

United States

There are a number of significant regulatory reforms currently occurring in the United States (US). These include:

Dodd-Frank Wall Street Reform and Consumer ProtectionDodd-Frank Act (Dodd-Frank Act)

 

In response to the global financial crisis, new legislation designed to reform the system for supervision and regulation of financial firms in the US was signed into law on 21 July 2010. The Dodd-Frank Act contains a wide range of provisions that will affect financial institutions operating in the US, including foreign banks like Westpac. Included among its provisions are reforms designed to reduce systemic risk presented by very large financial institutions, promote enhanced supervision, regulation, and prudential standards for financial institutions, establish comprehensive supervision of financial markets, impose new limitations on permissible financial institution activities and investments, expand regulation of the derivatives markets, protect consumers and investors from financial abuse, and provide the US Government with the tools needed to manage a financial crisis. Many of the provisions of the Dodd-Frank Act require extensive rulemaking by US regulatory agencies before the provisions become effective. The issuance of final rules under the Dodd-Frank Act isremains far from complete, with the process now extending into 2012.continuing. Aside from the general observations regarding OTC derivatives reform above, until there is greater clarity regarding the final forms of the rules and thetheir extra-territorial application, it is not possible to assess the full impact of the legislationlaw and the regulations on our operations. However in the event that some of the rules are implemented in or close to the current draft, significant investment in compliance and reporting programs and changes to business activities mayare likely to be required.


 

Annual Report 2011    15

16

2012 WESTPAC GROUP ANNUAL REPORT



 

INFORMATION ON WESTPAC


Foreign Account Tax Compliance Act (FATCA)

Legislation incorporating provisions referred to as FATCA was passed in the US on 18 March 2010. The legislation and subsequent guidance requiresrequire Foreign Financial Institutions (FFIs) (suchsuch as Westpac)Westpac to enter into an FFI agreement by 30 June 2013 andunder which they agree to identify and provide the US Internal Revenue Service (IRS) with information on accounts held by US persons and US-ownedUS owned foreign entities, or otherwise face 30% withholding tax on certain payments made to the FFI from US sources.FFI. In addition, FFIs that have entered into an FFI agreement will be required to withhold on certain payments made to FFIs that have not entered into an FFI Agreementagreement and account holders who do not respond to requests to confirm their US person status and/or do not agree to the FFI reporting certain account related information to the IRS. Draft regulations are not expected before December 2011, with final regulations not expected until late 2012. However, ifThis description is based on guidance issued to date by the IRS, including proposed regulations. Future guidance may affect the application of FATCA to Westpac. Given Westpac’s expectation that the FATCA provisions arewill be implemented in or near to their current form, taking into account guidance issued to date by the US Treasury and IRS, substantial investment inwill be required to ensure that Westpac will be able to adhere to the FATCA requirements from a compliance and reporting frameworkperspective across all jurisdictions in which Westpac operates.

The IRS has published a Model Intergovernmental Agreement (the Model IGA) in connection with the implementation of FATCA. The Australian Government is currently exploring the feasibility of entering into such an Intergovernmental Agreement (IGA) with the US. If the Australian Government does enter into an IGA with the US, based on the Model IGA, Westpac would likely be able to report the required information relating to its Australian branches to the Australian Taxation Office (ATO), which would provide such information to the IRS under existing Exchange of Information protocols. Further, Westpac’s Australian branches/affiliates would be required.relieved of the requirements to enter into an FFI Agreement with the IRS and to withhold from payments to, or close the accounts of, certain account holders at such branches/affiliates but will still be required to identify certain US accounts. While it is anticipated that such an IGA would reduce the compliance costs and operational burdens of FATCA for Westpac, there is no certainty that Australia will enter into an IGA with the US. Moreover, even if such an IGA is entered into, Westpac currently expects that it will enter into an FFI agreement, as described above, with respect to its branches and affiliated FFIs not located in Australia or another country that has entered into an IGA.

New Zealand

Regulatory reforms and significant developments in New Zealand include:

Transfer of additional banking operations to Westpac New Zealand Limited on 1 November 2011

Until 1 November 2006, Westpac conducted its banking operations within New Zealand through a branch structure. On that date, and after extensive consultation with the RBNZ,Reserve Bank of New Zealand (RBNZ), Westpac adopted a dual registration operating model includingcomprised of a locally incorporated subsidiary, WNZL, to conduct its consumer and business banking operations in New Zealand, and a branch, Westpac’s NZ Branch (NZ Branch), to conduct its institutional and financial markets operations. The conditions of registration of each of WNZL and NZ Branch are consistent with these operating model arrangements.

Following an independent review of the structure of the operating model of Westpac’s business in New Zealand, the RBNZ, WNZL and Westpac reached agreement on changes to the operating model. As a result, and pursuant to the Westpac New Zealand Act 2011, the following assets and liabilities associated with certain business activities and associated employees were transferred from the NZ Branch to WNZL on 1 November 2011:

§         institutional customer deposits;

§         institutional customer transactional banking;

§         institutional customer lending other than trade financefinancing activities;

§         debt capital markets activities carried out in assisting corporates to obtain funding, such as customer loan syndication and securitisation arrangements, but excluding the debt securities team activities, such as arrangement of commercial paper and bond programmes;program;

§         corporate advisory; and

§         institutional customer foreign currency accounts.

The NZ Branch has retained its financial markets operations for external customers, including sales and trading of capital markets products and foreign exchange for corporate and institutional customers, pricing and risk management for interest rate, foreign exchange and commodity products for retail, business and institutional customers of WNZL and trading of capital markets products and foreign exchange as principal. In addition, the NZ Branch has retained its global intra-group financing functions, correspondent bank relationships, debt securities team activities, such as arrangement of commercial paper and bond programmes,programs, and international business (including trade finance activities but excluding customer foreign currency accounts).

Open Bank Resolution (OBR)

On 11

The RBNZ released a consultation paper on OBR in March 2011, the New Zealand Government announced that it is considering options for maintaining confidence in the financial system when the New Zealand Retail Deposit Guarantee Scheme expires on 31 December 2011. As part of the announcement, the New Zealand Government indicated that one option for minimising disruption of the financial system and maintaining confidence could be the introduction of Open Bank Resolution (OBR). OBR contemplates a bank being open for business on the next business day following an insolvency event or event that triggered putting it under statutory management. The RBNZ’s consultation paper recommendsrecommended that all locally incorporated banks with retail funding over NZ$1 billion participate in a pre-positioning process and therefore the policy wouldwill apply to WNZL. In the event of failure, a bank must be able to achieve certain outcomes which include being able to freeze accounts and process pending payments, determine customers’ account balances on a per account basis, set aside a proportion of account balances that have been frozen, and resume customers’ access to their transaction and other accounts on the next business day following the bank’s closure. Initial responses from the banksBanks were required to submit detailed implementation plans to the RBNZ’s consultation paper were due atRBNZ by 29 February 2012 and the RBNZ is requiring that they be fully pre-positioned for OBR by 30 June 2013. A new condition of registration to formally impose the OBR requirements is expected to be in place by the end of September 2011the calendar year and detailed implementation planstake effect from the banks are due by 16 January 2012. The current deadline for being fully pre-positioned is 31 December 2012.

NZ Financial Advisers Act

The Financial Advisers Act NZ (the Act) came into full force on 1 July 2011. The Act applies to a financial adviser service or broking service received by a client in New Zealand, regardless of where the person providing the service is resident, incorporated or carries on business. The Act requires all providers of financial adviser services to be individually registered and/or authorised by the Financial Markets Authority. The Act creates an exception for qualifying financial entities (QFEs) such that QFEs’ employees may give financial advice or make an investment transaction in relation to certain categories of products of which an entity in the QFE group is the issuer or promoter without being individually registered or authorised. On 31 March 2011 WNZL was granted QFE status under the Act with the Westpac NZ Branch, BT Funds Management (NZ) Limited and Westpac Life NZ Ltd as Associated Entities.2013.


 

2012 WESTPAC GROUP ANNUAL REPORT

17

16Westpac Group



 

Information on Westpac


Basel III

The RBNZ is adopting the core Basel III capital measures relating to new capital ratios, including the conservation buffer, and most of the recommendations relating to the definition of capital. Total Tier 1 capital will increase to 6.0% plus the conservation buffer of 2.5%. Tier 1 capital will need to include common equity of 7.0% (Tier 1 ratio of 4.5% and the conservation buffer). The countercyclical capital buffer is also being adopted and will be imposed when the RBNZ judges that excess private sector credit growth or rapid growth in asset prices is leading to a build-up of system-wide risk. The RBNZ is not specifying any upper limit on the countercyclical buffer. The leverage ratio is not being adopted. The RBNZ is implementing Basel III ahead of the Basel Committee on Banking Supervision’s (BCBS) and APRA’s timetable. The new capital ratios will come into effect on 1 January 2013. The conservation buffer will be implemented in full from 1 January 2014, in contrast to the BCBS’s framework, which proposes that the buffer be implemented over a three year period (from 2016). The countercyclical capital buffer will be able to be deployed from 1 January 2014.

Financial Markets Conduct Bill (FMCB)

The FMCB was introduced into the New Zealand Parliament in October 2011 and was reported back from Select Committee in early September 2012. It is expected to be passed in the first half of 2013. The FMCB represents an overhaul of the existing securities law regime in New Zealand and will impact various aspects of the wider Westpac New Zealand business. It introduces changes to product disclosure and governance, and introducesnewlicensingandregistrationrequirements.The newregimewilldoawaywiththeexistingprospectus/investment statement dual disclosure model and introduce a single product disclosure statement, supported by an online register of other material documentation. Much of the detail from the Bill has been left to be prescribed in regulations.

Credit law reform/responsible lending

The New Zealand Government is proposing to amend the Credit Contracts and Consumer Finance Act 2003 (CCCFA) by introducing a duty to lend responsibly. An exposure draft of the amendment Bill was released in April 2012. The Bill will provide for a regulatory responsible lending code and will strengthen existing consumer protections by changing current CCCFA provisions on disclosure, fees, hardship and ‘oppressive contracts’.

Reserve Bank of New Zealand (Covered Bonds) Amendment Bill

A bill that provides a legislative framework for the issuance of covered bonds by New Zealand registered banks was introduced into Parliament in May 2012 and is expected to be passed this year. New Zealand registered banks are currently permitted by the RBNZ to issue covered bonds and have conditions of registration which impose a limit on this issuance of 10% of total assets. However, the legislation will provide certainty for investors that the cover pool assets will be disgorged from statutory management and liquidation regimes. The Bill will require the registration of covered bond programs and provides for a transition period for the registration of existing covered bond programs.

Further taxOther significant developments

The Australian Federal Government commissioned Australia’s Future Tax System Review (the Henry Review), which is a comprehensive review of the Australian taxation system (except GST) chaired by the then Secretary to the Treasury, Dr Ken Henry AC. On 2 May 2010, the Federal Government released the Henry Review report and its initial response. A large proportion of the Henry Review’s 138 recommendations were not dealt with in the Government’s initial response. Of the recommendations addressed in its initial response, the Government proposed reducing the company tax rate to 29% for the 2013—2014 income year and to 28% from the 2014—2015 income year (28% for small business by 2012), and the gradual increase of the employers compulsory superannuation guarantee from 9% to 12% by 2020. Following the Tax Forum conducted by the Australian Federal Government in Canberra on 4 October 2011 and 5 October 2011 to discuss tax reform, the Deputy Prime Minister and Treasurer announced the appointment of a select working group that will look at how the Australian tax system could be improved. Measures that will be considered by this working group include possible changes to tax losses, the corporate tax rate and the taxation treatment of equity. Until further detail of any possible changes to the taxation rules are released, and any changes to the law finalised, any impact on Westpac cannot be determined.

On 11 March 2011 in Mills v Commissioner of Taxation [2011] FCA 205, the Federal Court of Australia handed down a decision which, in essence, held that a hybrid stapled security that was part of a funding transaction, was subject to the Australian tax anti-avoidance rules. As a result, the franking credits attached to the distribution to this taxpayer were not creditable and in this instance the issuer will now be required to pay the Australian Taxation Office the expected tax liability on any distributions paid since the original date of issue to security holders. The taxpayer has appealed to the Full Federal Court. Unless overturned on appeal, this decision may create uncertainty over the application of the Australian taxation laws to any potential future hybrid transactions. Westpac will monitor the results of the appeal to determine whether there are any broader impacts.

On 30 March 2011, the Assistant Treasurer announced a review of the tax consolidation provisions dealing with rights to future income and the residual tax cost setting rules. The Board of Taxation (BoT) considered whether these rules needed to be amended, and, if so, whether any amendments will take effect retrospectively. The residual tax cost setting rules are the provisions under which amounts were allocated to the St.George derivatives in the tax consolidation process (and from which deductions are claimed by Westpac under the general taxing provisions). The BoT completed its review and provided its report to the Assistant Treasurer on 31 May 2011. The Government has not yet released its response to the report.

Changes to accounting standards

In continuing response to the global financial crisis, governments, regulators and accounting standard setters are working to revise certain accounting standards. The objective is to achieve convergence towards a single set of high-quality, global and independent accounting standards. The specific areas that have been targeted include accounting for financial instruments, loan-loss provisioning, off-balance sheet exposures and the impairment and valuation of financial assets and lease accounting. The Group expects that there will be a number of new standards issued in the next three years that will require changes to our current accounting approaches.

Further regulatory developments

The Australian Federal Government has embarked on a program of regulatory reform which will affect Westpac.

This includes:

§         Credit law reformfollowing the commencementas part of the National Credit Code on 1 July 2010, new licensing obligations commenced on 1 January 2011 to regulate the activities of credit providers, including obligations requiring licensees to observe responsible lending practices. A second phase of reform requiresthe credit providers to make available credit guides and for credit assistance providers to provide quotes and proposal disclosure documents. Fromlaw reforms, since 1 January 2012, credit providers will also behave been required to produce Key Facts Sheets for standard home loans. A numberFurther reforms relating to credit cards commenced on 1 July 2012. These reforms include a credit card Key Facts Sheet, a minimum repayment warning on statements, a mandatory order of other reforms, including reforms relatingapplication of payments, over the limit notifications and a requirement for consent before sending written credit limit increase invitations. In addition, through the Consumer Credit and Corporations Legislation Amendment (Enhancements) Act 2012, amendments have been introduced to the regulation of credit cards, have also been announced, which are scheduled to commence on 1 July 2012.

§Margin lending reform – from 1 January 2011, margin lending facilities to retail clients have been regulated as financial productsreverse mortgages, hardship applications under the Corporations Act. This has resulted in additional conductNational Credit Code, short-term and disclosure requirements for issuerssmall amount loans, consumer leases and advisorsother ‘enhancements’, most of margin lending facilities.which will commence 1 March 2013.

§         Superannuation changeson 16 December 2010 the Government provided itsGovernment’s response to the Super System (Cooper) Review into Australia’s superannuation system. The Government’s proposals include thewill require introduction of a simple, low-costnew ‘MySuper’ superannuation product from 1 July 20132013. MySuper is a low cost, simple superannuation product. A MySuper product will be the default investment option where investment choice is not elected by the member. Other legislative changes include enhanced trustee and an initiative calleddirector obligations as well as ‘SuperStream’, a measure to improve the efficiency of processing superannuation transactions through the use of technology. The GovernmentAll legislation to execute this reform agenda should be in force by the end of 2012. A project team has consultedbeen created to assess the impact of these changes to our existing superannuation products and to ensure compliance with the industry on the design and implementation of the reforms and has announced that legislation will be introduced in several tranches over the coming months and in the first half of 2012 to implement the superannuation reforms.new requirements.


 

Annual Report 2011    17




§         Financial advice changes – on 29 August 201127 June 2012 the Government issued the first tranche of draft legislation and made further announcements in relation to itsGovernment’s Future of Financial Advice (FOFA) reforms became law. Regulations were registered on 12 July 2012 and 2 October 2012, and further regulations are still expected. The FOFA reforms are aimed at improving consumer trust and confidence in, and the quality of, financial advice. The second tranche of the draft legislation was released on 28 September 2011 and the first FOFA Bill was introduced into the House of Representatives on 13 October 2011. The FOFA reforms include a ban on certain conflicted payments and soft dollar benefits, a ban on certain volume-based payments,shelf space fees, a ban on the charging of asset-based fees on borrowed funds, a statutory best interests duty so that financial advisers must act in the best interests of their clients, and an ‘adviser charging regime’ where the investor will be required to opt-in every two years to receive ongoing advice and where advisers will be required to give annual disclosure of ongoing fees and services to investors. The majority of the proposed reforms are scheduled towill commence fromfor the Westpac Group on 1 July 2013. Certain aspects of the reforms, including an anti-avoidance provision and increased ASIC powers, commenced on 1 July 2012.


18

2012 WESTPAC GROUP ANNUAL REPORT



INFORMATION ON WESTPAC


§         Privacy law reform – the Privacy Act was, first introduced in Australia in 1988. The Privacy Act1988, regulates how personal information is collected, used, disclosed and maintained by organisations andorganisations. It also grants rights to individuals to access and request the correction of their personal information. The GovernmentPrivacy Amendment (Enhancing Privacy Protection) Bill 2012 has released proposed changesbeen passed by the House of Representatives and is currently before the Senate. This Bill contains new Australian Privacy Principles to the Privacy Act to strengthen individual’s rights underreplace the current National Privacy Principles and to amend,amends, among other things, how credit reporting is conducted. It is proposed that these reforms and changes yet to be released will be rolled out in four tranches. No changes

§Proposed amendments to the PrivacyInsurance Contracts Act are expected– on 21 March 2012, the Insurance Contracts Amendment Bill 2011 was passed by the Australian Parliament, introducing a standardised definition of ‘flood’ for home and contents insurance policies and establishing additional mandatory disclosure requirements for home and contents insurance policies. In addition to take effect priorthose changes, the Government is currently reviewing the availability and affordability of flood insurance, while amendments to mid 2012.the Insurance Contracts Act 1984 (Cth) and related legislation may result in insurance contracts being subject to the ‘unfair contracts’ regime, updated duties of disclosure being imposed upon insureds, and the option of providing notices and documents under the Act electronically.

§         The introduction of a new regulatory framework for personal property securitieson 30 January 2012 the Government has introducedPersonal Property Securities Act (PPSA) commenced. The PPSA is a national personal property securities regime involving a single register and a uniform set of rules replacingthat replaces a wide range of complex State and Territory based legislation and registers. The newPPSA regime also makeshas introduced fundamental changes to the treatment of security interests in personal property. It is anticipated that this regime will take effectproperty in the first quarter of 2012.Australia.

§         Tax discount for interest incomeChanges to APRA’s crisis management powerson 12 September 2012 the Australian Federal Treasury released for public consultation a paper entitled Strengthening APRA’s Crisis Management Powers which seeks comments on a series of reform proposals directed at strengthening APRA’s crisis management powers. Proposals under consideration include providing APRA with the ability, in July 2011, the Government commenced a consultation processtimes of financial distress, to direct regulated entities (including Westpac) in relation to disclosure requirements and broadening APRA’s powers to issue other directions to regulated entities. If implemented, these proposals could impact on the implementationregulatory framework applying to Westpac and its controlled entities. However, until final proposals are published and implemented, the full extent of a proposed 50% discount on interest income received by individual taxpayers from deposits in ADIs, as well as from bonds, debentures and annuity products. The discount will apply on up to $500 of interest in the first year (2012–13), and $1,000 in subsequent years (1 July 2013 onwards). The closing date for submissions was 5 August 2011. Until any possible changes to the current law as a result of that consultation process are released, any impact on Westpac cannot be determined.us is uncertain.

§         Covered bonds– on 13 October 2011, the CommonwealthAustralian Parliament passed an amendment to the Australian Banking Act 1959 permitting ADIs to issue covered bonds. Among other things, this legislation caps at 8% the value of an ADI’s assets in Australia that can be included in a cover pool supporting covered bonds.

In addition, the Federal Government has initiated a number of inquiries related to the financial services industry. These include:

§the inquiry by the Parliamentary Joint Committee on Corporations and Financial Services into the access for small and medium business to finance, which delivered its report on 28 April 2011. The Government has not yet responded on the recommendations made by the Committee;

§the Senate inquiry into competition within the banking sector which delivered its report on 6 May 2011. The Government has not yet responded on the recommendations made by the Senate;

§requesting that the former Reserve Bank of Australia Governor, Bernie Fraser, undertake a feasibility study on account number portability and options for greater account transferability. He reported his findings to the Government on 4 July 2011. On 21 August 2011, the Government released Mr Fraser’s report and accepted his recommendations in full. The Government stated that it would establish a working party to finalise details of reforms aimed at simplifying the process for customers to switch accounts between financial institutions, to be introduced on 1 July 2012; and

§the National Disaster Insurance Review which will concentrate on insurance arrangements for individuals and businesses for damage and loss associated with flood and other natural disasters. The Review Panel provided its report to the Government on 30 September 2011. The Government has not yet responded to the report.

Westpac continues to review these developments, engage with Government, regulators and industry bodies as appropriate, and amend its systems, processes and operations to align with regulatory changes as they occur.


18Westpac Group



Information on Westpac


Supervision and regulation

Australia

Within Australia we are subject to supervision and regulation by six principal agencies: the Australian Prudential Regulation Authority (APRA);APRA; the Reserve Bank of Australia (RBA); the Australian Securities and Investments Commission (ASIC); the Australian Securities Exchange (ASX); the Australian Competition and Consumer Commission (ACCC); and the Australian Transaction Reports and Analysis Centre (AUSTRAC).

 

APRA is responsible for the prudential supervision of banks, credit unions, building societies, life and general insurance companies, friendly societies and most superannuation (pension) funds. APRA’s roles include establishing and enforcing prudential standards and practices designed to ensure that, under all reasonable circumstances, financial promises made to customers by the institutions it supervises are met.

As an ADI, we report prudential information to APRA including information in relation to capital adequacy, large exposures, credit quality and liquidity. Our controlled entities in Australia that are authorised insurers and trustees of superannuation funds are also subject to the APRA regulatory regime. Reporting is supplemented by consultations, on-site inspections and targeted reviews. Our external auditors also have an obligation to report on compliance with certain statutory and regulatory banking requirements and on any matters that in their opinion may have the potential to materially prejudice the interests of depositors and other stakeholders.

Australia’s risk-based capital adequacy guidelines are generally consistent with the approach agreed upon by the Basel Committee on Banking Supervision. Refer to ‘Capital resources Basel capital accord’Capital Accord’ in Section 2.

The RBA is responsible for monetary policy, maintaining financial system stability and promoting the safety and efficiency of the payments system. The RBA is an active participant in the financial markets, manages Australia’s foreign reserves, issues Australian currency notes and serves as banker to the Australian Government.

ASIC is the national regulator of Australian companies. Its primary responsibility is to regulate and enforce company, consumer credit, financial markets and financial services laws that protect consumers, investors and creditors. With respect to financial services, it promotes honesty and fairness by providing consumer protection, using regulatory powers to enforce laws relating to deposit-taking activities, general insurance, life insurance, superannuation, retirement savings accounts, securities (such as shares, debentures and managed investments) and futures contracts and financial advice. Since 1 August 2010, ASIC has also been responsibleresponsibility for supervising trading on Australia’s domestic licensed markets and of trading participants.

The ASX operates Australia’s primary national market for trading of securities issued by listed companies. Some of our securities (including our ordinary shares) are listed on the ASX and we therefore have obligations to comply with the ASX Listing Rules, which have statutory backing under the Corporations Act. The ASX has responsibility for the oversight of listed entities under the ASX Listing Rules and for monitoring and enforcing compliance with the ASX Operating Rules by market, clearing and settlement participants.


2012 WESTPAC GROUP ANNUAL REPORT

19




The ACCC is an independent statutory authority responsible for the regulation and prohibition of anti-competitive and unfair market practices and mergers and acquisitions in Australia. Its broad objective is to administer the Competition and Consumer Act 2010 and related legislation to bring greater competitiveness, fair trading, consumer protection and product safety to the Australian economy. The ACCC’s role in consumer protection complements that of Australian state and territory consumer affairs agencies that administer the unfair trading legislation of their jurisdictions.

The Australian Government’s present policy, known as the ‘four pillars policy’, is that there should be no fewer than four major banks to maintain appropriate levels of competition in the banking sector. Under the Financial Sector (Shareholding) Act, the Australian Government’s Treasurer must approve an entity acquiring a stake of more than 15% in a financial sector company.

Proposals for foreign acquisitions of a stake in Australian banks are subject to the Australian Government’s foreign investment policy and, where required, approval by the Australian Government under the Australian Foreign Acquisitions and Takeovers Act 1975. For further details refer to the section ‘Limitations affecting security holders’ in Section 4.

AUSTRAC oversees the compliance of Australian reporting entities including Westpac, within the requirements under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 and the Financial Transaction Reports Act 1988.

These requirements include:

§         implementing programs for identifying and monitoring customers, and for managing the risks of money laundering and terrorism financing;

§         reporting suspicious matters, threshold transactions and international funds transfer instructions; and

§         submitting an annual compliance report.

AUSTRAC provides financial information to state, territory and Australian federal law enforcement, security, social justice and revenue agencies, and certain international counterparts.


Annual Report 2011    19




New Zealand

The RBNZ is responsible for supervising New Zealand registered banks. The New Zealand prudential supervision regime requires that registered banks publish quarterly disclosure statements, which contain information on financial performance and risk positions as well as attestations by the directors about the bank’s compliance with its conditions of registration and certain other matters.

United States

Our New York branch is a US federally licensed branch and as such,therefore is subject to supervision, examination and extensive regulation by the US Office of the Comptroller of the Currency, and the Board of Governors of the Federal Reserve System (the US Federal Reserve) under the US International Banking Act of 1978 (IBA) and related regulations. Under the IBA, we may not open any branch, agency or representative office in the US or acquire more than 5% of the voting stock of any US bank without the prior approval of the US Federal Reserve.

A US federal branch must maintain, with a US Federal Reserve member bank, a capital equivalency deposit as prescribed by the US Comptroller of the Currency in an amount which is the greater of:

§         the amount of capital (but not surplus) that would be required of a national bank organised at the same location; or

§         5% of theits total liabilities (excluding, among(including acceptances, but excluding accrued expenses, and amounts due and other things, liabilities to affiliatesother branches, agencies, and liabilities of any international banking facilities)subsidiaries of the US federal branch.foreign bank).

In addition, a US federal branch is examined by the US Comptroller of the Currency at least once each calendar year. The examination covers risk management, operations, credit and asset quality, and compliance with the record-keeping and reporting requirements that apply to national banks, including the maintenance of its accounts and records separate from those of the foreign bank, and any additional requirements prescribed by the US Comptroller of the Currency.

A US federal branch of a foreign bank is, by virtue of the IBA, subject to the receivership powers exercisable by the US Comptroller of the Currency.

At this time we have not elected to become, and therefore we are not, a financial holding company as defined in the Gramm-Leach-Bliley Act of 1999.


20

2012 WESTPAC GROUP ANNUAL REPORT



INFORMATION ON WESTPAC


Anti-money laundering regulation

Australia

Westpac has a Group-wide program to manage its obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006. We continue to actively consultengage with the regulator, AUSTRAC, on our activities.

United States

The USA Patriot Act requires US financial institutions, including the US branches of foreign banks, to take certain steps to prevent, detect and report individuals and entities involved in international money laundering and the financing of terrorism. The required actions include verifying the identity of financial institutions and other customers and counterparties, terminating correspondent accounts for foreign ‘shell banks’ and obtaining information about the owners of foreign bank clients and the identity of the foreign bank’s agent for service of process in the US. The anti-money laundering compliance requirements of the USA Patriot Act include requirements to adopt and implement an effective anti-money laundering program, report suspicious transactions or activities, and implement due diligence procedures for correspondent and other customer accounts.

Outsourcing contracts

Westpac’s significant long-term contracts are summarised in Note 34 to the financial statements.

Legal proceedings

Our entities are defendants from time-to-time in legal proceedings arising from the conduct of our business and material legal proceedings, if any, are described in Note 36 to the financial statements. An assessment of likely losses is made on a case-by-case basis for the purposes of the financial statements.

Westpac is aware that class action proceedings relating to exception fees have been commenced against one Australian bank, and that proceedings may be commenced against other Australian banks, including Westpac. At this stage no such proceedings have been commenced against Westpac.

Principal office

Our principal office is located at 275 Kent Street, Sydney, New South Wales, 2000, Australia. Our telephone number for calls within Australia is 132 032 and our international telephone number is (+61) 2 9293 9270.


 

2012 WESTPAC GROUP ANNUAL REPORT

21

20Westpac Group



 

Corporate Governance

CORPORATE GOVERNANCE


IntroductionINTRODUCTION

This statement describes our corporate governance framework, policies and practices as at 25 November 2011.2012.

Framework and approach

Our approach to corporate governance is based on a set of values and behaviours that underpin day-to-day activities, provide transparency and fair dealing, and seek to protect stakeholder interests.

This approach includes a commitment to excellence in governance standards, which Westpac sees as fundamental to the sustainability of our business and our performance. It includes monitoring local and global developments in corporate governance and assessing their implications.

Australia

We comply with the Corporations Act 2001 (Corporations Act) and the ASX Corporate Governance Principles and Recommendations (ASXCGC Recommendations) published by the ASX Corporate Governance Council (ASXCGC). AsWe must also comply with the Corporations Act and as an ADI we must also comply with governance requirements prescribed by APRA under Prudential Standard APSCPS 510 Governance.

This statement addresses each of the eight ASXCGC Recommendations with an explanation of our corporate governance practices, demonstrating our compliance with each Recommendation. A checklist summarising our compliance is included at the end of this statement.

Further details about the ASXCGC Recommendations can be found on the ASX Limited (ASX) website www.asx.com.au.

New Zealand

Westpac also has ordinary shares quoted on the NZSX, which is the main board equity security market operated by NZX Limited (NZX). As an overseas listed issuer in New Zealand, we are deemed to satisfy and comply with the NZSX Listing Rules, provided that we remain listed on the ASX and comply with the ASX Listing Rules.

The ASX, through the ASXCGC Recommendations, and NZX have adopted a similar ‘comply or explain’ general approach to corporate governance. However, the ASXCGC Recommendations may materially differ from the corporate governance rules and the principles of NZX’s Corporate Governance Best Practice Code.

United States

Westpac has American Depositary Shares (ADS) representing its ordinary shares quoted on the New York Stock Exchange (NYSE). Under the NYSE listing rules,

Listing Rules, foreign private issuers are permitted to follow home country practice in respect of corporate governance in lieu of the NYSE listing rules.Listing Rules. However, we are still required to comply with certain audit committee and additional notification requirements.

We comply in all material respects with all NYSE listing rules applicable to us.

Under the NYSE listing rules,Listing Rules, foreign private issuers are required to disclose any significant ways in which their corporate governance practices differ from those followed by domestic United StatesUS companies. We have compared our corporate governance practices to the corporate governance requirements of the NYSE listing rulesListing Rules and note the significant differences below.

The NYSE listing rulesListing Rules require that, subject to limited exceptions, shareholders be given the opportunity to vote on equity compensation plans and material revisions to those plans.

In Australia there are no laws or securities exchange listing rules that require shareholder approval of equity based incentive plans or individual grants under those plans (other than for Directors, including the Chief Executive Officer (CEO)).

Westpac’s employee equity plans have been disclosed in the Remuneration Reportreport in Section 9 of the 2011 Directors’ report, which is subject to a non-binding shareholder vote at the Annual General Meeting (AGM) and grants to our CEO are approved by shareholders. The details of all grants under our equity-based incentive plans have been disclosed in Note 25 of our financial statements for the year ended 30 September 2011.2012.

The NYSE listing rulesListing Rules provide that the Nominations Committee’s responsibilities should include selecting, or recommending that the Board select, the Director nominees for the next annual meeting for shareholders, and overseeing the evaluation of the Board. The Westpac Board, rather than the Nominations Committee, reviews and recommends the Director nominees for election at the AGM and undertakes an annual review of its performance.

Websites

This statement and a range of documents referred to in it are available on our corporate governance website at www.westpac.com.au/corpgov. This website is regularly updated and contains copies and summaries of our charters, principles and policies.

These documents are also availablepolicies referred to our shareholders in print from our Investor Relations department.this statement.


 

Annual Report 201121

22

2012 WESTPAC GROUP ANNUAL REPORT



 

CORPORATE GOVERNANCE

Governance framework

GOVERNANCE FRAMEWORK

 

GRAPHIC

 

From time to time the Board may form other Committees or request Directors to undertake specific extra duties. In 2010, the Board introduced a temporary Committee to provide specific focus on Health, Safety and Wellbeing (HS&W) across the Group. By late 2011 the HS&W Committee considered the improvement program sufficiently implemented to warrant a recommendation to the Board that the committee be dissolved as of 1 January 2012. That recommendation was accepted and the Board is again responsible for the overall monitoring of HS&W across the Westpac Group.

Further, on 6 March 2012 the Board re-assumed responsibility for the oversight and monitoring of sustainability and dissolved the Sustainability Committee. This decision reflects that the Westpac Group’s sustainability agenda is well embedded across the organisation, and with sustainability playing a core part in our overall approach to doing business, it is now appropriate for the Board to more directly play a larger role.

In addition, from time to time the Board participates (either directly or through representatives) in due diligence committees in relation to strategic decisions, capital and funding activities.

The Executive Team, Disclosure Committee and Executive Risk Committees are not Board Committees (that is, they have no delegation of authority from the Board) but sit beneath the CEO and the Board Committees to implement Board-approved strategies, policies and management of risk across the Group.

 

22The key functions of the Board and each of the Board Committees are outlined in this corporate governance statement. All Board Committee Charters are available on our corporate governance website at www.westpac.com.au/corpgov.

2012 WESTPAC GROUP ANNUAL REPORT

23    Westpac Group



 

Corporate governance

BOARD, COMMITTEES AND OVERSIGHT OF MANAGEMENT

 

Board, Committees and oversight of management

Board of Directors


Roles and responsibilities


The Board Charter outlines the roles and responsibilities of the Board. Key responsibilities in summary are:

§         approving the strategic direction of Westpac Group;

§         evaluating Board performance and determining Board size and composition;

§considering and approving the Westpac Board Renewal Policy;

§         appointing and determining the duration, remuneration and other terms of appointment of the CEO and Chief Financial Officer (CFO), and ratifying the appointments of other senior executives;;

§         evaluating the performance of the CEO, and CFO, and monitoring the performance of other senior executives;

§         succession planning for the Board, CEO and CFO;Group Executives;

§approving the appointment of Group Executives, General Manager Group Assurance and Group General Counsel and monitoring the performance of senior management;

§         approving the annual budgettargets and financial statements and monitoring performance against the approved budget;forecast and prior periods;

§         determining our dividend policy;

§         determining our capital structure;

§         approving our risk management strategy and frameworks, and monitoring their effectiveness;

§         considering the social, ethical and environmental impact of our activities and monitoring compliance with our sustainability policies and practices;

§         monitoring OccupationalWorkplace Health and Safety (OHS)(WH&S) issues in Westpac Group and considering appropriate OHSWH&S reports and information;

§         maintaining an ongoing dialogue with Westpac’s auditors and, where appropriate, principal regulators; and

§         internal governance including delegated authorities, policies for appointments to our controlled entity Boards and monitoring resources available to senior executives.

Delegated authority

The Constitution and the Board Charter enable the Board to delegate to Committees and management.

The roles and responsibilities delegated to the Board Committees are captured in the Charters of each of the sixfive established Committees, namely:

§         Audit;

§         Risk Management;

§         Nominations;

§Remuneration;

§         Sustainability;Remuneration; and

§         Technology.

The Board Charter, Board Committee Charters and the Constitution are available on our corporate governance website www.westpac.com.au/corpgov.

The Delegated Authority Policy Framework outlines principles to govern decision-making within the Westpac Group, including appropriate escalation and reporting to the Board. The Board has also delegated to the CEO, and through the CEO to other executives, responsibility for the day-to-day management of our business. The scope of, and limitations to, management delegated authority is clearly documented and covers areas such as operating and capital expenditure, funding and securitisation, and lending. These delegations balance effective oversight with appropriate empowerment and accountability of management.

Independence

Together, the Board members have a broad range of relevant financial and other skills and knowledge, combined with the extensive experience necessary to guide our business. Details are set out in Section 1 of the 2011 Directors’ report.

All of our Non-executive Directors satisfy our criteria for independence, which are consistentalign with thosethe guidance provided in the ASXCGC Recommendations and the criteria applied by the NYSE.

The Board assesses the independence of our Directors on appointment and annually. Each Director provides an annual attestation of his or her interests and independence.

Directors are considered independent if they are independent of management and free from any business or other relationship that could materially interfere with, or reasonably be perceived to materially interfere with, the exercise of their unfettered and independent judgment. Materiality is assessed on a case by case basis by reference to each Director’s individual circumstances rather than by applying general materiality thresholds. The assessment has regard to the criteria applied by the NYSE and US Securities and Exchange Commission (SEC).

Each Director is expected to disclose any business or other relationship that he or she has directly, or as a partner, shareholder or officer of a company or other entity that has an interest with Westpac or a related entity. The Board considers information about any such interests or relationships, including any related financial or other details, when it assesses the Director’s independence.


 

Annual Report 201123

24

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE

 

Size and membership of Board Committees as at 30 September 20112012

 

 

Status

Board Audit
Committee

Board Risk
Management
Committee

Board
Nominations
Committee

Board
Remuneration
Committee

Board
Sustainability
Committee

Board
Technology
Committee

 

 

 

 

 

 

 

 

 

 

 

 

 

Ted EvansLindsay Maxsted

Chairman,
Non-executive, Independent

ü

ü

ü

Chair
ü

 

 

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Curtis

Deputy Chairman,
Non-executive, Independent

ü

ü

ü

Chair

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

CEO, Executive

 

 

 

 

ü

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Elizabeth Bryan

Non-executive, Independent

Chair
ü

ü

Chair

ü

ü

ü

 

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gordon Cairns

Non-executive, Independent

ü

ü

 

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter HawkinsRobert Elstone

Non-executive, Independent

ü

ü

ü

 

 

Chair

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carolyn HewsonPeter Hawkins

Non-executive, Independent

ü

ü

Chair

ü

ü

 

 

Chair
ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lindsay MaxstedAnn Pickard

Non-executive, Independent

Chair

ü

ü

ü

 

ü

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Graham ReaneyPeter Wilson

Non-executive, Independent

ü

Chair
ü

 

ü

 

ü

 

 

 

 

 

 

 

 

 

 

Peter Wilson

Non-executive, Independent

ü

ü

ü

Chair

ü

 

 

 

 

 

 

 

This table shows membership of standing Committees of the Board.

The charts below demonstrate that our Board comprises a majority of independent Directors and show the tenure of our current Non-executive Directors.

 

Length of tenure of Non-executive Directors

Balance of Non-executive and executiveExecutive Directors

 

 

GRAPHIC

GRAPHIC

 

2012 WESTPAC GROUP ANNUAL REPORT

25

24    Westpac Group



Corporate governance


The Chairman

The Board elects one of the independent Non-executive Directors as Chairman. Our current Chairman is Ted Evans,Lindsay Maxsted, who will retire following the 2011 AGMbecame Chairman on 14 December 2011.2011 following the retirement of Ted Evans will be succeeded as Chairman by Lindsay Maxsted.at the AGM held on that day. The Chairman’s role includes:

§         providing effective leadership to the Board in relation to all Board matters;

§         guiding the agenda and conducting all Board meetings;

§         in conjunction with the Company Secretary,Secretaries, arranging regular Board meetings throughout the year, confirming that minutes of meetings accurately record decisions taken and, where appropriate, the views of individual Directors;

§         overseeing the process for appraising Directors and the Board as a whole;

§         overseeing Board succession;

§         acting as a conduit between management and Board, and being the primary point of communication between the Board and CEO;

§         representing the views of the Board to the public; and

§         taking a leading role in creating and maintaining an effective corporate governance system.

The Deputy Chairman

Our Deputy Chairman is John Curtis. The Deputy Chairman’s role includes:

§         chairing Board and shareholder meetings when the Chairman is unable to do so; and

§         undertaking additional matters on the Chairman’s behalf, as requested by the Chairman.

CEO

Our CEO is Gail Kelly. The CEO’s role includes:

§         leadership of the management team;

§         developing strategic objectives for the business; and

§         the day-to-day management of the Westpac Group’s operations.

Board meetings

The Board has 10had nine scheduled meetings eachfor the financial year ended 30 September 2012, with additional meetings held as required. In July each year the Board discusses our strategic plan and approves our overall strategic direction. The Board also conducts a half year review of our strategy. The Board conducts workshops on specific subjects relevant to our business throughout the year. Board meetings are characterised by robust exchanges of views, with Directors bringing their experience and independent judgment to bear on the issues and decisions at hand.

Non-executive Directors regularly meet without management present, so that they can discuss issues appropriate to such a forum. In all other respects, senior executives are invited, where considered appropriate, to participate in Board meetings. They also are available to be contacted by Directors between meetings.

Meetings attended by Directors for the 2011 financial year ended 30 September 2012 are reported in Section 8 of the 2011 Directors’ report.

Nomination and appointment

The Board Nominations Committee is responsible for:

§         developing and reviewing policies on Board composition, strategic function and size;

§         reviewing and making recommendations to the Board annually on diversity generally within the Westpac Group, measurable objectives for achieving diversity and progress in achieving those objectives;

§         planning succession of the Non-executive Directors;

§         developing and implementing induction programs for new Directors and ongoing education for existing Directors;

§         developing eligibility criteria for the appointment of Directors;

§         recommending appointment of Directors to the Board; and

§         considering and recommending candidates for appointment to the Boards of relevant subsidiaries.

Westpac seeks to maintain a Board of Directors with a broad range of financial and other skills, experience and knowledge necessary to guide the business of the Westpac Group.

The Board Nominations Committee considers and makes recommendations to the Board on candidates for appointment as Directors. Such recommendations pay particular attention to the mix of skills, experience, expertise, diversity and other qualities of existing Directors, and how the candidate’s attributes will balance and complement those qualities. External consultants are used to access a wide base of potential Directors.

New Directors receive an induction pack which includes a letter of appointment setting out the expectations of the role, conditions of appointment including the expected term of appointment, and remuneration. This letter conforms to the ASXCGC Recommendations.

The attendance of Board Nominations Committee members at the Committee’s meetings is set out in Section 8 of the 2011 Directors’ report.

Term of office

The Board may appoint a new Director, either to fill a casual vacancy or as an addition to the existing Directors, provided the total number of Directors does not exceed 15 Non-executive Directors and three Executive Directors. Except for the Managing Director, a Director appointed by the Board holds office only until the close of the next AGM but is eligible for election by shareholders at that meeting.

Our constitution states that at each AGM, one-third of oureligible Directors, and any other Director who has held office for three or more years since their last election, must retire. In determining the number of Directors to retire by rotation, no account is to be taken of Directors holding casual vacancy positions or of the CEO. The Directors to retire by rotation are those who have been the longest in office. A retiring Director holds office until the conclusion of the meeting at which he or she retires but is eligible for re-election by shareholders at that meeting.


 

Annual Report 201125

26

2012 WESTPAC GROUP ANNUAL REPORT



 

CORPORATE GOVERNANCE


The Board makes recommendations concerning the election or re-election of any Director by shareholders. In considering whether to support a candidate, the Board takes into account the results of the Board performance evaluation conducted during the year. In addition to information on the candidates provided to shareholders in the Notice of Meeting, the candidates are invited to give a short presentation at the AGM.

 

The Board has a Tenure Policy, which limits the maximum tenure of office that any Non-executive Director other than the Chairman may serve to nine years, from the date of first election by shareholders. The maximum tenure for the Chairman is 12 years (inclusive of any term as a Director prior to being elected as Chairman), from the date of first election by shareholders. The Board, on its initiative and on an exceptional basis, may exercise discretion to extend the maximum terms specified above where it considers that such an extension would benefit the company.Group. Such discretion will be exercised on an annual basis and the Director concerned will be required to stand for re-election annually.

Education

On appointment, all Directors are offered an induction program appropriate to their experience to familiarise them with our business, strategy and any current issues before the Board. The induction program includes meetings with the Chairman, the CEO, the Board Committee Chairs and each Group Executive and the Chief Strategy Officer.Executive.

The Board encourages Directors to continue their education by participating in workshops held throughout the year, attending relevant site visits and undertaking relevant external education.

Access to information and advice

All Directors have unrestricted access to company records and information, and receive regular detailed financial and operational reports from executive management. Each Director also enters into an access and indemnity agreement which, among other things, provides for access to documents for up to seven years after his or her retirement as a Director.

The Chairman and other Non-executive Directors regularly consult with the CEO, CFO and other senior executives, and may consult with, and request additional information from, any of our employees.

All Directors have access to advice from senior internal legal advisors including the Group Executive, Counsel & Secretariat.General Counsel.

In addition, the Board collectively, and all Directors individually, have the right to seek independent professional advice, at our expense, to help them carry out their responsibilities. While the Chairman’s prior approval is needed, it may not be unreasonably withheld.

Company Secretaries

We have two Company Secretaries appointed by the Board. The Group Executive,Senior Company Secretary, who is also Legal Counsel & Secretariatto the Board, attends Board and Board Committee meetings and is responsible for providing Directors with advice on legal and corporate governance issues.issues together with the Group General Counsel. The Group Company Secretary attends Board and Board Committee meetings and is responsible for the operation of the secretariat function, including implementing our governance framework and, in conjunction with management, giving practical effect to the Board’s decisions.

Profiles of our Company Secretaries are set out in Section 1 of the 2011 Directors’ report.

Board Committees

Composition and independence

Board Committee members are chosen for the skills and experience they can contribute to the respective Board Committees. All of the Board Committees compriseare comprised of independent Non-executive Directors. The CEO is also a member of the Board Sustainability and Board Technology Committees.Committee.

Operation and reporting

Scheduled meetings of the Board Committees occur quarterly, with the exception of the Board Sustainability and Board Technology CommitteesCommittee which havehas scheduled meetings three times a year. All Board Committees are able to meet more frequently as necessary. Each Board Committee is entitled to the resources and information it requires and has direct access to our employees and advisers. The CEO attends all Board Committee meetings, except where she has a material personal interest in a matter being considered. Senior executives and other selected employees are invited to attend Board Committee meetings as required. All Directors can receive all Board Committee papers and can attend any Board Committee meeting, provided there is no conflict of interest.

Performance

Board, Board Committees and Directors

The Board undertakes ongoing self-assessment as well as commissioning an annual performance review by an independent consultant.

The review process includes an assessment of the performance of the Board, the Board Committees and each Director.

The performance review process conducted in 20112012 included interviews by an independent assessorconsultant with Directors and allcertain senior executives. The review was wide-ranging, with outputs collected and analysed and presented to the Board. The Board discussed the results and agreed follow upfollow-up action on matters relating to Board composition, process and priorities.

The Chairman also discusseddiscusses the results with individual Directors and Board Committee Chairs. The full Board (excluding the Chairman) reviewedreviews the results of the performance review of the Chairman. TheseChairman and results wereare then privately discussed between the Chairman and Deputy Chairman.


2012 WESTPAC GROUP ANNUAL REPORT

27




Management

The Board, in conjunction with its Board Remuneration Committee, is responsible for approving the performance objectives and measures for the CEO and other senior executives, and providing input into the evaluation of performance against these objectives. The Board Risk Management Committee also refers to the Board Remuneration Committee any matters that come to its attention that are relevant with respect to remuneration policy or practices.

Management performance evaluations for the 2011 financial year areended 30 September 2012 will be conducted following the end of the 2011 financial year.

There is a further discussion on performance objectives and performance achieved in the Remuneration Reportreport in the 2011 Directors’ report.

All new senior executives are provided with extensive briefing on our strategies and operations, and the respective roles and responsibilities of the Board and senior management.


 

26    Westpac Group



Corporate governance


Advisory Boards

The Westpac Group operates a multi-brand strategy with each

Each brand havingin our portfolio has its own unique identity and market position. Westpac maintains an Advisory Board for each of BankSA and Bank of Melbourne. Each assists in preserving the unique identity of these brands within the overall multi-brand strategy of the Westpac Group through oversight of management reports in relation to their brand health and positioning.

In particular, the Advisory Boards are responsible for:

§         overseeing management’s strategies and initiatives to continue to strengthen the unique brand position and identity;

§         overseeing the management of the relevant brand so as to promote and preserve its distinct position and identity and align brand values with those of the relevant communities served;

§         considering and assessing reports provided by management on the health of the relevant brand;

§         acting as ambassadors for the relevant bank, including through supporting community and major corporate promotional events to assist in building relationships with the bank’s customers, local communities and the business and government sector, and advising senior management on community matters relevant to the provision of financial services in the community it serves; and

§         alerting management to local market opportunities and issues of which Advisory Board members are aware that would enhance the provision of services to customers and potential customers and the position of the bank in its local communities.

Ethical and responsible decision-makingETHICAL AND RESPONSIBLE
DECISION-MAKING

Code of Conduct and Principles for Doing Business

Our ‘Code of Conduct’ sets out six valuesprinciples that we believe will maintain the trust and confidence placed in us by our customers, shareholders, suppliers and the community at large. We recognise that this trust can only be retained by acting ethically and responsibly in all our dealings and by seeking to continually improve in all that we do. The Code of Conduct applies to all of our employees and contractors and is supported by the Board. The six values are that:principles are:

§         we act with honesty and integrity;

§         we comply with laws and with our policies;

§         we respect confidentiality and do not misuse information;

§         we value and maintain our professionalism;

§         we work as a team; and

§         we manage conflicts of interest responsibly.

Our ‘Principles for Doing Business’ (the Principles) set out how we aim to conduct ourselves across our business in the areas of:

§       governance and ethical practices;

§         customers;

§         employees;

§         environment;

§         community; and

§         suppliers.

The Principles are also aligned with significant global initiatives that promote responsible business practices. Our Principles apply to all Directors and employees.

We also have a range of internal guidelines, communications and training processes and tools, including an online learning module entitled ‘Doing the Right Thing’, which apply to and support our Code of Conduct and the Principles.

Key policies

In addition to our Code of Conduct and the Principles, we have a number of key policies to manage our compliance and human resource requirements. We also voluntarily subscribe to a range of external industry codes, such as the Code of Banking Practice and the Electronic Funds Transfer Code of Conduct.


28

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE


Code of Ethics for Senior Finance Officers

The Code of Accounting Practice and Financial Reporting (the Code) complements our Code of Conduct. The Code is designed to assist the CEO, CFO and other principal financial officers in applying the highest ethical standards to the performance of their duties and responsibilities with respect to accounting practice and financial reporting. The Code requires that those officers:

§         act honestly and ethically, particularly with respect to conflicts of interest;

§         provide full, fair, accurate and timely disclosure in reporting and other communications;

§         comply with applicable laws, rules and regulations;

§         promptly report violations of the Code; and

§         be accountable for adherence to the Code.

Conflicts of interest

Westpac Group has a conflicts of interest framework, which includes a Group policy supported by more specific policies and guidelines aimed at recognising and managing potential conflicts.

The Board

All Directors are required to disclose any actual or potential conflict of interest upon appointment and are required to keep these disclosures to the Board up to date.

Any Director with a material personal interest in a matter being considered by the Board must declare their interest and, unless the Board resolves otherwise, may not be present during the boardroom discussions or vote on the relevant matter.


 

Annual Report 201127




Our employees

Our employees are not permitted to participate in activities that involve a conflict with their duties and responsibilities or which are prejudicial to our business. We expect our employees to:

§         manage conflicts of interest;

§         obtain consent from senior management before accepting a directorship on the board of a non-Westpacnon Westpac Group company;

§         disclose any material interests they have with our customers or suppliers to their manager and not be involved with customer relationships where they have such an interest;

§         not participate in business activities outside their employment with us (whether as a principal, partner, director, agent, guarantor, investor or employee) without approval or when it could adversely affect their ability to carry out their duties and responsibilities; and

§         not solicit, provide facilitation payments, accept or offer money, gifts, favours or entertainment which might influence, or might appear to influence, their business judgment.

Fit and Proper Person assessments

Our Fit and Proper Policy complies with the related APRA Prudential Standards and ASIC guidelines. In accordance with that policy, we assess the fitness and propriety of our Directors and also of employees who perform specified roles. The Chairman of the Board (and in the case of the Chairman, the Westpac Board) is responsible for assessing the main Board Directors, Non-executive Directors on subsidiary Boards and Group Executives. An executive Fit and Proper Committee assesses other employees. In all cases the individual is asked to provide a detailed declaration and background checks are undertaken. Assessments are performed upon appointment to the relevant position and are re-assessed annually.

Concern reporting and whistleblower protection

Under our Whistleblower Protection Policy, our employees are encouraged to raise any concerns ofabout activities or behaviour that may be unlawful or unethical with management, the human resources team, the compliance team or the Financial Crime Management business unit. Concerns may include suspected breaches of the Code of Conduct, the Principles for Doing Business and any internal policy or regulatory requirement.

Employees can raise possible wrongdoings on an anonymous basis. Employees may choose to involve the Whistleblower Protection Officer, who is responsible for protecting the employee against disadvantage.

We investigate reported concerns in a manner that is fair and objective to all people involved. If the investigation shows that wrongdoing has occurred, we are committed to changing our processes and taking action in relation to employees who have behaved incorrectly. Where illegal conduct has occurred, this may involve reporting the matter to relevant authorities.

The concern reporting system meets all relevant Australian and New Zealand legislative requirements, including the Australian Standard AS8004 (Whistleblower Protection Programs for Entities), in addition to our obligations under the United States Sarbanes-Oxley Act of 2002. The system is monitored and reviewed annually and statistics about concerns raised are reported quarterly to both the Board Risk Management Committee and the Westpac Group Operational Risk & Compliance Committee.

Securities trading

Under the Westpac Group Securities Trading Policy, Westpac Directors and all Westpac employees are restricted from dealing in our shares and other financial products if they possess inside information. They are also prohibited from passing on inside information to others who may use that information to trade in securities. In addition, Directors and any employees who, because of their seniority or the nature of their position, may have access to material non-public information about Westpac (Prescribed Employees), are subject to further restrictions, including prohibitions on trading prior to and immediately following annual and half year profit announcements.


2012 WESTPAC GROUP ANNUAL REPORT

29




We manage and monitor our obligations through:

§         the insider trading provisions of our policy, which prohibit any dealing in any securities where a Director or employee has access to inside information that may affect the price of those securities;

§         the new issues provisions of our policy, which place limitations upon Directors and employees participating in a new product issue where their position puts them in a real or perceived position of conflict of interest;

§         restrictions limiting the periods in which the Directors and Prescribed Employees can trade in our shares or other company securities (Blackout Periods);

§         requiring Directors and Prescribed Employees to notify their intention to trade outside Blackout Periods and confirm that they have no inside information;

§         monitoring the trading of Westpac securities by Directors and Prescribed Employees;

§         maintaining a register of Prescribed Employees, which is regularly updated;

§         notifying ASX of trades by Directors of Westpac securities as required under the ASX Listing Rules; and

§         forbidding employees from entering into hedging arrangements in relation to their unvested employee shares or securities, whether directly or indirectly.


 

28DIVERSITY    Westpac Group



Corporate governance

 


Diversity

Westpac Group has recently adopted a Group Diversity Policy that sets out the diversity initiatives for the Westpac Group. In this context, diversity covers gender, age, ethnicity, cultural background, sexual orientation and religious beliefs.

The objectives of the policy are to ensure that the Westpac Group:

§         has a workforce profile that delivers competitive advantage through the ability to garner a deep understanding of customer needs;

§         has a truly inclusive workplace where every individual can shine regardless of gender, cultural identity, age, work style or approach;

§         leverages the value of diversity for all our stakeholders to deliver the best customer experience, improved financial performance and a stronger corporate reputation; and

§         continues to take a leadership position on diversity practices and setting the agenda in the external community.

To achieve these objectives we:the Westpac Group:

§         havehas set Board determined, measurable objectives for achieving gender diversity. The Board will assessassesses annually both the objectives and progress in achieving them;

§         will assessassesses pay equity on an annual basis;

§         will encourageencourages and supportsupports the application of flexibility policy into practice across the business;

§         will meetmeets our commitment to the Australian Employment Covenant to assist Indigenous Australians to access employment across our brands; and

§         will implementimplements our Accessibility Action Plan for employees and customers with a disability, including providing employment opportunities for people with disabilities.

The implementation of these objectives is overseen by the Westpac Group Diversity Council chaired by the CEO.

The Board, or an appropriate Committee of the Board, will receive regular updates from the Westpac Group Diversity Council on these diversity initiatives.

We will also continue to listen to the needs of our employees through our employee surveys and specific diversity focused surveys.

In October 2010, the Board set a measurable objective to increase the proportion of women in leadership roles (over 4,0005,000 leaders from our executive team through to our bank managers) from 33% to 40% by 2014.

At 30 September 2011,2012, the proportion of women employed by Westpac Group was as follows:

§         Board of Directors: 30%33%;

§         leadership1 roles: 37.5%40%; and

§         total Westpac workforce: 61%.

Corporate sustainability

CORPORATE SUSTAINABILITY

We view sustainable and responsible business practices as important for our business and to add shareholder value. This means conducting our business in a responsible, trustworthy and ethical manner, while accepting accountability for our impacts on society and the environment.

We are committed to transparency and fair dealing, treating employees and customers responsibly, and having solid links with the community.

Reporting

We report on our social, ethical and environmental performance as a part of the Annual Review and Sustainability Report and the full Annual Report, and provide additional detailed information on our website. Where appropriate, we include what we believe are the most material environmental, social and governance metrics within our financial results announcements.

Our management and our reporting of sustainability aim to address the issues that we believe are the most material for our business and stakeholders.stakeholders, now and in the future. We understand that this is an evolving agenda and seek to progressively embed the management of sustainability issues into business as usual practice. We also seek to anticipate and shape emerging social issues where we have the skills and experience to make a meaningful difference and drive business value.

We follow the Global Reporting Initiative reporting framework.

1Women in leadership refers to the proportion of women (permanent and maximum term) in people leadership roles or senior roles of influence as a proportion of all leaders across the Group. It includes the CEO, Executive Team, General Managers, Senior Managers as direct reports to General Managers and the next two levels of management.


30

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE


The sustainability content of the Annual Review and Sustainability Report and the additional reporting on our website is independently assured against the AA1000 Assurance Standard. ThisStandard and follows the Global Reporting Initiative framework. The assurance process not only tests the integrity of the data, but also tests the effectiveness of our underlying systems and processes, and the extent to which corporate responsibility and sustainability policies and processes are embedded across our organisation.

In addition, we actively participate in various independent external assessments by authoritative sustainability and governance rating organisations benchmarking us against the highest standards of governance.

Board Sustainability Committee

The

In recognition of the embedded nature of our approach to sustainability, the Board Sustainability Committee oversees and provides guidance regarding our commitment to operate our business ethically, responsibly and sustainably, consistentwas dissolved in March 2012, with the changing demandsfull Board reassuming oversight and responsibility of society.the Group’s sustainability activities.

 

FINANCIAL REPORTING

 

1Women in Leadership refers to the proportion of women (permanent and maximum term) in people leadership roles or senior roles of influence as at 30 September as a proportion of all leaders across the Group. It includes the CEO, Executive Team, General Managers, Senior Managers as direct reports to General Managers and the next two levels of management.


Annual Report 201129




The Board Sustainability Committee:

§reviews the social, environmental and ethical impacts of our policies and practices;

§oversees initiatives to enhance our sustainability;

§sets standards for our sustainability policies and practices, and monitors compliance with these policies and practices;

§reviews sustainability strategies, objectives and performance, including in-depth discussions with management on specific current and emerging issues; and

§reviews and approves sustainability reporting.

Financial reporting

Approach to financial reporting

Our approach to financial reporting reflects three core principles:

§         that our financial reports present a true and fair view;

§         that our accounting methods comply with applicable accounting rules and policies; and

§         that our external auditor is independent and serves security holders’ interests.

The Board, through the Board Audit Committee, monitors Australian and international developments relevant to these principles, and reviews our practices accordingly.

The Board delegates oversight responsibility for risk management between the Board Audit Committee and the Board Risk Management Committee.

Board Audit Committee

The

As detailed in its charter, the Board Audit Committee oversees all matters concerning:has oversight of:

§         the integrity of the financial statements and financial reporting systems;

§         the external auditor’s qualifications, performance, independence and fees;

§         oversight and performance of the internal audit function;

§         compliance with financial reporting and related regulatory requirements (in conjunctioncompliance with reference to the Board Risk Management Committee, thisCommittee. This includes an oversight of APRAregulatory and ASIC statutory reporting requirements);requirements; and

§         procedures for the receipt, retention and treatment of financial complaints, including accounting, internal accounting controls or auditing matters, and the confidential reporting by employees of concerns regarding accounting or auditing matters.

The Board Audit Committee reviews and assesses:

§         any significant estimates and judgments in financial reports, and monitors the methods used to account for unusual transactions;

§         the processes used to monitor and comply with laws, regulations and other requirements relating to external reporting of financial and non-financial information;

§         the major financial risk exposures; and

§         the process surrounding the disclosures made by the CEO and CFO in connection with their personal certifications of the annual financial statements.

The Board Audit Committee conducts regular discussions with:

§         the Board Risk Management Committee, CFO, Chief Risk Officer (CRO), Group Assurance (our internal audit function), management and the external auditor, about our major financial risk exposures and the steps management has taken to monitor and control such exposures;

§        the external auditor concerning their audit and any significant findings, and the adequacy of management’s responses;

§         management and the external auditor concerning the half year and annual financial statements;

§         management and the external auditor regarding any correspondence, with regulators or government agencies, and reports that raise issues of a material nature; and

§         the Legal Counsel to the Board and the Group Executive,General Legal Counsel & Secretariat regarding any legal matters that may have a material impact on, or require disclosure in, the financial statements and/or our compliance with financial reporting and related regulatory policies.statements.

The

Periodically, the Board Audit Committee meetsconsults with the external auditor without the presence of management being present at each meeting. Periodicallyabout internal controls over financial information, reporting and disclosure and the fullness and accuracy of Westpac’s financial statements. The Board Audit Committee also meets with the General Manager, Group Assurance without management.management being present.

Financial knowledge

The Board Audit Committee comprises ninefour independent, Non-executive Directors.Directors and is chaired by Peter Wilson.

All Board Audit Committee members have appropriate financial experience, an understanding of the financial services industry and satisfy the independence requirements under the ASXCGC Recommendations, the United States Securities Exchange Act of 1934 (as amended) and its related rules, and the rules of the NYSE.NYSE Listing Rules.

The Board has determined that Lindsay Maxsted, Chairmanmember of the Board Audit Committee, is an ‘audit committee financial expert’ and independent in accordance with US securities law.


2012 WESTPAC GROUP ANNUAL REPORT

31




The designation of Lindsay Maxsted as an audit committee financial expert does not impose duties, obligations or liability on him that are greater than those imposed on him as a Board Audit Committee member, and does not affect the duties, obligations or liability of any other Board Audit Committee member or Board member. Audit committee financial experts are not deemed as an ‘expert’ for any other purpose.

The Board Audit Committee’s membership is set out in the table entitled ‘Size and membership of Board Committees as at 30 September 2011’2012’. The full qualifications of the Audit Committee members and their attendance at Board Audit Committee meetings are set out in SectionsSection 1 and Section 8 of the 2011 Directors’ report.


 

30    Westpac Group



Corporate governance


External auditor

The role of the external auditor is to provide an independent opinion that our financial reports are true and fair, and comply with applicable regulations.

Our external auditor is PricewaterhouseCoopers (PwC), appointed by shareholders at the 2002 AGM. Our present PwC lead audit partner is Ian HammondMichael Codling and the review audit partner is Victor Clarke. Ian HammondMichael Codling and Victor Clarke assumed responsibility for these roles in 2008December 2012 and December 2011 respectively.

The external auditor receives all Board Audit Committee papers, attends all Board Audit Committee meetings and is available to Board Audit Committee members at any time. The external auditor also attends the AGM to answer questions from shareholders regarding the conduct of PwC’sits audit, the audit report and financial statements and PwC’sits independence.

As our external auditor, PwC is required to confirm their independence and compliance with specified independence standards on a quarterly basis.

The roles of lead audit partner and review audit partner must be rotated every five years and cannot be resumed by the same person for a minimum of five years.

We strictly govern our relationship with the external auditor, including restrictions on employment, business relationships, financial interests and use of our financial products by the external auditor.

Engagement of the external auditor

To avoid possible independence or conflict issues, the external auditor is not permitted to carry out certain types of non-audit services for Westpac and may be limited as to the extent to which it can perform other non-audit services as specified in our ‘Pre-approval of engagement of PwC for audit and non-audit services’ (the Guidelines). Use of the external audit firm for any non-audit services must be assessed and approved in accordance with the pre-approval process determined by the Board Audit Committee and set out in the Guidelines.

The breakdown of the aggregate fees billed by the external auditor in respect of each of the two most recent financial years for audit, audit-related, tax and other services is provided in Note 33 to our financial statements for the year ended 30 September 2011.2012. A declaration regarding the Board’s satisfaction that the provision of non-audit services by PwC is compatible with the general standards of auditor independence is provided in Section 10 of the 2011 Directors’ report.

Group Assurance (internal audit)

Group Assurance is Westpac’s internal audit function providing the Board and Executive Management with an independent and objective evaluation of the adequacy and effectiveness of management’s control over risk. Group Assurance covers the governance, risk management and internal control frameworks of Westpac and its wholly owned subsidiaries. It has access to all of our entities, and conducts audits and reviews following a risk-based planning approach.

Group Assurance provides regular reports to the Board Audit Committee and, as deemed appropriate, the Board Risk Management Committee, and raises any significant issues with those Committees. The General Manager, Group Assurance has a reporting line to the Chairman of the Board Audit Committee.

Market disclosure

MARKET DISCLOSURE

We maintain a level of disclosure that providesseeks to provide all investors with equal, timely, balanced and meaningful information. Consistent with these standards the Westpac Group maintains a Board approved Market Disclosure Policy, which governs how we communicate with our shareholders and the investment community.

The policy reflects the requirements of the ASX, NZX and other offshore stock exchanges where we have disclosure obligations, as well as relevant securities and corporations legislation. Under our policy, information that a reasonable person would expect to have a material effect on the price or value of our securities must first be disclosed via the ASX unless an exception applies under regulatory requirements.

Our Disclosure Committee is responsible for determining what information should be disclosed publicly under the policy, and for assisting employees in understanding what information may require disclosure to the market on the basis that it is price sensitive. The Disclosure Committee is comprised of the CEO, senior executives,the Executive Team, the Group General Counsel and the General Manager, Corporate Affairs and Sustainability.

The Group Executive, Counsel & SecretariatChief Operating Officer is the Disclosure Officer. The Disclosure Officer is ultimately responsible for all communication with relevant stock exchanges and notifying regulators in any jurisdiction as a result of market disclosure.

Once relevant information is disclosed to the market and available to investors, it is also published on our website. This includes investor discussion packs, containing presentations on and explanations about our financial results. Our website information also includes Annual Review and Sustainability Reports, Annual Reports, profit announcements, CEO and executive briefings (including webcasts, recordings or transcripts of all major events), economic updates, notices of meetings and media releases.


Shareholder communication and participation

32

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE


SHAREHOLDER COMMUNICATION AND PARTICIPATION

We seek to keep our shareholders fully informed through a variety of communication mediums. These are regularly reviewed to improve our communications and utilise new technologies. These approaches include:

§         direct communications with shareholders via mail and email;

§         the publication of all relevant company information in the Investor Centre section of our website; and

§         access to all major market briefings and shareholder meetings via webcasting and podcasting facilities.webcasts.


 

Annual Report 201131




Shareholders are provided with advance notice of all major market briefings and shareholder meetings, through ASX announcements and/or the publication of an investor calendar of events on our website.

Shareholders are given the option to receive information in print or electronic format.

We regard the AGM as an important opportunity for engaging and communicating with shareholders. Shareholders are encouraged to attend and actively participate in our AGM, which is webcast and can also be viewed at a later time from our website. Shareholders who are unable to attend the AGM are able to lodge their proxies through a number of channels, including electronically via the internet. At the time of receiving the Notice of Meeting, shareholders are also invited to put forward questions they would like addressed at the AGM.

Risk management

RISK MANAGEMENT

Roles and responsibilities

The Board is responsible for reviewing and approving our overall risk management strategy, including determining our appetite for risk. The Board has delegated to the Board Risk Management Committee responsibility for providing recommendations to the Board on Westpac Group’s risk-reward strategy, setting risk appetite, approving frameworks, policies and processes for managing risk, and determining whether to accept risks beyond management’s approval discretion.

The Board Risk Management Committee monitors the alignment of our risk profile with our risk appetite, which is defined in the Board Statement of Risk Appetite, and with our current and future capital requirements. The Board Risk Management Committee receives regular reports from management on the effectiveness of our management of Westpac’s material business risks. More detail about the role of the Board Risk Management Committee is set out later in this section under ‘Board Risk Management Committee’.

The CEO and executive management team are responsible for implementing our risk management strategy and frameworks, and for developing policies, controls, processes and procedures for identifying and managing risk in all of Westpac’s activities.

Our approach to risk management is that ‘risk is everyone’s business’ and that responsibility and accountability for risk begins with the business units that originate the risk.

The 1st Line of Defence – Risk identification, risk management and self-assurance

Divisional business units are responsible for identifying, evaluating and managing the risks that they originate within approved risk appetite and policies. They are required to establish and maintain appropriate risk management controls, resources and self-assurance processes.

The 2nd Line of Defence – Establishment of risk management frameworks and policies and risk management oversight

Our 2nd Line of Defence has three layers:

§         our executive risk committees lead the optimisation of risk-reward by overseeing the development of risk appetite statements, risk management frameworks, policies and risk concentration controls, and monitoring Westpac’s risk profile for alignment with approved appetites and strategies.strategies;

§         our Group Risk function is independent from the business divisions, reports to the Chief Risk Officer (CRO), and establishes and maintains the Group-wide risk management frameworks, policies and concentration limits that are approved by the Board Risk Management Committee. It also reports on Westpac’s risk profile to executive risk committees and the Board Risk Management Committee.Committee; and

§         divisional risk areas are responsible for developing division-specific risk appetite statements, policies, controls, procedures, monitoring and reporting capability, which align to the Board’s Statement of Risk Appetite and the risk management frameworks approved by the Board Risk Management Committee. These risk areas are independent of the Divisions’ 1st Line business areas, with each divisional CRO having a direct reporting line to the CRO, as well as to their Division’s Group Executive.

The 3rd Line of Defence – Independent assurance

Our Group Assurance function independently evaluates the adequacy and effectiveness of the Group’s overall risk management framework and controls.

Our overall risk management approach is summarised in the following diagram:

GRAPHIC

 

Our overall risk management governance structure is set out in more detail in the table ‘Risk Management Governance Structure’ included in this statement.


 

32    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

33



 

Corporate governance


Risk management approach

 

We regard managing the risks that affect our business as a fundamental activity, as they influence our performance, reputation and future success. Effective risk management involves taking an integrated and balanced approach to risk and reward, and assistsenables us in achieving our objectives of mitigatingto both increase financial growth opportunities and mitigate potential loss or damage and optimising financial growth opportunities.damage. Mitigation and optimisation strategies are of equal importance and need to be effectively aligned and integrated.

 

We distinguish fourfive main types of risk:

 

§         credit riskthe risk of financial loss where a customer or counterparty fails to meet their financial obligations;

§         liquidity riskthe risk that we will be unableof not being able to fund our assets and meet obligations as they come due, without incurring unacceptable losses;

§         market riskthe risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. This includes interest rate risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities; and

§         operational risk and compliance riskoperational risk is the risk that arisesof loss resulting from inadequate or failed internal processes, people and systems human error or misconduct, or from external events. It includes, among other things, technologyThe definition is aligned to the regulatory (Basel II) definition, including legal and regulatory risk modelbut excluding strategic and reputation risk; and

§compliance risk and outsourcing risk. Compliance Risk is the risk of legal or regulatory sanction, and financial or reputation loss, arising from our failure to abide by the compliance obligations required of us.

 

In addition to, and linked to, these fourfive main types of risk, we also manage the following risks:

 

§         business riskthe risk associated with the vulnerability of a line of business to changes in the business environment;

§         environmental, social and governance risksthe risk of damage to the Group’s reputation or financial performance due to failure to recognise or address material existing or emerging sustainability related environmental, social or governance issues;

§         equity riskthe potential for financial loss arising from movements in the value of our direct and indirect equity investments;

§         insurance riskthe risk of not being able to meet insurance claims (related to insurance subsidiaries);mis-estimation of the expected cost of insured events, volatility in the number or severity of insured events, and mis-estimation of the cost of incurred claims;

§         related entity (contagion) riskthe risk that problems arising in other Westpac Group members compromise the financial and operational position of the authorised deposit-taking institutioninstitutions in the Westpac Group; and

§         reputation riskthe risk to earnings or capital arising from negative public opinion resulting from the loss of reputation or public trust and standing.

 

Westpac has received advanced accreditation from APRA and the RBNZ under the Basel II Capital Framework, and uses the Advanced Internal Ratings Based (AIRB) approach for credit risk and the Advanced Measurement Approach (AMA) for operational risk when calculating regulatory capital.

Board Risk Management Committee

 

The Board Risk Management Committee comprises all of Westpac’s independent, Non-executive Directors and is chaired by Elizabeth Bryan.

As set out in its charter, the Board Risk Management Committee:

 

§         provides recommendations to the Board on Westpac Group’s risk-reward strategy;

§         sets risk appetite;

§         reviews and approves the frameworks for managing risk, including capital, credit, liquidity, market, operational, compliance and reputation risk;

§         reviews and approves the limits and conditions that apply to the taking of risk, including the authority delegated by the Board to the CEO, CFO and CRO;

§         monitors the risk profile, performance, capital levels, exposures against limits and the management and control of our risks;

§         monitors changes anticipated in the economic and business environment and other factors considered relevant to our risk profile and risk appetite;

§         oversees the development and ongoing review of key policies that support our frameworks for managing risk; and

§         may approve accepting risks beyond management’s approval discretion.

 

From the perspective of specific types of risk, the Board Risk Management Committee role includes:

 

§         capitalapproving the internal capital adequacy assessment process and in doing so reviewing the outcomes of enterprise wide stress testing, monitoring capital levels for consistency with Westpac Group’s risk appetite, and setting the target capital ranges for regulatory capital having regard to Westpac internal economic capital measures;measures, and reviewing and monitoring capital levels for consistency with the Westpac Group’s risk appetite;

§        credit riskapproving key policies and limits supporting the credit risk management framework, and monitoring the risk profile, performance and management of our credit portfolio;

§liquidity risk – approving the internal liquidity assessment process, key policies and limits supporting the liquidity risk management framework, including our funding strategy and liquidity requirements, and monitoring the liquidity risk profile;

§market risk – approving key policies and limits supporting the market risk management framework, including the Value at Risk and Net Interest Income at Risk limits, and monitoring the market risk profile;

§operational risk – monitoring the operational risk profile, the performance of operational risk management and controls, and the development and ongoing review of operational risk policies; and


34

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE


§         compliance risk reviewing compliance risk processes and our compliance with applicable laws, regulations and regulatory requirements, discussing with management and the external auditor any material correspondence with regulators or government agencies and any published reports that raise material issues, and reviewing complaints and whistleblower concerns;concerns.

§liquidity risk – approving the internal liquidity assessment process, key policies and limits supporting the liquidity risk management framework, including our funding strategy and liquidity requirements, and monitoring the liquidity risk profile;

§market risk – approving key policies and limits supporting the market risk management framework, including the Value at Risk and Net Interest Income at Risk limits, and monitoring the market risk profile; and

§operational risk – monitoring the operational risk profile, the performance of operational risk management and controls, and the development and ongoing review of operational risk policies.


Annual Report 201133




The Board Risk Management Committee also:

 

§         provides relevant periodic assurances to the Board Audit Committee regarding the operational integrity of the risk management framework; and

§         refers to other Board Committees any matters that come to the attention of the Board Risk Management Committee that are relevant for those respective Board Committees.

 

The Board Risk Management Committee’s membership is set out in the table titled ‘Size and membership of Board Committees as at 30 September 2012’. The full qualifications of Board Risk Management Committee members and their attendance at Board Risk Management Committee meetings are set out in Section 1 and Section 8 of the Directors’ report.

Compliance Management Framework

 

Westpac’s Compliance Management Framework reflects the following core principles and practices:

 

§         complying with both the letter and spirit of regulatory standards is an essential part of our core values and is critical to our success;

§         regulatory standards are embedded into how we do business, how we conduct ourselves, how our systems and processes are designed and how they operate; and

§         compliance is the responsibility of everyone in every part of Westpac. Visibility and accountability of senior management encourages a strong compliance culture.

 

The mechanisms we use to implement these principles include:

 

§         maintaining a strong governance environment;

§         identifying obligations, developing and maintaining compliance plans and implementing change;

§         developing, implementing and testing compliance controls; and

§         monitoring and reporting incidents, issues and risks.

 

As with other forms of risk, business line management is primarily responsible for managing compliance risk. This is supported by a dedicated Compliance function covering the Group and each area of business activity. The Compliance function reports to the Chief Compliance Officer.

 

Regular reports are provided to the Operational Risk & Compliance Committee and the Board Risk Management Committee on the status of compliance across the Group.

 

CEO and CFO assurance

 

The Board receives regular reports from management about our financial condition and operational results, as well as that of our controlled entities. The CEO and the CFO annually provide formal statements to the Board, and have done so for the financial year ended 30 September 2011,2012, that state in all material respects:

 

§         Westpac’s financial records for the financial year have been properly maintained in that they:

        correctly record and explain its transactions, and financial position and performance;

        enable true and fair financial statements to be prepared and audited; and

        are retained for seven years after the transactions covered by the records are completed;

§         the financial statements and notes required by the accounting standards for the financial year comply with the accounting standards;

§        the financial statements and notes for the financial year give a true and fair view of Westpac’s and its consolidated entities’ financial position and of their performance;

§         any other matters that are prescribed by the Corporations Act and regulations as they relate to the financial statements and notes for the financial year are satisfied; and

§         the declarations provided in accordance with section 295A of the Corporations Act are founded on a sound system of risk management and internal control, and that the system is operating effectively in all material respects in relation to financial reporting risks.

 

RemunerationREMUNERATION

 

The Board Remuneration Committee assists the Board by ensuring that Westpac has coherent remuneration policies and practices that fairly and responsibly reward individuals having regard to performance, Westpac’s risk management framework, the law and the highest standards of governance.

 

The Board Remuneration Committee members are allhas been in place for the whole of the financial year and is comprised of four independent Directors.non-executive directors and is chaired by John Curtis. All members of the Board Remuneration Committee are also members of the Board Risk Management Committee, which assists in the integration of effective risk management into the remuneration framework.

 

TheAs set out in its charter, the Board Remuneration Committee:

 

§         reviews and makes recommendations to the Board in relation to the Westpac Group Remuneration Policy (Group Remuneration Policy) and assesses the Group Remuneration Policy’s effectiveness and its compliance with prudential standards;

§         reviews and makes recommendations to the Board in relation to the individual remuneration levels of the CEO, Non-executive Directors, Group Executives, other Executives who report directly to the CEO, other persons whose activities in the Board’s opinion affect the financial soundness of Westpac, any person specified by APRA, and any other person the Board determines;

§         reviews and makes recommendations to the Board in relation to the remuneration structures for each category of persons covered by the Group Remuneration Policy;


2012 WESTPAC GROUP ANNUAL REPORT

35



§         reviews and makes recommendations to the Board on corporate goals and objectives relevant to the remuneration of the CEO, and the performance of the CEO in light of these objectives;

§         reviews and makes recommendations to the Board on the short-term and long-term incentive plans for Group Executives;

§         reviews and makes recommendations to the Board in relation to approving any and all equity based plans; and

§         oversees general remuneration practices across the Group.


34Westpac Group



Corporate governance

 

The Board Remuneration Committee reviews and recommends to the Board the size of variable reward pools as part of Westpac’s annual planeach year based on consideration of pre-determined business performance indicators and the financial soundness of Westpac. The Board Remuneration Committee also approves remuneration arrangements outside of the Group Remuneration Policy relating to individuals or groups of individuals which are significant because of their sensitivity, precedent or disclosure implications.

In addition, the Board Remuneration Committee considers and evaluates the performance of senior executives when making remuneration determinations and otherwise as required.

 

Independent remuneration consultants are engaged by the Board Remuneration Committee to ensure that our rewardprovide information across a range of issues including remuneration benchmarking, market practices and levels are consistent with market practice.emerging trends and regulatory reforms.

 

The attendanceBoard Remuneration Committee’s membership is set out in the table titled ‘Size and membership of Board Committees as at 30 September 2012’. The full qualifications of Board Remuneration Committee members and their attendance at the Committee’sBoard Remuneration Committee meetings isare set out in Section 1 and Section 8 of the 2011 Directors’ report.

 

Further details of our remuneration framework are included in the Remuneration Reportreport in Section 9 of the 2011 Directors’ report.

 

Risk Management Governance Structure

 

Westpac’s risk management governance structure is set out in the table below:

 

Board

 

§  reviews and approves our overall risk management strategy.

Board Risk Management Committee (BRMC)

 

§  provides recommendations to the Board on the Westpac Group’s risk-reward strategy;

§  sets risk appetite;

§  approves frameworks and key policies for managing risk;

§  monitors our risk profile, performance, capital levels, exposures against limits and management and control of our risks;

§  monitors changes anticipated in the economic and business environment and other factors relevant to our risk profile;

§  oversees the development and ongoing review of key policies that support our frameworks for managing risk; and

§  determines whether to accept risks beyond the approval discretion provided to management.

Other Board Committees with a risk focus

 

Board Audit Committee

Board Sustainability Committee

§  oversees the integrity of financial statements and financial reporting systems.

§      oversees environmental, social, governance and ethical performance and issues.

Board Technology Committee

Board Remuneration Committee

§      oversees information technology strategy and implementation.

§  reviews any matters raised by the BRMC with respect to risk-adjusted remuneration.

Board Technology Committee

§  oversees information technology strategy and implementation.

Executive Team

 

§  executes the Board-approved strategy;

§  assists with the development of the Board Statement of Risk Appetite;

§  delivers the Group’s various strategic and performance goals within the approved risk appetite; and

§  monitors key risks within each business unit, capital adequacy and the Group’s reputation.

Executive risk committees

 

Westpac Group Credit Risk Committee (CREDCO)

Westpac Group Market Risk Committee (MARCO)

§  leads the optimisation of credit risk-reward across the Group;

§  oversees the credit risk management framework and key policies;

§  oversees our credit risk profile; and

§  identifies emerging credit risks and appropriate actions to address these.

 

Westpac Group Market Risk Committee (MARCO)

§  leads the optimisation of market risk-reward across the Group;

§  oversees the market risk management framework and key policies;

§  oversees our market risk profile; and

§  identifies emerging market risks and appropriate actions to address these.

 

Annual Report 2011    35

36

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE

 

Risk Management Governance Structure (continued)

 

Executive risk committees (continued)

 

Westpac Group Asset & Liability Committee (ALCO)

§   leads the optimisation of funding and liquidity risk-reward across the Group;

§   oversees the liquidity risk management framework and key policies;

§   oversees the funding and liquidity risk profile and balance sheet risk profile; and

§   identifies emerging funding and liquidity risks and appropriate actions to address these.

Westpac Group Operational Risk & Compliance Committee (OPCO)

§   leads the optimisation of operational risk-reward across the Group;

§   oversees the operational risk management framework, the compliance management framework and key supporting policies;

§   oversees our operational risk and compliance profiles;

§   oversees the reputation risk and environmental, social and governance (ESG) risk management frameworks and key supporting policies; and

§   identifies emerging operational and compliance risks and appropriate actions to address these.

Westpac Group Remuneration Oversight Committee (ROC)

§   leads the optimisation of risk-adjustedresponsible for ensuring that risk is embedded in all key steps in our remuneration across the Group;framework;

§   overseesreviews and makes recommendations to the CEO for recommendation to the Board Remuneration Committee on the Group Remuneration Policy and provides assurance to the CEO and Board Remuneration Committee that remuneration arrangements across the Group encourage behaviour that supports Westpac’s long-term financial soundness and the risk management framework;

§   overseesreviews and monitors the remuneration arrangements (other than for Group Executives) for Responsible Persons (as defined in the Group’s Statutory Officers Fit and Proper Policy), risk and financial control personnel, and all other employees for whom a significant portion of total remuneration is based on performance and whose activities, either individually or collectively, may affect the financial soundness of Westpac; and

§   overseesreviews and recommends to the CEO for recommendation to the Board Remuneration Committee the criteria and rationale for determining the total quantum of the Group variable reward pool.

Group and divisional risk management

 

Group Risk

 

Compliance Function

§   develops the Group-level risk management frameworks for approval by the BRMC;

§   directs the review and development of key policies supporting the risk management frameworks;

§   establishes risk concentration limits and monitors risk concentrations; and

§   monitors emerging risk issues.

 

Compliance Function

§   develops the Group-level compliance framework for approval by the BRMC;

§   directs the review and development of compliance policies, compliance plans, controls and procedures;

§   monitors compliance and regulatory obligations and emerging regulatory developments; and

§   reports on compliance standards.

Divisional risk management

§   develops division-specific policies, risk appetite statements, controls, procedures, and monitoring and reporting capability that align to the frameworks approved by the BRMC.

Independent internal review

 

Group Assurance

§   reviews the adequacy and effectiveness of management controls for risk.

Divisional business units

Business Units

§   responsible for identifying, evaluating and managing the risks that they originate within approved risk appetite policies; and

§   establish and maintain appropriate risk management controls, resources and self-assurance processes.

 

36Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

37



Corporate governance

 

Checklist of Westpac’s compliance with ASXCGC Recommendations

 

 

 

ASXCGC Recommendations (with 2010 Amendments)

 

 

Reference

 

Compliance

Principle 1:

 

Lay solid foundations for management and oversight

 

 

 

 

1.1

 

Establish the functions reserved to the Board and those delegated to senior executives and disclose those functions.

 

Page 2324

 

Comply

1.2

 

Disclose the process for evaluating the performance of senior executives.

 

Page 2628

 

Comply

1.3

 

Provide the information indicated in Guide to reporting on Principle 1.

 

Pages 23, 2624, 28

 

Comply

Principle 2:

 

Structure the Board to add value

 

 

 

 

2.1

 

A majority of the Board should be independent Directors.

 

Pages 23, 2424–25

 

Comply

2.2

 

The chair should be an independent Director.

 

Page 2526

 

Comply

2.3

 

The roles of chair and chief executive officer should not be exercised by the same individual.

 

Page 2526

 

Comply

2.4

 

The Board should establish a nomination committee.

 

Page 2526

 

Comply

2.5

 

Disclose the process for evaluating the performance of the Board, its committees and individual Directors.

 

Page 26Pages 27–28

 

Comply

2.6

 

Provide the information indicated in Guide to reporting on Principle 2.

 

Pages 23–2624–27

 

Comply

Principle 3:

 

Promote ethical and responsible decision-making

 

 

 

 

3.1

Establish a code of conduct and disclose the code or a summary of the code as to:

Page 28

Comply

3.1.1the practices necessary to maintain confidence in the company’s integrity

3.1.2the practices necessary to take into account their legal obligations and the reasonable expectations of their stakeholders

3.1.3the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

Page 27

Comply

3.2

 

Establish a policy concerning diversity and disclose the policy or a summary of that policy.

 

Page 2930

 

Comply

3.3

 

Disclose the measurable objectives for achieving gender diversity set by the Board in accordance with the diversity policy and progress towards achieving them.

 

Page 2930

 

Comply

3.4

 

Disclose the proportion of women employees in the whole organisation, women in senior executive positions and women on the Board.

 

Page 2930

 

Comply

3.5

 

Provide the information indicated in Guide to reporting on Principle 3.

 

Pages 27, 2928, 30

 

Comply

Principle 4:

 

Safeguard integrity in financial reporting

 

 

 

 

4.1

 

The Board should establish an audit committee.

 

Page 3031

 

Comply

4.2

 

Structure the audit committee so that it:

Pages 25, 31

Comply

§      consists only of Non-executive Directors;

§      consists of a majority of independent Directors;

§      is chaired by an independent chair, who is not chair of the Board; and

§      has at least three members.

 

Pages 24, 30

 

Comply

4.3

 

The audit committee should have a formal charter.

 

Page 3031

 

Comply

4.4

 

Provide the information indicated in Guide to reporting on Principle 4.

 

Pages 24, 3025,
31–32

 

Comply

 

Annual Report 2011    37

38

2012 WESTPAC GROUP ANNUAL REPORT



CORPORATE GOVERNANCE

 

 

 

ASXCGC Recommendations (with 2010 Amendments)

 

 

Reference

 

Compliance

Principle 5:

Make timely and balanced disclosure

5.1

 

Establish written policies designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at a senior executive level for that compliance and disclose those policies or a summary of those policies.

 

Page 3132

 

Comply

5.2

 

Provide the information indicated in Guide to reporting on Principle 5.

 

Page 3132

 

Comply

Principle 6:

 

Respect the rights of shareholders

 

 

 

 

6.1

 

Design a communications policy for promoting effective communication with shareholders and encouraging their participation at general meetings and disclose the policy or a summary of that policy.

 

Pages 31–32Page 33

 

Comply

6.2

 

Provide the information indicated in Guide to reporting on Principle 6.

 

Pages 31–32Page 33

 

Comply

Principle 7:

 

Recognise and manage risk

 

 

 

 

7.1

 

Establish policies for the oversight and management of material business risks and disclose a summary of those policies.

 

Pages 32–3633–37

 

Comply

7.2

 

The Board should require management to design and implement the risk management and internal control system to manage the company’s material business risks and report to it on whether those risks are being managed effectively. The Board should disclose that management has reported to it as to the effectiveness of the company’s management of its material business risks.

 

Pages 32–3633–37

 

Comply

7.3

 

The Board should disclose whether it has received assurance from the chief executive officer (or equivalent) and the chief financial officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks.

 

Page 3435

 

Comply

7.4

 

Provide the information indicated in Guide to reporting on Principle 7.

 

Pages 32–3633–37

 

Comply

Principle 8:

 

Remunerate fairly and responsibly

 

 

 

 

8.1

 

Establish a remuneration committee.

 

Pages 34–3535–36

 

Comply

8.2

 

The remuneration committee should be structured so that it:

§      consists of a majority of independent Directors;

§      is chaired by an independent chair; and

§      has at least three members.

 

Page 2425

 

Comply

8.3

 

Clearly distinguish the structure of Non-executive Directors’ remuneration from that of executive Directors and senior executives.

 

Pages 34–3535–36

 

Comply

8.4

 

Provide the information indicated in Guide to reporting on Principle 8.

 

Pages 24, 34–3530,
35–36

 

Comply

 

38Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

39



 

Directors’ report

DIRECTORS’ REPORT

 

Our Directors present their report together with the financial statements of the Group for the financial year ended 30 September 2011.2012.

 

1. DirectorsDIRECTORS

 

The names of the persons who have been Directors, or appointed as Directors, during the period since 1 October 20102011 and up to the date of this report are: Lindsay Philip Maxsted, Edward (Ted) Alfred Evans (retired as Director and Chairman on 14 December 2011), Gail Patricia Kelly, John Simon Curtis, Elizabeth Blomfield Bryan, Gordon McKellar Cairns, Robert George Elstone (Director from 1 February 2012), Peter John Oswin Hawkins, Carolyn Judith Hewson Lindsay Philip Maxsted,(retired as Director on 30 June 2012), Ann Darlene Pickard (Director from 1 December 2011), Graham John Reaney (retired as Director on 14 December 2011) and Peter David Wilson. Our current Chairman, Ted Evans, will retire following the 2011 AGM on 14 December 2011. Ted Evans will be succeeded as Chairman by Lindsay Maxsted. Graham Reaney will also retire from the Board at the conclusion of the 2011 AGM.

As announced on 22 September 2011, Ann Pickard has been appointed to the Westpac Board effective on 1 December 2011. Ms Pickard will be an independent Non-executive Director and has over 25 years of international experience as a senior manager in large organisations.

 

Particulars of the skills, experience, expertise and responsibilities of the Directors at the date of this report, including all directorships of other listed companies held by a Director at any time in the past three years immediately before 30 September 20112012 and the period for which each Directorshipdirectorship has been held, are set out below.

 

GRAPHIC

 

Name:Ted Evans AC, BEcon (Hons.) Lindsay Maxsted,
DipBus (Gordon), FCA, FAICD

Age: 7058

Term of office: Director since November 2001.March 2008 and Chairman since April 2007.December 2011.

Date of next scheduled
re-election:
Not applicable. Ted Evans will retire following the 2011 AGM. December 2014.

Independent:Yes.

Current directorships of listed entities and dates of office:Navitas Director of Transurban Group (since March 2008, and Chairman since August 2010). Director of BHP Billiton Limited (since November 2004)March 2011) and BHP Billiton plc (since March 2011).

Other principal directorships: Nil.

 

Other principal directorships: Managing Director of Align Capital Pty Limited and Director of Baker IDI Heart & Diabetes Institute Holdings Limited.

Other interests: Member of the Asia Pacific Regional Advisory Group of the International Monetary Fund.Nil.

Other Westpac related entities directorships and datesperiod of office: Nil.

Skills, experience and expertise: Ted has extensive experienceLindsay was the CEO of KPMG from January 2001 to December 2007 and was a partner of KPMG from July 1984 to February 2008. Lindsay’s principal area of practice prior to becoming CEO was in the financial sector, having joined the Australian Treasury in 1969. From 1984 to 1989 he held the positioncorporate recovery field managing a number of Deputy Secretary and was Secretary to the Treasury from 1993 to 2001. From 1976 to 1979 he was a member of the Australian Permanent Delegation to the OECD in Paris and, fromAustralia’s

 

1989largest insolvency / workout / turnaround engagements. At the request of the Victorian State Government, Lindsay was appointed to 1993, Executive Director on the Board of the International Monetary Fund, representing AustraliaPublic Transport Corporation in December 1995 and a number of other countries, mainly in the Asia Pacific region. He was a Director of the Reserve Bank of AustraliaChairman from 19931997 to 2001 and the Commonwealth Bank of Australia from 1993 to 1996.2001.

Westpac Board Committee membership: Chairmanof the Board Nominations Committee.Member of each of the Board Audit Nominations,and Board Risk Management and Technology Committees.

Directorships of other listed entities over the past three years and dates of office: Nil.

 

 

 

 

 

 

 

GRAPHIC

 

Name: Gail Kelly,
HigherDipEd, BA, MBA with Distinction, HonDBus

Age: 5556

Term of office: Managing Director & Chief Executive Officer since February 2008.

Date of next scheduled
re-election:
Not applicable.

Independent: No.

Current directorships of listed entities and dates of office: Nil.

Other principal directorships: The Melbourne Business School LimitedCouncil of Australia and the Financial Markets Foundation for Children.

 

Other interests: Member of the Financial Services Advisory Council and Directorof the Australian Bankers’ Association. Member of the Global Board of Advisers at the US Council on Foreign Relations and is a member of the Sydney Cricket and Sports Ground Trust.

Other Westpac related entities directorships and dates of office: NilNil.

Skills, experience and expertise: Immediately prior toGail began her appointment at Westpac,banking career in 1980, and by 2001 Gail servedhad held various senior management roles in a broad range of areas including retail and commercial banking, strategy, marketing and human resources. Gail has spent the last ten years as Chief Executive Officer & Managing DirectorCEO of two Australian banks, St.George Bank Limited from January 2002 to August 2007. Between October 19972007 and December 2001,Westpac from 1 February 2008 to date. Gail was employed at the Commonwealth Bank of Australia, firstly as General Manager, Strategic Marketing, and later as Head of Customer Service Division and ais Care Australia’s Ambassador for Women’s Empowerment.

 

member of the bank’s Executive Committee. Gail began her career at Nedcor Bank, one of the largest banks in South Africa, where she held various General Manager positions, including HR, cards and personal banking.

Westpac Board Committee membership: Member of each of the Sustainability andBoard Technology Committees.Committee.

Directorships of other listed entities over the past three years and dates of office: St.George Bank Limited (December 2008 - September 2009). St.George Bank Limited remained a listed entity when it became a subsidiary of Westpac in December 2008. It was delisted in September 2009.Nil.

 

 

 

40

2012 WESTPAC GROUP ANNUAL REPORT

 

Annual Report 2011    39



 

GRAPHICDIRECTORS’ REPORT

 

 

Name: John Curtis AM,
BA, LLB (Hons.)

Age: 6162

Term of office: Director and Deputy Chairman since December 2008.

Date of next scheduled
re-election:
December 2011.2014.

Independent: Yes.

Current directorships of listed entities and dates of office: Nil.

Other principal directorships: Chairman of each of Allianz Australia Limited and the University of Technology Sydney Faculty of Business Executive Council.Limited.

Other interests: Nil.

Other Westpac related entities directorships: Nil.

 

Skills, experience and expertise: For the past 2425 years John has been a professional company director and has been Chairmanchairman and Directordirector of a wide variety of public companies, government entities and foreign corporations. In more recent times he has been largely involved in the financial services sector with his current appointments as set out above and former appointments with Merrill Lynch, Perpetual Limited and First Data Corporation in Australia. Prior to 1987, John was a directorDirector of Wormald International Limited and was responsible for its operations in Australia, Europe, Asia and the

Americas. During part of that time he was Chairman of the National Building and

Construction Council, the peak industry body.

Westpac Board Committee membership: Chairman of the Board Remuneration Committee. Member of each of the Audit,Board Nominations and Board Risk Management Committees.

Directorships of other listed entities over the past three years and dates of office:

St.George Bank Limited (October 1997 – September 2009).St.George Bank Limited remained a listed entity when it became a subsidiary of Westpac in December 2008. It was delisted in September 2009.Nil.

 

 

 

 

 

 

 

GRAPHIC

 

Name: Elizabeth Bryan, BA (Econ.), MA (Econ.)

Age: 6566

Term of office: Director since November 2006.

Date of next scheduled
re-election:
December 2013.

Independent: Yes.

Current directorships of listed entities and dates of office: Director ofCaltex Australia Limited (since July 2002, and Chairman since October 2007).

Other principal directorships: NilNil.

 

Other interests: Nil.Member of the Takeovers Panel.

Other Westpac related entities directorships and dates of office: Director of Westpac New Zealand Limited (March 2007 – October 2010).Nil.

Skills, experience and expertise: Elizabeth has over 3132 years experience in the financial services industry, government policy and administration, and on the boards of companies and statutory organisations. Prior to becoming a professional director she served for six years

as Managing Director of Deutsche Asset Management and its

predecessor organisation, NSW State Superannuation Investment and Management Corporation.

Westpac Board Committee membership: Chairman of the Board Risk Management Committee. Member of each of the Audit,Board Nominations, Board Remuneration and Board Technology Committees.

Directorships of other listed entities over the past three years and dates of office: Nil.

 

 

 

 

 

 

 

GRAPHIC

 

Name: Gordon Cairns,
MA (Hons.)

Age: 6162

Term of office: Director since July 2004.

Date of next scheduled
re-election:
December 2012.

Independent: Yes.

Current directorships of listed entities and dates of office: Director ofOrigin Energy Limited (since June 2007).

Other principal directorships: World Education Australia Limited. Chairman of eachthe Origin Foundation. Executive Chairman of Origin Foundation and Rebel Sport Limited and Director of RebelQuick Service Restaurant Group Companies.Pty Limited.

 

Other interests: Senior Advisor to each of McKinsey & Company and Greenhill Caliburn.Australia (formerly Greenhill Caliburn).

Other Westpac related entities directorships and dates of office: Nil.

Skills, experience and expertise: Gordon has extensive Australian and international experience as a senior executive, most recently as CEO of Lion Nathan Limited. Gordon has also held a wide range of senior management positions in marketing and finance with PepsiCo, Cadbury Schweppes and Nestlé (Spillers).

Westpac Board Committee membership: Member of each of the Audit,Board Remuneration and Board Risk Management Committees.

Directorships of other listed entities over the past three years and dates of office: NilNil.

2012 WESTPAC GROUP ANNUAL REPORT

41



Name: Robert Elstone
BA (Hons.), MA (Econ.), MCom

Age: 59

Term of office:Director since February 2012.

Date of next scheduled
re-election:
December 2012.

Independent: Yes.

Current directorships of listed entities and dates of office: Nil.

Other principal directorships: Nil.

Other interests: Adjunct Professor in the School of Business at the University of Sydney.

Other Westpac related entities directorships and dates of office: Nil.

Skills, experience and expertise: Robert has over 30 years experience in senior management roles spanning investment banking, corporate finance, wholesale financial markets and risk management. Most recently from 2006 to 2011, Robert was Managing Director and CEO of the Australian Securities Exchange, prior to which he was Managing Director and CEO of the Sydney Futures Exchange from 2000 to 2006 and, before that, Finance Director of Pioneer International from 1995 to 2000.

Robert was a Non-executive Director of the National Australia Bank from 2004 to 2006, an inaugural member of the Board of Guardians of the Future Fund from 2006 and was Chairman of the Financial Sector Advisory Council to the Federal Treasurer between 2007 and 2009.

Westpac Board Committee membership: Member of each of the Board Audit, Board Technology and Board Risk Management Committees.

Directorships of other listed entities over the past three years and dates of office: ASX Limited (July 2006 to October 2011).

 

 

 

 

 

40Westpac Group



GRAPHIC

 

Name: Peter Hawkins,
BCA (Hons.)
, SF Fin, FAIM, ACA (NZ), FAICD

Age: 5758

Term of office: Director since December 2008.

Date of next scheduled
re-election:
December 2013.

Independent: Yes.

Current directorships of listed entities and dates of office: Mirvac Limited Group (since January 2006).

Other principal directorships: Liberty Financial Pty Limited, Treasury Corporation of Victoria, Murray Goulburn
Co-operative Co.Company Limited and Clayton Utz and The Camberwell Grammar School.Utz.

 

Other interests: Nil.

Other Westpac related entities directorships and dates of office: Member of the Bank of Melbourne Advisory Board since November 2010.

Skills, experience and expertise: Peter’s career in the banking and financial services industry spans over 3841 years in Australia and overseas at both the highest levels of management and directorship of major organisations. Peter has held various senior management and directorship positions with Australia and New Zealand Banking Group Limited from 1971 to 2005, and was also a Director of BHP (NZ) Steel Limited from 1990 to

 

Limited from 1990 to 1991, ING Australia Limited from 2002 to 2005 and Esanda Finance Corporation from 2002 to 2005.

Westpac Board Committee membership: Chairman of the Board Technology Committee. Member of each of the Board Audit, Board Nominations and Board Risk Management Committees.

Directorships of other listed entities over the past three years and dates of office:Nil.

St.George Bank Limited. (April 2007 – September 2009). St.George Bank Limited remained a listed entity when it became a subsidiary of Westpac in December 2008. It was delisted in September 2009.

 

 

 

 

 

 

 

GRAPHIC

 

Name: Carolyn Hewson AO,Ann Pickard
BEc (Hons.),BA, MA (Econ.)

Age: 5657

Term of office: Director since February 2003.December 2011.

Date of next scheduled
re-election:
December 2013.2014.

Independent: Yes.

Current directorships of listed entities and dates of office: Stockland Corporation Limited (since March 2009). BHP Billiton Limited (since March 2010), BHP Billiton plc (since March 2010) and BT Investment Management Limited (since September 2007).Nil.

Other principal directorships: The Australian Charities Fund.Shell Energy Holdings Australia Limited, Arrow Energy Holdings Pty Limited and the Energy & Minerals Institute, University of Western Australia.

Other interests: NilNil.

Other Westpac related entities directorships and dates of office: Director of BT Investment Management Limited (since September 2007). Chairman of Westpac Matching Gifts Limited (since August 2011), Trustee of the Westpac Buckland Fund (since January 2011, Chairman since March 2011).Nil.

Skills, experience and expertise: CarolynAnn has over 3025 years of international experience as a senior manager in large organisations, with responsibility for major corporate transformations, maximising return on assets in challenging environments, complex negotiations, large scale development projects and strategic planning. In March 2010, Ann became the Executive Vice President of Royal Dutch Shell’s upstream business in Australia. In August 2010, her role was expanded to Country Chair of Shell in Australia.

Before her current role, Ann was Shell’s Regional Executive Vice President for Sub Sahara Africa, overseeing the company’s exploration and production, gas and LNG activities in the finance sectorregion. She has also held the position of Director - Global Businesses and was anStrategy and been a member of the Shell Gas & Power Executive Director of Schroders Australia Limited between 1989Committee with responsibility for Global LNG, Power and 1995.Gas & Power Strategy.

Westpac Board Committee membership: Chairman of the Nominations Committee. Member of each of the Audit, Remuneration andBoard Risk Management and Board Remuneration Committees.

Directorships of other listed entities over the past three years and dates of office: AGL Energy Limited (February 2006 – February 2009).

GRAPHIC

Name: Lindsay Maxsted,
DipBus (Gordon), FCA

Age: 57

Term of office: Director since March 2008.

Date of next scheduled
re-election:
December 2011.

Independent: Yes.

Current directorships of listed entities and dates of office: Director of Transurban Group (since March 2008, Chairman since August 2010). Director of BHP Billiton Limited (since March 2011) and BHP Billiton plc (since March 2011).

Other principal directorships: Managing Director of Align Capital Pty Ltd and Director of Baker IDI Heart & Diabetes Institute Holdings Limited.

Other interests: Nil.

Other Westpac related entities directorships and period of office: Nil.

Skills, experience and expertise: Lindsay was the CEO of KPMG from January 2001 to December 2007 and was a partner of KPMG from July 1984 to February 2008. Lindsay’s principal area of practice prior to his becoming CEO was in the Corporate Recovery field managing a number of Australia’s largest insolvency/ workout/turnaround engagements. At the request of the Victorian State Government, Lindsay was appointed to the Board of the Public Transport Corporation in December 1995

and was Chairman from 1997 to 2001.

Westpac Board Committee membership: Chairman of the Audit Committee. Member of each of the Risk Management and Nominations Committees.

Directorships of other listed entities over the past three years and dates of office: St.George Bank Limited (December 2008 – September 2009). St.George Bank Limited remained a listed entity when it became a subsidiary of Westpac in December 2008. It was delisted in September 2009.

 

Annual Report 2011    41



GRAPHIC

Name:Graham Reaney, BComm, CPA

Age: 68

Term of office: Director since December 2008.

Date of next scheduled
re-election:
Not applicable. Graham Reaney will retire following the 2011 AGM.

Independent: Yes.

Current directorships of listed entities and dates of office: Chairman of PMP Limited (since September 2002).

Other principal directorships: Chairman ofMaxwell Food Products Pty Ltd and Holcim (Australia) Pty Limited.

Other interests: Nil.

Other Westpac related entities directorships and dates of office: Member of the BankSA Advisory Board (since December 2008).

Skills, experience and expertise: Graham’s business experience spans 32 years, during which time he has held a number of senior corporate appointments, including as Managing Director of National Foods Limited. Other former positions include Managing Director of Industrial Equity Limited. Graham has gained extensive experience both in Australia and overseas in a

broad range of industries, including mining and mining services, energy, food, rural, fast moving consumer goods and financial services.

Westpac Board Committee membership: Member of each of the Audit, Risk Management and Sustainability Committees.

Directorships of other listed entities over the past three years and dates of office: St.George Bank Limited (November 1996 – December 2008). AGL Energy Limited (July 2006 – October 2009).

 

 

GRAPHIC42

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT

 

Name: Peter Wilson, CA

Age: 70

Term of office: Director since October 2003.

Age: 71

Date of next scheduled
re-election:
December 2012.Not applicable.
Peter Wilson will retire following the 2012 AGM.

Independent: Yes.

Current directorships of listed entities and dates of office: The Colonial Motor CompanyChairman of New Zealand listed Augusta Capital Limited (since July 1998, listed in NZ). Chairman ofsince October 2006 (formerly Kermadec Property Fund Limited (since October 2006, listed in NZ). Deputy Chairman of Meridian Energy Limited (since May 2011, listed in NZ)Limited).

Other principal directorships:
P F Olsen Limited and Farmlands Trading Society Limited. Deputy Chairman of Meridian Energy Limited.

 

Other interests: Member of the New Zealand Markets Disciplinary Tribunal and Chairman of the Special Division of that Tribunal.

Other Westpac related entities directorships and dates of office: Director of Westpac New Zealand Limited (since September 2006, and Chairman since January 2008).

Skills, experience and expertise: Peter is a chartered accountant and formerly a former partner withat Ernst & Young, with extensive experience in banking, business establishment, problem resolution, asset sale and management of change functions. Peter was a Director, and (from 1991)from 1991, Chairman of

 

Trust Bank New Zealand Limited which Westpac acquired in 1996.

Westpac Board Committee membership: Chairman of the SustainabilityBoard Audit Committee. Member of each of the Audit,Board Risk Management and Board Nominations Committees.

Directorships of other listed entities over the past three years and dates of office: Nil.The Colonial Motor Company Limited (July 1998 to November 2011), listed in New Zealand.

 

 

 

 

 

 

 

 

Company Secretary

Our Company Secretaries as at 30 September 20112012 were John Arthur and Les Vance.Tim Hartin.

 

John Arthur (LLB (Hons.)) was appointed to his role of Group Executive, Counsel & Secretariat and a Company Secretary of Westpac on 1 December 2008. PriorOn 24 November 2011, John was appointed Chief Operating Officer and continues to hold the position of Senior Company Secretary. Most recently prior to that appointment, John was Managing Director & Chief Executive of Investa Property Group until 2007. Previously, John has been a partner at Freehills and Group General Counsel of Lend Lease Limited. He also served as Chairman of legal firm Gilbert + Tobin and has had a distinguished career as legal partner, corporate executive and Non-executive Director.non-executive director.

 

Les Vance (BCom, LLBTim Hartin (LLB (Hons.)) was appointed Group Company Secretary on 9 November 2011. Prior to his appointment, Tim worked for a number of years as a transactional lawyer at Henderson Boyd Jackson W.S. in Scotland and in London in Herbert Smith’s corporate and corporate finance division. Tim joined Gilbert + Tobin as a Consultant in 2004, where he provided corporate advisory services to ASX listed companies. Tim joined Westpac in December 20082006 as Counsel, Corporate Counsel,Core and most recently was the Head of Legal - Risk Management & Workouts, Counsel & Secretariat. Before joining Westpac, Les was Group Executive, External Funds at Investa Property Group where he was responsible for Investa’s External Funds Management business and the unlisted property funds managed by that business. Prior to that Les held other senior executive positions in both line management and corporate/governance roles at Top 100 companies and was previously a partner at Freehills with a broad corporate and commercial practice.

 

422. EXECUTIVE TEAMWestpac Group



Directors’ report

2. Executive Team

As at 30 September 20112012 our Executive Team was:

 

Name

 

Position

 

Year Joined Group

 

Year Appointed to
Position

 

Position

 

Year Joined
Group

 

Year Appointed
to Position

Gail Kelly

 

Managing Director & Chief Executive Officer

 

2008

 

2008

 

Managing Director & Chief Executive Officer

 

2008

 

2008

John Arthur

 

Group Executive, Counsel & Secretariat

 

2008

 

2008

 

Chief Operating Officer

 

2008

 

2011

Rob Chapman

 

Chief Executive, St.George Banking Group

 

2008

 

2010

Peter Clare

 

Group Executive, Product & Operations

 

2008

 

2008

 

Chief Executive Officer, Westpac New Zealand Limited

 

2008

 

2012

Philip Coffey

 

Chief Financial Officer

 

1996

 

2005

 

Chief Financial Officer

 

1996

 

2005

Rob Coombe

 

Group Executive, Westpac Retail & Business Banking

 

2002

 

2010

Brad Cooper

 

Chief Executive Officer, BT Financial Group

 

2007

 

2010

 

Chief Executive Officer, BT Financial Group

 

2007

 

2010

George Frazis

 

CEO, Westpac New Zealand Limited

 

2009

 

2009

 

Chief Executive Officer, St.George Banking Group

 

2009

 

2012

Peter Hanlon

 

Group Executive, People & Transformation

 

1995

 

2010

Bob McKinnon

 

Group Executive, Technology

 

2008

 

2008

Jon Nicholson

 

Chief Strategy Officer

 

2006

 

2006

Brian Hartzer

 

Chief Executive, Australian Financial Services

 

2012

 

2012

Christine Parker

 

Group Executive, Human Resources & Corporate Affairs

 

2007

 

2011

Greg Targett

 

Chief Risk Officer

 

2008

 

2009

 

Chief Risk Officer

 

2008

 

2009

Rob Whitfield

 

Group Executive, Westpac Institutional Bank

 

1986

 

2009

 

Group Executive, Westpac Institutional Bank

 

1986

 

2009

Jason Yetton

 

Group Executive, Westpac Retail & Business Banking

 

1992

 

2011

 

There are no family relationships between or among any of our Directors or Executive Team members.

 

2012 WESTPAC GROUP ANNUAL REPORT

GRAPHIC43



 

Gail Kelly HigherDipEd, BA, MBA with Distinction, HonDBus. Age 5556
Managing Director & Chief Executive Officer

Gail was appointed Managing Director &began her banking career in 1980, and by 2001 she had held various senior management roles in a broad range of areas including retail and commercial banking, strategy, marketing and human resources. Gail has spent the last ten years as Chief Executive Officer of two Australian banks, St.George Bank from 2002 to 2007 and Westpac onfrom 1 February 2008.2008 to date.

Immediately prior to this, she served as Chief Executive Officer & Managing DirectorGail holds a Bachelor of St.George Bank LimitedArts degree and Higher Diploma of Education from January 2002 to August 2007. During this period, St.George Bank Limited doubled its assetsCape Town University, an MBA with Distinction from the University of Witwatersrand, and net profit after tax. Between October 1997an Honorary Doctorate of Business from Charles Sturt University.

Gail is a non-executive director of the Business Council of Australia, the Australian Bankers’ Association and December 2001, Gail was employedthe Financial Markets Foundation for Children. She sits on the Global Board of Advisers at the Commonwealth Bank of Australia as General Manager, Strategic Marketing,US Council on Foreign Relations and later as Head of Customer Service Division andis a member of the bank’s Executive Committee.

Gail began her career at Nedcor Bank, one of the largest banks in South Africa, where she held various General Manager positions, including HR, cardsSydney Cricket and personal banking.

Sports Ground Trust. Gail is currently a Director of the Australian Bankers’ Association, the Melbourne Business School Limited and member of the Financial Services Advisory Council.also Care Australia’s Ambassador for Women’s Empowerment.

 

 

 

GRAPHIC

 

John Arthur LLB (Hons.). Age 5657
Group Executive, Counsel & SecretariatChief Operating Officer

John was appointed Chief Operating Officer on 24 November 2011 with responsibility for Group Services, which encompasses technology, banking operations, property, compliance, legal and secretariat services. He joined Westpac as Group Executive, Counsel & Secretariat on 1 December 2008. Most recently, prior to theBefore that appointment, John was Managing Director & Chief ExecutiveCEO of Investa Property Group until 2007.Group.

Previously, John has been a partner at Freehills and Group General Counsel of Lend Lease Limited. He also served as Chairman of legal firm Gilbert + Tobin and has had a distinguished career as a legal partner, corporate executive and Non-executive Director.non-executive director.

 

 

 

GRAPHIC

Rob Chapman AssocDipBus FAICD FFSIA. Age 47
Chief Executive, St.George Banking Group

Rob was appointed Chief Executive, St.George Banking Group on 1 December 2010 and was exercising the functions of Chief Executive from 1 October 2010. Immediately prior to this he served as Managing Director BankSA and was a member of the St.George Bank Limited Executive Committee for eight years, from July 2002. Prior to joining BankSA he was the Regional General Manager of Commonwealth Bank of Australia’s operations in South Australia, Northern Territory and Western Australia, and Regional Manager, Victoria. Prior to that he held a number of senior roles with Colonial State Bank and Prudential Corporation Australia.

Rob is Chairman of the Adelaide Football Club and a member of the South Australian Economic Development Board.

Annual Report 2011    43



GRAPHIC

 

Peter Clare BCom, MBA. Age 4849
GroupChief Executive Product & OperationsOfficer, Westpac New Zealand Limited

Peter was appointed Chief Executive Officer, Westpac New Zealand Limited, in April 2012. Prior to this appointment, Peter held the role of Chief Operating Officer, Australian Financial Services from November 2011. Before that appointment, Peter held the role of Group Executive, Product & Operations onfrom 17 July 2008, with responsibility for all consumer and business product development, management and operations.2008. Peter joined Westpac as Group Executive, Consumer Financial Services in March 2008, with responsibility for sales, service, third partythird-party consumer product relationships and product development for Westpac’s consumer customers across Australia.

Prior to joining Westpac, Peter was Group Executive, Group Technology & Operations ofat St.George Bank Limited following five years as Group Executive, Strategy with St.George Bank Limited. Prior to thatBetween 1997 and 2002, Peter worked for the Commonwealth Bank of Australia between 1997 and 2002 in a range of senior roles, covering strategy, merger programs, operations and performance improvement. He has also worked in management consultancy and accountancy roles.

 

 

 

GRAPHIC

 

Philip Coffey BEc (Hons.). Age 5455
Chief Financial Officer

Philip was appointed Chief Financial Officer in December 2005, with responsibility for Westpac’s strategy, finance, tax, treasury and investor relations functions. He joined Westpac in 1996, and was appointed Group Executive, Westpac Institutional Bank in 2002. He has extensive experience in financial markets, funds management and finance, firstly with the Reserve Bank of Australia, then Citicorp and AIDC Ltd.Limited. He has held roles in the UK and New Zealand. Philip has an honours degree in Economicseconomics and has completed the Executive Program at Stanford University Business School.

 

 

 

GRAPHIC

Rob Coombe LLB (Hons.). Age 48
Group Executive, Westpac Retail & Business Banking

Rob was appointed Group Executive, Westpac Retail & Business Banking on 1 February 2010, with responsibility for all Westpac’s retail, small-to-medium enterprises and commercial customers in Australia.

Rob joined Westpac with the acquisition of the BT Financial Group in 2002 and has over 29 years experience in banking, insurance, finance and wealth management. He started with BT in 1991 and held a number of positions, including Senior Legal Counsel, Head of BT’s International Funds Management and CEO of BT’s Funds Management business in Malaysia. Prior to joining BT, Rob accumulated ten years of experience in commercial banking, property investment and funds management. Rob is also a Director of The Australian Indigenous Education Foundation, Ascalon Capital Management, Surfing Australia and a member of the Advisory Board to the UTS Faculty of Law.

GRAPHIC

 

Brad Cooper DipBM, MBA, FAIM.MBA. Age 4950
Chief Executive Officer, BT Financial Group

Brad was appointed Chief Executive Officer, BT Financial Group on 1 February 2010 and is focused on helping Australians determine and achieve their financial aspirations. The BT Financial Group proudly offers products and services from some of Australia’s most trusted and respected wealth management brands across financial advice, private banking, investment, superannuation, insurance and retirement.2010. Brad initially joined Westpac in April 2007 as Chief Executive, Westpac New Zealand Limited and after successfully leading a change program in that market, moved to the role of Group Chief Transformation Officer leading the Westpac Group’s St.George merger implementation. Prior to joining Westpac, Brad was Chairman of GE Capital Bank and Chief Executive OfficerCEO of GE Consumer Finance UK & Ireland. He drove GE’s UK Six Sigma program and was certified as a Quality Leader (Black Belt) in December 2002. He was promoted to Chief Executive OfficerCEO of GE Consumer Finance UK in January 2003 and appointed Chairman of GE Capital Bank in April 2004.

 

44

2012 WESTPAC GROUP ANNUAL REPORT

 



DIRECTORS’ REPORT

GRAPHIC

 

George Frazis B Eng (Hons.), MBA (AGSM/Wharton). Age 4748
CEO, Westpac New Zealand LimitedChief Executive Officer, St.George Banking Group

George was appointed Chief Executive Officer, St.George Banking Group in April 2012. Prior to this appointment, George joined the Westpac New Zealand LimitedGroup in March 2009 as Chief Executive, Officer, Westpac New Zealand Limited. George is highly experienced in the financial services industry. He was formerly Group Executive General Manager at National Australia Bank. Prior to that, George was a senior executive in Commonwealth Bank of Australia’s Institutional Banking Division and has also been a partner with the Boston Consulting Group.

 

 

 

44    Westpac Group



Directors’ report

GRAPHIC

 

Peter HanlonBrian Hartzer BA (Comms), C Tech (Aero Eng), AMP (Harvard). Age 5645
GroupChief Executive, People & TransformationAustralian Financial Services

Peter was appointed GroupBrian joined Westpac as Chief Executive, People & TransformationAustralian Financial Services on 1 February 2010, with responsibility for human resources strategy and management, including reward and recognition, learning and development, careers and talent, employee relations and employment policy. He is also responsible for the key customer, people and productivity elements of our Transformation program, and for Corporate Affairs & Sustainability.

Prior to this appointment Peter held the role of Group Executive,25 June 2012. Australian Financial Services comprises Westpac Retail & Business Banking, from July 2008.St.George Banking Group and BT Financial Group.

Prior to joining Westpac, Brian spent three years in the UK as CEO for Retail, Wealth and Ulster Bank at the Royal Bank of Scotland Group. Prior to that, he was Westpac’s Group Executive, Businessspent ten years with ANZ in Australia in a variety of roles, including his final role as CEO, Australia and Global Segment Lead for Retail and Wealth. Before joining ANZ, Brian spent ten years as a financial services consultant in New York, San Francisco, and Melbourne.

Brian graduated from Princeton University with a degree in European History and is a Chartered Financial Services, responsible for business banking sales, relationship management, customer service, and product and risk management in Australia. Peter has held several other senior roles in Westpac including General Manager roles in Marketing, Branch Banking and Consumer Credit. Peter joined Westpac in 1995 from BankSA where he was Chief Manager of Branch Sales and Service and Head of Strategic Marketing. Prior to his banking career, Peter served in The Royal Australian Air Force.

As announced on 20 September 2011, Peter was appointed to the position of Group Executive, Transformation & Productivity effective 1 October 2011.Analyst.

 

 

 

GRAPHIC

 

Bob McKinnonChristine Parker BCom, ACA, MAICD.BGDipBus (HRM). Age 5852
Group Executive, TechnologyHuman Resources & Corporate Affairs

BobChristine was appointed Group Executive, TechnologyHuman Resources & Corporate Affairs on 17 July 2008. 1 October 2011, with responsibility for human resources strategy and management, including reward and recognition, safety, learning and development, careers and talent, employee relations and employment policy. She is also responsible for Corporate Affairs & Sustainability.

Prior to this appointment, she was Group General Manager, Human Resources, from March 2010, with responsibilities across the entire Westpac Group. Prior to that, Christine was General Manager, Human Resources, Westpac New Zealand Limited, when she joined Westpac in 2007.

Prior to joining Westpac, BobChristine was Joint ManagingGroup HR Director, Carter Holt Harvey, and from 1999 to 2004, she was Director of Multiplex Limited and Multiplex Funds Management Limited. Bob has over 39 years of extensive financial and senior management experience, having held senior positionsHR with Lend Lease Corporation, MLC Group, State Street Australia and Commonwealth Bank of Australia. He is also currently a Non-executive Director of Alesco Corporation Limited.Restaurant Brands New Zealand.

 

 

 

GRAPHIC

Jon Nicholson BA. Age 55
Chief Strategy Officer

Jon was appointed Chief Strategy Officer in February 2006, with responsibility for Westpac’s strategy, planning and M&A activities. He has deep experience in financial services strategy, including considerable international experience. Prior to joining Westpac, Jon was a senior partner with the Boston Consulting Group (BCG), where for many years he built and led BCG’s financial services practice across Asia. Earlier in his career, Jon was Senior Private Secretary to the Prime Minister of Australia. He is also a Trustee of the Westpac Buckland Fund.

GRAPHIC

 

Greg Targett BEc, DipEd, F Fin, CFTP. Age 5455
Chief Risk Officer

Greg Targett was appointed Chief Risk Officer on 2 July 2009. Greg joined Westpac as Deputy Chief Risk Officer on 1 December 2008. Prior to the merger between Westpac and St.George Bank Limited, Greg was Chief Risk Officer of St.George Bank Limited and was a member of the St.George Bank Limited Executive Management Committee from 2006. He joined St.George Bank Limited in May 2003 from National Australia Bank where he held the role of General Manager, Wholesale and Business Banking Credit. During his 23 year career with National Australia Bank, Greg had a variety of senior roles in Australia and overseas in Venture Capital, Planningventure capital, planning and Strategy, Credit Risk, Corporate Bankingstrategy, credit risk, corporate banking and Retail Banking.retail banking.

 

 

 

GRAPHIC

 

Rob Whitfield BCom, GradDipBanking, GradDipFin, AMP (Harvard). Age 4748
Group Executive, Westpac Institutional Bank

Rob was appointed Group Executive, Westpac Institutional Bank in July 2009. He has responsibility for Westpac’s global relationships with corporate, institutional and government clients, and core product offerings across financial and capital markets, transactional banking and working capital and payments. In addition, Rob has responsibility for Hastings Funds Management Limited and Westpac’s equities, structured finance, global treasury, AsianAsia and Pacific Island businesses. Rob joined Westpac as a graduate in 1986, where he gained broad experience in the financial markets.markets experience. He joined Treasury in 1993 and was appointed Group Treasurer in 2000. In 2004, he became Chief Risk Officer and joined the Executive Team in December 2005. From April 2007, Rob undertook advisory work as a Group Executive for Westpac’s Chief Executive OfficerCEO with responsibility for the oversight of the merger with St.George Bank Limited. He was appointed Group Executive, Risk Management in November 2008 prior to assuming his current role.

 

Jason Yetton BCom, GDAppFin, TGMP (Harvard). Age 42
Group Executive, Westpac Retail & Business Banking

Jason was appointed Group Executive, Westpac Retail & Business Banking on 24 November 2011. Prior to this appointment, he was General Manager, Retail and Regional Banking, Westpac Retail & Business Banking from 2010. Before that, Jason was General Manager, Retail Banking from 2008. During 2008, he was a member of the Group’s 2017 strategy team. Prior to that role, Jason held a number of roles in BT Financial Group, including Head of Product, General Manager, Customer Solutions and CEO Commerce BT Unit Trust (based in Malaysia from 1997 to 1999). He joined BT as a graduate trainee in 1992.

 

Annual Report 2011   

2012 WESTPAC GROUP ANNUAL REPORT

45



 

3. Report on the businessREPORT ON THE BUSINESS

a)    Principal activities

The principal activities of the Group during the financial year ended 30 September 20112012 were the provision of financial services including lending, deposit taking, payments services, investment portfolio management and advice, unit trustsuperannuation and superannuation fundfunds management, insurance services, leasing finance, general finance, foreign exchange and money market services.

There have been no significant changes in the nature of the principal activities of the Group during 2011.2012.

b)Review of and results of operations and financial position

A review of the operations of the Group and its divisions and their results for the financial year ended 30 September 20112012 is set out in Section 2 of the Annual Report under the sections ‘Review of Group operations’ and ‘Divisional performance’, which form part of this report.

Further information about our financial position and financial results is included in the financial statements in Section 3 of the Annual Report, which form part of this report.

The net profit attributable to equity holders of Westpac for the financial year ended 30 September 20112012 was $6,991$5,970 million.

c)Dividends

Since 30 September 2011,2012, Westpac has announced a final dividend of 8084 cents per ordinary share, totalling approximately $2,424$2,588 million for the year ended 30 September 2011 (20102012 (2011 final dividend of 7480 cents per Westpac ordinary share, totalling $2,212$2,425 million). The final dividend will be fully franked and will be paid on 1920 December 2011.2012.

An interim dividend for the current financial year of 7682 cents per ordinary share, totalling $2,288$2,506 million, was paid as a fully franked dividend on 4 July 2011 (20102012 (2011 interim dividend of 6576 cents per ordinary share, totalling $1,935$2,288 million).

d)Significant changes in state of affairs and events during and after the end of 20112012 financial year

Significant changes in the state of affairs of the Group during 20112012 were:

§the finalisationcommencement of a componentLindsay Maxsted as the Chairman of tax consolidation related to Westpac’s merger with St.George Bank Limited;Westpac on 14 December 2011;

§         the downgrading by Moody’simplementation of Westpac’s long-term, senior unsecured debt rating (alonga new organisational structure for the Westpac Group with the other majorcreation of two divisions – Australian banks) to Aa2 from Aa1;

§the launch of the Bank of Melbourne in July 2011;Financial Services and Group Services;

§         a change to the operating model in New Zealand from 1 November 2011, which has resulted in various business activities and associated employees being transferred from Westpac’s NZ branch to WNZL;

§the change to Westpac’s long-term senior unsecured credit rating by Standard & Poor’s and long-term senior unsecured issuer default rating by Fitch to AA- from AA, along with the other major Australian banks;

§the finalisation of all components of tax consolidation related to Westpac’s merger with St.George Bank Limited; and

§         ongoing regulatory changes and developments, which has included changes to liquidity, capital, derivatives, financial services, taxation and other regulatory requirements.

For a discussion of these matters, please refer to ‘Significant developments’ in Section 1 of the Annual Report under ‘Information on Westpac’, which forms part of this report..

In addition, during the yearcontinued deterioration of the fiscal position of a number of external events havecountries has contributed to an increasinglycontinuing market volatility and a negative outlook for the global economy. These events include the heightening of sovereign debt issuesgrowth outlook. Europe is already in Europe, a weakening of therecession, US economygrowth has moderated and tensionChina has also slowed. Any recovery remains uncertain with growth constrained by ongoing fiscal deficits and weak financial systems. Combined with ongoing tensions in the Middle East, and North Africa. Fromthis has created a level of uncertainty around the second half of the year, these events have contributed to increased levels of market volatility, reduced levels of consumer and business confidence and a softening in overall economic activity in the affected regions.globe. To date, these events have had little direct impact on Westpac, given Westpac Group’s focus on Australia and New Zealand. However, itslowing global growth has impacted consumer and business confidence in Australia and contributed to the decision of the Reserve Bank to further ease monetary policy. It is possible that Westpac Group may be indirectly impacted in the future if global growth and demand weakens further or if events in Europe see the failure of some of that region’s financial years if significant market volatility, weaker asset markets and softer global economic growth continues.institutions. For a discussion of these matters and how Westpac may be impacted, please refer to ‘Risk factors’ in Section 2.

The Directors are not aware of any other matter or circumstance that has occurred since the end of the financial year that has significantly affected or may significantly affect the operations of the Group, the results of these operations or the state of affairs of the Group in subsequent financial years.

e)Business strategies, developments and expected results

Our business strategies, prospects and likely major developments in the Group’s operations of the Group in future financial years and the expected results of those operations are discussed in Section 1 of the Annual Report under ‘Information on Westpac’, including under ‘Significant developments’.

Further information on our business strategies and prospects for future financial years and likely developments in our operations and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to us.

 

46

2012 WESTPAC GROUP ANNUAL REPORT

46    Westpac Group



 

Directors’ reportDIRECTORS’ REPORT

 

4. Directors’ interests

DIRECTORS’ INTERESTS

a)      Directors’ interests in securities

The following particulars for each Director are set out in the Remuneration report in Section 9 ‘Remuneration Report’of the Directors’ report and Note 41 of our consolidated financial statements for the year ended 30 September 20112012 and in the tables below:

 

§         their relevant interests in our shares or the shares of any of our related bodies corporate;

§         their relevant interests in debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate;

§         their rights or options over shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate; and

§         any contracts:

             to which the Director is a party or under which they are entitled to a benefit; and

             that confer a right to call for or deliver shares in, debentures of, or interests in, any registered managed investment scheme made available by us or any of our related bodies corporate.

Directors’ interests in Westpac and related bodies corporate as at 25 November 20112012

 

Number of Westpac
Ordinary Shares

 

Number of Westpac
Share Options

 

Number of Westpac
Share Rights

 

Westpac
SPS

Westpac
SPS II

 

Number of relevant
interests in Westpac
Ordinary Shares

Number of relevant
interests in Westpac
Ordinary Shares

 

Number of Westpac
Share Options

 

Number of Westpac
Share Rights

 

Westpac
SPS

 

Westpac
SPS II

 

Westpac
CPS

 

Westpac Banking Corporation

Westpac Banking Corporation

 

 

 

 

 

 

 

 

Westpac Banking Corporation

 

 

 

 

 

 

 

 

 

 

 

Ted Evans

24,408

 

-

 

-

 

-

-

 

Current Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

Lindsay Maxsted

 

16,039

 

-

 

-

 

-

 

-

 

-

 

Gail Kelly

1,459,214

1

720,556

2

486,545

3

-

-

 

 

1,839,971

 1

400,043

 2

627,029

 3

-

 

-

 

-

 

John Curtis

80,787

 

-

 

-

 

-

-

 

 

40,953

 

-

 

-

 

-

 

-

 

-

 

Elizabeth Bryan

21,954

 

-

 

-

 

-

-

 

 

23,737

 

-

 

-

 

-

 

-

 

-

 

Gordon Cairns

17,038

 

-

 

-

 

-

-

 

 

17,038

 

-

 

-

 

-

 

-

 

-

 

Robert Elstone

 

10,000

 

-

 

-

 

-

 

-

 

-

 

Peter Hawkins

15,218

 

-

 

-

 

1,465

-

 

 

15,218

 

-

 

-

 

1,465

 

-

 

1,370

 

Carolyn Hewson

16,348

 

-

 

-

 

-

-

 

Lindsay Maxsted

15,360

 

-

 

-

 

-

-

 

Graham Reaney

75,361

 

-

 

-

 

-

-

 

Ann Pickard

 

9,800

 4

-

 

-

 

-

 

-

 

-

 

Peter Wilson

16,087

 

-

 

-

 

-

-

 

 

16,598

 

-

 

-

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of BTIM Ordinary
 Shares

 

 

 

 

 

 

 

 

BT Investment Management Limited

 

 

 

 

 

 

 

 

Former Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

Ted Evans

 

24,408

 5

-

 

-

 

-

 

-

 

-

 

Carolyn Hewson

29,937

 

-

 

-

 

-

-

 

 

16,348

 6

-

 

-

 

-

 

-

 

-

 

Graham Reaney

 

75,361

 7

-

 

-

 

-

 

-

 

-

 

 

1      Gail Kelly’s interest in Westpac ordinary shares grantedincludes 118,850 restricted shares held under the CEO Restricted Share Plan in relation to the CEO’s sign-on arrangements.Plan.

2      Options issued under the Chief Executive OfficerCEO Performance Plan.

3      Share rights issued under the Chief Executive OfficerCEO Performance Plan.

4Ann Pickard’s relevant interests arise through holding 1,960 Westpac American Depository Shares (ADS). One ADS is comprised of five Westpac fully paid ordinary shares.

5Figure displayed is as at Ted Evans’ retirement date of 14 December 2011.

6Figure displayed is as at Carolyn Hewson’s retirement date of 30 June 2012. As at 30 June 2012, Carolyn Hewson also held relevant interests in 27,937 ordinary shares in BT Investment Management Limited.

7Figure displayed is as at Graham Reaney’s retirement date of 14 December 2011.

2012 WESTPAC GROUP ANNUAL REPORT

47




b)    Other relevant interests as at 25 November 20112012

 

Certain subsidiaries of Westpac offer a range of registered schemes and infrastructure notes.schemes. The Directors from time to time invest in these schemes and notes and are required to provide a statement to the ASX when any of their interests in these schemes or notes change (except interests in a number of cash management trusts)1. The levelDirectors currently hold no relevant interests in any registered schemes of interest held by Directors is set out below.Westpac.

 

The level of interests held directly and indirectly by Directors as at 2 November 2011

Relevant Interests
in  Infrastructure
Notes
1

Relevant Interests in
Cash Management Trusts
(Units)
2

Other Relevant Interests
 in Registered Schemes
 (Units)

Date of Last
Notification to
the ASX

Elizabeth Bryan

-

-

-

26 August 2011

John Curtis

-

-

-

26 August 2011

1As advised to the ASX on 26 August 2011, Elizabeth Bryan and John Curtis had relevant interests in Infrastructure Notes which were redeemed on 24 June 2011.

2ASIC has exempted each Director from the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539), BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928), BT Institutional Managed Cash Fund (ARSN 088 832 491) or BT Institutional Enhanced Cash Fund (ARSN 088 863 469).

Annual Report 201147



c)Indemnities and insurance

 

Under our constitution,the Westpac Constitution, unless prohibited by statute, we must indemnify each of the Directors and Company Secretaries of Westpac and of each of our related bodies corporate (except related bodies corporate listed on a recognised stock exchange), each employee of Westpac or our subsidiaries (except subsidiaries listed on a recognised stock exchange), and each person acting as a responsible manager under an Australian Financial Services Licence of any of Westpac’s wholly-owned subsidiaries against every liability incurred by each such person in their capacity as director, company secretary, employee or responsible manager, as the case may be; and all legal costs incurred in defending or resisting (or otherwise in connection with) proceedings, whether civil or criminal or of an administrative or investigatory nature, in which the person becomes involved because of that capacity.

 

Each of the Directors named in this Directors’ report and each of the Company Secretaries of Westpac has the benefit of this indemnity.

 

Consistent with shareholder approval at the 2000 AGM,Annual General Meeting, Westpac has entered into a Deed of Access and Indemnity with each of the Directors, which includes indemnification in identical terms to that provided in our constitution.the Westpac Constitution.

 

Westpac also executed a deed poll in September 2009 providing indemnification equivalent to that provided under our constitutionthe Westpac Constitution to individuals acting as:

 

§         statutory officers (other than as a director) of Westpac;

 

§         directors and other statutory officers of wholly-owned subsidiaries of Westpac; and

 

§         directors and statutory officers of other nominated companies as approved by Westpac in accordance with the terms of the deed poll and Westpac’s contractual indemnity policy.

 

Some employees of Westpac’s related bodies corporate and responsible managers of Westpac and its related bodies corporate are also currently covered by a deed poll that was executed in November 2004, which is in similar terms to the September 2009 deed poll.

Our constitutionThe Westpac Constitution also permits us, to the extent permitted by law, to pay or agree to pay premiums for contracts insuring any person who is or has been a Director or Company Secretary of Westpac or any of its related bodies corporate against liability incurred by that person in that capacity, including a liability for legal costs, unless:

 

§         we are forbidden by statute to pay or agree to pay the premium; or

 

§         the contract would, if we paid the premium, be made void by statute.

 

Under the September 2009 deed poll, Westpac also agrees to provide directors’ and officers’ insurance to directorsDirectors of Westpac and directorsDirectors of Westpac’s wholly-owned subsidiaries.

 

For the year ended 30 September 20112012, the Group has insurance cover in respect of the amounts which we may have to pay under the indemnities set out above. That cover is subject to the terms and conditions of the relevant insurance, including but not limited to the limit of indemnity provided by the insurance. The insurance policies prohibit disclosure of the premium payable and the nature of the liabilities covered.

 

d)    Options and share rights outstanding

 

As at the date of this report there are 10,774,7628,738,069 share options outstanding and 3,568,7564,070,157 share rights outstanding in relation to Westpac ordinary shares. The expiry date of the share options range between 920 January 20122013 and 1 March 2019December 2018 and the weighted average exercise price is $22.55.$23.47. The latest dates for exercise of the share rights range between 20 January 2013 and 1 August 2021.September 2022.

 

Holders of outstanding share options and share rights outstanding in relation to Westpac ordinary shares do not have any rights under the share options and share rights to participate in any share issue or interest of Westpac or any other body corporate.

 

e)    Proceedings on behalf of Westpac

 

No person has applied to the Court under section 237 of the Corporations Act 2001for leave to bring proceedings on behalf of Westpac, or to intervene in any proceedings to which Westpac is a party, for the purpose of taking responsibility on behalf of Westpac for all or part of those proceedings.

 

No proceedings have been brought or intervened in on behalf of Westpac with leave of the Court under section 237 of the Corporations Act 2001.Act.


 

1

ASIC has exempted each Director from the obligation to notify the ASX of a relevant interest in a security that is an interest in BT Cash Management Trust (ARSN 087 531 539), BT Premium Cash Fund (ARSN 089 299 730), Westpac Cash Management Trust (ARSN 088 187 928), BT Institutional Managed Cash Fund (ARSN 088 832 491) or BT Institutional Enhanced Cash Fund (ARSN 088 863 469).

48

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT


5. Environmental disclosureENVIRONMENTAL DISCLOSURE

 

The Westpac Group’s environmental framework starts with ‘Our Principles for Doing Business’, which outline our broad environmental principles. This framework includes:

 

§         our environmental policy statement ‘Westpac and the Environment: Our Environmental Policy’, which has been in place since 1992;

 

§         our Sustainable Supply Chain Management framework; and

 

§         public reporting of our environmental performance. We also participate in a number of voluntary initiatives including the Carbon Disclosure Project, the Equator Principles and the United Nations Global Compact CEO Water Mandate.

 

In 2008, we launched a five-year climate change strategy. The strategy outlines specific objectives for our direct environmental impacts, and continued engagement and advocacy along our value chain with customers and suppliers. We continue to work within the framework set down in the strategy.


48Westpac Group



Directors’ report


The Group is required to comply with the NSW Energy Administration Amendment (Water & Savings) Act 2005 (NSW)(EAA). We comply with our obligations pursuant to the EAA as a designated energy user and a designated water user through an:

an Energy Savings Action Plan for Westpac’s North Ryde site which was approved by the NSW Government on 14 February 2008. The final Annual Progress Report for the North Ryde site was submitted for this year on 3028 September 2011.2012. We comply with our obligations under the EAA and the Action Plan; and

Energy Savings Action Plan and a Water Savings Action Plan for the St.George House Building at Kogarah. Both action plans were approved by the NSW Government during 2006 and require Annual Progress Reports (submitted to the NSW Government by 31 December each year). We comply with our obligations under the EAA and these Action Plans.Plan.

 

The National Greenhouse and Energy Reporting Act 2007 (Cth) (National Greenhouse Act) came into effect in July 2008. The Group reports on greenhouse gas emissions, energy consumption and production under the National Greenhouse Act for the period 1 July through 30 June each year.

 

The Group is subject to the reporting requirements of the Energy Efficiency Opportunities Act 2006 (Cth) (EEO) (EEO Act), which requires a report to be submitted to the Commonwealth Government and the public identifying and evaluating cost effective energy savings opportunities. The Group registered under the EEO Act on 24 March 2010 and our2010. Our Assessment and Reporting Schedule was submitted on 22 December 2010. The firstsecond public and government report will be submitted to the Commonwealth Government by 31 December 2011.2012. The public report will beis available on the Westpac website.website once it is submitted. We comply with our obligations under the EEO Act.

 

Our operations are not subject to any other particular and significant environmental regulation under any law of the Commonwealth of Australia or of any State or Territory of Australia. We may, however, become subject to environmental regulation as a result of our lending activities in the ordinary course of business and we have policies in place to ensure that this potential risk is addressed as part of our normal processes.

 

We have not incurred any liability (including for rectification costs) under any environmental legislation.

 

Further details on our environmental performance, including progress against our climate change strategy and details of our emissions profile are available on our website at www.westpac.com.au/about-westpac/sustainability-and-community.aboutwestpac/sustainability-and-community.

6. Rounding of amountsROUNDING OF AMOUNTS

 

Westpac is an entity to which ASIC Class Order 98/100 dated 10 July 1998, relating to the rounding of amounts in Directors’ reportsreport and financial reports, applies. Pursuant to this Class Order, amounts in this Directors’ report and the accompanying financial report have been rounded to the nearest million dollars, unless indicated to the contrary.

 

7. Political expenditurePOLITICAL EXPENDITURE

 

In line with Westpac policy, no cash donations were made to political parties during the financial year ended 30 September 2011.2012. The expenditure reflected in the table below relates to payment for participation in legitimate political activities where there wasthey were assessed to be of direct business benefit to Westpac. Such activities include business observer programs attached to annual party conferences, policy dialogue forums and other political functions such as speeches and events with industry participants.

 

Political expenditure, year ended 30 September 20112012

Australia

 

Amount
$
1

Australian Labor Party

 

30,55987,232.50

Liberal Party of Australia

 

20,390106,464.00

National Party of Australia

 

11,4509,440.00

Total

62,399203,136.50

 

1      Represents aggregate amount at both Federal and State/Territory levels.

 

New Zealand

The totalThere was no expenditure on political activities in New Zealand for the year ended 30 September 2011 was NZ$5,565.2012. In line with Westpac policy, no cash donations were made to political parties in New Zealand during the year.


 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

49



 

8. Directors’ meetingsDIRECTORS’ MEETINGS

 

Each Director attended the following meetings of the Board and Committees of the Board during the financial year ended 30 September 2011:2012:

 

Notes

Board Meetings

 

Audit
Committee

 

Risk
Management Committee

 

Nominations
Committee

 

Remuneration
Committee

 

Sustainability
Committee

 

Technology
Committee

Notes

Board Meetings

 

Board Audit
Committee

 

Board Risk
Management
Committee

 

Board
Nominations
Committee

 

Board
Remuneration
Committee

 

Board
Sustainability
Committee
13

 

Board
Technology
Committee

Number of meetings
held during the year

Number of meetings
held during the year

10

 

4

 

4

 

5

 

5

 

3

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Director

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

 

A

B

Lindsay Maxsted

1

9

9

 

4

4

 

4

4

 

4

4

 

 

 

 

 

 

 

 

 

Gail Kelly

2

9

9

 

 

 

 

 

 

 

 

 

 

 

 

 

2

2

 

3

3

John Curtis

3

9

9

 

2

2

 

4

4

 

4

3

 

5

5

 

 

 

 

 

 

Robert Elstone

4

6

6

 

2

2

 

2

2

 

 

 

 

 

 

 

 

 

 

1

1

Ted Evans

1

10

10

 

4

4

 

4

4

 

5

5

 

-

-

 

-

-

 

3

3

5

3

3

 

1

1

 

1

1

 

1

1

 

 

 

 

 

 

 

1

1

John Curtis

2

10

10

 

4

4

 

4

4

 

5

5

 

5

5

 

-

-

 

-

-

Gail Kelly

3

10

9

 

-

-

 

-

-

 

-

-

 

-

-

 

3

2

 

3

2

Elizabeth Bryan

4

10

10

 

4

4

 

4

4

 

5

5

 

3

3

 

-

-

 

3

3

6

9

9

 

2

2

 

4

4

 

4

4

 

5

5

 

 

 

 

3

3

Gordon Cairns

5

10

10

 

4

3

 

4

3

 

1

1

 

5

5

 

-

-

 

-

-

7

9

9

 

2

2

 

4

4

 

 

 

 

5

5

 

 

 

 

 

 

Peter Hawkins

6

10

10

 

4

4

 

4

4

 

4

4

 

-

-

 

-

-

 

3

3

8

9

8

 

4

4

 

4

4

 

4

4

 

 

 

 

 

 

 

3

3

Carolyn Hewson

7

10

10

 

4

4

 

4

4

 

5

5

 

5

5

 

-

-

 

-

-

9

7

7

 

2

2

 

3

3

 

3

3

 

4

4

 

 

 

 

 

 

Lindsay Maxsted

8

10

10

 

4

4

 

4

4

 

5

5

 

-

-

 

-

-

 

-

-

Ann Pickard

10

7

7

 

 

 

 

2

2

 

 

 

 

2

2

 

 

 

 

 

 

Graham Reaney

9

10

10

 

4

4

 

4

4

 

-

-

 

-

-

 

3

3

 

-

-

11

3

3

 

1

1

 

1

1

 

 

 

 

 

 

 

1

1

 

 

 

Peter Wilson

10

10

10

 

4

4

 

4

4

 

5

5

 

-

-

 

3

3

 

-

-

12

9

9

 

4

4

 

4

4

 

4

4

 

 

 

 

2

2

 

 

 

 

This table shows membership of standing committees of the Board. From time to time the Board may form other Committees or request Directors to undertake specific extra duties.

 

A - Meetings eligible to attend as a member

B - Meetings attended as a member

 

Unless otherwise stated, each Director has been a member, or the Chairman, of the relevant Committee for the whole of the period from 1 October 2010.2011.

 

1    Lindsay Maxsted was appointed as Chairman of the Board on 14 December 2011. Chairman of the Board Nominations Committee from 1 July 2012. Member of the Board Nominations Committee until 9 August30 June 2012. Chairman of the Board Audit Committee until 13 December 2011 and Member from 14 December 2011. He is aMember of the Board Risk Management Committee.

2Member of the Board Technology Committee and member of the AuditBoard Sustainability Committee Risk Management Committee, Technology Committee and from 9 August 2011 a member of the Nominations Committee.up to its dissolution on 6 March 2012.

23    Chairman of the Remuneration Committee from 15 December 2010. He is a member of the Audit Committee, Risk Management Committee, Nominations Committee and up until his appointment on 15 December 2010 as Chairman, he was a member of theBoard Remuneration Committee.

3Member of the Sustainability Committee and Technology Committee.

4Chairman of the Risk Management Committee from 15 December 2010. She was Chairman of the Technology Committee until 15 December 2010. She is a member of the Audit Committee, Nominations Committee and Remuneration Committee and, from 15 December 2010, a member of the Technology Committee and up until her appointment as Chairman, she was a member of the Risk Management Committee.

5Chairman of the Remuneration Committee until 15 December 2010. Member of the Audit Committee,Board Risk Management Committee and from 15 December 2010, a memberthe Board Nominations Committee. Member of the Remuneration Committee. HeBoard Audit Committee until 6 March 2012.

4Robert Elstone was appointed as a memberDirector on 1 February 2012. Member of the NominationsBoard Risk Management Committee, until 15the Board Audit Committee and the Board Technology Committee from 6 March 2012.

5Ted Evans retired as Chairman and Director of the Board and its Committees on 14 December 2010.2011.

6    Chairman of the Technology Committee from 15 December 2010. He is a memberBoard Risk Management Committee. Member of the Board Nominations Committee, the Board Remuneration Committee and the Board Technology Committee. Member of the Board Audit Committee until 6 March 2012.

7Member of the Board Risk Management Committee and from 15 December 2010, a member of the Nominations Committee and up until his appointment as Chairman, he was a member of the TechnologyBoard Remuneration Committee.

7Chairman of the Nominations Committee from 9 August 2011. Chairman of the Risk Management Committee until 15 December 2010. Member of the Board Audit Committee Remuneration Committee and, from 15 December 2010, a member of the Risk Management Committee. She was a member of the Nominations Committee to 9 August 2011.until 6 March 2012.

8    Chairman of the AuditBoard Technology Committee. He is a memberMember of the Board Audit Committee, the Board Risk Management Committee and the Board Nominations Committee.

9    Member of the Board Audit Committee until 6 March 2012. Carolyn Hewson retired from the Board and its Committees on 30 June 2012.

10Ann Pickard was appointed as a Director on 1 December 2011. Member of the Board Risk Management Committee and Sustainability Committee.the Board Remuneration Committee from 6 March 2012.

11Graham Reaney retired from the Board and its Committees on 14 December 2011.

1012   Chairman of the Sustainability Committee. He is a memberBoard Audit Committee from 14 December 2011. Member of the Board Audit Committee until 13 December 2011. Member of the Board Risk Management Committee and the Board Nominations Committee. Chairman of the Board Sustainability Committee up to its dissolution on 6 March 2012.

13On 6 March 2012, the Board re-assumed responsibility for the oversight and monitoring of sustainability and dissolved the Board Sustainability Committee.

 

All Directors receive the papers for all meetings of the Board and allfor Board Committee meetings and are invited to attend all Committee meetings (even whereof which they are not members of the relevant Committee).a member. The above table only sets out attendance by members of the relevant Board Committees. It does not reflect attendance at Committee meetings by other Directors who were not members of the relevant Committee.

 

50

2012 WESTPAC GROUP ANNUAL REPORT

50Westpac Group



 

Directors’ report

DIRECTORS’ REPORT

 

9. Remuneration reportREMUNERATION REPORT

 

 

Introduction from the Chairman of the Board Remuneration Committee

Dear Shareholder,


We are pleased to present Westpac’s 20112012 Remuneration Report (Report).

 

Over the past twelve months, the Board has continued to refine our remuneration practices and policies following the substantive changes made last year. We continue to be mindful of the changing external market with regard to executive remuneration and of shareholder expectations that Westpac’s approach to managing executive remuneration reflects today’s world. It is in this context that the Board reviewed our executive reward policy during the year and made further changes to components of our executive reward framework.

Our philosophy

We believe that Executive Reward is designed to:

§motivate executives to strong performance against short and long-term performance measures;

§appropriately manage risk;

§link pay to shareholder interests; and

§attract and retain high performing executives.

Our framework

We made two important changes to components of the framework to apply for the 2012 performance year:

1.We have established a policy to align the target pay mix for the CEO and Senior Executives, that is, the percentage in fixed remuneration, short-term incentive (STI) and long-term incentive (LTI). Under the new policy, 34% will be equally allocated to fixed remuneration and STI, and 32% to LTI. This approach increases the weighting of LTI and reduces the emphasis on STI. The new policy will apply to existing Senior Executives over time with annual remuneration adjustments directed to the LTI target until the desired pay mix is achieved.

2.We have reduced the maximum opportunity available under the STI plan from 200% to 150% of target.

The realignment of the STI and LTI opportunities and the reduction of the STI plan maximum will rebalance executive reward going forward and provide an even stronger alignment with the long-term interests of shareholders.

Executive pay

We did not increase the fixed remuneration or incentive targets in 2012 for the CEO or Senior Executives, except where there was a change in role or a significant market anomaly. In these cases, the majority of the increase was allocated to the LTI target and so value is delivered only if future performance hurdles are achieved.

We have done the same for 2013 and we will not be increasing the remuneration of the CEO, Senior Executives or the majority of General Managers across the Group. We have made this decision acknowledging the continued challenges of delivering sustainable performance in a number of changeslow growth environment across our industry. We are confident that the existing ‘at risk’ incentive arrangements allow us to recognise and reward high performance across our business.

Risk and governance

In 2012, we maintained our active engagement with regulators, contributing to the consultation process and industry forums.

The Board is confident that Westpac’s remuneration framework positions us well to respond to the evolving legislative and regulatory environment.

In preparing this year’s Report, we have aimed to further improve the clarity of presentation of our remuneration policies, practices and outcomes. We have included a section ‘Linking Reward and Performance’ where we outline the performance highlights for the year and the resulting remuneration outcomes for the CEO and Senior Executives. For example,ease of review, we have introduced a table in Section 3.3 of this Report showing the actual remuneration awarded and paid to the Managing Director & Chief Executive Officer (CEO) and senior executives during the 2011 financial year. This supplements theincluded all statutory remuneration disclosures we are required to make.

Key changes to Remuneration Policy in 2011

In last year’s report, based on an earlier review of market practice, we announced our intention to:

increase the percentage of short-term incentive (STI) that senior executives receive in Westpac shares from 25% to 40%;

extend the total vesting period for those shares from two years to three years (vesting will occur equally at one two and three years);

remove re-testing from our long-term incentive (LTI) scheme for grants made in or after December 2011; and

introduce a second performance hurdle for our LTI scheme, in addition to the existing total shareholder return (TSR) hurdle.

The changes to the deferral arrangements for the executive STI scheme will be implemented for STI awards granted in 2011.

For STI awards made in 2011, the Board will have the discretion to reduce or cancel unvested deferred STI where material risk or financial-related information has come to light since the initial award was made. This will further enhance the alignment of executive remuneration with shareholder interests.

In August 2011, the Board approved a recommendation made by the Remuneration Committee to remove re-testing for future LTI grants and to introduce Cash Earnings Per Share (Cash EPS) Growth as the second LTI performance hurdle. These changes will be implemented for LTI grants made in December 2011.

The selection of Cash EPS Growth as our second performance hurdle was approved by the Board after considering an independent review completed for the Remuneration Committee by Guerdon Associates, feedback from investors and their advisers and based on the Board’s own assessment of a number of LTI performance measures.

For LTI grants made in December 2011, 50% of the allocation value will be subject to the Cash EPS Growth hurdle and 50% will continue to be subject to the current TSR hurdle.

Additional details on these changes to our LTI scheme are included in Section 1.2section of the Report.

 

RiskFinally, as a Board, we believe our role is to balance the competing priorities of managing against a changing external remuneration environment whilst still attracting and governance

During the year, remuneration risk and governance evolved significantly with the introduction of new legislation and regulations, both domestically and globally. The Remuneration Committee has continued to monitor, and make changes where necessary to our remuneration frameworks, policies and practicesretaining high calibre executives to ensure they meet current legislative and regulatory requirements.

The Remuneration Committee met with representatives from APRA in July to discuss our remuneration arrangements, with particular focus on how we integrate risk into our remuneration practices.

The Board appointed Guerdon Associates as its independent consultant to advise on matters relating to executive remuneration. Guerdon Associates advised the Board on the review of the LTI scheme and on benchmarking our CEO, senior executive and Non-executive Director remuneration as part of our annual remuneration review.

The Board isWestpac’s ongoing success. We are confident that the changes made during the year to Westpac’s remunerationour current policies, framework policy and practicesoutcomes presented in this Report are consistent with prudent risk management, strong governance principles and at the same time incent our senior executives to deliver superior long-term results for our shareholders.appropriate in that context.

 

As always,ever, we welcome your feedback as we strive to make the reportReport simpler and easier to understand.

 

 

 

GRAPHICGRAPHIC

 

John Curtis

Chairman – Board Remuneration Committee


 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

51



 


1.Remuneration snapshot

 

This section provides an overview of the Group’s remuneration arrangements during 2011.the 2012 financial year.

 

1.1Significant factors impacting remuneration this year

Following an improvement in 2010, economic conditions deteriorated again during the second half of 2011. Notwithstanding that our businesses have been impacted by overall weaker domestic conditions, growing volatility in the global financial sector and natural disasters, the Group’s financial performance was sound. The consequential impact on our performance during the year was taken into account in the 2011 remuneration review process, including for senior executive remuneration.

1.1. Remuneration levels

In May 2009, we responded to the challenges presented by the global financial crisis by freezing fixed remuneration levels and variable reward targets for the CEO and senior executives1.

More stable market conditions and improving results enabled us to recommence remuneration reviews from 1 October 2010.

Our performance during the year, and associated remuneration implications, are discussed in more detail in the Section 3.

Regulatory changes

2011 continued to be a year of significant regulatory evolution for remuneration and governance practices, both in Australia and internationally.

The following actions were undertaken during the year in response to regulatory and legislative developments:

our Board Remuneration Committee Charter was reviewed and updated to reflect new responsibilities under changes to the Corporations Act 2011 (the Act);

a process for engaging remuneration consultants on or after 1 July 2011 was developed and implemented to ensure compliance with new requirements of the Act. The key operational changes relate to the process for engagement of remuneration consultants providing recommendations on Key Management Personnel (KMP) remuneration. Those consultants are directly engaged by the Remuneration Committee through its Chairman with associated protocols for meeting strict independence of the consultant;

a review of remuneration structures for UK based employees was conducted to ensure compliance with the Financial Services Authority (FSA) Code requirements. Although some adjustments were required, the review found us largely compliant with the Code;

the Board Remuneration Committee met with APRA in July 2011 to review Westpac’s remuneration and governance frameworks against its prudential standard APS 510 and emerging global practices; and

continued active contribution to the development of emerging regulatory and legislative requirements through the lodgement of submissions, participation in consultation processes and industry forums.

The Board is confident that Westpac’s remuneration strategy, principles and framework positions us well to respond to further legislative and regulatory changes expected in 2012.

1.2CEO and senior executive remuneration

Remuneration principles and strategy

Our remuneration strategy is designed around six principles:

talented employees;

pay for performance;

competitive and fair;

aligned with shareholders’ interests;

risk adjusted remuneration; and

simple, flexible and transparent.

Our strategy, based on these principles, is to attract and retain talented employees by rewarding them for achieving high performance, developing sustainable customer relationships and delivering superior long-term results for our shareholders. The strategy also incorporates sound principles of risk management and governance.

 

Executive remuneration framework

The executive remuneration framework for the CEO and senior executives has three components.Senior Executives (Group Executives and members of Westpac’s Executive Team) are remunerated based on a Total Reward framework which is designed to:

 

§motivate executives to strong performance against short and long-term performance measures;

§appropriately manage risk;

§link pay to shareholder interests; and

§attract and retain high performing executives.

The Total Reward framework has three components and, in aggregate, is benchmarked against relative financial services competitors.

Fixed remuneration – takes into account the size and complexity of the role, individual responsibilities, experience, skills and disclosed market-related pay levels.levels within the financial services industry. Fixed remuneration refers to fixed package which comprisesincludes cash salary, and salary sacrifice items plusand employer superannuation.superannuation contributions.

 

STIShort-term incentive (STI) – comprises cash and deferred shares. The level of payment is determined based on an STI target set using similar principles to those used for fixed remuneration, and on individual, divisional and Group performance objectives for the year. These arePerformance is measured against risk-adjusted financial targets and non-financial targets that support the Group’s short and long-term strategy.

 

LTILong-term incentive (LTI) is comprised of performance share rights, which vest over a three-yearthree year period if performance hurdles are achieved. The amount of the award takes into account market benchmarks, individual performance over time, succession potential and key skills.


 

1Senior executives are named in Section 1.4 in this Remuneration Report.

52Westpac Group



Directors’ report


Executive remuneration framework changes in 20112012

 

WhilstWhile our remuneration strategy and principles remain unaltered, we continued to evolve our executive remuneration framework during 2011. At a high level,unchanged, the resultant changes include a greater proportion of total remuneration for senior executives being granted in equity and longer deferral periods to allow more time for risks to emerge. In summary, theBoard approved two key changes to our executive remuneration framework and policies for 2011 are:

Changes to STI

The percentagein May this year, both of STI that senior executives receive in Westpac shares increased from 25% to 40%.

The deferral periodwhich were implemented for the STI now extends to three years (previously 50% vesting after one year and 50% vesting after two years for the CEO and 100% vesting after two years for the majority of senior executives).

For STIs awarded to senior executives from December 2011 onwards, the Board’s discretion has been expanded to reduce or cancel unvested securities where material risk or financial-related information has come to light since the grant of the deferred equity and the Board subsequently considers that the initial grant of deferred equity was not justified.

Changes to LTI

2012 performance year. The Board approved the following changes to Westpac’s future LTI arrangements, which take effect for LTI grants made in and after December 2011:

the introduction of Cash EPS Growth as a second performance hurdle. 50% of LTI allocations will be subject to the Cash EPS Growth hurdle and 50% will continue to be subject to the current TSR hurdle; and

the removal of re-testing.

Following an independent review completed for the Boardwere informed by market benchmarking reports provided by Guerdon Associates feedback from investors andin making their advisers anddecision regarding the Board’s own assessment of a number of LTI performance measures, Cash EPS was selected as the second performance measure for the following reasons:

Transparency – Cash EPS is featured in annual disclosures with a consistent definition;

Management line of sight and influence;

Market practice – EPS is a common second performance hurdle in ASX top 50 companies;

Cash EPS is a basis for equity analyst and fund manager valuations; and

Strong alignment with Westpac shareholder interests.

Features of the Cash EPS Growth Hurdle

Cash EPS Growth will be measured using three year compound annual growth rates.

The Board will set three year Threshold and Maximum targets each year informed by a range of factors considered relevant by the Board including the Group’s strategic planning process and analyst forecasts for the major Australian banks.

50% of the Cash EPS Growth tranche will vest on achievement of the Threshold target and 100% will vest on achievement of the Maximum target. Consistent with our TSR hurdle, there will be straight line vesting between the Threshold and Maximum levels of performance.

As Westpac does not issue market guidance, given the market sensitivity of the Cash EPS Growth targets, the Threshold and Maximum targets have been determined by the Board as appropriately stretching and will be disclosed on vesting of awards at the end of the three year performance period.changes.

 

a) Target remunerationpay mix – CEO and Senior Executives

 

A targetrevised pay mix policy was approved to apply to all new appointments at the CEO or Senior Executive level. Under the new policy, 34% of a Senior Executive’s Target Total Reward will be equally allocated to fixed remuneration and STI. The remaining 32% of the Target Total Reward will be allocated to LTI. The changes will deliver a greater proportion of Total Reward as LTI (which is subject to 3 year performance hurdles) and result in a greater proportion of Total Reward being deferred over a longer period. The revised pay mix will be achieved over time for existing Senior Executives, with annual remuneration adjustments directed towards LTI until the desired pay mix is determined for each management level,achieved. We believe the approach provides a stronger alignment with the proportionlong-term interests of performance-based rewards increasing with the level of responsibility and the critical nature of the role.

The following diagram illustrates the 2011 target remuneration mix for the CEO and the average 2011 target remuneration mix for Group Executives.shareholders.

 

GRAPHIC

 

LTI – Performance share rights (December 2010 grant)

three to five year performance period

value only received if Westpac performs at or above peer group median

 

Deferred STI – Restricted shares

 

40% of STI outcome for the majority of senior executives

Cash STIrestricted for up to three years subject to service conditions

 

STI paid as cash

60% of STI outcome for the majority of senior executives

in December 2011

Fixed remuneration

 

including cash, salary sacrifice items and employer superannuation

 

b) STI – CEO and Senior Executives

The STI scheme was reviewed with two changes approved by the Board:

§in light of shareholder sentiment regarding Executive pay levels, the maximum STI opportunity was reduced from 200% of target to 150% of target; and

§as a result of the increased weighting of LTI, which has a 3 year vesting profile, the vesting profile for deferred STI has been adjusted to 2 years (previously 3 years). This change brings Westpac in line with current practice amongst the major Australian banks.


 

52

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 201153



 

For the CEO and senior executives, the target remuneration mix has been designed to achieve an appropriate balance between short and long-term results. While the aggregate STI forms the largest component of target remuneration, deferring 40% of the STI as equity over three years results in the benefits typically achieved by using LTI (by aligning remuneration with shareholder interests and retaining talented executives).

DIRECTORS’ REPORT

 

1.31.2. Remuneration for all other employees

The remuneration strategy for all other employees isremains aligned with our approach for senior executives.Senior Executives. In particular:

 

§         fixed remuneration is aligned to the market and is reviewed annually;

§         we provide superannuation for employees in Australia, New Zealand and some other countries in which we operate;

§         employees have the opportunity to participate in an STI scheme designed to support the objectives of their division and the Group, including risk management. In some cases a portion is deferred;

§         key employees may also receive an LTI award in the form of deferred shares; and

§         eligible employees may receive an annual award of Westpac ordinary shares up to the value of $1,000 under the Employee Share Plan provided the Group meets at least one of two hurdles: an increase in share price or in customer advocacy. The CEO, Senior Executives and any employees who received an STI award deferred into equity or an LTI award during the year are not eligible to receive an Employee Share Plan award for that year.

1.4 KMP1.3. Key management personnel remuneration disclosed in this reportReport

The remuneration of key management personnel (KMP) for the Westpac Group is disclosed in this Report. In 2012, KMP included Non-executive Directors, the CEO and Senior Executives who report to the CEO and/or lead significant parts of the business.

CEO and senior executivesSenior Executives

The remunerationMovements in the Senior Executive team during the year have resulted in changes to our KMP:

§Rob Chapman ceased to be a KMP upon vacating the role of Chief Executive Officer, St.George Banking Group on 31 March 2012. Although currently remaining an employee of the KMPs listedGroup it is expected that Rob will cease employment with Westpac in March 2013 resulting in payments comprising outplacement and statutory entitlements such as annual and long service leave. STI and LTI awards will be treated in accordance with his contract provisions;

§Rob Coombe vacated the table below is disclosed inrole of Group Executive, Westpac Retail & Business Banking effective 23 November 2011;

§Brian Hartzer was appointed to the Report.role of Chief Executive, Australian Financial Services effective 25 June 2012; and

§Jason Yetton was appointed to the role of Group Executive, Westpac Retail & Business Banking effective 24 November 2011.

 

Name

Position

Term as KMP

Gail Kelly

Managing Director & Chief Executive Officer

Full Year

GroupSenior Executives

John Arthur

Group Executive, Counsel & Secretariat

Rob Chapman1

Chief Executive, St.George Banking GroupOperating Officer

Full Year

Peter Clare2

Group

Chief Executive Product & OperationsOfficer, Westpac New Zealand Limited

Full Year

Philip Coffey

Chief Financial Officer

Full Year

Brad Cooper

Chief Executive Officer, BT Financial Group

Full Year

George Frazis3

Chief Executive Officer, St.George Banking Group

Full Year

Peter Hanlon4

Chief Executive, Australian Financial Services

Full Year

Brian Hartzer

Chief Executive, Australian Financial Services

Part Year

Christine Parker

Group Executive, Human Resources & Corporate Affairs

Full Year

Greg Targett

Chief Risk Officer

Full Year

Rob CoombeWhitfield

Group Executive, Westpac Institutional Bank

Full Year

Jason Yetton

Group Executive, Westpac Retail & Business Banking

Part Year

Former Senior Executives

 

Brad CooperRob Chapman

Chief Executive Officer, BT FinancialSt.George Banking Group

George Frazis

CEO, Westpac New Zealand Limited

Peter Hanlon

Group Executive, People & Transformation

Bob McKinnon

Group Executive, Technology

Greg Targett

Chief Risk OfficerPart Year

Rob WhitfieldCoombe

Group Executive, Westpac Institutional BankRetail & Business Banking

Part Year

1John Arthur was the Group Executive, Counsel & Secretariat prior to his appointment to the new role of Chief Operating Officer on 24 November 2011.

2Peter Clare was the Group Executive, Product and Operations until his appointment as the Chief Operating Officer, Australian Financial Services on 24 November 2011. He was subsequently appointed to the role of Chief Executive Officer, Westpac New Zealand Limited on 1 April 2012.

3George Frazis was the Chief Executive Officer, Westpac New Zealand Limited prior to his appointment to the role of Chief Executive Officer St.George Banking Group on 1 April 2012.

4Peter Hanlon has been disclosed for the full year given his contribution in key roles during the period.

2012 WESTPAC GROUP ANNUAL REPORT

53



 

Other Senior Executives

Curt Zuber

Group Treasurer

1Rob Chapman began exercising the functions of Chief Executive, St.George Banking Group from 1 October 2010 before being formally appointed to that role on 1 December 2010. Greg Bartlett retired on 1 December 2010 after facilitating an orderly transition at St.George over the period from 1 October 2010 until his retirement.


Non-executive Directors

 

Name

Position

Term as KMP

Ted Evans

Lindsay Maxsted

Chairman

Full Year

Ted Evans1

Former Chairman

Part Year

John Curtis

Deputy Chairman

Full Year

Elizabeth Bryan

Director

Full Year

Gordon Cairns

Director

Full Year

Robert Elstone2

Director

Part Year

Peter Hawkins

Director

Carolyn Hewson

Director

Full Year

Lindsay MaxstedCarolyn Hewson3

Director

Part Year

Graham ReaneyAnn Pickard4

Director

Part Year

Graham Reaney5

Director

Part Year

Peter Wilson

Director

Full Year


1Retired 14 December 2011.

2Appointed 1 February 2012.

3Retired 30 June 2012.

4Appointed 1 December 2011.

5Retired 14 December 2011.

 

54Westpac Group



Directors’ report


2.Governance and risk management

This section details the Group’s approach to governance and risk management as they relate to remuneration.

 

2.12.1. Governance

The Group’s remuneration policies and practices strive to fairly and responsibly reward employees, having regard to performance, Westpac’s risk management framework, the law and high standards of governance.

 

The role of the Board is to provide strategic guidance for the Group and effective oversight of management. In this way the Board is accountable to shareholders for performance. As part of this role, the Board has overall responsibility for remuneration, which includes:

approving individual remuneration levels for the CEO, Non-executive Directors, executives who report directly to the CEO, other persons whose activities in the Board’s opinion affect the financial soundness of the Group and any other person specified by APRA;

determining the corporate goals and objectives relevant to the remuneration of the CEO and evaluating the performance of the CEO in light of these objectives;

considering and approving the Group Remuneration Policy and remuneration structures for each category of persons1 covered by the Group Remuneration Policy;

approving the appointment of Group Executives and the General Manager Group Assurance and monitoring the performance of senior management; and

determining the size of bonus / incentive pools as part of the Group’s annual plan based on consideration of pre-determined business performance indicators and the financial soundness of the Group.remuneration.

 

The Remuneration Committee supports the Board. Its primary function is to assist the Board in fulfilling its responsibilities to shareholders with regard to remuneration. The Remuneration Committee monitors both the Group’s remuneration policies and practices, external remuneration practices, market expectations and regulatory requirements in Australia and internationally. The Committee’s purpose, responsibilities and duties are outlined in the Charter which is available on the Group’s website.

All Board Committee Charters are reviewed every two years. The Board Remuneration Committee:Committee Charter was reviewed and amended in May 2012.

Members of the Remuneration Committee during 2012

All members of the Remuneration Committee are independent Non-executive Directors. During 2012 the members were:

 

§         reviewsJohn Curtis (Chairman);

§Elizabeth Bryan;

§Gordon Cairns;

§Ann Pickard (Member from 6 March 2012); and makes recommendations to the Board in relation to the Group Remuneration Policy and assesses the Group Remuneration Policy’s effectiveness and compliance with Prudential Standards;

§Carolyn Hewson (Member until 30 June 2012).

 

Independent remuneration consultantreviews and makes recommendations to

During 2012, the Board on individual remuneration levels for the CEO, Non-executive Directors, other executives who report directly to the CEO, other persons whose activities in the Board’s opinion affect the financial soundness of the Group, any other person specified by APRA, and any other person the Board determines;

reviews and makes recommendations to the Board on remuneration structures, for each category of persons covered by the Group Remuneration Policy;

1This includes persons whose activities in the Remuneration Committee’s opinion may affect the financial soundness of Westpac and any other person specified by APRA.

reviews and makes recommendations to the Board on corporate goals and objectives relevant to the remuneration of the CEO, and the performance of the CEO in light of these;

reviews and makes recommendations to the Board in relation to approving any and all equity based plans;

oversees general remuneration practices and reward expenditure across the Group;

reviews and makes recommendations to the Board on the remuneration framework, policies and fee levels for Non-executive Directors of subsidiary boards;

reviews and makes recommendations to the Board on the size of the variable reward pool;

oversees the Group’s equity based plans, and makes recommendations to the Board relating to new plans and changes to existing plans; and

approves remuneration arrangements outside of the Group Remuneration Policy relating to those individuals or groups of individuals who are significant because of the sensitivity of their roles, precedent or disclosure implications.

During 2011, the Board appointedretained Guerdon Associates as its independent consultant to provide specialist adviceinformation on executive remuneration and other Group remuneration matters. These services are provided directly to the Remuneration Committee and are independent of management. The Chairman of the Remuneration Committee oversees the engagement of, remuneration arrangements for, and payment of, the independent consultant.

 

MembersWork undertaken by Guerdon Associates during 2012 included the provision of information relating to the Remuneration Committee during 2011

All membersbenchmarking of CEO and Senior Executive remuneration; the Remuneration Committee are independent Non-executive Directors. During 2011structure of remuneration (specifically pay mix and our STI scheme) and market practices; and analysis regarding our Earnings per Share (EPS) based LTI hurdle. No remuneration recommendations as prescribed under the members were:

John Curtis (Chairman from 15 December 2010);

Elizabeth Bryan (Member from 15 December 2010, commencing with her appointment as Chairman of the Board Risk Management Committee);

Gordon Cairns (Chairman until 15 December 2010); and

Carolyn Hewson.

Remuneration Committee Charter

The role and responsibilities of the Remuneration Committee are set outCorporations Act were made by Guerdon Associates in the Board Remuneration Committee Charter, which is available on the Group’s website at www.westpac.com.au/corporateresponsibility.

All Board Committee Charters are reviewed annually. The Board Remuneration Committee Charter was amended in August 2011. Further information about the Remuneration Committee is provided in the Corporate Governance Statement in this Annual Report.2012.

 

Other internal governance structures

The followingWestpac internal governance structures assist the Board and the Remuneration Committee to fulfil their responsibilities to shareholders regarding remuneration matters. The roles and responsibilitiesstructure includes three levels of these internal groups and committees, comprised of Westpac executives, are outlined below:


Annual Report 201155




Remuneration Oversight Committee – responsible for leadingCommittees (ROCs) which focus on the optimisationappropriateness and consistency of risk-adjusted remuneration across the Group, overseeing the Group Remuneration Policy, remuneration arrangements and the criteriaoutcomes within individual functions, divisions and rationale for recommending the total quantum of the Group variable reward pool as approved by the Board;

Divisional Remuneration Oversight Committees – responsible for designing and proposing incentive plans and monitoring remuneration outcomes for the respective division; and

Functional Remuneration Oversight Committees – responsible for reviewing incentive plans and remuneration outcomes for the respective functions so there is consistency and appropriateness across the Group. The Committees also reviewROCs support the Board Remuneration Committee by ensuring that the Group-wide remuneration structure for Riskframeworks and Financial Control employees so that their independence is not compromised.outcomes are consistent with the Board’s approved policy.

 

2.22.2. Risk management

The Group’s remuneration strategy, executive remuneration framework, policies and practices all reflect the sound risk management that is fundamental to the way we operate. The performance of each division within the Group is reviewed and measured with reference to how risk is managed and the results influence remuneration outcomes.

 

The executive remuneration framework specifically includes features to take account of risk. The framework is composed of a mix of fixed pay and variable reward, a portion of which is deferred. The CEO and senior executivesSenior Executives receive deferred compensation in two forms: deferred shares as part of the STI,STI; and an LTI award of performance share rights, which deliver value only if the Group meets or exceeds predetermined performance hurdles. These help to align the interests of the CEO and senior executivesSenior Executives with those of shareholders.


 

54

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT


Each year the Board determines the size of the variable reward pool. This is based on an assessment of how profit should be shared among shareholders, employees shareholders and retained for ongoing capital requirements. The primary financial indicator used is economic profit, which measures profitability adjusted for risk in the business. Cash earnings, cash earnings per share and dividends are also taken into account.

 

STI outcomes are based on both financial and non-financial measures, with the latter reflecting risk management outcomes and the Group’s progress on the implementation of our strategy. Economic profit accounted for 40% of the CEO’s and GroupSenior Executives’ scoreboards for 2011.2012. A performance measure related to the Board’s Risk Appetite Statement accounted for a further 10% of the CEO’s and GroupSenior Executives’ scoreboards. In addition, the CEO and each GroupSenior Executive is assessed on specific risk measures that may influence any discretionary adjustment to the scoreboard. Ultimately, the Board has 100% discretion with the STI outcome. We believe this discretion is vital to balance a mechanistic approach in determining performance and reward outcomes and to enable previous decisions (either good or bad) to be taken into account. This discretion may be exercised both up and down.

Shareholding requirements and hedging policy

To further align their rewardsinterests with shareholder returns,shareholders, the CEO and GroupSenior Executives are expected to build and maintain a substantial GroupWestpac shareholding within five years of beginning a Group Executivebeing appointed to their role. For the CEO the value of that shareholding is expected to be no less than five times her annual fixed package. For GroupSenior Executives, the expected minimum is $1.2 million.

 

Participants in the Group’s equity plans are forbidden from entering either directly or indirectly into hedging arrangements for unvested shares in their STI and LTI equity awards. No financial products of any kind may be used to mitigate the risk associated with these equity instruments. Any attempt to hedge these securities makes them liablesubject to forfeiture. These restrictions have been in place for forfeiture.some time and satisfy the requirements of the Corporations Act which prohibit hedging of unvested shares.

 

Approval of remuneration decisions

We aim to integrate effective risk management into the remuneration framework throughout the organisation. The Chairman of the Board Risk Management Committee is a member of the Remuneration Committee, and members of the Remuneration Committee are also members of the Board Risk Management Committee. In carrying out its duties, the Remuneration Committee can access personnel from risk and financial control, and engages external advisors who are independent of management.

We follow a strict process of ‘two-up’ approval for all remuneration decisions. This means that remuneration is approved by the next most senior person above the employee’s manager. This concept is also reflected in our requirement for the Board, based on recommendations from the Remuneration Committee, to approve:

 

§         performance outcomes and remuneration for the CEO and GroupSenior Executives; and

§         performance outcomes and remuneration for other executives who report directly to the CEO, other persons whose activities in the Board’s opinion affect the financial soundness of the Group and any other person specified by APRA.

 

Performance and remuneration outcomes for all General Managers (who report to GroupSenior Executives) are approved by the CEO, on the recommendation of the GroupSenior Executive to whom they report.

 

Any significant remuneration arrangements whichthat fall outside the Group Remuneration Policy are referred to the Remuneration Committee for review and approval.

 

Corporate values and culture

We actively focus on our corporate values and seek to ensure a culture of risk management is embedded throughout our organisation. The Group’s corporate values are: being part of one team, delighting customers, achievement, valuing each other and acting with integrity. Our bi-annual Culture Values Assessment1 asks employees what they value personally and what they believe are the values of the organisation. In 2010, these included values consistent with a culture of risk management, ‘compliance’, ‘accountability’ and ‘doing the right thing’. The Culture Values Assessment will be conducted again in 2012.

1Results of the Culture Values Assessment reported by Barrett Values Centre, August 2010.


56Westpac Group



Directors’ report

3.Executive Remunerationremuneration

3.1 Structure3.1. Remuneration structure and policy

a)Fixed remuneration

Fixed remuneration refers to fixed package, which comprises cash salary, and salary sacrifice items plusand employer superannuation.

 

The Group provides superannuation contributions of 9% of fixed package in line with statutory obligations. During 2011, two senior executives2012, one Senior Executive remained membersa member of the legacy defined benefit superannuation fundsfund (which areis closed to new members).

 

Fixed remuneration is reviewed annually and is effective from 1 January each year. For 2011, the Board approved fixed remuneration increases for the CEO and Group Executives, averaging 8%, afteryear taking into consideration the following:consideration:

 

§         fixed remuneration for the CEO had not been reviewed since she joined the Group in February 2008;roles and accountabilities;

fixed remuneration for Group Executives was not reviewed for the previous year as part of the Group’s response to the global financial crisis;

§         relative market benchmarks particularly within the financial services industry; and

§         to encouragethe attraction, retention and motivation of key executives given increasing competition for talent in a challenging environment.

 

There were no increases to fixed remuneration for the CEO or Senior Executives following the last annual remuneration review with the exception of three Senior Executives where there was a material change in role or a significant market anomaly:

§b)John Arthur – appointed to a new role as Chief Operating Officer effective 24 November 2011;

§Philip Coffey – where the role of Chief Financial Officer was expanded to include accountability for Group Strategy; and

§Greg Targett – market adjustment.


2012 WESTPAC GROUP ANNUAL REPORT

55



 

b) STI

STIs are usedSTI provides the opportunity for participants to motivateearn cash and reward executives for achievingdeferred equity incentives where specific outcomes have been achieved in the financial year. The CEO and Senior Executives each have a balanced scoreboard, which is reviewed and approved by the Board. The balanced scoreboard combines both annual financial and non-financial performance objectives that supportsupporting the Group’s strategic goals. The CEOshort and senior executives each have a financial target for STI and the actual STI award is assessed on a balanced scoreboard approach (subject to Board discretion) at up to 200% of target. 60% of the STI award is paid in cash and 40% is awarded in deferred equity.long-term goals.

 

STI targets

The CEO’s target STI targetopportunity for 20112012 was $3.6 million.

 

STI targets for GroupSenior Executives are set by the Remuneration Committee and approved by the Board at the beginning of each performance year based on a number of factors including market competitiveness and the nature of the role. The STI targets for the 2012 performance year did not increase for the CEO and Senior Executives whose fixed remuneration remained unchanged in 2012. The STI awards for GroupSenior Executives are managed within the Group-wide variable reward pool.

 

In 2012, the Board reduced the maximum STI opportunity available for the CEO and Senior Executives to 150% of target.

STI outcomes are subject to both a quantitative and qualitative assessment, including a risk management overlay, which is embedded in our scoreboard measurement process. The Board has the capacity to adjust STI outcomes (and reduce STI outcomes to zero if appropriate) during the assessment process.

STI structure

For 2011, 60% of theThe 2012 STI outcome for the CEO and GroupSenior Executives (excluding Bob McKinnon) will be paid as cash (60%) in December 2011November 2012 and 40%the remainder (40%) deferred in the form of the STI outcome will be deferred and received as Westpac ordinary shares over a three year period. If an executive remains employed with the Group, the deferred portion of the STIor rights to ordinary shares, which will vest in threetwo equal tranches over one, twoin October 2013 and three years.

For Bob McKinnon, 75%October 2014 (unless forfeited on cessation of his 2011 STI outcome will be paid as cash in December 2011 and 25% of his STI outcome will be deferred and received as Westpac ordinary shares that vest after one year as per his contract.employment).

 

The table below details the type of equity and the instrument used to grant the 20112012 deferred STI allocated to executives.

 

Executive

Deferred STI – Type of Equity1

 

Deferred STI – Equity Plan

CEO

Westpac ordinary shares

 

CEO Restricted Share Plan1

Senior Executives – in Australia

Westpac ordinary shares

 

Restricted Share Plan1

Senior Executives – outside Australia

Rights to ordinary shares, which entitle the holder to Westpac ordinary shares at the time of vesting

 

Westpac Performance Plan

 

1          Shares granted under the CEO Restricted Share Plan and the Restricted Share Plan rank equally with Westpac ordinary shares for dividends and voting rights from the date they are granted. The Board has the discretion to satisfy vested grants and the allocation of subsequent shares to participants, or the allocation of restricted shares under the deferred STI, by either the issue of new shares or on-market purchase of shares.

 

By deferring a portion of the STI in the form of restricted equity, incentive payments are better aligned with the interests of shareholders. Changesshareholders as the ultimate value of the deferred portion is tied to movement in the business during the vesting period are reflected in the share price at the end ofover the restriction period. Deferred STI also supports our objective of retaining key talent, as it is generally forfeited if the holder resigns during the restriction period. Deferred shares are forfeited if the Executive is dismissed for cause.

The deferred STI awards recognise past performance and are not subject to further performance conditions. The shares are subject to forfeiture at Board discretion, in the event of a material risk or financial mis-statement issues. The shares attract dividend distributions over the vesting period. Details of the deferred STI allocations granted in prior years, which have been exercised and vested during the year ended 30 September 20112012, are included in Section 3.25.3 of this Remuneration Report.

 

Annual Report 201157



Performance objectives and performance achieved

The Remuneration Committee reviews and makes recommendations to the Board on individual performance objectives for the CEO and each of the Group Executives. These objectives are intended to provide a robust link between remuneration and the key drivers of long-term shareholder value. The STI performance objectives are set out in the form of a scoreboard with targets and measures cascaded from the CEO scoreboard to the relevant Group Executive scoreboard. Examples of the 2011 financial and non-financial performance objectives are outlined below:

Category

Example Performance Objectives1

Standard Weighting for 2011

Shareholder – financial

§Economic Profit

40%

Shareholder – risk

§Adherence to Westpac Group Risk Appetite Statement

10%

Customer/Strategy/
Sustainability

§Customer Advocacy;

§Productivity;

§Technology;

§Reputation;

§Funding; and

§Overall implementation of strategy.

40%

People

§Employee retention;

§Women in management;

§Employee advocacy; and

§Lost Time Injury Frequency Rate (LTIFR).

10%

1Individual measures will differ for each Group Executive.

A description of the performance objectives and the results for 2011 are set out below:

Shareholder – financial

Our primary financial measure is economic profit which the Board believes is the best measure of risk adjusted returns and of the value created for shareholders. In 2011, economic profit increased by 4%, net profit after tax (NPAT) increased by 10% and earnings per share increased by 6%. This level of financial performance produced a scoreboard result for economic profit of 113% against a possible maximum result of 200%.

Shareholder – risk

Our scoreboard measure for risk involves the Board’s assessment of our performance against the Board Risk Appetite Statement. Highlights of our performance for 2011 include:

§Tier 1 capital and Target Capital Ratios are well above regulatory minimums;

§funding profile and liquidity strengthened; and

§strong performance relative to peers on impairment charges to gross loans.

Customer/Strategy/Sustainability

We assess the strength of our relationships with our customers, our strategy objectives and our sustainability progress using a number of measures.

Net Promoter Score1 – for our retail, business banking and wealth customers we measure customer advocacy. This is how willing our customers are to recommend us to others, calculated by an independent firm. In 2011 St.George retail and business customers continue to rank us ahead of the major banks to recommend to others. Westpac Retail and Business Banking improved customer advocacy results in its target segments of affluent, small-to-medium enterprise and commercial, ending the year as number one of the major banks in small-to-medium enterprise and commercial.

Relationship Strength Index2 – this measure for our Institutional Bank combines a range of service quality factors including customer advocacy and in 2011 for our large corporate customers we maintained a clear number one position in Customer Satisfaction.

Productivity – cost and revenue benefits have been achieved through a broad range of productivity initiatives including under our centrally co-ordinated ‘Breakthrough’ program and our process re-engineering work.

Technology – the stability, reliability and performance of our key information technology systems continued to improve during the year, and we began to deliver customer experience enhancing outcomes in our Strategic Investment Priority Programs which, in aggregate, are now half completed.

Reputation – the Westpac Group has seven stakeholder reputation measures: customers, community, investors, media, sustainability, government and employees. In 2011, Westpac was ranked first in four of those measures – customers, sustainability, government and employees.

1NPSSM and Net Promoter ScoreSM is a service mark of Bain & Company, Inc., Satmetrix Systems, Inc., and Mr Frederick Reichheld.

2Peter Lee Associates Large Corporate & Institutional Relationship Banking Survey, Australia, 2011.

58

Westpac Group



Directors’ report


Funding – in 2011 we continued to improve our funding position and, in particular, saw customer deposit growth substantially fund new lending growth.

Strategy – key highlights for 2011 were the launch of Bank of Melbourne and the high level of cross sell of wealth products through the Westpac and St.George retail and business banking brands.

People

In 2011, the People category focused on the following performance objectives:

Employee retention – in 2011, we increased our focus on retaining employees with less than one year’s service as a key productivity and engagement initiative. The Group retention target of 82% was exceeded, largely due to the comprehensive measures in our front-line businesses to improve the selection, onboarding and engagement of new employees.

Women in management – the Westpac Group has a long and proud history as a leader in diversity and as an employer of choice for women. Over the last 12 months we have had a renewed focus on our diversity and flexibility programs with a specific focus on women in leadership. Our diversity strategy seeks to increase the percentage of women in senior leadership roles from 33% in 2010 to 40% by 2014 and then aspirationally to 50% by 2017. In 2011, we achieved our ambitious Group target of 37.5%.

Employee advocacy – there has been a strong improvement in the Employee Net Promoter Score from +13 in 2010 to +29 in 2011, after two years of significant focus on improving employees’ willingness to recommend our brands to their family and friends.

Health, Safety and Wellbeing (HS&W) – we have made significant progress in our overall HS&W performance over the past 12 months. Our HS&W Transformation Program began in October 2010 with the launch of the Safe+Sound campaign and a new HS&W Centre of Excellence. Our Lost Time Frequency Rate (LTIFR) reduced by 10% for the year ended 30 September 2011.

Application of discretion

The Board and Remuneration Committee recognise that the scoreboard approach, whilst embracing a number of complementary performance objectives, will never entirely assess overall performance. The Remuneration Committee may therefore make discretionary adjustments to the scoreboard outcome of up to 100% of target for the CEO and senior executives. The Remuneration Committee uses the following criteria to apply discretionary adjustments:

§matters not known or not relevant at the beginning of the financial year which are relevant to the under or over performance of the CEO and Group Executives during the financial year;

§personal measures established by the CEO for each Group Executive;

§the degree of stretch implicit in the scoreboard measures and targets themselves and the context in which the targets were set;

§whether the operating environment during the financial year has been materially better or worse than forecast in the budget assumptions;

§comparison with the performance of the Group’s principal competitors, particularly major shareholder and customer benchmarks;

§any major positive or negative risk management or reputational issue that impacts the Group;

§the quality of the financial result as shown by its composition and consistency;

§whether there have been major positive or negative aspects to the quality of leadership and key behaviours, and our values; and

§any other relevant over or under performance or other matter not captured.

At the end of the year the Remuneration Committee reviews performance against objectives and applies any adjustments it considers appropriate. The Remuneration Committee then recommends STI outcomes for the CEO and each Group Executive to the Board for approval.

The maximum STI outcome is 200% of target.

Furthermore, the Board has absolute discretion to adjust STI outcomes downwards (to zero if appropriate) if such adjustments are necessary to protect the financial soundness of the Group, or to respond to significant unexpected or unintended consequences.

c)LTI

The CEO and senior executivesSenior Executives are also eligible for an LTI award.

LTI award opportunities

The CEO receivedwas granted an LTI award of $2.7 million for 2012 under the CEO Performance Plan, unchanged from 2011.

The award was received in the form of performance share rights under arrangements approved by shareholders at the 2010 Annual General Meeting. Shareholders also approved the approach for the 2012 and 2013 CEO LTI grants at the 2010 Annual General Meeting. The changes we have made to this year’s LTI were foreshadowed last year, ahead of the 2010 Annual General Meeting.

 

GroupSenior Executives (except Bob McKinnon) receive annual LTI awards in the form of performance share rights under the Westpac Reward Plan. A share right is not a Westpac Share and does not attract the payment of dividends.

At the beginning of each year, the Board, advised by the Remuneration Committee, sets the dollar value of the LTI award target for each GroupSenior Executive. With the exception of the three Senior Executives who received fixed remuneration adjustments for 2012 (refer Section 3.1 a), the LTI targets for Senior Executives remained unchanged from 2011.

 

The actual LTI award granted to each GroupSenior Executive is determined at the Board’s discretion taking into account matters includingthat include market benchmarks, individual performance over time, succession potential and key skills.

 

Due to the nature of his fixed-term contract, Bob McKinnon has different LTI arrangements. He received an award of cash-settled performance share rights, which vest over the period of his contract provided he meets the performance hurdles set by the Board. The performance hurdles are directly related to his individual long-term performance objectives.


 

Annual Report 2011

5956

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT

 

LTI structure

The CEO receives an annual LTI award of performance share rights (rights to purchase ordinary shares at zero exercise price at a pre-determined point in the future, subject to certain performance criteria being met) under the CEO Performance Plan. Senior executives receive annual LTI awards of performance share rights under the Westpac Reward Plan.

From time to time senior executives may receive one-off LTI awards.

 

The following table sets out the key features of LTI awards made in December 20102011 to the CEO under the CEO Performance Plan and to senior executivesSenior Executives under the Westpac Reward Plan. This table does not reflect the changes made to LTI awards outlined in Section 1.2 of this Report, which will apply to grants made in December 2011.

 

 

 

 

CEO Performance Plan

and Westpac Reward Plan

Instrument

 

Share rights – the Board has the discretion to satisfy vested grants and the allocation of subsequent shares to participants by either the issue of new shares or on-market purchase of shares.

InstrumentDetermining the number of securities

 

Performance share rights

Determining
the number of
securities

The number of performance share rights each individual receives is determined by dividing the dollar value of the LTI award by the value of the performance share rights at the beginning of the TSRperformance assessment period (performance period).

The value of performance share rights is determined using a Binomial/Monte Carlo simulation pricing model, which uses assumptions based on expected life, volatility, risk free interest rate and dividend yield.yield associated with the securities and the risk of forfeiture attributed to each performance hurdle. The Binomial/Monte Carlo simulation pricing model discounts the market price of Westpac shares at grant to take into consideration these assumptions. ThisThe value of a share right may differ depending on the performance hurdle applied. The value of share rights to be allocated is calculated by an independent valuer.

Performance hurdles

The CEO and Senior Executives receive value from their LTI awards where the performance hurdles are achieved. The two hurdles for the 2012 grants are Westpac’s relative Total Shareholder Return (TSR) and Compound Annual Growth in Cash EPS(Cash EPS CAGR).

Relative TSR provides an external comparative measure of overall returns over a specified timeframe incorporating share price movements and assuming that dividends over the period have been reinvested. The TSR data is averaged over the three months preceding the measurement date.

The Cash EPS CAGR over a three year period was introduced as an internal earnings measure for grants made from October 2011 in response to feedback from investors and a subsequent independent review of our LTI performance hurdles. Cash EPS CAGR provides a measure of Westpac’s underlying financial growth. The measure was implemented given its strong alignment with shareholder interests and is consistent with the adoption of a non market hurdle by a number of ASX top 50 companies. Together, the use of these two hurdles is intended to provide a balanced view of the Group’s overall performance.

Both hurdles operate independently and are subject to a single assessment at the completion of the three year performance period (1 October 2011–30 September 2014). There is no subsequent re-testing.

 

 

Performance hurdle is relative TSR
(50% of the allocation)

 

The CEO and senior executives receive value from their LTI awards only if

Cash EPS CAGR
(50% of the allocation)

Westpac’s TSR ranks atpercentile ranking must equal or higher thanexceed the 50th percentile of a defined group of comparator companies (the ‘ranking group’) over the performance period. The ranking group is comprised of the top 10 selected Australian banking and financial sector companies listed on the ASX with which Westpac competes for customers.

This measure provides a link with the creation of value for shareholders over the long-term (up to fivethree years).

Lists of The companies in the current2012 ranking groups for the CEO Performance Plan and the Westpac Reward Plan areare:

¾AMP Limited;

¾ASX Limited;

¾Australia and New Zealand Banking Group Limited;

¾Bendigo and Adelaide Bank Limited;

¾Commonwealth Bank of Australia;

¾Insurance Australia Group Limited;

¾Lend Lease Group;

¾Macquarie Group Limited;

¾National Australia Bank Limited; and

¾Suncorp Group Limited.

The Cash EPS CAGR measure focuses on growth in cash earnings over a three year performance period. A description of the process used to determine cash earnings is provided in Section 5 of this Remuneration Report.at Note 32 to the financial statements.

 

 

 

2012 WESTPAC GROUP ANNUAL REPORT

57

 



CEO Performance Plan and Westpac Reward Plan

Vesting framework focuses on longer-term performance

The current vesting schedule is set out below:TSR component of the allocation will be measured at 30 September 2014 and will vest as follows:

 

The Cash EPS CAGR measure provides for a vesting scale where:

¾below the threshold target – 0% will vest;

¾at threshold target – 50% will vest; and

¾at maximum target – 100% will vest.

There is a pro-rata vesting scale for performance between threshold and maximum targets.

Westpac has a policy of not providing guidance to the market. Accordingly, the Board decided that specific EPS targets and the Group’s performance against target will only be advised following the test date in 2014.

The EPS targets were developed with the assistance of an independent external adviser who was provided access to Westpac’s long-term business plan and analyst forecasts in regard to the long-term performance of Westpac and its peers.

Westpac’s Relative TSR Ranking

TSR Allocation
to Vest (%)

 

Percentage of LTI to Vest

Below the 50th percentile

0%0

At the 50th percentile

50%50

At the 60th percentile

70%70

At the 70th percentile

90%90

At or above the 75th percentile

100%

100

Initial TSR performance is tested at the third anniversary of the start of the performance period with subsequent testing possible at the fourth and fifth anniversaries. Full vesting occurs when Westpac’s TSR is at or exceeds the 75th percentile relative to the comparator group, scaling down to 50% vesting for performance at the median (50th percentile). If performance is below median, securities do not vest. A similar approach will be taken for the Cash EPS Growth hurdle to be introduced next year.

Unvested securities are re-tested at subsequent performance test dates (where these exist) and further vesting occurs only if the TSR ranking is above the 50th percentile and has improved from previous test dates. The vesting framework has been designed to strengthen the link with shareholder returns over the longer term. Vesting results are locked in at each test date and any securities that are not vested are subject to further performance hurdles until the final test date. Re-testing is for the whole performance period. There is no ability to go back to a prior test date. Re-testing will not exist for future LTI grants.

 

External consultants calculate TSR

 

 

Targets are set for stretch performance

The Board considers the above vesting profile as being appropriate as 100% vesting will only occur where Westpac is ranked 3rd out of the total of 11 companies (including Westpac).

The TSR performance will be measured once at the completion of the performance period i.e., 30 September 2014. Any unvested share rights will lapse and there will be no further re-testing. Westpac shares will be allocated in satisfaction of vested share rights at no cost to participants.

The target for the December 2011 grant was determined by the Board. It is the Board’s view that the EPS targets are stretching and the threshold will be difficult to achieve in the current economic environment.

The expensed value of the December 2011 grant in Table 5.2 has been discounted by 50% to reflect the Board’s current assessment of the probability of the EPS hurdle being met and share rights vesting over time.

Who measures the performance hurdle outcomes?

To ensure objectivity and external validation, TSR results are calculated by an independent external consultant and are provided to the Board or its delegate to review and determine vesting outcomes.

The Cash EPS CAGR will be determined by the Board based on the Cash EPS disclosed in our reported results for the 2014 financial year in respect of the December 2011 awards.

Early vesting is possible in limited cases

For awards made since 1 October 2009, unvested securities may vest before a test date if the employee is no longer employed by the Group due to retirement, death or disability. In general, any such vesting is not subject to performance hurdles being met.

For the CEO, all unvested securities will vest if the CEO leaves the Group due to sickness or in certain circumstances within 12 months of a change of control.

60Retesting

Westpac Group



Directors’ report

 

CEO Performance Plan

Westpac Reward PlanThere is no re-testing on awards made since 2011. Any securities remaining unvested after the nominated measurement period lapse immediately.

Lapsing of securities

Any securities remaining unvested at the final test date lapse immediately. Where the CEO or senior executiveSenior Executive leaves the Group due to resignation or dismissal for cause before vesting occurs, securities will lapse unless the Board determines otherwise.

Unexercised performance share rights (whether vested or unvested) will lapse, unless the Board determines otherwise, where the holder acts fraudulently or dishonestly or is in material breach of his or her obligations under the CEO Performance Plan and the Westpac Reward Plan or to the Group.

 

Performance objectivesOther plans and awards

We provide separate reward plans for small, specialised parts of the business. Payments under these plans are directly linked to growth of that part of the business and are capped at an appropriate proportion of the value and/or profitability of the relevant part of the business. These plans are designed to provide market competitive remuneration for the relevant employees. Westpac also has ‘grandfathered’ plans, under which no further awards are made and performance achieved

Theor vesting results for awards madeperiods have passed. These vested securities continue to the CEO and senior executives under the CEO Performance Plan, Westpac Reward Plan and Westpac Performance Plan that reached a scheduled test date during the reporting period are set out below.

 

 

 

 

 

 

 

 

TSR

 

Vested

 

Lapsed

 

Remain in

Equity Instrument

 

Type of Equity

 

Commencement

 

Test Date

 

Percentile

 

(%)

 

(%)

 

Plan (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CEO Performance Plan

 

Share rights and performance options

 

1 February 2008

 

1 February 2011

 

60th percentile

 

70

 

-

 

30

Westpac Reward Plan

 

Options

 

17 December 2007

 

17 December 2010

 

80th percentile

 

100

 

-

 

-

Westpac Performance Plan1

 

Share rights

 

1 December 2008

 

1 December 2010

 

60th percentile

 

70

 

30

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1Special merger related award.

The following table demonstrates the Group’s TSR, dividend, share price and Cash Earnings per share performance each year from 2007 to 2011.

 

 

Years Ended 30 September

 

 

 

 

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

TSR – three years

 

9.6%

 

3.7%

 

20.0%

 

29.5%

 

85.7%

TSR – five years

 

18.5%

 

51.5%

 

76.7%

 

75.0%

 

123.0%

Dividends per Westpac share (cents)

 

156

 

139

 

116

 

142

 

131

Cash Earnings per Westpac share1,2

 

$2.09

 

$1.98

 

$1.64

 

$1.98

 

$1.89

Share price – high

 

$25.60

 

$28.43

 

$26.74

 

$31.32

 

$28.69

Share price – low

 

$17.84

 

$20.56

 

$14.40

 

$18.36

 

$22.53

Share price – close

 

$20.34

 

$23.24

 

$26.25

 

$21.48

 

$28.50

 

 

 

 

 

 

 

 

 

 

 

1The Cash Earnings balances are not prepared in accordance with A-IFRS and have not been subject to audit.

22009 Cash Earnings per share are on a pro forma basis, that is, prepared as if the merger with St.George was completed on 1 October 2008.

Fair value of LTI grants made during the year

The table below provides a summary of the LTI awards granted to the CEO and senior executives during 2011. The LTI grants will vest only on satisfaction of performance and/or service conditions tested in future financial years.

Equity Instrument

Granted to

Grant Date

Commencement
Date
1

First Possible
Vesting Date

Expiry

Fair
Value
2 per
Instrument

CEO Performance Plan performance share rights

Gail Kelly

22 December 2010

1 October 2010

1 October 2013

1 October 2015

$13.58

Westpac Reward Plan performance share rights

All Senior Executives except:
- Bob McKinnon

29 November 2010

1 October 2010

1 October 2013

1 October 2015

$12.68

Westpac Performance Plan unhurdled share rights3

George Frazis

29 November 2010

1 October 2010

1 October 2012

1 October 2020

$19.65

1The commencement date is the start of the performance period in the case of performance share rights, or the start of the restriction period in the case of unhurdled share rights. Awards to the CEO were approved by shareholders at the Annual General Meeting held on 15 December 2010.

2The fair value of share rights included in the table above has been independently calculated at grant date using Binomial/Monte Carlo simulation pricing models.

3George Frazis was granted a deferred STI award of unhurdled share rights, which vests after two years of service.run their course.

 

Other long-term awards

The Restricted Share Plan and Westpac Performance Plan are also used from time to time for one-off awards to attract seniorSenior Executives, executives or specialist employees to the Group or for retention in specific circumstances. Where awards are made on joining, these typically compensate for real value forfeited on leaving the previous employer which might otherwise deter that executive from joining the Group.

58

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT

 

LTI awards to key employees below senior management level may also be made under the Restricted Share Plan and Westpac Performance Plan. Under these arrangements, employees receive awards of Westpac ordinary shares or share rights, which are restricted for a period as determined by the Board. This allows the flexibility to tailor the restriction period to the circumstances of the award.

 

Annual Report 2011

61



3.2 Movement in equity-settled instruments during the year3.2. Linking reward and performance

CEO performance objectives and key highlights

This table showsThe Remuneration Committee reviews and makes recommendations to the details of movements during 2011 in the number and value of equity instrumentsBoard on individual performance objectives for the CEO and senior executives under the relevant plans.

Name

 

Type of Equity Instrument

 

Number
Granted
1

 

Number
Vested
2

 

Number
Exercised
3

 

Value
Granted ($)
4

 

Value
Exercised
($)
5

 

Value
Forfeited or
Lapsed ($)
5, 6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

CEO Performance options

 

-

 

255,102

 

-

 

-

 

-

 

-

 

 

CEO Performance share rights

 

176,125

 

57,603

 

57,603

 

2,391,778

 

1,392,724

 

-

 

 

Shares under the CEO Restricted Share Plan

 

82,102

 

83,426

 

n/a

 

1,882,194

 

n/a

 

-

John Arthur

 

Performance share rights

 

39,138

 

-

 

-

 

496,270

 

-

 

-

 

 

Shares under Restricted Share Plan

 

14,118

 

-

 

n/a

 

300,513

 

n/a

 

-

Rob Chapman

 

Performance share rights

 

12,263

 

5,512

 

-

 

155,495

 

-

 

50,343

 

 

Shares under Restricted Share Plan

 

10,860

 

7,520

 

n/a

 

231,164

 

n/a

 

-

Peter Clare

 

Performance share rights

 

30,006

 

-

 

-

 

380,476

 

-

 

-

 

 

Shares under Restricted Share Plan

 

17,919

 

10,783

 

n/a

 

381,421

 

n/a

 

-

Philip Coffey

 

Performance options

 

-

 

114,786

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

39,138

 

-

 

-

 

496,270

 

-

 

-

 

 

Shares under Restricted Share Plan

 

26,064

 

38,510

 

n/a

 

554,794

 

n/a

 

-

Rob Coombe

 

Performance options

 

-

 

118,796

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

36,529

 

-

 

-

 

463,188

 

-

 

-

 

 

Shares under Restricted Share Plan

 

21,720

 

20,025

 

n/a

 

462,328

 

n/a

 

-

Brad Cooper

 

Performance options

 

-

 

104,761

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

48,923

 

-

 

-

 

620,344

 

-

 

-

 

 

Unhurdled share rights

 

-

 

-

 

22,045

 

-

 

528,072

 

-

 

 

Shares under Restricted Share Plan

 

21,720

 

44,996

 

n/a

 

462,328

 

n/a

 

-

George Frazis

 

Performance share rights

 

32,615

 

-

 

-

 

413,558

 

-

 

-

 

 

Unhurdled share rights

 

20,703

 

82,023

 

82,023

 

406,814

 

1,922,247

 

-

Peter Hanlon

 

Performance options

 

-

 

68,922

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

30,006

 

-

 

-

 

380,476

 

-

 

-

 

 

Shares under Restricted Share Plan

 

17,919

 

20,025

 

n/a

 

381,421

 

-

 

-

Bob McKinnon

 

Shares under Restricted Share Plan

 

16,290

 

-

 

n/a

 

346,746

 

n/a

 

-

Greg Targett

 

Performance share rights

 

39,138

 

4,822

 

-

 

496,270

 

-

 

44,055

 

 

Shares under Restricted Share Plan

 

18,974

 

5,672

 

n/a

 

403,877

 

n/a

 

-

Rob Whitfield

 

Performance options

 

-

 

93,984

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

39,138

 

-

 

-

 

496,270

 

-

 

-

 

 

Shares under Restricted Share Plan

 

22,589

 

42,105

 

n/a

 

480,826

 

n/a

 

-

Curt Zuber

 

Performance options

 

-

 

90,726

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

18,346

 

-

 

-

 

232,627

 

-

 

-

 

 

Shares under Restricted Share Plan

 

80,345

 

72,659

 

n/a

 

1,710,210

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1No performance options were granted in 2011. George Frazis was grantedSenior Executives. These objectives are intended to provide a deferred STI award of unhurdled share rights, which vests after two years of service. Details of the award are included in Section 3.1.c.

2The performance options granted to the CEO in February 2008robust link between remuneration outcomes and the performance options granted to senior executives in December 2007 were assessed against a TSR ranking group that consistedkey drivers of the top 10 largest Australian banking and financial sector companies by market capitalisation at the time of grant (excluding Westpac). 70% of the performance options granted to the CEO in February 2008 vested during 2011 and 100% of the performance options granted to senior executives in December 2007 vested during 2011.

3Vested options and share rights that were granted prior to October 2009 can be exercised up to a maximum of 10 years from their commencement date. For each share right exercised during the year, the relevant executive received one fully paid Westpac ordinary share. The exercise price for share rights is nil. No performance options were exercised during the year.

4For share rights, the value granted represents the number of securities granted multiplied by the fair value per instrument as set out in the table titled Fair value of LTI grants made during the year in Section 3.1.c of this report. For restricted shares, the value granted represents the number of ordinary shares granted multiplied by the five day volume weighted average price of a Westpac ordinary share on the date the shares were granted. These values, which represent the full value of the equity-based awards made to disclosed executives in 2011, do not reconcile with the amount shown in the table in Section 3.4, which shows amortised totals of equity awards over their vesting period. The minimum total value of the grants is nil and an estimate of the maximum possible total value is the fair value, as shown above.

5The value of each option or share right exercised or lapsed is calculated based on the five day volume weighted average price of Westpac ordinary shares on the ASX on the date of exercise, less the relevant exercise price (if any). Where the exercise price is greater than the five day volume weighted average price of Westpac ordinary shares, the value has been calculated as nil.

6For share rights granted in December 2008 that vested in 2011, 30% of the grant lapsed during 2011. No options or restricted shares lapsed or were forfeited in 2011.

62

Westpac Group



Directors’ report

3.3 Remuneration outcomes for the CEO and senior executives

The following table has been prepared to provide shareholders with a view of how remuneration was communicated and paid to executives during 2011. Details in this table supplement the statutory requirements in Section 3.4. Unlike the statutory table, which represents remuneration outcomes prepared in accordance with accounting standards (A-IFRS), this table shows that executives will only receive value from deferred remuneration if performance and service conditions are met. The valuation of equity based awards received in financial year 2011 is calculated as in Note 4 below.

 

 

Total Remuneration
Awarded for FY11
1

 

Remuneration
Awarded in FY11 and
Deferred for Future
Periods
2

 

Remuneration
Awarded and
Received in FY11
3

 

Remuneration
Received in FY11
 from Previous
Years’ Awards
4

 

Total
Remuneration
Received in FY11

 

 

(A)

 

(B)

 

(C) [(A)-(B)]

 

(D)

 

(C)+(D)

Gail Kelly, Managing Director & Chief Executive Officer

 

 

 

 

 

 

 

 

Fixed Pay

 

3,100,000

 

-

 

3,100,000

 

-

 

3,100,000

STI

 

3,960,000

 

1,584,000

 

2,376,000

 

1,884,345

 

4,260,345

LTI

 

2,700,000

 

2,700,000

 

-

 

1,320,820

 

1,320,820

Total

 

9,760,000

 

4,284,000

 

5,476,000

 

3,205,165

 

8,681,165

John Arthur, Group Executive, Counsel & Secretariat

 

 

 

 

 

 

 

 

Fixed Pay

 

900,000

 

-

 

900,000

 

-

 

900,000

STI

 

1,320,000

 

528,000

 

792,000

 

-

 

792,000

LTI

 

400,000

 

400,000

 

-

 

-

 

-

Total

 

2,620,000

 

928,000

 

1,692,000

 

-

 

1,692,000

Rob Chapman, Chief Executive, St. George Banking Group, KMP since 1 October 2010

 

 

 

 

Fixed Pay

 

900,000

 

-

 

900,000

 

-

 

900,000

STI

 

1,224,000

 

489,600

 

734,400

 

169,702

 

904,102

LTI

 

425,000

 

425,000

 

-

 

117,481

 

117,481

Total

 

2,549,000

 

914,600

 

1,634,400

 

287,183

 

1,921,583

Peter Clare , Group Executive, Product & Operations

 

 

 

 

 

 

Fixed Pay

 

1,000,000

 

-

 

1,000,000

 

-

 

1,000,000

STI

 

1,650,000

 

660,000

 

990,000

 

254,684

 

1,244,684

LTI

 

500,000

 

500,000

 

-

 

-

 

-

Total

 

3,150,000

 

1,160,000

 

1,990,000

 

254,684

 

2,244,684

Philip Coffey, Chief Financial Officer

 

 

 

 

 

 

Fixed Pay

 

1,250,000

 

-

 

1,250,000

 

-

 

1,250,000

STI

 

2,250,000

 

900,000

 

1,350,000

 

909,570

 

2,259,570

LTI

 

660,000

 

660,000

 

-

 

-

 

-

Total

 

4,160,000

 

1,560,000

 

2,600,000

 

909,570

 

3,509,570

Rob Coombe, Group Executive, Westpac Retail & Business Banking

 

 

 

 

 

 

Fixed Pay

 

1,000,000

 

-

 

1,000,000

 

-

 

1,000,000

STI

 

2,000,000

 

800,000

 

1,200,000

 

472,972

 

1,672,972

LTI

 

600,000

 

600,000

 

-

 

-

 

-

Total

 

3,600,000

 

1,400,000

 

2,200,000

 

472,972

 

2,672,972

Brad Cooper, Chief Executive Officer, BT Financial Group

 

 

 

 

 

 

Fixed Pay

 

1,000,000

 

-

 

1,000,000

 

-

 

1,000,000

STI

 

2,200,000

 

880,000

 

1,320,000

 

1,048,735

 

2,368,735

LTI

 

750,000

 

750,000

 

-

 

-

 

-

Total

 

3,950,000

 

1,630,000

 

2,320,000

 

1,048,735

 

3,368,735

George Frazis, CEO, Westpac New Zealand Limited

 

 

 

 

 

 

Fixed Pay

 

1,000,000

 

-

 

1,000,000

 

-

 

1,000,000

STI

 

2,000,000

 

800,000

 

1,200,000

 

1,931,437

 

3,131,437

LTI

 

550,000

 

550,000

 

-

 

-

 

-

Total

 

3,550,000

 

1,350,000

 

2,200,000

 

1,931,437

 

4,131,437

Peter Hanlon, Group Executive, People & Transformation

 

 

 

 

 

 

Fixed Pay

 

1,000,000

 

-

 

1,000,000

 

-

 

1,000,000

STI

 

1,770,000

 

708,000

 

1,062,000

 

472,972

 

1,534,972

LTI

 

500,000

 

500,000

 

-

 

-

 

-

Total

 

3,270,000

 

1,208,000

 

2,062,000

 

472,972

 

2,534,972

 

 

 

 

 

 

 

 

 

 

 

Annual Report 2011

63



 

 

Total Remuneration
Awarded for FY11
1

 

Remuneration
Awarded in FY11 and
Deferred for Future
Periods
2

 

Remuneration
Awarded and
Received in FY11
3

 

Remuneration
Received in FY11
from Previous Years’
Awards
4

 

Total
 Remuneration
Received in FY11

 

 

(A)

 

(B)

 

(C) [(A)-(B)]

 

(D)

 

(C)+(D)

 

 

 

 

 

 

 

 

 

 

 

Bob McKinnon, Group Executive, Technology5

 

 

 

 

 

 

 

Fixed Pay

 

900,000

 

-

 

900,000

 

-

 

900,000

STI

 

1,475,000

 

368,750

 

1,106,250

 

-

 

1,106,250

LTI

 

400,000

 

400,000

 

-

 

-

 

-

Total

 

2,775,000

 

768,750

 

2,006,250

 

-

 

2,006,250

Greg Targett, Chief Risk Officer

 

 

 

 

 

 

Fixed Pay

 

1,250,000

 

-

 

1,250,000

 

-

 

1,250,000

STI

 

1,380,000

 

552,000

 

828,000

 

128,574

 

956,574

LTI

 

600,000

 

600,000

 

-

 

102,774

 

102,774

Total

 

3,230,000

 

1,152,000

 

2,078,000

 

231,348

 

2,309,348

Rob Whitfield, Group Executive, Westpac Institutional Bank

 

 

 

 

 

 

Fixed Pay

 

1,800,000

 

-

 

1,800,000

 

-

 

1,800,000

STI

 

1,840,000

 

736,000

 

1,104,000

 

925,821

 

2,029,821

LTI

 

600,000

 

600,000

 

-

 

-

 

-

Total

 

4,240,000

 

1,336,000

 

2,904,000

 

925,821

 

3,829,821

 

 

 

 

 

 

 

 

 

 

 

1Reflects the remuneration outcomes communicated to the CEO and senior executives during the 2011 remuneration review. Fixed Pay (which includes cash salary and salary sacrifice items plus employer superannuation) is an annualised number that did not take effect until 1 January 2011.long-term shareholder value. The STI and LTI values reflect actual outcomes for financial year 2011.

240% of the STI outcome will be deferred and received as Westpac ordinary shares over a three year period. If an executive remains employed with the Group, the deferred portion of the STI will vest in three equal tranches over one, two and three years. 100% of the LTI grant will be deferred.

360% of the 2011 STI outcome will be paid as cash in December 2011.

4The value in this column is calculated as the number of securities that vested during the year ended 30 September 2011, multiplied by the five day volume weighted average price of Westpac ordinary shares at the time they vested, less any exercise price payable.

5For Bob McKinnon, 75% of his 2011 STI outcome will be paid as cash in December 2011 and 25% of his STI outcome will be deferred and received as Westpac ordinary shares that vest after one year as per his contract. Bob McKinnon receives his LTI as cash-settled performance share rights which vest over the period of his contract provided performance hurdlesobjectives are set by the Board are met.

This table is not prepared in accordance with A-IFRS.

64

Westpac Group



Directors’ report

3.4 Remuneration details – KMP and other senior executives

This section sets out details of remuneration for the CEO and senior executives for the 2011 financial year, calculated in accordance with statutory accounting requirements.

 

 

Short-term Benefits

 

Post Employment Benefits

 

Share-based Payment

 

 

 

 

Fixed Remu-
neration
1

 

STI (cash)2

 

Non-
monetary
Benefits
3

 

Other
Short-term
Benefits

 

Superann-
uation
Benefits
4

 

Long
Service
Leave
5

 

Restricted
Shares
6

 

Options7

 

Share
Rights
7

 

Total8

Name

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly, Managing Director & Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

2011

 

2,901,656

 

2,376,000

 

-

 

-

 

27,281

 

68,816

 

1,786,612

 

533,809

 

2,170,642

 

9,864,816

2010

 

2,685,837

 

2,835,000

 

-

 

-

 

14,913

 

-

 

1,732,042

 

839,924

 

1,479,280

 

9,586,996

John Arthur, Group Executive, Counsel & Secretariat

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

819,544

 

792,000

 

1,078

 

-

 

50,058

 

17,326

 

246,847

 

-

 

263,029

 

2,189,882

2010

 

707,513

 

975,000

 

-

 

-

 

63,578

 

-

 

92,935

 

-

 

97,757

 

1,936,783

Rob Chapman, Chief Executive, St. George Banking Group, KMP since 1 October 2010

 

 

 

 

 

 

 

2011

 

921,475

 

734,400

 

613,184

 

-

 

19,392

 

75,495

 

227,557

 

-

 

114,706

 

2,706,209

Peter Clare , Group Executive, Product & Operations

 

 

 

 

 

 

 

 

2011

 

988,822

 

990,000

 

1,078

 

-

 

24,326

 

16,729

 

341,059

 

63,258

 

258,067

 

2,683,339

2010

 

880,734

 

1,237,500

 

-

 

-

 

79,266

 

-

 

237,316

 

63,258

 

131,357

 

2,629,431

Philip Coffey, Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

2011

 

1,164,312

 

1,350,000

 

-

 

-

 

49,450

 

52,148

 

571,940

 

110,540

 

348,565

 

3,646,955

2010

 

1,009,174

 

1,800,000

 

1,012

 

-

 

90,826

 

-

 

660,898

 

247,162

 

183,292

 

3,992,364

Rob Coombe, Group Executive, Westpac Retail & Business Banking

 

 

 

 

 

 

2011

 

940,352

 

1,200,000

 

1,078

 

-

 

26,340

 

26,413

 

401,312

 

115,760

 

325,331

 

3,036,586

2010

 

880,734

 

1,500,000

 

1,012

 

-

 

79,265

 

-

 

403,230

 

253,101

 

171,076

 

3,288,418

Brad Cooper, Chief Executive Officer, BT Financial Group

 

 

 

 

 

 

2011

 

995,851

 

1,320,000

 

7,150

 

-

 

19,339

 

39,298

 

571,860

 

98,080

 

366,971

 

3,418,549

2010

 

903,670

 

1,500,000

 

153,860

 

-

 

81,330

 

-

 

879,125

 

197,113

 

261,788

 

3,976,886

George Frazis, CEO, Westpac New Zealand Limited

 

 

 

 

 

 

 

 

2011

 

969,696

 

1,200,000

 

52,882

 

-

 

18,324

 

-

 

-

 

399,634

 

899,680

 

3,540,216

2010

 

967,330

 

1,293,750

 

292,613

 

-

 

14,586

 

-

 

-

 

399,634

 

1,418,395

 

4,386,308

Peter Hanlon, Group Executive, People & Transformation

 

 

 

 

 

 

 

 

2011

 

879,346

 

1,062,000

 

166,797

 

-

 

183,652

 

(116,214)

 

360,846

 

78,197

 

258,067

 

2,872,691

2010

 

880,734

 

1,237,500

 

99,856

 

-

 

203,508

 

-

 

362,815

 

153,735

 

131,357

 

3,069,505

Bob McKinnon, Group Executive, Technology

 

 

 

 

 

 

 

 

2011

 

846,975

 

1,106,250

 

1,078

 

-

 

39,903

 

16,922

 

329,985

 

-

 

380,122

 

2,721,235

2010

 

733,945

 

1,125,000

 

-

 

-

 

66,055

 

-

 

150,706

 

-

 

447,931

 

2,523,637

Greg Targett, Chief Risk Officer

 

 

 

 

 

 

 

 

 

2011

 

1,176,961

 

828,000

 

-

 

-

 

49,253

 

37,982

 

287,456

 

-

 

316,709

 

2,696,361

2010

 

991,917

 

701,700

 

1,012

 

-

 

89,174

 

-

 

161,950

 

-

 

174,912

 

2,120,665

Rob Whitfield, Group Executive, Westpac Institutional Bank

 

 

 

 

 

 

 

 

2011

 

1,838,371

 

1,104,000

 

210,993

 

-

 

33,696

 

27,390

 

525,697

 

71,589

 

348,565

 

4,160,301

2010

 

1,651,376

 

1,560,000

 

251,389

 

-

 

148,624

 

-

 

710,694

 

183,477

 

183,292

 

4,688,852

Curt Zuber, Group Treasurer

 

 

 

 

 

 

 

 

 

2011

 

486,318

 

2,534,400

 

1,078

 

-

 

83,848

 

12,990

 

1,164,814

 

70,752

 

163,313

 

4,517,513

2010

 

482,742

 

3,569,203

 

1,012

 

-

 

88,443

 

-

 

1,020,156

 

168,807

 

85,841

 

5,416,204

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ilana Atlas, Group Executive, People, KMP until 31 January 20109

 

 

 

 

 

 

 

 

 

 

 

2010

 

235,474

 

400,000

 

-

 

151,648

 

21,193

 

-

 

195,075

 

231,602

 

-

 

1,234,992

Greg Bartlett, Chief Executive, St George Bank, KMP until 30 September 201010

 

 

 

 

 

 

 

 

 

 

2010

 

747,622

 

1,593,750

 

9,904

 

-

 

206,000

 

-

 

283,754

 

-

 

210,640

 

3,051,670

Annual Report 2011

65



1Fixed remuneration is the total cost of salary, salary sacrificed benefits (including motor vehicles, parking, etc. and any associated fringe benefits tax) and annual leave accruals.

22011 STI figures reflect annual cash performance awards accrued but not yet paid in respect of the year ended 30 September 2011.

3Non-monetary benefits are determined on the basis of the cost to the Group (including associated fringe benefits tax, where applicable) and include annual health checks, provision of taxation advice, relocation costs, living away from home expenses and allowances.

4The CEO and senior executives are provided with insurance cover under the Westpac Staff Superannuation Plan (WSSP) at no cost. The value of the WSSP insurance premium is 0.4% of salary. Peter Hanlon and Curt Zuber are members of legacy defined benefit superannuation funds. Superannuation benefits have been calculated consistent with AASB 119.

5Peter Hanlon accrued long service leave for the year of $20,059. Peter took long service leave during the year which made the overall accrual move by ($116,214).

6The value of restricted shares is amortised over the applicable vesting period, and the amount shown is the amortisation relating to the 2011 reporting year (and 2010 year as comparison).

7Equity-settled remuneration is based on the amortisation over the vesting period (normally two or three years) of the ‘fair value’ at grant date of hurdled and unhurdled options and share rights that were granted during the four years ended 30 September 2011. Details of prior years’ grants have been disclosed in previous Annual Reports. The amount shown for Bob McKinnon’s cash-settled performance share rights is based on the amortisation over the vesting period of the ‘fair value’ at 30 September 2011. Assumptions used in the valuation of cash-settled performance share rights include risk free interest rate of 3.89% a dividend yield on Westpac ordinary shares of 7.5% and volatility in the Westpac share price of 30%.

8The percentage of 2011 remuneration related to performance was: Gail Kelly 70%, John Arthur 59%, Rob Chapman 40%, Peter Clare 63%, Philip Coffey 72%, Rob Coombe 71%, Brad Cooper 71%, George Frazis 71%, Peter Hanlon 61%, Bob McKinnon 68%, Greg Targett 49%, Rob Whitfield 56% and Curt Zuber 88%. The percentage of 2011 remuneration delivered in the form of options was: Gail Kelly 5%, John Arthur 0%, Rob Chapman 0%, Peter Clare 2%, Philip Coffey 6%, Rob Coombe 8%, Brad Cooper 5%, George Frazis 9%, Peter Hanlon 5%, Bob McKinnon 0%, Greg Targett 0%, Rob Whitfield 4%a scoreboard with targets and Curt Zuber 3%.

9measures cascaded from the CEO scoreboard to the relevant Senior Executive scoreboard. The amount under ‘Other short-term benefits’ for Ilana Atlas relates to payments made on termination of employment, including accrued annual leave.

10Greg Bartlett retired on 1 December 2010 after facilitating an orderly transition at St.George over the period from 1 October 2010 until his retirement. Consistent with his contract, he received payments upon retirement totalling $2,070,934 which was inclusive of notice, superannuation, proratedkey financial year 2011 STI and accrued annual and long service leave.

3.5 Employment agreements

The remuneration and other terms of employmentnon financial objectives for the CEO and senior executivesin the 2012 financial year with commentary on key highlights are formalised in their employment agreements. Each of these employment agreements provide for the payment of fixed and performance-based remuneration, superannuation and other benefits such as death and disablement insurance cover.

The material terms of these employment agreements are summarisedprovided below.

 

 

 

 

 

 

TermCategory

Weighting

 

WhoMeasure1

 

ConditionsPerformance highlights

Financial

40%

¾Economic Profit

¾110% of target

Risk

10%

¾Adherence to Group Risk Appetite Statement

¾Further improvements in the level of capital, the mix of funding, and the amount of liquidity.

¾Asset quality also improved over the year with provisioning cover continuing to be at the upper end of the sector.

¾Maintained our AA ratings with S&P, Moody’s and Fitch following reviews in 2011 and 2012.

Customer/ Strategy/ Sustainability

40%

Customer

¾Depth of customer relationship

¾Customers with four or more products at 29.8%, ahead of target.

 

 

¾Relationship Strength Index

¾Westpac Institutional Bank was ranked clear #1 in the Peter Lee RSI customer feedback survey, exceeding target.

 

 

Duration of agreement

§CEO and senior executives

§On-going until notice given by either party

 

 

 

 

 

Funding

¾Deposit to Loan Ratio

¾Stable Funding Ratio

¾Achieved 67.6%, well ahead of 65% target.

¾Achieved 83%, well up on 77% achieved in 2011.

Productivity

¾Cost to Income Ratio

¾Revenue per Full-Time Equivalent Employee (FTE)

¾Achieved 40.8%, improved 70bps on 2011 result.

¾Achieved target 5% improvement.

 

 

§¾   Bob McKinnonStrategic Investment Priorities

 

§¾   4SIPs are 70% complete, on plan.

Growth

¾Wealth Penetration

¾Westpac ranked #1 in the sector (Roy Morgan survey) for wealth penetration, i.e., banking customers who hold wealth products. Westpac RBB up from 19.8% to 20.8% and St.George up from 12.6% to 15%.

¾Bank of Melbourne

¾First year fixed term contractmilestone of 54,000 new customers achieved.

¾Target industries, segments and products

¾Milestones exceeded including trade finance growth up 12% and global transactional growth up 13%.

People

10%

¾Employee Engagement

¾Westpac Group employee engagement increased from 81% in 2011 to 84% in 2012 which is top quartile performance.

¾Women in leadership positions

¾We exceeded our 2012 target and currently have 40% of leadership roles filled by women.

¾Retention of high performing employees

¾We retained 95.9% of our high performing employees during the year, ahead of target.

¾Lost Time Injury Frequency Rate (LTIFR)

¾The health and safety of our employees continues to be a priority for us and our LTIFR improved by 25% this year, outperforming our target.

1Individual measures will differ for each Senior Executive.

 

2012 WESTPAC GROUP ANNUAL REPORT

59



Our primary financial measure is economic profit, which the Board believes is the best measure of risk adjusted returns and of the value created for shareholders. The remaining measures focus on the strength of our customer relationships, effective risk and financial management and our people, which are central to our success and ongoing sustainability. Each individual objective has a baseline or minimum outcome which must be achieved, below which there is a nil outcome.

Application of discretion

The Board and the Remuneration Committee recognise that the scoreboard approach, while embracing a number of complementary performance objectives, will never entirely assess overall performance. The Remuneration Committee may therefore make discretionary adjustments, positive and negative, to the scoreboard outcomes for the CEO and Senior Executives. The Remuneration Committee uses the following criteria to apply discretionary adjustments:

¾matters not known or not relevant at the beginning of the financial year, which are relevant to the under or over performance of the CEO and Senior Executives during the financial year;

¾the degree of stretch implicit in the scoreboard measures and targets themselves and the context in which the targets were set;

¾whether the operating environment during the financial year has been materially better or worse than forecast;

¾comparison with the performance of the Group’s principal competitors, particularly major shareholder and customer benchmarks;

¾any major positive or negative risk management or reputational issue that impacts the Group;

¾the quality of the financial result as shown by its composition and consistency;

¾whether there have been major positive or negative aspects regarding the quality of leadership and/or behaviours consistent with our values; and

¾any other relevant over or under performance or other matter not captured.

At the end of the year the Remuneration Committee reviews performance against objectives and applies any adjustments it considers appropriate. The Remuneration Committee then recommends STI outcomes for the CEO and each Senior Executive to the Board for approval, thereby ensuring the Board retains oversight of final awards.

LTI performance outcomes

The following table provides the Group’s TSR, dividend, share price and cash earnings per share performance each year from 2008 to 2012.

 

 

Years Ended 30 September

 

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

TSR – three years

 

25.61%

 

9.6%

 

3.7%

 

20.0%

 

29.5%

 

TSR – five years

 

20.03%

 

18.5%

 

51.5%

 

76.7%

 

75.0%

 

Dividends per Westpac share (cents)

 

166

 

156

 

139

 

116

 

142

 

Cash Earnings per Westpac share1,2

 

$2.16

 

$2.09

 

$1.98

 

$1.64

 

$1.98

 

Share price – high

 

$24.99

 

$25.60

 

$28.43

 

$26.74

 

$31.32

 

Share price – low

 

$19.00

 

$17.84

 

$20.56

 

$14.40

 

$18.36

 

Share price – close

 

$24.85

 

$20.34

 

$23.24

 

$26.25

 

$21.48

 

1Cash earnings are not prepared in accordance with A-IFRS and have not been subject to audit.

22009 cash earnings per share are on a pro forma basis, that is, prepared as if the merger with St.George was completed on 1 October 2008.

The vesting outcomes for awards made to the CEO and Senior Executives under the CEO Performance Plan and Westpac Reward Plan that reached a scheduled test date during the reporting period are set out below.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remain

 

 

 

 

 

Commencement

 

 

 

TSR Percentile in

 

Vested

 

Lapsed

 

in Plan

 

Equity Instrument

 

Type of Equity

 

Date1

 

Test Date

 

Ranking Group

 

%

 

%

 

%

 

CEO Performance Plan

 

Performance options

 

1 February 2008

 

1 February 2012

 

80th percentile

 

100

 

-

 

-

 

 

 

and share rights

 

1 December 2008

 

1 December 2011

 

70th percentile

 

90

 

-

 

10

 

Westpac Reward Plan

 

Performance options

 

1 October 2008

 

1 October 2011

 

70th percentile

 

90

 

-

 

10

 

 

 

 

 

1 March 2009

 

1 March 2012

 

80th percentile

 

100

 

-

 

-

 

1    Commencement date refers to the commencement of the performance period.

 

 

 

Notice to be provided by the executive or the Group to terminate the employment agreement60

2012 WESTPAC GROUP ANNUAL REPORT

 



DIRECTORS’ REPORT

3.3. Remuneration outcomes for the CEO and Senior Executives

The following table has been prepared to provide shareholders with an outline of the remuneration which has been received for the 2012 performance year either as cash or in the case of prior equity awards, the value which has vested in 2012 (see note 6 below). For former Senior Executives, the table outlines the remuneration for the period they were KMP during 2012. Details in this table supplement the statutory requirements in Section 5.2. Unlike the statutory table, which represents remuneration outcomes prepared in accordance with accounting standards (A-IFRS), this table shows the actual remuneration value received by Executives.

 

 

Fixed
Remuneration &
Superannuation
1

 

2012 STI Cash
Payment
2

 

STI Outcome as
% of Target
3

 

Other Short-
term Benefits
4

 

2012 Total
Cash
Payments
5

 

Prior Year* Equity
Awards
6 Vested
during 2012

 

Prior Year* Equity
Awards
Forfeited
during 2012

 

 

 

$

 

$

 

%

 

$

 

$

 

$

 

$

 

CEO

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

3,028,816

 

2,268,000

 

105

%

-

 

5,296,816

 

5,430,496

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

1,175,021

 

702,000

 

90

%

-

 

1,877,021

 

159,671

 

-

 

Peter Clare

 

988,020

 

810,000

 

90

%

-

 

1,798,020

 

248,139

 

-

 

Philip Coffey

 

1,355,301

 

1,080,000

 

100

%

-

 

2,435,301

 

485,490

 

-

 

Brad Cooper

 

1,006,976

 

1,080,000

 

90

%

-

 

2,086,976

 

291,290

 

-

 

George Frazis

 

1,033,412

 

912,000

 

95

%

-

 

1,945,412

 

1,329,146

 

-

 

Peter Hanlon

 

1,388,442

 

945,000

 

105

%

-

 

2,333,442

 

280,502

 

-

 

Brian Hartzer7

 

632,694

 

150,000

 

100

%

370,000

 

1,152,694

 

1,250,580

 

-

 

Christine Parker

 

844,664

 

600,000

 

111

%

-

 

1,444,664

 

125,321

 

-

 

Greg Targett

 

1,367,499

 

690,000

 

100

%

-

 

2,057,499

 

125,567

 

-

 

Rob Whitfield

 

1,736,049

 

1,296,000

 

135

%

-

 

3,032,049

 

400,463

 

-

 

Jason Yetton8

 

859,092

 

660,000

 

116

%

-

 

1,519,092

 

333,959

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman8

 

458,218

 

-

 

n/a

 

-

 

458,218

 

162,262

 

-

 

Rob Coombe8,9

 

260,530

 

291,667

 

n/a

 

2,182,500

 

2,734,697

 

721,771

 

(959,760

)

§CEO, John Arthur, Rob Chapman, Philip Coffey, Rob Coombe, Brad Cooper, George Frazis, Peter Hanlon, Greg Targett and Rob Whitfield*

§12 monthsPrior year awards comprise STI deferred in the form of equity and LTI awards subject to performance vesting hurdles with the exception of Brian Hartzer, refer to note below.

 

 

1

Fixed remuneration includes cash salary, annual leave accrual and salary sacrificed items plus employer superannuation.

2

§Peter Clare

§6 months if Executive gives notice, 12 months ifThe cash STI payment represents 60% of the Group gives notice2012 STI outcome and will be paid in November 2012. The remaining 40% is deferred in the form of equity and will vest in equal tranches in October 2013 and 2014.

3

The maximum STI opportunity is 150% of target.

4

§Bob McKinnonIncorporates payments made upon any cessation of employment or other contracted amounts. Payments made to Rob Coombe as at 31 December 2011 include accrued leave, long service leave, outplacement assistance and Curt Zuber

§6 monthsa payment in lieu of the provision of notice of termination as per his contract provisions. The payment to Brian Hartzer reflects annual incentive foregone from his previous employer.

5

This is the addition of the first, second and fourth columns.

Termination payments to be made on termination without cause6

§CEO and all senior executives

§DeferredPrior year equity awards include both deferred STI and LTI allocations which have vested in 2012. The vested value for Rob Coombe includes awards vest according towhich vested upon him leaving the applicableGroup as provided for in the various plan rules. The equity plan rulesvalue has been calculated as the number of securities that vested during the year ended 30 September 2012, multiplied by the five day volume weighted average price of Westpac ordinary shares at the time they vested, less any exercise price payable.

7

Brian Hartzer — Chief Executive, Australian Financial Services - was recruited to the Group in late 2011 and commenced employment in June 2012. The value shown as vested equity above relates to a specific allocation which reflects equity foregone with his previous employer.

Termination for cause8

§CEO, John Arthur,Rob Coombe ceased being a KMP on 23 November 2011 when he vacated the role of Group Executive, Westpac Retail & Business Banking. Jason Yetton became a KMP on his appointment to the role on 24 November 2011. Rob Chapman Greg Targett and Rob Whitfield

§Immediately for misconduct

§3 months notice for poor performancevacated the role of Chief Executive Officer, St.George Banking Group on 31 March 2012.

9

§All other senior executives

§Immediately for misconduct, standard contractual notice period for poor performance

Post-employment restraints

§CEO, John Arthur, Peter Clare, Rob Chapman, Philip Coffey, Brad Cooper, George Frazis, Peter Hanlon, Greg Targett and Rob Whitfield

§12 month non-solicitation restraint

§Rob Coombe Bob McKinnon— former Group Executive, Westpac Retail & Business Banking - left the group on 31 December 2011 after nearly 16 years service. The provisions outlined above include a payment in lieu of notice as per his contract provisions and Curt Zuber

§6 month non-solicitation restrainta cash payment in lieu of his deferred STI in 2011. Prior year equity awards also vested on him leaving the Group in accordance with the equity plan rules. An amount of $959,760 in unvested equity was also forfeited by Mr Coombe consistent with the equity plan rules.

 

66

Westpac Group



Directors’ report

Certain individuals have provisionsThis table is not prepared in their contracts for different terms due to grandfathered contractual benefits or individual circumstances:

§Gail Kelly – The restricted period on all unvested restricted shares (deferred STI) will continue to the full term when Gail Kelly ceases employmentaccordance with Westpac, except for death, sickness or disability or in certain circumstances within 12 months of change of control of Westpac. In these circumstances all unvested restricted shares will vest. On immediate termination for misconduct, all restricted shares will be forfeited. When Gail Kelly ceases employment with Westpac, all unvested performance share rights (LTI) will lapse at the Board’s discretion, except for under circumstances of death, sickness or disability and in certain circumstances within 12 months of change of control of Westpac. In these circumstances all unvested performance share rights will vest. On immediate termination for misconduct, all unvested performance share rights will lapse;

§John Arthur – STI pro-rated for the performance year worked is payable for termination without cause;

§Rob Chapman – Provisions relating to relocation from Adelaide to Sydney. The relocation was completed by June 2011;

§Rob Coombe – Payment in lieu of notice is based on 1.5 times fixed remuneration package, in the event of termination of employment without cause up to six months after change of control of the Group;

§Brad Cooper – Provisions relating to relocation from Auckland to Sydney, including accommodation and housing payments, relocation payments, motor vehicle, car parking, additional travel between Australia and New Zealand and taxation services;

§George Frazis – Provisions relating to relocation from Sydney to Auckland including relocation payments, accommodation payments and travel between Australia and New Zealand;

§Peter Hanlon – Provisions relating to accommodation in Sydney and travel between Adelaide and Sydney;

§Bob McKinnon – Cash settled LTI based on role-specific four year objectives; and

§Rob Whitfield – Provisions relating to accommodation in Sydney.A-IFRS.

 

4.Non-executive Director remunerationRemuneration

4.14.1. Structure and policy

Remuneration policy

Westpac’s Non-executive Director remuneration strategy is designed to attract and retain experienced, qualified Board members and remunerate them appropriately for their time and expertise.

 

As the Board’s focus is on strategic direction, long-term corporate performance and the creation of shareholder value, fees for Non-executive Directors are not directly related to the Group’s short-term results and Non-executive Directors do not receive performance-based remuneration.

 

2012 WESTPAC GROUP ANNUAL REPORT

61



Non-executive Director remuneration consists of the following components:

 

 

Remuneration component

 

 

Remuneration componentPaid as

 

Paid as

 

Detail

 

 

 

 

 

 

 

Base fee

 

 

Cash

 

Base fee

Cash

 

This fee is for service on the Westpac Banking Corporation Board. The base fee for the Chairman covers all responsibilities, including all Board Committees.

Committee fees

 

 

Cash

 

Committee fees

Cash

 

Additional fees are paid to Non-executive Directors for chairing or participating in Board Committees.

Superannuation

 

 

Superannuation

 

Superannuation

 

Reflects statutory superannuation contributions (9% of fees), which are capped at the superannuation maximum contributions base as prescribed under the Superannuation Guarantee legislation.

Subsidiary Board and Advisory Board fees

 

 

Cash

 

Subsidiary Board and Advisory Board fees

Cash

 

Fees are for service on Subsidiary Boards and Advisory Boards. These fees are paid by the relevant subsidiary company.

 

 

In addition to an ongoing process of self-assessment, an external review is undertaken on the performance of the Board, the Chairman, each Director and Board Committees. Further details are provided in the Corporate Governance Statement in this Annual Report.

Changes to Non-executive Director remuneration in 20112012

For the year ended 30 September 2011,2012, the following changes were made to Non-executive Director remuneration:

Non-executive Director fee review effective 1 October 2010.January 2012

Non-executive Director committee fees were last increased in 2007 and have remain unchanged over a period of significant increased workload as the regulatory environment evolved through, and post, the global financial crisis. In addition, two Board Committees were dissolved during the year with work of those Board Committees assumed by the full Board.

The Board reviewed the Non-executive Director fee framework in late 2009. OnOctober 2011 and, on the basis of market data and advice provided by an independent remuneration consultant,Guerdon Associates and current workloads, approved the Board approved a 5% increasefollowing adjustments to base fees effective 1 October 2010. Committee fees were not increased. Non-executive Director fees effective from 1 January 2012:

¾the Westpac Group Board Chairman fee increased from $735,000 to $760,000 per annum;

¾the Westpac Group Board Deputy Chairman fee increased from $262,500 to $270,000 per annum;

¾for both the Audit Committee and Risk Management Committee, fees for the Committee Chairman increased from $50,000 to $60,000 per annum and fees for Committee members increased from $25,000 to $30,000 per annum;

¾for the Remuneration Committee, fees for the Committee Chairman increased from $45,000 to $48,000 per annum and fees for Committee members increased from $20,000 to $24,000 per annum; and

¾for the Technology and Sustainability Committees, the fee for the Committee Chairman decreased from $40,000 to $30,000 per annum and fees for Committee members decreased from $20,000 to $15,000 per annum. The Technology Committee fees have been set at 50% of the Audit Committee fees.

These changes included both increases and decreases in committee fees and have positioned Westpac Non-executive Director fees as second of the four major banks and reflect our relative size, scale and market capitalisation.

At the time of the review of the fee framework, two board committees were last increasedalso dissolved, bringing the accountabilities within the oversight of the full Board.

Changes to Board and Committee composition

Following the retirement of Ted Evans (Chairman) and Graham Reaney on 14 December 2011, the following changes were made to Board and Committee composition:

¾Lindsay Maxsted was appointed Chairman of the Westpac Group Board, effective 15 December 2011;

¾Peter Wilson was appointed Chairman of the Audit Committee, replacing Lindsay Maxsted, effective 15 December 2011;

¾Ann Pickard and Robert Elstone were appointed as Non-executive Directors to the Westpac Board effective 1 December 2011 and 1 February 2012 respectively;

¾the Health, Safety and Wellbeing Committee (HS&W) was introduced as a temporary Committee in 2007.2010. The outcomes delivered under the Committee’s improvement program were substantially completed, and in January 2012 the Committee was dissolved with the Board assuming responsibility for the overall monitoring of HS&W across the Group;

¾the Sustainability Committee was dissolved on 6 March 2012, the Westpac Group’s sustainability agenda being well embedded across the organisation. The Board has assumed responsibility for its oversight and monitoring as a core part of our overall approach to doing business;

¾effective 6 March 2012, a number of changes were made to committee membership. Section 1 of the Directors’ report shows Board Committee membership during 2012; and

¾consistent with Westpac’s director tenure policy, Carolyn Hewson retired from the Westpac Board on 30 June 2012.

 

 

Annual Report 2011

6762

2012 WESTPAC GROUP ANNUAL REPORT



 

Changes to Committee compositionDIRECTORS’ REPORT

The following changes were effective 15 December 2010:

 

§John Curtis was appointed Chairman of the Remuneration Committee, replacing Gordon Cairns who continues as a member of this Committee;

§Elizabeth Bryan was appointed Chairman of the Risk Management Committee, replacing Carolyn Hewson who continues as a member of this Committee. Elizabeth Bryan was also appointed as a member of the Remuneration Committee; and

§Peter Hawkins was appointed Chairman of the Technology Committee, replacing Elizabeth Bryan who continues as a member of this Committee.

On 9 August 2011, Carolyn Hewson was appointed Chairman of the Nominations Committee, replacing Ted Evans who continues as a member of this Committee.

Section 8 of the 2011 Director’s Report shows Board Committee membership during 2011.

Fee pool

At the 2008 Annual General Meeting, the current fee pool of $4.5 million per annum was approved by shareholders. For the year ended 30 September 2011, $3.72012, $3.5 million (81%(77%) of this fee pool was used. The fee pool is inclusive of employer superannuation contributions but does not include retirement allowances.

Fee framework

This section details the current Non-executive Director fee framework.

Base and committee fees

The following table sets out the Board and standing Committee fees payable for 2011:from 1 January 2012:

 

Annual Rate

Base Fee

 

Annual Rate$

Chairman

 

$735,000760,000

Deputy Chairman

 

$262,500270,000

Non-executive Directors

 

$210,000

Committee Chairman Fees

 

 

Audit Committee

 

$50,00060,000

Risk Management Committee

 

$50,00060,000

Remuneration Committee

 

$45,00048,000

Sustainability Committee1

 

$40,00030,000

Technology Committee

 

$40,00030,000

Health, Safety & Wellbeing Committee (HS&W)12

 

$40,000

Committee Membership Fees

 

 

Audit Committee

 

$25,00030,000

Risk Management Committee

 

$25,00030,000

Remuneration Committee

 

$20,00024,000

Sustainability Committee1

 

$20,00015,000

Technology Committee

 

$20,00015,000

Health, Safety & Wellbeing Committee (HS&W)12

 

$20,000

 

1            The Sustainability Committee was dissolved effective 6 March 2012.

2The HS&W Committee (previously named the OHS Committee) is a temporary Committee that was establisheddissolved effective 1 May 2010 to assist the Board with the oversight of health, safety and wellbeing responsibilities for the Group. This Committee will be discontinued in financial year 2012 with its functions reverting to the Board.January 2012.

 

FeesCommittee fees are not payable to the Chairman and members of the Nominations Committee.

 

68

Westpac Group



Directors’ report

Superannuation

The Group pays superannuation contributions to Non-executive Directors of up to 9% of their fees. These contributions are capped at the maximum compulsory superannuation contributions base prescribed under Superannuation Guarantee legislation. Employer contributions are paid into an eligible superannuation fund nominated by the Director.

Subsidiary Board and Advisory Board Feesfees

Throughout the reporting period, additional fees were payable to certain Directors for membership on subsidiary boardsSubsidiary Boards or advisory boards.Advisory Boards. These fees vary according to the position held, the size, level and nature of activity in the division and the time commitment required.

 

The table below sets out the annual fees payable to the relevant Directors for service on Subsidiary and Advisory Boards in 2011.2012:

 

Director

 

Subsidiary/Advisory Board

 

Role

 

Annual Rate

Elizabeth Bryan1,2

Westpac New Zealand Limited

Director

$45,942

Peter Hawkins3

 

Bank of Melbourne Advisory Board

 

Director

 

$35,000

Carolyn Hewson

 

BT Investment Management Board

 

Director

 

$110,000

Graeme Reaney1

 

Bank of SABankSA Advisory Board

 

Director

 

$15,00013,750

Peter Wilson1,42

 

Westpac New Zealand Limited

 

Chair

 

$130,168

131,875

 

1Graham Reaney retired from the BankSA Advisory Board effective 14 December 2011.

12           The fees for service on the WNZL Subsidiary Board are paid in New Zealand dollars and have been converted to Australian dollars using the 20112012 year to date average exchange rate (1AUD = 0.7657)1.2891NZD).

2Elizabeth Bryan resigned from the WNZL Subsidiary Board effective 21 October 2010.

3Peter Hawkins was appointed to the Bank of Melbourne Advisory Board effective 1 November 2010.

4For the period from 1 October 2010 to 31 December 2010 the Chairman fee for the WNZL Subsidiary Board was NZD120,000. Following a market review, the WNZL Subsidiary Board Chairman fee was increased to NZD170,000 effective 1 January 2011.

 

Equity participation

Non-executive Directors have voluntarily resolved to build and maintain their individual holdings of Westpac ordinary shares to align their interests with the long-term interests of shareholders. Details of Non-executive Directors’ Westpac (and related bodies corporate) shareholdings are set out in Section 4(a) of the 2011 Director’s Report.Directors’ report.

2012 WESTPAC GROUP ANNUAL REPORT

63



Retiring Allowance

In addition

The retiring allowance for Non-executive Directors appointed prior to their Directors’ fees, Ted Evans and Carolyn Hewson have retiring allowances that accrued until they wereJuly 2003 was frozen in December 2005 and are nowwas indexed in line with average weekly earnings. The indexed amount is payable on retirement. These allowances are detailed in Section 4.2.

 

A retiring allowance of $489,266 was paid to Ted Evans following his retirement from the Westpac Group Board on 14 December 2011, and a retiring allowance of $347,186 was paid to Carolyn Hewson following her retirement from the Westpac Group Board on 30 June 2012.

 

As at 1 July 2012, there are no longer any Non-executive Directors with a retiring allowance.

Annual Report 2011

69



 

4.25.    Required remuneration disclosures

5.1. Details of Non-executive Director Remunerationremuneration

 

Details of Non-executive Director remuneration are set out in the table below.below:

 

 

 

Short-term Benefits

 

Post Employment Benefits

 

 

 

 

 

 

Westpac Banking 
Corporation Board
Fees 1

 

Subsidiary and 
Advisory Board 
Fees2

 

Superannuation

 

Retiring Allowance
Accrued During the
Year
 3

 

Total

 

Total Retiring
Allowance Accrued

Name

 

$

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

Ted Evans, Chairman

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

735,000

 

-

 

15,345

 

18,333

 

768,678

 

484,957

2010

 

700,000

 

-

 

14,660

 

21,749

 

736,409

 

466,624

John Curtis, Deputy Chairman

 

 

 

 

 

 

 

 

2011

 

392,420

 

-

 

15,345

 

-

 

407,765

 

-

2010

 

336,000

 

30,374

 

17,396

 

-

 

383,770

 

-

Elizabeth Bryan

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

341,230

 

2,650

 

15,345

 

-

 

359,225

 

-

2010

 

298,000

 

47,966

 

14,660

 

-

 

360,626

 

-

Gordon Cairns

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

306,250

 

-

 

15,345

 

-

 

321,595

 

-

2010

 

303,000

 

-

 

14,660

 

-

 

317,660

 

-

Peter Hawkins

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

295,940

 

32,180

 

15,345

 

-

 

343,465

 

-

2010

 

270,000

 

23,350

 

16,761

 

-

 

310,111

 

-

Carolyn Hewson

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

286,170

 

109,580

 

25,890

 

12,501

 

434,141

 

337,068

2010

 

295,000

 

109,867

 

24,548

 

15,287

 

444,702

 

324,567

Lindsay Maxsted

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

285,000

 

-

 

15,345

 

-

 

300,345

 

-

2010

 

275,000

 

23,342

 

16,761

 

-

 

315,103

 

-

Graham Reaney

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

280,000

 

15,000

 

15,345

 

-

 

310,345

 

-

2010

 

278,647

 

5,630

 

15,184

 

-

 

299,461

 

-

Peter Wilson

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

300,000

 

120,600

 

15,345

 

-

 

435,945

 

-

2010

 

290,000

 

95,170

 

14,660

 

-

 

399,830

 

-

Total fees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

3,222,010

 

280,010

 

148,650

 

30,834

 

3,681,504

 

822,025

2010

 

3,045,647

 

335,699

 

149,290

 

37,036

 

3,567,672

 

791,191

 

 

 

 

 

 

 

 

 

 

 

 

 

1Includes fees paid to Chairman and members of Board Committees, including fees for the temporary HS&W Committee.

2For the period from 1 October 2009 to 28 February 2010, John Curtis, Peter Hawkins, Lindsay Maxsted and Graham Reaney received fees for service on the St.George Bank Limited Subsidiary board. From 1 March 2010, fees paid by St.George Bank Limited ceased when Westpac and St.George became a single Authorised Deposit-taking Institution.

3Retiring allowances were frozen for individual Non-executive Directors between December 2005 and February 2006. Accruals shown for 2011 include indexation in line with average weekly earnings following the freezing of the retiring allowances. Retiring allowances are not included in calculations for the Non-executive Director fee pool.

 

 

Short-term Benefits

 

Post Employment Benefits

 

 

 

 

 

 

 

Westpac Banking
Corporation
Board Fees1

 

Subsidiary and
Advisory Board
Fees

 

Superannuation

 

Retiring Allowance
Accrued During the
Year
2

 

Total

 

Total Retiring
Allowance Accrued

 

Name

 

$

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lindsay Maxsted, Chairman

 

 

 

 

 

 

 

 

 

 

 

2012

 

661,503

 

-

 

15,961

 

-

 

677,464

 

-

 

2011

 

285,000

 

-

 

15,345

 

-

 

300,345

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Curtis, Deputy Chairman

 

 

 

 

 

 

 

 

 

 

 

2012

 

365,770

 

-

 

15,961

 

-

 

381,731

 

-

 

2011

 

392,420

 

-

 

15,345

 

-

 

407,765

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Elizabeth Bryan

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

323,377

 

-

 

15,961

 

-

 

339,338

 

-

 

2011

 

341,230

 

2,650

 

15,345

 

-

 

359,225

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gordon Cairns

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

278,377

 

-

 

15,961

 

-

 

294,338

 

-

 

2011

 

306,250

 

-

 

15,345

 

-

 

321,595

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Robert Elstone, appointed 1 February 2012

 

 

 

 

 

 

 

 

 

 

 

2012

 

182,254

 

-

 

9,194

 

-

 

191,448

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hawkins

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

300,000

 

35,000

 

15,961

 

-

 

350,961

 

-

 

2011

 

295,940

 

32,180

 

15,345

 

-

 

343,465

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ann Pickard, appointed 1 December 2011

 

 

 

 

 

 

 

 

 

 

 

2012

 

205,836

 

-

 

13,332

 

-

 

219,168

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Wilson

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

306,489

 

131,875

 

15,961

 

-

 

454,325

 

-

 

2011

 

300,000

 

120,600

 

15,345

 

-

 

435,945

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Non-executive Directors

 

 

 

 

 

 

 

 

 

 

 

Ted Evans, retired as Chairman on 14 December 2011

 

 

 

 

 

 

 

 

 

2012

 

150,615

 

-

 

3,233

 

4,309

 

158,157

 

-

 

2011

 

735,000

 

-

 

15,345

 

18,333

 

768,678

 

484,957

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carolyn Hewson, retired on 30 June 2012

 

 

 

 

 

 

 

 

 

2012

 

206,989

 

110,000

 

21,693

 

10,118

 

348,800

 

-

 

2011

 

286,170

 

109,580

 

25,890

 

12,501

 

434,141

 

337,068

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Graeme Reaney, retired on 14 December 2011

 

 

 

 

 

 

 

 

 

2012

 

57,377

 

2,818

 

3,233

 

-

 

63,428

 

-

 

2011

 

280,000

 

15,000

 

15,345

 

-

 

310,345

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total fees

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

3,038,587

 

279,693

 

146,451

 

14,427

 

3,479,158

 

-

 

2011

 

3,222,010

 

280,010

 

148,650

 

30,834

 

3,681,504

 

822,025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

Includes fees paid to Chairman and members of Board Committees, including fees for the temporary HS&W Committee.

2

Retiring allowances were frozen for individual Non-executive Directors between December 2005 and February 2006. Accruals shown for 2012 include indexation in line with average weekly earnings following the freezing of the retiring allowances. Retiring allowances are not included in calculations for the Non-executive Director fee pool.

 

7064

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Directors’ reportDIRECTORS’ REPORT

5.2. Remuneration details – KMP and other Senior Executives

This section sets out details of remuneration for the CEO and Senior Executives for the 2012 financial year, calculated in accordance with statutory accounting requirements.

 

 

Short-term Benefits

 

Post Employment Benefits

 

Share-based Payments

 

 

 

 

 

Fixed Remu-
neration
1

 

STI (cash)2

 

Non-
monetary
Benefits
3

 

Other
Short-term
Benefits
4

 

Superann-
uation
Benefits
5

 

Long
Service
Leave
6

 

Restricted
Shares
7

 

Options8

 

Share
Rights
8

 

Total9

 

Name

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly, Managing Director & Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

3,001,714

 

2,268,000

 

2,565

 

-

 

27,102

 

51,217

 

1,704,358

 

63,862

 

2,473,166

 

9,591,984

 

2011

 

2,901,656

 

2,376,000

 

-

 

-

 

27,281

 

68,816

 

1,786,612

 

533,809

 

2,170,642

 

9,864,816

 

John Arthur, Chief Operating Officer 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,131,518

 

702,000

 

13,053

 

-

 

43,503

 

31,205

 

471,581

 

-

 

384,414

 

2,777,274

 

2011

 

819,544

 

792,000

 

1,078

 

-

 

50,058

 

17,326

 

246,847

 

-

 

263,029

 

2,189,882

 

Peter Clare, Chief Executive Offier, Westpac New Zealand Limited 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

973,964

 

810,000

 

158,423

 

-

 

14,056

 

15,975

 

592,446

 

173

 

409,671

 

2,974,708

 

2011

 

988,822

 

990,000

 

1,078

 

-

 

24,326

 

16,729

 

341,059

 

63,258

 

258,067

 

2,683,339

 

Philip Coffey, Chief Financial Officer 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,312,031

 

1,080,000

 

2,033

 

-

 

43,270

 

44,198

 

825,490

 

222

 

548,696

 

3,855,940

 

2011

 

1,164,312

 

1,350,000

 

-

 

-

 

49,450

 

52,148

 

571,940

 

110,540

 

348,565

 

3,646,955

 

Brad Cooper, Chief Executive Officer, BT Financial Group 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

956,185

 

1,080,000

 

3,013

 

-

 

50,791

 

15,244

 

766,713

 

195

 

594,341

 

3,466,482

 

2011

 

995,851

 

1,320,000

 

7,150

 

-

 

19,339

 

39,298

 

571,860

 

98,080

 

366,971

 

3,418,549

 

George Frazis, Chief Executive Officer, St.George Banking Group 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,005,158

 

912,000

 

2,888

 

-

 

28,254

 

7,627

 

486,064

 

167,365

 

660,959

 

3,270,315

 

2011

 

969,696

 

1,200,000

 

52,882

 

-

 

18,324

 

-

 

-

 

399,634

 

899,680

 

3,540,216

 

Peter Hanlon, Chief Executive, Australian Financial Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,190,304

 

945,000

 

77,061

 

-

 

198,138

 

(72,651

)

621,668

 

166

 

409,671

 

3,369,357

 

2011

 

879,346

 

1,062,000

 

166,797

 

-

 

183,652

 

(116,214

)

360,846

 

78,197

 

258,067

 

2,872,691

 

Brian Hartzer, Chief Executive, Australian Financial Services 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

622,080

 

150,000

 

185,712

 

370,000

 

10,614

 

8,985

 

2,461,533

 

-

 

-

 

3,808,924

 

Christine Parker, Group Executive, Human Resources & Corporate Affairs 

 

 

 

 

 

 

 

 

 

 

 

2012

 

825,411

 

600,000

 

46,109

 

-

 

19,253

 

17,357

 

307,823

 

26

 

84,774

 

1,900,753

 

Greg Targett, Chief Risk Officer 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,323,898

 

690,000

 

3,013

 

-

 

43,601

 

33,242

 

537,857

 

-

 

493,833

 

3,125,444

 

2011

 

1,176,961

 

828,000

 

-

 

-

 

49,253

 

37,982

 

287,456

 

-

 

316,709

 

2,696,361

 

Rob Whitfield, Group Executive, Westpac Institutional Bank 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,711,723

 

1,296,000

 

160,603

 

-

 

24,326

 

27,423

 

688,660

 

130

 

530,560

 

4,439,425

 

2011

 

1,838,371

 

1,104,000

 

210,993

 

-

 

33,696

 

27,390

 

525,697

 

71,589

 

348,565

 

4,160,301

 

Jason Yetton, Group Executive, Westpac Retail & Business Banking 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

834,966

 

660,000

 

1,736

 

-

 

24,126

 

30,681

 

339,824

 

-

 

124,471

 

2,015,804

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Senior Executives10 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman, Chief Executive Officer, St.George Banking Group

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

448,674

 

-

 

1,017

 

-

 

9,544

 

12,111

 

206,894

 

-

 

118,938

 

797,178

 

2011

 

921,475

 

734,400

 

613,184

 

-

 

19,392

 

75,495

 

227,557

 

-

 

114,706

 

2,706,209

 

Rob Coombe, Group Executive, Westpac Retail & Business Banking

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

256,635

 

291,667

 

297

 

2,182,500

 

3,895

 

(35,156

)

232,648

 

233

 

563,321

 

3,496,040

 

2011

 

940,352

 

1,200,000

 

1,078

 

-

 

26,340

 

26,413

 

401,312

 

115,760

 

325,331

 

3,036,586

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

Fixed remuneration is the total cost of salary, salary sacrificed benefits (including motor vehicles, parking, etc. and any associated fringe benefits tax) and an accrual for annual leave entitlements. Peter Hanlon received a higher duty allowance while CEO of Australian Financial Services for the period from 24 November 2011.

2

2012 STI figures reflect annual cash performance awards accrued but not yet paid in respect of the year ended 30 September 2012.

2012 WESTPAC GROUP ANNUAL REPORT

65



3

Non-monetary benefits are determined on the basis of the cost to the Group (including associated fringe benefits tax, where applicable) and include annual health checks, provision of taxation advice, relocation costs, living away from home expenses and allowances.

4

Incorporates payments made upon any cessation of employment or other contracted amounts. Payments made to Rob Coombe after nearly 16 years service include statutory payments such as annual and long service leave, outplacement assistance, payment in lieu of notice in accordance with his contract provisions and the equity portion of his 2011 STI outcome. The payment to Brian Hartzer reflects annual incentive foregone from his previous employer.

5

The CEO and Senior Executives are provided with insurance cover under the Westpac Group Plan at no cost. Peter Hanlon is a member of a legacy defined benefit superannuation fund. Superannuation benefits have been calculated consistent with AASB 119.

6

Peter Hanlon took long service leave during the year which resulted in a negative accrual of ($72,651). Rob Coombe also took long service leave during the year resulting in a negative accrual of ($35,156).

7

The value of restricted shares is amortised over the applicable vesting period, and the amount shown is the amortisation relating to the 2012 reporting year (and 2011 year as comparison).

The equity granted to Brian Hartzer on his recruitment relates to equity foregone with his previous employer and will be forfeited if Mr Hartzer resigns or is terminated for cause before the vesting dates.

8

Equity-settled remuneration is based on the amortisation over the vesting period (normally two or three years) of the ‘fair value’ at grant date of hurdled and unhurdled options and share rights that were granted during the four years ended 30 September 2012. Details of prior years’ grants have been disclosed in previous Annual Reports.

9

The percentage of the total remuneration which is performance related (i.e., STI cash plus share based payments) was: Gail Kelly 68%, John Arthur 56%, Rob Chapman 41%, Peter Clare 61%, Philip Coffey 64%, Rob Coombe 31%, Brad Cooper 70%, George Frazis 68%, Peter Hanlon 59%, Brian Hartzer 69%, Christine Parker 52%, Greg Targett 55%, Rob Whitfield 57% and Jason Yetton 56%. The percentage of total remuneration delivered in the form of options (including share rights) was: Gail Kelly 26%, John Arthur 14%, Rob Chapman 15%, Peter Clare 14%, Philip Coffey 14%, Rob Coombe 16%, Brad Cooper 17%, George Frazis 25%, Peter Hanlon 12%, Brian Hartzer 0%, Christine Parker 4%, Greg Targett 16%, Rob Whitfield 12% and Jason Yetton 6%.

10

Rob Chapman ceased to be a KMP when he vacated the role of Chief Executive Officer, St.George Banking Group on 31 March 2012. Rob Coombe vacated the role of Group Executive, Westpac Retail & Business Banking effective 23 November 2011 and subsequently left the Group on 31 December 2011 – see note 4 above.

66

2012 WESTPAC GROUP ANNUAL REPORT


 


5.Further information about our equity plansDIRECTORS’ REPORT

 

Employee Share Plan

Under the Employee Share Plan, employees5.3. Movement in Australia can receive up to $1,000 of Westpac ordinary shares at the end of each financial year to recognise their contribution to our performance provided the Group meets at least one of two hurdles: an increase in share price or customer advocacy. For 2011, the customer advocacy hurdle was met.

The CEO, Directors and any employees who received an STI award deferred into equity or an LTI awardequity-settled instruments during the year are not eligible to receive an Employee Share Plan award for that year.

Other plans

We also provide separate reward plansThis table shows the details of movements during 2012 in the number and value of equity instruments for small, specialised parts of the business. PaymentsCEO and Senior Executives under these plans are directly linked to growth of that part of the business and are capped at an appropriate proportion of the value and/or profitability of the relevant part of the business. These plans are designed to provide market competitive remuneration for the relevant employees. Westpac also has ‘grandfathered’ plans, under which no further awards are made and performance or vesting periods have passed. These vested securities continue to run their course.

Comparator companies used in our LTI performance hurdlesplans.

 

This section describes the comparator companies for each of the different Plans.

CEO Performance Plan

Name

 

Type of Equity Instrument

 

Number
Granted
1

 

Number
Vested
2

 

Number
Exercised
3

 

Value
Granted
4
$

 

Value
Exercised
5
$

 

Value Forfeited
or Lapsed
5,6
$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

CEO Performance options

 

-

 

429,842

 

320,513

 

-

 

1,935,386

 

-

 

 

CEO Performance share rights

 

272,929

 

132,445

 

132,445

 

3,501,210

 

2,759,057

 

-

 

 

Shares under the CEO Restricted Share Plan

 

77,799

 

78,364

 

n/a

 

1,582,881

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

Performance share rights

 

40,433

 

-

 

-

 

525,604

 

-

 

-

 

 

Shares under Restricted Share Plan

 

25,933

 

7,889

 

n/a

 

527,627

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

Performance options

 

-

 

73,619

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

50,542

 

-

 

-

 

657,018

 

-

 

-

 

 

Shares under Restricted Share Plan

 

32,416

 

12,260

 

n/a

 

659,529

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philip Coffey

 

Performance options

 

-

 

94,325

 

127,308

 

-

 

1,140,105

 

-

 

 

Performance share rights

 

66,715

 

-

 

-

 

867,257

 

-

 

-

 

 

Shares under Restricted Share Plan

 

44,204

 

23,987

 

n/a

 

899,365

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brad Cooper

 

Performance options

 

-

 

82,822

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

75,813

 

-

 

-

 

985,526

 

-

 

-

 

 

Shares under Restricted Share Plan

 

43,222

 

14,392

 

n/a

 

879,385

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

George Frazis

 

Performance options

 

-

 

260,869

 

260,869

 

-

 

1,524,999

 

-

 

 

Performance share rights

 

55,596

 

-

 

-

 

722,716

 

-

 

-

 

 

Unhurdled share rights

 

-

 

9,995

 

9,995

 

-

 

227,779

 

-

 

 

Shares under Restricted Share Plan

 

39,292

 

-

 

n/a

 

799,426

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

Performance options

 

-

 

70,398

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

50,542

 

-

 

-

 

657,018

 

-

 

-

 

 

Shares under Restricted Share Plan

 

34,774

 

13,859

 

n/a

 

707,504

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brian Hartzer

 

Shares under Restricted Share Plan

 

331,906

 

52,306

 

n/a

 

7,158,864

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Christine Parker

 

Performance options

 

-

 

10,984

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

11,927

 

-

 

-

 

155,045

 

-

 

-

 

 

Unhurdled share rights

 

-

 

2,838

 

-

 

-

 

-

 

-

 

 

Shares under Restricted Share Plan

 

17,015

 

3,340

 

n/a

 

346,038

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Targett

 

Performance share rights

 

60,650

 

-

 

4,822

 

788,414

 

105,511

 

-

 

 

Shares under Restricted Share Plan

 

27,111

 

6,204

 

n/a

 

551,594

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

Performance options

 

-

 

55,214

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

60,650

 

-

 

-

 

788,414

 

-

 

-

 

 

Shares under Restricted Share Plan

 

36,149

 

19,786

 

n/a

 

735,479

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jason Yetton

 

Performance options

 

-

 

29,447

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

17,689

 

-

 

-

 

229,945

 

-

 

-

 

 

Shares under Restricted Share Plan

 

21,990

 

16,471

 

n/a

 

447,294

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman

 

Performance share rights

 

42,960

 

-

 

-

 

558,453

 

-

 

-

 

 

Shares under Restricted Share Plan

 

24,047

 

8,017

 

n/a

 

489,255

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Coombe

 

Performance options

 

-

 

110,224

 

-

 

-

 

-

 

-

 

 

Performance share rights

 

60,650

 

-

 

26,827

 

788,414

 

567,549

 

959,760

 

 

Shares under Restricted Share Plan

 

-

 

35,579

 

n/a

 

-

 

n/a

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1No performance options were granted in 2012.

2For unhurdled share rights granted in December 2009, 100% vested in 2012. The unvested performance options granted to the CEO Performance Planin February 2008 and the performance options granted to Senior Executives in December 2008 were assessed against a TSR ranking group is comprisedthat consisted of the top 10 selectedlargest Australian banking and financial sector companies by market capitalisation listed onat the ASX with which Westpac competes for customers. As at 30 September 2011time of grant (excluding Westpac). The remaining 30% of the most recently determined ranking group consisted of:

§AMP Limited;performance options granted to the CEO in February 2008 vested during 2012 and 90% of the performance options granted to Senior Executives in October 2008 vested during 2012.

§3    ASX Limited;

§AustraliaVested options and New Zealand Banking Group Limited;

§Bendigoshare rights that were granted prior to October 2009 can be exercised up to a maximum of 10 years from their commencement date. For each share right and Adelaide Bank Limited;

§Commonwealth Bank of Australia;

§Insurance Australia Group Limited;

§Lend Lease Group;

§Macquarie Group Limited;

§National Australia Bank Limited; and

§Suncorp Group Limited.

each performance option exercised during the year, the relevant Executive received one fully paid Westpac Reward Plan

ordinary share. The Westpac Reward Plan ranking groupexercise price for share rights is comprised of the top 10 selected Australian banking and financial sector companies by market capitalisation. As at 30 September 2011 the most recently determined peer group under the Westpac Reward Plan consisted of:

§nil.AMP Limited;

§ASX Limited;

§Australia and New Zealand Banking Group Limited;

§Bendigo and Adelaide Bank Limited

§Commonwealth Bank of Australia;

§Insurance Australia Group Limited;

§Lend Lease Group;

§Macquarie Group Limited;

§National Australia Bank Limited; and

§Suncorp Group Limited.


 

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

6771



 

4For share rights, the value granted represents the number of securities granted multiplied by the fair value per instrument as set out in the table titled ‘Fair value of LTI grants made during the year’ below. For restricted shares, the value granted represents the number of ordinary shares granted multiplied by the five day volume weighted average price of a Westpac ordinary share on the date the shares were granted. These values, which represent the full value of the equity-based awards made to disclosed Executives in 2012, do not reconcile with the amount shown in the table in Section 5.2, which shows amortised totals of equity awards over their vesting period. The minimum total value of the grants for future financial years is nil and an estimate of the maximum possible total value in future financial years is the fair value, as shown above.
As part of Brian Hartzer’s sign-on arrangements and to reflect equity foregone with his previous employer, equity was granted under the RSP which will be forfeited if Mr Hartzer resigns or is terminated for cause before the vesting dates.

5The value of each option or share right exercised or lapsed is calculated based on the five day volume weighted average price of Westpac ordinary shares on the ASX on the date of exercise (or lapse), less the relevant exercise price (if any). Where the exercise price is greater than the five day volume weighted average price of Westpac ordinary shares, the value has been calculated as nil.

Performance share rights forfeited during 2012 were as a result of leaving the Group in 2012. Vested performance options were also forfeited in 2012 at nil value (exercise price greater than the five day weighted average price).

6Apart from equity instruments referred to in this section, no other equity instruments granted in prior years vested or were forfeited during the financial year.

Fair value of LTI grants made during the year

The table below provides a summary of the fair value of LTI awards granted to the CEO and Senior Executives during 2012 calculated in accordance with Australian accounting standard AASB 2 Share-based Payments and used for accounting purposes only. The LTI grants will vest on satisfaction of performance and/or service conditions tested in future financial years.

Fair

Performance

Commencement

First Possible

Valueper

Equity Instrument

Hurdle

Granted to

Grant Date

Date1

Vesting Date

Expiry

Instrument

CEO Performance Plan

Relative TSR

Gail Kelly

21 December 2011

1 October 2011

1 October 2014

1 October 2021

$9.20

Share Rights

Cash EPS CACG

21 December 2011

1 October 2011

1 October 2014

1 October 2021

$16.66

Westpac Reward Plan

Relative TSR

All Senior

29 November 2011

1 October 2011

1 October 2014

1 October 2021

$9.59

Performance Share Rights

Cash EPS CACG

Executives

29 November 2011

1 October 2011

1 October 2014

1 October 2021

$16.60

1

The commencement date is the start of the performance period in the case of share rights. Awards to the CEO were approved by shareholders at the Annual General Meeting held on 15 December 2010.

2

The fair values of share rights granted during the year included in the table above have been independently calculated at their respective grant dates based on the requirements of Australian accounting standard AASB 2 Share-based Payments. The fair value of rights without TSR based hurdles, including rights with Cash EPS CAGR hurdles, has been assessed with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods. The fair value of rights with hurdles based on TSR performance relative to a group of comparator companies also takes into account the average TSR outcome determined using a Monte Carlo simulation pricing model.

5.4. Employment agreements

The remuneration and other terms of employment for the CEO and Senior Executives are formalised in their employment agreements. Each of these employment agreements provide for the payment of fixed and performance-based remuneration, superannuation and other benefits such as death and disablement insurance cover.

The term and termination provisions of the employment agreements for the current KMP are summarised below.

Term

Who

Conditions

Duration of agreement

¾CEO and Senior Executives

¾Ongoing until notice given by either party

Notice to be provided by the executive or the Group to terminate the employment agreement

¾CEO and Senior Executives

¾12 months1

¾Jason Yetton

¾6 months1

Termination payments to be made on termination without cause

¾CEO and all Senior Executives

¾Deferred STI and LTI awards vest according to the applicable equity plan rules

Termination for cause

¾CEO, John Arthur, Brian Hartzer, Christine Parker, Greg Targett, Rob Whitfield and Jason Yetton

¾Immediately for misconduct

¾3 months notice for poor performance

¾All other Senior Executives

¾Immediately for misconduct

¾Standard contractual notice period for poor performance

Post-employment restraints

¾CEO and all Senior Executives

¾12 month non-solicitation restraint

1Payment in lieu of notice may in certain circumstances be approved by the Board for some or all of the notice period.

68

2012 WESTPAC GROUP ANNUAL REPORT



DIRECTORS’ REPORT

Certain individuals have provisions in their contracts for different terms due to grandfathered contractual benefits or individual circumstances:

¾Gail Kelly– The restricted period on all unvested restricted shares (deferred STI) will continue to the full term when Gail Kelly ceases employment with Westpac, except for death, sickness or disability or in certain circumstances within 12 months of change of control of Westpac. In these circumstances all unvested restricted shares will vest. On immediate termination for misconduct, all restricted shares will be forfeited. When Gail Kelly ceases employment with Westpac, all unvested performance share rights (LTI) will lapse at the Board’s discretion, except for under circumstances of death, sickness or disability and in certain circumstances within 12 months of change of control of Westpac. In these circumstances all unvested performance share rights will vest. On immediate termination for misconduct, all unvested performance share rights will lapse;

¾Peter Clare – Provisions relating to his relocation from Sydney to Auckland;

¾Peter Hanlon– Provisions relating to accommodation in Sydney, and travel between Adelaide and Sydney;

¾Brian Hartzer– Provisions relating to his relocation from London to Sydney;

¾Christine Parker– Provisions relating her relocation from Auckland to Sydney; and

¾Rob Whitfield– Provisions relating to accommodation in Sydney.

2012 WESTPAC GROUP ANNUAL REPORT

69



10. AuditorAUDITOR

 

a)      Auditor’s independence declaration

 

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001(Cth)is below.below:

 

 

 

Auditor’s Independence DeclarationAUDITOR’S INDEPENDENCE DECLARATION

 

As lead auditor for the audit of Westpac Banking Corporation for the year ended 30 September 2011,2012, I declare that to the best of my knowledge and belief, there have been:

 

a.no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

 

b.no contraventions of any applicable code of professional conduct in relation to the audit.

 

This declaration is in respect of Westpac Banking Corporation and the entities it controlled during the year.period.

 

 

GRAPHIC

 

Ian HammondMichael Codling
Partner
PricewaterhouseCoopers

Sydney, Australia
25 November 20112012

 

 

 

 

 

PricewaterhouseCoopers, ABN 52 780 433 757

Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171

T +61 2 8266 0000, F +61 2 8266 9999, www.pwc.com.au

 

 

 

b)Non-audit services

 

We may decide to engage PricewaterhouseCoopersPwC on assignments additional to their statutory audit duties where their expertise or experience with Westpac or a controlled entity is important.

 

Details of the non-audit service amounts paid or payable to PricewaterhouseCoopersPwC for non-audit services provided during the 20102011 and 20112012 financial years are set out in Note 33 to our consolidatedthe financial statements.

 

PricewaterhouseCoopersPwC also provides audit and non-audit services to non-consolidated entities, including non-consolidated securitisation vehicles sponsored by the Group, non-consolidated trusts of which a Westpac Group entity is trustee, manager or responsible entity and non-consolidated superannuation funds or pension funds. The fees in respect of these services were approximately $8.5$8.6 million in total (2010 $8.6(2011 $8.5 million). PricewaterhouseCoopersPwC may also provide audit and non-audit services to other entities in which Westpac holds a minority interest and which are not consolidated. Westpac is not aware of the amount of any fees paid to PwC by those entities.

 

Westpac has a policy on engaging PricewaterhouseCoopers,PwC, details of which are set out in the ‘Corporate governance’ section, including the subsection entitled ‘Engagement of the external auditor’, which forms part of this Directors’ Report.report.

 

The Board has considered the position and, in accordance with the advice received from the Board Audit Committee, is satisfied that the provision of the non-audit services during 20112012 by PricewaterhouseCoopersPwC is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.Act. The Directors are satisfied that the provision of non-audit services by PricewaterhouseCoopers,PwC, as set out above, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

 

§          all non-audit services have been reviewed by the Board Audit Committee to ensure they do not impact the impartiality and objectivity of the auditor; and

 

§          none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accounts.

70

2012 WESTPAC GROUP ANNUAL REPORT



 

 

Signed in accordance with a resolution of the Board.

 

 

GRAPHIC

 

GRAPHICGRAPHIC

Ted Evans ACLindsay Maxsted
Chairman
25 November 20112012

Gail Kelly
Managing Director & Chief Executive Officer
25 November 20112012

 

2012 WESTPAC GROUP ANNUAL REPORT

71



This page is intentionally left blank

 

72

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Section 2

Five year summary

Reading this report

Review of Group operations

Divisional performance

Risk and risk management

Other Westpac business information

 

 

FIVE YEAR SUMMARY

READING THIS REPORT

REVIEW OF GROUP OPERATIONS

DIVISIONAL PERFORMANCE

RISK AND RISK MANAGEMENT

OTHER WESTPAC BUSINESS INFORMATION



 

FIVE YEAR SUMMARY1

(in $millions unless otherwise indicated)

 

2012

 

 

2011

 

2010

 

2009

 

2008

 

Income statements for the years ended 30 September2

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

12,502

 

 

11,996

 

11,842

 

11,646

 

7,222

 

Non-interest income

 

5,481

 

 

4,917

 

5,068

 

4,859

 

4,383

 

Net operating income before operating expenses and impairment charges

 

17,983

 

 

16,913

 

16,910

 

16,505

 

11,605

 

Operating expenses

 

(7,909

)

 

(7,406

)

(7,416

)

(7,171

)

(5,455

)

Impairment charges

 

(1,212

)

 

(993

)

(1,456

)

(3,238

)

(931

)

Profit before income tax

 

8,862

 

 

8,514

 

8,038

 

6,096

 

5,219

 

Income tax expense

 

(2,826

)

 

(1,455

)

(1,626

)

(2,579

)

(1,287

)

Profit attributable to non-controlling interests

 

(66

)

 

(68

)

(66

)

(71

)

(73

)

Net profit attributable to owners of Westpac Banking Corporation

 

5,970

 

 

6,991

 

6,346

 

3,446

 

3,859

 

Balance sheet as at 30 September2

 

 

 

 

 

 

 

 

 

 

 

 

Loans

 

514,445

 

 

496,609

 

477,655

 

463,459

 

313,545

 

Other assets

 

160,520

 

 

173,619

 

140,622

 

126,128

 

126,131

 

Total assets

 

674,965

 

 

670,228

 

618,277

 

589,587

 

439,676

 

Deposits

 

394,991

 

 

370,278

 

337,385

 

329,456

 

233,730

 

Debt issues and acceptances

 

147,847

 

 

165,931

 

150,971

 

133,024

 

100,369

 

Loan capital

 

9,537

 

 

8,173

 

9,632

 

11,138

 

8,718

 

Other liabilities

 

76,371

 

 

82,038

 

80,171

 

79,398

 

77,388

 

Total liabilities

 

628,746

 

 

626,420

 

578,159

 

553,016

 

420,205

 

Total shareholders’ equity and non-controlling interests

 

46,219

 

 

43,808

 

40,118

 

36,571

 

19,471

 

Key financial ratios

 

 

 

 

 

 

 

 

 

 

 

 

Shareholder value

 

 

 

 

 

 

 

 

 

 

 

 

Dividends per ordinary share (cents)

 

166

 

 

156

 

139

 

116

 

142

 

Dividend payout ratio (%)

 

84.8

 

 

67.0

 

64.9

 

92.6

 

68.9

 

Return on average ordinary equity (%)

 

14.0

 

 

17.8

 

17.4

 

10.8

 

23.1

 

Basic earnings per share (cents)

 

195.8

 

 

233.0

 

214.2

 

125.3

 

206.0

 

Net tangible assets per ordinary share ($)3

 

10.47

 

 

9.96

 

8.96

 

7.89

 

7.71

 

Share price ($):

 

 

 

 

 

 

 

 

 

 

 

 

High

 

24.99

 

 

25.60

 

28.43

 

26.74

 

31.32

 

Low

 

19.00

 

 

17.84

 

20.56

 

14.40

 

18.36

 

Close

 

24.85

 

 

20.34

 

23.24

 

26.25

 

21.48

 

Business performance

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses to operating income ratio (%)

 

44.0

 

 

43.8

 

43.9

 

43.4

 

47.0

 

Net interest margin

 

2.16

 

 

2.19

 

2.21

 

2.38

 

2.07

 

Capital adequacy

 

 

 

 

 

 

 

 

 

 

 

 

Total equity to total assets (%)

 

6.8

 

 

6.5

 

6.5

 

6.2

 

4.4

 

Total equity to total average assets (%)

 

7.0

 

 

7.0

 

6.6

 

6.3

 

4.8

 

Tier 1 ratio (%)4

 

10.3

 

 

9.7

 

9.1

 

8.1

 

7.8

 

Total capital ratio (%)4

 

11.7

 

 

11.0

 

11.0

 

10.8

 

10.8

 

Credit quality

 

 

 

 

 

 

 

 

 

 

 

 

Net impaired assets to equity and collectively assessed provisions (%)

 

5.6

 

 

6.3

 

6.2

 

5.7

 

3.0

 

Total provisions for impairment on loans and credit commitments to total loans (basis points)

 

82

 

 

88

 

105

 

101

 

69

 

Other information

 

 

 

 

 

 

 

 

 

 

 

 

Core full-time equivalent employees (number at financial year end)5

 

33,418

 

 

33,898

 

35,055

 

34,189

 

26,717

 

1

Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported.

2

The above income statement extracts for 2012, 2011 and 2010 and balance sheet extracts for 2012 and 2011 are derived from the consolidated financial statements included in this Annual Report. The above income statement extracts for 2009 and 2008 and balance sheet extracts for 2010, 2009 and 2008 are derived from financial statements previously published.

3

Total equity attributable to owners of Westpac Banking Corporation, after deducting goodwill and other intangible assets divided by the number of ordinary shares outstanding, less treasury shares held.

4

For details on this ratio, please refer to Note 30 to the financial statements.

5

Core full-time equivalent employees includes full-time and pro-rata part-time staff. It excludes staff on unpaid absences (e.g. unpaid maternity leave), overtime, temporary and contract staff.

 

 

Annual Report 2011

7374

 

2012 WESTPAC GROUP ANNUAL REPORT



 

Five year summary1

(in $millions unless otherwise indicated)

 

2011

 

 

2010

 

2009

 

2008

 

2007

Income statements for the years ended 30 September2

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

11,996

 

 

11,842

 

11,646

 

7,222

 

6,313

Non-interest income

 

4,917

 

 

5,068

 

4,859

 

4,383

 

4,006

Net operating income before operating expenses and impairment charges

 

16,913

 

 

16,910

 

16,505

 

11,605

 

10,319

Operating expenses

 

(7,406)

 

 

(7,416)

 

(7,171)

 

(5,455)

 

(4,689)

Impairment charges on loans

 

(993)

 

 

(1,456)

 

(3,238)

 

(931)

 

(482)

Profit before income tax expense

 

8,514

 

 

8,038

 

6,096

 

5,219

 

5,148

Income tax expense

 

(1,455)

 

 

(1,626)

 

(2,579)

 

(1,287)

 

(1,630)

Profit attributable to non-controlling interests

 

(68)

 

 

(66)

 

(71)

 

(73)

 

(67)

Net profit attributable to owners of Westpac Banking Corporation

 

6,991

 

 

6,346

 

3,446

 

3,859

 

3,451

Balance sheet as at 30 September2

 

 

 

 

 

 

 

 

 

 

 

Loans

 

496,609

 

 

477,655

 

463,459

 

313,545

 

275,377

Other assets

 

173,619

 

 

140,622

 

126,128

 

126,131

 

102,243

Total assets

 

670,228

 

 

618,277

 

589,587

 

439,676

 

377,620

Deposits

 

370,278

 

 

337,385

 

329,456

 

233,730

 

202,054

Debt issues and acceptances

 

165,931

 

 

150,971

 

133,024

 

100,369

 

87,126

Loan capital

 

8,173

 

 

9,632

 

11,138

 

8,718

 

7,704

Other liabilities

 

82,038

 

 

80,171

 

79,398

 

77,388

 

62,828

Total liabilities

 

626,420

 

 

578,159

 

553,016

 

420,205

 

359,712

Total shareholders’ equity and non-controlling interests

 

43,808

 

 

40,118

 

36,571

 

19,471

 

17,908

 

 

 

 

 

 

 

 

 

 

 

 

Key financial ratios

 

 

 

 

 

 

 

 

 

 

 

Shareholder value

 

 

 

 

 

 

 

 

 

 

 

Dividends per ordinary share (cents)

 

156

 

 

139

 

116

 

142

 

131

Dividend payout ratio (%)

 

67.0

 

 

64.9

 

92.6

 

68.9

 

70.1

Return on average ordinary equity (%)

 

17.8

 

 

17.4

 

10.8

 

23.1

 

23.5

Basic earnings per share (cents)

 

233.0

 

 

214.2

 

125.3

 

206.0

 

186.9

Net tangible assets per ordinary share ($)3

 

9.96

 

 

8.96

 

7.89

 

7.71

 

7.00

Share price ($):

 

 

 

 

 

 

 

 

 

 

 

High

 

25.60

 

 

28.43

 

26.74

 

31.32

 

28.69

Low

 

17.84

 

 

20.56

 

14.40

 

18.36

 

22.53

Close

 

20.34

 

 

23.24

 

26.25

 

21.48

 

28.50

 

 

 

 

 

 

 

 

 

 

 

 

Business performance

 

 

 

 

 

 

 

 

 

 

 

Operating expenses to operating income ratio (%)

 

43.8

 

 

43.9

 

43.4

 

47.0

 

45.4

Net interest margin

 

2.19

 

 

2.21

 

2.38

 

2.07

 

2.19

Capital adequacy

 

 

 

 

 

 

 

 

 

 

 

Total equity to total assets (%)

 

6.5

 

 

6.5

 

6.2

 

4.4

 

4.7

Total equity to total average assets (%)

 

7.0

 

 

6.6

 

6.3

 

4.8

 

5.4

Tier 1 ratio (%)4

 

9.7

 

 

9.1

 

8.1

 

7.8

 

6.5

Total capital ratio (%)4

 

11.0

 

 

11.0

 

10.8

 

10.8

 

9.5

Credit quality

 

 

 

 

 

 

 

 

 

 

 

Net impaired assets to equity and collectively assessed provisions (%)

 

6.3

 

 

6.2

 

5.7

 

3.0

 

1.4

Total provisions5 for impairment on loans and credit commitments to total loans (basis points)

 

88.2

 

 

104.9

 

101.2

 

68.9

 

56.3

Other information

 

 

 

 

 

 

 

 

 

 

 

Core full-time equivalent staff (number at financial year end)6

 

33,898

 

 

35,055

 

34,189

 

26,717

 

25,903

1Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported.

2The above income statement extracts for 2011, 2010 and 2009 and balance sheet extracts for 2011 and 2010 are derived from the consolidated financial statements included in this Annual Report. The above income statement extracts for 2008 and 2007 and balance sheet extracts for 2009, 2008 and 2007 are derived from financial statements previously published.

3Total equity attributable to owners of Westpac Banking Corporation, after deducting goodwill and other intangible assets divided by the number of ordinary shares outstanding, less treasury shares held.

4For details on the calculation of this ratio, please refer to Note 30 to the financial statements.

5Prior to 2010 this ratio has included, if applicable, the APRA required capital deduction (above A-IFRS provisioning levels) which formed part of the APRA termed General Reserve for Credit Losses. Beginning in 2010 this ratio is based only on A-IFRS provisioning levels. The ratio at 30 September 2009 was not impacted; the ratio at 30 September 2008 was revised from 69.0 bps to 68.9 bps; and the ratio at 30 September 2007 was revised from 61.6 bps to 56.3 bps.

6Core full-time equivalent employees (FTE) includes full-time and pro-rata part-time staff. It excludes staff on unpaid absences (e.g. unpaid maternity leave), overtime, temporary and contract staff.

74

Westpac Group



READING THIS REPORT

Reading this report


Disclosure regarding forward-looking statements

This Annual Report contains statements that constitute ‘forward-looking statements’ within the meaning of Section 21E of the US Securities Exchange Act of 1934.1934.

 

Forward-looking statements are statements about matters that are not historical facts. Forward-looking statements appear in a number of places in this Annual Report and include statements regarding our intent, belief or current expectations with respect to our business and operations, market conditions, results of operations and financial condition, including, without limitation, future loan loss provisions and financial support to certain borrowers. We use words such as ‘will’, ‘may’, ‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’, ‘plan’, ‘estimate’, ‘anticipate’, ‘believe’, ‘probability’, ‘risk’ or other similar words to identify forward-looking statements. These forward-looking statements reflect our current views with respect to future events and are subject to change, certain risks, uncertainties and assumptions which are, in many instances, beyond our control, and have been made based upon management’s expectations and beliefs concerning future developments and their potential effect upon us. There can be no assurance that future developments will be in accordance with our expectations or that the effect of future developments on us will be those anticipated. Actual results could differ materially from those which we expect, depending on the outcome of various factors, including, but not limited to:

 

§¾        the effect of, and changes in, laws, regulations, taxation or accounting standards or practices and government policy, particularly changes to liquidity, leverage and capital requirements;

 

§¾        the stability of Australian and international financial systems and disruptions to financial markets and any losses or business impacts Westpac or its customers or counterparties may experience as a result;

 

§¾        market volatility, including uncertain conditions in funding, equity and asset markets;

 

§¾        adverse asset, credit or capital market conditions;

 

§¾        changes to our credit ratings;

 

§¾        levels of inflation, interest rates, exchange rates and market and monetary fluctuations;

 

§¾        market liquidity and investor confidence;

 

§¾        changes in economic conditions, consumer spending, saving and borrowing habits in Australia, New Zealand and in other countries in which Westpac or its customers or counterparties conduct their operations and our ability to maintain or to increase market share and control expenses;

 

§¾        the effects of competition in the geographic and business areas in which Westpac conducts its operations;

 

§¾        reliability and security of Westpac’s technology and risks associated with changes to technology systems;

 

§¾        the timely development and acceptance of new products and services and the perceived overall value of these products and services by customers;

 

§¾        the effectiveness of our risk management policies, including our internal processes, systems and employees;

§¾        the occurrence of environmental change or external events in countries in which Westpac or its customers or counterparties conduct their operations;

 

§¾        internal and external events which may adversely impact our reputation;

 

§¾        changes in political, social or economic conditions in any of the major markets in which Westpac or its customers or counterparties operate;

¾the success of strategic decisions involving business expansion and integration of new businesses; and

 

§¾        various other factors beyond Westpac’s control.

 

The above list is not exhaustive. For certain other factors that may impact on forward-looking statements made by us, refer to ‘Risk factors’ under the section ‘Risk and risk management’. When relying on forward-looking statements to make decisions with respect to us, investors and others should carefully consider the foregoing factors and other uncertainties and events.

 

Westpac is under no obligation, and does not intend, to update any forward-looking statements contained in this Annual Report, whether as a result of new information, future events or otherwise, after the date of this Annual Report.

 

Significant developments

For a discussion of significant developments impacting the Group, refer to ‘Significant developments’ under ‘Information on Westpac’ in Section 1.

 

Currency of presentation, exchange rates and certain definitions

In this Annual Report, ‘financial statements’ means our audited consolidated balance sheets as at 30 September 20112012 and 30 September 20102011 and income statements, statements of comprehensive income, changes in equity and cash flows for each of the years ended 30 September 2012, 2011 2010 and 20092010 together with accompanying notes which are included in this Annual Report.

 

Our financial year ends on 30 September. As used throughout this Annual Report, the financial year ended 30 September 20112012 is referred to as 20112012 and other financial years are referred to in a corresponding manner.

 

We publish our consolidated financial statements in Australian dollars. In this Annual Report, unless otherwise stated or the context otherwise requires, references to ‘dollars’, ‘dollar amounts’, ‘$’, ‘AUD’ or ‘A$’ are to Australian dollars, references to ‘US$’, ‘USD’ or ‘US dollars’ are to United States dollars and references to ‘NZ$’, ‘NZD’ or ‘NZ dollars’ are to New Zealand dollars. Solely for the convenience of the reader, certain Australian dollar amounts have been translated into US dollars at a specified rates.rate. These translations should not be construed as representations that the Australian dollar amounts actually represent such US dollar amounts or have been or could be converted into US dollars at the rate indicated. Unless otherwise stated, the translations of Australian dollars into US dollars have been made at the rate of A$1.00 = US$0.9744,1.0388, the noon buying rate in New York City for cable transfers in Australian dollars as


Annual Report 2011

75




certified for customs purposes by the Federal Reserve Bank of New York (the ‘noon


2012 WESTPAC GROUP ANNUAL REPORT

75




‘noon buying rate’) as of 30Friday, 28 September 2011.2012. The Australian dollar equivalent of New Zealand dollars at 3028 September 20112012 was A$1.00 = NZ$1.2746,1.2542, being the closing spot exchange rate on that date. Refer to ‘Exchange rates’ in Section 4 for information regarding the rates of exchange between the Australian dollar and the US dollar for the financial years ended 30 September 20072008 to 30 September 2011.2012.

 

Any discrepancies between totals and sums of components in tables contained in this Annual Report are due to rounding.

St.George Bank Limited merger

For accounting purposes the merger with St.George Bank Limited took effect from close of business on 17 November 2008 and the results of St.George Bank Limited and its controlled entities (St.George Group) was included in the 2009 financial year with effect from 18 November 2008 to 30 September 2009. Our financial results for the 2010 and 2011 financial years are therefore not directly comparable to our results for the 2009 financial year. The impact of this is highlighted in relevant sections of the Review of Group operations.


 

76

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Review of Group operationsREVIEW OF GROUP OPERATIONS

 


Selected consolidated financial and operating data

 

We have derived the following selected financial information as of, and for the financial years ended, 30 September 2012, 2011, 2010, 2009 2008 and 20072008 from our audited consolidated financial statements and related notes.

 

This information should be read together with our audited consolidated financial statements and the accompanying notes included elsewhere in this Annual Report.

 

Accounting standards

 

The financial statements and other financial information included elsewhere in this Annual Report, unless otherwise indicated, have been prepared and presented in accordance with Australian Accounting Standards which include the Australian equivalents to International Financial Reporting Standards (A-IFRS). They also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

 

The financial statements have been prepared in accordance with the accounting policies described in Note 1 to the financial statements.

 

Recent accounting developments

For a discussion of recent accounting developments refer to Note 1 to the financial statements.

 

Critical accounting estimates

 

Our reported results are sensitive to the accounting policies, assumptions and estimates that underlie the preparation of the income statement and the balance sheet. Our principal accounting policies are disclosed in Note 1 to the financial statements. Note 1 also includes a description of our critical accounting assumptions and estimates. We have discussed the development and selection of the critical accounting estimates with our BAC.Board Audit Committee (BAC). The following is a summary of the areas we consider involve our most critical accounting estimates (forestimates. For more detail refer to Note 1 to the financial statements).statements.

 

Fair value of financial instruments

 

Financial instruments classified as held-for-trading or designated at fair value through profit or loss and financial assets classified as available-for-sale are recognised in the financial statements at fair value. All derivatives are measured and recognised at fair value. As far as possible, financial instruments are valued with reference to quoted, observable market prices or by using models which employ observable valuation parameters. Where valuation models rely on parameters for which inputs are not observable, judgments and estimation may be required.

 

As at 30 September 2011,2012, the fair value of trading securities, financial assets designated at fair value through profit andor loss, loans designated at fair value, available-for-sale securities and life insurance assets was $76,912$91,816 million (2010 $67,900(2011: $88,189 million). The fair value of trading liabilities and financial liabilities designated at fair value through profit andor loss, deposits at fair value and debt issues at fair value was $112,140$88,319 million (2010 $91,426(2011: $112,140 million). The fair value of outstanding derivatives was a net liability of $3,446 million (2011: $9,740 million net asset (2010 $7,937 million net liability)asset). The fair value of life insurance assets of

$7,916 $8,240 million (2010 $12,310(2011: $7,916 million) was substantially based on quoted market prices. The fair value of financial assets and financial liabilities determined by valuation models that use unobservable market prices was $1,473$1,276 million (2010 $1,164(2011: $1,473 million) and $100 million

(2011: $74 million (2010 $153 million) for financial liabilities., respectively. The fair value of other financial assets and financial liabilities, including derivatives, is largely determined based on valuation models using observable market prices and rates. Where observable market inputs are not available, day one profits or losses are not recognised.

 

We believe that the judgments and estimates used are reasonable in the current market. However, a change in these judgments and estimates would lead to different results as future market conditions can vary from those expected.

 

Provisions for impairment charges on loans

 

Provisions for loan impairment charges represent management’s best estimate of the losses incurred in the loan portfolios as at the balance date. There are two components of our loan impairment provisions: individually assessed provisions (IAPs) and collectively assessed provisions (CAPs).

 

In determining IAPs, considerations that have a bearing on the expected future cash flows are taken into account. For example, the business prospects of the customer, the realisable value of collateral, our position relative to other claimants, the reliability of customer information and the likely cost and duration of the work-out process. These judgments and estimates can change with time as new information becomes available or as work-out strategies evolve, resulting in revisions to the impairment provision as individual decisions are made.

 

The CAPs are established on a portfolio basis taking into account the level of arrears, collateral and security, past loss experience and expected defaults based on portfolio trends. The most significant factors in establishing these provisions are estimated loss rates and related emergence periods. The future credit quality of these portfolios is subject to uncertainties that could cause actual credit losses to differ from reported loan impairment provisions. These uncertainties include the economic environment, notably interest rates, unemployment levels, payment behaviour and bankruptcy rates.

 

As at 30 September 2011,2012, gross loans to customers were $500,654$518,279 million (2010 $482,366(2011: $500,654 million) and the provision for impairment on loans was $4,045$3,834 million (2010 $4,711(2011: $4,045 million).

 

Goodwill

 

Goodwill represents the excess of purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the Group’Group’s share of the identified net assets of acquired businesses. The determination of the fair value of the assets and liabilities of acquired businesses requires the exercise of management judgment. Different fair values would result in changes to the goodwill and to the post-acquisition performance of the acquisitions.


 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

77



 


Goodwill is tested for impairment annually by determining if the carrying value of the cash generatingcash-generating unit (CGU) that it has been allocated to is recoverable. The recoverable amount is the higher of the CGU’s fair value less costs to sell and its value in use. Determination of appropriate cash flows and discount rates for the calculation of the value in use is subjective. As at 30 September 2011,2012, the carrying value of goodwill was $8,582$8,797 million (2010 $8,569(2011: $8,582 million). Refer to Note 13 to the financial statements for further information.

 

Superannuation obligations

 

The actuarial valuation of our defined benefit plan obligations are dependent upon a series of assumptions, the key ones being discount rate, compensation increase rate, mortality, morbidity and investment returns assumptions. Different assumptions could significantly alter the amount of the difference between plan assets and defined benefit obligations and the amount recognised directly in retained earnings.

 

The superannuation deficits across all our plans as at 30 September 20112012 were in aggregate $676$632 million (2010 $425(2011: $676 million).

 

Provisions (other than loan impairment charges)

 

Provisions are held in respect of a range of obligations such as employee entitlements, restructuring costs, litigation provisions and non-lending losses, impairment charges on credit commitments and surplus lease space. Some of the provisions involve significant judgment about the likely outcome of various events and estimated future cash flows.

 

Income taxes

 

The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. All our businesses predominantly operate in jurisdictions with similar tax rates to the Australian corporate tax rate. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Group estimates its tax liabilities based on the Group’s understanding of the tax law. Where the final outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period where such determination is made.

 

Provisions for taxation held in respect of uncertain tax positions represent the tax benefits at risk. The assessment of the amount of tax benefits at risk involves the exercise of management judgments about the ultimate outcomes of the transactions.

St.George Bank Limited merger

The merger with St.George Bank Limited was accounted for using the purchase method of accounting. All the identifiable assets and liabilities of St.George Group were initially recognised by the Group at their fair value on the date of the merger. This involved additional critical accounting assumptions, judgments and estimates that may have a material impact on the Group’s financial statements. The assets and liabilities recognised by the

Group following the merger with St.George Bank Limited are set out in Note 42.

§intangible assets

Identifiable intangible assets are required to be identified and measured at their fair value as a result of the purchase price accounting requirements of AASB 3 Business Combinations. This involves the use of judgments, estimates and assumptions about how customers may act and how products will perform in the future, based largely on past experience and future contractual arrangements.

The following material identifiable intangible assets were recognised as a result of the merger:

core deposit intangibles;

brand names;

financial planner distribution relationships; and

credit card customer relationships.

§financial assets and liabilities

The fair value of all of St.George Group’s financial assets and financial liabilities were determined at the merger date. Many of these assets and liabilities are not normally traded in active markets. The global credit and capital market conditions that included extreme volatility, disruption and decreased liquidity increased the level of management judgment required in determining the fair value of St.George Group’s financial assets and financial liabilities.

§tax consolidation

Following the redemption of St.George Bank Limited’s hybrid instruments on 31 March 2009, St.George Bank Limited and all its wholly owned Australian subsidiaries joined the Westpac tax consolidated group. Westpac was required to reset the tax value of certain St.George Group assets to the appropriate market value of those assets.

In order to determine the impact of St.George Group joining the Westpac tax consolidation group, the fair value of St.George Group and the fair value of its identifiable assets and liabilities needed to be determined as at 31 March 2009. This required management to make similar critical assumptions, judgments and estimates in determining the fair value of identifiable assets and liabilities on the date of the acquisition.

Refer to Note 5 for the impact of St.George Bank Limited joining the Westpac tax consolidated group.


 

 

78

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



Review of Group operationsREVIEW OF GROUP OPERATIONS

Income statement review

INCOME STATEMENT REVIEW

Consolidated income statement1

 

 

Year Ended 30 September

 

Year Ended 30 September

 

2011

 

2011

 

 

2010

 

2009

 

2008

 

2007

 

2012

 

2012

 

 

2011

 

2010

 

2009

 

2008

(in $millions unless otherwise indicated)

 

US$2

 

A$

 

 

A$

 

A$

 

A$

 

A$

 

US$2

 

A$

 

 

A$

 

A$

 

A$

 

A$

Interest income

 

37,123

 

38,098

 

 

34,151

 

30,446

 

29,081

 

22,075

 

38,304

 

36,873

 

 

38,098

 

34,151

 

30,446

 

29,081

Interest expense

 

(25,434)

 

(26,102

)

 

(22,309)

 

(18,800)

 

(21,859)

 

(15,762)

 

(25,317)

 

(24,371

)

 

(26,102)

 

(22,309)

 

(18,800)

 

(21,859)

Net interest income

 

11,689

 

11,996

 

 

11,842

 

11,646

 

7,222

 

6,313

 

12,987

 

12,502

 

 

11,996

 

11,842

 

11,646

 

7,222

Non-interest income

 

4,791

 

4,917

 

 

5,068

 

4,859

 

4,383

 

4,006

 

5,694

 

5,481

 

 

4,917

 

5,068

 

4,859

 

4,383

Net operating income before operating expenses and impairment charges

 

16,480

 

16,913

 

 

16,910

 

16,505

 

11,605

 

10,319

 

18,681

 

17,983

 

 

16,913

 

16,910

 

16,505

 

11,605

Operating expenses

 

(7,216)

 

(7,406

)

 

(7,416)

 

(7,171)

 

(5,455)

 

(4,689)

 

(8,216)

 

(7,909

)

 

(7,406)

 

(7,416)

 

(7,171)

 

(5,455)

Impairment charges on loans

 

(968)

 

(993

)

 

(1,456)

 

(3,238)

 

(931)

 

(482)

Impairment charges

 

(1,259)

 

(1,212

)

 

(993)

 

(1,456)

 

(3,238)

 

(931)

Profit before income tax

 

8,296

 

8,514

 

 

8,038

 

6,096

 

5,219

 

5,148

 

9,206

 

8,862

 

 

8,514

 

8,038

 

6,096

 

5,219

Income tax expense

 

(1,418)

 

(1,455

)

 

(1,626)

 

(2,579)

 

(1,287)

 

(1,630)

 

(2,936)

 

(2,826

)

 

(1,455)

 

(1,626)

 

(2,579)

 

(1,287)

Net profit for the year

 

6,878

 

7,059

 

 

6,412

 

3,517

 

3,932

 

3,518

 

6,270

 

6,036

 

 

7,059

 

6,412

 

3,517

 

3,932

Profit attributable to non-controlling interests

 

(66)

 

(68

)

 

(66)

 

(71)

 

(73)

 

(67)

 

(68)

 

(66

)

 

(68)

 

(66)

 

(71)

 

(73)

Net profit attributable to owners of Westpac Banking Corporation

 

6,812

 

6,991

 

 

6,346

 

3,446

 

3,859

 

3,451

 

6,202

 

5,970

 

 

6,991

 

6,346

 

3,446

 

3,859

Weighted average number of ordinary shares (millions)

 

2,997

 

2,997

 

 

2,960

 

2,747

 

1,871

 

1,846

 

3,043

 

3,043

 

 

2,997

 

2,960

 

2,747

 

1,871

Basic earnings per ordinary share (cents)

 

227.0

 

233.0

 

 

214.2

 

125.3

 

206.0

 

186.9

 

203.4

 

195.8

 

 

233.0

 

214.2

 

125.3

 

206.0

Diluted earnings per share (cents)3

 

217.9

 

223.6

 

 

207.1

 

123.2

 

200.1

 

185.3

 

197.9

 

190.5

 

 

223.6

 

207.1

 

123.2

 

200.1

Dividends per ordinary share (cents)

 

152

 

156

 

 

139

 

116

 

142

 

131

 

172

 

166

 

 

156

 

139

 

116

 

142

Dividend payout ratio (%)4

 

67.0

 

67.0

 

 

64.9

 

92.6

 

68.9

 

70.1

 

84.8

 

84.8

 

 

67.0

 

64.9

 

92.6

 

68.9

 

1           Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported.

2           Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.9744,1.0388, the noon buying rate in New York City on 3028 September 2011.2012.

3           Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares.

4           Calculated by dividing the dividends per ordinary share by the basic earnings per ordinary share.

Overview of performance – 2012 v 2011

Net profit attributable to owners of Westpac Banking Corporation was $5,970 million in 2012, a decrease of $1,021 million or 15% compared to 2011. The lower net profit for the year reflected a $1,070 million or 6% increase in net operating income before operating expenses and impairment charges which was more than offset by a 7% increase in operating expenses, 22% increase in impairment charges and 94% increase in income tax expense.

Net interest income was $12,502 million in 2012, an increase of $506 million or 4% compared to 2011, reflecting growth in loans and deposits. A 5% increase in average interest earning assets, particularly in Australian housing loans, was partially offset by a decrease in the net interest margin of 3 basis points due to funding costs increasing at a faster pace than asset repricing.

Non-interest income was $5,481 million in 2012, an increase of $564 million or 11% compared to 2011, reflecting growth in the retail banking division and wealth earnings including additional income from the acquisition of J O Hambro. Higher markets income benefited from favourable market conditions driving trading and customer sales income in foreign exchange and interest rate businesses.

Operating expenses were $7,909 million in 2012, an increase of $503 million or 7% compared to 2011. This primarily reflects increased salaries, other staff expenses and restructuring costs including higher operating costs from expansion in Asia and Bank of Melbourne, and restructuring costs associated with the Group’s supplier program. Prior period investment also resulted in higher equipment and occupancy costs, which included higher software amortisation expense. An additional expense was incurred from an increase in provisions for longstanding legal proceedings.

Impairment charges were $1,212 million in 2012, an increase of $219 million or 22% compared to 2011. 2011 benefited from a $107 million net reduction in economic overlay provision and the benefits of improved asset quality and write-backs. 2012 included a $17 million increase in economic overlay and a reduced benefit from write-backs.

The effective tax rate was 31.9% in 2012 and 17.1% in 2011. In 2012, income tax expense included a tax charge of $165 million relating to the retrospective impact of new TOFA legislation and its application to the merger with St.George, while in 2011 a benefit of $1,110 million was received relating to the impact of tax consolidation of the St.George merger.

2012 WESTPAC GROUP ANNUAL REPORT

79



2012 earnings per share were 195.8 cents per share compared to 233.0 cents per share in 2011. The increase in the number of shares on issue in 2012 was primarily due to shares issued under the Dividend Reinvestment Plan (DRP).

A final dividend of 84 cents per share has been declared by the Board, taking the full year dividend for 2012 to 166 cents per share. The dividend is fully franked. This full year dividend represents an increase of 6% over the dividends declared in 2011 and a pay-out ratio of 85%.

Income statement review – 2012 v 2011

Net interest income – 2012 v 2011

 

 

2012

 

 

2011

 

2010 

 

 

$m

 

 

$m

 

$m 

Interest income

 

36,873

 

 

38,098

 

34,151

Interest expense

 

(24,371)

 

 

(26,102)

 

(22,309)

Net interest income

 

12,502

 

 

11,996

 

11,842

Increase/(decrease) in net interest income

 

 

 

 

 

 

 

Due to change in volume

 

556

 

 

207

 

1,344

Due to change in rate

 

(50)

 

 

(53)

 

(1,148)

Change in net interest income

 

506

 

 

154

 

196

Net interest income was $12,502 million in 2012, an increase of $506 million or 4% compared to 2011.

Net interest margins declined 3 basis points to 2.16% in 2012 from 2.19% in 2011. Increased funding costs and a more competitive environment for deposits (particularly term deposits) were the main drivers of the decline, though these were partially offset by improved margins from asset repricing in our housing and business lending portfolios.

Loan growth1 in 2012 was 4% higher compared to 2011, with the key feature being the 4% growth in Australian housing loans and 2% growth in Australian business loans. New Zealand lending growth was 5%.

Loan growth had the following specific components:

§Australian housing loans increased $11.8 billion or 4%;

§Australian business lending increased $2.6 billion or 2%. Growth occurred in AFS and institutional lending;

§Australian personal lending increased $0.7 billion or 4%, driven by growth in the Auto Finance portfolio;

§New Zealand lending increased $2.1 billion or 5%, with housing loans increasing $1.2 billion or 4% and business loans increasing $0.9 billion or 5%; and

§other overseas loans increased $1.0 billion or 16% due primarily to growth in trade finance in Asia.

Total deposits1 increased 7% or $24.7 billion in 2012 compared to 2011. Growth in customer deposits exceeded growth in loans resulting in the deposit to loan ratio increasing 510 basis points.

Deposit growth had the following specific components:

§Australian term deposits increased $26.7 billion or 24%, with the Group seeking to improve its funding base by prioritising term deposit growth. Growth was broadly based across all customer segments;

§Australian at call deposits increased $4.6 billion or 3%, particularly due to customer flows in the second half of 2012;

§Australian non-interest bearing deposits increased $2.7 billion or 20%, due to increased balances in mortgage offset accounts;

§New Zealand deposits increased $3.5 billion or 11%, with growth in both at call and term deposits; and

§other overseas deposits declined $8.6 billion or 26% and Australian certificates of deposit declined $4.3 billion or 12% due to reductions in the Group’s reliance on short-term wholesale funding.

1For the purposes of this discussion on net interest income, loan and deposit growth has been determined by comparing balances at 30 September 2012 to balances at 30 September 2011.

80

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

Interest spread and margin – 2012 v 2011

 

 

2012

 

 

2011

 

2010

 

 

$m

 

 

$m

 

$m

Group

 

 

 

 

 

 

 

Net interest income

 

12,502

 

 

11,996

 

11,842

Average interest earning assets

 

577,745

 

 

548,221

 

534,991

Average interest bearing liabilities

 

540,527

 

 

513,535

 

501,968

Average net non-interest bearing liabilities and equity

 

37,218

 

 

34,686

 

33,023

Interest spread1

 

1.87%

 

 

1.87%

 

1.94%

Benefit from free funds2

 

0.29%

 

 

0.32%

 

0.27%

Net interest margin3

 

2.16%

 

 

2.19%

 

2.21%

1Interest spread is the difference between the average yield on all interest earning assets and the average rate paid on all interest bearing liabilities.

2The benefit of net non-interest bearing assets, liabilities and equity is determined by applying the average rate of interest paid on all interest bearing liabilities to the average level of net non-interest bearing funds as a percentage of average interest earning assets.

3Net interest margin is calculated by dividing net interest income by average interest earning assets.

Net interest margin was 2.16% in 2012, a decline of 3 basis points compared to 2011. Key drivers of the margin decrease were:

§an 18 basis point decline from higher retail and wholesale funding costs relative to market rates. This included:

a 14 basis point decline from customer deposits. 9 basis points reflected the lower spread from intense competition, particularly for term deposits. The 9 basis point decline included a reduction in the benefit from hedging low interest accounts of 2 basis points. Product mix impacts reduced margins by 5 basis points, with growth weighted towards lower spread products, particularly term deposits; and

a 4 basis point decline from wholesale funding costs and the cost of holding increased average liquid asset balances.

§a 12 basis point increase from asset repricing, primarily due to repricing of the housing and business lending portfolios;

§capital and other impacts were flat with the benefit from higher capital values offsetting lower earnings due to falling interest rates;

§a 1 basis point increase reflecting lower amortisation of fair value adjustments relating to the merger with St.George; and

§a 2 basis point increase reflecting increased Treasury interest income offsetting lower contribution of Markets net interest income.

Non-interest income – 2012 v 2011

 

 

2012

 

 

2011

 

2010

 

 

$m

 

 

$m

 

$m

Fees and commissions

 

2,630

 

 

2,568

 

2,469

Wealth management and insurance income

 

1,791

 

 

1,618

 

1,560

Trading income

 

850

 

 

558

 

797

Other income

 

210

 

 

173

 

242

Total non-interest income

 

5,481

 

 

4,917

 

5,068

Non-interest income was $5,481 million in 2012, an increase of $564 million or 11% compared to 2011. The increase was primarily driven by higher trading, wealth management and insurance income.

Fees and commissions income were $2,630 million in 2012, an increase of $62 million or 2% compared to 2011. This increase was primarily due to:

§an increase in facility fees as a result of higher business and commercial lending fees of $74 million; offset by

§a decline in merchant fees as average interchange rates reduced in line with changes in the mix of spending by householders.

2012 WESTPAC GROUP ANNUAL REPORT

81



Wealth management and insurance income was $1,791 million in 2012, an increase of $173 million or 11% compared to 2011. This increase was primarily due to:

§higher performance fees predominantly in Hastings of $130 million;

§revenue contribution from the J O Hambro acquisition of $73 million;

§increase in General and Life insurance income of $87 million as a result of repricing of premiums, growth in sales through the branch networks and decreased claims as 2011 had significantly higher catastrophe claims; offset by

§lenders mortgage insurance income decrease of $36 million due to lower credit demand and as a result of the Group’s decision to reduce underwriting risk on the mortgage insurance on loans with an LVR greater than 90%;

§lower FUM/FUA related income of $14 million predominantly due to lower margins; and

§reduced income in the Equities business of $17 million due to reduction in broking volumes and trading revenue.

Trading income increased by $292 million or 52% compared to 2011. WIB markets benefited from volatile market conditions driving customer sales income in foreign exchange and interest rate businesses. Risk management income also increased during the year.

Other income was $210 million in 2012, an increase of $37 million or 21% compared to 2011. This increase was primarily driven by an increase in technology research and development tax credits.

Operating expenses – 2012 v 2011

 

 

2012

 

 

2011

 

 

2010

 

 

 

 

$m

 

 

$m

 

 

$m

 

 

Salaries and other staff expenses

 

4,258

 

 

4,055

 

 

3,990

 

 

Equipment and occupancy expenses

 

1,278

 

 

1,115

 

 

1,082

 

 

Other expenses

 

2,373

 

 

2,236

 

 

2,344

 

 

Total operating expenses

 

7,909

 

 

7,406

 

 

7,416

 

 

Total operating expenses to net operating income ratio

 

44.0

%

 

43.8

%

 

43.9

%

 

Operating expenses were $7,909 million in 2012, an increase of $503 million compared to 2011. The expense to income ratio was 44% in 2012, an increase of 20 basis points compared to 2011.

Salaries and other staff expenses were $4,258 million in 2012, an increase of $203 million or 5% compared to 2011. This increase was driven by:

§average salary increases of 3% and higher restructuring costs. The prior period also benefited from release of excess employee provisions which was not repeated in 2012;

§increased investment in Bank of Melbourne and WIB’s Asia operations as well as higher spend on regulatory change and compliance programs and the impact of the J O Hambro acquisition ($38 million); partially offset by

§lower FTE as a result of delivery of productivity initiatives.

Equipment and occupancy expenses were $1,278 million in 2012, an increase of $163 million or 15% compared to 2011. This increase was driven by:

§software amortisation and depreciation increased $110 million compared to 2011 as a result of delivery of strategic programs into normal business operations and higher depreciation costs associated with the new data centre and Enterprise Perimeter Security SIP; and

§operating lease rentals and other equipment and occupancy costs increased 9% or $53 million compared to 2011. The increase was driven by cost increases following annual rental reviews and additional expenses associated with expansion of the distribution network. The Group expanded its footprint with an additional 12 branches and 42 ATMs.

Other expenses were $2,373 million in 2012, an increase of $137 million or 6% compared to 2011. This increase was driven by a provision recognised with respect to longstanding legal proceedings and higher investment spend.

82

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

Impairment charges – 2012 v 2011

 

 

2012

 

 

2011

 

2010

 

 

$m

 

 

$m

 

$m

Impairment charges

 

1,212

 

 

993

 

1,456

Impairment charges to average gross loans (basis points)

 

24

 

 

20

 

30

The impairment charge for 2012 was $1,212 million, an increase of 22% compared to 2011. The increase was primarily due to higher collectively assessed provisions as the rate of improving asset quality slowed. The higher charge was also due to a $107 million reduction in economic overlay provisions in 2011 while there was a small increase (up $17 million) in the economic overlay in 2012.

Key movements in impairment charges were:

§new collectively assessed provisions were $366 million higher compared to 2011 as benefits from improving asset quality were smaller as the recovery slowed. The movement in economic overlay provision also contributed to the rise;

§WIB recorded the largest change in collective provisions from a reduction in upgrades and refinancing from a smaller decrease in watchlist and substandard companies returning to full health. In St.George and Westpac New Zealand portfolios the improvement in stressed assets also slowed in 2012. In Westpac RBB the collective provisioning charge was lower; and

§new individually assessed provisions less write-backs and recoveries were $147 million lower compared to 2011 principally due to fewer new impaired assets, particularly in WIB, St.George and New Zealand and much lower write-backs in the WIB portfolio. This was partially offset by higher new individually assessed provisions in Westpac RBB.

Income tax expense – 2012 v 2011

 

 

2012

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

Income tax expense

 

2,826

 

 

1,455

 

 

1,626

 

Tax as a percentage of profit before income tax expense (effective tax rate)

 

31.9

%

 

17.1

%

 

20.2

%

Income tax expense was $2,826 million in 2012, an increase of $1,371 million or 94% compared to 2011. The effective tax rate increased to 31.9% in 2012, from 17.1% in 2011.

The increase was driven by the following tax impacts:

§retrospective amendments to the income tax law during the year ended 30 September 2012 which applied to consolidated groups and TOFA. These amendments have had an adverse impact to certain liabilities that were consolidated as part of the St.George merger. This led to an additional $165 million tax expense for 2012; and

§a benefit of $1,110 million was received in 2011 relating to the impact of tax consolidation of the St.George merger.

Excluding the impact of these adjustments, the effective tax rates for 2012 and 2011 would have been 30.0% and 30.1% respectively.

 

Overview of performance – 2011 v 2010

 

Net profit attributable to owners of Westpac Banking Corporation was $6,991 million in 2011, an increase of $645 million or 10% compared to $6,346 million in 2010. The result was characterised by stable net operating income before operating expenses and impairment charges, which increased by $3 million; a small operating expense reduction, which reduced by $10 million; a large reduction of $463 million or 32% in impairment charges on loans; and a lower effective tax rate. The large reduction in impairment charges on loans reflected the improved performance of the Australian and New Zealand economies.

 

Net profit attributable to owners of Westpac Banking Corporation grew in the majority of our divisions.

 

Net interest income was $11,996 million in 2011, an increase of $154 million or 1% compared to 2010. A two2 basis point decline in net interest margin was more than offset by 2% growth in average interest earning assets, particularly in Australian housing loans. Net interest margin reduced as treasuryTreasury earnings fell and due to the unwind of fair value adjustments related to the merger with St.George Bank Limited.

 

Non-interest income was $4,917 million in 2011, a decrease of $151 million or 3% compared to 2010. Fees and commissions increased as business and corporate line fees were repriced; wealth management and insurance income was up with good customer inflows into funds under administration (FUA); and increased wealth cross sell, although the contribution was partially held back by higher insurance claims and weaker asset markets. Trading income was significantly lower as highly volatile markets, particularly in the second half of 2011, resulted in lower trading income.

 

Operating expenses were $7,406 million in 2011, a decrease of $10 million compared to 2010. Annual cost increases, including salaries and other staff expense increases, were more than offset by lower expenditure on the St.George integration project and benefits from productivity programs.

 

2012 WESTPAC GROUP ANNUAL REPORT

83



Impairment charges on loans were $993 million in 2011, a decrease of $463 million or 32% compared to $1,456 million in 2010. Lower impairments in Westpac RBB, WIB, St.George Banking Group and Westpac New Zealand Banking were the primary drivers of the reduction.

Annual Report 2011

79



 

The effective tax rate was 17.1% in 2011 and 20.2% in 2010. The effective tax rate was reduced in both years by tax adjustments following finalisation of the tax consolidation impacts related to the merger with St.George Bank Limited. In 2011 a reduction to tax expense of $1,110 million was recorded, compared to a reduction of $685 million in 2010. Excluding the impact of these adjustments, the effective tax rates for 2011 and 2010 would have been 30.1% and 28.8%, respectively.

 

2011 earnings per share were 233.0 cents per share compared to 214.2 cents per share in 2010. There were no major capital transactions during 2011. The increase in the number of shares on issue in 2011 was primarily due to shares issued under the Dividend Reinvestment Plan (DRP).DRP.

 

Given the improved earnings and capital position in 2011, a final dividend of 80 cents per share has beenwas declared by the Board, taking the full year dividend for 2011 to 156 cents per share. The dividend iswas fully franked. This full year dividend representsrepresented an increase of 12% over the dividends declared in 2010 and a pay-out ratio of 67%.

 

Income statement review – 2011 v 2010

Net interest income – 2011 v 2010

 

 

2011

 

 

2010

 

2009

 

 

$m

 

 

$m

 

$m

Interest income

 

38,098

 

 

34,151

 

30,446

Interest expense

 

(26,102)

 

 

(22,309)

 

(18,800)

Net interest income

 

11,996

 

 

11,842

 

11,646

Increase/(decrease) in net interest income

 

 

 

 

 

 

 

Due to change in volume

 

207

 

 

1,344

 

2,760

Due to change in rate

 

(53)

 

 

(1,148)

 

1,664

Change in net interest income

 

154

 

 

196

 

4,424

 

Net interest income was $11,996 million in 2011, an increase of $154 million or 1% compared to 2010.

 

Net interest margins declined 2 basis points to 2.19% in 2011 from 2.21% in 2010. Lower Treasury income and the unwind of fair value adjustments on financial instruments relating to the merger with St.George Bank Limited were the main drivers of the decline, partially offset by improved margins in our customer divisions of 4 basis points.

 

Loan growth1 in 2011 was 4% compared to 2010, with the key feature being the 6% growth in Australian housing loans. The growth in Australian housing loans was partially offset by reductions in Australian business loans. New Zealand lending growth was modest.

 

Loan growth had the following specific components:

 

§          Australian housing loans experienced solid growth with balances increasing 6% or $16.8 billion compared to 2010. Westpac RBB mortgages grew 8%, which was ahead of banking system2. St.George Banking Group mortgages growth of 2% was impacted by reduced flow from mortgage brokers;

 

§          Australian business and corporate loans declined 1% or $1.8 billion compared to 2010 due to contractions in commercial property lending and the WIB lending portfolios, partially offset by positive growth in the SME segment;

 

§          New Zealand lending increased 3% or NZ$1.4 billion compared to 2010, reflecting the low growth environment in New Zealand. The majority of growth occurred in housing lending, with growth in business lending improving in the second half of 2011; and

 

§          growth in other overseas loans was in the WIB portfolio, reflecting WIB’s expanded presence in Asia.

 

1For the purposes of this discussion on net interest income, loan and deposit growth has been determined by comparing balances at 30 September 2011 to balances at 30 September 2010.

2APRA system growth, 12 months to 30 September 2011.

80

Westpac Group



Review of Group operations

Total deposits1 increased 10% or $32.9 billion in 2011 compared to 2010. The growth in deposits resulted in customer deposit growth exceeding loan growth and the deposit to loan ratio improving 380 basis points.

 

Deposit growth had the following specific components:

 

§          Australian customer deposits increased 10% or $23.9 billion. This was driven by growth in Australian term deposits, which grew 25% or $22.2 billion, reflecting increased savings rates and the strength of the franchise in uncertain times, as well as an increased focus on customer deposit raising initiatives;

 

§          Australian non-interest bearing accounts increased 12% or $1.5 billion, reflecting growth in mortgage offset accounts; and

 

§          New Zealand customer deposits increased 5% or NZ$1.9 billion with growth across both at call and term deposits products.

 

1 For the purposes of this discussion on net interest income, loan and deposit growth has been determined by comparing balances at 30 September 2011 to balances at 30 September 2010.

2APRA system growth, 12 months to 30 September 2011.

84

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

Interest spread and margin – 2011 v 2010

 

 

2011

 

 

2010

 

2009

 

 

$m

 

 

$m

 

$m

Group

 

 

 

 

 

 

 

Net interest income

 

11,996

 

 

11,842

 

11,646

Tax equivalent gross up1

 

-

 

 

-

 

45

Net interest income (including gross up)

 

11,996

 

 

11,842

 

11,691

Average interest earning assets

 

548,221

 

 

534,991

 

490,669

Average interest bearing liabilities

 

513,535

 

 

501,968

 

465,842

Average net non-interest bearing liabilities and equity

 

34,686

 

 

33,023

 

24,827

Interest spread2

 

1.87%

 

 

1.94%

 

2.18%

Benefit from free funds3

 

0.32%

 

 

0.27%

 

0.20%

Net interest margin4

 

2.19%

 

 

2.21%

 

2.38%

1We entered into various tax effective financing transactions that derived income that was subject to a reduced rate of income tax. The impact of this was reflected in lower income tax expense and interest income. In order to improve comparability, this income was presented on a tax equivalent basis using the applicable tax rate of the geography in which the transaction was booked. The tax equivalent gross up was discontinued in 2010, reflecting the immaterial nature of the balance as the Group continued to run-down the related assets.

2Interest spread is the difference between the average yield (including tax equivalent gross up) on all interest earning assets and the average rate paid on all interest bearing liabilities.

3The benefit of net non-interest bearing assets, liabilities and equity is determined by applying the average rate of interest paid on all interest bearing liabilities to the average level of net non-interest bearing funds as a percentage of average interest earning assets.

4Net interest margin is calculated by dividing net interest income (including tax equivalent gross up) by average interest earning assets.

 

Net interest margin was 2.19% in 2011, a decline of 2 basis points compared to 2010. Key drivers of the margin decrease were:

 

§   an 11 basis point decline from higher retail and wholesale funding costs, due to a:

 

   7 basis point decline from customer deposits, largely due to competition for online savings accounts in the prior year, with the full period impact carrying into 2011. A decline in the benefit from hedging low interest transaction accounts also had a 3 basis point negative impact on margins. Mix impacts were also negative as customer preferences resulted in deposit growth skewed towards products with lower spreads; and

 

   4 basis point decline from higher wholesale funding costs, as relatively low cost funding was replaced by higher cost funding since the global financial crisis. Wholesale funding costs include the cost of funding growth in liquid assets, which had an impact of approximately 1 basis point.

 

§   a 3 basis point decline due to the impact of amortisation of fair value adjustments relating to the merger with St.George Bank Limited;

 

§   a 3 basis point decline reflecting a reduction in Treasury income following stronger revenues in 2010; partially offset by

 

§   a 15 basis point increase onin assets, primarily from repricing, which occurred predominantly in mortgages.

 

1For the purposes of this discussion on net interest income, loan and deposit growth has been determined by comparing balances at 30 September 2011 to balances at 30 September 2010.

Annual Report 2011

81



Non-interest income – 2011 v 2010

 

 

2011

 

 

2010

 

2009

 

 

$m

 

 

$m

 

$m

Fees and commissions1

 

2,568

 

 

2,469

 

2,643

Wealth management and insurance income1

 

1,618

 

 

1,560

 

1,362

Trading income

 

558

 

 

797

 

901

Other income

 

173

 

 

242

 

(47)

Total non-interest income

 

4,917

 

 

5,068

 

4,859

1To improve presentation in 2011, we have reclassified certain fees from wealth management and insurance income to fees and commissions. We have revised comparative periods accordingly (2010 $36 million, 2009 $6 million).

 

Non-interest income was $4,917 million in 2011, a decrease of $151 million or 3% compared to 2010. The decrease was primarily due to the impact of market volatility on trading income, particularly in the second half of 2011. Lower trading income was partially offset by growth in fees and commissions and wealth management and insurance income.

 

Fees and commissions income was $2,568 million in 2011, an increase of $99 million or 4% compared to 2010. This increase was primarily due to:

 

§   higher facility fees of $73 million, primarily due to:

 

   higher business and commercial fees of $106 million from repricing of line fees, partially offset by an accounting reclassification in the St.George Banking Group which resulted in fees of $30 million being transferred to net interest income; and

 

   increased banking related fees of $16 million in WIB, more than offset by lower deposit account keeping fees of $17 million as customers migrated to accounts with lower fees, and reduced mortgage fees of $7 million from lower new lending volumes.

 

§   higher transaction fees and commissions of $27 million, primarily due to:

 

   an increase in advice commissions of $53 million, which included a $32 million benefit from the update of amortisation profiles of capitalised fees and costs; partially offset by

 

   a decrease in merchant fees of $6 million as average interchange rates reduced in line with changes in the mix of spending; and

 

   a decrease in deposit transaction fees of $18 million as customers migrated to accounts with lower fees.

 

Wealth management and insurance income was $1,618 million in 2011, an increase of $58 million or 4% compared to 2010. This increase was primarily due to:

 

§   higher funds management income of $83 million due to the higher average FUM/FUAGroup Funds under Management (FUM)/Group Funds under Administration (FUA) from positive net inflows, a benefit from the revaluation of investments in Ascalon funds of $23 million, and the sale of single manager rights which resulted in a gain of $12 million;

 

   an increase in average Group Funds under Management (FUM)FUM of $0.8 billion or 2% compared to 2010 from inflows in wholesale portfolios, partly offset by outflows in retail and WIB portfolios; and

 

   an increase in average Group Funds under Administration (FUA)FUA of $4.9 billion or 6% compared to 2010 due to inflows in the wrap platforms and corporate super portfolios in addition to a marginally positive impact from asset markets.

 

§   an increase in insurance income of $25 million compared to 2010 due to premium growth in general and life insurance, reduced claims in lenders mortgage insurance and improved returns on the investment portfolio, which more than offset higher claims related to various natural disasters, including the Victorian and Queensland floods; partially offset by

 

§   returns from invested capital decreased by $41 million compared to 2010. This primarily reflected a change in how capital was invested with more investments in fixed income products, which is reflected in net interest income and not in wealth management income.

 

Trading income decreased by $239 million or 30% compared to 2010. Volatility in the market, especially in the second half of the year, impacted interest rate trading activities, which resulted in a decrease in WIB markets trading income.

 

Other income was $173 million in 2011, a decrease of $69 million or 29% compared to 2010. This decrease was primarily driven by movements in economic hedges relating to hybrid instruments.

 

 

82

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT

85



 

Review of Group operations

 

Operating expenses – 2011 v 2010

 

 

2011

 

 

2010

 

 

2009

 

 

 

 

$m

 

 

$m

 

 

$m

 

 

Salaries and other staff expenses

 

4,055

 

 

3,990

 

 

3,806

 

 

Equipment and occupancy expenses

 

1,115

 

 

1,082

 

 

926

 

 

Other expenses

 

2,236

 

 

2,344

 

 

2,439

 

 

Total operating expenses

 

7,406

 

 

7,416

 

 

7,171

 

 

Total operating expenses to net operating income ratio

 

43.8

%

 

43.9

%

 

43.4

%

 

 

Operating expenses were $7,406 million in 2011, a decrease of $10 million compared to 2010. The expense to income ratio was 43.8% in 2011, a decrease of 10 basis points compared to 2010.

 

Salaries and other staff expenses were $4,055 million in 2011, an increase of $65 million or 2% compared to 2010. This increase was driven by:

 

§   increased salary and employee entitlement costs due to an average salary increase of 4% from January 2011; and

 

§   increased restructure costs due to productivity restructuring in 2011; partially offset by

 

§   reduced FTE as a result of productivity initiatives; and

 

§   lower transaction and integration expenses related to the St.George merger.

 

Equipment and occupancy expenses were $1,115 million, an increase of $33 million or 3% compared to 2010. The increase was driven by:

 

§   additional rental and property related costs, increases in corporate property space to accommodate projects and additional expenses associated with refurbishment and expansion of branch and ATM networks, including the conversion of 34 St.George branches in Victoria to the Bank of Melbourne brand. The Westpac Group also expanded its footprint with a net additional 15 branches (including Bank of Melbourne) and installed an additional 119 proprietary ATMs; partially offset by

 

§   a decrease in software costs due to non-recurrence of impairments recognised in 2010.

 

Other expenses were $2,236 million in 2011, a decrease of $108 million or 5% compared to 2010. The decrease was driven by:

 

§   a decrease in costs relating to technology purchased services and professional services due to reduced spend on St.George integration activities and implementation progression of the SIPs program from design phase in 2010, to build and deliver in 2011; and

 

§   the one-off donation of $20 million to the Westpac Foundation in 2010, which was not repeated in 2011; partially offset by

 

§   an increase in advertising costs, credit card loyalty costs and outsourced costs.

 

Impairment charges on loans – 2011 v 2010

 

 

 

2011

 

 

2010

 

2009

 

 

$m

 

 

$m

 

$m

Impairment charges on loans

 

993

 

 

1,456

 

3,238

Impairment charges on loans to average gross loans (basis points)

 

20

 

 

30

 

75

Impairment charges on loans were $993 million in 2011, a decrease of $463 million or 32% compared to 2010 as asset quality continued to improve and the work-out of stressed and impaired facilities progressed. The improvement in asset quality is reflected in a 72 basis point decline, to 248 basis points, in the ratio of stressed assets to total committed exposures, supported by a decline in the rate of emerging new stress, and some large upgrades and repayments as facilities were worked out.

 

New individually assessed provisions have remained relatively high as the work-out of the stressed portfolio saw companies downgraded from watchlist and substandard categories of stress into impaired. A top-up of existing impaired provisions has also been required, particularly in the second half of 2011 as the Group updated the assessment of security values.

 

Movements in collectively assessed provisions in 2011 reflected the improvement in watchlist and substandard facilities, an increase in mortgage delinquencies through the year, and a reduction in economic overlay provisions in the first half of 2011.

 

The economic overlay in 2011 was $107 million lower compared to 2010. In the first half of 2011, $174 million in provisions associated with commercial property and economic conditions were no longer required as identified provisions

Annual Report 2011

83



were booked through both individually assessed provisions and collectively assessed provisions. Partially offsetting this reduction was a $68 million increase in provisions associated with floods and cyclones in Australia and the second Christchurch earthquake. In the second half of 2011, with greater certainty around the impact of the floods and earthquakes, $55 million was released from these provisions as well as the commercial property overlay from reductions in stress. This release was offset by increases in provisions of $54 million for other sectors of the Australian economy that are likely to be impacted by the high Australian dollar and weaker consumer and business sentiment.

 

Key movements in impairment charges on loans were:

 

§   new collectively assessed provisions decreased by $387 million compared to 2010, mainly driven by:

 

    ��    lower collective provisions recorded in each of the divisions, with the largest reductions recorded in WIB from repayments and companies returning to full health. In Westpac RBB, St.George Banking Group and Westpac New Zealand Banking portfolios, improvement was seen across both the business and consumer segments; and

 

   the release of economic overlay provisions in 2011.

 

§   new individually assessed provisions less write-backs and recoveries decreased by $76 million compared to 2010, primarily due to:

 

   higher write-backs, particularly in WIB; partially offset by

 

   higher new individually assessed provisions in the Australian banking portfolios of Westpac RBB and St.George Banking Group from a number of small top-ups for existing impaired assets and from the migration of some exposures to impaired that were previously in the watchlist category.

 

86

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

Income tax expense – 2011 v 2010

 

 

2011

 

 

2010

 

 

2009

 

 

 

$m

 

 

$m

 

 

$m

 

Income tax expense

 

1,455

 

 

1,626

 

 

2,579

 

Tax as a percentage of profit before income tax expense (effective tax rate)

 

17.1

%

 

20.2

%

 

42.3

%

 

Income tax expense was $1,455 million in 2011, a decrease of $171 million or 11% compared to 2010. The effective tax rate decreased to 17.1% in 2011, from 20.2% in 2010. The decrease was driven by the following tax impacts:

 

§   finalisation of the tax consolidation related to the merger with St.George Group gave rise to an income tax expense adjustment of $1,110 million during the year ended 30 September 2011 (2010(2010: $685 million). The tax consolidation process required Westpac to reset the tax value of certain St.George Bank Limited assets to the appropriate market value of those assets as at the effective date of the tax consolidation (31 March 2009); and

 

§   changes in tax provisioning for New Zealand structured finance transactions entered into between 1998 and 2002 significantly impacted the tax rate in both the 2009 and 2010 years. In 2009, a provision of $703 million was raised following a decision by the New Zealand High Court in proceedings relating to those transactions, while $106 million was then released from the provision in 2010 following a settlement with the Commissioner of Inland Revenue (CIR).

 

Excluding the impact of the St.George related benefits and the New Zealand structured finance transactions, the effective tax rate in 2011, 2010 and 2009 would have been 30%, 30% and 31% respectively.

 

Overview of performance – 2010 v 2009

Net profit attributable to owners of Westpac Banking Corporation for 2010 was $6,346 million, an increase of $2,900 million or 84% compared to $3,446 million in 2009. The result was characterised by modest growth of $405 million or 2% in net operating income before operating expenses and impairment charges on loans (hereafter referred to as net operating income), operating expense growth of $245 million or 3%, a significant reduction of $1,782 million or 55% in impairment charges on loans and a lower effective tax rate. The significant reduction in impairment charges on loans reflected the improved performance of the Australian and New Zealand economies in 2010.

The increase in net profit attributable to owners of Westpac Banking Corporation from 2009 to 2010 was also assisted by the merger with St.George Bank Limited. On 1 December 2008, Westpac Banking Corporation completed its merger with St.George Bank Limited. For accounting purposes, St.George was consolidated on 17 November 2008 and St.George’s net profit was included in the 2009 results from 18 November 2008 to 30 September 2009. This meant that the Westpac Group 2010 results included a full 52 weeks of St.George Bank Limited’s operations whereas the Group’s 2009 results included approximately 46 weeks. The following discussion and Review of Group operations and the discussion of Divisional performance for 2010 v 2009 will identify the impact that the additional six weeks had on our year-on-year performance.

Net profit grew in the majority of our divisions. WIB, St.George Banking Group, BTFG, New Zealand Banking and Other divisions net profit increased by $1,175 million, $95 million, $109 million, $64 million and $1,609 million respectively, while Westpac RBB net profit decreased by $152 million.

84

Westpac Group



Review of Group operations

Net interest income was $11,842 million in 2010, an increase of $196 million or 2% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, net interest income was flat. A decline in net interest margin was only partially offset by growth in average interest earnings assets, particularly in Australian housing loans. The decline in net interest margins was the result of increases in asset repricing being insufficient to offset significant increases in funding costs and lower treasury earnings. Higher funding costs were the result of continued increases in wholesale funding costs and competition, driving up the price of deposits.

Non-interest income was $5,068 million in 2010, an increase of $209 million or 4% compared to 2009. The inclusion of the additional six weeks of St.George’s operations in 2010 drove the majority of the growth. Excluding this impact, non-interest income was relatively flat with growth in wealth management income, primarily due to strong net flows and strong asset markets, and other income, offset by lower trading income and lower fees and commission income. Fees and commissions were impacted by the Group’s decision to lower certain customer fees from 1 October 2009. Following this decision, fees and commissions reduced by $298 million in 2010.

Operating expenses were $7,416 million in 2010, an increase of $245 million or 3% compared to 2009. Most of this increase was attributable to the inclusion of the St.George expense base for the full year. Excluding the impact of an additional six weeks of St.George’s operations in 2010, the increase in operating expenses was mainly driven by continued investment in customer facing employees, investment in our branch network and increased spend on technology projects, offset by cost savings related to merger synergies and lower spend on the St.George integration project.

Impairment charges on loans were $1,456 million in 2010, a decrease of $1,782 million or 55% compared to $3,238 million in 2009. The impact of including St.George Banking Group impairments for the full year was not significant. Lower WIB and New Zealand Banking impairments were the primary driver of the reduction.

The effective tax rate decreased from 42% in 2009 to 20% in 2010. This was driven by two factors:

§the Group finalised a component of tax consolidation related to the merger with St.George. This led to a reduction of $685 million to the Group’s tax expense for 2010; and

§tax provisioning for New Zealand structured finance transactions entered into between 1998 and 2002, significantly impacted the tax rate in each year. In 2009 a provision of $703 million was raised. Following a settlement with the Commissioner of Inland Revenue (CIR), $106 million was released from the provision in 2010.

2010 earnings per share was 214.2 cents per share compared to 125.3 cents per share in 2009. There were no major capital transactions during 2010. The increase in the number of shares on issue in 2010 was primarily due to shares issued under the Dividend Reinvestment Plan (DRP).

Given the improved earnings during 2010, a final dividend of 74 cents per share was declared by the Board, taking the full year dividend for 2010 to 139 cents per share. The dividend was fully franked. This full year dividend represented an increase of 20% over the dividends declared in 2009 and a pay-out ratio of 64.9%.

Income statement review – 2010 v 2009

Net interest income – 2010 v 2009

Net interest income was $11,842 million in 2010, an increase of $196 million or 2% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations in 2010, net interest income was flat.

Net interest margins decreased in 2010 by 17 basis points compared to 2009. Loan repricing was insufficient to offset the significant increases in funding costs. Average wholesale funding costs rose as more expensive wholesale funding was used to replace maturing less expensive wholesale funding and to fund increases in assets. The cost of customer deposits also rose as competition increased in these markets. Revenue generated from Group Treasury and WIB Markets also decreased, which impacted net interest margins.

Loan growth1 in 2010 was 3% compared to 2009, with the key feature being the 12% growth in Australian housing loans. The Group grew ahead of system in both Australia and New Zealand. Strong growth in Australian housing lending was offset by reductions in business lending.

Loan growth had the following specific components:

§Australian housing lending increased 12% or $30.2 billion compared to 2009. Australian housing credit growth was 1.2 times banking system2. Initial solid growth in the First Home Buyer segment slowed through the year as Government First Home Buyer incentives were reduced. The Investor segment returned to partially offset the slower growth in the Owner Occupier segment;

1For the purposes of this discussion on net interest income, loan and deposit growth was determined by comparing balances at 30 September 2010 to balances at 30 September 2009.

2APRA system growth, 12 months to 30 September 2010.

 

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

8587



 

§Australian business lending declined 8% or $11.1 billion compared to 2009. Slightly over half of the decline was the result of contraction in the commercial property lending portfolio, as runoff exceeded new lending. The remainder of the decline was the result of low demand and the Institutional portfolio being impacted by large customers deleveraging;

§housing lending in New Zealand grew ahead of system1 at 6% or NZ$1.8 billion; and

§New Zealand business lending (including Institutional lending) contracted 2% or NZ$0.5 billion, largely following declines in demand.

Total deposits2 at 30 September 2010 increased 2% or $7.9 billion compared to 2009 with a 5% or $12.9 billion increase in customer deposits. Growth in non-interest bearing accounts was also strong, predominantly as a result of mortgage offset account growth. The contribution from Treasury deposits reduced, following the decision to replace short-term wholesale funding with longer term wholesale funding. This resulted in Treasury deposits contracting by $4.9 billion or 8%.

The Group grew customer deposits market share in Australia and New Zealand. In Australia growth in household deposits was 1.1 times banking system3.

Deposit growth had the following specific components:

§Australian customer deposits increased 5% or $12.4 billion. This growth was driven by increases in term deposits of 12% or $9.5 billion, which saw particularly strong growth in the first half of 2010, and in the second half of 2010 by increases in at call accounts reflecting changing customer preferences;

§Australian non-interest bearing deposits increased 19% or $1.9 billion, primarily in mortgage off-set accounts;

§New Zealand term deposits increased 16% or NZ$2.8 billion; and

§the certificate of deposit portfolio, which provided the Group with short-term wholesale funding, was reduced as the Group continued to lengthen the duration of wholesale funding. Within this portfolio there was also a reduction in Australian certificates of deposit as they were replaced with longer term certificates of deposit issued in the United States.

 

Interest spread and margin – 2010 v 2009

Net interest margin was 2.21% for 2010, a decline of 17 basis points compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, net interest margin declined 15 basis points compared to 2009. Key drivers of the margin decrease were a:

§26 basis point decline from higher retail and wholesale funding costs due to a:

15 basis point decline from customer deposits, as the cost of raising retail funds increased. At the same time most growth over the period was in products with higher rates including term deposits, on-line and savings accounts; and

11 basis point decline from higher wholesale funding costs, arising as relatively low cost funding was replaced by higher cost funding post the global financial crisis.

§21 basis point increase on assets, substantially all from repricing, which occurred predominantly in mortgages;

§3 basis point decline from a decrease in earnings on physical capital and the amortisation of fair value adjustments on financial instruments relating to the merger with St.George; and

§7 basis point decline reflecting a reduction in Treasury and Markets income following strong revenues in 2009.

Non-interest income – 2010 v 2009

Non-interest income was $5,068 million in 2010, an increase of $209 million or 4% compared to 2009. The inclusion of the additional six weeks of St.George’s operations was responsible for the majority of the growth.

Fees and commissions income was $2,469 million in 2010, a decrease of $174 million or 7% compared to 2009. The additional six weeks of St.George’s operations increased fees and commission by approximately 3%. Excluding this impact, fees and commissions declined, with customer fees decreasing $298 million following the reduction in customer fees, lower account keeping and transaction fee income, reduced automatic teller machine (ATM) fee income and lower credit card loyalty fee income. This reduction was partially offset by an increase in banking and credit related fees of $115 million, primarily due to the repricing of undrawn line fees from corporate and business facilities.

1RBNZ system growth, 12 months to 30 September 2010.

2For the purposes of this discussion on net interest income, loan and deposit growth was determined by comparing balances at 30 September 2010 to balances at 30 September 2009.

3APRA system growth, 12 months to 30 September 2010.

86BALANCE SHEET REVIEW

Westpac Group



Review of Group operations

Wealth management and insurance income was $1,560 million in 2010, an increase of $198 million or 15% compared to 2009. The additional six weeks of St.George’s operations increased wealth management and insurance income by approximately 2%. The increased wealth management income was also driven by improvements in investment markets, growth in FUM and FUA and associated revenue. Insurance earnings improved due to premium growth, including the benefit of cross selling across the Group.

Trading income was $797 million in 2010, a decrease of $104 million or 12% compared to 2009. The additional six weeks of St.George’s operations increased trading income by approximately 13%. Excluding this, trading income declined, primarily driven by lower Foreign Exchange revenue, offset by stronger Debt Markets earnings. The exceptional 2009 trading results were not repeated in 2010 due to increased competition and lower market volatility, reducing market spreads and volumes.

Other income was $242 million in 2010, an increase of $289 million compared to 2009. This increase was primarily driven by impairment and mark-to-market losses in 2009 that did not reoccur in 2010. 2009 included asset write downs and losses on financial assets held at fair value in relation to foundation investments in property and other transactions in the wholesale business. Other income in 2010 included $46 million of gains on sale of investments in WIB, including the sale of investments in Queensland airports, Westpac Office Trust and other property investments.

Operating expenses – 2010 v 2009

Operating expenses were $7,416 million in 2010, an increase of $245 million or 3% compared to 2009. The expense to income ratio was 43.9% in 2010, an increase of 50 basis points compared to 2009.

Salaries and other staff expenses were $3,990 million in 2010, an increase of $184 million or 5% compared to 2009. Excluding the additional six weeks of St.George’s operations, salaries and other staff expenses increased by 1%. This increase was driven by:

§increased salary costs from increased FTE, particularly associated with additional customer facing employees and additional employees to support technology projects;

§increased bonuses and incentives in line with improved financial performance; and

§increased superannuation costs and additional equity based compensation charges.

Equipment and occupancy expenses were $1,082 million, an increase of $156 million or 17% compared to 2009. Excluding the additional six weeks of St.George’s operations, equipment and occupancy expenses increased by 13%. The increased expense was driven by:

§increased operating lease rentals and outgoings from market repricing and additional costs associated with increasing the number of branches and ATMs during the year; and

§increased depreciation, in line with an increase in branch refurbishments and the expanded branch network; and

§increased software amortisation and impairment, as old software was impaired when new systems moved into production.

Other expenses were $2,344 million in 2010, a decrease of $95 million or 4% compared to 2009. Excluding the additional six weeks of St.George’s operations, other expenses decreased by 6%. This decrease was driven mainly by:

§a reduction in non-lending losses primarily from a one-off provision raised in 2009 with respect to a long standing legal proceeding, where judgment was received in that year;

§lower costs incurred from the redemption of credit card loyalty points; and

§cost savings associated with merger synergies and other discretionary expense reductions.

The decrease was partially offset by a one off contribution to the Westpac Foundation of $20 million, an increase in purchased services, particularly in technology, information services and other professional services, due to the implementation of technology projects.

Impairment charges on loans – 2010 v 2009

Impairment charges on loans were $1,456 million in 2010, a decrease of $1,782 million or 55% compared to 2009. Impairment charges on loans represented 30 basis points of average gross loans for 2010, a decrease of 45 basis points compared to 30 September 2009. Excluding the impact of the additional six weeks of St.George’s operations, impairment charges on loans decreased by approximately 57% compared to 2009. This represented 29 basis points of average gross loans in 2010, a decrease of 46 basis points compared to 2009. The following commentary relates to this 57% movement, excluding the impact of St.George.

Impairment charges more than halved during 2010, as the operating environment continued to improve and the stress directly associated with the global financial crisis abated. Around two thirds of the reduction was due to lower provisions associated with larger institutionals and corporates. These customers felt the impact of the financial crisis early, but with conditions stabilising, new provisions declined materially. The other major contributors to the decline were New Zealand Banking, as that economy emerged from recession, and a small release in the economic overlay in contrast to the increase in 2009, supported by the improved environment.

Annual Report 2011

87



New IAPs declined by $614 million as fewer large companies became impaired. Nevertheless, IAPs remained high principally from companies already identified as stressed being downgraded.

Within new CAPs, write-offs were largely unchanged, mostly relating to higher consumer stress from the lagged impact of slowing economic growth in 2009 and rising interest rates. Other changes in CAPs were materially lower, driven by five factors:

§a lower incidence of new stress in the business segments;

§the transfer of some collective provisions to IAPs as companies were downgraded;

§company upgrades and reductions in exposures that allowed some collective provisions to be released;

§a positive contribution to collective provisions from factor changes; and

§a small reduction in the economic overlay.

The economic overlay was $49 million lower compared to 30 September 2009. The improved operating environment reduced the probability of severe stress emerging in the construction sector and this warranted some release in associated economic overlay provisions. Partially offsetting this decline was an $8 million addition to the overlay to support possible unidentified losses following the earthquake in Canterbury in New Zealand. Given uncertainty remained around the globe and emerging signs of global recovery were fragile, Westpac felt it was prudent to maintain an economic overlay of $453 million at 30 September 2010.

Key movements in impairment charges on loans were:

§new IAPs decreased by $614 million, principally due to:

new IAPs in WIB of $573 million were $540 million lower compared to 2009, principally from significant reductions in new large corporate problem facilities and no repeat of the margin lending losses recorded in 2009;

new IAPs in Westpac RBB of $247 million were $33 million higher compared to 2009, principally from the lagged effect of the softer economic environment on small and medium businesses;

new IAPs in St.George Banking Group of $420 million were $15 million higher compared to 2009, as the commercial property sector and the need for new individual provisions stabilised; and

new IAPs in New Zealand Banking were $113 million lower compared to 2009, as the need for new IAPs declined as the economic environment improved. In 2009 IAPs were also adversely impacted by two large corporate exposures.

The Group benefited from higher write-backs and recoveries, principally from a positive reassessment of security values, primarily for large corporates, from the improving operating environment.

§new CAPs decreased by $919 million compared to 2009, principally due to:

a positive collective provision contribution from WIB in 2010 of $240 million which was $696 million lower than 2009. The positive contribution was due to a reduction in lending as corporates continued to deleverage, a few companies moving from watchlist back to performing grades following equity raisings, and some companies being downgraded to impaired;

higher interest rates and the lagged effect of slowing growth in 2009 saw a small rise in business stress and higher consumer delinquencies in Westpac RBB. This contributed to a $25 million rise in collective provision charges in 2010;

new collectively assessed provisions in St.George Banking Group were $1 million lower in 2010. While small business and consumer stress moderately increased, corporate stress declined, particularly in the commercial property portfolio and this led to the modest reduction in CAP charges;

new CAPs in New Zealand Banking were $54 million lower as some companies moved into impaired and new companies entering stressed categories declined; and

a reduction in the economic overlay.

Income tax expense – 2010 v 2009

Income tax expense was $1,626 million in 2010, a decrease of $953 million or 37% compared to 2009. The effective tax rate decreased to 20% in 2010, from 42% in 2009. Finalisation of a component of tax consolidation related to the merger with St.George gave rise to an income tax expense adjustment of $685 million for 2010. The tax consolidation process required Westpac to reset the tax value of certain St.George assets to the appropriate market value of those assets as at the time of tax consolidation (31 March 2009). Also, changes in tax provisioning for New Zealand structured finance transactions entered into between 1998 and 2002, significantly impacted the tax rate in each year. In 2009, a provision of $703 million was raised following a decision by the New Zealand High Court in proceedings relating to those transactions, while $106 million was released from the provision in 2010 following a settlement with the CIR. Excluding these impacts, the effective tax rate in 2010 and 2009 would have been 30% and 31% respectively.

88

Westpac Group



Review of Group operations

Balance sheet review

 

Selected consolidated balance sheet data1

The detailed components of the balance sheet are set out in the notes to the financial statements.

 

 

 

As at 30 September

 

 

As at 30 September

 

 

 

2012 

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

2011 

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$m2

 

A$m

 

A$m

 

A$m

 

A$m

 

A$m

 

 

 

US$m2

 

A$m

 

A$m

 

A$m

 

A$m

 

A$m

 

Cash and balances with central banks

 

15,842 

 

16,258

 

4,464

 

3,272

 

4,809

 

2,243

 

 

 

13,009 

 

12,523

 

 

16,258

 

4,464

 

3,272

 

4,809

 

Receivables due from other financial institutions

 

8,332 

 

8,551

 

12,588

 

9,974

 

10,434

 

13,290

 

 

 

10,625 

 

10,228

 

 

8,551

 

12,588

 

9,974

 

10,434

 

Derivative financial instruments

 

47,887 

 

49,145

 

36,102

 

33,187

 

34,810

 

24,308

 

 

 

36,866 

 

35,489

 

 

49,145

 

36,102

 

33,187

 

34,810

 

Trading securities, other financial assets designated at fair value and available-for-sale securities

 

67,239 

 

69,006

 

55,599

 

47,807

 

54,605

 

39,594

 

 

 

74,522 

 

71,739

 

 

69,006

 

55,599

 

47,807

 

54,605

 

Loans

 

483,896 

 

496,609

 

477,655

 

463,459

 

313,545

 

275,377

 

 

 

534,405 

 

514,445

 

 

496,609

 

477,655

 

463,459

 

313,545

 

Life insurance assets

 

7,713 

 

7,916

 

12,310

 

12,384

 

12,547

 

15,456

 

 

 

8,560 

 

8,240

 

 

7,916

 

12,310

 

12,384

 

12,547

 

All other assets

 

22,161 

 

22,743

 

19,559

 

19,504

 

8,926

 

7,352

 

 

 

23,166 

 

22,301

 

 

22,743

 

19,559

 

19,504

 

8,926

 

Total assets

 

653,070 

 

670,228

 

618,277

 

589,587

 

439,676

 

377,620

 

 

 

701,153 

 

674,965

 

 

670,228

 

618,277

 

589,587

 

439,676

 

Payables due to other financial institutions

 

14,140 

 

14,512

 

8,898

 

9,235

 

15,861

 

9,133

 

 

 

7,857 

 

7,564

 

 

14,512

 

8,898

 

9,235

 

15,861

 

Deposits

 

360,799 

 

370,278

 

337,385

 

329,456

 

233,730

 

202,054

 

 

 

410,317 

 

394,991

 

 

370,278

 

337,385

 

329,456

 

233,730

 

Derivative financial instruments

 

38,396 

 

39,405

 

44,039

 

36,478

 

24,970

 

25,192

 

 

 

40,446 

 

38,935

 

 

39,405

 

44,039

 

36,478

 

24,970

 

Trading liabilities and other financial liabilities designated at fair value

 

9,552 

 

9,803

 

4,850

 

10,848

 

16,689

 

8,223

 

 

 

10,351 

 

9,964

 

 

9,803

 

4,850

 

10,848

 

16,689

 

Debt issues and acceptances

 

161,683 

 

165,931

 

150,971

 

133,024

 

100,369

 

87,126

 

 

 

153,583 

 

147,847

 

 

165,931

 

150,971

 

133,024

 

100,369

 

Life insurance liabilities

 

6,823 

 

7,002

 

11,560

 

11,737

 

11,953

 

14,392

 

 

 

7,488 

 

7,208

 

 

7,002

 

11,560

 

11,737

 

11,953

 

All other liabilities

 

11,026 

 

11,316

 

10,824

 

11,100

 

7,915

 

5,888

 

 

 

13,193 

 

12,700

 

 

11,316

 

10,824

 

11,100

 

7,915

 

Total liabilities excluding loan capital

 

602,419 

 

618,247

 

568,527

 

541,878

 

411,487

 

352,008

 

 

 

643,235 

 

619,209

 

 

618,247

 

568,527

 

541,878

 

411,487

 

Total loan capital3

 

7,964 

 

8,173

 

9,632

 

11,138

 

8,718

 

7,704

 

 

 

9,907 

 

9,537

 

 

8,173

 

9,632

 

11,138

 

8,718

 

Total liabilities

 

610,383 

 

626,420

 

578,159

 

553,016

 

420,205

 

359,712

 

 

 

653,142 

 

628,746

 

 

626,420

 

578,159

 

553,016

 

420,205

 

Net assets

 

42,687 

 

43,808

 

40,118

 

36,571

 

19,471

 

17,908

 

 

 

48,011 

 

46,219

 

 

43,808

 

40,118

 

36,571

 

19,471

 

Total equity attributable to owners of Westpac Banking Corporation

 

40,756 

 

41,826

 

38,189

 

34,637

 

17,547

 

15,996

 

 

 

45,965 

 

44,249

 

 

41,826

 

38,189

 

34,637

 

17,547

 

Non-controlling interests

 

1,931 

 

1,982

 

1,929

 

1,934

 

1,924

 

1,912

 

 

 

2,046 

 

1,970

 

 

1,982

 

1,929

 

1,934

 

1,924

 

Total shareholders’ equity and non-controlling interests

 

42,687 

 

43,808

 

40,118

 

36,571

 

19,471

 

17,908

 

Total shareholders’ equity and non-controlling interests

 

48,011 

 

46,219

 

 

43,808

 

40,118

 

36,571

 

19,471

 

Average balances

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

612,340 

 

628,428

 

607,677

 

577,831

 

401,468

 

332,512

 

 

 

687,828 

 

662,137

 

 

628,428

 

607,677

 

577,831

 

401,468

 

Loans and other receivables4

 

463,895 

 

476,083

 

469,999

 

426,845

 

294,672

 

257,896

 

 

 

520,561 

 

501,118

 

 

476,083

 

469,999

 

426,845

 

294,672

 

Shareholders’ equity

 

38,370 

 

39,378

 

36,434

 

32,008

 

16,699

 

14,708

 

 

 

44,258 

 

42,605

 

 

39,378

 

36,434

 

32,008

 

16,699

 

Non-controlling interests

 

1,872 

 

1,921

 

1,914

 

1,915

 

1,918

 

1,911

 

 

 

2,040 

 

1,964

 

 

1,921

 

1,914

 

1,915

 

1,918

 

 

1Where accounting classifications have changed or where changes in accounting policy are adopted retrospectively, comparatives have been revised and may differ from results previously reported.

2Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.9744,1.0388, the noon buying rate in New York City on 3028 September 2011.2012.

3This includes Westpac Convertible Preference Shares (Westpac CPS), Westpac Stapled Preferred Securities (SPS), Westpac Stapled Preferred Securities II (SPS II) and 2004 Trust Preferred Securities (2004 TPS) in 2012, SPS, SPS II and 2004 TPS in 2011, 2010 and 2009, SPS and 2004 TPS in 2008 and 2004 TPS and Fixed Interest Resettable Securities (FIRsTS) in 2007.2008.

4Other receivables include other assets, cash and balances with central banks.

 

Annual Report 2011

8988

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

 

Summary of consolidated ratios

 

 

 

 

 

Year Ended 30 September

 

 

 

 

 

2011

 

2011

 

2010

 

2009

 

2008

 

2007

 

(in $millions unless otherwise indicated)

 

US$1

 

A$

 

A$

 

A$

 

A$

 

A$

 

Profitability ratios (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest margin2

 

2.19

 

2.19

 

2.21

 

2.38

 

2.07

 

2.19

 

Return on average assets3

 

1.11

 

1.11

 

1.04

 

0.60

 

0.96

 

1.04

 

Return on average ordinary equity4

 

17.8

 

17.8

 

17.4

 

10.8

 

23.1

 

23.5

 

Return on average total equity5

 

16.9

 

16.9

 

16.5

 

10.2

 

20.7

 

20.8

 

Capital ratio (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

Average total equity to average total assets

 

6.6

 

6.6

 

6.3

 

5.9

 

4.6

 

5.0

 

Tier 1 ratio (%)6

 

9.7

 

9.7

 

9.1

 

8.1

 

7.8

 

6.5

 

Total capital ratio6

 

11.0

 

11.0

 

11.0

 

10.8

 

10.8

 

9.5

 

Earnings ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per ordinary share (cents)7

 

227.0

 

233.0

 

214.2

 

125.3

 

206.0

 

186.9

 

Diluted earnings per ordinary share (cents)8

 

217.9

 

223.6

 

207.1

 

123.2

 

200.1

 

185.3

 

Dividends per ordinary share (cents)

 

152

 

156

 

139

 

116

 

142

 

131

 

Dividend payout ratio (%)9

 

67.0

 

67.0

 

64.9

 

92.6

 

68.9

 

70.1

 

Credit quality ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment charges on loans written off (net of recoveries)

 

1,819

 

1,867

 

1,300

 

1,874

 

439

 

349

 

Impairment charges on loans written off (net of recoveries) to average loans (%)

 

0.38

 

0.38

 

0.27

 

0.43

 

0.15

 

0.14

 

 

 

 

Year Ended 30 September

 

 

 

 

2012 

 

2012

 

 

2011

 

2010

 

2009

 

2008

 

(in $millions unless otherwise indicated)

 

 

US$1

 

A$

 

 

A$

 

A$

 

A$

 

A$

 

Profitability ratios (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest margin2

 

 

2.16 

 

2.16

 

 

2.19

 

2.21

 

2.38

 

2.07

 

Return on average assets3

 

 

0.90 

 

0.90

 

 

1.11

 

1.04

 

0.60

 

0.96

 

Return on average ordinary equity4

 

 

14.0 

 

14.0

 

 

17.8

 

17.4

 

10.8

 

23.1

 

Return on average total equity5

 

 

13.4 

 

13.4

 

 

16.9

 

16.5

 

10.2

 

20.7

 

Capital ratio (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average total equity to average total assets

 

 

6.7 

 

6.7

 

 

6.6

 

6.3

 

5.9

 

4.6

 

Tier 1 ratio (%)6

 

 

10.3 

 

10.3

 

 

9.7

 

9.1

 

8.1

 

7.8

 

Total capital ratio6

 

 

11.7 

 

11.7

 

 

11.0

 

11.0

 

10.8

 

10.8

 

Earnings ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per ordinary share (cents)7

 

 

203.4 

 

195.8

 

 

233.0

 

214.2

 

125.3

 

206.0

 

Diluted earnings per ordinary share (cents)8

 

 

197.9 

 

190.5

 

 

223.6

 

207.1

 

123.2

 

200.1

 

Dividends per ordinary share (cents)

 

 

172 

 

166

 

 

156

 

139

 

116

 

142

 

Dividend payout ratio (%)9

 

 

84.8 

 

84.8

 

 

67.0

 

64.9

 

92.6

 

68.9

 

Credit quality ratios

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment charges on loans written off (net of recoveries)

 

 

1,666 

 

1,604

 

 

1,867

 

1,300

 

1,874

 

439

 

Impairment charges on loans written off (net of recoveries) to average loans (%)

 

 

0.32 

 

0.32

 

 

0.38

 

0.27

 

0.43

 

0.15

 

1            Australian dollar amounts have been translated into US dollars solely for the convenience of the reader at the rate of A$1.00 = US$0.9744,1.0388, the noon buying rate in New York City on 3028 September 2011.2012.

2            Calculated by dividing net interest income (including tax equivalent gross up) by average interest earning assets.

3            Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average total assets.

4            Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity.

5            Calculated by dividing net profit attributable to owners of Westpac Banking Corporation by average ordinary equity and non-controlling interests.

6            For details on the calculations of this ratio refer to Note 30 to the financial statements.

7            Based on the weighted average number of fully paid ordinary shares.

8            Based on basic earnings per share, with the weighted average number of fully paid ordinary shares outstanding adjusted for the conversion of dilutive potential ordinary shares, issued for no consideration, and after adjusting earnings for distributions on dilutive potential ordinary shares.

9            Calculated by dividing the dividends per ordinary share by the basic earnings per ordinary share.

 

Balance sheet review

 

Assets – 2012 v 2011

Total assets as at 30 September 20112012 were $670.2$675.0 billion, an increase of $52$4.7 billion or 8%1% compared to 30 September 2010.2011. This growth was the resultprimarily due to:

§cash and balances with central banks decreased $3.7 billion due to lower holdings of 4% loan growth and holding higher levelsthis form of liquid assets. assets;

§receivables due from other financial institutions increased $1.7 billion. The majority of this increase was attributable to higher collateral posted with counterparties;

§trading securities, other financial assets designated at fair value and available-for-sale securities increased by $2.7 billion due to increased securities trading activity in WIB;

§derivative assets decreased $13.7 billion due to the impact of the Australian dollar strengthening against the US dollar and other major currencies on foreign exchange forwards and swaps; and

§loans increased $17.8 billion primarily due to growth in Australian loans of $14.7 billion and New Zealand loans of $2.2 billion. In Australia, housing loans increased by $11.8 billion and business lending increased by $2.6 billion.

Liabilities and equity – 2012 v 2011

Total liabilities as at 30 September 20112012 were $626.4$628.7 billion, an increase of $48.3$2.3 billion or 8% compared to 30 September 2010.2011. Growth in total liabilities was driven by increased term deposits and debt issues. The key balance sheet movements were driven by the following:primarily due to:

 

§         growthpayables due to other financial institutions decreased $6.9 billion, primarily due to a decrease in loans of 4%, with the majority of the increasecollateral balances received from counterparties in Australian housing loans;relation to derivatives;

 

§         an increasedeposits increased $24.7 billion. Growth was due to Australian deposits increasing $29.8 billion and New Zealand deposits increased $3.5 billion. Partially offsetting this growth was a fall in liquid assetsother overseas deposits of 26%, mostly$8.6 billion. Australian deposit growth was predominantly in cash and balances with central banks and trading securities and available-for-sale securities;term deposits which increased by $26.7 billion. The reduction in offshore deposits related to our decision to reduce our reliance on offshore short-term funding given Australian deposit growth;

2012 WESTPAC GROUP ANNUAL REPORT

89



 

§         growth in debt issues and acceptances decreased $18.1 billion. This decline was due to an increasea reduction in short-term wholesale funding reliance and the impact of the appreciation in the wholesale funding portfolio;

§an increase in derivative financial instruments primarily due toAustralian dollar during the year on foreign currency movements;denominated debt; and

 

§         growth in depositsloan capital increased $1.4 billion due to the issuance of 10%, mainly drivena new hybrid, Westpac CPS and issuance of new subordinated debt. This was partially offset by increases insubordinated debt redemptions and the impact of the appreciation of the Australian term deposits.dollar during the year.

 

Assets – 2011 v 2010

 

The key movements in assets are outlined below.below:

 

Cash§cash balances with central banks (upincreased $12 billion)

This wasbillion primarily due to an increase in liquid assets from increased collateral balances following the sharp end of periodend-of-period decline in the value of the Australian dollar.dollar;

 

Receivables§receivables due from other financial institutions (downdecreased $4 billion)

The decrease wasbillion due to a decline in collateral placed, partially offset by an increase in interbank lending due to seasonal trends.

90trends;

Westpac Group



Review of Group operations

 

Derivative§derivative financial instruments (assets) (upincreased $13 billion)

The increase in derivative financial instruments wasbillion primarily due to cross currency swaps hedging our offshore borrowings, which were impacted by principal resets following exchange rate movements.movements;

 

Trading§trading securities, other financial assets designated at fair value and available-for-sale securities (upincreased $13 billion)

The increase occurredbillion primarily in holdings of Government, Semi-Government and bank securities and was largely an increase in liquid asset holdings.holdings;

 

Loans (up§loans increased $19 billion)

The growth in loans wasbillion primarily due to growth in Australian loans of $15.1 billion and New Zealand loans of $2.4 billion. In Australia, an increase of $16.8 billion or 6% in Australian housing loans was partially offset by a decrease in Australian business lending of $1.8 billion or 1% and a decrease in Australian margin lending of $669 million or 19%.;

 

Life§life insurance assets (downdecreased $4 billion)

Throughbillion through a successor funds transfer, BTFG transferred certain superannuation funds out of life companies into separately managed super funds, which are not consolidated. A corresponding change occurred in life insurance liabilities.liabilities; and

 

Other assets (up $3 billion)§

The increase in other assets wasincreased $3 billion primarily due to securities trading activities in WIB.

 

Liabilities and equity – 2011 v 2010

 

The key movements in liabilities and equity are outlined below.below:

 

Payables due to other financial institutions (up $6 billion)§

The increase in payables due to other financial institutions wasincreased $6 billion primarily due to an increase in collateral received.received;

 

Deposits (up§deposits increased $33 billion)

Deposits increasedbillion primarily as a result of an increase in Australian term deposits of $22.2 billion or 25% as savings rates in Australia increased and the Group’s increased focus on customer deposit raising initiatives. Growth in mortgage offset accounts resulted in an increase in Australian non-interest bearing accounts of $1.5 billion or 12%. Increased overseas deposits of $8 billion reflected growth in corporate customer balances and investorsinvestors’ preference for certificates of deposit.deposit;

 

Derivative§derivative financial instruments (liabilities) (downdecreased $5 billion)

The decrease in derivative financial instruments wasbillion due to cross currency swaps liabilities, partially offset by an increase in interest rate swap liabilities due to changes in interest rates.rates;

 

Trading§trading liabilities and other financial liabilities designated at fair value (upincreased $5 billion)

The increase in trading liabilities was largelybillion primarily due to securities trading activities in WIB.WIB;

 

Debt§debt issues and acceptances (upincreased $15 billion)

Debt issues increasedbillion due to growth in the wholesale funding portfolio.portfolio;

 

Life§life insurance liabilities (downdecreased $5 billion)

Throughbillion through a successor funds transfer, BTFG transferred certain superannuation funds out of life companies into separately managed super funds, which are not consolidated. A corresponding change occurred in life insurance assets.assets;

 

Loan capital (down $1 billion)§

The decrease in loan capital wasdecreased $1 billion due to the redemption of term subordinated bonds, notes and debentures.debentures; and

 

Equity§equity attributable to owners of Westpac Banking Corporation (upincreased $4 billion)

The increase in equity wasbillion due to an increase in net retained profits after dividend payment and the issuance of shares to satisfy the DRP.

Assets – 2010 v 2009

The key movements in assets are outlined below.

Receivables due from other financial institutions (up $3 billion)

The increase was primarily due to an increase in collateral pledged, related to derivative contracts, where valuation was affected by movements in the Australian dollar against the US dollar.

Derivative financial instruments (assets) (up $3 billion)

The increase in derivative financial instruments was primarily due to changes in the contract valuation related to foreign exchange rate movements.

Trading securities, other financial assets and available-for-sale securities (up $8 billion)

The primary driver of the increase was liquid assets. This included a significant rise in holdings of State Government securities in the Group’s liquidity portfolio.

Annual Report 2011

91



Loans (up $14 billion)

The growth in loans was principally due to an increase of $30.2 billion or 12% in Australian housing loans. This increase was partially offset by a decrease in Australian business lending of $11 billion or 8%. The remainder of the decrease arose in other overseas locations.

Liabilities and equity – 2010 v 2009

The key movements in liabilities and equity are outlined below.

Deposits (up $8 billion)

Deposits increased primarily as a result of an increase in term deposits across the Group. Total term deposits increased 11% or $11 billion, as customers were attracted to the high relative interest rates on these products early in 2010 and consumer at call accounts increased by $2 billion. This increase was partially offset by a decrease in short-term wholesale funding certificates of deposit of 8% or $5 billion.

Derivative financial instruments (liabilities) (up $8 billion)

The increase in derivative financial instruments was primarily due to changes in contract valuations related to foreign exchange rate movements.

Trading liabilities and other financial liabilities designated at fair value (down $6 billion)

The decrease was primarily due to securities sold under agreements to repurchase declining during the year as this funding source was replaced by other funding sources. This occurred primarily in the first half of 2010.

Debt issues and acceptances (up $18 billion)

Debt issues increased significantly as the Group continued to focus on lengthening the term wholesale funding portfolio. Senior unsecured long-term debt increased $23 billion, which was partially offset by run-off in securitisation of $3 billion over the year.

Loan capital (down $2 billion)

The decrease was primarily attributable to the redemption of subordinated notes.

Equity attributable to owners of Westpac Banking Corporation (up $4 billion)

The increase in equity was due to increased retained profits ($3 billion) and the issuance of shares to satisfy the DRP ($1 billion).

 

Loan quality 20112012 v 20102011

 

 

 

As at 30 September

 

 

 

2011

 

2010

 

2009

 

 

 

$m

 

$m

 

$m

 

Total gross loans1

 

500,654

 

482,366

 

467,843

 

Average gross loans

 

 

 

 

 

 

 

Australia

 

439,165

 

428,861

 

381,858

 

New Zealand

 

44,279

 

45,171

 

45,832

 

Other overseas

 

5,228

 

5,428

 

6,529

 

Total average gross loans

 

488,672

 

479,460

 

434,219

 

 

 

As at 30 September

 

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Total gross loans1

 

518,279

 

 

500,654

 

482,366

 

Average gross loans

 

 

 

 

 

 

 

 

Australia

 

455,753

 

 

439,165

 

428,861

 

New Zealand

 

45,911

 

 

44,279

 

45,171

 

Other overseas

 

6,930

 

 

5,228

 

5,428

 

Total average gross loans

 

508,594

 

 

488,672

 

479,460

 

1            Gross loans are stated before related provisions for impairment.

 

90

2012 WESTPAC GROUP ANNUAL REPORT



REVIEW OF GROUP OPERATIONS

Total gross loans represented 75%77% of the total assets of the Group as at 30 September 2011,2012, compared to 78%75% in 2010.2011.

 

Our lending is focused on our core geographic markets in Australia and New Zealand. Australia and New Zealand average loans were $501.7 billion in 2012, an increase of $18.3 billion or 4% from $483.4 billion in 2011, an increase of $9.4 billion or 2% from $474.0 billion in 2010.2011. This increase was primarily due to growth in Australian housing lending.

 

Other overseas average loans were $6.9 billion in 2012, an increase of $1.7 billion or 33% from $5.2 billion in 2011, a decrease of $0.2 billion or 4% from $5.4 billion in 2010.2011.

 

Approximately 21%18% of the loans at 30 September 20112012 mature within one year and 23% mature between one year and five years. Retail lending comprises the bulk of the loan portfolio maturing after five years.

 

92

Westpac Group



Review of Group operations

 

 

As at 30 September

 

 

 

2011

 

 

2010

 

 

2009

 

 

2008

 

 

2007

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Impaired loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-performing loans1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

4,287

 

 

4,240

 

 

3,526

 

 

1,059

 

 

423

 

Impairment provisions

 

(1,487

)

 

(1,677

)

 

(1,308

)

 

(438

)

 

(159

)

Net

 

2,800

 

 

2,563

 

 

2,218

 

 

621

 

 

264

 

Restructured loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

129

 

 

132

 

 

71

 

 

6

 

 

4

 

Impairment provisions

 

(29

)

 

(32

)

 

(26

)

 

-

 

 

-

 

Net

 

100

 

 

100

 

 

45

 

 

6

 

 

4

 

Overdrafts, personal loans and revolving credit greater than 90 days past due:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

200

 

 

213

 

 

173

 

 

112

 

 

113

 

Impairment provisions

 

(147

)

 

(155

)

 

(148

)

 

(97

)

 

(107

)

Net

 

53

 

 

58

 

 

25

 

 

15

 

 

6

 

Net impaired loans

 

2,953

 

 

2,721

 

 

2,288

 

 

642

 

 

274

 

Provisions for impairment on loans and credit commitments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually assessed provisions

 

1,461

 

 

1,622

 

 

1,228

 

 

413

 

 

148

 

Collectively assessed provisions

 

2,953

 

 

3,439

 

 

3,506

 

 

1,761

 

 

1,410

 

Total provisions for impairment on loans and credit commitments

 

4,414

 

 

5,061

 

 

4,734

 

 

2,174

 

 

1,558

 

Loan quality

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total impairment provisions for impaired loans to total impaired loans2

 

36.0%

 

 

40.7%

 

 

39.3%

 

 

45.4%

 

 

49.2%

 

Total impaired loans to total loans

 

0.92%

 

 

0.95%

 

 

0.81%

 

 

0.37%

 

 

0.20%

 

Total provisions for impairment on loans and credit commitments to total loans3

 

0.88%

 

 

1.05%

 

 

1.01%

 

 

0.69%

 

 

0.56%

 

Total provisions for impairment on loans and credit commitments to total impaired loans

 

95.6%

 

 

110.4%

 

 

125.6%

 

 

184.8%

 

 

288.5%

 

Collectively assessed provisions to non-housing performing loans

 

1.7%

 

 

2.0%

 

 

1.8%

 

 

1.1%

 

 

1.1%

 

 

 

As at 30 September

 

 

 

2012

 

 

2011

 

2010

 

2009

 

2008

 

 

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Impaired loans

 

 

 

 

 

 

 

 

 

 

 

 

Non-performing loans1:

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

4,034

 

 

4,287

 

4,240

 

3,526

 

1,059

 

Impairment provisions

 

(1,463

)

 

(1,487

)

(1,677

)

(1,308

)

(438

)

Net

 

2,571

 

 

2,800

 

2,563

 

2,218

 

621

 

Restructured loans:

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

153

 

 

129

 

132

 

71

 

6

 

Impairment provisions

 

(44

)

 

(29

)

(32

)

(26

)

-

 

Net

 

109

 

 

100

 

100

 

45

 

6

 

Overdrafts, personal loans and revolving credit greater than 90 days past due:

 

 

 

 

 

 

 

 

 

 

 

 

Gross

 

199

 

 

200

 

213

 

173

 

112

 

Impairment provisions

 

(134

)

 

(147

)

(155

)

(148

)

(97

)

Net

 

65

 

 

53

 

58

 

25

 

15

 

Net impaired loans

 

2,745

 

 

2,953

 

2,721

 

2,288

 

642

 

Provisions for impairment on loans and credit commitments

 

 

 

 

 

 

 

 

 

 

 

 

Individually assessed provisions

 

1,470

 

 

1,461

 

1,622

 

1,228

 

413

 

Collectively assessed provisions

 

2,771

 

 

2,953

 

3,439

 

3,506

 

1,761

 

Total provisions for impairment on loans and credit commitments

 

4,241

 

 

4,414

 

5,061

 

4,734

 

2,174

 

Loan quality

 

 

 

 

 

 

 

 

 

 

 

 

Total impairment provisions for impaired loans to total impaired loans2

 

37.4%

 

 

36.0%

 

40.7%

 

39.3%

 

45.4%

 

Total impaired loans to total loans

 

0.85%

 

 

0.92%

 

0.95%

 

0.81%

 

0.37%

 

Total provisions for impairment on loans and credit commitments to total loans

 

0.82%

 

 

0.88%

 

1.05%

 

1.01%

 

0.69%

 

Total provisions for impairment on loans and credit commitments to total impaired loans

 

96.7%

 

 

95.6%

 

110.4%

 

125.6%

 

184.8%

 

Collectively assessed provisions to non-housing performing loans

 

1.6%

 

 

1.7%

 

2.0%

 

1.8%

 

1.1%

 

1            Non-performing loans are loans with an impaired internal risk grade, excluding restructured assets.

2            Impairment provisions relating to impaired loans include individually assessed provisions plus the proportion of the collectively assessed provisions that relate to impaired loans. The proportion of the collectively assessed provisions that relate to impaired loans was $202$171 million as at 30 September 2011 (20102012 (2011: $202 million, 2010: $244 million, 20092009: $254 million, 20082008: $121 million, 2007 $118 million). This sum is compared to the total gross impaired loans to determine this ratio.

 

3    Prior to 2010 this ratio has included, if applicable, the APRA required capital deduction (above A-IFRS provisioning levels), which formed part of the APRA termed General Reserve for Credit Losses. Beginning in 2010 this ratio is based only on A-IFRS provisioning levels. The ratios at 30 September 2009 and 30 September 2008 were not impacted and the ratio at 30 September 2007 was revised from 0.61% to 0.56%.

The quality of our loan portfolio as at 30 September 20112012 remains relatively stable, with 76% of our exposure to either investment grade or secured consumer mortgages (2010(2011: 76%, 2010: 74%, 2009 72%) and 98%97% of our exposure in our core markets of Australia, New Zealand and the Pacific region (2010 99%(2011: 98%, 20092010: 99%).

 

Potential problem loans1 as at 30 September 2011 amounted to $2,489 million, a decrease of 35% from $3,852 million at 30 September 2010.

At 30 September 2011, total impaired loans as a percentage of total gross loans were 0.92%, a decrease of 0.03% from 0.95% at 30 September 2010.

At 30 September 2011, we had 12 impaired counterparties with exposure greater than $50 million, collectively accounting for 21% of total impaired loans. This compares to 11 impaired counterparties with exposure greater than $50 million in 2010 accounting for 20% of total impaired loans. There were 37 impaired exposures at 30 September 2011 that were less than $50 million and greater than $20 million (2010 49 impaired exposures).

We believe that Westpac remains appropriately provisioned with total impairment provisions for impaired loans to total impaired loans coverage at 36.0% at 30 September 2011 compared to 40.7% at 30 September 2010. Total provisions for impairment in loans and credit commitments represented 95.6% of total impaired loans as at 30 September 2011, down2012 amounted to $2,115 million, a decrease of 15% from $2,489 million at 30 September 2011. The reduction of potential problem loans is due mainly to the upgrade or repayment of some of these assets. A smaller amount of this movement is due to some of these loans being downgraded to impaired.

 

1Potential problem loans are facilities that are performing and no loss is expected, but the customer demonstrates significant weakness in debt servicing or security cover that could jeopardise repayment of debt on current terms if not rectified. Potential problem loans are identified using established credit frameworks and policies, which includes the ongoing monitoring of facilities through the use of watchlists.

At 30 September 2012, total impaired loans as a percentage of total gross loans were 0.85%, a decrease of 0.07% from 0.92% at 30 September 2011.

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

9391



 

from 110.4%

At 30 September 2012, we had 12 impaired counterparties with exposure greater than $50 million, collectively accounting for 23% of total impaired loans. This compares to 12 impaired counterparties with exposure greater than $50 million in 2011 accounting for 21% of total impaired loans. There were 25 impaired exposures at 30 September 2010.2012 that were less than $50 million and greater than $20 million (2011: 37 impaired exposures).

We believe that Westpac remains appropriately provisioned with total impairment provisions for impaired loans to total impaired loans coverage at 37.4% at 30 September 2012 compared to 36.0% at 30 September 2011. Total provisions for impairment in loans and credit commitments represented 96.7% of total impaired loans as at 30 September 2012, up from 95.6% at 30 September 2011. Total provisions for impairments on loans and credit commitments to total loans was 0.82% at 30 September 2012, down from 0.88% at 30 September 2011 down from(2010: 1.05% at 30 September 2010 (2009 1.01%).

 

Consumer mortgage loans 90 days past due at 30 September 20112012 were 0.55%0.51% of outstandings, an increasea decrease of 84 basis points from 0.47%0.55% of outstandings at 30 September 2010 (2009 0.37%2011 (2010: 0.47%).

 

Other consumer loan delinquencies (including credit card and personal loan products) were 1.11% of outstandings as at 30 September 2012, a decrease of 5 basis points from 1.16% of outstandings as at 30 September 2011 a decrease of 9 basis points from(2010: 1.25% of outstandings as at 30 September 2010 (2009 1.04%).

 

Capital resourcesCAPITAL RESOURCES

 

Capital management strategy

 

Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised as an ADI.capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans.

 

Westpac evaluates these considerations through an Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include:

 

§         the development of a capital management strategy including target capital ratios, capital buffers and contingency plans which guide the development of specific capital plans;

 

§         consideration of both economic and regulatory capital requirements;

 

§         a process which challenges the capital measures, coverage and requirements, which incorporates a comparison of economic and regulatory requirements and the use of the Quantitative Scenario Analysis (stress testing) framework that considers, amongst other things, the impact of adverse economic scenarios that threaten the achievement of planned outcomes; and

 

§         consideration of the perspectives of external stakeholders such as regulators, rating agencies and equity and debt investors.

 

Westpac’s capital ratios are in compliance with APRA minimum capital adequacy requirements.

 

Basel capital accordCapital Accord

 

The regulatory limits applied to our capital ratios are consistent with the International Convergence of Capital Measurement and Capital Standards: A Revised Framework, also known as Basel II, issued by the Bank of International Settlements. This framework reflects the advanced risk management practices that underpin the calculation of regulatory capital through a broad array of risk classes and advanced measurement processes.

 

As provided for in the Basel II accord, APRA has exercised discretions to make the framework more relevant in the Australian market, and in particular has required that Australian banks using the most sophisticated models for credit and operational risk will also be required to hold regulatory capital for the interest rate risk taken in the banking book. The models used to quantify this risk are similar to the models used for traded market risk. In addition APRA has applied discretion in the calculation of the components of regulatory capital.

 

Westpac is accredited by APRA to use the AIRB approach for credit risk, the AMA for operational risk and the internal model approach for Interest Rate Risk in the Banking Book (IRRBB). Accreditation to use AIRB and AMA was effective from 1 January 2008, and IRRBB from 1 July 2008. We believe that using the advanced approaches for risk monitoring and measurement is in the interests of all our stakeholders. Effective risk management is regarded as a key activity performed at all levels of the Group. Achieving advanced accreditation from APRA has resulted in a broad array of changes to risk management practices that have been implemented across all risk classes. We recognise that embedding these principles and practices into day-to-day activities of the divisions to achieve the full benefits of these changes is an ongoing facet of risk management.

 

Changes to Basel II regulations, commonly referred to as ‘Basel 2.5’, relating to securitisation and market risk were implemented from 1 January 2012.

Refer to ‘Significant developments’ in Section 1 for a discussion on future regulatory developments that may impact upon capital requirements.

 

92

94

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Review of Group operationsREVIEW OF GROUP OPERATIONS

 

Purchases of equity securities

The following table details share repurchase activity for the year ended 30 September 2011:2012:

 

 

 

Total Number of
Ordinary Shares
Purchased

 

Average Price Paid
per Ordinary Share
$

 

Total Number of Ordinary
Shares Purchased as Part of a
Publicly Announced Program

 

Maximum Number
(or Approximate $ Value) of Ordinary
Shares that may yet be Purchased
Under the Plans or Programs

Month

 

 

 

 

 

 

 

 

October (2010)

 

-

 

-

 

-

 

n/a

November (2010)

 

-

 

-

 

-

 

n/a

December (2010)

 

11,032

 

22.47

 

-

 

n/a

January (2011)

 

-

 

-

 

-

 

n/a

February (2011)

 

-

 

-

 

-

 

n/a

March (2011)

 

-

 

-

 

-

 

n/a

April (2011)

 

-

 

-

 

-

 

n/a

May (2011)

 

-

 

-

 

-

 

n/a

June (2011)

 

-

 

-

 

-

 

n/a

July (2011)

 

-

 

-

 

-

 

n/a

August (2011)

 

45,000

 

20.09

 

-

 

n/a

September (2011)

 

-

 

-

 

-

 

n/a

Total

 

56,032

 

20.56

 

-

 

-

 

 

Total Number of
Ordinary Shares
Purchased

 

Average Price Paid
per Ordinary Share
$

 

Total Number of Ordinary
Shares Purchased as Part of
a Publicly Announced
Program

 

Maximum Number
(or Approximate $ Value) of Ordinary
Shares that may yet be Purchased
Under the Plans or Programs

Month

 

 

 

 

 

 

 

 

October (2011)

 

-

 

-

 

-

 

n/a

November (2011)

 

2,168

 

20.82

 

-

 

n/a

December (2011)

 

59,045

 

20.46

 

-

 

n/a

January (2012)

 

-

 

-

 

-

 

n/a

February (2012)

 

-

 

-

 

-

 

n/a

March (2012)

 

-

 

-

 

-

 

n/a

April (2012)

 

307

 

22.14

 

-

 

n/a

May (2012)

 

-

 

-

 

-

 

n/a

June (2012)

 

21,407

 

20.66

 

-

 

n/a

July (2012)

 

349,359

 

21.05

 

-

 

n/a

August (2012)

 

6,230

 

24.20

 

-

 

n/a

September (2012)

 

1,419

 

24.26

 

-

 

n/a

Total

 

439,935

 

21.01

 

-

 

-

 

Purchases of ordinary shares during the year were made on market and relate to the following:

§to deliver to employees upon the exercise of options and performance share rights: 17,440 ordinary shares;

 

§         treasury shares held by statutory life funds and managed investment schemes and ordinary shares held by Westpac in respect of equity derivatives sold to customers: 56,03231,544 ordinary shares; and

§to allocate to eligible employees under the Restricted Share Plan (RSP): 390,951 ordinary shares.

 

Refer to Note 24 to the financial statements for a discussion of treasury share purchases.

 

Commitments

COMMITMENTS

Contractual obligations and commitments

In connection with our operating activities we enter into certain contractual obligations and commitments. The following table shows our significant contractual cash obligations as at 30 September 2011:2012:

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

On balance sheet long-term debt1

 

28,766

 

50,645

 

29,086

 

13,179

 

121,676

 

Operating leases2

 

467

 

754

 

550

 

712

 

2,483

 

Other commitments2

 

697

 

991

 

581

 

47

 

2,316

 

Total contractual cash obligations

 

29,930

 

52,390

 

30,217

 

13,938

 

126,475

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

On balance sheet long-term debt1

 

25,544

 

48,372

 

31,366

 

12,698

 

117,980

 

Operating leases2

 

490

 

826

 

739

 

1,708

 

3,763

 

Other commitments2

 

687

 

1,042

 

408

 

64

 

2,201

 

Total contractual cash obligations

 

26,721

 

50,240

 

32,513

 

14,470

 

123,944

 

 

1            Refer to Note 22 to the financial statements for details of on balance sheet long-term debt.

2            Refer to Note 34 to the financial statements for details of expenditure commitments.

 

The above table excludes deposits and other liabilities taken in the normal course of banking business and short-term and undated liabilities.

 

2012 WESTPAC GROUP ANNUAL REPORT

93



Commercial commitments1

 

The following table shows our significant commercial commitments as at 30 September 2011:2012:

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Standby letters of credit and financial guarantees

 

2,138

 

2,374

 

242

 

318

 

5,072

 

Trade letters of credit

 

3,558

 

-

 

-

 

-

 

3,558

 

Non-financial guarantees

 

4,986

 

1,479

 

230

 

2,233

 

8,928

 

Commitments to extend credit

 

59,014

 

24,925

 

9,400

 

42,821

 

136,160

 

Other commitments

 

318

 

-

 

-

 

208

 

526

 

Total commercial commitments

 

70,014

 

28,778

 

9,872

 

45,580

 

154,244

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Standby letters of credit and financial guarantees

 

1,334

 

2,160

 

493

 

487

 

4,474

 

Trade letters of credit

 

2,589

 

-

 

-

 

-

 

2,589

 

Non-financial guarantees

 

5,080

 

1,555

 

218

 

2,055

 

8,908

 

Commitments to extend credit

 

46,369

 

39,890

 

12,492

 

41,058

 

139,809

 

Other commitments

 

36

 

-

 

-

 

62

 

98

 

Total commercial commitments

 

55,408

 

43,605

 

13,203

 

43,662

 

155,878

 

1            The numbers in this table are notional amounts (refer to Note 36 to the financial statements).

 

Annual Report 2011

9594

2012 WESTPAC GROUP ANNUAL REPORT



Divisional performanceDIVISIONAL PERFORMANCE

 

Divisional performanceDIVISIONAL PERFORMANCE20112012 v 20102011

 

Our operations comprise fivethree primary customer-facing business divisions:

 

§Australian Financial Services (AFS) which incorporates the operations of:

        Westpac Retail & Business Banking, which we refer to as Westpac RBB;

 

§        Westpac Institutional Bank,St.George Banking Group, which we refer to as WIB;St.George; and

 

§St.George Banking Group;

§        BT Financial Group (Australia), which we refer to as BTFG;BTFG

§Westpac Institutional Bank, which we refer to as WIB; and

 

§         Westpac New Zealand Banking.Zealand.

 

Other divisions in the Group include Product & Operations, Technology,Pacific Banking, Group Services, Treasury Pacific Banking and Core Support.

 

The accounting standard AASB 8 Operating Segments requires segment results to be presented on a basis that is consistent with information provided internally to Westpac’s key decision makers. In assessing its financial performance, including divisional results, the Westpac Group uses a measure of performance referredwe refer to as ‘Cash Earnings’. Cash Earnings is not a measure of cash flow or net profit determined on a cash accounting basis, as it includes non-cash items reflected in net profit determined in accordance with A-IFRS. The specific adjustments outlined below include both cash and non-cash items. Cash Earnings, as calculated by Westpac, is viewed as a measure of the level of profit that is generated by ongoing operations and is expected to be available over the long term for distributions to shareholders.

A reconciliation of Cash Earnings to net profit attributable to owners of Westpac Banking Corporation for each business division is set forthout in Note 32 to the financial statements. To calculate Cash Earnings, Westpac adjusts the statutory resultsnet profit attributable to owners of Westpac Banking Corporation for the items outlined below. Management believes this allows the Group to more effectively assess performance for the current period against prior periods and to compare performance across business divisions and across peer companies.

 

Three categories of adjustments are made to statutory results to determine Cash Earnings:

 

§         material items that key decision makers at the Westpac Group believe do not reflect ongoing operations;

 

§         items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging impacts; and

 

§         accounting reclassifications between individual line items that do not impact statutory results, such as policyholder tax recoveries1.

 

The discussion of our divisional performance in this section is presented on a Cash Earnings basis unless otherwise stated. Cash Earnings is not directly comparable to statutory results presented in other parts of this Annual Report.

 

Outlined below are the current Cash Earnings adjustments to the statutory results:

 

1.             Trust Preferred Securities (TPS) revaluations – Adjustmentadjustment for movements in economic hedges, including associated tax effects impacting the Foreign Currency Translation Reserve, relating to hybrid instruments classified as non-controlling interests. The adjustment is required as these hybrid instruments are not fair valued;valued, however, the hedges are fair valued and therefore there is a mismatch in the timing of income recognition in the statutory results. The mismatch is added back to statutory results in deriving Cash Earnings as it does not affect the Group’s profits over time;

 

2.             Treasury shares – Underunder A-IFRS, Westpac shares held by the Group in the managed funds and life business are deemed to be Treasury shares and the results of holding these shares are not permitted to be recognised as income in the statutory results. In deriving Cash Earnings, these results are included to ensure there is no asymmetrical impact on the Group’s profits because the Treasury shares support policyholder liabilities and equity derivative transactions which are re-valued in deriving income;

 

3.             Ineffective hedges – Thethe gain/(loss) on ineffective hedges is reversed in deriving Cash Earnings for the period because the gain or loss arising from the fair value movement in these hedges reverses over time and does not affect the Group’s profits over time;

 

4.             Fair value gain/(loss) on other economic hedges (which do not qualify for hedge accounting under A-IFRS) comprises:

 

               the unrealised fair value gain/(loss) on FXforeign exchange hedges of future New Zealand earnings impacting non-interest income is reversed in deriving Cash Earnings as they may create a material timing difference on statutory resultsreported earnings but do not affect the Group’s Cash Earnings during the life of the hedge;

 

1Policyholder tax recoveries – income and tax amounts that are grossed up to comply with the A-IFRS accounting standard covering life insurance business (policyholder tax recoveries) are reversed in deriving income and taxation expense on a Cash Earnings basis.

2012 WESTPAC GROUP ANNUAL REPORT

95



               the unrealised fair value gain/(loss) on FXforeign exchange hedges of fees payable for the use of the Government guarantee on foreign denominated wholesale funding is reversed in deriving Cash Earnings as they may create a material timing difference on statutory resultsreported earnings but do not affect the Group’s Cash Earnings during the life of the hedge; and

 

               the unrealised fair value gain/(loss) on hedges of accrual accounted term funding transactions are reversed in deriving Cash Earnings as they may create a material timing difference on statutory resultsreported earnings but do not affect the Group’s Cash Earnings during the life of the hedge.

 

1Policyholder tax recoveries – income and tax amounts that are grossed up to comply with the A-IFRS accounting standard covering Life Insurance Business (policyholder tax recoveries) are reversed in deriving income and taxation expense on a Cash Earnings basis.

96

Westpac Group



Divisional performance

5.             Gain/(loss) on buyback of Government guaranteed debt – During the year ended 30 Septemberduring 2011, the Group bought back some Government guaranteed debt which reduced Government guarantee fees (70 basis points) paid. In undertaking the buybacks, in addition to the 70 basis point fee saving, a cost was incurred reflecting the difference between current interest rates and the rate at which the debt was initially issued. In the statutory resultsresult the cost incurred is recognised at the time of the buybacks. In Cash Earnings the cost incurred is being amortised over the original term of the debt that was bought back. The Cash Earnings adjustment gives effect to the timing difference between statutory resultsreported earnings and Cash Earnings;

 

6.             Significant items – NZ structured finance transactions – During the year ended 30 September 2009, the Group increased tax provisioning by $703 million for New Zealand structured finance transactions entered into between 1998 and 2002. The increase in the provision followed the High Court in New Zealand finding in favour of the New Zealand Commissioner of Inland Revenue (CIR) in proceedings where Westpac challenged amended tax assessments in relation to these transactions. Due to the significant size and historical nature of the issue, the provision was treated as a Cash Earnings adjustment. During the year ended 30 September 2010, the Group reached a settlement with the CIR by agreeing to pay 80% of the full amount of primary tax and interest. The associated reversal of tax provisions of $106 million during the year ended 30 September 2010 has also been treated as a Cash Earnings adjustment;

7.Tax provision – During the year ended 30 Septemberduring 2011, the Group increased tax provisions by $70 million in respect of certain existing positions for transactions previously undertaken by the Group. The increase reflectsreflected the recent trend of global taxation authorities challenging the historical tax treatment of cross border and complex transactions. This increase in tax provisions has beenwas treated as a Cash Earnings adjustment as it relatesrelated to the global management of existinghistorical tax positions and does not reflect ongoing operations. The Group’s management of tax positions has moved to disclosing any such transactions to the taxation authorities at or around the time of execution;

 

7.Supplier program – during 2012, the Group incurred and provisioned for non-recurring expenses as part of its program to increase the use of global specialists in certain technology and back office operations. These expenses included costs associated with streamlining and better documenting systems and processes, technology costs to enable infrastructure and enhance interaction with suppliers, and costs associated with restructuring the workforce. Given these significant expenses are not considered in determining dividends, they are being treated as Cash Earnings adjustments;

8.Amortisation of intangible assets – the acquisition of J O Hambro, previously a privately owned London-based equity investment manager, by BT Investment Management (BTIM) during 2012 resulted in the recognition of management contract intangible assets. These intangible items are amortised over their useful lives, ranging between five and twenty years. The amortisation of intangible assets (excluding capitalised software) is a Cash Earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders;

9.Litigation provision – the Group recognised a provision of $111 million ($78 million after tax) with respect to longstanding legal proceedings. This has been treated as a Cash Earnings adjustment due to its size, the historical nature of the proceedings and it does not reflect ongoing operations;

10.     St.George merger related Cash Earnings adjustments:

 

               as part of the merger with St.George, transaction and integration expenses incurred over three years are beingfollowing the merger were treated as a Cash Earnings adjustment as they dodid not impact the earnings expected from St.George following the integration period;period. The integration project was completed in 2011;

 

               amortisation of intangible assets – the merger with St.George resulted in the recognition of core deposit intangibles and customer relationships intangible assets that are amortised over their useful lives, ranging between five and nine years. The amortisation of intangible assets (excluding capitalised software) is a Cash Earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders;

 

               the accounting for the merger with St.George resulted in the recognition of fair value adjustments on the St.George retail bank loans, deposits, wholesale funding and associated hedges, with these fair value adjustments being amortised over the life of the underlying transactions. The amortisation of these adjustments is considered to be a timing difference relating to non-cash flow items that do not affect cash distributions available to shareholders and therefore hashave been treated as a Cash Earnings adjustment; and

 

               tax consolidation adjustment – finalisation of tax consolidation related to the merger with St.George gave rise to ana reduction in income tax expense adjustment of $1,110 million during the year ended 30 September 2011 and $685 million during the year ended 30 September 2010. The tax consolidation process required Westpac to reset the tax value of certain St.George assets to the appropriate market value of those assets as at the effective date of the tax consolidation (31 March 2009). These adjustments have been treated as a Cash Earnings adjustment due to their size and asbecause they do not reflect ongoing operations.operations; and

 

9.               Other non-statutoryTOFA tax consolidation adjustment – new legislation that included retrospective amendments to the income tax law as it applies to TOFA and tax consolidated groups was introduced during 2012. The amendments have an adverse application to certain liabilities that were consolidated as part of the merger with St.George. This gave rise to an additional income tax expense of $165 million for 2012. Consistent with other tax adjustments – Inrelating to the year ended 30 September 2009, a provision of $121 million ($85 million after tax) was mademerger with respect to long-standing legal proceedings, where a judgment was received in the year ended 30 September 2009. This wasSt.George this adjustment has been treated as a Cash Earnings adjustment due to its size and historical nature.because it does not reflect ongoing operations.

 

Annual Report 2011

9796

2012 WESTPAC GROUP ANNUAL REPORT



DIVISIONAL PERFORMANCE

Organisational Changes

During 2012 the Group updated its approach on how capital is allocated and how transfer pricing is determined.

These new models have been designed to better align the Group’s economic capital and pricing approaches to the new regulatory requirements, especially minimum prudential capital and liquidity requirements. The models also take into account the changed funding markets, especially higher marginal deposits and term wholesale funding costs.

During 2012 the Group also transferred management responsibility for:

§the equities business from WIB to BTFG;

§RAMS from Westpac RBB to St.George; and

§the New Zealand Institutional banking business from WIB to Westpac New Zealand. For further details, please refer to ‘New Zealand’ in Section 1 under ‘Significant developments’.

Results have been prepared on the basis that transfers and methodology changes took place on 1 October 2009. Comparatives have been restated accordingly.

 

Cash Earnings and assets by division

 

The following tables present, for each of the key divisions of our business, the Cash Earnings and total assets at the end of the financial years ended 30 September 2012, 2011 2010 and 2009.2010. Refer to Note 32 to the financial statements for the disclosure of our geographic and business segments and the reconciliation to net profit attributable to owners of Westpac Banking Corporation.

 

Cash Earnings by business division

 

 

Years Ended 30 September 

 

 

Years Ended 30 September

 

 

2011

 

2010

 

2009

 

 

2012

 

2011

 

2010

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Australian Financial Services

 

 

 

 

 

 

 

 

Westpac Retail & Business Banking

 

1,949

 

1,756

 

1,908

 

 

2,114

 

 

1,850

 

1,729

 

Westpac Institutional Bank

 

1,487

 

1,514

 

339

 

St.George Banking Group

 

1,167

 

1,041

 

930

 

 

1,231

 

 

1,233

 

1,067

 

BT Financial Group (Australia)

 

649

 

595

 

484

 

 

653

 

 

729

 

693

 

New Zealand Banking

 

347

 

258

 

194

 

Westpac Institutional Bank

 

1,473

 

 

1,427

 

1,383

 

Westpac New Zealand

 

548

 

 

442

 

356

 

Other divisions

 

702

 

715

 

657

 

 

579

 

 

620

 

651

 

Total Cash Earnings

 

6,301

 

5,879

 

4,512

 

 

6,598

 

 

6,301

 

5,879

 

 

Total assets by business division

 

 

As at 30 September

 

 

As at 30 September

 

 

2011

 

2010

 

2009

 

 

2012

 

2011

 

2010

 

 

$bn

 

$bn

 

$bn

 

 

$bn

 

$bn

 

$bn

 

Australian Financial Services

 

 

 

 

 

 

 

 

Westpac Retail & Business Banking

 

261

 

244

 

220

 

 

255

 

 

247

 

232

 

Westpac Institutional Bank

 

110

 

99

 

115

 

St.George Banking Group

 

135

 

134

 

128

 

 

155

 

 

150

 

146

 

BT Financial Group (Australia)

 

23

 

28

 

26

 

 

27

 

 

26

 

32

 

New Zealand Banking

 

41

 

39

 

40

 

Westpac Institutional Bank

 

98

 

 

101

 

88

 

Westpac New Zealand

 

49

 

 

46

 

46

 

Other divisions

 

100

 

74

 

61

 

 

91

 

 

100

 

74

 

Total assets

 

670

 

618

 

590

 

 

675

 

 

670

 

618

 

 

In presenting divisional results on a management reporting basis, internal charges and transfer pricing adjustments are included in the performance of each business reflecting our management structure rather than a legal one (theseone. (These results cannot be compared to results for individual legal entities).entities.) Where management reporting structures or accounting classifications have changed, comparatives have been revised and may differ from results previously reported.

 

Our internal transfer-pricingtransfer pricing framework attributes value between divisions. Its primary attributes are:

 

§         Treasury funding – product balances are transfer-priced at inter-bankinterbank rates according to the tenor of the underlying transactions;

 

§         overhead costs are allocated to revenue generating businesses; and

 

§         capital charges are allocated to business groups based upon designated risk factors.

 

 

98

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT

97



 


Divisional performanceAUSTRALIAN FINANCIAL SERVICES

 

Australian Financial Services (AFS) is responsible for the Westpac Group’s Australian retail banking, business banking and wealth operations. It incorporates the operations of Westpac Retail & Business Banking (Westpac RBB), St.George Banking Group (St.George) and BT Financial Group (Australia) (BTFG). AFS also includes the product and risk responsibilities for Australian Banking.

Performance of AFS

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

8,694

 

 

8,534

 

8,175

 

Non-interest income

 

3,399

 

 

3,253

 

3,155

 

Net operating income before operating expenses and impairment charges

 

12,093

 

 

11,787

 

11,330

 

Operating expenses

 

(5,553

)

 

(5,415

)

(5,254

)

Impairment charges

 

(863

)

 

(936

)

(1,087

)

Profit before income tax

 

5,677

 

 

5,436

 

4,989

 

Income tax expense

 

(1,671

)

 

(1,617

)

(1,492

)

Profit attributable to non-controlling interests

 

(8

)

 

(7

)

(8

)

Cash Earnings for the year

 

3,998

 

 

3,812

 

3,489

 

Net Cash Earnings adjustments

 

(151

)

 

(146

)

(146

)

Net profit attributable to owners of Westpac Banking Corporation

 

3,847

 

 

3,666

 

3,343

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

239.3

 

 

214.3

 

196.1

 

Loans

 

412.0

 

 

398.5

 

380.5

 

Total assets

 

436.8

 

 

422.8

 

409.4

 

Total operating expenses to net operating income ratio

 

45.9

%

 

45.9

%

46.4

%

98

2012 WESTPAC GROUP ANNUAL REPORT



DIVISIONAL PERFORMANCE

WESTPAC RETAIL & BUSINESS BANKING

 

Westpac Retail & Business Banking (Westpac RBB) is responsible for sales and service for our consumer, small-to-medium enterprise (SME) customers and commercial customers (typically with turnover of up to $100 million) in Australia under the Westpac and RAMS brands. RAMS is a home loan franchise distribution business. brand.

Activities are conducted through Westpac RBB’s nationwide network of branches and business banking centres home finance managers and specialised consumer and business relationship managers, with the support of cash flow, financial markets and wealth specialists, customer service centres, ATMs and internet and mobile channels. The majority of revenue from wealth products sold to Westpac customers is included in BTFG’s financial results.

 

Performance of Westpac RBB

 

 

2011

 

2010

 

2009

 

 

2012

 

2011

 

2010

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Net interest income

 

5,326

 

 

5,132

 

4,943

 

 

5,304

 

 

5,166

 

5,052

 

Non-interest income

 

1,091

 

 

1,014

 

1,274

 

 

1,184

 

 

1,091

 

1,009

 

Net operating income before operating expenses and impairment charges

 

6,417

 

 

6,146

 

6,217

 

 

6,488

 

 

6,257

 

6,061

 

Operating expenses

 

(3,102

)

 

(3,045

)

(2,943

)

 

(3,079

)

 

(3,087

)

(2,999

)

Impairment charges on loans

 

(549

)

 

(589

)

(551

)

Impairment charges

 

(429

)

 

(547

)

(587

)

Profit before income tax

 

2,766

 

 

2,512

 

2,723

 

 

2,980

 

 

2,623

 

2,475

 

Income tax expense

 

(817

)

 

(756

)

(815

)

 

(866

)

 

(773

)

(746

)

Cash Earnings for the year

 

1,949

 

 

1,756

 

1,908

 

 

2,114

 

 

1,850

 

1,729

 

Net Cash Earnings adjustments

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,949

 

 

1,756

 

1,908

 

 

2,114

 

 

1,850

 

1,729

 

 

$bn

 

 

$bn

 

$bn

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

125.1

 

 

114.5

 

103.8

 

 

138.5

 

 

125.1

 

114.5

 

Loans

 

256.0

 

 

239.1

 

215.6

 

 

250.3

 

 

242.1

 

227.4

 

Total assets

 

261.1

 

 

243.7

 

219.6

 

 

255.3

 

 

247.0

 

231.7

 

Total operating expenses to net operating income ratio

 

48.3

%

 

49.5

%

47.3

%

 

47.5

%

 

49.3

%

49.5

%

 

20112012 v 20102011

Westpac RBB Cash Earnings were $1,949$2,114 million in 2011,2012, an increase of $193$264 million or 11%14% compared to 2010.

The result was driven by net interest income growth of 4%, non-interest income growth of 8%, and productivity initiatives holding expense growth to 2%. Impairment charges on loans were also lower, down 7%.2011.

 

Net interest income increased by $194$138 million or 4%3% compared to 2010. The increase2011. This was driven by an increase in interest earninginterest-earning assets partiallypartly offset by a reductiondecline in margins. Features of this result included:

 

§         margins reducedloans increased by 7 basis points to 2.07% in 2011$8.2 billion or 3% compared to 2.14% in 2010,2011, primarily due to:

the carry forward of margins decline in 2010;

higher retail funding costs as the cost of deposits increased, particularly in online accounts and mix impacts with most new growth occurring in higher interest rate term deposits; and

higher wholesale funding costs; partially offset by

the repricing of lending, mostly mortgages, which occurred in November 2010.

§loans increased by $16.9 billion or 7% compared to 2010, primarily due to:

        an increase in mortgages of $15.1$6.5 billion or 8%3% compared to 20102011 which accounted for the majority of lending growth and which was above banking systemgrowth;1 growth of 6.7%. 66% of mortgages were written through the proprietary network, including RAMS, which grew its mortgage portfolio by 18%; and

        an increase in business lending of $2.2$1.7 billion or 5%4% compared to 2010. Most2011 with most of the business growth was in term lending to commercial and SME customers; and commercial customers, supported by the investment in business bankers in local markets in prior periods; partially offset by

        a decrease in other consumer lending of $0.4 billionincreased $0.1 million or 4% due1% compared to the run-off of low rate card balances.

1APRA system growth, 12 months to 30 September 2011.

Annual Report 2011

99



 

§         deposits increased by $10.6$13.4 billion or 9%11% compared to 2010,2011, primarily due to:

        an increase in term deposits of $9.1$7.4 billion or 21%14% compared to 2010. Term deposits now represent 41% of total deposits;2011; and

        an increase in other deposits (online/saving/transaction) of $1.5$6.0 billion or 2%.8% driven by growth in consumer and business deposits, partly offset by a decline in online deposits as the business chose not to match some of the more aggressive market pricing.

§margins reduced by 3 basis points to 2.23% in 2012 compared to 2.26% in 2011, primarily due to:

higher funding costs as the costs of deposits increased, particularly term deposits, and product mix impacts with growth occurring in the higher interest rate term deposits; partially offset by

increased lending spreads (up 17 basis points), mostly from the repricing of mortgages and business loans to better reflect higher funding costs.

Non-interest income increased by $77$93 million or 8%9% compared to 2010,2011, primarily due to:

§strong growth in business line fees following the repricing of those fees; and

§higher wealth advice fees over the year, reflecting an increased focus on referrals and cross sell.

Operating expenses increased by $57 million or 2% compared to 2010, primarily due to:

§higher project costs and general salary increases of 4.3%, partially offset by efficiency initiatives commenced in early 2011; and

§higher advertising spending due to the launch of the ‘First Bank’ branding campaigns in Australia, along with the spring home loan initiatives in the second half of 2011.

Impairment charges on loans decreased by $40 million or 7% compared to 2010 due to:

§         an improvementincrease in performancebusiness lending fees, which have continued to be repriced to more appropriately reflect the cost of theproviding business portfolio;facilities; and

§         a rise in financial markets income related to customers managing interest rate risk.

2012 WESTPAC GROUP ANNUAL REPORT

99



Operating expenses decreased $8 million compared to 2011, primarily due to:

§productivity gains from the implementation of new banking platforms streamlining activity;

§a divisional restructure which reduced duplication and improved coordination in back office and technology business units;

§lower credit growth and improved productivity has reduced the need for resources supporting housing lending; and

§disciplined management across all variable costs; offset by

§normal salary increases processed in January and a rise in investment related spending, particularly amortisation of technology investments.

Impairment charges decreased $118 million or 22% compared to 2011, primarily due to:

§lower consumer performance which was broadly stable in 2011, withimpairment charges of $89 million due to a reduction in both mortgage 90+ day delinquencies and other consumer delinquencies offsetdriven by higher mortgage 90 day delinquencies.cautionary consumer behaviour; and

The effective tax rate

§lower business impairments of 29.5% was$29 million due to lower for 2011 compared to 30.1% in 2010 after clarity was received on the deductibility of certain expenses incurred in prior periods.stressed assets.

For a discussion of the results of Westpac RBB for 20102011 v 2009,2010, refer to ‘Divisional performance – 20102011 v 2009’2010’.

 

100

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Divisional performanceDIVISIONAL PERFORMANCE

ST.GEORGE BANKING GROUP

 

St.George Banking Group (St.George) is responsible for sales and service for consumer, business and corporate customers in Australia under the St.George, BankSA, Bank of Melbourne and RAMS brands. RAMS is a financial services group specialising in mortgages and online deposits.

Consumer activities are conducted through a network of branches, third party distributors, call centres, ATMs, EFTPOS terminals and internet banking services.

Business and corporate customers (businesses with facilities typically up to $150 million) are provided with a wide range of banking and financial products and services including specialist advice for cash flow finance, trade finance, automotive and equipment finance, property finance, transaction banking and treasury services. Sales and service activities for business and corporate customers are conducted by relationship managers via business banking centres, internet and customer service centre channels.

Performance of St.George

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

2,966

 

 

2,930

 

2,747

 

Non-interest income

 

565

 

 

549

 

577

 

Net operating income before operating expenses and impairment charges

 

3,531

 

 

3,479

 

3,324

 

Operating expenses

 

(1,341

)

 

(1,323

)

(1,288

)

Impairment charges

 

(433

)

 

(393

)

(513

)

Profit before income tax

 

1,757

 

 

1,763

 

1,523

 

Income tax expense

 

(526

)

 

(530

)

(456

)

Cash Earnings for the year

 

1,231

 

 

1,233

 

1,067

 

Net Cash Earnings adjustments

 

(129

)

 

(129

)

(129

)

Net profit attributable to owners of Westpac Banking Corporation

 

1,102

 

 

1,104

 

938

 

 

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

80.9

 

 

70.8

 

65.6

 

Loans

 

147.6

 

 

142.0

 

138.5

 

Total assets

 

154.6

 

 

149.6

 

146.0

 

Total operating expenses to net operating income ratio

 

38.0

%

 

38.0

%

38.7

%

2012 v 2011

St.George Cash Earnings were $1,231 million in 2012, a decrease of $2 million compared to 2011.

Net interest income increased $36 million or 1% compared to 2011. This was driven by an increase in interest-earning assets, partially offset by a decrease in margins. Features of this result included:

§loans increased $5.6 billion or 4% compared to 2011 primarily due to:

an increase in mortgages of $5.1 billion or 5% compared to 2011 which accounted for the majority of loan growth;

a decrease in business lending of $0.3 billion or 1% compared to 2011 from lower commercial property lending; and

other consumer lending increased $0.8 billion or 13% compared to 2011 due to growth in fixed term personal loans and a modest rise in credit card balances.

§deposits increased $10.1 billion or 14% compared to 2011, primarily due to:

an increase in term deposits of $6.5 billion or 19% compared to 2011, sourced evenly from consumer and business customers; and

other deposits increased $3.6 billion or 10% compared to 2011 driven by growth in consumer online savings products.

§a decrease in margins of 3 basis points compared to 2011, driven by:

higher funding costs as the costs of deposits increased, particularly term deposits, and product mix impacts with growth occurring in the higher interest rate term deposits; partially offset by

increased lending spreads (up 22 basis points), mostly from the repricing of mortgages and, to a lesser extent, business lending to better reflect increased funding costs.

Non-interest income increased $16 million or 3% compared to 2011, driven by:

§higher foreign exchange and interest rate risk management products income; and

§increased income share from higher home and contents insurance cross sell.

2012 WESTPAC GROUP ANNUAL REPORT

101



Operating expenses increased $18 million or 1% compared to 2011, primarily due to:

§costs associated with the investment in Bank of Melbourne including increased employees, higher lease costs and higher depreciation and amortisation; partially offset by

§lower professional services costs associated with the design and launch of Bank of Melbourne; and

§productivity initiatives and control of variable expenses.

Impairment charges increased $40 million or 10% compared to 2011 due to:

§higher consumer impairment charges up $5 million, due to an increase in both mortgage 90+ day delinquencies and other consumer delinquencies; and

§higher business impairments of $35 million mostly due to higher collective provisioning charges, offsetting falls in individual impairments.

For a discussion of the results of St.George Banking Group for 2011 v 2010, refer to ‘Divisional performance – 2011 v 2010’.

102

2012 WESTPAC GROUP ANNUAL REPORT



DIVISIONAL PERFORMANCE

BT FINANCIAL GROUP (AUSTRALIA)

BT Financial Group (Australia) (BTFG) is Westpac’s Australian wealth management division.

BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation and retirement products, investment platforms such as Wrap and Master Trusts, private banking, financial planning as well as margin lending and broking. BTFG’s insurance solutions cover the manufacturing and distribution of life, general and lenders mortgage insurance.

BTFG’s brands include Advance Asset Management, Ascalon, Asgard, BT, BT Investment Management (64.5% owned by the Westpac InstitutionalGroup and consolidated in BTFG’s Funds Management business), Licensee Select, Magnitude, BT Select, Securitor, and the Advice, Private Banking and Insurance operations of Bank of Melbourne, BankSA, St.George and Westpac.

Performance of BTFG

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

424

 

 

438

 

376

 

Non-interest income

 

1,650

 

 

1,613

 

1,569

 

Net operating income before operating expenses and impairment charges

 

2,074

 

 

2,051

 

1,945

 

Operating expenses

 

(1,133

)

 

(1,005

)

(967

)

Impairment charges

 

(1

)

 

4

 

13

 

Profit before income tax

 

940

 

 

1,050

 

991

 

Income tax expense

 

(279

)

 

(314

)

(290

)

Profit attributable to non-controlling interests

 

(8

)

 

(7

)

(8

)

Cash Earnings for the year

 

653

 

 

729

 

693

 

Net Cash Earnings adjustments

 

(22

)

 

(17

)

(17

)

Net profit attributable to owners of Westpac Banking Corporation

 

631

 

 

712

 

676

 

 

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

19.9

 

 

18.4

 

16.0

 

Loans

 

14.1

 

 

14.4

 

14.6

 

Total assets

 

26.9

 

 

26.2

 

31.7

 

Funds under management

 

56.5

 

 

41.4

 

42.5

 

Funds under administration

 

87.9

 

 

77.4

 

79.9

 

Total operating expenses to net operating income ratio

 

54.6

%

 

49.0

%

49.7

%

2012 v 2011

BTFG Cash Earnings were $653 million in 2012, a decrease of $76 million or 10% compared to 2011.

Net interest income decreased $14 million or 3% compared to 2011, primarily due to:

§a $25 million reduction, mostly from lower margin lending balances (down $16 million) and lower revenue from structured product sales (down $6 million); partially offset by

§increased loan and deposit balances with mortgage margin improvement, offset by deposit margin compression.

Non-interest income increased $37 million or 2% compared to 2011 due to:

§an increase in life insurance revenue with net earned premiums increasing 15%, reflecting new business following the expansion of distribution to the Independent Financial Advisor market;

§an increase in general insurance revenue due to increased sales, repricing and reduced claims; partially offset by

§a reduction in funds management income due to:

a decrease in FUM income, primarily due to:

increase in average FUM of 20%, driven by the acquisition of J O Hambro; offset by

lower margins reflecting a change in product mix; and

weaker asset markets.

an increase in FUA income, driven by:

average FUA increase of 3% compared to 2011, predominantly by flows and the transfer of the Westpac Group staff superannuation fund; and

higher FUA margins from product repricing; offset by

weaker asset markets; and

2012 WESTPAC GROUP ANNUAL REPORT

103



§a decrease in lenders mortgage insurance income due to lower credit demand and the decision to reduce underwriting risk on loans with LVR greater than 90%.

Operating expenses increased $128 million or 13% compared to 2011, primarily due to:

§the full impact of the J O Hambro acquisition of $38 million;

§expansion of the distribution network and development costs of the next generation funds platform of $29 million;

§increased salaries and other sales related costs; and

§increased compliance and regulatory costs.

Impairment charges increased $5 million due to a lower benefit from write-backs and recoveries of impaired loans.

For a discussion of the results of BTFG for 2011 v 2010, refer to ‘Divisional performance – 2011 v 2010’.

104

2012 WESTPAC GROUP ANNUAL REPORT



DIVISIONAL PERFORMANCE

WESTPAC INSTITUTIONAL BANK

Westpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand.

WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in transactional banking, financial and debt capital markets, specialised capital, margin lending, broking and alternative investment solutions.

Customers are supported through branches and subsidiaries located in Australia, New Zealand, US, UK and Asia.

Performance of WIBBTFG

 

 

 

2011

 

 

2010

 

2009¹

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

1,802

 

 

1,776

 

1,761

 

Non-interest income

 

1,255

 

 

1,519

 

1,249

 

Net operating income before operating expenses and impairment charges

 

3,057

 

 

3,295

 

3,010

 

Operating expenses

 

(1,032

)

 

(1,038

)

(1,011

)

Impairment benefits/(charges) on loans

 

96

 

 

(123

)

(1,516

)

Profit before income tax

 

2,121

 

 

2,134

 

483

 

Income tax expense

 

(634

)

 

(620

)

(144

)

Cash Earnings for the year

 

1,487

 

 

1,514

 

339

 

Net Cash Earnings adjustments

 

-

 

 

-

 

-

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,487

 

 

1,514

 

339

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

52.2

 

 

47.8

 

51.0

 

Loans

 

59.6

 

 

61.5

 

75.3

 

Total assets

 

109.9

 

 

99.2

 

114.6

 

Total operating expenses to net operating income ratio

 

33.8

%

 

31.5

%

33.6

%

1The merger between Westpac and St.George Bank Limited occurred for accounting purposes on 17 November 2008. Cash Earnings of St.George institutional businesses are included in the WIB results for the period from 18 November 2008 to 30 September 2009. The 2011 and 2010 Cash Earnings are not directly comparable to 2009 due to the additional six weeks of the St.George institutional businesses included in 2011 and 2010.

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

424

 

 

438

 

376

 

Non-interest income

 

1,650

 

 

1,613

 

1,569

 

Net operating income before operating expenses and impairment charges

 

2,074

 

 

2,051

 

1,945

 

Operating expenses

 

(1,133

)

 

(1,005

)

(967

)

Impairment charges

 

(1

)

 

4

 

13

 

Profit before income tax

 

940

 

 

1,050

 

991

 

Income tax expense

 

(279

)

 

(314

)

(290

)

Profit attributable to non-controlling interests

 

(8

)

 

(7

)

(8

)

Cash Earnings for the year

 

653

 

 

729

 

693

 

Net Cash Earnings adjustments

 

(22

)

 

(17

)

(17

)

Net profit attributable to owners of Westpac Banking Corporation

 

631

 

 

712

 

676

 

 

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

19.9

 

 

18.4

 

16.0

 

Loans

 

14.1

 

 

14.4

 

14.6

 

Total assets

 

26.9

 

 

26.2

 

31.7

 

Funds under management

 

56.5

 

 

41.4

 

42.5

 

Funds under administration

 

87.9

 

 

77.4

 

79.9

 

Total operating expenses to net operating income ratio

 

54.6

%

 

49.0

%

49.7

%

 

20112012 v 20102011

WIBBTFG Cash Earnings were $1,487$653 million in 2011,2012, a decrease of $27$76 million or 10% compared to 2011.

Net interest income decreased $14 million or 3% compared to 2011, primarily due to:

§a $25 million reduction, mostly from lower margin lending balances (down $16 million) and lower revenue from structured product sales (down $6 million); partially offset by

§increased loan and deposit balances with mortgage margin improvement, offset by deposit margin compression.

Non-interest income increased $37 million or 2% compared to 2010.

The result was driven by lower non-interest income (down 17% compared to 2010), partially offset by higher net interest income (up 1% compared to 2010), impairment benefits of $96 million and a 1% decline in operating expenses compared to 2010.

In 2011 WIB delivered a sound result in Global Transactional Services and in FX and Commodity, Carbon and Energy trading (CCE), where customers sought to manage their exposure to market volatility. The European sovereign debt crisis and the US debt concerns have created significant uncertainty and contributed to softer overall markets performance, lower equities broking volumes. Hastings performance fees were also lower. Lending and debt market activity remained subdued.

Net interest income increased by $26 million or 1% compared to 2010, primarily due to:

 

§         an increase in marginslife insurance revenue with net earned premiums increasing 15%, reflecting new business following the expansion of 29 basis pointsdistribution to the Independent Financial Advisor market;

§an increase in general insurance revenue due to increased risk pricing across the book, the early amortisation of establishment feessales, repricing and interest recoveries for impaired facilities;reduced claims; partially offset by

 

§         a reduction in funds management income due to:

a decrease in lendingFUM income, primarily due to:

increase in average FUM of $1.9 billion or20%, driven by the acquisition of J O Hambro; offset by

lower margins reflecting a change in product mix; and

weaker asset markets.

an increase in FUA income, driven by:

average FUA increase of 3% compared to 2010,2011, predominantly by flows and the transfer of the Westpac Group staff superannuation fund; and

higher FUA margins from product repricing; offset by

weaker asset markets; and

2012 WESTPAC GROUP ANNUAL REPORT

103



§a decrease in lenders mortgage insurance income due to lower credit demand and the decision to reduce underwriting risk on loans with LVR greater than 90%.

Operating expenses increased $128 million or 13% compared to 2011, primarily due to:

§the de-gearingfull impact of institutions particularly prevalent in the first quarterJ O Hambro acquisition of 2011. Margin lending balances were also significantly lower for 2011;$38 million;

§expansion of the distribution network and development costs of the next generation funds platform of $29 million;

§increased salaries and other sales related costs; and

 

§         an increase in deposits of $4.4 billion or 9% compared to 2010, with transaction accounts increasing by around $1 billionincreased compliance and term deposits rising by around $2.9 billion.regulatory costs.

Non-interest income decreased by $264 million or 17% compared to 2010 driven by:

§lower markets income from debt markets and equities; and

§asset sales in 2010 totalling $46 million that were not repeated in 2011; partially offset by

§an improved contribution from FX and CCE, especially in the second half of 2011.

Annual Report 2011

101



Operating expenses decreased by $6 million or 1% compared to 2010 and were well contained, with efficiency initiatives which were introduced early in the year offsetting higher project costs and annual salary increases.

 

Impairment benefits on loans contributed $96charges increased $5 million to profit before income tax in 2011 compared to an impairment charge of $123 million in 2010. This was due to upgrades,a lower benefit from write-backs and improvements in asset quality.recoveries of impaired loans.

 

For a discussion of the results of WIBBTFG for 20102011 v 2009,2010, refer to ‘Divisional performance – 20102011 v 2009’2010’.

 

102104

2012 WESTPAC GROUP ANNUAL REPORT

 

Westpac Group



 

Divisional performanceDIVISIONAL PERFORMANCE

WESTPAC INSTITUTIONAL BANK

 

St.George Banking GroupWestpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand.

 

St.George Banking Group is responsible for salesWIB operates through dedicated industry relationship and service for consumer, businessspecialist product teams, with expert knowledge in transactional banking, financial and corporate customersdebt capital markets, specialised capital, and alternative investment solutions.

Customers are supported through branches and subsidiaries located in Australia, under the St.George, BankSANew Zealand, US, UK and Bank of Melbourne brands.

Consumer activities are conducted through a network of branches, third party distributors, call centres, ATMs, EFTPOS terminals and internet banking services. Business and corporate customers (businesses with facilities typically up to $150 million) are provided with a wide range of banking and financial products and services, including specialist advice for cash flow finance, trade finance, automotive and equipment finance, property finance, transaction banking and treasury services. Sales and service activities for business and corporate customers are conducted by relationship managers via business banking centres, internet and customer service centre channels. The majority of revenue from wealth products sold to St.George customers is included in BTFG’s financial results.Asia.

 

Performance of St.George

 

 

2011

 

 

2010

 

2009¹

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

2,826

 

 

2,668

 

2,313

 

Non-interest income

 

543

 

 

572

 

589

 

Net operating income before operating expenses and impairment charges

 

3,369

 

 

3,240

 

2,902

 

Operating expenses

 

(1,313

)

 

(1,242

)

(1,027

)

Impairment charges on loans

 

(389

)

 

(511

)

(547

)

Profit before income tax

 

1,667

 

 

1,487

 

1,328

 

Income tax expense

 

(500

)

 

(446

)

(398

)

Cash Earnings for the year

 

1,167

 

 

1,041

 

930

 

Net Cash Earnings adjustments

 

(129

)

 

(129

)

(113

)

Net profit attributable to owners of Westpac Banking Corporation

 

1,038

 

 

912

 

817

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

70.8

 

 

65.6

 

61.1

 

Loans

 

128.1

 

 

126.8

 

121.2

 

Total assets

 

135.5

 

 

134.0

 

127.6

 

Total operating expenses to net operating income ratio

 

39.0

%

 

38.3

%

35.4

%

1The merger between Westpac and St.George Bank Limited occurred for accounting purposes on 17 November 2008. Cash Earnings of St.George Banking Group are included in the 2009 consolidated results for the period from 18 November 2008 to 30 September 2009. The 2011 and 2010 Cash Earnings are not directly comparable to 2009 due to the additional six weeks of St.George Banking Group’s operations included in 2011 and 2010.

2011 v 2010

St.George Banking Group Cash Earnings were $1,167 million in 2011, an increase of $126 million or 12% compared to 2010.

The result was driven by net operating income before operating expenses and impairment charges growth of 4% and a 24% decline in impairment charges on loans.

Over the year, movements in net interest income and non-interest income were impacted by a reclassification of fees and commissions from non-interest income to net interest income. Excluding this reclassification, net interest income increased by 5% while non-interest income was virtually unchanged.

Net interest income increased by $158 million or 6% compared to 2010, primarily due to:

§an increase in margins of 15 basis points compared to 2010, driven by:

improved mortgage spreads due to repricing and from the roll-off of low spread one-year specials written in 2010; partially offset by

lower deposit spreads due to intense competition over the year and from mix impacts as all growth was in lower spread term deposits; and

higher wholesale funding costs. However the impact was limited as loan growth was modest and customer deposits fully funded lending over the year.

Annual Report 2011

103



§loans increased by $1.3 billion or 1% compared to 2010 primarily due to:

an increase in mortgages of $1.7 billion or 2% compared to 2010. This increase accounted for the majority of growth which was lower than banking system1 due to the decision in the prior year to reduce the reliance on third parties. Most of the growth in mortgages was due to loans written through the network of St.George brands;

an increase in other consumer lending of $0.4 billion or 7% compared to 2010, mainly in auto loans and the new Amplify credit card; partially offset by

a decrease in business lending of $0.8 billion or 3% compared to 2010. Declining commercial loan balances were partially offset by higher SME and business auto lending.

§deposits increased by $5.2 billion or 8% compared to 2010, primarily due to:

term deposits growth of $7 billion or 26% compared to 2010 as a result of targeted advertising campaigns through the year; partially offset by

lower other deposits including the run-down in some highly priced commercial deposits and the decision not to match some of the more aggressive online pricing.

Non-interest income decreased by $29 million or 5% compared to 2010. Excluding the reclassification of fees and commissions, non-interest income was virtually unchanged compared to 2010. The movement in non-interest income was due to:

§lower consumer fees; partially offset by

§higher business fees and markets customer related income.

Operating expenses increased $71 million or 6% compared to 2010, primarily due to:

§costs of $45 million associated with preparations for the launch of Bank of Melbourne;

§cost associated with the opening of 14 new Bank of Melbourne branches; and

§advertising expenses increased to support additional brand marketing.

Excluding the preparation costs for the launch of Bank of Melbourne, operating expenses increased by 2%.

Impairment charges on loans decreased by $122 million or 24% compared to 2010 due to:

§the improvement in asset quality, including the run-down in commercial property; and

§newly impaired assets declining with most of the new impairments due to the top-up of existing facilities; partially offset by

§an increase of business impaired assets. The rate of new downgrades to impaired slowed during 2011, however the slow pace of economic recovery has led to longer work-out periods for impaired exposures; and

§higher consumer impairment charges earlier in the year, which declined in the second half of the year to be lower overall compared to 2010.

For a discussion of the results of St.George Banking Group for 2010 v 2009, refer to ‘Divisional performance – 2010 v 2009’.

1    APRA system growth, 12 months to 30 September 2011.

104

Westpac Group



Divisional performance

BT Financial Group (Australia)

BT Financial Group (Australia) (BTFG) is Westpac’s wealth management business.

BTFG’s funds management operations include the manufacturing and distribution of investment, superannuation and retirement products, investment platforms such as wrap and master trusts and private banking and financial planning.

BTFG’s insurance solutions cover the manufacturing and distribution of life, general and lenders mortgage insurance and deposit bonds.

BTFG’s brands include Advance Asset Management, Ascalon, Asgard, BT, BT Investment Management (64.5% owned by the Westpac Group and consolidated in BTFG’s Funds Management business), Licensee Select, Magnitude, Securitor and the advice, private banking and insurance operations of Bank of Melbourne, BankSA, St.George and Westpac.

Performance of BTFG

 

 

 

2011

 

 

2010

 

2009¹

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

281

 

 

257

 

263

 

Non-interest income

 

1,572

 

 

1,475

 

1,284

 

Net operating income before operating expenses and impairment charges

 

1,853

 

 

1,732

 

1,547

 

Operating expenses

 

(907

)

 

(866

)

(829

)

Impairment charges on loans

 

(9

)

 

(12

)

(17

)

Profit before income tax

 

937

 

 

854

 

701

 

Income tax expense

 

(281

)

 

(251

)

(213

)

Profit attributable to non-controlling interests

 

(7

)

 

(8

)

(4

)

Cash Earnings for the year

 

649

 

 

595

 

484

 

Net Cash Earnings adjustments

 

(17

)

 

(17

)

(15

)

Net profit attributable to owners of Westpac Banking Corporation

 

632

 

 

578

 

469

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

18.3

 

 

16.0

 

13.2

 

Loans

 

11.5

 

 

11.2

 

9.5

 

Total assets

 

22.8

 

 

27.5

 

26.1

 

Funds under management

 

40.1

 

 

42.5

 

41.9

 

Funds under administration

 

77.4

 

 

79.9

 

76.7

 

Total operating expenses to net operating income ratio

 

48.9

%

 

50.0

%

53.6

%

1The merger between Westpac and St.George Bank Limited occurred for accounting purposes on 17 November 2008. Accordingly the Cash Earnings of St.George wealth businesses are included in the BTFG results for the period from 18 November 2008 to 30 September 2009. The 2011 and 2010 Cash Earnings are not directly comparable to 2009 due to the additional six weeks of the St.George wealth businesses included in 2011 and 2010.

 

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

424

 

 

438

 

376

 

Non-interest income

 

1,650

 

 

1,613

 

1,569

 

Net operating income before operating expenses and impairment charges

 

2,074

 

 

2,051

 

1,945

 

Operating expenses

 

(1,133

)

 

(1,005

)

(967

)

Impairment charges

 

(1

)

 

4

 

13

 

Profit before income tax

 

940

 

 

1,050

 

991

 

Income tax expense

 

(279

)

 

(314

)

(290

)

Profit attributable to non-controlling interests

 

(8

)

 

(7

)

(8

)

Cash Earnings for the year

 

653

 

 

729

 

693

 

Net Cash Earnings adjustments

 

(22

)

 

(17

)

(17

)

Net profit attributable to owners of Westpac Banking Corporation

 

631

 

 

712

 

676

 

 

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

19.9

 

 

18.4

 

16.0

 

Loans

 

14.1

 

 

14.4

 

14.6

 

Total assets

 

26.9

 

 

26.2

 

31.7

 

Funds under management

 

56.5

 

 

41.4

 

42.5

 

Funds under administration

 

87.9

 

 

77.4

 

79.9

 

Total operating expenses to net operating income ratio

 

54.6

%

 

49.0

%

49.7

%

 

20112012 v 20102011

BTFG Cash Earnings were $649$653 million in 2011, an increase2012, a decrease of $54$76 million or 9%10% compared to 2010.

This result was driven by a 7% increase in net operating income before operating expenses and impairment charges and a 25% reduction in impairment charges on loans, partially offset by a 5% increase in operating expenses.2011.

 

Net interest income increased by $24decreased $14 million or 9%3% compared to 20102011, primarily due to:

 

§         an increase in earnings on invested capital recognised in net interest income;

§highera $25 million reduction, mostly from lower margin lending balances (down $16 million) and deposit volumes in the private bank; and

§improved lending spreads on mortgages;lower revenue from structured product sales (down $6 million); partially offset by

 

§         lower termincreased loan and deposit spreads.balances with mortgage margin improvement, offset by deposit margin compression.

Annual Report 2011

105



 

Non-interest income increased by $97$37 million or 7%2% compared to 20102011 due to:

§an increase in average FUM of 3%, primarily due to:

wholesale net inflows and stronger markets early in the year;

growth in BT Super for Life with average FUM increased by $604 million or 86%; partially offset by

retail and institutional outflows;

weaker markets in the second half of 2011; and

FUM margins 4 basis points lower, due to reductions across both retail and wholesale products.

§an increase in average FUA of 5%, primarily due to:

positive net inflows of $4.7 billion on both the BT Wrap platform and into corporate super were supported by stronger asset markets in the first half of 2011, partially offset by weaker markets toward the end of 2011; and

flat FUA margins as margin declines across products were offset by customers moving funds into higher margin cash products.

§one-off items that added $54 million to revenues in 2011, including sale of single manager investment rights, a review of the amortisation profile for deferred fees and deferred costs associated with the origination of superannuation, investments and portfolio management products to align with their assessed life;

 

§         an increase in life insurance revenue of $54 million or 18% compared to 2010 with in-force premiums increasing 12% and net earned premiums increasing 17%. New15%, reflecting new business sales were stronger across all channels, particularly retail, following the extensionexpansion of distribution to the independent financial adviser (IFA) market and from the launch of new protection plans. Loss rates were also lower over the year, which assisted returns; andIndependent Financial Advisor market;

 

§         an increase in lenders mortgagegeneral insurance (LMI) non-interest income of $26 million or 31% compared to 2010, although adjusting for transfers from net interest income, the underlying revenue increased $11 million. Gross written premiums decreased significantly over the year following the decision not to underwrite mortgages with loan to value ratios (LVRs) greater than 90%. The improved result was mostly due to flat earned premiumsincreased sales, repricing and lower loss rates (falling from 23% to 16%) compared to 2010;reduced claims; partially offset by

 

§         a reduction in funds management income due to:

a decrease in general insurance revenueFUM income, primarily due to:

increase in average FUM of $32 million or 36%20%, driven by the acquisition of J O Hambro; offset by

lower margins reflecting a change in product mix; and

weaker asset markets.

an increase in FUA income, driven by:

average FUA increase of 3% compared to 2010, with the higher claims associated with the Queensland and Victorian floods2011, predominantly by flows and the Queensland cyclone moretransfer of the Westpac Group staff superannuation fund; and

higher FUA margins from product repricing; offset by

weaker asset markets; and

2012 WESTPAC GROUP ANNUAL REPORT

103



§a decrease in lenders mortgage insurance income due to lower credit demand and the decision to reduce underwriting risk on loans with LVR greater than offsetting a 17% increase in net earned premiums from improved sales.90%.

 

Operating expenses increased by $41$128 million or 5%13% compared to 2010,2011, primarily due to:

 

§         costs associated with the acquisitionfull impact of the J O Hambro by BTIMacquisition of $13$38 million;

 

§         an increase in operating expenses of $8 million in the life insurance business consistent with the expansion of the distribution network into St.George and intodevelopment costs of the IFA network;next generation funds platform of $29 million;

§increased salaries and other sales related costs; and

 

§         costs associated with establishing wealth distribution capabilities through the Bank of Melbourne; partially offset byincreased compliance and regulatory costs.

 

§lower FTE and reduced expensesImpairment charges increased $5 million due to productivity initiatives initiated early in 2011.a lower benefit from write-backs and recoveries of impaired loans.

 

For a discussion of the results of BTFG for 20102011 v 2009,2010, refer to ‘Divisional performance – 20102011 v 2009’2010’.

 

106104

2012 WESTPAC GROUP ANNUAL REPORT

 

Westpac Group



 

Divisional performanceDIVISIONAL PERFORMANCE

WESTPAC INSTITUTIONAL BANK

 

Westpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand BankingZealand.

 

WIB operates through dedicated industry relationship and specialist product teams, with expert knowledge in transactional banking, financial and debt capital markets, specialised capital, and alternative investment solutions.

Customers are supported through branches and subsidiaries located in Australia, New Zealand, BankingUS, UK and Asia.

Performance of WIB

 

 

2012

 

 

2011 

 

2010

 

 

 

$m

 

 

$m 

 

$m

 

Net interest income

 

1,706

 

 

1,700

 

1,616

 

Non-interest income

 

1,484

 

 

1,182

 

1,400

 

Net operating income before operating expenses and impairment charges

 

3,190

 

 

2,882

 

3,016

 

Operating expenses

 

(987

)

 

(938

)

(917

)

Impairment charges

 

(127

)

 

90

 

(150

)

Profit before income tax

 

2,076

 

 

2,034

 

1,949

 

Income tax expense

 

(603

)

 

(607

)

(566

)

Cash Earnings for the year

 

1,473

 

 

1,427

 

1,383

 

Net Cash Earnings adjustments

 

-

 

 

-

 

-

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,473

 

 

1,427

 

1,383

 

 

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

64.5

 

 

48.3

 

43.6

 

Loans

 

53.9

 

 

51.8

 

52.9

 

Total assets

 

97.8

 

 

101.5

 

88.3

 

Total operating expenses to net operating income ratio

 

30.9

%

 

32.5

%

30.4

%

2012 v 2011

WIB Cash Earnings were $1,473 million in 2012, an increase of $46 million or 3% compared to 2011.

Net interest income increased $6 million compared to 2011. The result reflected an increase in interest-earning assets of $3 billion or 5%, offset by an 11 basis point decline in margins. Features of this result included:

§loans increased $2 billion due to an increase in business lending and trade finance from both demand and increased resources devoted to this sector, particularly in Asia;

§deposits increased $16 billion or 34% compared to 2011 from both a more concerted focus on transaction business and a preference of corporates to remain highly liquid; and

§margins decreased 11 basis points to 2.49% primarily due to lower Markets income recorded as net interest income and increased competition for lending.

Non-interest income increased $302 million or 26% compared to 2011, primarily due to:

§growth in markets income from both improved customer flows and a stronger risk management performance;

§a $130 million increase in revenue from Hastings including the impact from corporate activity in the division’s listed funds; partially offset by

§credit valuation adjustment was a charge of $58 million in 2012 compared with a $16 million benefit in 2011.

Operating expenses increased $49 million or 5% compared to 2011, primarily due to higher FTE and increased technology costs associated with the division’s expansion in Asia, which was partially offset by controlled variable expenses.

Asset quality improved over the year although the rate of reduction in stressed assets has slowed. There were top-ups to provisions on existing stressed and impaired assets and downgrades to companies experiencing pressure from the high Australian dollar and soft consumer spending. This led to a $127 million impairment charge in 2012 compared to an impairment benefit of $90 million in 2011.

For a discussion of the results of WIB for 2011 v 2010, refer to ‘Divisional performance – 2011 v 2010’.

2012 WESTPAC GROUP ANNUAL REPORT

105



WESTPAC NEW ZEALAND

Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and small-to-medium businessinstitutional customers in New Zealand. The sales

Westpac conducts its New Zealand banking business through two banks in New Zealand: Westpac New Zealand Limited, which is incorporated in New Zealand and serviceWestpac Banking Corporation (NZ Division), a branch of Westpac, which is incorporated in Australia.

The division operates via an extensive network of branches and ATMs across both the North and South Islands. InstitutionalBusiness and institutional customers are supported by the New Zealand Institutional Bank, the results of which appear within WIB.also served through relationship and specialist product teams. Banking products are provided under the Westpac brandand WIB brands while insurance and wealth products are provided byunder Westpac Life New Zealand and BT New Zealand.

We conduct our New Zealand banking business through two banks in New Zealand: consumer and business banking operations are provided by Westpac New Zealand Limited (WNZL), which is incorporated in New Zealand, and institutional customers are supported by Westpac Banking Corporation (NZ Division), a branch of Westpac, which is incorporated in Australia and forms part of WIB.brands respectively.

 

Performance of Westpac New Zealand Banking

 

 

2011

 

 

2010

 

2009

 

 

2012

 

 

2011

 

2010

 

 

A$m

 

 

A$m

 

A$m

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

996

 

 

957

 

1,007

 

 

1,224

 

 

1,137

 

1,090

 

Non-interest income

 

279

 

 

277

 

332

 

 

336

 

 

304

 

302

 

Net operating income before operating expenses and impairment charges

 

1,275

 

 

1,234

 

1,339

 

 

1,560

 

 

1,441

 

1,392

 

Operating expenses

 

(600

)

 

(592

)

(604

)

 

(653

)

 

(627

)

(612

)

Impairment benefits/(charges) on loans

 

(181

)

 

(276

)

(466

)

Impairment charges

 

(148

)

 

(185

)

(274

)

Profit before income tax

 

494

 

 

366

 

269

 

 

759

 

 

629

 

506

 

Income tax expense

 

(144

)

 

(106

)

(73

)

 

(208

)

 

(184

)

(148

)

Profit attributable to non-controlling interests

 

(3

)

 

(2

)

(2

)

 

(3

)

 

(3

)

(2

)

Cash Earnings for the year

 

347

 

 

258

 

194

 

 

548

 

 

442

 

356

 

Net Cash Earnings adjustments

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

Net profit attributable to owners of Westpac Banking Corporation

 

347

 

 

258

 

194

 

 

548

 

 

442

 

356

 

 

A$bn

 

 

A$bn

 

A$bn

 

 

 

 

 

 

 

 

 

 

$bn

 

 

$bn

 

$bn

 

Deposits

 

26.1

 

 

23.2

 

23.6

 

 

33.5

 

 

29.8

 

27.4

 

Loans

 

40.2

 

 

37.9

 

39.1

 

 

47.4

 

 

45.2

 

43.0

 

Total assets

 

41.3

 

 

39.0

 

40.1

 

 

48.6

 

 

46.3

 

45.6

 

Funds under management

 

2.1

 

 

1.7

 

1.7

 

 

2.9

 

 

2.1

 

1.7

 

Total operating expenses to net operating income ratio

 

47.1

%

 

48.0

%

45.1

%

 

41.9

%

 

43.5

%

44.0

%

 

20112012 v 20102011

Westpac New Zealand Banking Cash Earnings were $347$548 million in 2011,2012, an increase of $89$106 million or 34%24% compared to 2010.

This result was driven by a 3% increase in net operating income before operating expenses and impairment charges and a 34% reduction in impairment charges on loans, partially offset by a 1% increase in operating expenses.2011.

 

Net interest income increased by $39$87 million or 4%8% compared to 2010,2011, primarily due to:

§loans increased by $2.2 billion or 5% compared to 2011, primarily due to an increase in mortgages of $1.2 billion and business and institutional lending of $0.9 billion;

§deposits increased $3.7 billion, primarily due to:

term deposits increased $2.1 billion or 13% and other deposits increased $1.6 billion or 12% driven by growth in consumer online savings and business transaction accounts.

 

§         an increase in margins of 228 basis points to 2.33%2.72% compared to 2.11%2.64% in 2010,2011, primarily due to strongerimproved mortgage and business lending spreads, partially offset by tighter deposit spreads;spreads.

Non-interest income increased $32 million or 11% compared to 2011 driven by:

§improved cross sell contributing to insurance premium growth, and increased wealth fee income; and

 

§         loans increased by $2.3 billionbusiness and institutional fees.

Operating expenses increased $26 million or 6%4% compared to 2010,2011, primarily due to:

§annual salary increases and higher occupancy costs associated with adding six branches to an increasethe network in mortgages, with growth in business lending improving in the second half of 2011; and

 

§         deposits increased by $2.9 billion or 13% compared to 2010, with growth acrosshigher technology costs from both at callinvestment and term deposit accounts.

Annual Report 2011

107



Non-interest income increased by $2 million or 1% compared to 2010, primarily due to:

§an increase in product transaction fees; partiallyvolume driven demand; offset by

 

§         higher life insurance claims.

Operating expenses increased by $8 million or 1% compared to 2010, primarily due to:

§higher operating lease and occupancy expenses following the move in April 2011 to a new head office in Auckland. Additional costs included lease costs being incurred on two locations for a short period, moving costs and some remediation costs for the old head office;

§wage increases, restructuring costs to support productivity initiatives and increased technology costs; partially offset by

§cost reduction duecontributing to lower average FTE;FTE and lower costs associated with the completion of the transfer of the New Zealand institutional business from WIB to Westpac New Zealand.

 

106

2012 WESTPAC GROUP ANNUAL REPORT



§DIVISIONAL PERFORMANCEproductivity improvements carried out in 2011, which positively impacted the cost base.

 

Impairment charges on loans decreased by $95$37 million or 34%20% compared to 2010. This was driven by a decline in stressed assets,2011 due to lower consumer delinquencies and a fall in new impaired assets and lower consumer delinquencies dueindividually assessed provisions, partially offset by a small number of pre-2007 exposures requiring an increase in the amount of impairment provisions.

A change in the corporate tax rate from 30% to enhancements28% effective from 1 October 2011 contributed to a reduction in the credit decision process and the ongoing economic recoverydivision’s tax rate in New Zealand.2012.

 

For a discussion of the results of Westpac New Zealand Banking for 20102011 v 2009,2010, refer to ‘Divisional performance – 20102011 v 2009’2010’.

 

Other divisions

2012 WESTPAC GROUP ANNUAL REPORT

107



OTHER DIVISIONS

 

Other divisions comprise:

 

Pacific Banking

Pacific Banking provides banking services for retail and business customers in seven Pacific countries.Island Nations. Branches, ATMs, telephone banking and internet banking channels are used to deliver our core business activities in Fiji, Papua New Guinea (PNG), Vanuatu, Cook Islands, Tonga, Solomon Islands and Samoa. Pacific Banking’s financial products include personal savings, business transactional accounts, personal and business lending products, business services and a range of international products.

 

Product & OperationsGroup Services

Product & Operations is responsible for consumer

Group Services encompasses technology, banking operations, legal and business product development and operations.property services.

 

Group Treasury

Group

Treasury is primarily focused on the management of the Group’s interest rate risk and funding requirements by managing the mismatch between the Group’sGroup assets and liabilities. Group Treasury’s earnings are primarily impacted by the hedging decisions taken on behalf of the Group to manage net interest income outcomes and assist net interest income growth.

 

Technology

Technology is responsible for developing and maintaining reliable and flexible technology capabilities and technology strategies. It provides functional infrastructure support and software systems enhancement services to front line businesses.

Core Support

Core Support comprises those functions performed centrally, including finance, risk legal and human resources, with expenses incurred charged back to divisions.resources.

 

Core Support earnings includeincludes earnings on capital not allocated to other divisions, accounting entries for certain intra-group transactions that facilitate the presentation of the performance of our operating segments, (such as hedge results associated with hedging our New Zealand earnings), earnings from propertynon core asset sales and certain other head office items such as centrally raised provisions.

 

108

Westpac Group



Divisional performance

Performance of Other divisions

 

 

2011

 

 

2010

 

2009

 

 

2012

 

 

2011

 

2010

 

 

$m

 

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

Net interest income

 

938

 

 

1,065

 

1,214

 

 

939

 

 

798

 

974

 

Non-interest income

 

214

 

 

198

 

104

 

 

294

 

 

215

 

198

 

Net operating income before operating expenses and impairment charges

 

1,152

 

 

1,263

 

1,318

 

 

1,233

 

 

1,013

 

1,172

 

Operating expenses

 

(152

)

 

(189

)

(120

)

 

(186

)

 

(126

)

(189

)

Impairment benefits/(charges) on loans

 

39

 

 

55

 

(141

)

Impairment charges

 

(74

)

 

38

 

55

 

Profit before income tax

 

1,039

 

 

1,129

 

1,057

 

 

973

 

 

925

 

1,038

 

Income tax expense

 

(279

)

 

(358

)

(335

)

 

(336

)

 

(247

)

(331

)

Profit attributable to non-controlling interests

 

(58

)

 

(56

)

(65

)

 

(58

)

 

(58

)

(56

)

Cash Earnings for the year

 

702

 

 

715

 

657

 

 

579

 

 

620

 

651

 

Net Cash Earnings adjustments

 

836

 

 

613

 

(938

)

 

(477

)

 

836

 

613

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,538

 

 

1,328

 

(281

)

 

102

 

 

1,456

 

1,264

 

 

20112012 v 20102011

Other divisionsdivisions’ Cash Earnings were $702$579 million in 2011,2012, a decrease of $13$41 million or 2%7% compared to 2010.

Lower net operating income before operating expenses and impairment charges was partially offset by lower operating expenses and a reduced tax rate.2011.

 

Net interest income reducedincreased by $127$141 million or 12%18% compared to 2011 primarily due to:

§lower Groupfrom improved Treasury income, given the high market volatility in asset and swap prices, which resulted in reduced income from management of the Group’s balance sheet, including liquid assets; partially offset by

§higher earnings on capital.income.

 

Non-interest income increased by $16$79 million or 8%, primarily due to an increase in FX spread income in Pacific Banking.

Operating expenses decreased by $37 million or 20% compared to 2010, primarily due to:

§lower employee provisions, including centrally held bonus provisions;

§lower project activity; and

§a one-off contribution in 2010 of $20 million to the Westpac Foundation, which was not repeated in 2011.

Impairment benefits on loans decreased by $16 million or 29% compared to 2010,37% primarily due to:

 

§         higher impairment charges in Pacific Banking, which increased $24 million to $25 million in 2011; partially offset byresearch and development tax credits;

 

§         small releaseshigher foreign exchange volumes and improved market spreads in Pacific Banking; and

§higher fee income from net customer growth of centrally-held economic overlay impairment provisions, which occurredapproximately 68,000 to over 361,000 in 2011Pacific Banking.

Operating expenses increased by $60 million or 48% primarily due to higher restructuring expenses and 2010.employee provisions.

 

The increase in impairments of $112 million reflected an increase in economic overlay provisions whereas 2011 benefited from a release.

The increase in the effective tax rate reduced from 31.7% in 2010 to 26.9%26.7% in 2011 due to 34.5% in 2012 reflects the tax benefit in 2011 from the release of an excess tax provision. This followed resolution of several outstanding taxation matters.provisions.

 

For a discussion of the results of this division for 20102011 v 2009,2010, refer to ‘Divisional performance – 20102011 v 2009’2010’.

 

Annual Report 2011

108

1092012 WESTPAC GROUP ANNUAL REPORT



 

Divisional performanceDIVISIONAL PERFORMANCE


DIVISIONAL PERFORMANCE2011 V 2010 v 2009

Westpac Retail & Business Banking

20102011 v 20092010

Westpac RBB Cash Earnings were $1,756$1,850 million in 2011, an increase of $121 million or 7% compared to 2010.

The result was driven by net interest income growth of 2%, non-interest income growth of 8%, and productivity initiatives holding expense growth to 3%. Impairment charges on loans were also lower, down 7%.

Net interest income increased by $114 million or 2% compared to 2010. The increase was driven by an increase in interest earning assets, partially offset by a reduction in margins. Features of this result included:

§margins reduced by 11 basis points to 2.26% in 2011 compared to 2.37% in 2010, primarily due to:

the carry forward of margins decline in 2010;

higher retail funding costs as the cost of deposits increased, particularly in online accounts and mix impacts with most new growth occurring in higher interest rate term deposits; and

higher wholesale funding costs; partially offset by

the repricing of lending, mostly mortgages, which occurred in November 2010.

§loans increased by $14.7 billion or 6% compared to 2010, primarily due to:

an increase in mortgages of $12.9 billion or 7% compared to 2010 which accounted for the majority of lending growth and which was above banking system1 growth of 6.7%. 60% of mortgages were written through the proprietary network; and

an increase in business lending of $2.2 billion or 5% compared to 2010. Most of the business growth was in term lending to SME and commercial customers, supported by the investment in business bankers in local markets in prior periods; partially offset by

a decrease in other consumer lending of $152$0.4 billion or 4% due to the run-off of low rate card balances.

§deposits increased by $10.6 billion or 9% compared to 2010, primarily due to:

an increase in term deposits of $9.1 billion or 21% compared to 2010. Term deposits now represent 41% of total deposits; and

an increase in other deposits (online/saving/transaction) of $1.5 billion or 2%.

Non-interest income increased by $82 million or 8% compared to 2009.2010, primarily due to:

 

In 2010, the division’s Cash Earnings were impacted by two factors. The first was a reduction§strong growth in customerbusiness line fees which led to a reduction in non-interest income by $182 million and Cash Earnings by $127 million following the decision to reduce fee rates from 1 October 2009. Secondly, in 2009 changes to credit card loyalty points impacted both revenuerepricing of those fees; and expense, with Cash Earnings increasing by $22 million in that year. Excluding these factors, between 2009

§higher wealth advice fees over the year, reflecting an increased focus on referrals and 2010 net operating income increased 4% while operatingcross sell.

Operating expenses increased 7%.by $88 million or 3% compared to 2010, primarily due to:

 

In 2010, net interest income was $5,132 million, an increase

1APRA system growth, 12 months to 30 September 2011.

§higher project costs and general salary increases of $189 million or 4% compared to 2009. This was driven by solid balance sheet growth,4.3%, partially offset by efficiency initiatives commenced in early 2011; and

§higher retail and wholesale funding costs. The majorityadvertising spending due to the launch of growththe ‘First Bank’ branding campaigns in lending in 2010 was in mortgages, up 14% and around 1.4 times system growth. Mortgage growth eased through the yearAustralia, along with the Group’s focusspring home loan initiatives in the second half of 2011.

Impairment charges on existing customers and higher returning businesses leadingloans decreased by $40 million or 7% compared to 2010 due to:

 

§         an increaseimprovement in mortgages written through proprietary channels to 64% in 2010 from 56% in 2009;performance of the business portfolio; and

 

§         strong customer retention,consumer performance which was broadly stable in 2011, with the division retaining its significant market share gain of over 2% since the beginning of 2009.a reduction in other consumer delinquencies offset by higher mortgage 90 day delinquencies.

 

Credit card and other personal lending decreased 1% in 2010 compared to 2009, as consumer customers chose to reduce their gearing over the year. Business lending increased 2% in 2010 compared to 2009, as small and medium businesses remained cautious. Around half the growth in business lending was due to business transferred from WIB over the year reflecting segmentation of business customers. While the pipeline of business lending substantially improved during the year, this did not translate to increased drawdowns.

Deposits increased 10% in 2010 compared to 2009, driven by a 23% increase in term deposits (mostly in the first half of 2010), assisted by December 2009 promotions.

The Westpac Local business model, providing local Bank Managers with the authority and resources to meet the needs of their local markets, combined with further increases in the skill base of relationship roles:

§contributed to customers with four or more products increasing from 28.5% in 2009 to 30.3% in 2010; and

§supported the strong cross-sell of insurance and superannuation. A highlight of the year was our branch network helping BT Super for Life FUM exceed $1 billion.

Net interest margins declined 19 basis points over the year, principally driven by higher retail and wholesale funding costs and a shift in the portfolio to lower spread products, including mortgages, as well as term and online deposits. Partially offsetting this decline was some repricing of the portfolio. Most of the decline in margins over the year was in the second quarter of the year with the trend easing slightly since then.

Non-interest income was $1,014 million in 2010, a decrease of $260 million or 20% compared to 2009. Items contributing to the decrease included:

§reduced customer fees ($182 million) following the decision to reduce fee rates from 1 October 2009;

§lower redemption of credit card loyalty points ($125 million); and

§a reduction in foreign ATM fees ($21 million) following the move to direct charging in 2009.

Partially offsetting these declines was an improvement in business line fees and higher card interchange fees compared to 2009.

Operating expenses were $3,045 million in 2010, an increase of $102 million or 3% compared to 2009. This modest rate of growth was helped by efficiency improvements in support areas and lower credit card loyalty point redemption costs of $94 million. The rise in expenses reflected:

§additional front line investment, enhancing the skill base of relationship roles, opening nine additional branches and one additional business banking centre, and installing an additional 59 ATMs; and

§higher expenses associated with technology projects.

Impairment charges were $589 million in 2010, an increase of $38 million or 7% compared to 2009, as the lagged impact of slower growth combined with higher interest rates led to an increase in consumer impairment charges. Business impairment charges were $19 million lower than 2009, reflecting a slowdown in the emergence of new stressed exposures.

110

Westpac Group



Divisional performance

The credit quality of the consumer portfolio remained sound, although there was some rise in delinquencies through the year:

§90 day delinquencies in the mortgage portfolio increased 15 basis points to 0.46% at 30 September 2010. Most of the rise could be traced back to lending in Western Australia and Queensland, with both markets experiencing significant increases in delinquencies compared to 2009; and

§90 day delinquencies in credit cards increased 28 basis points to 1.12% at 30 September 2010. Much of the increase was recorded in the first half of the year, with delinquencies easing since then.

Income tax expense was $756 million in 2010, a decrease of $59 million or 7% compared to 2009. This equated to an effective tax rate of 29.5% was lower for 2011 compared to 30.1% in 2010 compared to 29.9%after clarity was received on the deductibility of certain expenses incurred in 2009.prior periods.

 

Westpac Institutional Bank

20102011 v 20092010

WIB Cash Earnings were $1,514$1,427 million in 2010,2011, an increase of $1,175$44 million or 347%3% compared to 2009. 2010.

The improved performanceresult was primarily duedriven by higher net interest income (up 5% compared to an increase2010), partially offset by lower non-interest income (down 16% compared to 2010), impairment benefits of $285$90 million in net operating income and a decrease of $1,393 million2% increase in impairment charges.operating expenses compared to 2010.

In 2011 WIB delivered a sound result in Global Transactional Services and in FX and Commodity, Carbon and Energy trading (CCE), where customers sought to manage their exposure to market volatility. The European sovereign debt crisis and the US debt concerns have created significant uncertainty and contributed to softer overall markets performance and lower equities broking volumes. Hastings’ performance fees were also lower. Lending and debt market activity remained subdued.

 

Net interest income was $1,776 million in 2010, an increase of $15increased by $84 million or 1%5% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, net interest income was flat.

The operating environment changed during 2010, as markets emerged from the global financial crisis. Corporate clients remained cautious and continued to reduce leverage, and financial markets exhibited lower volatility.

The focus on deleveraging saw lending steadily decline, falling 18% over 2010, with much of the reduction recorded in the commercial property, financial institution, industrials and materials sectors. Partially offsetting the impact of lower volumes were higher net interest margins from the repricing of facilities to better reflect increased pricing for risk, improved line fees and higher establishment fees associated with the early repayment of debt. Improved returns from the Transaction and Client Services deposit business also supported net interest income.

Non-interest income was $1,519 million in 2010, an increase of $270 million or 22% compared to 2009. The additional six weeks of St.George’s operations contributed 3% growth. Excluding the impact of St.George, non-interest income reflected the following:

§a $130 million increase in fees associated with unused lines of credit, repriced to better reflect the capital cost of these commitments;

§the Hastings business recorded much improved income in 2010, assisted by $35 million of gains from asset sales; and

§higher revenue in the Equities business, up $55 million compared to 2009, as the repositioning of this business and more favourable equity markets led to strong results from the Structured Products business.

Partially offsetting the rise in non-interest income was a decline in markets-related income in both Foreign Exchange and Debt Markets. Foreign Exchange earnings decreased $256 million over 2010 after a strong performance in 2009. The decline reflected lower volatility and market spread retraction, which reduced revenue opportunities. Debt Markets non-interest income was also lower from reduced market volatility, although the business benefited from improved credit spreads in the first half of 2010.

Operating expenses were $1,038 million in 2010, an increase of $27 million or 3% compared to 2009. The inclusion of St.George’s operations for an additional six weeks in 2010 increased operating expenses by 2%. The remaining increase was mainly due to increases in performance-related pay, consistent with the improved Cash Earnings. Partially offsetting this rise was the translation benefit of $12 million on offshore expenses due to the higher Australian dollar.

Impairment charges on loans were $123 million in 2010, a decrease of $1.4 billion or 92% compared to 2009. The impact of including St.George impairment charges for the full year was not significant. Impairment charges on loans were materially lower in 2010primarily due to:

 

§         a declinean increase in margins of 39 basis points due to increased risk pricing across the numberbook, the early amortisation of new single nameestablishment fees and interest recoveries for impaired assets;facilities; partially offset by

 

§         the improved operating environment seeing a reduction in new stressed assets, reducing CAPs;

§the falldecrease in lending reducing associated CAPs;

§of $1.1 billion or 2% compared to 2010, with the marginde-gearing of institutions particularly prevalent in the first quarter of 2011. Margin lending portfolio having net write-backs during the year;balances were also significantly lower for 2011; and

 

§         updatesan increase in deposits of $4.7 billion or 11% compared to provisioning factor changes, reducing CAPs2010, with transaction accounts increasing by $124 million.around $1 billion and term deposits rising by around $2.9 billion.

 

Income tax expense was $620Non-interest income decreased by $218 million or 16% compared to 2010 driven by:

§lower markets income from debt markets and equities; and

§asset sales in 2010 totalling $46 million that were not repeated in 2011; partially offset by

§an increaseimproved contribution from FX and CCE, especially in the second half of $476 million or 331% compared to 2009, primarily due to increased profit before income tax. This equated to an effective tax rate of 29.1% for 2010 compared to 29.8% in 2009.2011.


 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

111109




Operating expenses increased by $21 million or 2% compared to 2010 due to an increase in allocated costs year-on-year. Strong cost controls remain in WIB’s underlying cost base.

Impairment benefits on loans contributed $90 million to profit before income tax in 2011 compared to an impairment charge of $150 million in 2010. This was due to upgrades, write-backs and improvements in asset quality.

 

St.George Banking Group

20102011 v 20092010

St.George Banking Group Cash Earnings were $1,041$1,233 million in 2010,2011, an increase of $111$166 million or 12%16% compared to 2009.2010.

The result was driven by net operating income before operating expenses and impairment charges growth of 5% and a 23% decline in impairment charges on loans.

Over the year, movements in net interest income and non-interest income were impacted by a reclassification of fees and commissions from non-interest income to net interest income. Excluding this reclassification, net interest income increased by 5% while non-interest income was virtually unchanged.

 

Net interest income increased $355by $183 million or 15% in 20107% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, net-interest income increased 2%. This was driven by balance sheet growth, partially offset by lower margins from higher retail and wholesale funding costs. The discussion that follows excludes the impact of the additional six weeks of St.George net-interest income.

The majority of growth in lending compared to 2009 was in mortgages, which increased 8% at around 0.8 times banking system1. The division sought to rebalance growth over the year focusing on proprietary channels and reducing up-front discount rate offers. As a result, proprietary channels increased to 62% of inflows, an increase from 50% in 2009.

Credit card and other personal lending grew 10% compared to 2009, assisted by the launch of a new rewards-based card in April 2010, called Amplify. Development of the Amplify card leveraged off the broader experience of the Group and allowed St.George to introduce a new offer into its product suite. Business lending decreased 5% compared to 2009, as businesses continued to reduce gearing, particularly in the commercial property portfolio. The division continued to adjust its portfolio mix, increasing the proportion of non-property lending to 59% from 55% at 30 September 2009, with particularly good growth in the auto, trade and hospitality sectors.

Deposits increased 7% in 2010 compared to 2009, with good growth in transactions, savings and term deposits.

Excluding the impact of the additional six weeks of St.George, net interest margins declined 13 basis points compared to 2009, to 1.91% for 2010, due to higher wholesale and retail funding costs and a change in the mix of the portfolio towards lower spread products, including mortgages and term deposits. The majority of the margin decline occurred in the first half of 2010.

Non-interest income decreased $17 million or 3% in 2010 compared to 2009. The additional six weeks of St.George non-interest income contributed 15% to the year on year movement. Excluding the impact of the additional six weeks of St.George’s operations the underlying decrease aroseprimarily due to:

 

§         an increase in margins of 10 basis points compared to 2010, driven by:

improved mortgage spreads due to repricing and from the decisionroll-off of low spread one-year specials written in 2010; partially offset by

lower deposit spreads due to reduce certainintense competition over the year and from mix impacts as all growth was in lower spread term deposits; and

higher wholesale funding costs. However the impact was limited as loan growth was modest and customer fees;deposits fully funded lending over the year.

 

§         loans increased by $3.5 billion or 3% compared to 2010 primarily due to:

an increase in mortgages of $3.9 billion or 4% compared to 2010. This increase accounted for the full period impactmajority of growth which was lower than banking system1 due to the decision in the prior year to reduce the reliance on third parties. Most of the movegrowth in mortgages was due to direct charging for ATM fees;loans written through the network of St.George brands;

an increase in other consumer lending of $0.4 billion or 7% compared to 2010, mainly in auto loans and the new Amplify credit card; partially offset by

a decrease in business lending of $0.8 billion or 3% compared to 2010. Declining commercial loan balances were partially offset by higher SME and business auto lending.

 

§         lower sales from financial markets products.deposits increased by $5.2 billion or 8% compared to 2010, primarily due to:

 

St.George Banking Group also benefited from the improved cross-sell of key Group products, including Super for Life (with almost 20,000 sales) and home and contents insurance.

Operating expenses increased $215 million or 21% in 2010 compared to 2009. Excluding the impact of the additional six weeks of St.George expenses, operating expenses increased 4%. This growth in expenses was driven by technology projects and further investment in the front line, with an additional nine branches and 14 ATMs opened during the year.

Impairment charges on loans decreased $36 million or 7% or in 2010 compared to 2009. Excluding the impact of the additional six weeks of St.George impairments, the decline was 14%. This arose as business impairment charges eased and property markets stabilised, offsetting some increase in consumer-related impairment charges.

New IAPs increased $15 million in 2010 compared to 2009 due to continuing stress in the commercial property sector.

New CAPs decreased $1 million in 2010 compared to 2009. The fall was primarily due to a decline in new corporate stress.

The credit quality of the consumer portfolio continues to remain sound:

§90 day delinquencies in the mortgage portfolio increased 1 basis point to 0.36% at 30 September 2010; and

§90 day delinquencies in other consumer loans increased 6 basis points to 1.03% at 30 September 2010.

Income tax expense was $446 million in 2010, an increase of $48 million or 12% compared to 2009. The impact of including St.George tax for the full year in 2010 was not significant. This equated to an effective tax rate of 30.0% in 2010 compared to 30.0% in 2009.

BT Financial Group (Australia)

2010 v 2009

BTFG Cash Earnings were $595 million in 2010, an increase of $111 million or 23% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, Cash Earnings increased 21%. The increase was primarily due to a strong contribution from Funds Management, driven by improved asset markets and strong net inflows.

 

 

1          APRA system growth, 12 months to 30 September 2011.

term deposits growth of $7 billion or 26% compared to 2010 as a result of targeted advertising campaigns through the year; partially offset by

lower other deposits including the run-down in some highly priced commercial deposits and the decision not to match some of the more aggressive online pricing.

Non-interest income decreased by $28 million or 5% compared to 2010. Excluding the reclassification of fees and commissions, non-interest income was virtually unchanged compared to 2010. The movement in non-interest income was due to:

§lower consumer fees; partially offset by

§higher business fees and markets customer related income.

Operating expenses increased $35 million or 3% compared to 2010, primarily due to:

§costs of $45 million associated with preparations for the launch of Bank of Melbourne;

§cost associated with the opening of 14 new Bank of Melbourne branches; and

§advertising expenses increased to support additional brand marketing.

Excluding the preparation costs for the launch of Bank of Melbourne, operating expenses increased by 2%.

Impairment charges on loans decreased by $120 million or 23% compared to 2010 due to:

§the improvement in asset quality, including the run-down in commercial property; and

§newly impaired assets declining with most of the new impairments due to the top-up of existing facilities; partially offset by

§an increase of business impaired assets. The rate of new downgrades to impaired slowed during 2011, however the slow pace of economic recovery has led to longer work-out periods for impaired exposures; and

§higher consumer impairment charges earlier in the year, which declined in the second half of the year to be lower overall compared to 2010.

 

BT Financial Group (Australia)

2011 v 2010

BTFG Cash Earnings were $729 million in 2011, an increase of $36 million or 5% compared to 2010.

This result was driven by a 5% increase in net operating income before operating expenses and impairment charges and a 69% reduction in impairment charges on loans, partially offset by a 4% increase in operating expenses.

Net interest income increased by $62 million or 16% compared to 2010 due to:

§an increase in earnings on invested capital recognised in net interest income;

§higher lending and deposit volumes in the private bank; and

§improved lending spreads on mortgages; partially offset by


110

2012 WESTPAC GROUP ANNUAL REPORT



DIVISIONAL PERFORMANCE


§lower term deposit spreads.

Non-interest income increased by $44 million or 3% compared to 2010 due to:

§an increase in average FUM of 3%, primarily due to:

wholesale net inflows and stronger markets early in the year;

growth in BT Super for Life with average FUM increased by $604 million or 86%; partially offset by

retail and institutional outflows;

weaker markets in the second half of 2011; and

FUM margins 4 basis points lower, due to reductions across both retail and wholesale products.

§an increase in average FUA of 5%, primarily due to:

positive net inflows of $4.7 billion on both the BT Wrap platform and into corporate super were supported by stronger asset markets in the first half of 2011, partially offset by weaker markets toward the end of 2011; and

flat FUA margins as margin declines across products were offset by customers moving funds into higher margin cash products.

§one-off items that added $54 million to revenues in 2011, including sale of single manager investment rights, a review of the amortisation profile for deferred fees and deferred costs associated with the origination of superannuation, investments and portfolio management products to align with their assessed life;

§an increase in life insurance revenue of $54 million or 18% compared to 2010 with in-force premiums increasing 12% and net earned premiums increasing 17%. New business sales were stronger across all channels, particularly retail, following the extension of distribution to the Independent Financial Adviser market and from the launch of new protection plans. Loss rates were also lower over the year, which assisted returns; and

§an increase in lenders mortgage insurance non-interest income of $26 million or 31% compared to 2010, although adjusting for transfers from net interest income, the underlying revenue increased $11 million. Gross written premiums decreased significantly over the year following the decision not to underwrite mortgages with loan to value ratios (LVRs) greater than 90%. The improved result was mostly due to flat earned premiums and lower loss rates (falling from 23% to 16%) compared to 2010; partially offset by

§a decrease in general insurance revenue of $32 million or 36% compared to 2010, with the higher claims associated with the Queensland and Victorian floods and the Queensland cyclone more than offsetting a 17% increase in net earned premiums from improved sales.

Operating expenses increased by $38 million or 4% compared to 2010, primarily due to:

§costs associated with the acquisition of J O Hambro by BTIM of $13 million;

§an increase in operating expenses of $8 million in the life insurance business consistent with the expansion of the distribution network into St.George and into the Independent Financial Adviser network; and

§costs associated with establishing wealth distribution capabilities through the Bank of Melbourne; partially offset by

§lower FTE and reduced expenses due to productivity initiatives initiated early in 2011.

Westpac New Zealand

2011 v 2010

Westpac New Zealand Cash Earnings were $442 million in 2011, an increase of $86 million or 24% compared to 2010.

This result was driven by a 4% increase in net operating income before operating expenses and impairment charges and a 32% reduction in impairment charges on loans, partially offset by a 2% increase in operating expenses.

Net interest income increased by $47 million or 4% compared to 2010, primarily due to:

§an increase in margins of 15 basis points to 2.63% compared to 2.48% in 2010, primarily due to stronger mortgage and business lending spreads, partially offset by tighter deposit spreads;

§loans increased by $2.2 billion or 5% compared to 2010, primarily due to an increase in mortgages, with growth in business lending improving in the second half of 2011; and

§deposits increased by $2.4 billion or 9% compared to 2010, with growth across both at call and term deposit accounts.

Non-interest income increased by $2 million or 1% compared to 2010, primarily due to:

§an increase in product transaction fees; partially offset by

§higher life insurance claims.

Operating expenses increased by $15 million or 2% compared to 2010, primarily due to:

§higher operating lease and occupancy expenses following the move in April 2011 to a new head office in Auckland. Additional costs included lease costs being incurred on two locations for a short period, moving costs and some remediation costs for the old head office;

§wage increases, restructuring costs to support productivity initiatives, and increased technology costs; partially offset by

§cost reduction due to lower average FTE; and

§productivity improvements carried out in 2011, which positively impacted the cost base.

Impairment charges on loans decreased by $89 million or 32% compared to 2010. This was driven by a decline in stressed assets, a fall in new impaired assets and lower consumer delinquencies due to enhancements to the credit decision process and the ongoing economic recovery in New Zealand.

Other divisions

2011 v 2010

Other divisions Cash Earnings were $620 million in 2011, a decrease of $31 million or 5% compared to 2010.

Lower net operating income before operating expenses and impairment charges was partially offset by lower operating expenses and a reduced tax rate.



2012 WESTPAC GROUP ANNUAL REPORT

111




Net interest income reduced by $176 million or 18% primarily due to:

§lower Group Treasury income, given the high market volatility in asset and swap prices, which resulted in reduced income from management of the Group’s balance sheet, including liquid assets; partially offset by

§higher earnings on capital.

Non-interest income increased by $17 million or 9%, primarily due to an increase in FX spread income in Pacific Banking.

Operating expenses decreased by $63 million or 33% compared to 2010, primarily due to:

§lower employee provisions, including centrally held bonus provisions;

§lower project activity; and

§a one-off contribution in 2010 of $20 million to the Westpac Foundation, which was not repeated in 2011.

Impairment benefits on loans decreased by $17 million or 31% compared to 2010, primarily due to:

§higher impairment charges in Pacific Banking, which increased $24 million to $25 million in 2011; partially offset by

§small releases of centrally-held economic overlay impairment provisions, which occurred in 2011 and 2010.

The effective tax rate reduced from 26.7% in 2010 to 31.9% in 2011 due to the release of an excess tax provision. This followed resolution of several outstanding taxation matters.



112

 

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Divisional performance

Net interest income decreased $6 million or 2% in 2010 compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, net-interest income decreased 5%. The primary driver of this decrease was the reclassification of income, from net-interest income to non-interest income, to align the accounting treatment of Asgard with the approach applied to similar BT Wrap income. This decrease was offset by good deposit growth in the Private Bank during 2010.

Non-interest income increased $191 million or 15% in 2010 compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, non-interest income increased 12%. The increase was primarily driven by higher fees generated from FUM and FUA balances. Other factors driving this 12% increase are discussed below.

FUM was $42.5 billion at 30 September 2010, an increase of $0.6 billion or 1% compared to 30 September 2009, principally driven by net inflows during the year as market sentiment improved. FUM margins were down slightly over the year. Super for Life, then being distributed through St.George, Bank SA and Westpac, continued to generate very strong growth with over 200,000 customers registered and FUM doubling to over $1 billion at 30 September 2010.

FUA was $79.9 billion at 30 September 2010, an increase of $3.2 billion or 4% compared to 30 September 2009, primarily due to positive net inflows (principally on the BT Wrap platform). FUA margins were down over the year, as investors moved to lower margin equity products.

The Insurance business generated non-interest income after commission expenses of $377 million in 2010. The impact of the additional six weeks of St.George’s operations was not significant. The Life Insurance business experienced growth due to strong premium growth, with much of this arising from life policies on the Wrap platform. This was partially offset by a decline in General Insurance; while premium income was higher and cross sell continues to improve, higher claims offset growth. Lenders Mortgage Insurance was down as a result of slightly higher claims and the decision to refer mortgage insurance to a third party for all mortgages with a loan to value ratio (LVR) > 90%.

The Capital and other segment of BTFG also contributed to the improvement from 2009, with most of this due to higher interest rates boosting the return on invested capital. BTFG continued to invest its capital conservatively.

Operating expenses were $866 million in 2010, an increase of $37 million or 4% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, operating expenses increased 1%. This increase was primarily driven by the increased number of employees in Private Bank and Advice, along with higher volume related expenses and increased advertising spend during 2010. This increase was offset by improved GST recoveries, lower non-lending losses and merger synergies.

Impairment charges on loans were $12 million in 2010, a decrease of $5 million or 29% compared to 2009. The decrease, excluding the impact of the additional six weeks of St.George, was due to lower IAPs during the year.

Income tax expense was $251 million in 2010, an increase of $38 million or 18% compared to 2009. The impact of including St.George for the full year in 2010 was not significant. This equated to an effective tax rate of 29.4% for 2010 compared to 30.4% in 2009.

New Zealand BankingRISK AND RISK MANAGEMENT

2010 v 2009

New Zealand Banking Cash Earnings were A$258 million in 2010, an increase of A$64 million or 33% compared to 2009. We believe this was a good result given the slow economic recovery in New Zealand. Contributing to the improved performance was a substantial improvement in growth of loans and deposits relative to system, and a significant reduction in impairment charges from the peak in 2009. These positives were offset by the reduction in certain customer fees from October 2009, higher funding costs and additional expenses associated with the aftermath of the Canterbury earthquake. Exchange rate movements had an A$4 million negative impact on earnings.

Net interest income was A$957 million in 2010, a decrease of A$50 million or 5% compared to 2009. Net interest income declined by 3% in NZ$ terms. The decrease was due to lower margins from higher funding costs, partially offset by growth in loans.

Loans and deposits1 grew by 4% and 6% respectively (in NZ$ terms) compared to 30 September 2009 due to the following:

§mortgage growth of 6% was achieved over the year, at 2.4 times system2. Third party originations accounted for 30% of new mortgage lending in 2010, down from 32% in 2009;

§other consumer lending was down 6% primarily due to slowing consumer spending and the impact of higher interest rates;

§business lending recorded a modest increase, up 2% over the year, particularly in Agribusiness, Corporate Banking and the Northern Regions – while system business growth declined; and

§deposit growth of NZ$1.7 billion funded 81% of loan growth driven by strong growth in term deposits.

1Loans and deposits growth was determined on a spot basis, comparing balances at 30 September 2010 to balances at 30 September 2009.

2Reserve Bank of New Zealand (RBNZ), 12 months to 30 September 2010.

Annual Report 2011

113



Net interest margins declined 13 basis points in NZ$ terms compared to 2009, primarily due to higher retail and wholesale funding costs. Margins improved in the second half of 2010 as the mix of new business favoured higher margin products, and products were repriced more appropriately for risk and funding costs.

Non-interest income was A$277 million in 2010, a decrease of A$55 million or 17% compared to 2009. This was impacted by the change in customer fee structures introduced in October 2009, which reduced fee income by NZ$57 million over the year. Lower fee income was partially offset by improved wealth fees and higher insurance premium income.

Operating expenses were A$592 million in 2010, a decrease of A$12 million or 2% compared to 2009. In NZ$ terms, operating expenses increased by NZ$5 million or 1% compared to 2009. The bulk of the increase in expenses was due to NZ$3.5 million of expenses associated with the September 2010 Canterbury earthquake.

Investment in the front line included the opening of eight branches and a further investment in capability, including additional training in credit and customer sales systems and processes. Of the eight branches opened (six in the Auckland market), seven were community branches, which were outlets with a smaller footprint and increased self serve options.

Impairment charges on loans were A$276 million in 2010, a decrease of A$190 million or 41% compared to 2009. In NZ$ terms, impairment charges decreased by NZ$225 million or 39% compared to 2009. The reduction from the 2009 peak was due to a smaller number of large problem exposures not recurring during 2010. The improving New Zealand economy supported a stabilisation in housing delinquencies (in 2010, 90 day delinquencies were flat at 0.75%) and business lending stressed assets (in 2010 15.57% compared to 16.24% in 2009) as well as an improvement in other consumer lending delinquencies. Credit card delinquencies decreased to 0.97% in 2010, from 1.18% in 2009. Impaired assets as a percentage of Total Committed Exposures (TCE) rose early in the year to 1.27%, and remained relatively stable for the remainder of 2010.

The division had total provisions to gross loans at 30 September 2010 of 1.49%, up from 1.15% at 30 September 2009.

Income tax expense was A$106 million in 2010, an increase of A$33 million or 45% compared to 2009. This equated to an effective tax rate of 29.0% for 2010 compared to 27.1% in 2009.

Other divisionsRISK FACTORS

2010 v 2009

Cash Earnings in 2010 were $715 million, an increase of $58 million or 9% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, Cash Earnings increased by 6%. This increase was primarily the result of lower impairment charges offset by lower net operating income.

Net interest income in 2010 was $1,065 million, a decrease of $149 million or 12% compared to 2009. The decrease was primarily driven by lower contributions from Group Treasury, compared to the exceptional gains recognised by this business in 2009, and translation impacts of the higher Australian dollar on earnings from the Pacific operations. This was partly offset by higher returns on capital.

Non-interest income was $198 million in 2010, an increase of $94 million or 90% compared to 2009. Excluding the impact of the additional six weeks of St.George’s operations, non-interest income increased by 50%. This increase was mainly a result of higher earnings from capital deals, reflecting favourable basis spreads, particularly in the first half of 2010.

Operating expenses were $189 million in 2010, an increase of $69 million or 58% compared to 2009. The increase in expenses was primarily related to additional technology project spend, higher employee incentive and shared-based payment charges and a one-off $20 million contribution to the Westpac Foundation in 2010.

Impairment charges on loans were a $55 million write-back in 2010, a decrease of $196 million compared to 2009. The impact of including St.George’s operations for the full year was insignificant. Impairment charges on loans were lower with $57 million released from the economic overlay provision (related to the construction sector) in 2010, compared to an increase of $112 million to this provision in 2009.

Income tax expense was $358 million in 2010, an increase of $23 million or 7% compared to 2009. The impact of including St.George tax for the full year was not significant. This equated to an effective tax rate of 31.7% for 2010 compared to 31.7% in 2009.

Minority interests were $56 million in 2010, a decrease of $9 million, or 14% compared to 2009. Minority interests represented distributions on our hybrid equity instruments 2003 TPS and 2006 TPS, as well as other minority interests in subsidiary entities.

114

Westpac Group



Risk and risk management

Risk factors

 

Our business is subject to risks that can adversely impact our business, results of operations, financial condition and future performance. If any of the following risks occur, our business, results of operations, financial condition or future performance could be materially adversely affected, with the result that the trading price of our securities could decline and you could lose all, or part, of your investment. You should carefully consider the risks described and the other information in this Annual Report before investing in our securities. The risks and uncertainties described below are not the only ones we may face. Additional risks and uncertainties that we are unaware of, or that we currently deem to be immaterial, may also become important factors that affect us.

 

Risks relating to our business

Our businesses are highly regulated and we could be adversely affected by failing to comply with existing laws and regulations or by changes in laws and regulations and regulatory policy

As a financial institution, we are subject to detailed laws and regulations in each of the jurisdictions in which we operate or obtain funding, including Australia, New Zealand and the United States. We are also supervised by a number of different regulatory authorities which have broad administrative power over our businesses. In Australia, the relevant regulatory authorities include APRA, the RBA, ASIC, ASX, ACCCAustralian Prudential Regulation Authority (APRA), Reserve Bank of Australia (RBA), Australian Securities and AUSTRAC.Investments Commission (ASIC), Australian Securities Exchange (ASX), Australian Competition and Consumer Commission (ACCC) and Australian Transaction Reports and Analysis Centre (AUSTRAC). The RBNZReserve Bank of New Zealand (RBNZ) has supervisory oversight of our New Zealand operations. In the United States we are subject to supervision and regulation by the US Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System and the SEC.U.S. Securities and Exchange Commission (SEC).

 

We are responsible for ensuring that we comply with all applicable legal and regulatory requirements (including accounting standards) and industry codes of practice in the jurisdictions in which we operate or obtain funding, as well as meeting our ethical standards.

 

Compliance risk arises from these legal and regulatory requirements. If we fail to comply with applicable laws and regulations, we may be subject to fines, penalties or restrictions on our ability to do business. An example of the broad administrative power available to regulatory authorities is the power available to APRA under the Banking Act in certain circumstances to investigate our affairs and/or issue a direction to us (such as a direction to comply with a prudential requirement, to conduct an audit, to remove a director, executive officer or employee or not to undertake transactions). Any such costs and restrictions could have a material adverse effect onadversely affect our business, reputation, prospects, financial performance or financial condition.

 

As with other financial services providers, we continue to face increased supervision and regulation in most of the jurisdictions in which we operate or obtain funding, particularly in the areas of funding, liquidity, capital adequacy and prudential regulation. OneFor example of this is the announcement in December 2010 by the

BCBS ofannounced a revised global regulatory capital framework known as Basel III. Basel III will, among other things, increase the required quality and quantity of capital held by banks and introduce new minimum standards for the management of liquidity risk. APRA has announced that it supports the Basel III framework and it will incorporate the framework into its prudential standards. The Basel III framework comes into effect from 1 January 2013, subject to various transitional arrangements. Further details on the Basel III framework are set out in Section 1 under ‘Information on Westpac’.

 

ThroughoutDuring the year ended 30 September 20112012 there havehas also been a series of other regulatory releases from authorities in the various jurisdictions in which we operate or obtain funding proposing significant regulatory change for financial institutions. This includes global OTC derivatives reform and recovery and resolution planning requirements proposed by the FSB.FSB, as well as other components of the US Dodd-Frank legislation (including the Volcker Rule) which is designed to reform the entire system for the supervision and regulation of financial firms that operate in or have a connection with the US, including foreign banks like Westpac. Other areas of potential change that could impact us include changes to accounting and reporting requirements, tax legislation, regulation relating to remuneration, consumer protection and competition legislation and bribery, and anti-money laundering and counter-terrorism financing laws. In addition, further changes may occur driven by policy, prudential or political factors.

 

Regulation is becoming increasingly more extensive and complex. Some areas of potential regulatory change involve multiple jurisdictions seeking to adopt a coordinated approach. Such an approach may not appropriately respond to the specific requirements of the jurisdictions in which we operate and, in addition, such changes may be inconsistently introduced across jurisdictions.

 

Changes may also occur in the oversight approach of regulators. It is possible that governments in jurisdictions in which we do businessoperate or obtain funding might revise their application of existing regulatory policies that apply to, or impact, Westpac’s business, including for reasons relating to national interest and/or systemic stability.

 

Regulatory changes and the timing of their introduction continue to evolve and we currently manage our businesses in the context of regulatory uncertainty. The nature and impact of future changes are not predictable and are beyond our control. Regulatory compliance and the management of regulatory change is an increasingly important part of our strategic planning. We expect that we will be required to increase our expenditure oncontinue to invest significantly in compliance and the management and implementation of regulatory change and, at the same time, significant management attention and resources will be required to update existing or implement new processes and procedures to comply with the new regulations.

 

Regulatory change may also impact our operations by requiring us to have increased levels of liquidity and higher levels of, and better quality, capital as well as place restrictions on the businesses we conduct or require us to alter our product and service offerings. If regulatory change


2012 WESTPAC GROUP ANNUAL REPORT

113




has any such effect, it could adversely affect one or more of our businesses, restrict our flexibility, require us to incur substantial costs and impact the profitability of one or more of our business

Annual Report 2011

115



lines. Any such costs or restrictions could have a material adverse effect onadversely affect our business, prospects, financial performance or financial condition or prospects.condition.

 

For further information refer to ‘Significant developments’ in Section 1 and the sections ‘Changes in accounting policy’, ‘Critical accounting assumptions and estimates’ and ‘Future developments in accounting policies’ in Note 1 to the financial statements.

 

Adverse credit and capital market conditions may significantly affect our ability to meet funding and liquidity needs and may increase our cost of funding

We rely on credit and capital markets to fund our business and as a source of liquidity. Our liquidity and costs of obtaining funding are related to credit and capital market conditions.

 

Global credit and capital markets have experienced extreme volatility, disruption and decreased liquidity in recent years. While there have been periods of stability in these markets, the environment has become more volatile and unpredictable. Recently thereThis has been particular focus onexacerbated by the potential for sovereign debt defaults and/or banking failures in Europe. Widespread unease about the strength of the European banking systemEurope which has resulted in large declinescontributed to volatility in stock prices and marked widening in credit spreads. Focus has also extended to the US following the Standard & Poor’s downgrade of the sovereign credit rating of the United States. The recent volatility in global financial markets has addedAdding to the uncertainty abouthas been a slowing in the global economic outlook andfor a number of countries, are experiencing slowing economic activity.including China and the uncertain recovery of the US economy. Our direct exposure to the affected European countries is small,immaterial, with the main riskrisks we face being damage to market confidence, spendingchanges to the access and access to, and costscost of funding and a slowing in theglobal activity of our trading partners or through other impacts on entities with whom we do business. The vulnerable nature of several sovereign nations and the associated impact on market conditions has resulted in a tightening of credit markets and wholesale funding conditions.

 

As of 30 September 2011,2012, approximately 41%35% of our total net funding originated from domestic and international wholesale markets, of this around 62%59% was sourced outside Australia and New Zealand.

 

A shift in investment preferences of businesses and consumers away from bank deposits toward other asset or investment classes would increase our need for funding from wholesale markets.relatively less stable or more expensive forms of funding.

 

If market conditions continue to deteriorate due to economic, financial, political or other reasons, our funding costs may be adversely affected and our liquidity and our funding and lending activities may be constrained.

 

If our current sources of funding prove to be insufficient, we may be forced to seek alternative financing. The availability of such alternative financing, and the terms on which it may be available, will depend on a variety of factors, including prevailing market conditions, the availability of credit, our credit ratings and credit market capacity. Even if available, the cost of these alternatives may be more expensive or on unfavourable terms, which could adversely affect our results of operations, liquidity, capital resources and financial condition. There is no assurance that we will be able to obtain adequate funding and do so at acceptable prices.prices, nor that we will be able to recover any additional costs.

 

If Westpac is unable to source appropriate funding, we may also be forced to reduce our lending or begin to sell liquid securities. Such actions may adversely impact our business, results of operations,

prospects, liquidity, capital resources, andfinancial performance or financial condition.

Westpac enters into collateralised derivative positions, which may require Westpac to post additional collateral based on adverse movements in market rates, which would adversely affect Westpac’s liquidity.

 

For a more detailed description of liquidity risk, refer to the section ‘Liquidity Risk’ in this section and Note 27 to the financial statements.

 

Failure to maintain credit ratings could adversely affect our cost of funds, liquidity, competitive position and access to capital markets

Credit ratings are opinions on our creditworthiness. Our credit ratings affect the cost and availability of our funding from capital markets and other funding sources and they may be important to customers or counterparties when evaluating our products and services. Therefore, maintaining high quality credit ratings is important.

 

The credit ratings assigned to us by rating agencies are based on an evaluation of a number of factors, including our financial strength, and structural considerations regarding the Australian financial system.system and the credit rating of the Australian Federal Government. A credit rating downgrade could be driven by the occurrence of one or more of the other risks identified in this section or by other events including changes to the methodologies used by the rating agencies to determine ratings.

 

For example, Standard & Poor’s announced that it is changinghas changed its methodology for determining bank ratings and published its initial proposalsnew criteria on 6 January9 November 2011. On 20 April1 December 2011 Standard & Poor’s announced that it had received numerous comments on the proposalsupdated ratings for certain banks across the Asia-Pacific region under the revised approach and indicated that it expects to publish its final criteria first, and then take ratings actions soon afterwards in the fourth quarter 2011. On 7 October 2011, Standard & Poor’s announced that it remains on track to finalise and implement the criteria on that timetable.

On 18 May 2011, Moody’s advised us,Westpac, along with the other major Australian banks, that ourBanks, was issued a long-term, senior unsecured credit rating of AA- down from AA.

On 24 February 2012, following its review of the debt ratings of the four major Australian banks, Fitch announced that Westpac had been issued a long-term senior unsecured issuer default rating was downgraded to Aa2of AA- down from Aa1. Further, on 27 May 2011, Moody’s advised WNZL, alongAA, and in line with the other major New Zealand banks, that its long-term, senior unsecured debt rating was downgraded to Aa3 from Aa2. The outlook for both of these ratings is stable.

116

Westpac Group



Risk and risk managementAustralian banks.

 

If we fail to maintain our current credit ratings, this could adversely affect our cost of funds and related margins, collateral requirements, liquidity, competitive position and our access to capital markets. The extent and nature of these impacts would depend on various factors, including the extent of any ratings change, whether our ratings differ among agencies (split ratings) and whether any ratings changes also impact our peers or the sector.

 

A systemic shock in relation to the Australian, New Zealand or other financial systems could have adverse consequences for Westpac or its customers or counterparties that would be difficult to predict and respond to

There is a risk that a major systemic shock could occur that causes an adverse impact on the Australian, New Zealand or other financial systems.

 

As outlined above, the financial services industry and capital markets have been, and may continue to be, adversely


114

2012 WESTPAC GROUP ANNUAL REPORT



RISK AND RISK MANAGEMENT


affected by continuing market volatility and the negative outlook for global economic conditions. RecentlyDuring the first half of 2012, there has beenwas an increased focus on the potential for sovereign debt defaults and/or significant bank failures in the 17 countries comprising the Eurozone.Eurozone which exacerbated these conditions. There can be no assurance that the market disruptions in the Eurozone, including the increased cost of funding for certain Eurozone governments, will not spread, nor can there be any assurance that future assistance packages will be available or sufficiently robust to address any further market contagion in the Eurozone or elsewhere. If the situation in the Eurozone worsens, there could be serious implications for the European Union and the euro, which, if destabilised, could result in currency fluctuations and operational disruptions that negatively impact the Group.

 

Any such market and economic disruptions could have a material adverse effect onadversely affect financial institutions such as Westpac because consumer and business spending may decrease, unemployment may rise and demand for the products and services we provide may decline, thereby reducing our earnings. These conditions may also affect the ability of our borrowers to repay their loans or our counterparties to meet their obligations, causing us to incur higher credit losses. These events could also result in the undermining of confidence in the financial system, reducing liquidity and impairing our access to funding and impairing our customers and counterparties and their businesses. If this were to occur, our businesses,business, prospects, financial performance or financial condition and prospectsor could be adversely affected.

 

The nature and consequences of any such event are difficult to predict and there can be no guarantee that we could respond effectively to any such event.

 

Declines in asset markets could adversely affect our operations or profitability

Declines in Australian, New Zealand or other asset markets, including equity, residential and commercial property and other asset markets, could adversely affect our operations and profitability.

 

Declining asset prices impact our wealth management business and other asset holdings. Earnings in our wealth management business are, in part, dependent on asset values because we receive fees based on the value of securities and/or assets held or managed. A decline in asset prices could negatively impact the earnings of this division.business.

 

Declining asset prices could also impact customers and counterparties and the value of security we hold against loans and derivatives which may impact our ability to recover amounts owing to us if customers or counterparties were to default. It may also affect our level of provisioning which in turn impacts profitability.

 

Our business is substantially dependent on the Australian and New Zealand economies

Our revenues and earnings are dependent on economic activity and the level of financial services our customers require. In particular, lending is dependent on various factors including economic growth, business investment, levels of employment, interest rates and trade flows in the countries in which we operate.

We currently conduct the majority of our business in Australia and New Zealand and, consequently, our performance is influenced by the level and cyclical nature of business and home lending in these countries. These factors are in turn impacted by both domestic and international economic conditions, natural disasters and political events. A significant decrease in the Australian and New Zealand housing markets or property valuations could adversely impact our home lending activities because the ability of our borrowers to repay their loans or counterparties to honour their obligations may be affected, causing us to incur higher credit losses, or the demand for our home lending products may decline.

 

Adverse changes to the economic and business conditions in Australia and New Zealand and other countries such as China, India and Japan, could also adversely affect the Australian economy and customers. In particular, due to the current relationship between Australia and China in the mining and resources sectors, a slowdown in China’s economic growth could negatively impact the Australian economy and our customers. Thiseconomy. Changes in economic conditions could in turn result in reduced demand for our products and services and affect the ability of our borrowers to repay their loans. If this were to occur, it wouldcould negatively impact our business, prospects, financial performance or financial condition and prospects.condition.

 

An increase in defaults in credit exposures could adversely affect our results of operations, liquidity, capital resources, andfinancial performance or financial condition

Credit risk is a significant risk and arises primarily from our lending activities. The risk arises from the likelihoodpossibility that some customers and counterparties will be unable to honour their obligations to us, including the repayment of loans and interest.

 

Credit risk also arises from certain derivative contracts we enter into and from our dealings with, and holdings of, debt securities issued by other banks, financial institutions, companies, governments and government bodies the financial conditions of which may be impacted to varying degrees by economic conditions in global financial markets.

 

We hold collective and individually assessed provisions for our credit exposures. If economic conditions deteriorate, some customers and/or counterparties could experience higher levels of financial stress and we may experience a significant

Annual Report 2011

117



increase in defaults and write-offs, and be required to increase our provisioning. Such events would diminish available capital and wouldcould adversely affect our operating results, liquidity, capital resources, andfinancial performance or financial condition.

 

For a discussion of our risk management procedures, including the management of credit risk, refer to the ‘Risk management’ section and Note 27 to the financial statements.

 

We face intense competition in all aspects of our business

The financial services industry is highly competitive. We compete, both domestically and internationally, with retail and commercial banks, asset managers, investment banking firms, brokerage firms, and other financial service firms.firms and businesses in other industries with emerging financial services aspirations. This includes specialist competitors


2012 WESTPAC GROUP ANNUAL REPORT

115




that may not be subject to the same capital and regulatory requirements and therefore may be able to operate more efficiently.

 

If we are unable to compete effectively in our various businesses and markets, our market share may decline. Increased competition may also materially adversely affect our results of operations by diverting business to our competitors or creating pressure to lower margins.

 

Increased competition for deposits could also increase our cost of funding and needcause us to access other types of funding. We rely on bank deposits to fund a significant portion of our balance sheet and deposits have been a relatively low cost and stable source of funding. We compete with banks and other financial services firms for such deposits. To the extent that we are not able to successfully compete for deposits, we would be forced to rely more heavily on more expensive global capital markets to fund our business, and ouror less stable forms of funding, costs would increase.or reduce lending.

 

We are also dependent on our ability to offer products and services that match evolving customer preferences. If we are not successful in developing or introducing new products and services or responding or adapting to changes in customer preferences and habits, we may lose customers to our competitors. This could adversely affect our results of operations,business, prospects, financial performance andor financial condition.

 

For more detail on how we address competitive pressures refer to the section ‘Competition’ in Section 1.

 

We could suffer losses due to market volatility

We are exposed to market risk as a consequence of our trading activities in financial markets and through the asset and liability management of our financial position. In our financial markets trading business, we are exposed to losses arising from adverse movements in levels and volatility of interest rates, foreign exchange rates, commodity prices, credit prices and equity prices. If we were to suffer substantial losses due to any market volatility it may adversely affect our results of operations,business, prospects, liquidity, capital resources, andfinancial performance or financial condition. For a discussion of our risk management procedures, including the management of market risk, refer to the ‘Risk management’ section.

 

We could suffer losses due to technology failures

The reliability and security of our information and technology infrastructure and our customer databases are crucial in maintaining our banking applications and processes. There is a risk that these information and technology systems might fail to operate properly or become disabled as a result of events that are wholly or partially beyond our control or that our security measures may prove inadequate or ineffective. Any failure of these systems could result in business interruption, loss of customers, theft of intellectual property and customer data, reputational damage and claims for compensation and regulatory investigations and penalties, which could adversely affect our results of operations andbusiness, prospects, financial performance.performance, or financial condition.

 

Further, our ability to develop and deliver products and services to our customers is dependent upon technology that requires periodic renewal. We are constantly managing technology projects including projects to consolidate duplicate

technology platforms, simplify and enhance our technology and operations environment, improve productivity and provide for a better customer experience. This includes our current Strategic Investment Priorities (SIPs) program. Failure to implement these projects or manage associated change effectively could result in cost overruns, a failure to achieve anticipated productivity, operational instability, reputational damage or operating technology that could place us at a competitive disadvantage and may adversely affect our results of operations.financial performance.

 

We could suffer losses due to operational risks

Operational risk is the risk of loss resulting from technology failure, inadequate or failed internal processes, people, and systems or from external events. As a financial services organisation we are exposed to a variety of operational risks.

 

Our operations rely on the secure processing, storage and transmission of confidential and other information on our computer systems and networks.networks, and the systems and networks of external suppliers. Although we implement significant measures to protect the security and confidentiality of our information, there is a risk that ourthe computer systems, software and networks on which we rely may be subject to security breaches, unauthorised access, computer viruses, external attacks or internal breaches that could have an adverse security impact and compromise our confidential information or that of our customers and counterparts. Any such security breach could result in regulatory enforcement actions, reputational damage and reduced operational effectiveness. Such events could subsequently adversely affect our business, prospects, financial condition and results of operations.performance or financial condition.

 

We are also highly dependent on the conduct of our employees. We could, for example, be adversely affected ifin the event of human error, results in a process errorinadequate or failed processes or if an employee engages in fraudulent conduct. While we have policies and processes to minimise the risk of human error and employee misconduct, these policies and processes may not always be effective.

118

Westpac Group



Risk and risk management

 

Fraudulent conduct can also emerge from external parties seeking to access the banks’bank’s systems and customer’scustomers’ accounts. If systems, procedures and protocols for managing and minimising fraud fail, or are ineffective, they could lead to loss which could adversely affect our results of operations,business, prospects, reputation, financial performance, or financial condition and our reputation.condition.

 

Operational risks also arise when we relyWestpac relies on externala number of suppliers, both in Australia and overseas, to provide services to usit and ourits customers. Failure by these suppliers to deliver services as required could disrupt services and adversely impact Westpac’s operations, profitability or reputation.

 

Operational risks could impact on our operations or adversely affect demand for our products and services. Operational risks can directly impact our reputation and result in financial losses which would adversely affect our financial performance or financial condition.

 

For a discussion of our risk management procedures, including the management of operational risk, refer to the ‘Risk management’ section.


 

116

2012 WESTPAC GROUP ANNUAL REPORT



RISK AND RISK MANAGEMENT



We could suffer losses due to failures in risk management strategies

We have implemented risk management strategies and internal controls involving processes and procedures intended to identify, monitor and mitigate the risks to which we are subject, including liquidity risk, credit risk, market risk (including interest rate and foreign exchange risk) and operational risk.

 

However, there are inherent limitations with any risk management framework as there may exist, or developemerge in the future, risks that we have not anticipated or identified or controls may not operate effectively.identified.

 

If any of our risk management processes and procedures prove ineffective or inadequate or are otherwise not appropriately implemented, we could suffer unexpected losses and reputational damage which could adversely affect our business, prospects, financial performance or financial condition.

 

For a discussion of our risk management procedures, refer to the ‘Risk management’ section.

 

We could suffer losses due to environmental factors

We and our customers operate businesses and hold assets in a diverse range of geographical locations. Any significant environmental change or external event (including fire, storm, flood, earthquake or pandemic) in any of these locations has the potential to disrupt business activities, impact on our operations, damage property and otherwise affect the value of assets held in the affected locations and our ability to recover amounts owing to us. In addition, such an event could have an adverse impact on economic activity, consumer and investor confidence, or the levels of volatility in financial markets.

 

This risk of losses due to environmental factors is also relevant to our insurance business. The frequency and severity of external events such as natural disasters is difficult to predict and it is possible that the amounts we reserve for such events may not be adequate to cover actual claims that may arise, which could adversely affect our business, prospects, financial performance or financial condition.

 

Reputational damage could harm our business and prospects

Our ability to attract and retain customers and our prospects could be adversely affected if our reputation is damaged.

 

There are various potential sources of reputational damage including potential conflicts of interest, pricing policies, failing to comply with legal and regulatory requirements, ethical issues, engagements and conduct of external suppliers, failing to comply with money laundering laws, trade sanctions and counter-terrorism finance legislation or privacy laws, litigation, information security policies, improper sales and trading practices, failing to comply with personnel and supplier policies, improper conduct of companies in which we hold strategic investments, technology failures, security breaches and risk management failures. Our reputation could also be adversely affected by the actions of the financial services industry in general or from the actions of our customers and counterparties.

 

Failure to appropriately address issues that could or do give rise to reputational risk could also impact the regulatory

change agenda, give rise to additional legal risk, subject us to regulatory enforcement actions, fines and penalties, or remediation costs, or harm our reputation among our customers, investors and the marketplace. This could lead to loss of business which could adversely affect our results of operations,business, prospects, financial performance or financial condition.

 

We could suffer losses if we fail to syndicate or sell down underwritten securities

As a financial intermediary we underwrite listed and unlisted debt and equity securities. Underwriting activities include the development of solutions for corporate and institutional customers who need capital and investor customers who have an appetite for certain investment products. We may guarantee the pricing and placement of these facilities. We could suffer losses if we fail to syndicate or sell down our risk to other market participants. This risk is more pronounced in times of market volatility.

 

Certain strategic decisions may have adverse effects on our business

Westpac, at times, evaluates and may undertake strategic decisions which may include business expansion. The expansion, or integration of a new business, can be complex and costly and may require Westpac to comply with additional local or foreign regulatory requirements which may carry additional risks. These decisions may, for a variety of reasons, not deliver the anticipated positive business results and could have a negative impact on our business, prospects, engagement with regulators, financial performance or financial condition.

Limitation on Independent Registered Public Accounting Firm’s Liability

The liability of PricewaterhouseCoopers (an Australian partnership which we refer to as PwC Australia), with respect to claims arising out of its audit report included in this Annual Report, is subject to the limitations set forth in the Professional Standards Act 1994 of New South Wales, Australia, as amended (the ‘ProfessionalProfessional Standards Act’)Act) and The Institute of Chartered Accountants in Australia (NSW) Scheme adopted by The Institute of Chartered Accountants in Australia (ICAA) and approved by the New South Wales Professional Standards Council pursuant to the Professional Standards Act (the ‘NSW Accountants Scheme’) or, in relation to matters occurring on or prior to 7 October 2007, the predecessor scheme. The current NSW Accountants Scheme expires on 7 October 2013 unless further extended or replaced.

Annual Report 2011

119



 

The Professional Standards Act and the NSW Accountants Scheme may limit the liability of PwC Australia for damages with respect to certain civil claims arising in, or governed by the laws of, New South Wales directly or vicariously from anything done or omitted in the performance of its professional services for us, including, without limitation, its audits of our financial statements, to the lesser of (in the case of audit services) ten times the reasonable charge for the service provided and a maximum liability for audit work of $75 million or, in relation to matters occurring on or prior to 7 October 2007, $20 million. The limit does not apply to claims for breach of trust, fraud or dishonesty.

 

In addition there is equivalent professional standards legislation in place in other states and territories in Australia and amendments have been made to a number of Australian


2012 WESTPAC GROUP ANNUAL REPORT

117




federal statutes to limit liability under those statutes to the same extent as liability is limited under state and territory laws by professional standards legislation.

 

These limitations of liability may limit recovery upon the enforcement in Australian courts of any judgment under US or other foreign laws rendered against PwC Australia based on or related to its audit report on our financial statements. Substantially all of PwC Australia’s assets are located in Australia. However, the Professional Standards Act and the NSW Accountants Scheme have not been subject to judicial consideration and therefore how the limitation will be applied by the courts and the effect of the limitation on the enforcement of foreign judgments are untested.

 

Risk managementRISK MANAGEMENT

 

Our vision is to be one of the world’s great companies, helping our customers, communities and people to prosper and grow.

 

Along with maintaining a clear customer-centric focus, effectiveEffective risk management is one of the keys to achieving this goal. It is a key component of our ‘one team’ environment and influences our customer experiences and public perceptions, our financial performance, reputation and shareholder expectations, and thus our future success. We regard managing risk to be a fundamental activity, performed at all levels of the Group.

 

Our risk management strategy is approved by our Board and implemented through the CEO and the executive management team.

 

The BRMC has been delegated the responsibility for approving and maintaining an effective risk management framework. For further information regarding the role and responsibilities of the BRMC and other Board committees in managing risk, refer to ‘Corporate governance – Risk management’ in Section 1.

 

The CEO and executive management team are responsible for implementing the risk management strategy and frameworks and for developing policies, controls, processes and procedures for identifying and managing risk in all of Westpac’s activities.

 

We follow a ‘Three Lines of Defence’ philosophy for risk management. As outlined in the ‘Corporate governance’ section our approach to managing risk is that ‘risk is everyone’s business’ and that responsibility and accountability for risk begins with the business units that originate the risk.

 

For a comprehensive discussion of the risks to which Westpac is exposed, and its policies to manage these risks, refer to ‘Corporate governance – Risk management’ in Section 1 and Note 27 to the financial statements.

 

Credit riskCREDIT RISK

 

Credit risk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations.

 

The extension of credit is underpinned by the Group’s Principles of Responsible Lending. This is reflected in our commitment to comply with all local legislation, codes of practices and relevant guidelines and obligations to market our products responsibly and stay in touch with the expectations of customers and the community.

We have a well-established framework and supporting policies for managing the credit risk associated with lending across our business divisions. The framework and policies encompass all stages of the credit cycle - cycle—origination, evaluation, approval, documentation, settlement, on-goingongoing administration and problem management. For example, we have established product-based standards for lending to individuals, with key controls including minimum loan repayment to income ratioserviceability standards and maximum loan to security value ratio.ratios. We offer residential property loans to both owner-occupiers and investors at both fixed and variable rates, secured by a mortgage over the subject property or other acceptable collateral. Where we lend to higher loan to value ratios we typically also require lender’slenders mortgage insurance. Similarly, we have established criteria for business, commercial, corporate and institutional lending, which can vary by industry segment. In this area we focus on the performance of key financial risk ratios, including interest coverage, debt serviceability and balance sheet structure. When providing finance to smaller business, commercial and corporate borrowers we typically obtain security, such as a chargemortgage over property and/or a general security agreement over business assets and/or real estate.assets. For larger corporates and institutions we typically also require compliance with selected financial ratios and undertakings and may hold security. In respect of commercial property lending we maintain loan origination and on-goingongoing risk management standards, including specialised management for higher value loans. We consider factors such as the nature, location, quality and expected demand for the asset, tenancy profile and experience and quality of management. We actively monitor the Australian and New Zealand property markets and the composition of our commercial property loan book across the Group.

 

Refer to Note 27 to the financial statements for details of our credit risk management policies.

 

120

Westpac Group



Risk and risk management

Provisions for impairment charges on loans

For information on the basis for determining the provision for impairment charges on loans refer to ‘Critical accounting assumptions and estimates’ in Note 1 to the financial statements.

 

Credit risk concentrations

We monitor our credit portfolio to manage risk concentrations. At 30 September 2011,2012, our exposure to consumers comprised 71% (2010(2011: 71%, 2010: 69%, 2009 64%) of our on-balance sheet loans and 57% (2011: 56% (2010 57%, 2009 54%2010: 57%) of total credit commitments. At 30 September 2011,2012, 91% (2010 89%(2011: 91%, 20092010: 89%) of our exposure to consumers was supported by residential real estate mortgages. The consumer category includes investment property loans to individuals, credit cards, personal loans, overdrafts and lines of credit. Our consumer credit risks are diversified, with substantial consumer market share in every state and territory in Australia, New Zealand and the Pacific region. Moreover, these customers service their debts with incomes derived from a wide range of occupations, in city as well as country areas.

 

Exposures to businesses, government and other financial institutions are classified into a number of industry clusters based on groupings of related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against industry risk limits. The level of industry


118

2012 WESTPAC GROUP ANNUAL REPORT



RISK AND RISK MANAGEMENT


risk is measured and monitored on a dynamic basis. Exposures are actively managed from a portfolio perspective, with risk mitigation techniques used to regularly re-balance the portfolio. We also control the concentration risks that can arise from large exposures to individual borrowers.


2012 WESTPAC GROUP ANNUAL REPORT

119



 

Cross-border outstandings

Cross-border outstandings are loans, placements with banks, interest earning investments and monetary assets denominated in currencies other than the borrower’s local currency. They are grouped on the basis of the country of domicile of the borrower or the ultimate guarantor of the risk. The table below excludes irrevocable letters of credit, amounts of which are immaterial. The relevant foreign denominated currencies have been converted at the closing spot exchange rate used in the financial statements.

 

Our cross-border outstandings to borrowers in countries that individually represented in excess of 0.75% of Group total assets as at 30 September in each of the past three years were as follows:

 

(in $millions unless otherwise indicated)

Governments and

Official Institutions

Banks and Other

Financial

Institutions

Other (Primarily

Commercial

and Industrial)

Total

%

of Total

Assets

 

Governments and
Official Institutions

 

Banks and Other
Financial
Institutions

 

Other (Primarily
Commercial
and Industrial)

 

Total

 

%
of Total
Assets

2012

 

 

 

 

 

 

 

 

 

 

Australia

 

22

 

2,393

 

3,110

 

5,525

 

0.8%

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

United States

-

16,014

1,557

17,571

2.6%

 

-

 

16,014

 

1,557

 

17,571

 

2.6%

Australia

12

7,504

4,022

11,538

1.7%

 

12

 

7,504

 

4,022

 

11,538

 

1.7%

United Kingdom

10

6,711

446

7,167

1.1%

 

10

 

6,711

 

446

 

7,167

 

1.1%

2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

7

5,353

3,172

8,532

1.4%

 

7

 

5,353

 

3,172

 

8,532

 

1.4%

2009

 

 

 

 

 

United States

-

2,030

2,637

4,667

0.8%

Australia

1

1,613

4,866

6,480

1.1%

United Kingdom

-

4,092

590

4,682

0.8%

 

Impaired assets among cross-border outstandings were $224$125 million as at 30 September 2011 (20102012 (2011: $224 million, 2010: $136 million, 2009 $6 million).

 

Annual Report 2011120

1212012 WESTPAC GROUP ANNUAL REPORT



 

Liquidity riskRISK AND RISK MANAGEMENT

LIQUIDITY RISK

 

Liquidity risk is the risk that we will be unable to fund our assets and meet our obligations as they come due, without incurring unacceptable losses. This could potentially arise as a result of mismatched cash flows generated by the Group’s banking business. Liquidity risk is managed through our BRMC-approved liquidity framework.

 

Refer to Note 27 to the financial statements for a more detailed discussion of our liquidity risk management policies.

 

Westpac debt programs and issuing shelves

Access in a timely and flexible manner to a diverse range of debt markets and investors is provided by the following programs and issuing shelves as at 30 September 2011:2012:

 

Program Limit

Issuer(s)

Program/Issuing Shelf Type

Australia

 

 

No limit

WBC

Debt Issuance Program

Euro Market

 

 

USD 2.5 billion

WBC

Euro Transferable Certificate of Deposit Program

USD 20 billion

WBC/WSNZL1

Euro Commercial Paper and Certificate of Deposit Program

USD 70 billion

WBC

Euro Medium Term Note Program for the Issuance of Debt Instruments

USD 7.5 billion

WSNZL1

Euro Medium Term Note Program for the Issuance of Debt Instruments

EUR 5USD 20 billion

WSNZLWBC2

Global Covered Bond Program

EUR 5 billion

WSNZL3

Global Covered Bond Program

Japan

 

 

JPY 750 billion

WBC

Samurai shelf

JPY 750 billion

WBC

Uridashi shelf

United States

 

 

USD 45 billion

WBC

Section 4(2)

US Commercial Paper Program

USD 10 billion

WSNZL1

Section 4(2)

US Commercial Paper Program

USD 35 billion

WBC

US MTN Program

USD 10 billion

WSNZL1

US MTN Program

USD 15 billion

WBC (NY Branch)

Medium Term Deposit Notes

No limit

WBC (NY Branch)

Certificate of Deposit Program

No limit

WBC

US Securities and Exchange Commission registered shelf

No limit

WBC

US Securities and Exchange Commission registered shelf for retail MTNs

New Zealand

 

 

No limit

WNZL

Medium Term Note and Registered Certificate of Deposit Program

 

1            Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company.

2            Notes issued under this program are guaranteed by BNY Trust Company of Australia Limited as trustee of the Westpac Covered Bond Trust.

3Notes issued under this program by Westpac Securities NZ Limited, London branch are guaranteed by Westpac New Zealand Limited, its parent company, and Westpac NZ Covered Bond Limited.

 

2012 WESTPAC GROUP ANNUAL REPORT

122121

 

Westpac Group



 

Risk and risk management

Market riskMARKET RISK

 

Market risk is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. This includes interest rateMarket risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of businessboth trading and banking book activities.

 

Our trading activities are conducted in our Financial Markets and Group Treasury businesses. Financial Market’s trading book activity represents dealings that encompass book running and distribution activity. Group Treasury’s trading activity represents dealings that include the management of interest rate, FXforeign exchange (FX) and credit spread risk associated with wholesale funding, liquid asset portfolios and FX repatriations.

 

Refer to Note 27 to the financial statements for a more detailed discussion of our market risk management policies.

 

The table below depicts the aggregate Value at Risk (VaR), by risk type, for the six months ended 30 September 2011,2012, 31 March 20112012 and 30 September 2010:2011:

 

 

 

30 September 2011

 

31 March 2011

 

30 September 2010

 

 

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

Six months ended

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Interest rate risk

 

40.9

 

16.5

 

28.4

 

32.9

 

12.8

 

20.9

 

25.6

 

11.2

 

18.0

 

Foreign exchange risk

 

8.4

 

0.9

 

3.4

 

8.0

 

0.8

 

3.3

 

5.0

 

1.0

 

2.5

 

Equity risk

 

1.7

 

0.3

 

0.6

 

0.9

 

0.2

 

0.4

 

0.9

 

0.3

 

0.5

 

Commodity risk1

 

6.6

 

1.1

 

3.5

 

3.4

 

1.2

 

2.0

 

3.3

 

1.3

 

1.9

 

Other market risks2

 

24.9

 

16.6

 

20.6

 

23.2

 

19.1

 

21.7

 

27.5

 

15.8

 

19.3

 

Diversification effect

 

n/a

 

n/a

 

(21.9

)

n/a

 

n/a

 

(19.8

)

n/a

 

n/a

 

(17.0

)

Net market risk

 

50.0

 

25.8

 

34.6

 

44.6

 

19.9

 

28.5

 

35.9

 

17.1

 

25.2

 

 

 

30 September 2012

 

 

31 March 2012

 

30 September 2011

 

 

 

High

 

Low

 

Average

 

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

Six months ended

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate risk

 

23.5 

 

10.5 

 

17.1 

 

 

29.0 

 

14.8 

 

19.7 

 

40.9 

 

16.5 

 

28.4 

 

Foreign exchange risk

 

7.5 

 

0.8 

 

2.6 

 

 

8.0 

 

1.6 

 

4.1 

 

8.4 

 

0.9 

 

3.4 

 

Equity risk

 

1.1 

 

0.2 

 

0.6 

 

 

1.8 

 

0.4 

 

0.5 

 

1.7 

 

0.3 

 

0.6 

 

Commodity risk1

 

2.4 

 

1.0 

 

1.7 

 

 

5.1 

 

1.7 

 

3.2 

 

6.6 

 

1.1 

 

3.5 

 

Other market risks2

 

20.7 

 

7.8 

 

15.2 

 

 

21.6 

 

14.9 

 

18.0 

 

24.9 

 

16.6 

 

20.6 

 

Diversification effect

 

n/a 

 

n/a 

 

(10.6)

 

 

n/a 

 

n/a 

 

(14.4)

 

n/a 

 

n/a 

 

(21.9)

 

Net market risk

 

38.9 

 

16.8 

 

26.6 

 

 

41.2 

 

25.7 

 

31.1 

 

50.0 

 

25.8 

 

34.6 

 

 

1            Includes electricity risk.

2            Includes prepayment risk and credit spread risk (exposure to movements isin generic credit rating bands).

 

The graph below compares the actual profit and loss from trading activities on a daily basis to VaR over the reporting period:

 

 

Each point on the graph represents one day’s profit or loss from trading activities. The result is placed on the graph relative to the associated VaR utilisation. The downward sloping line represents the point where a loss is equal to VaR utilisation. Therefore any point below the line represents a back-test exception (i.e. where the loss is greater than VaR).

 

Annual Report 2011

122123

2012 WESTPAC GROUP ANNUAL REPORT



 

Operational risk and compliance riskRISK AND RISK MANAGEMENT

OPERATIONAL RISK AND COMPLIANCE RISK

 

Operational risk arises from inadequate or failed internal processes and systems, human error or misconduct, or from external events. It also includes, among other things, technology risk, model risk and outsourcing risk.

 

The way operational risk is managed has the potential to positively or negatively impact our customers, our financial performance and our reputation.

 

Operational risk includes compliance risk. Compliance risk is the risk of legal or regulatory sanction, and financial or reputationreputational loss, arising from our failure to abide by the compliance obligations required of us.

Compliance is focused on meeting our legal and regulatory obligations in each of the jurisdictions in which we operate. Non-compliance can result in legal or regulatory sanction and financial and/or reputational loss. Refer to the Corporate Governance report in Section 1 for information on our management of operational and compliance risk.

 

The Group’s Operational Risk Management Framework assistsand Compliance Management Framework assist all divisions to achieve their objectives through the effective identification, measurement, management and monitoring of their operational risks. The Framework definesFrameworks define the principles, policies and processes, systems, and roles and responsibilities that we use to meet our obligations under the law, based on the letter and spirit of the regulatory standards that apply to the Group. The Framework isFrameworks are underpinned by a culture of individual accountability and responsibility, based on a Three Lines of Defence model. This is discussed in further detail in Note 27 to the financial statements.

 

Other risksOTHER RISKS

 

Business risk

The risk associated with the vulnerability of a line of business to changes in the business environment.

Environmental, social and governance risks

The risk of damage to Westpac’s reputation or financial performance due to failure to recognise or address material existing or emerging sustainability-related environmental, social or governance issues.

 

The Group has in place a Risk Management Framework plusthat is supported by a suite of key supporting publicpolicies and position statements (e.g. principlesstatements. These include the Principles for doing business, responsible lending, our approach to dealing with variousDoing Business, Principles for Responsible Lending, ESG sensitive business sectors)Credit Risk Policy and internal policies setting out requirements for the recognitionSustainable Supply Chain Policy, many of which are publicly available. The Framework was reviewed and management of these risks from the multiple perspectives of the Group’s general business operations (e.g. supply chain management) and alsoupdated in our key credit and lending activities (e.g. ESG-related credit risk) and investment management activities (e.g. 2012.

Westpac is also a signatory to a number of voluntary principles-based frameworks that guide the integration of ESG-related issues into investment analysis. These include the Equator Principles covering project finance activities and the United Nations Principles for Responsible Investment a voluntary principles-based framework guiding the integration of ESG-related issues intocovering investment analysis).analysis.

 

Equity risk

The potential for financial loss arising from movements in the value of our direct and indirect equity investments.

 

The Group’s direct equity risks result from our involvement in underwriting capital raisings undertaken by our customers, trading in equity derivatives, holdings of direct equity investments, asset warehousing, any other strategic investments that the Group may choose to make from time to time and the potential for exposure via obligations to our various employee defined benefits superannuation funds. Our indirect equity risk is primarily related to the potential for equity market volatility to impact on fee income that is based on the size of funds under management and administration.

 

The Group has in place various policies, limits and controls to manage these risks and the conflicts of interest that can potentially arise.

 

Insurance risk

The risk of not being able to meet insurance claims (related to insurance subsidiaries).misestimation of the expected cost of insured events, volatility in the number or severity of insured events, and misestimation of the cost of incurred claims.

 

Subsidiaries within the Group’s BT Financial Group undertake life insurance, general insurance and lender’slenders mortgage insurance. They are governed by independent boards and are subject to separate regulatory oversight and controls. These subsidiaries have comprehensive reinsurance arrangements in place to transfer risk and protect against catastrophic events. They are capitalised to a level that exceeds the minimum required by the relevant regulator.

 

Related entity (contagion) risk

The risk that problems arising in other Westpac Group members compromise the financial and operational position of the ADI in the Westpac Group.

 

The Group has in place a Risk Management Framework and a suite of supporting policies and procedures governing the control of dealings with, and activities that may be undertaken by, Group members. Controls include the measurement, approval and monitoring of, and limitations on, the extent of intra-group credit exposures and other forms of parent entity support, plus requirements related to control of Group badging, product distribution, promotional material, service-level agreements and managing potential conflicts of interest.

 

2012 WESTPAC GROUP ANNUAL REPORT

123



Reputation risk

The risk to earnings or capital arising from negative public opinion resulting from the loss of reputation or public trust and standing.

124

Westpac Group



Risk and risk management

 

Reputation risk can arise from gaps between current and/or emerging stakeholder perceptions and expectations relative to our current or planned activities, performance or behaviours. It can affect the Group’s brands and businesses positively or negatively. Stakeholder perceptions can include (but are not limited to) views on financial performance, quality of products or services, quality of management, leadership and governance, history and heritage and our approach to sustainability, social responsibility and ethical behaviour.

 

We have a Risk Management Framework and key supporting policies in place covering the way we manage reputation risk as one of our key risks across the Group, including the setting of risk appetite and roles and responsibilities for risk identification, measurement and management, monitoring and reporting.

 

Special purpose entitiesSPECIAL PURPOSE ENTITIES

 

We are associated with a number of special purpose entities (also known as special purpose vehicles or SPVs) in the ordinary course of business, primarily to provide funding and financial services products to our customers.

 

SPVs are typically set up for a single, pre-defined purpose, have a limited life and generally are not operating entities nor do they have employees. The most common form of SPV structure involves the acquisition of financial assets by the SPV that are funded by the issuance of securities to external investors (securitisation). Repayment of the securities is determined by the performance of the assets acquired by the SPV.

 

Under A-IFRS, an SPV is consolidated and reported as part of the Group if it is controlled by the parent entity in line with AASB 127 Consolidated and Separate Financial Statements or deemed to be controlled in applying UIG Interpretation 112 Consolidation Special Purpose Entities. The definition of control is based on the substance rather than the legal form. Refer to Note 1 to the financial statements for a description of how we apply the requirements to evaluate whether to consolidate SPVs.

 

In the ordinary course of business, we have established or sponsored the establishment of SPVs in relation to securitisation, as detailed below. Capital is held, as appropriate, against all SPV-related transactions and exposures.

 

Asset securitisationASSET SECURITISATION

 

Through our rated loan securitisation programs we package our equitable interests in loans (principally housing mortgage loans) as securities which are sold to investors. We provide arm’s length interest rate swaps and liquidity facilities to the programs in accordance with relevant prudential guidelines. We have no obligation to repurchase any securitisation securities, other than in certain circumstances (excluding loan impairment) where there is a breach of representation or warranty within 120 days of the initial sale (except in respect of our program in New Zealand which imposes no such time limitation). We may remove loans from the program where they cease to conform with the terms and conditions of the securitisation programs or through a program’s clean-up features.

 

As at 30 September 2011,2012, own assets securitised through a combination of privately or publicly placed issues to Australian, New Zealand, European and United States investors was $11.4$10.1 billion (2010 $12.0(2011: $11.4 billion).

 

Under A-IFRS substantially all of the SPVs involved in our loan securitisation programs are consolidated by the Group.

 

Refer to Note 31 to the financial statements for further details.

 

Customer funding conduitsCUSTOMER FUNDING CONDUITS

 

We arrange financing for certain customer transactions through a commercial paper conduit that provides customers with access to the commercial paper market. As at 30 September 2011,2012, we administered one significant conduit (2010(2011: one), that was created prior to 1 February 2003, with commercial paper outstanding of $2.8$2.6 billion (2010 $2.4(2011: $2.8 billion). We provide a letter of credit facility as credit support to the commercial paper issued by the conduit. This facility is a variable interest in the conduit that we administer and represents a maximum exposure to loss of $284$266 million as at 30 September 2011 (2010 $2442012 (2011: $284 million). The conduit is consolidated by the Group.

 

Refer to Note 31 to the financial statements for further details.

 

Structured finance transactionsSTRUCTURED FINANCE TRANSACTIONS

 

We are involved with SPVs to provide financing to customers or to provide financing to the Group. Any financing arrangements to customers are entered into under normal lending criteria and are subject to our normal credit approval processes. The assets arising from these financing activities are generally included in receivables due from other financial institutions or available-for-sale securities. The liabilities arising from these financing activities are generally included in payables due to other financial institutions, debt issues or financial liabilities designated at fair value. Exposures in the form of guarantees or undrawn credit lines are included within contingent liabilities and credit-related commitments.

 

124

2012 WESTPAC GROUP ANNUAL REPORT

Off-balance sheet arrangements



RISK AND RISK MANAGEMENT

OFF-BALANCE SHEET ARRANGEMENTS

 

Wealth management activity

Refer to Note 37 to the financial statements for details of our wealth management activities.

 

Annual Report 2011

125



Other off-balance sheet arrangements

Refer to Note 35 to the financial statements for details of our superannuation plans.

 

Financial reportingFINANCIAL REPORTING

 

Internal control over financial reporting

The US Congress passed the Public Company Accounting Reform and Investor Protection Act in July 2002, which is commonly known as the Sarbanes OxleySarbanes-Oxley Act of 2002 (SOX). SOX is a wide ranging piece of US legislation concerned largely with financial reporting and corporate governance. We are obligated to comply with SOX by virtue of being a foreign registrant with the SEC and we have established procedures designed to ensure compliance with all applicable requirements of SOX.

 

Disclosure controls and procedures

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the US Securities Exchange Act of 1934)1934) as of 30 September 2011.2012.

 

Based upon this evaluation, our CEO and CFO have concluded that the design and operation of our disclosure controls and procedures were effective as of 30 September 2011.2012.

 

Management’s Report on internal control over financial reporting

Rule 13a–15(a)13a-15(a) under the US Securities Exchange Act of 1934 requires us to maintain an effective system of internal control over financial reporting. Please refer to the sections headed ‘Management’s report on internal control over financial reporting’ and ‘Report of independent registered public accounting firm’ in Section 3 for those reports.

 

Changes in our internal control over financial reporting

There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the US Securities Exchange Act of 1934)1934) for the year ended 30 September 20112012 that has been identified that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

2012 WESTPAC GROUP ANNUAL REPORT

126125

 

Westpac Group



 

Other Westpac business informationOTHER WESTPAC BUSINESS INFORMATION

 


Employees

EMPLOYEES

 

The number of employees in each area of business as at 30 September1:

 

 

 

2011

 

2010

 

2009

 

Westpac RBB

 

10,441

 

11,663

 

11,751

 

WIB

 

3,194

 

3,139

 

3,065

 

St.George Banking Group

 

4,998

 

5,518

 

5,227

 

BTFG

 

4,239

 

4,316

 

3,949

 

New Zealand Banking

 

4,575

 

4,698

 

4,510

 

Other

 

10,359

 

9,628

 

8,530

 

Total employees

 

37,806

 

38,962

 

37,032

 

 

 

2012

 

2011²

 

2010²

 

AFS

 

 

 

 

 

 

 

Westpac RBB

 

10,171

 

10,940

 

11,860

 

St.George

 

5,106

 

5,190

 

5,614

 

BTFG

 

3,898

 

3,709

 

3,750

 

WIB

 

1,751

 

1,707

 

1,782

 

Westpac New Zealand

 

4,691

 

4,660

 

4,782

 

Other

 

10,058

 

11,600

 

11,174

 

Total employees

 

35,675

 

37,806

 

38,962

 

1            The number of employees includes core and implied FTE (including FTE working on merger integration projects). Core FTE includes full-time and pro-rata part-time staff. Implied FTE includes overtime, temporary and contract staff.

22011 and 2010 FTE restated for changes in business structure.

2012 v 2011

Total FTE decreased by 2,131 compared to 30 September 2011. This decrease is primarily driven by the delivery of productivity initiatives primarily as a result of the creation of AFS and Group Services divisions.

Specifically, the movement comprised:

§a net decrease of 664 FTE across AFS due to benefits realised from the establishment of the AFS division and delivery of productivity program benefits of 858 FTE, partly offset by investment in Bank of Melbourne (124 FTE) as well as additional FTE to support expanded planner network (90 FTE);

§a net decrease of 1,542 FTE across other businesses mainly from productivity program benefits. This includes a reorganisation of external supplier arrangements whereby 971 FTE were reclassified, partially offset by on-boarding 501 FTE for mortgage processing activities and an increase in FTE to support regulatory change and compliance programs;

§an increase of 44 FTE in WIB directly attributable to increased presence in Asia and additional staff to support investment in target segments including natural resources and agribusiness; and

§an increase of 31 FTE in Westpac New Zealand mainly to support projects.

 

2011 v 2010

Total FTE decreased by 1,156 compared to 30 September 2010. This decrease is primarily driven by continuous productivity and restructuring initiatives across various business units.

 

Specifically, the movement comprised:

 

§         a net decrease of 1,2221,385 FTE in Westpac RBBacross AFS as a result of continuous productivity initiatives across Retail and Commercial Banking and Customer Service and business restructures within the Group;

§a decreaseGroup, partly offset by an increase of 520 FTE in St.George Banking Group as a result of productivity initiatives and business restructures within the Group. Included within the 520 FTE reduction is a 161 FTE increase for new customer facing employees associated with the Bank of Melbourne;

 

§         a decrease of 123122 FTE in Westpac New Zealand Banking as a result of productivity initiatives and business restructures within the Group; and

§         ana net increase of 709351 FTE in other businesses driven by project demand predominantly related to the SIPs program, business restructures within the Group and the direct employment of IT support staff previously supplied by an external vendor.vendor, partially offset by productivity initiatives.

 

2010 v 2009PROPERTY

Total FTE increased by 1,930 in 2010 compared to 30 September 2009. This increase was primarily driven by Westpac’s investment in technology and other projects.

Specifically, the movement comprised:

§a reduction of 88 FTE in Westpac RBB, mainly driven by productivity initiatives implemented during the year to reduce FTE within Retail, Regional and Commercial Banking, combined with a reduction in Customer Service Centres;

§an additional 74 FTE in WIB, driven by an increase in the number of technology and other projects. There was also a slight decrease in core FTE due to restructuring initiatives in various business areas within WIB;

§an additional 291 FTE in St.George Banking Group, mainly driven by the St.George Banking Group Re-engineering project and an increase in call centre staff to improve customer response times and minimise waiting times;

§an additional 367 FTE in BTFG, the majority of this increase resulted from technology and other projects. Other major drivers included enhanced risk management resources; the recruitment of additional financial planners and assistants to support revenue growth and productivity increases; and the establishment of new roles to enhance the multi-brand strategy;

§an additional 188 FTE in New Zealand Banking, primarily driven by recruitment initiatives to place new bankers in vacant roles across Agri, LBMs and SMEs and Mid-Market businesses. Other increases occurred in Retail due to the roll out of the Local Branch Operating Model and the setup of eight new branches. There were also increases in Risk; and

§an additional 1,098 FTE in Technology and Product & Operations, driven by increases in project staff to support technology projects (1,036 FTE) and increased support staff for other strategy projects.

Property

 

We occupy premises primarily in Australia, New Zealand and the Pacific Islands including 1,5321,538 branches, (2010 1,517)(2011: 1,532) as at 30 September 2011.2012. As at 30 September 2011,2012, we owned approximately 2.2% (2011: 2.9% (2010 4%) of the premises we occupied in Australia, none (2010(2011: none) in New Zealand and 55% (2011: 59% (2010 50%) in the Pacific Islands. The remainder of premises are held under commercial lease with the terms generally averaging five years. As at 30 September 2011,2012, the carrying value of our directly owned premises and sites was approximately $198$223 million (2010 $210(2011: $198 million).

 

Westpac Place in the Sydney CBD is the Group’s head office and has a 6,0786,102 seat capacity. In 2006 we signed a 12 year lease, which commenced in November 2006 and contains three six-year options to extend.

 

60 Martin Place in the Sydney CBD is the next largest corporate site. The Martin Place office has a 2,338 seat capacity. A lease commitment at this site extends to 2015 with two two-year options to extend.

 

We have retained a corporate presence in Kogarah, in the Sydney Metrometro area, which is a key corporate office of St.George. The Kogarah head office has a 2,2972,276 seat capacity. A lease commitment at this site extends to 2021 with five five-year options to extend.

 

On 27 July 2010, Westpac entered into a lease and services agreement for a purpose built data centre in Western Sydney. This agreement relates to the design, construction and operation of the data centre and is for a period of 15 years with two further five year option periods. The site was handed over on 28 September 2011.

 

On 30 November 2011, an Agreement for Lease for part of 150 Collins Street, Melbourne was executed between the following parties: Westpac New Zealand Head OfficeBanking Corporation (Lessee), APN (Lessor), and APN and Grocon (Developers). The term of the lease is 12 years and expected lease commencement is in mid 2014.

Construction

On 21 June 2012 an Agreement for Lease between Westpac and Lend Lease was executed with Westpac as anchor tenant at the new Barangaroo development. The term of WNZL’s new premises ‘Westpacthe lease is 15 years and occupancy is expected mid to late 2015.

‘Westpac on Takutai Square’ was completed in 2011. Theis New Zealand’s head office, located at the Eastern end of Britomart Precinct near Customs


Annual Report 2011127




Street in Auckland, New Zealand, contains 23,000m223,000 square metres of office space across two buildings and has a capacity of approximately 1,800 seats. A lease commitment at this site extends to 2021, with two six-year options to extend.

 

Significant long-term contractsSIGNIFICANT LONG TERM AGREEMENTS

 

Westpac’s significant long-term contractslong term agreements are summarised in Note 34 to the financial statements.


2012 WESTPAC GROUP ANNUAL REPORT

126



OTHER WESTPAC BUSINESS INFORMATION


 

Related party disclosuresRELATED PARTY DISCLOSURES

 

Details of our related party disclosures are set out in Note 40 to the financial statements and details of Directors’ interests in securities are set out in Note 41 to the financial statements. The related party disclosures relate principally to transactions with our Directors and Director-related parties as we do not have individually significant shareholders and our transactions with other related parties are not significant.

 

Other than as disclosed in Note 40 and Note 41 to the financial statements, if applicable, loans made to parties related to Directors and other key management personnel of Westpac are made in the ordinary course of business on normal terms and conditions (including interest rates and collateral). Loans are made on the same terms and conditions (including interest rates and collateral) as apply to other employees and certain customers in accordance with established policy. These loans do not involve more than the normal risk of collectability or present any other unfavourable features.

 

Auditor’s remunerationAUDITOR’S REMUNERATION

 

Auditor’s remuneration, including goods and services tax, to the external auditor for the years ended 30 September 20112012 and 20102011 is provided in Note 33 to the financial statements.

 

Audit related services

 

Westpac Group Secretariat monitors the application of the pre-approval process in respect of audit, audit-related and non-audit services provided by PricewaterhouseCoopers (PwC) and promptly brings to the attention of the BAC any exceptions that need to be approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. The pre-approval guidelines are communicated to Westpac’s divisions through publication on the Westpac intranet.

 

During the year ended 30 September 2011,2012, there were no fees paid by Westpac to PwC that required approval by the BAC pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 


2012 WESTPAC GROUP ANNUAL REPORT

127



 

128This page has been intentionally left blank.

128Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Section 3

FINANCIAL STATEMENTS

 

Financial report for the year ended 30 September 2011

Contents

Financial statements

 

Income statements

Statements of comprehensive income

Balance sheets

Statements of changes in equity

Cash flow statements

 

NOTES TO THE FINANCIAL STATEMENTS

Notes to the financial statements

Note 1

Summary of significant accounting policies

Note 24

Shareholders’ equity and non-controlling interests

Note 2

Net interest income

Note 25

Share-based payments

Note 23

Net interestNon-interest income

Note 26

Average balance sheet and interest rates

Note 34

Non-interest income

Operating expenses

Note 27

Financial risk

Note 4

Operating expenses

Note 27.1  Approach to risk management

Note 5

Income tax

Note 27.1

Note 27.2  CreditApproach to risk management

Note 6

Dividends

Note 27.2

Note 27.3  Funding and liquidityCredit risk management

Note 7

Earnings per share

Note 27.3

Note 27.4  MarketFunding and liquidity risk management

Note 8

Receivables due from other financial institutions

Note 27.4

Market risk

Note 9

Trading securities and other financial assets designated at fair value

Note 28

Fair values of financial assets and liabilities

Note 9

Trading securities and other financial assets

 

Note 29

Derivative financial instruments

Note 10

designated at fair value

Available-for-sale securities

Note 30

Capital adequacy

Note 1011

Available-for-sale securities

Loans

Note 31

Securitisation

Note 11

Loans

Note 32

Group segment information and covered bonds

Note 12

Provisions for impairment charges on loans

Note 3332

Auditor’s remunerationGroup segment information

Note 13

Goodwill and other intangible assets

Note 33

Note 34

Expenditure commitmentsAuditor’s remuneration

Note 14

Property, plant and equipment

Note 34

Note 35

SuperannuationExpenditure commitments

Note 15

Deferred tax assets and deferred tax liabilities

Note 35

Superannuation commitments

Note 16

Other assets

Note 36

Contingent liabilities, contingent assets and

Note 16

Other assets

credit commitments

Note 17

Payables due to other financial institutions

Note 37

Fiduciary activities

Note 18

Deposits

Note 38

Group entities

Note 19

Trading liabilities and other financial liabilities

designated at fair value

Note 39

Other group investments

designated at fair value

 

Note 40

Related party disclosures

Note 20

Provisions

Note 41

Director and other key management personnel disclosures

Note 21

Other liabilities

personnel disclosures

Note 22

Debt issues

Note 42

Notes to the cash flow statements

Note 2322

Loan capital

Debt issues

Note 43

Subsequent events

Note 2423

Shareholders’ equity and non-controlling

Loan capital

 

 

interests

 

Statutory statements

STATUTORY STATEMENTS

Directors’ declaration

Management’s report on internal control over financial reporting

Independent Auditor’s report to the members of Westpac Banking Corporation

Report of independent registered public accounting firm

 

Annual Report 2011

129



 

Financial statementsFINANCIAL STATEMENTS

 

Income statementsfor the years ended 30 September

Westpac Banking Corporation

 

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

 

Consolidated

 

Parent Entity

 

 

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

Note

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Note

 

$m

 

$m

 

$m

 

$m

 

$m

 

Interest income

 

2

 

38,098

 

34,151

 

30,446

 

37,107

 

29,799

 

 

2

 

36,873

 

 

38,098

 

34,151

 

36,401

 

 

37,107

 

Interest expense

 

2

 

(26,102

)

(22,309

)

(18,800

)

(26,755

)

(20,786

)

 

2

 

(24,371

)

 

(26,102

)

(22,309

)

(25,851

)

 

(26,755

)

Net interest income

 

 

 

11,996

 

11,842

 

11,646

 

10,352

 

9,013

 

 

 

 

12,502

 

 

11,996

 

11,842

 

10,550

 

 

10,352

 

Non-interest income

 

3

 

4,917

 

5,068

 

4,859

 

3,579

 

4,603

 

 

3

 

5,481

 

 

4,917

 

5,068

 

4,041

 

 

3,579

 

Net operating income before operating expenses and impairment charges

 

 

 

16,913

 

16,910

 

16,505

 

13,931

 

13,616

 

 

 

 

17,983

 

 

16,913

 

16,910

 

14,591

 

 

13,931

 

Operating expenses

 

4

 

(7,406

)

(7,416

)

(7,171

)

(6,096

)

(5,540

)

 

4

 

(7,909

)

 

(7,406

)

(7,416

)

(6,491

)

 

(6,096

)

Impairment charges on loans

 

12

 

(993

)

(1,456

)

(3,238

)

(775

)

(958

)

Impairment charges

 

12

 

(1,212

)

 

(993

)

(1,456

)

(1,001

)

 

(775

)

Profit before income tax

 

 

 

8,514

 

8,038

 

6,096

 

7,060

 

7,118

 

 

 

 

8,862

 

 

8,514

 

8,038

 

7,099

 

 

7,060

 

Income tax expense

 

5

 

(1,455

)

(1,626

)

(2,579

)

(847

)

(958

)

 

5

 

(2,826

)

 

(1,455

)

(1,626

)

(2,147

)

 

(847

)

Net profit for the year

 

 

 

7,059

 

6,412

 

3,517

 

6,213

 

6,160

 

 

 

 

6,036

 

 

7,059

 

6,412

 

4,952

 

 

6,213

 

Profit attributable to non-controlling interests

 

 

 

(68

)

(66

)

(71

)

-

 

-

 

 

 

 

(66

)

 

(68

)

(66

)

-

 

 

-

 

Net profit attributable to owners of Westpac
Banking Corporation

 

 

 

6,991

 

6,346

 

3,446

 

6,213

 

6,160

 

 

 

 

5,970

 

 

6,991

 

6,346

 

4,952

 

 

6,213

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic (cents)

 

7

 

233.0

 

214.2

 

125.3

 

 

 

 

 

 

7

 

195.8

 

 

233.0

 

214.2

 

 

 

 

 

 

Diluted (cents)

 

7

 

223.6

 

207.1

 

123.2

 

 

 

 

 

 

7

 

190.5

 

 

223.6

 

207.1

 

 

 

 

 

 

 

The above income statements should be read in conjunction with the accompanying notes.

 

130

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Financial statementsFINANCIAL STATEMENTS

 

Statements of comprehensive incomefor the years ended 30 September

Westpac Banking Corporation

 

 

Consolidated

 

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Net profit for the year

 

7,059

 

6,412

 

3,517

 

6,213

 

6,160

 

 

6,036

 

 

7,059

 

6,412

 

4,952

 

 

6,213

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains/(losses) on available-for-sale securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recognised in equity

 

(73

)

92

 

33

 

(106

)

33

 

 

139

 

 

(73

)

92

 

69

 

 

(106

)

Transferred to income statements

 

(66

)

(1

)

18

 

(48

)

8

 

 

(127

)

 

(66

)

(1

)

(46

)

 

(48

)

Gains/(losses) on cash flow hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

Recognised in equity

 

796

 

(104

)

(435

)

761

 

(155

)

Transferred to income statements

 

-

 

(2

)

(11

)

-

 

(5

)

Gains/(losses) on cash flow hedging instruments recognised in equity

 

519

 

 

796

 

(106

)

473

 

 

761

 

Defined benefit obligation actuarial gains/(losses) recognised in equity
(net of tax)

 

(189

)

(99

)

41

 

(181

)

(85

)

 

23

 

 

(189

)

(99

)

37

 

 

(181

)

Exchange differences on translation of foreign operations

 

25

 

(122

)

(121

)

7

 

87

 

 

(64

)

 

25

 

(122

)

(210

)

 

7

 

Income tax on items taken directly to or transferred directly from
equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale securities reserve

 

39

 

(28

)

(15

)

43

 

(11

)

 

(1

)

 

39

 

(28

)

(10

)

 

43

 

Cash flow hedging reserve

 

(243

)

36

 

136

 

(229

)

48

 

 

(160

)

 

(243

)

36

 

(142

)

 

(229

)

Foreign currency translation reserve

 

(32

)

6

 

7

 

(34

)

(21

)

 

4

 

 

(32

)

6

 

4

 

 

(34

)

Other comprehensive income for the year (net of tax)

 

257

 

(222

)

(347

)

213

 

(101

)

 

333

 

 

257

 

(222

)

175

 

 

213

 

Total comprehensive income for the year

 

7,316

 

6,190

 

3,170

 

6,426

 

6,059

 

 

6,369

 

 

7,316

 

6,190

 

5,127

 

 

6,426

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owners of Westpac Banking Corporation

 

7,248

 

6,124

 

3,099

 

6,426

 

6,059

 

 

6,303

 

 

7,248

 

6,124

 

5,127

 

 

6,426

 

Non-controlling interests

 

68

 

66

 

71

 

-

 

-

 

 

66

 

 

68

 

66

 

-

 

 

-

 

Total net income recognised for the year

 

7,316

 

6,190

 

3,170

 

6,426

 

6,059

 

Total comprehensive income for the year

 

6,369

 

 

7,316

 

6,190

 

5,127

 

 

6,426

 

 

The above statements of comprehensive income should be read in conjunction with the accompanying notes.

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

131



 

Balance sheetsas at 30 September

Westpac Banking Corporation

 

 

 

 

Consolidated

 

Parent Entity

 

 

 

 

Consolidated

 

Parent Entity

 

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

2012

 

2011

 

2012

 

2011

 

 

Note

 

$m

 

$m

 

$m

 

$m

 

 

Note

 

$m

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

42

 

16,258

 

4,464

 

14,750

 

3,693

 

 

42

 

12,523

 

 

16,258

 

10,993

 

 

14,750

 

Receivables due from other financial institutions

 

8

 

8,551

 

12,588

 

5,237

 

10,047

 

 

8

 

10,228

 

 

8,551

 

7,328

 

 

5,237

 

Derivative financial instruments

 

29

 

49,145

 

36,102

 

48,879

 

35,908

 

 

29

 

35,489

 

 

49,145

 

35,184

 

 

48,879

 

Trading securities

 

9

 

47,971

 

40,011

 

45,290

 

37,821

 

 

9

 

44,603

 

 

47,971

 

42,975

 

 

45,290

 

Other financial assets designated at fair value

 

9

 

2,960

 

3,464

 

2,093

 

1,324

 

 

9

 

2,664

 

 

2,960

 

1,903

 

 

2,093

 

Available-for-sale securities

 

10

 

18,075

 

12,124

 

15,426

 

10,932

 

 

10

 

24,472

 

 

18,075

 

21,039

 

 

15,426

 

Loans – housing and personal

 

11

 

351,969

 

333,971

 

319,842

 

303,749

 

 

11

 

365,221

 

 

351,969

 

331,228

 

 

319,842

 

Loans – business

 

11

 

144,640

 

143,684

 

127,537

 

127,418

 

 

11

 

149,224

 

 

144,640

 

126,261

 

 

127,537

 

Life insurance assets

 

 

 

7,916

 

12,310

 

-

 

-

 

 

 

 

8,240

 

 

7,916

 

-

 

 

-

 

Regulatory deposits with central banks overseas

 

 

 

1,739

 

1,322

 

1,649

 

1,288

 

 

 

 

1,893

 

 

1,739

 

1,773

 

 

1,649

 

Due from subsidiaries

 

 

 

-

 

-

 

56,938

 

58,295

 

 

 

 

-

 

 

-

 

92,740

 

 

56,938

 

Deferred tax assets

 

15

 

2,651

 

2,290

 

2,456

 

1,938

 

 

15

 

2,176

 

 

2,651

 

2,032

 

 

2,456

 

Investments in subsidiaries

 

 

 

-

 

-

 

4,927

 

5,005

 

 

 

 

-

 

 

-

 

4,692

 

 

4,927

 

Goodwill and other intangible assets

 

13

 

11,779

 

11,504

 

9,600

 

9,381

 

 

13

 

12,134

 

 

11,779

 

9,609

 

 

9,600

 

Property, plant and equipment

 

14

 

1,158

 

1,010

 

982

 

852

 

 

14

 

1,137

 

 

1,158

 

960

 

 

982

 

Other assets

 

16

 

5,416

 

3,433

 

4,426

 

2,645

 

 

16

 

4,961

 

 

5,416

 

3,888

 

 

4,426

 

Total assets

 

 

 

670,228

 

618,277

 

660,032

 

610,296

 

 

 

 

674,965

 

 

670,228

 

692,605

 

 

660,032

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

17

 

14,512

 

8,898

 

14,397

 

8,887

 

 

17

 

7,564

 

 

14,512

 

7,490

 

 

14,397

 

Deposits

 

18

 

370,278

 

337,385

 

341,457

 

311,562

 

 

18

 

394,991

 

 

370,278

 

359,329

 

 

341,457

 

Derivative financial instruments

 

29

 

39,405

 

44,039

 

38,530

 

42,977

 

 

29

 

38,935

 

 

39,405

 

37,803

 

 

38,530

 

Trading liabilities and other financial liabilities designated at fair value

 

19

 

9,803

 

4,850

 

9,803

 

4,850

 

 

19

 

9,964

 

 

9,803

 

9,964

 

 

9,803

 

Debt issues

 

22

 

165,659

 

150,336

 

137,766

 

124,647

 

 

22

 

147,581

 

 

165,659

 

124,433

 

 

137,766

 

Acceptances

 

 

 

272

 

635

 

272

 

635

 

 

 

 

266

 

 

272

 

266

 

 

272

 

Current tax liabilities

 

 

 

581

 

302

 

541

 

282

 

 

 

 

1,022

 

 

581

 

937

 

 

541

 

Deferred tax liabilities

 

15

 

11

 

24

 

1

 

1

 

 

15

 

33

 

 

11

 

-

 

 

1

 

Life insurance liabilities

 

 

 

7,002

 

11,560

 

-

 

-

 

 

 

 

7,208

 

 

7,002

 

-

 

 

-

 

Due to subsidiaries

 

 

 

-

 

-

 

61,782

 

62,463

 

 

 

 

-

 

 

-

 

93,379

 

 

61,782

 

Provisions

 

20

 

1,671

 

1,726

 

1,480

 

1,526

 

 

20

 

1,935

 

 

1,671

 

1,764

 

 

1,480

 

Other liabilities

 

21

 

9,053

 

8,772

 

7,243

 

6,988

 

 

21

 

9,710

 

 

9,053

 

7,940

 

 

7,243

 

Total liabilities excluding loan capital

 

 

 

618,247

 

568,527

 

613,272

 

564,818

 

 

 

 

619,209

 

 

618,247

 

643,305

 

 

613,272

 

Loan capital

 

 

 

 

 

 

 

 

 

 

 

 

23

 

9,537

 

 

8,173

 

9,537

 

 

8,173

 

Subordinated bonds, notes and debentures

 

23

 

5,226

 

6,679

 

5,226

 

6,679

 

Subordinated perpetual notes

 

23

 

400

 

404

 

400

 

404

 

Convertible debentures and Trust preferred securities

 

23

 

616

 

624

 

616

 

624

 

Stapled preferred securities

 

23

 

1,931

 

1,925

 

1,931

 

1,925

 

Total loan capital

 

 

 

8,173

 

9,632

 

8,173

 

9,632

 

Total liabilities

 

 

 

626,420

 

578,159

 

621,445

 

574,450

 

 

 

 

628,746

 

 

626,420

 

652,842

 

 

621,445

 

Net assets

 

 

 

43,808

 

40,118

 

38,587

 

35,846

 

 

 

 

46,219

 

 

43,808

 

39,763

 

 

38,587

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary share capital

 

24

 

25,456

 

24,686

 

25,456

 

24,686

 

 

24

 

26,355

 

 

25,456

 

26,355

 

 

25,456

 

Treasury shares and RSP treasury shares

 

24

 

(187

)

(190

)

(118

)

(118

)

 

24

 

(192

)

 

(187

)

(114

)

 

(118

)

Reserves

 

 

 

498

 

(57

)

490

 

(7

)

 

 

 

958

 

 

498

 

753

 

 

490

 

Retained profits

 

 

 

16,059

 

13,750

 

10,867

 

9,393

 

 

 

 

17,128

 

 

16,059

 

10,877

 

 

10,867

 

Convertible debentures

 

24

 

-

 

-

 

1,892

 

1,892

 

 

24

 

-

 

 

-

 

1,892

 

 

1,892

 

Total equity attributable to owners of Westpac Banking Corporation

 

 

 

41,826

 

38,189

 

38,587

 

35,846

 

 

 

 

44,249

 

 

41,826

 

39,763

 

 

38,587

 

Non-controlling interests

 

24

 

1,982

 

1,929

 

-

 

-

 

 

24

 

1,970

 

 

1,982

 

-

 

 

-

 

Total shareholders’ equity and non-controlling interests

 

 

 

43,808

 

40,118

 

38,587

 

35,846

 

 

 

 

46,219

 

 

43,808

 

39,763

 

 

38,587

 

Contingent liabilities, contingent assets and credit commitments

 

36

 

 

 

 

 

 

 

 

 

 

36

 

 

 

 

 

 

 

 

 

 

 

 

The above balance sheets should be read in conjunction with the accompanying notes.

 

132

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Financial statementsFINANCIAL STATEMENTS

 

Statements of changes in equityas at 30 September

Westpac Banking Corporation

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Share capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

24,496

 

23,496

 

6,593

 

24,568

 

23,567

 

 

25,269

 

24,496

 

23,496

 

25,338

 

24,568

 

Shares issued:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividend reinvestment plan

 

747

 

961

 

1,015

 

747

 

961

 

 

873

 

747

 

961

 

873

 

747

 

DRP underwriting agreement

 

-

 

-

 

887

 

-

 

-

 

Option and share rights schemes

 

23

 

44

 

10

 

23

 

44

 

 

26

 

23

 

44

 

26

 

23

 

St.George merger

 

-

 

-

 

12,123

 

-

 

-

 

Institutional placement

 

-

 

-

 

2,465

 

-

 

-

 

Share purchase plan

 

-

 

-

 

440

 

-

 

-

 

Final settlement of Hastings Funds Management Limited acquisition

 

-

 

-

 

9

 

-

 

-

 

Shares purchased for delivery upon exercise of options and share rights (net of tax)

 

-

 

(3

)

(9

)

-

 

(3

)

 

-

 

-

 

(3

)

-

 

-

 

(Acquisition)/disposal of treasury shares

 

3

 

(2

)

(26

)

-

 

(1

)

 

3

 

3

 

(2

)

12

 

-

 

Acquisition of RSP treasury shares

 

-

 

-

 

(11

)

-

 

-

 

 

(8

)

-

 

-

 

(8

)

-

 

Balance as at end of the year

 

25,269

 

24,496

 

23,496

 

25,338

 

24,568

 

 

26,163

 

25,269

 

24,496

 

26,241

 

25,338

 

Available-for-sale securities reserve

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

131

 

66

 

28

 

59

 

29

 

 

31

 

131

 

66

 

(52

)

59

 

Additions through merger

 

-

 

-

 

-

 

-

 

(2

)

Current period movement due to changes in other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net gains/(losses) from changes in fair value

 

(73

)

92

 

33

 

(106

)

33

 

 

139

 

(73

)

92

 

69

 

(106

)

Exchange differences

 

-

 

2

 

2

 

-

 

2

 

 

2

 

-

 

2

 

-

 

-

 

Income tax effect

 

23

 

(31

)

(10

)

31

 

(12

)

 

(39

)

23

 

(31

)

(24

)

31

 

Transferred to income statements

 

(66

)

(1

)

18

 

(48

)

8

 

 

(127

)

(66

)

(1

)

(46

)

(48

)

Income tax effect

 

16

 

3

 

(5

)

12

 

1

 

 

38

 

16

 

3

 

14

 

12

 

Balance as at end of the year

 

31

 

131

 

66

 

(52

)

59

 

 

44

 

31

 

131

 

(39

)

(52

)

Share-based payment reserve

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

540

 

420

 

346

 

499

 

388

 

 

648

 

540

 

420

 

602

 

499

 

Current period movement due to transactions with employees

 

108

 

120

 

74

 

103

 

111

 

 

142

 

108

 

120

 

125

 

103

 

Balance as at end of the year

 

648

 

540

 

420

 

602

 

499

 

 

790

 

648

 

540

 

727

 

602

 

Cash flow hedging reserve

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

(441

)

(371

)

(61

)

(379

)

(234

)

 

112

 

(441

)

(371

)

153

 

(379

)

Additions through merger

 

-

 

-

 

-

 

-

 

(33

)

Current period movement due to changes in other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net gains/(losses) from changes in fair value

 

796

 

(104

)

(435

)

761

 

(155

)

 

519

 

796

 

(106

)

473

 

761

 

Income tax effect

 

(243

)

35

 

134

 

(229

)

47

 

Transferred to income statements

 

-

 

(2

)

(11

)

-

 

(5

)

Income tax effect

 

-

 

1

 

2

 

-

 

1

 

 

(160

)

(243

)

36

 

(142

)

(229

)

Balance as at end of the year

 

112

 

(441

)

(371

)

153

 

(379

)

 

471

 

112

 

(441

)

484

 

153

 

Foreign currency translation reserve

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

(287

)

(171

)

(57

)

(227

)

(293

)

 

(294

)

(287

)

(171

)

(254

)

(227

)

Current period movement due to changes in other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

25

 

(122

)

(121

)

7

 

87

 

 

(64

)

25

 

(122

)

(210

)

7

 

Tax on foreign currency translation adjustment

 

(32

)

6

 

7

 

(34

)

(21

)

 

4

 

(32

)

6

 

4

 

(34

)

Balance as at end of the year

 

(294

)

(287

)

(171

)

(254

)

(227

)

 

(354

)

(294

)

(287

)

(460

)

(254

)

Other reserves

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

-

 

-

 

-

 

41

 

-

 

 

1

 

-

 

-

 

41

 

41

 

Transactions with owners

 

1

 

-

 

-

 

-

 

41

 

 

6

 

1

 

-

 

-

 

-

 

Balance as at end of the year

 

1

 

-

 

-

 

41

 

41

 

 

7

 

1

 

-

 

41

 

41

 

Total reserves

 

498

 

(57

)

(56

)

490

 

(7

)

 

958

 

498

 

(57

)

753

 

490

 

Movements in retained profits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

13,750

 

11,197

 

10,698

 

9,393

 

7,073

 

 

16,059

 

13,750

 

11,197

 

10,867

 

9,393

 

Current period movement due to changes in other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Actuarial gains/(losses) on defined benefit obligations (net of tax)

 

(189

)

(99

)

41

 

(181

)

(85

)

 

23

 

(189

)

(99

)

37

 

(181

)

Profit attributable to owners of Westpac Banking Corporation

 

6,991

 

6,346

 

3,446

 

6,213

 

6,160

 

 

5,970

 

6,991

 

6,346

 

4,951

 

6,213

 

Transaction with owners:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary dividends paid

 

(4,493

)

(3,694

)

(2,988

)

(4,500

)

(3,700

)

 

(4,924

)

(4,493

)

(3,694

)

(4,931

)

(4,500

)

Distributions on convertible debentures

 

-

 

-

 

-

 

(58

)

(55

)

 

-

 

-

 

-

 

(47

)

(58

)

Balance as at end of the year

 

16,059

 

13,750

 

11,197

 

10,867

 

9,393

 

 

17,128

 

16,059

 

13,750

 

10,877

 

10,867

 

Total comprehensive income attributable to non-controlling interests

 

68

 

66

 

71

 

-

 

-

 

 

66

 

68

 

66

 

-

 

-

 

Total comprehensive income attributable to owners of Westpac Banking Corporation

 

7,248

 

6,124

 

3,099

 

6,426

 

6,059

 

 

6,303

 

7,248

 

6,124

 

5,127

 

6,426

 

Total comprehensive income for the year

 

7,316

 

6,190

 

3,170

 

6,426

 

6,059

 

 

6,369

 

7,316

 

6,190

 

5,127

 

6,426

 

 

The above statements of changes in equity should be read in conjunction with the accompanying notes.

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

133



 

Cash flow statementsfor the years ended 30 September

Westpac Banking Corporation

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Interest received

 

37,864

 

33,225

 

30,762

 

36,859

 

29,042

 

Interest paid

 

(25,866

)

(20,854

)

(19,149

)

(26,517

)

(19,643

)

Dividends received excluding life business

 

17

 

25

 

21

 

637

 

217

 

Other non-interest income received

 

2,649

 

3,785

 

3,575

 

1,726

 

1,586

 

Operating expenses paid

 

(5,461

)

(6,036

)

(5,250

)

(4,393

)

(4,084

)

Net (increase)/decrease in trading and fair value assets

 

(8,117

)

1,819

 

12,428

 

(8,996

)

2,932

 

Net increase/(decrease) in trading and fair value liabilities

 

4,932

 

(5,936

)

(13,104

)

4,933

 

(4,205

)

Net (increase)/decrease in derivative financial instruments

 

(16,960

)

(2,418

)

15,000

 

(16,732

)

(2,499

)

Income tax paid excluding life business

 

(1,861

)

(3,537

)

(1,346

)

(1,755

)

(3,471

)

Life business:

 

 

 

 

 

 

 

 

 

 

 

Receipts from policyholders and customers

 

2,256

 

2,463

 

2,679

 

-

 

-

 

Interest and other items of similar nature

 

40

 

24

 

29

 

-

 

-

 

Dividends received

 

379

 

449

 

489

 

-

 

-

 

Payments to policyholders and suppliers

 

(1,831

)

(2,475

)

(2,732

)

-

 

-

 

Income tax paid

 

(55

)

(66

)

(65

)

-

 

-

 

Net cash provided by/(used in) operating activities

 

(12,014

)

468

 

23,337

 

(14,238

)

(125

)

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from sale of available-for-sale securities

 

2,845

 

3,080

 

5,417

 

742

 

719

 

Purchase of available-for-sale securities

 

(7,978

)

(12,962

)

(3,271

)

(4,613

)

(10,439

)

Net (increase)/decrease in:

 

 

 

 

 

 

 

 

 

 

 

Due from other financial institutions

 

3,674

 

(3,330

)

2,576

 

4,454

 

(2,218

)

Loans

 

(18,325

)

(19,683

)

(35,345

)

(16,663

)

(15,396

)

Life insurance assets and liabilities

 

(254

)

(367

)

(33

)

-

 

-

 

Regulatory deposits with central banks overseas

 

(384

)

(685

)

30

 

(339

)

(679

)

Other assets

 

(447

)

530

 

(3,747

)

-

 

711

 

Investments in controlled entities

 

-

 

-

 

-

 

-

 

383

 

Net movement in amounts due to/from controlled entities1

 

-

 

-

 

-

 

1,004

 

(3,217

)

Purchase of intangible assets

 

(742

)

(508

)

(295

)

(635

)

(438

)

Purchase of property, plant and equipment

 

(402

)

(366

)

(285

)

(347

)

(308

)

Proceeds from disposal of property, plant and equipment

 

15

 

33

 

19

 

8

 

19

 

Merger with St.George, net of transaction costs

 

-

 

-

 

374

 

-

 

214

 

Net cash used in investing activities

 

(21,998

)

(34,258

)

(34,560

)

(16,389

)

(30,649

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Issue of loan capital (net of issue costs)

 

-

 

-

 

897

 

-

 

-

 

Redemption of loan capital

 

(1,404

)

(1,225

)

(1,869

)

(1,404

)

(1,225

)

Proceeds from share placements2

 

68

 

-

 

2,890

 

-

 

-

 

Proceeds from exercise of employee options

 

23

 

48

 

10

 

23

 

48

 

Purchase of shares on exercise of employee options and rights

 

-

 

(5

)

(10

)

-

 

(5

)

Net increase/(decrease) in:

 

 

 

 

 

 

 

 

 

 

 

Due to other financial institutions

 

5,439

 

(406

)

(12,562

)

5,333

 

(511

)

Deposits

 

31,498

 

12,379

 

20,427

 

29,497

 

7,808

 

Debt issues and acceptances

 

14,328

 

27,666

 

3,327

 

12,214

 

30,109

 

Other liabilities and provisions

 

(1,318

)

(531

)

(1,468

)

(1,147

)

(1,443

)

Purchase of treasury shares

 

(3

)

(13

)

(41

)

-

 

(8

)

Sale of treasury shares

 

6

 

7

 

7

 

-

 

7

 

Payment of dividends

 

(3,746

)

(2,733

)

(1,973

)

(3,812

)

(2,794

)

Proceeds from DRP underwriting agreement

 

-

 

-

 

887

 

-

 

-

 

Payment of dividends — former St.George shareholders

 

-

 

-

 

(708

)

-

 

-

 

Payment of dividends to non-controlling interests

 

(82

)

(76

)

(71

)

-

 

-

 

Net cash provided by financing activities

 

44,809

 

35,111

 

9,743

 

40,704

 

31,986

 

Net increase/(decrease) in cash and cash equivalents

 

10,797

 

1,321

 

(1,480

)

10,077

 

1,212

 

Effect of exchange rate changes on cash and cash equivalents

 

997

 

(129

)

(57

)

980

 

(97

)

Cash and cash equivalents as at the beginning of the year

 

4,464

 

3,272

 

4,809

 

3,693

 

2,578

 

Cash and cash equivalents as at the end of the year

 

16,258

 

4,464

 

3,272

 

14,750

 

3,693

 

1In the current year, amounts due to controlled entities and due from controlled entities have been aggregated and disclosed under investing activities to accurately reflect the nature of the transactions. To improve presentation, we have revised comparatives.

2The cash flow in the current year relates to the net proceeds to the Group from a share rights issue by BTIM, a partly owned subsidiary.

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Interest received

 

36,966

 

37,864

 

33,225

 

36,590

 

36,859

 

Interest paid

 

(24,317

)

(25,866

)

(20,854

)

(25,816

)

(26,517

)

Dividends received excluding life business

 

12

 

17

 

25

 

575

 

637

 

Other non-interest income received

 

3,703

 

2,649

 

3,785

 

3,053

 

1,726

 

Operating expenses paid

 

(5,646

)

(5,461

)

(6,036

)

(4,443

)

(4,393

)

Net (purchases)/sales of trading and fair value assets

 

4,271

 

(8,117

)

1,819

 

3,112

 

(8,996

)

Net purchases/(sales) in trading and fair value liabilities

 

155

 

4,932

 

(5,936

)

158

 

4,933

 

Net (payments)/receipts relating to derivative financial instruments

 

5,013

 

(16,960

)

(2,418

)

4,989

 

(16,732

)

Income tax paid excluding life business

 

(1,897

)

(1,861

)

(3,537

)

(1,912

)

(1,755

)

Life business:

 

 

 

 

 

 

 

 

 

 

 

Receipts from policyholders and customers

 

1,789

 

2,256

 

2,463

 

-

 

-

 

Interest and other items of similar nature

 

41

 

40

 

24

 

-

 

-

 

Dividends received

 

387

 

379

 

449

 

-

 

-

 

Payments to policyholders and suppliers

 

(1,898

)

(1,831

)

(2,475

)

-

 

-

 

Income tax paid

 

(95

)

(55

)

(66

)

-

 

-

 

Net cash provided by/(used in) operating activities

 

18,484

 

(12,014

)

468

 

16,306

 

(14,238

)

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from sale of available-for-sale securities

 

3,651

 

2,845

 

3,080

 

996

 

742

 

Purchase of available-for-sale securities

 

(8,783

)

(7,978

)

(12,962

)

(5,491

)

(4,613

)

Net (increase)/decrease in:

 

 

 

 

 

 

 

 

 

 

 

Receivables due from other financial institutions

 

(2,418

)

3,674

 

(3,330

)

(2,830

)

4,454

 

Loans

 

(18,893

)

(18,325

)

(19,683

)

(11,815

)

(16,663

)

Life insurance assets and liabilities

 

(32

)

(254

)

(367

)

-

 

-

 

Regulatory deposits with central banks overseas

 

(263

)

(384

)

(685

)

(233

)

(339

)

Other assets

 

168

 

(447

)

530

 

537

 

-

 

Investments in controlled entities

 

-

��

-

 

-

 

(8

)

-

 

Net movement in amounts due to/from controlled entities

 

-

 

-

 

-

 

(4,461

)

1,004

 

Purchase of intangible assets

 

(603

)

(742

)

(508

)

(511

)

(635

)

Purchase of property, plant and equipment

 

(252

)

(402

)

(366

)

(213

)

(347

)

Proceeds from disposal of property, plant and equipment

 

7

 

15

 

33

 

7

 

8

 

Purchase of controlled entity, net of cash acquired

 

(270

)

-

 

-

 

-

 

-

 

Net cash used in investing activities

 

(27,688

)

(21,998

)

(34,258

)

(24,022

)

(16,389

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Issue of loan capital (net of issue costs)

 

4,124

 

-

 

-

 

4,124

 

-

 

Redemption of loan capital

 

(2,631

)

(1,404

)

(1,225

)

(2,631

)

(1,404

)

Proceeds from share placement and share purchase plan

 

-

 

68

 

-

 

-

 

-

 

Proceeds from exercise of employee options

 

25

 

23

 

48

 

25

 

23

 

Purchase of shares on exercise of employee options and rights

 

-

 

-

 

(5

)

-

 

-

 

Net increase/(decrease) in:

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

(6,807

)

5,439

 

(406

)

(6,767

)

5,333

 

Deposits

 

26,381

 

31,498

 

12,379

 

20,206

 

29,497

 

Debt issues and acceptances

 

(9,955

)

14,328

 

27,666

 

(5,577

)

12,214

 

Other liabilities and provisions

 

(1,075

)

(1,318

)

(531

)

(840

)

(1,147

)

Purchase of treasury shares

 

(8

)

(3

)

(13

)

(8

)

-

 

Sale of treasury shares

 

3

 

6

 

7

 

12

 

-

 

Payment of dividends

 

(4,050

)

(3,746

)

(2,733

)

(4,104

)

(3,812

)

Payment of distributions to non-controlling interests

 

(72

)

(82

)

(76

)

-

 

-

 

Net cash provided by financing activities

 

5,935

 

44,809

 

35,111

 

4,440

 

40,704

 

Net increase/(decrease) in cash and cash equivalents

 

(3,269

)

10,797

 

1,321

 

(3,276

)

10,077

 

Effect of exchange rate changes on cash and cash equivalents

 

(466

)

997

 

(129

)

(481

)

980

 

Cash and cash equivalents as at the beginning of the year

 

16,258

 

4,464

 

3,272

 

14,750

 

3,693

 

Cash and cash equivalents as at the end of the year

 

12,523

 

16,258

 

4,464

 

10,993

 

14,750

 

 

The above cash flow statements should be read in conjunction with the accompanying notes.

 

Details of the reconciliation of net cash provided by operating activities to net profit attributable to owners of Westpac Banking Corporation are provided in Note 42.

 

 

134

Westpac Group

134

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 1. Summary of significant accounting policiesSUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.                Basis of accounting

(i)               General

This general purpose financial report has been prepared in accordance with the requirements for an authorised deposit-taking institution under the Banking Act 1959 (as amended), Australian Accounting Standards, which include the Australian equivalents to International Financial Reporting Standards (A-IFRS), other authoritative pronouncements of the Australian Accounting Standards Board (AASB), Urgent Issues Group Interpretations and the Corporations Act 2001. Westpac Banking Corporation is a for-profit entity for the purposes of preparing this financial report.

 

The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

 

This financial report also complies with International Financial Reporting Standards (IFRS) as issued by the IASB.International Accounting Standards Board (IASB).

 

This financial report also includes additional disclosures required for foreign registrants by the United States Securities and Exchange Commission. References to standards and interpretations under A-IFRS in this financial report have similar references in the standards and interpretations of IFRS as issued by the IASB.

 

This financial report of Westpac Banking Corporation (the Parent Entity), together with its controlled entities (the Group or Westpac), for the year ended 30 September 20112012 was authorised for issue by the Board of Directors on 25 November 2011.2012.

 

(ii)            Comparative revisions

Comparative information has been revised where appropriate to enhance comparability. Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current year.

 

(iii)         Changes in accounting policies

The Group has continued to apply

As a result of the new and revised accounting policies usedstandards which became operative for the 2010 Annual Report. Thereannual reporting period commencing 1 October 2011, the following standards, interpretations and amendments have been no changes in accounting policiesadopted in the 2012 financial year and have not had a material impact on the Group:

AASB 2010-6 Amendments to Australian Accounting Standards — Disclosures on Transfers of Financial Assets was issued in November 2010 and is applicable to the 2012 financial year. This Standard adds and amends disclosure requirements in AASB 7 Financial Instruments: Disclosures about transfers of financial assets, including in respect of the nature of the financial assets involved and the risks associated with them.

AASB 2011-1 Amendments to Australian Accounting Standards arising from the Trans-Tasman Convergence Project and AASB 1054 Australian Additional Disclosures were issued in May 2011 and are applicable to the 2012 financial year. In 2009, the Australian and New Zealand Federal Governments announced their intention to undertake various short- to medium-term projects to support the aim of a single economic market. This included a single set of accounting standards that was accepted in both jurisdictions. AASB 2011-1 eliminates most of the existing differences between AASB, local New Zealand standards and IFRS. Where additional disclosures were considered necessary, these disclosures were moved to AASB 1054. The amendments simplify some current disclosures, remove others altogether and align the requirements of the two countries.

AASB 2010-4 Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project was released in June 2010 and is applicable to the 2012 financial year. This standard makes amendments to various disclosure requirements in AASB 7 Financial Instruments: Disclosures, AASB 101 Presentation of Financial Statements and AASB 134 Interim Financial Reporting.

 

(iv)        Historical cost convention

The financial report has been prepared under the historical cost convention, as modified by applying fair value accounting to available-for-sale financial assets and financial assets and liabilities (including derivative instruments) at fair value through profit or loss.

 

(v)           Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries (including special purpose entities) controlled by the Parent Entity and the results of all subsidiaries. The effects of all transactions between entities in the Group are eliminated. Control exists when the Parent Entity has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The definition of control is based on the substance rather than the legal form of an arrangement. In assessing control, potential voting rights that are presently exercisable or convertible are taken into account.

 

Subsidiaries are fully consolidated from the date on which control commences and they are de-consolidated from the date that control ceases.

 

The purchase method of accounting is used to account for the acquisition of subsidiaries (refer to Note 1(e)).

 

2012 WESTPAC GROUP ANNUAL REPORT

135



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Changes in the Group’s ownership interest in a subsidiary after control is obtained that do not result in a loss of control are accounted for as transactions with equity holders in their capacity as equity holders. Any difference between the amount by which the non-controlling interest is adjusted and the fair value of the consideration paid or received is recognised directly in equity.

 

IfWhen the Group losesceases to control of a subsidiary it recognisesany retained interest in the entity is remeasured to its fair value, with any resulting gain or loss recognised in the income statement.

 

The interest of non-controlling shareholders is stated at their proportion of the net profit and net assets of a subsidiary attributable to equity interests that are not owned, directly or indirectly, by Westpac.

 

(vi)        Foreign currency translation

a.             Functional and presentation currency

 

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The financial statements are presented in Australian dollars. All amounts are expressed in Australian dollars except where otherwise indicated.

 

b.             Transactions and balances

 

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income statements, except where deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.

 

Annual Report 2011

135



Note 1. Summary of significant accounting policies (continued)

c.              Group companies

 

Assets and liabilities of overseas branches and subsidiaries that have a functional currency other than the Australian dollar are translated at exchange rates prevailing on the balance date. Income and expenses are translated at average exchange rates prevailing during the period. Other equity balances are translated at historical exchange rates. Exchange differences that have arisen since 1 October 2004, the date of transition to A-IFRS, are recognised through the Statement of comprehensive income in the foreign currency translation reserve.

 

On consolidation, exchange differences arising from the translation of borrowings and other currency instruments designated as hedges of the net investment in overseas branches and subsidiaries are reflected in the foreign currency translation reserve. When all or part of a foreign operation is sold or borrowings that are part of the net investments are repaid, a proportionate share of such exchange differences are recognised in the income statement as part of the gain or loss on sale or repayment of borrowing.

 

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rate.

 

b.                Revenue recognition

(i)               Interest income

Interest income for all interest earning financial assets including those at fair value is recognised in the income statement using the effective interest rate method.

 

The effective interest rate method is a method of calculating the amortised cost of a financial asset or a financial liability and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, cash flows are estimated based upon all contractual terms of the financial instrument (for example, prepayment options) but do not consider future credit losses. The calculation includes all fees and other amounts paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums or discounts.

 

Interest relating to impaired loans is recognised using the loan’s original effective interest rate based on the net carrying value of the impaired loan after giving effect to impairment charges or for a variable rate loan, the current effective interest rate determined under the contract. This rate is also used to discount the future cash flows for the purpose of measuring impairment charges. For loans that have been impaired this method results in cash receipts being apportioned between interest and principal.

 

(ii)            Leasing

Finance leases are accounted for under the net investment method whereby income recognition is based on a pattern reflecting a constant periodic rate of return on the net investment in the finance lease and is included as part of interest income.

 

136

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(iii)      Fee income

Fees and commissions are generally recognised on an accrual basis over the period during which the service is performed. All fees relating to the successful origination or settlement of a loan (together with the related direct costs) are deferred and recognised as an adjustment to the effective interest rate on the loan. Portfolio and other management advisory and service fees are recognised based on the applicable service contracts, usually on a time proportionate basis. Asset management fees related to investment funds are recognised over the period the service is provided. The same principle is applied for wealth management, financial planning and custody services that are continuously provided over an extended period of time.

 

(iv)       Net trading income

Realised gains or losses, and unrealised gains or losses arising from changes in the fair value of the trading assets and liabilities are recognised as trading income in the income statement in the period in which they arise except for recognition of day one profits or losses which are deferred where certain valuation inputs are unobservable. Dividend income on the trading portfolio is also recorded as part of non-interest income. Interest income or expense on the trading portfolio is recognised as part of net interest income.

 

(v)           Other dividend income

Dividends on quoted shares are recognised on the ex-dividend date. Dividends on unquoted shares are recognised when the company’s right to receive payment is established.

 

(vi)       Gain or loss on sale of property, plant and equipment

The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sale proceeds less costs of disposal, and the carrying amount of the asset, and is recognised as non-interest income.

 

136

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

c.               Expense recognition

(i)              Interest expense

Interest expense, including premiums or discounts and associated expenses incurred on the issue of financial liabilities, is recognised in the income statement using the effective interest rate method (refer to Note 1(b)(i)).

 

(ii)          Impairment on loans and receivables carried at amortised cost

The charge recognised in the income statement for impairment on loans and receivables carried at amortised cost reflects the net movement in the provisions for individually assessed and collectively assessed loans, write-offs and recoveries of impairments previously written-off.

 

(iii)      Leasing

Operating lease payments are recognised in the income statement as an expense on a straight-line basis over the lease term unless another systematic basis is more representative of the time pattern of the benefit received. Incentives received on entering into operating leases are recorded as liabilities and amortised as a reduction of rental expense on a straight-line basis over the lease term.

 

(iv)       Commissions and other fees

External commissions and other costs paid to acquire loans are capitalised and amortised using the effective interest rate method (refer to Note 1(b)(i)). All other fees and commissions are recognised in the income statement over the period in which the related service is received.

 

(v)           Wealth management acquisition costs

Acquisition costs are the variable costs of acquiring new business principally in relation to the Group’s life insurance and retail funds management business.

 

Managed investment acquisition costs

Deferred acquisition costs associated with the retail funds management business are costs that are directly related to and incremental to the acquisition of new business. These costs are recorded as an asset and are amortised in the income statement on the same basis as the recognition of related revenue.

 

Life insurance acquisition costs

Deferred acquisition costs associated with the life insurance business are costs that are incremental to the acquisition of new business. These costs are recorded as an asset and are amortised in the income statement on the same basis as the recognition of related revenue.

 

2012 WESTPAC GROUP ANNUAL REPORT

137



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(vi)       Share-based payment

Certain employees are entitled to participate in option and share ownership schemes.

 

Options and share rights

The fair value of options and share rights provided to employees as share-based payments is recognised as an expense with a corresponding increase in equity. The fair value is measured at grant date and is recognised over the period the services are received which is the expected vesting period during which the employees would become entitled to exercise the option or share right.

 

The fair value of options and share rights is estimated at grant date using a Binomial/Monte Carlo simulation pricing model incorporating the vesting and hurdle features of the grants. The fair value of the options and share rights excludes the impact of any non-market vesting conditions such as participants’ continued employment by the Group. The non-market vesting conditions are included in assumptions used when determining the number of options and share rights expected to become exercisable for which an expense is recognised. At each reporting date these assumptions are revised and the expense recognised each year takes into account the most recent estimates.

Employee share plan (ESP)Share Plan

The value of shares expected to be issued to employees for nil consideration under the ESPEmployee Share Plan (ESP) is recognised as an expense over the financial year and accrued in other liabilities. The fair value of any ordinary shares issued to satisfy the obligation to employees is recognised within equity, or if purchased on market, the obligation to employees is satisfied by delivering shares that have been purchased on market.

 

Restricted share plan (RSP)Share Plan

The fair value of shares allocated to employees for nil consideration under the RSPRestricted Share Plan (RSP) is recognised as an expense over the vesting period. The fair value of ordinary shares issued to satisfy the obligation to employees is measured at grant date and is recognised as a separate component of equity.

 

Westpac has formed a trust to hold any shares forfeited by employees until they are reallocated to employees in subsequent grants in the Group’s restricted share plan.RSP. Shares allocated to employees under the RSP, which have not yet vested, are treated as treasury shares and deducted from shareholders’ equity.

 

Annual Report 2011

137



Note 1. Summary of significant accounting policies (continued)

d.              Income tax

Income tax expense on the profit for the year comprises current tax and the movement in deferred tax balances.

 

Current tax is the expected tax payable on the taxable income for the financial year using tax rates that have been enacted or substantively enacted for each jurisdiction at the balance date, and any adjustment to tax payable in respect of previous years.

 

Deferred tax is accounted for using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding amounts used for taxation purposes. Deferred tax assets and liabilities are not recognised if the temporary difference arises from goodwill or other intangible assets with indefinite expected life, the initial recognition of assets and liabilities that affect neither accounting nor taxable profit (other than in a business combination), or differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates that have been enacted or substantively enacted for each jurisdiction at the balance date that are expected to apply when the liability is settled or the asset is realised.

 

Current and deferred tax attributable to amounts recognised in other comprehensive income are also recognised in other comprehensive income.

 

Except as noted above, deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. For presentation purposes deferred tax assets and deferred tax liabilities have been offset where they relate to the same taxation authority on the same taxable entity or different entities in the same taxable group.

 

For members of Westpac’s Australian tax consolidated group, tax expense/income, deferred tax liabilities and assets arising from temporary differences are recognised in the separate financial statements of the members of the tax-consolidated group using a ‘group allocation basis’ that removes the tax impact of certain transactions between members of the tax-consolidated group. Deferred tax liabilities and assets are recognised by reference to the carrying amounts in the separate financial statements of each entity and the tax values applying under tax consolidation. Current tax liabilities and assets and deferred tax assets arising from unused tax losses and relevant tax credits of the members of the tax-consolidated group are recognised by the Parent Entity (as head entity in the tax-consolidated group).

 

138

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

e.              Acquisitions of assets

(i)              External acquisitions

The purchase method of accounting is used to account for all acquisitions of assets (including business combinations) regardless of whether equity instruments or other assets are acquired. Cost is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange. Acquisition-related costs are expensed as incurred. Where equity instruments are issued in an acquisition, the value of the instruments is their published market price as at the date of exchange. Transaction costs arising on the issue of equity instruments are recognised directly in equity.

 

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value at the acquisition date. For each business combination, the non-controlling interest is measured either at fair value or at the proportionate share of the acquiree’s identifiable net assets. The excess of the cost of acquisition, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the Group’s share of the identifiable net assets acquired, is recorded as goodwill.

 

Where settlement of any part of cash consideration is deferred, amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the Group’s incremental borrowing rate.

(ii)          Common control transactions

The predecessor method of accounting is used to account for business combinations between entities in the Group.

 

Assets acquired and liabilities assumed in a common control transaction are measured initially at the acquisition date at the carrying value from the Group’s perspective. The excess of the cost of acquisition over the initial carrying values of the Entity’s share of the net assets acquired is recorded as part of a common control reserve.

 

Where relevant, in the financial report the phrase ‘additions through merger’ includes both balances acquired through external acquisitions and through common control transactions.

 

138

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

f.                  Assets

(i)              Financial assets

The Group classifies its financial assets in the following categories: financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments and available-for-sale securities. Management determines the classification of its financial assets at initial recognition.

 

§·         Financial assets at fair value through profit or loss

This category has two sub-categories: firstly financial assets held for trading and secondly those designated at fair value through profit or loss at inception. A financial asset is classified in this category if acquired principally for the purpose of selling it in the near term, if it is part of a portfolio of financial instruments that are managed together and for which there is evidence of a recent pattern of short-term profit taking, if it is a derivative that is not a designated hedging instrument, or if so designated on acquisition by management, in accordance with conditions set out in Note 1(f)(i)(e).

 

§·         Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.

 

§·         Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity that the Group’s management has the positive intention and ability to hold to maturity.

 

§·         Available-for-sale securities

Available-for-sale securities are those debt or equity securities that are designated as available-for-sale or that are not classified as financial assets at fair value through profit or loss, loans and receivables or held-to-maturity investments.

 

Other investments, which comprise of unlisted equity securities that do not have a quoted price in an active market and where fair value cannot be estimated within a reasonable range of probable outcomes, are carried at cost.

 

Recognition of financial assets

Purchases and sales of financial assets at fair value through profit or loss, held-to-maturity and available-for-sale are recognised on trade-date, the date on which the Group commits to purchase or sell the asset. Loans are recognised when cash is advanced to the borrowers. Financial assets at fair value through profit or loss are recognised initially at fair value. All other financial assets are recognised initially at fair value plus directly attributable transaction costs.

 

2012 WESTPAC GROUP ANNUAL REPORT

139



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Available-for-sale financial assets and financial assets recognised at fair value through profit or loss are subsequently carried at fair value. Loans and receivables and held-to-maturity investments are subsequently carried at amortised cost using the effective interest method unless loans are designated at fair value through profit andor loss in order to reduce an accounting mismatch. Realised and unrealised gains or losses arising from changes in the fair value of financial assets at fair value through profit or loss are included in the income statement in the period in which they arise. Gains and losses arising from changes in the fair value of available-for-sale financial assets are recognised in other comprehensive income until the financial asset is derecognised or impaired, at which time the cumulative gain or loss previously recognised in other comprehensive income is recognised in the income statement. Dividends on available-for-sale equity instruments are recognised in the income statement when the right to receive payment is established. Foreign exchange gains or losses and interest, calculated using the effective interest rate method, on available-for-sale debt instruments are also recognised in the income statement.

 

The fair values of quoted investments in active markets are based on current bid prices. If the market for a financial asset is not active, the Group establishes fair value using valuation techniques. These include the use of recent arm’s length transactions, discounted cash flow analysis, option pricing models and other valuation techniques commonly used by market participants.

 

a.            Cash and balances with central banks

 

Cash and balances with central banks includes cash at branches, Reserve Bank settlement account balances and nostro balances. They are brought to account at the face value or the gross value of the outstanding balance, where appropriate. These balances have a maturity of less than three months.

 

b.            Receivables due from other financial institutions

 

Receivables due from other financial institutions include conduit assets, collateral placed and interbank lending. They are accounted for as loans and receivables and subsequently measured at amortised cost using the effective interest rate method.

 

Annual Report 2011

139



Note 1. Summary of significant accounting policies (continued)

c.            Derivative financial instruments

 

Derivative financial instruments including forwards, futures, swaps and options are recognised in the balance sheet at fair value. Fair value is obtained from quoted market prices, independent dealer price quotations, discounted cash flow models and option pricing models, which incorporate current market and contractual prices for the underlying instrument, time to expiry, yield curves and volatility of the underlying. Also included in the determination of the fair value of derivatives is a credit valuation adjustment (CVA). Where the derivative has a positive fair value (asset), this credit adjustment is to reflect the credit worthiness of the counterparty. Where the derivative has a negative fair value (liability), this credit adjustment reflects the Group’s own credit risk. These credit adjustments are taken into account after considering any relevant collateral or master netting agreements.

 

d.            Trading securities

 

Trading securities include debt and equity instruments which are actively traded and securities purchased under agreement to resell. They are accounted for as financial assets at fair value through profit or loss.

 

e.            Other financial assets designated at fair value

 

Certain non-trading bonds, notes and commercial bills are designated as fair value through profit or loss. This designation is only made if the financial asset contains an embedded derivative, it is managed on a fair value basis in accordance with a documented strategy, or if designating it at fair value reduces an accounting mismatch.

 

f.                Available-for-sale securities

 

Available-for-sale securities are public and other debt and equity securities that are not classified as fair value through profit or loss, loans and receivables or as held-to-maturity investments. The accounting policy for available-for-sale securities is set out in Note 1(f)(i).

 

g.            Loans

 

Loans includes advances, overdrafts, home loans, credit card and other personal lending, term loans, leasing receivables, bill financing and acceptances. The accounting policy for loans and receivables is in Note 1(f)(i).

 

Security is obtained if, based on an evaluation of the customer’s credit worthiness, it is considered necessary for the customer’s overall borrowing facility. Security would normally consist of assets such as cash deposits, receivables, inventory, plant and equipment, real estate or investments.

 

Loan products that have both a mortgage and deposit facility are presented on a gross basis in the balance sheet, segregating the loan and deposit component into the respective balance sheet line items. Interest earned on this product is presented on a net basis in the income statement as this reflects how the customer is charged.

 

140

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

h.             Regulatory deposits with central banks overseas

 

In several countries in which the Group operates, the law requires that regulatory deposits be lodged with the local central bank at a rate of interest generally below that prevailing in the market. The amount of the deposit and the interest rate receivable is determined in accordance with the requirements of the local central bank. They are measured at amortised cost using the effective interest rate method.

 

i.                 Life insurance assets

 

Assets held by the life insurance companies, including investments in funds managed by the Group, are designated at fair value through profit or loss as required by AASB 1038 Life Insurance Contracts. Changes in fair value are included in the income statement. Most assets are held in the life insurance statutory funds and can only be used within the restrictions imposed under the Life Insurance Act 1995. The main restrictions are that the assets in a fund can only be used to meet the liabilities and expenses of that fund, to acquire investments to further the business of the fund or as distribution when solvency and capital adequacy requirements are met. Therefore they are not as liquid as other financial assets.

 

j.                 Derecognition of financial assets

 

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised where:

 

§          the rights to receive cash flows from the asset have expired; or

 

§          the entity has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement and cannot sell or repledge the asset other than to the transferee; and

 

§          either the Group has transferred substantially all the risks and rewards of the asset, or the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

 

140

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

A situation may arise whereWhere the Group transfers its right to receive cashflows from an asset or has entered into a pass-through arrangement. In some cases the Group would have neither transferredarrangement without transferring nor retainedretaining substantially all the risks and rewards of the assetownership nor transferred control of these assets. Should this occur to the extent that the Group has continuing involvement in the asset,assets, the asset continues to be recognised on the balance sheet.sheet to the extent of the Group’s continuing involvement in the asset.

 

(ii)            Impairment of financial assets

Assets carried at amortised cost

The Group assesses at each balance date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment charges are recognised if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the Group about the following loss events:

 

(i)a.             significant financial difficulty of the issuer or obligor;

 

(ii)b.             a breach of contract, such as a default or delinquency in interest or principal payments;

 

(iii)c.              the Group granting to the borrower, for economic or legal reasons relating to the borrower’s financial difficulty, a concession that the Group would not otherwise consider;

 

(iv)d.             it becoming probable that the borrower will enter bankruptcy or other financial reorganisation;

 

(v)e.             the disappearance of an active market for that financial asset because of financial difficulties; or

 

(vi)f.                 observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the Group, including:

 

        adverse changes in the payment status of borrowers in the Group; or

 

        national or local economic conditions that correlate with defaults on the assets in the Group.

 

The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment is, or continues to be, recognised are not included in a collective assessment of impairment.

2012 WESTPAC GROUP ANNUAL REPORT

141



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

If there is objective evidence that an impairment on loans and receivables or held-to-maturity investments has been incurred, the amount of the charge is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of a provision account and the amount of the loss is recognised in the income statement. If a loan or held-to-maturity investment has a variable interest rate, the discount rate for measuring any impairment is the current effective interest rate determined under the contract.

 

The calculation of the present value of the estimated future cash flows of a collateralised financial asset reflects the cash flows that may result from foreclosure less costs for obtaining and selling the collateral, whether or not foreclosure is probable. For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics (i.e. on the basis of the Group’s grading process that considers asset type, industry, geographical location, collateral type, past-due status and other relevant factors). Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtors’ ability to pay all amounts due according to the contractual terms of the assets being evaluated. Future cash flows for a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the assets in the group and historical loss experience for assets with credit risk characteristics similar to those in the group. Historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not exist currently.

 

Annual Report 2011

141



Note 1. Summary of significant accounting policies (continued)

Estimates of changes in future cash flows for groups of assets reflect, and are directionally consistent with, changes in related observable data from period to period (for example, changes in unemployment rates, property prices, payment status, or other factors indicative of changes in the probability of losses in the group and their magnitude). The methodology and assumptions used for estimating future cash flows are reviewed regularly by the Group to reduce any differences between loss estimates and actual loss experience. When a loan or a part of a loan is uncollectable, it is written off against the related provision for loan impairment. Such loans are written off after all the necessary procedures have been completed and the amount of the loss has been determined. Subsequent recoveries of amounts previously written off decrease the amount of the charge for loan impairment in the income statement. If, in a subsequent period, the amount of the impairment charge decreases and the decrease can be related objectively to an event occurring after the impairment was recognised (such as an improvement in the debtor’s credit rating), the previously recognised impairment charge is reversed by adjusting the provision account. The amount of the reversal is recognised in the income statement.

 

Available-for-sale

The Group assesses at each reporting date whether there is objective evidence that a financial asset or a group of financial assets is impaired. For debt instruments classified as available-for-sale, impairment is determined by using the same methodology as Note 1(f)(ii). For equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is also considered in determining whether the assets are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment charge on that financial asset previously recognised in profit or loss – is removed from other comprehensive income and recognised in the income statement. If, in a subsequent period, the fair value of a debt instrument classified as available-for-sale increases and the increase can be objectively related to an event occurring after the impairment charge was recognised in the income statement, the impairment charge is reversed through the income statement. Subsequent reversal of impairment charges on equity instruments are not recognised in the income statement.

 

(iii)         Non-financial assets

a.             Property, plant and equipment

 

Property, plant and equipment is carried at cost less accumulated depreciation and impairment. Cost is the fair value of the consideration provided plus incidental costs directly attributable to the acquisition. Other subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the item of property, plant and equipment. All other expenditure is recognised in the income statement as an expense as incurred. Impairment is recognised as a part of operating expenses in the income statement.

 

Computer software is capitalised at cost and classified as property, plant and equipment where it is integral to the operation of associated hardware.

 

Depreciation is calculated using the straight-line method to allocate the cost of assets less any residual value over their estimated useful lives, as follows:

 

§

Premises and sites

Up to 50 years

 

 

§

Leasehold improvements

Up to 10 years

 

 

§

Furniture and equipment

3 to 15 years

 

The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sale proceeds less costs of disposal, and the carrying amount of the asset, and is recognised as non-interest income.

 

142

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

b.             Intangible assets

 

Goodwill

Goodwill represents amounts arising on the acquisition of businesses. Prior to the revised AASB 3 Business Combinations, goodwill represented the excess of purchase consideration, including directly attributable expenses associated with the acquisition, over the fair value of the Group’s share of the identifiable net assets of the acquired business. Goodwill arising on the acquisition of a business subsequent to the adoption of the revised AASB 3 represents the excess of the purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the Group’s share of net identifiable assets acquired.

 

All goodwill is considered to have an indefinite life.

 

Goodwill is tested for impairment annually and whenever there is an indication that it may be impaired, and is carried at cost or deemed cost less accumulated impairment. Gains or losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

 

Goodwill is allocated to CGUs based on management’s analysis of where the synergies resulting from an acquisition are expected to arise.

 

142

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

§          Brands

 

Brand intangible assets are recognised on the acquisition of businesses and represent the value attributed to brand names associated with businesses acquired. The useful life of brands recognised is estimated to be indefinite as there is no foreseeable limit to the period over which the brand name is expected to generate net cash flows. Brands are not amortised but tested for impairment annually or more frequently when indicators of impairment are identified.

 

§          Core deposit intangibles

 

Core deposit intangibles were recognised due toas part of the merger with St.George and represent the value, or avoided cost, of having a deposit base from consumer and business transaction accounts, savings accounts, term deposits and other money market and cash management accounts that provide a cheapervaluable source of funding than alternative sources of funding such as in the wholesale and securitisation markets.funding.

 

Core deposit intangibles are amortised using the straight-line method over a period of nine years and are stated at cost less accumulated amortisation and impairment. Core deposit intangibles are assessed for impairment at each reporting date and whenever there is an indicator of impairment.

 

Other intangibles

Other intangibles are stated at cost less accumulated amortisation (where relevant) and impairment. Other intangibles consist of distribution relationships, customer relationships, computer software, value of in-force business and service contracts. These are assessed for impairment at each reporting date and whenever there is an indicator of impairment. For significant other intangibles, the accounting policies are as follows:

 

§          Financial planner distribution relationships

 

Distribution relationship intangibles were recognised due toas part of the merger with St.George and represent the value attributable to financial planner relationships. These assets are amortised using the straight-line method to allocate the cost of the assets over their estimated useful lives of eight years.

 

§          Credit card customer relationships

 

The credit card customer relationship intangibles were recognised due toas part of the merger with St.George and represent the value attributable to the future fee and interest revenue from credit card relationships. These assets are amortised using the straight-line method to allocate the cost of the assets over their estimated useful lives of five years.

 

§          Computer software

 

Internal and external costs directly incurred in the purchase or development of computer software, including subsequent upgrades and enhancements are recognised as intangible assets when it is probable that they will generate future economic benefits attributable to the Group. These assets are amortised using the straight-line method to allocate the cost of the asset less any residual value over their estimated useful lives of between three and ten years. In previous years this was a range of between three and five years.

 

(iv)        Investments in controlled entities

Investments in controlled entities are initially recorded by Westpac at cost. Investments in controlled entities are subsequently held at the lower of cost and recoverable amount.

 

2012 WESTPAC GROUP ANNUAL REPORT

143



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(v)           Impairment of non-financial assets

The carrying amount of the Group’s non-financial assets, other than deferred tax assets and assets arising from employee benefits, are reviewed at each balance date to determine whether there is any indication of impairment. If such an indication exists, the asset’s recoverable amount is estimated. An impairment charge is recognised whenever the carrying amount of an asset or the CGU to which it is allocated exceeds its recoverable amount. With the exception of goodwill for which impairment charges are not reversed, where an impairment charge subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, such that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment charge been recognised for the asset (or CGU) in prior years. Impairment charges and reversals of impairment charges are recognised in the income statement.

 

The recoverable amount of an asset is the greater of its fair value less cost to sell and value-in-use. In assessing value-in-use, estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the CGU to which the asset belongs.

 

Annual Report 2011

143



Note 1. Summary of significant accounting policies (continued)

g.               Liabilities

(i)              Financial liabilities

Financial liabilities are initially recognised at fair value plus transaction costs except where they are subsequently measured at fair value, in which case transaction costs are expensed as incurred. They are subsequently measured at amortised cost except for derivatives and liabilities at fair value, which are held at fair value through profit or loss. Financial liabilities are recognised when an obligation arises and derecognised when it is discharged, cancelled or expires.

 

a.             Payables due to other financial institutions

 

Payables due to other financial institutions includes interbank lending, vostro balances, collateral received and settlement account balances due to other financial institutions. They are measured at amortised cost.

 

b.             Deposits at fair value

 

Deposits at fair value include certificates of deposit and interest bearing deposits. They are classified at fair value through profit or loss as they are managed as part of a trading portfolio.

 

c.              Deposits at amortised cost

 

Deposits at amortised cost include non-interest bearing deposits repayable at call, certificates of deposit and interest bearing deposits. They are measured at amortised cost.

 

d.             Derivative financial instruments

 

Derivative financial instruments including forwards, futures, swaps and options are recognised in the balance sheet at fair value. Fair values are obtained from quoted market prices, independent dealer price quotations, discounted cash flow models and option pricing models, which incorporate current market and contractual prices for the underlying instrument, time to expiry, yield curves and volatility of the underlying. Also included in the determination of the fair value of derivatives is a CVA. Where the derivative has a positive fair value (asset), this credit adjustment reflects the credit worthiness of the counterparty. Where the derivative has a negative fair value (liability), this credit adjustment reflects the Group’s own credit risk. These credit adjustments are taken into account after considering any relevant collateral or master netting agreements.

 

e.             Trading liabilities and other financial liabilities designated at fair value

 

Securities sold under repurchase agreements as part of a trading portfolio and securities sold short are classified as trading liabilities. They are accounted for as financial liabilities at fair value through profit or loss.

 

f.                 Debt issues

 

These are bonds, notes, commercial paper and debentures that have been issued by entities in the Westpac Group. Debt issues are measured either at fair value through profit or loss or at amortised cost using the effective interest rate method. Debt issues are measured at fair value through profit or loss to reduce an accounting mismatch, which arises from associated derivatives executed for risk management purposes.

 

g.             Acceptances

 

These are bills of exchange initially accepted and discounted by Westpac that have been subsequently rediscounted into the market. They are measured at amortised cost. Bill financing provided to customers by the acceptance and discount of bills of exchange is reported as part of loans. Acceptances have been reported separately from debt issues, on the face of the balance sheet, as these are predominatelypredominantly rediscounted to retail investors.

144

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

h.             Loan capital

 

Loan capital includes 2004 Trust Preferred Securities (2004 TPS), Westpac Convertible Preference Shares and Westpac SPS and SPS II that qualify as Tier 1 capital and subordinated bonds, notes and debentures that qualify as Tier 2 capital as defined by APRA for capital adequacy purposes. Loan capital is measured at amortised cost using the effective interest method.

 

i.                 Financial guarantees

 

Financial guarantee contracts are recognised as financial liabilities at the time the guarantee is issued. The liability is initially measured at fair value and subsequently at the higher of the amount determined in accordance with AASB 137 Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognised less cumulative amortisation, where appropriate.

 

The fair value of a financial guarantee contract is determined as the present value of the difference in net cash flows between the contractual payments under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligation.

 

Where guarantees in relation to loans or other payables of subsidiaries or associates are provided for no compensation, the fair value is accounted for as a contribution and is recognised as part of the cost of the investment.

144

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

j.                 Derecognition of financial liabilities

 

A financial liability is derecognised when the obligation under the liability is discharged, or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in profit or loss.

 

(ii)            Life insurance liabilities

Life insurance liabilities consist of life insurance contract liabilities, life investment contract liabilities and external liabilities of managed investment schemes controlled by statutory life funds.

 

Life insurance contract liabilities

The value of life insurance contract liabilities is calculated using the margin on services methodology. The methodology takes into account the risks and uncertainties of the particular classes of the life insurance business written. Deferred policy acquisition costs are included in the measurement basis of life insurance contract liabilities and are therefore equally sensitive to the factors that are considered in the liabilities measurement. This methodology is in accordance with Actuarial Standard 1.04 Valuation of Policy Liabilities issued by the Life Insurance Actuarial Standard Board (LIASB) under the Life Insurance Act 1995.

 

Under this methodology, planned profit margins and an estimate of future liabilities are calculated separately for each related product group using applied assumptions at each reporting date. Profit margins are released over each reporting period in line with the service that has been provided. The balance of the planned profit is deferred by including them in the value of policy liabilities.

 

The key factors that affect the estimation of these liabilities and related assets are:

 

§          the cost of providing benefits and administrating the contracts;

 

§          mortality and morbidity experience, including enhancements to policyholder benefits;

 

§          discontinuance experience, which affects the Group’s ability to recover the cost of acquiring new business over the life of the contracts; and

 

§          the rate at which projected future cash flows are discounted.

 

In addition, factors such as regulation, competition, interest rates, taxes, securities market conditions and general economic conditions affect the level of these liabilities. In some contracts, the Group shares experience on investment results with its customers, which can offset the impacts of these factors on the profitability of these products.

 

Life investment contract liabilities

Life investment contract liabilities are designated at fair value through profit or loss. Fair value is based on the higher of the valuation of linked assets, or the minimum current surrender value.

 

External liabilities of managed investment schemes controlled by statutory life funds

External liabilities of managed investment schemes controlled by statutory life funds are designated at fair value through profit or loss.

 

2012 WESTPAC GROUP ANNUAL REPORT

145



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(iii)         Provisions

a.             Employee entitlements

 

Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled within 12 months of the balance date are recognised in provisions in respect of employees’ services up to the balance date and are measured at the amounts expected to be paid when the liabilities are settled.

 

No provision is made for non-vesting sick leave as the pattern of sick leave taken indicates that no additional liability will arise for non-vesting sick leave.

 

Long service leave

Liabilities for long service leave expected to be settled within 12 months of the balance date are recognised in the provision for long service leave and are measured at the amounts expected to be paid when the liabilities are settled.

 

Liabilities for long service leave and other deferred employee benefits expected to be settled more than 12 months from the balance date are recognised in the provision for long service leave and are measured at the present value of future payments expected to be made in respect of services provided by employees up to the balance date. Consideration is given to expected future wage and salary levels, experience of employee departure and periods of service. Expected future payments are discounted to their net present value using market yields at the balance date on government bonds with terms that match as closely as possible the estimated timing of future cash flows.

 

Annual Report 2011

145



Note 1. Summary of significant accounting policies (continued)

Employee benefit on-costs

A liability is also carried for on-costs, including payroll tax, in respect of provisions for certain employee benefits which attract such costs.

 

Termination benefits

Liabilities for termination benefits are recognised when a detailed plan for the terminations has been developed and a valid expectation has been raised in those employees affected that the terminations will be carried out. Liabilities for termination benefits are recognised within other liabilities unless the timing or amount is uncertain, in which case they are recognised as provisions.

 

Liabilities for termination benefits expected to be settled within 12 months are measured at amounts expected to be paid when they are settled. Amounts expected to be settled more than 12 months from the balance date are measured at the estimated cash outflows, discounted using market yields at the balance date on government bonds with terms to maturity and currency that match, as closely as possible, the estimated future payments, where the effect of discounting is material.

 

b.             Provision for leasehold premises

 

The provision for leasehold premises covers net outgoings on certain unoccupied leased premises or sub-let premises where projected rental income falls short of rental expense. The liability is determined on the basis of the present value of net future cash flows.

 

c.             Provision for restructuring

 

A provision for restructuring is recognised where there is a demonstrable commitment and a detailed plan such that there is little or no discretion to avoid payments to other parties and the amount can be reliably estimated.

 

d.             Provision for dividends

 

A liability for dividends is recognised when dividends are declared, determined or publicly recommended by the Directors but not distributed as at the balance date.

 

e.             Provision for litigation and non-lending losses

 

A provision for litigation is recognised where it is probable that there will be an outflow of economic resources. Non-lending losses are any losses that have not arisen as a consequence of an impaired credit decision. Those provisions include litigation and associated costs, frauds and the correction of operational issues.

 

f.                 Provision for impairment on credit commitments

 

A provision for undrawn contractually committed facilities and guarantees provided are calculated using the same methodology as provision for impairment charges on loans (refer to Note 1(j)(ii)).

 

146

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

h.                Equity

(i)               Ordinary shares

Ordinary shares are recognised at the amount paid up per ordinary share net of directly attributable issue costs.

 

(ii)            Treasury shares

Where the Parent Entity or other members of the consolidated Group purchases shares in the Parent Entity, the consideration paid is deducted from total shareholders’ equity and the shares are treated as treasury shares until they are subsequently sold, reissued or cancelled. Where such shares are sold or reissued, any consideration received is included in shareholders’ equity.

 

(iii)         Other equity instruments

Convertible debentures issued by the parent entity in respect of the 2003 Trust Preferred Securities (2003 TPS) and 2006 Trust Preferred Securities (2006 TPS) are recognised in the balance sheet at the amount of consideration received net of issue costs. They are translated into Australian currency using the rate of exchange on issue date and distributions on them are recognised when entitlements are determined in accordance with the terms of the convertible debentures.

 

(iv)        Non-controlling interests

Non-controlling interests represents the share in the net assets of subsidiaries attributable to equity interests that are not owned directly or indirectly by the Parent Entity. The Group also has on issue 2003 TPS and 2006 TPS that are hybrid instruments and are classified as non-controlling interests.

 

146

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

(v)           Reserves

Foreign currency translation reserve

As noted in Note 1(a)(vi), exchange differences arising on translation of the assets and liabilities of overseas branches and subsidiaries are reflected in the foreign currency translation reserve. Any offsetting gains or losses on hedging these balances, together with any tax effect are also reflected in this reserve, which may be either a debit or credit balance. Any credit balance in this reserve would not normally be regarded as being available for payment of dividends until such gains are realised.

 

Available-for-sale securities reserve

This comprises the changes in the fair value of available-for-sale financial securities, net of tax. These changes are transferred to the income statement in non-interest income when the asset is either derecognised or impaired.

 

Cash flow hedging reserve

This comprises the fair value gains and losses associated with the effective portion of designated cash flow hedging instruments.

 

Share-based payment reserve

This comprises the fair value of share-based payments recognised as an expense.

 

Other reserves

Other reserves for the Parent Entity consists of the common control reserve (refer Note 1(e)(ii)). Other reserves for the Group consists of transactions relating to a change in the parent entity’s ownership of a subsidiary that does not result in a loss of control. The amount recorded in other reserves reflects the difference between the amount by which non-controlling interests are adjusted and the fair value of any consideration paid or received.

 

i.                    Other accounting principles and policies

(i)               Hedging

The Group uses derivative instruments as part of its asset and liability management activities to manage exposures to interest rates and foreign currency, including exposures arising from forecast transactions. The method of recognising the fair value gain or loss of derivatives depends on the nature of the hedging relationship. Hedging relationships are of three types:

 

§          fair value hedge: a hedge of the change in fair value of recognised assets or liabilities or unrecognised firm commitments;

 

§          cash flow hedge: a hedge of variability in highly probable future cash flows attributable to a recognised asset or liability, or a forecasted transaction; and

 

§          hedge of a net investment in a foreign operation: a hedge of the amount of the Group’s interest in the net assets of a foreign operation.

 

The Group uses hedge accounting for derivatives designated in this way when certain criteria are met. At the time a financial instrument is designated as a hedge, the Group formally documents the relationship between the hedging instrument and hedged item, together with the methods that will be used to assess the effectiveness of the hedging relationship. The Group formally assesses, both at the inception of the hedge and on an ongoing basis, whether the hedging derivatives have been highly effective in offsetting changes in the fair value or cash flows of the hedged items.

2012 WESTPAC GROUP ANNUAL REPORT

147



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

A hedge is regarded as highly effective if, at inception and throughout its life, the Group can expect changes in the fair value or cash flows of the hedged item to be almost fully offset by the changes in the fair value or cash flows of the hedging instrument, and actual results of the hedge are within a range of 80% to 125% of these changes. Hedge ineffectiveness represents the amount by which the changes in the fair value of the hedging derivative differ from changes in the fair value of the hedged item or the amount by which changes in the cash flow of the hedging derivative differ from changes (or expected changes) in the present value of the cash flows of the hedged item.

 

a.             Fair value hedge

 

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, together with any changes in the fair value of the hedged asset or liability that are attributed to the hedged risk.

 

If the hedge no longer meets the criteria for hedge accounting, any previous adjustment to the carrying amount of a hedged item recognised at amortised cost is amortised to the income statement over the period to maturity.

 

b.             Cash flow hedge

 

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised in other comprehensive income. The gain or loss relating to any ineffective portion is recognised immediately in the income statement.

 

Annual Report 2011

147



Note 1. Summary of significant accounting policies (continued)

Amounts accumulated in other comprehensive income are transferred to the income statement in the periods in which the hedged item affects profit or loss.

When a hedging instrument expires or is sold, terminated or exercised, or when the hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in other comprehensive income at that time remains in other comprehensive income and is recognised in the period in which the hedge item affects profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in other comprehensive income is immediately transferred to the income statement.

 

c.              Hedge of a net investment in a foreign operation

 

Hedges of net investments in overseas branches and subsidiaries are accounted for in a manner similar to cash flow hedges. Any gain or loss on the hedging instrument relating to the effective portion of the hedge is recognised in the foreign currency translation reserve in other comprehensive income and the gain or loss relating to the ineffective portion is recognised immediately in the income statement. Gains and losses accumulated in other comprehensive income are included in the income statement when the overseas branch or subsidiary is disposed.

 

(ii)            Embedded derivatives

In certain instances a derivative may be embedded in a host contract. If the host contract is not carried at fair value through profit or loss, the embedded derivative is separated from the host contract and accounted for as a standalone derivative instrument at fair value where the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract.

 

(iii)         Recognition of deferred day one profit or loss

The best evidence of fair value at initial recognition is the transaction price, unless the fair value of that instrument is evidenced by comparison with other observable current market transactions in the same instrument, or based on a valuation technique whose variables include only data from observable markets.

 

Westpac has entered into transactions where fair value is determined using valuation models for which not all significant inputs are market observable prices or rates. Such a financial instrument is initially recognised at the transaction price which is the best indicator of fair value, although the value obtained from the relevant valuation model may differ. The difference between the transaction price and the model value, commonly referred to as ‘day one profit or loss’, is not recognised immediately in profit or loss.

 

The timing of recognition of deferred day one profit or loss is determined individually. It is either amortised over the life of the transaction, deferred until the instrument’s fair value can be determined using market observable inputs, or realised through settlement. The financial instrument is subsequently measured at fair value, adjusted for the deferred day one profit or loss. Subsequent changes in fair value are recognised immediately in the income statement without reversal of deferred day one profits or losses.

 

(iv)        Loan securitisation

The Group, through its loan securitisation program, packages and sells loans (principally housing mortgage loans) as securities to investors. The program includes the securitisation of the Group’s own assets as well as assets from customer funding conduits. In such transactions, the Group provides an equitable interest in the loans to investors who provide funding to the Group. Securitised loans that do not qualify for derecognition and associated funding are included in loans and debt issues respectively.

 

148

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(v)           Fiduciary activities

Certain controlled entities within the Group conduct investment management and other fiduciary activities as responsible entity or manager on behalf of individuals, trusts, retirement benefit plans and other institutions. These activities involve the management of assets in investment schemes and superannuation funds, and the holding or placing of assets on behalf of third parties.

 

Where controlled entities, as responsible entities, incur liabilities in respect of these activities, a right of indemnity exists against the assets of the applicable trusts. As these assets are sufficient to cover liabilities, and it is not probable that the controlled entities will be required to settle them, the assets and liabilities are not included in the consolidated financial statements.

 

The Group also manages life insurance statutory fund assets that are included in the consolidated financial statements.

 

(vi)        Offsetting

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis, or to realise the asset and settle the liability simultaneously.

 

148

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

(vii)     Securities borrowed or lent and repurchase or reverse repurchase agreements

As part of its trading activities, Westpac lends and borrows securities on a collateralised basis. The securities subject to the borrowing or lending are not derecognised from the balance sheet, as the risks and rewards of ownership remain with the initial holder. Where cash is provided as collateral, the cash paid to third parties on securities borrowed is recorded as a receivable, while cash received from third parties on securities lent is recorded as a borrowing. Repurchase transactions, where Westpac sells securities under an agreement to repurchase, and reverse repurchase transactions, where Westpac purchases securities under an agreement to resell, are conducted on a collateralised basis. Certificates of deposit sold, but subject to repurchase agreements that are due from financial institutions are disclosed as part of trading liabilities and other financial assets designated at fair value. Fees and interest relating to stock borrowing or lending and repurchase or reverse repurchase agreements are recognised in interest income and interest expense in the income statement, using the effective interest rate method, over the expected life of the agreements. Westpac continually reviews the fair value of the underlying securities and, where appropriate, requests or provides additional collateral to support the transactions.

 

(viii)  Superannuation obligations

Obligations for contributions to the defined contribution superannuation plan are recognised as an expense in the income statement as incurred.

 

The asset or liability recognised in the balance sheet in respect of the defined benefit superannuation plan is the present value of the defined benefit obligation as at the reporting date less the fair value of the plan’s assets. The present value of the defined benefit obligation is determined by discounting the estimated future cash flows using interest rates of government bonds that have terms to maturity approximating to the terms of the related superannuation liability. The calculation is performed at least annually by an independent qualified actuary using the projected unit credit method.

 

The actuarial valuation of plan obligations is dependent upon a series of assumptions, the key ones being price inflation, earnings growth, mortality, morbidity and investment returns assumptions. Different assumptions could significantly alter the amount of difference between plan assets and obligations, and the superannuation cost charged to the income statement.

 

Actuarial gains and losses related to the defined benefit superannuation plan are recorded directly in retained earnings. The net surplus or deficit that arises within the plan is recognised and disclosed separately in other assets and other liabilities respectively.

 

(ix)         Earnings per share

Basic earnings per share (EPS) is determined by dividing net profit after tax attributable to equity holders of Westpac, excluding costs of servicing other equity instruments, by the weighted average number of ordinary shares outstanding during the financial year, excluding the number of ordinary shares purchased by the Group and held as treasury shares.

 

Diluted EPS is calculated by adjusting the earnings and number of shares used in the determination of the basic EPS for the effects of dilutive options, share rights and other dilutive potential ordinary shares.

 

In relation to options, share rights and restricted shares, the weighted average number of shares is adjusted to take into account the weighted average number of shares assumed to have been issued for nil consideration in determining diluted EPS. The number of ordinary shares assumed to be issued for nil consideration represents the difference between the number that would have been issued at the exercise price and the number that would have been issued at the average market price over the reporting period.

 

In relation to instruments convertible into ordinary shares under certain conditions, the weighted average number of shares is adjusted to determine the number of ordinary shares that may arise on conversion, by dividing the face value of the instruments by the average market price over the reporting period, taking into account any applicable discount on conversion weighted by the number of instruments on issue.

 

2012 WESTPAC GROUP ANNUAL REPORT

149



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(x)           Leases

Leases are classified as either finance leases or operating leases. Under a finance lease, substantially all the risks and rewards incidental to legal ownership are transferred to the lessee. In contrast, an operating lease exists where the leased assets are allocated to the lessor.

 

In its capacity as a lessor, the Group primarily offers finance leases. The Group recognises the assets held under finance lease in the balance sheet as loans at an amount equal to the net investment in the lease. The recognition of finance income is based on a pattern reflecting a constant periodic return on the Group’s net investment in the finance lease. Finance lease income is included within interest income in the income statement refer(refer to Note 1(b)(ii)).

 

In its capacity as a lessee, the Group mainly uses property and equipment under operating leases. Payments due to the lessor under operating leases are charged to equipment and occupancy expense on a straight-line basis over the term of the lease (refer to Note 1(c)(iii)).

 

Annual Report 2011

149



Note 1. Summary of significant accounting policies (continued)

(xi)         Segment reporting

Operating segments are presented on a basis that is consistent with information provided internally to Westpac’s key decision makers. In assessing the financial performance of its divisions internally, Westpac uses a measure of performance it refers to as ‘Cash Earnings’. To calculate Cash Earnings, Westpac adjusts the statutory result for material items that key decision makers believe do not reflect ongoing operations, items that are not considered when dividends are recommended and accounting reclassifications between individual line items that do not impact statutory results, such as policyholder tax recoveries. Details of the specific adjustments made to the statutory result in arriving at Cash Earnings are included in Note 32.

 

(xii)      Rounding of amounts

In accordance with ASIC Class Order 98/100, all amounts have been rounded to the nearest million dollars unless otherwise stated.

 

j.                    Critical accounting assumptions and estimates

The application of the Group’s accounting policies necessarily requires the use of judgment, estimates and assumptions. Should different assumptions or estimates be applied, the resulting values would change, impacting the net assets and income of the Group.

Management has discussed the accounting policies which are sensitive to the use of judgment, estimates and assumptions with the BAC.

 

The nature of assumptions and estimates used and the value of the resulting asset and liability balances are included in the policies below.

 

(i)               Fair value of financial instruments

Financial instruments classified as held-for-trading or designated at fair value through profit or loss and financial assets classified as available-for-sale are recognised in the financial statements at fair value. All derivatives are measured and recognised at fair value.

 

The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

 

Financial instruments are either priced with reference to a quoted market price for that instrument or by using a valuation model. Where the fair value is calculated using financial market pricing models, the methodology used is to calculate the expected cash flows under the terms of each specific contract and then discount these values back to the present value. These models use as their basis independently sourced market parameters including, for example, interest rate yield curves, equities and commodities prices, option volatilities and currency rates. Most market parameters are either directly observable or are implied from instrument prices; however, profits or losses are recognised upon initial recognition only when such profits can be measured by reference to observable current market transactions or valuation techniques based on observable market inputs.

 

The calculation of fair value for any financial instrument may also require adjustment of the quoted price or model value to reflect the cost of credit risk (where not embedded in underlying models or prices used). The process of calculating fair value on illiquid instruments or from a valuation model may require estimation of certain pricing parameters, assumptions or model characteristics.

 

These estimates are calibrated against industry standards, economic models and observed transaction prices.

 

The fair value of financial instruments is provided in Note 28 as well as the mechanism by which fair value has been derived.

 

150

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The majority of the Group’s derivatives are valued using valuation techniques that utilise observable market inputs. The fair value of substantially all securities positions carried at fair value is determined directly from quoted prices or from market observable inputs applied in valuation models. The Group has financial assets measured at fair value of $126,057$127,305 million (2010 $104,002(2011: $137,334 million). $1,473$1,276 million of this is measured at fair value based on significant unobservable market inputs (2010 $1,164(2011: $1,473 million). The Group has financial liabilities measured at fair value of $151,545$127,254 million (2010 $135,465(2011: $151,545 million). $74$100 million of this is measured at fair value based on significant unobservable market inputs (2010 $153(2011: $74 million). Sensitivities to reasonably possible changes in non-market observable valuation assumptions would not have a material impact on the Group or the Parent Entity’s reported results.

 

(ii)            Provisions for impairment charges on loans and credit commitments

The Group’s loan impairment provisions are established to recognise incurred impairment in its portfolio of loans. A loan is impaired when there is objective evidence that events occurring since the loan was recognised have affected expected cash flows from the loan. The impairment charge is the difference between the carrying value of the loan and the present value of estimated future cash flows calculated at the loan’s original effective interest rate for fixed rate loans and the loan’s current effective interest rate for variable rate loans. Provisions for loan impairment represent management’s estimate of the impairment charges incurred in the loan portfolios as at the balance date. Changes to the provisions for loan impairment and changes to the provisions for undrawn contractually committed facilities and guarantees provided are reported in the income statement as part of impairment charges on loans.

 

150

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

At 30 September 2011,2012, gross loans to customers totalled $500,654$518,279 million (2010 $482,366(2011: $500,654 million) and the provision for loan impairment was $4,045$3,834 million (2010 $4,711(2011: $4,045 million). There are two components to the Group’s loan impairment provisions,provisions: individual and collective.

 

Individual component

All impaired loans that exceed specified thresholds are individually assessed for impairment. Individually assessed loans principally comprise the Group’s portfolio of commercial loans to medium and large businesses. Impairment is recognised as the difference between the carrying value of the loan and the discounted value of management’s best estimate of future cash repayments and proceeds from any security held (discounted at the loan’s original effective interest rate for fixed rate loans and the loan’s current effective interest rate for variable rate loans). Relevant considerations that have a bearing on the expected future cash flows are taken into account, including the business prospects for the customer, the realisable value of collateral, the Group’s position relative to other claimants, the reliability of customer information and the likely cost and duration of the work-out process. Subjective judgments are made in this process. Furthermore, judgments can change with time as new information becomes available or as work-out strategies evolve, resulting in revisions to the impairment provision as individual decisions are taken.

 

Collective component

This is made up of two elements: loan impairment provisions for impaired loans that are below individual assessment thresholds (collective impaired loan provisions) and for loan impairments that have been incurred but have not been separately identified at the balance sheet date (incurred but not reported provisions). These are established on a portfolio basis taking into account the level of arrears, collateral, past loss experience and defaults based on portfolio trends. The most significant factors in establishing these provisions are the estimated loss rates and the related emergence periods. The emergence period for each loan product type is determined through detailed studies of loss emergence patterns. Loan files where losses have emerged are reviewed to identify the average time period between observable loss indicator events and the loss becoming identifiable. These portfolios include credit card receivables and other personal advances including mortgages. The future credit quality of these portfolios is subject to uncertainties that could cause actual credit losses to differ materially from reported loan impairment provisions. These uncertainties include the economic environment, notably interest rates and their effect on customer spending, unemployment levels, payment behaviour and bankruptcy rates.

 

The impairment charge reflected in the income statement is $993$1,212 million (2010 $1,456(2011: $993 million) and the provision balance at 30 September 20112012 of $4,045$3,834 million (2010 $4,711(2011: $4,045 million) represents 0.81%0.74% of loans (2010 0.98%(2011: 0.81%).

 

Provisions for credit commitments are calculated using the same methodology as described above. The provision for credit commitments was $369$407 million (2010 $350(2011: $369 million) and was disclosed as part of Note 20.

 

(iii)         Goodwill

As stated in Note 1(f)(iii)(b), goodwill represents the excess of purchase consideration, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous equity interest in the acquiree, over the fair value of the Group’s share of the identified net assets of acquired businesses. Goodwill is tested for impairment at least annually. The carrying value of goodwill as at 30 September 20112012 was $8,582$8,797 million (2010 $8,569(2011: $8,582 million).

 

The determination of the fair value of assets and liabilities of the acquired businesses requires the exercise of management judgment. Different fair values would result in changes to the goodwill balance and to the post-acquisition performance of the acquisition.

 

2012 WESTPAC GROUP ANNUAL REPORT

151



NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

To determine if goodwill is impaired the carrying value of the identified CGU to which the goodwill is allocated, including the allocated goodwill, is compared to its recoverable amount. Recoverable amount is the higher of the CGU’s fair value less costs to sell and its value in use. Value in use is the present value of expected future cash flows from the CGU. Determination of appropriate cash flows and discount rates for the calculation of value in use is subjective. Fair value is the amount obtainable for the sale of the CGU in an arm’s length transaction between knowledgeable, willing parties. The assumptions applied to determine if any impairment exists are outlined in Note 13.

 

Goodwill impairment testing resulted in an impairment of goodwill of nil (2010(2011: nil).

 

(iv)        Superannuation obligations

The Group operates a number of defined benefit plans as described in Note 35. For each of these plans, actuarial valuations of the plan’s obligations and the fair value measurements of the plan’s assets are performed at least annually in accordance with the requirements of AASB 119 Employee Benefits.

 

The actuarial valuation of plan obligations is dependent upon a series of assumptions, the key ones being price inflation, earnings growth, mortality, morbidity and investment returns assumptions. Different assumptions could significantly alter the amount of the difference between plan assets and obligations, and the superannuation cost charged to the income statement.

 

Refer to Note 35 for details of the Group’s defined benefit deficit balances.

 

Annual Report 2011

151



Note 1. Summary of significant accounting policies (continued)

(v)           Provisions (other than loan impairment)

Provisions are held in respect of a range of obligations such as employee entitlements, restructuring costs, litigation provisions and non-lending losses and onerous contracts (for example leases with surplus space). Provisions carried for long service leave are supported by an independent actuarial report. Some of the provisions involve significant judgment about the likely outcome of various events and estimated future cash flows. The deferral of these benefits involves the exercise of management judgments about the ultimate outcomes of the transactions. Payments that are expected to be incurred after more than one year are discounted at a rate which reflects both current interest rates and the risks specific to that provision.

 

(vi)        Income taxes

The Group is subject to income taxes in Australia and jurisdictions where it has foreign operations. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax outcome is unclear. Provisions for tax are held to reflect these tax uncertainties. The Group estimates its tax liabilities based on the Group’s understanding of the tax law. Where the final outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period where such determination is made.

 

Refer to Note 15 for details of the Group’s deferred tax balances.

 

(vii)St.George Bank Limited merger

The merger with St.George Bank Limited was accounted for using the purchase method of accounting. All the identifiable assets and liabilities of St.George Group were initially recognised by the Group at their fair value on the date of the merger. This involved additional critical accounting assumptions, judgments and estimates that may have a material impact on the Group’s financial statements. The assets and liabilities recognised by the Group following the merger with St.George Bank Limited are set out in Note 42.

Intangible assets

Identifiable intangible assets are required to be identified and measured at their fair value as a result of the purchase price accounting requirements of AASB 3 Business Combinations. This involves the use of judgments, estimates and assumptions about how customers may act and how products will perform in the future, based largely on past experience and future contractual arrangements.

The following material identifiable intangible assets have been recognised:

§core deposit intangibles;

§brand names;

§financial planner distribution relationships; and

§credit card customer relationships.

Financial assets and liabilities

The fair value of all of St.George Group’s financial assets and financial liabilities were determined at the merger date. Many of these assets and liabilities are not normally traded in active markets. The global credit and capital market conditions that included extreme volatility, disruption and decreased liquidity increased the level of management judgment required in determining the fair value of St.George Group’s financial assets and financial liabilities.

Tax consolidation

Following the redemption of St.George Bank Limited’s hybrid instruments on 31 March 2009, St.George Bank Limited and all its wholly owned Australian subsidiaries joined the Westpac tax consolidated group. Westpac was required to reset the tax value of certain St.George Group assets to the appropriate market value of those assets.

In order to determine the impact of St.George Group joining the Westpac tax consolidation group, the fair value of St.George Group and the fair value of its identifiable assets and liabilities needed to be determined as at 31 March 2009. This required management to make similar critical assumptions, judgments and estimates in determining the fair value of identifiable assets and liabilities on the date of the acquisition.

Refer to Note 5 for the current impact of St.George Bank Limited joining the Westpac tax consolidated group.

k.                Future developments in accounting policies

The following new standards and interpretations which may have a material impact on the Group have been issued, but are not yet effective and have not been early adopted by the Group:

 

AASB 2010-6 Amendments to Australian Accounting Standards – Disclosures on Transfers of Financial Assets was issued in November 2010 and will be effective for the 30 September 2012 financial year end. This Standard adds and amends disclosure requirements in AASB 7 Financial Instruments: Disclosures about transfers of financial assets, including in respect of the nature of the financial assets involved and the risks associated with them.

152

Westpac Group



Notes to the financial statements

Note 1. Summary of significant accounting policies (continued)

AASB 9 Financial Instruments (Part 1: Classification and Measurement) was issued by the Australian Accounting Standards Board in December 2009. If the standard is not early adopted it will be effective for the 30 September 20142016 financial year end. The major changes under the standard are:

 

§

§AASB 9 Financial Instruments replaces the multiple classification and measurement models in AASB 139 Financial Instruments: Recognition and Measurement with a single model that has two classification categories: amortised cost and fair value;

§

a financial asset is measured at amortised cost if two criteria are met: a) the objective of the business model is to hold the financial asset for the collection of the contractual cash flows, and b) the contractual cash flows under the instrument solely represent the payment of principal and interest;

§

if a financial asset is eligible for amortised cost measurement, an entity can elect to measure it at fair value if it eliminates or significantly reduces an accounting mismatch;

§

there will be no separation of an embedded derivative where the instrument is a financial asset;

§

equity instruments must be measured at fair value however, an entity can elect on initial recognition to present the fair value changes on an equity investment directly in other comprehensive income. There is no subsequent recycling of fair value gains and losses to profit or loss; however dividends from such investments will continue to be recognised in profit or loss;

§

if an entity holds an investment in asset-backed securities (ABS) it must determine the classification of that investment by looking through to the underlying assets and assess the credit quality of the investment compared with the underlying portfolio of assets. If an entity is unable to look through to the underlying assets, then the investment must be measured at fair value; and

152

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

 

§NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)a financial asset is measured at amortised cost if two criteria are met: a) the objective of the business model is to hold the financial asset for the collection of the contractual cash flows, and b) the contractual cash flows under the instrument solely represent the payment of principal and interest;

 

§

§if a financial asset is eligible for amortised cost measurement, an entity can elect to measure it at fair value if it eliminates or significantly reduces an accounting mismatch;

§there will be no separation of an embedded derivative where the instrument is a financial asset;

§equity instruments must be measured at fair value however, an entity can elect on initial recognition to present the fair value changes on an equity investment directly in other comprehensive income. There is no subsequent recycling of fair value gains and losses to profit or loss; however dividends from such investments will continue to be recognised in profit or loss; and

§if an entity holds an investment in asset-backed securities (ABS) it must determine the classification of that investment by looking through to the underlying assets and assess the credit quality of the investment compared with the underlying portfolio of assets. If an entity is unable to look through to the underlying assets, then the investment must be measured at fair value.

The reissued version of the standard in December 2010 included the requirements for classification and measurement of financial instruments including both financial assets and financial liabilities as well as recognition and derecognition requirements for financial instruments. The main additional change as a result of the reissued version relates to the measurement of financial liabilities. Specifically, the portion of a change of fair value relating to the entity’s own credit risk for financial liabilities measured at fair value utilising the fair value option is presented in other comprehensive income, except when that would create an accounting mismatch. If such a mismatch would be created or enlarged, the entity is required to present all changes in fair value (including the effects of changes in the credit risk of the liability) in profit or loss.

 

As a result of the issuance and reissuance of AASB 9, two further standards have been issued by the AASB which give effect to consequential changes to a number of Australian Accounting Standards and Interpretations. These standards are AASB 2009-11 Amendments to Australian Accounting Standards arising from AASB 9 which was issued in December 2009 and AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December 2010) which was issued in December 2010. These standards will be applicable when AASB 9 is adopted by the Group.

 

AASB 9 will impact the classification and measurement of the Group’s financial instruments when adopted.

 

AASB 2010-8 Amendments to Australian Accounting Standards – Deferred Tax: Recovery of Underlying Assets was issued in December 2010 and will be effective for the 30 September 2013 financial year end. The amended standard introduces a rebuttable presumption in AASB 112 Income Taxes, applicable specifically to investment properties, property plant and equipment and intangible assets which are measured using the fair value model or the revaluation model, that the asset will be recovered entirely through sale unless there is clear evidence that recovery will occur in another manner. The amendment is not expected to have a material impact on the Group.

AASB 2011-1 Amendments to Australian Accounting Standards arising from the Trans-Tasman Convergence project and AASB 1054 Australian Additional Disclosures were issued in May 2011 and will be effective for the 30 September 2012 financial year end. In 2009, the Australian and New Zealand Federal Governments announced their intention to undertake various short to medium-term projects to support the aim of a single economic market. This included a single set of accounting standards that was accepted in both jurisdictions. AASB 2011-1 eliminates most of the existing differences between AASB, local New Zealand standards and IFRS. Where additional disclosures were considered necessary, these disclosures were moved to AASB 1054. The amendments simplify some current disclosures, remove others altogether and align the requirements of the two countries. The new and amended standards are expected to simplify some disclosures for the Group.

 

AASB 2011-4 Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements was issued in July 2011 and will be effective for the 30 September 2014 financial year end. The amendments remove all the individual key management personnel (KMP) disclosures in AASB 124 Related Party Disclosures that were specific to Australian entities. The amendments are expected to simplify the Group’s related party disclosures.

 

Annual Report 2011

153



Note 1. Summary of significant accounting policies (continued)

AASB 10 Consolidated Financial Statements and AASB 12 Disclosure of Interests in Other Entities were issued in August 2011 and will be effective for the 30 September 2014 financial year end. The new consolidation standard changes the definition of control and requires that it be applied to all entities to determine whether control exists. The new definition focuses on the need for both power and exposure to variability of returns in order for control to be present and the new disclosure standard increases the disclosure requirements for both consolidated and unconsolidated entities. The new standards are not expected to have a material impact on the Group.

 

AASB 13 Fair Value Measurement was issued in September 2011 and will be effective for the 30 September 2014 financial year end. The new standard replaces existing guidance on fair value measurement in several standards with a single, unified definition of fair value and a framework for measuring and disclosing fair values. AASB 13 applies to all assets and liabilities measured at fair value, not just financial instruments. The new standard is not expected to have a material impact on the Group.

 

AASB 2011-9 Amendments to Australian Accounting Standards – Presentation of Items of Other Comprehensive Income was issued in September 2011 and will be effective for the 30 September 2013 financial year end. The new standard amends AASB 101 Presentation of financial statements. Under the amended standard, the format of other comprehensive income will need to be changed to separate items that might be recycled to net profit from items that will not be recycled. Items included in other comprehensive income that may be recycled into profit or loss in future periods include gains or losses on cash flow hedges and exchange differences on the translation of foreign operations. Those that will not be recycled include fair value changes on own credit risk for financial liabilities designated at fair value and defined benefits actuarial gains and losses.

 

A revised AASB 119 Employee Benefits was issued in September 2011 which will be effective for the 30 September 2014 financial year end. The amendments require entities to account immediately, in retained earnings, for all estimated changes in the cost of providing these benefits and all changes in the value of plan assets (often referred to as the removal of ‘corridor method’). The amendments also contain a new presentation approach that clearly distinguishes the different components of the cost of these benefits. Minimal impact is expected as a result of both these changes as the Group’s current accounting and presentation treatment is in line with the new amendments. Two areas of impact will be the change in the measurement of pension expense and additional disclosures to provide clearer information about the risks arising from defined benefits plans.

 

154

Westpac Group



NotesAASB 2012-2 Amendments to the financial statements

Note 2. Net interest income

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2009

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Interest income

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash1

 

71

 

 

60

 

60

 

70

 

 

57

 

Receivables due from other financial institutions

 

251

 

 

234

 

194

 

88

 

 

79

 

Net ineffectiveness on qualifying hedges

 

(13

)

 

1

 

(9

)

(14

)

 

(3

)

Trading securities

 

2,356

 

 

2,035

 

2,228

 

2,287

 

 

1,873

 

Other financial assets designated at fair value

 

99

 

 

64

 

43

 

96

 

 

59

 

Available-for-sale securities

 

789

 

 

368

 

118

 

702

 

 

290

 

Loans

 

34,530

 

 

31,377

 

27,772

 

31,168

 

 

24,422

 

Regulatory deposits with central banks overseas

 

12

 

 

4

 

17

 

12

 

 

4

 

Due from subsidiaries

 

-

 

 

-

 

-

 

2,696

 

 

3,013

 

Other interest income1

 

3

 

 

8

 

23

 

2

 

 

5

 

Total interest income2

 

38,098

 

 

34,151

 

30,446

 

37,107

 

 

29,799

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

(191

)

 

(151

)

(365

)

(191

)

 

(150

)

Certificates of deposit

 

(1,907

)

 

(1,855

)

(2,247

)

(1,860

)

 

(1,791

)

At call and term deposits

 

(12,775

)

 

(10,695

)

(9,135

)

(11,828

)

 

(8,825

)

Trading liabilities3

 

(5,738

)

 

(3,414

)

(1,522

)

(5,357

)

 

(3,088

)

Other financial liabilities designated at fair value3

 

(38

)

 

(19

)

(9

)

-

 

 

-

 

Debt issues and acceptances3

 

(4,578

)

 

(4,539

)

(3,851

)

(3,949

)

 

(3,462

)

Due to subsidiaries

 

-

 

 

-

 

-

 

(2,993

)

 

(2,222

)

Loan capital

 

(469

)

 

(545

)

(582

)

(441

)

 

(436

)

Other interest expense3

 

(406

)

 

(1,091

)

(1,089

)

(136

)

 

(812

)

Total interest expense4

 

(26,102

)

 

(22,309

)

(18,800

)

(26,755

)

 

(20,786

)

Net interest income

 

11,996

 

 

11,842

 

11,646

 

10,352

 

 

9,013

 

Impairment charges on loans

 

(993

)

 

(1,456

)

(3,238

)

(775

)

 

(958

)

Net interest income after impairment charges on loans

 

11,003

 

 

10,386

 

8,408

 

9,577

 

 

8,055

 

1In the current year we have revised our presentation to align interest income with the balance sheetAustralian accounting Standards – Disclosures – Offsetting Financial Assets and have reclassified interest income on cash from other interest income to cash. To improve presentation we have revised comparative periodsFinancial Liabilities was issued in June 2012 and will be effective for the Group (2010 $60 million, 2009 $60 million)30 September 2014 financial year end. The amendment requires disclosure of information that will enable users to evaluate the effect or potential effect of netting arrangements, including rights of set-off associated with recognised financial assets and forliabilities on the Parent Entity (2010 $57 million).Group’s financial position. The amendment is expected to result in additional disclosures.

 

2Total interest income for financial assets that are not at fair value through profit or loss is $35,656 million (2010 $32,051 million, 2009 $28,184 million)AASB 2012-3 Amendments to Australian accounting Standards – Offsetting Financial Assets and Financial Liabilities was issued in June 2012 and will be effective for the Group30 September 2015 financial year end. The amendment provides application guidance to addressing inconsistencies applied to offsetting criteria provided in AASB 132 Financial Instruments: Presentation, including clarifying the meaning of current legal enforceable right of set-off and $34,738 million (2010 $27,870 million) forthat some gross settlement systems may be considered as the Parent Entity.equivalent to net settlement. The amendment is not expected to have a material impact on the Group.

 

3In the current year we have revised our presentation to align interest expense with the balance sheet and better reflect the nature of interest expense. Reclassifications within interest expense have been made from other interest expense to debt issues and acceptances, other financial liabilities designated at fair value and trading liabilities. To improve presentation we have revised comparative periods for the Group (2010 $732 million, 2009 $945 million) and for the Parent Entity (2010 $435 million).

4Total interest expense for financial liabilities that are not at fair value through profit or loss is $18,300 million (2010 $17,300 million, 2009 $15,986 million) for the Group and $19,440 million (2010 $16,167 million) for the Parent Entity.

Annual Report 2011155

2012 WESTPAC GROUP ANNUAL REPORT

153



 

Note 3. Non-interest incomeNOTE 2. NET INTEREST INCOME

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2009

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Fees and commissions1

 

 

 

 

 

 

 

 

 

 

 

 

 

Facility fees

 

1,105

 

 

1,032

 

1,024

 

1,116

 

 

888

 

Transaction fees and commissions received

 

1,180

 

 

1,153

 

1,582

 

1,124

 

 

1,009

 

Other non-risk fee income

 

283

 

 

284

 

37

 

246

 

 

259

 

Total fees and commissions

 

2,568

 

 

2,469

 

2,643

 

2,486

 

 

2,156

 

Wealth management and insurance income

 

 

 

 

 

 

 

 

 

 

 

 

 

Life insurance and funds management net operating income1

 

1,463

 

 

1,394

 

1,210

 

-

 

 

-

 

General insurance and lenders mortgage insurance premiums less claims incurred

 

155

 

 

166

 

152

 

-

 

 

-

 

Total wealth management and insurance income

 

1,618

 

 

1,560

 

1,362

 

-

 

 

-

 

Trading income

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange income

 

329

 

 

462

 

707

 

276

 

 

427

 

Other trading securities

 

229

 

 

335

 

194

 

217

 

 

249

 

Total trading income

 

558

 

 

797

 

901

 

493

 

 

676

 

Other income

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends received from subsidiaries

 

-

 

 

-

 

-

 

624

 

 

1,586

 

Dividends received from other entities

 

17

 

 

25

 

21

 

13

 

 

21

 

Rental income

 

2

 

 

6

 

5

 

1

 

 

3

 

Net gain/(loss) on disposal of assets

 

51

 

 

46

 

(8

)

42

 

 

24

 

Net gain/(loss) on ineffective hedges

 

(5

)

 

10

 

3

 

(5

)

 

10

 

Hedging overseas operations

 

55

 

 

29

 

20

 

1

 

 

61

 

Net gain/(loss) on derivatives held for risk management purposes2

 

(28

)

 

27

 

54

 

(25

)

 

29

 

Net gain/(loss) on financial instruments designated at fair value

 

28

 

 

41

 

-

 

(21

)

 

17

 

Other

 

53

 

 

58

 

(142

)

(30

)

 

20

 

Total other income

 

173

 

 

242

 

(47

)

600

 

 

1,771

 

Total non-interest income

 

4,917

 

 

5,068

 

4,859

 

3,579

 

 

4,603

 

Wealth management and insurance income comprised

 

 

 

 

 

 

 

 

 

 

 

 

 

Funds management income

 

914

 

 

896

 

716

 

-

 

 

-

 

Life insurance premium income

 

559

 

 

501

 

470

 

-

 

 

-

 

Life insurance commissions, investment income/(expense) and other income/(expense)1

 

99

 

 

455

 

427

 

-

 

 

-

 

Life insurance claims and changes in life insurance liabilities1

 

(109

)

 

(458

)

(403

)

-

 

 

-

 

General insurance and lenders mortgage insurance premiums earned

 

356

 

 

341

 

319

 

-

 

 

-

 

General insurance and lenders mortgage insurance commissions, investment and other income

 

30

 

 

15

 

(22

)

-

 

 

-

 

General insurance and lenders mortgage insurance claims incurred, underwriting and commission expenses

 

(231

)

 

(190

)

(145

)

-

 

 

-

 

Total wealth management and insurance income

 

1,618

 

 

1,560

 

1,362

 

-

 

 

-

 

 

 

      Consolidated

 

      Parent Entity

 

 

 

2012

2011

2010

2012

2011

 

 

$m

$m

$m

$m

$m

Interest income

 

 

 

 

 

 

 

 

 

 

 

Cash

 

99

 

71

 

60

 

77

 

70

 

Receivables due from other financial institutions

 

188

 

251

 

234

 

77

 

88

 

Net ineffectiveness on qualifying hedges

 

8

 

(13

)

1

 

7

 

(14

)

Trading securities

 

2,091

 

2,356

 

2,035

 

2,019

 

2,287

 

Other financial assets designated at fair value

 

108

 

99

 

64

 

99

 

96

 

Available-for-sale securities

 

1,116

 

789

 

368

 

908

 

702

 

Loans

 

33,238

 

34,530

 

31,377

 

29,643

 

31,168

 

Regulatory deposits with central banks overseas

 

24

 

12

 

4

 

24

 

12

 

Due from subsidiaries

 

-

 

-

 

-

 

3,546

 

2,696

 

Other interest income

 

1

 

3

 

8

 

1

 

2

 

Total interest income1

 

36,873

 

38,098

 

34,151

 

36,401

 

37,107

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

(244

)

(191

)

(151

)

(242

)

(191

)

Certificates of deposit

 

(1,619

)

(1,907

)

(1,855

)

(1,586

)

(1,860

)

At call and term deposits

 

(12,983

)

(12,775

)

(10,695

)

(11,942

)

(11,828

)

Trading liabilities

 

(4,500

)

(5,738

)

(3,414

)

(4,129

)

(5,357

)

Other financial liabilities designated at fair value

 

(20

)

(38

)

(19

)

-

 

-

 

Debt issues and acceptances

 

(4,388

)

(4,578

)

(4,539

)

(3,684

)

(3,949

)

Due to subsidiaries

 

-

 

-

 

-

 

(3,697

)

(2,993

)

Loan capital

 

(454

)

(469

)

(545

)

(428

)

(441

)

Other interest expense

 

(163

)

(406

)

(1,091

)

(143

)

(136

)

Total interest expense2

 

(24,371

)

(26,102

)

(22,309

)

(25,851

)

(26,755

)

Net interest income

 

12,502

 

11,996

 

11,842

 

10,550

 

10,352

 

 

1In the current year we have revised our presentation within total non-interest income. Reclassifications have been made within fees and commissions to align with the way we manage our business. To improve presentation we have reclassified certain fees from life insurance and funds management to fees and commissions. To improve presentation we have revised comparative periods for the Group (2010 $36 million, 2009 $6 million).

Total interest income for financial assets that are not at fair value through profit or loss is $34,666 million (2011: $35,656 million, 2010: $32,051 million) for the Group and $34,276 million (2011: $34,738 million, 2010: $27,870 million) for the Parent Entity.

2

Total interest expense for financial liabilities that are not at fair value through profit or loss is $17,990 million (2011: $18,300 million, 2010: $17,300 million) for the Group and $19,916 million (2011: $19,440 million, 2010 $16,167 million) for the Parent Entity.

 

2Income from derivatives held for risk management purposes primarily comprises net gains or losses on realised and unrealised hedges on New Zealand future retail earnings and net gains or losses on the hedge of our 2003 Trust Preferred Securities.

154

2012 WESTPAC GROUP ANNUAL REPORT

 

156Westpac Group



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

Note 4. Operating expensesNOTE 3. NON-INTEREST INCOME

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2009

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Salaries and other staff expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and wages

 

3,015

 

 

3,052

 

2,856

 

2,448

 

 

2,171

 

Employee entitlements

 

305

 

 

258

 

245

 

261

 

 

197

 

Employee related taxes

 

194

 

 

177

 

190

 

165

 

 

135

 

Superannuation expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

Defined contribution plans

 

234

 

 

212

 

171

 

187

 

 

161

 

Defined benefit plans (Note 35)

 

29

 

 

39

 

37

 

29

 

 

39

 

Equity based compensation

 

112

 

 

125

 

104

 

77

 

 

102

 

Restructuring costs

 

110

 

 

56

 

116

 

103

 

 

46

 

Other

 

56

 

 

71

 

87

 

42

 

 

33

 

Total salaries and other staff expenses

 

4,055

 

 

3,990

 

3,806

 

3,312

 

 

2,884

 

Equipment and occupancy expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease rentals

 

505

 

 

482

 

435

 

408

 

 

322

 

Depreciation, amortisation and impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

Premises

 

16

 

 

17

 

18

 

15

 

 

17

 

Leasehold improvements

 

89

 

 

62

 

52

 

81

 

 

50

 

Furniture and equipment

 

63

 

 

61

 

62

 

54

 

 

50

 

Technology

 

76

 

 

66

 

63

 

59

 

 

43

 

Software

 

265

 

 

300

 

206

 

208

 

 

227

 

Equipment repairs and maintenance

 

80

 

 

75

 

74

 

68

 

 

54

 

Electricity, water and rates

 

12

 

 

11

 

11

 

9

 

 

8

 

Land tax

 

6

 

 

5

 

5

 

6

 

 

5

 

Other

 

3

 

 

3

 

-

 

(8

)

 

-

 

Total equipment and occupancy expenses

 

1,115

 

 

1,082

 

926

 

900

 

 

776

 

Other expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortisation of deferred expenditure

 

4

 

 

6

 

12

 

18

 

 

18

 

Amortisation of intangible assets

 

208

 

 

208

 

182

 

208

 

 

121

 

Impairment charges – goodwill

 

-

 

 

-

 

2

 

-

 

 

-

 

Non-lending losses

 

43

 

 

38

 

182

 

39

 

 

24

 

Purchased services:

 

 

 

 

 

 

 

 

 

 

 

 

 

Technology and information services1

 

254

 

 

280

 

285

 

196

 

 

194

 

Legal

 

29

 

 

33

 

41

 

16

 

 

20

 

Other professional services1

 

448

 

 

483

 

377

 

311

 

 

365

 

Credit card loyalty programs

 

127

 

 

117

 

210

 

127

 

 

117

 

Stationery

 

82

 

 

83

 

80

 

60

 

 

51

 

Postage and freight

 

145

 

 

139

 

123

 

116

 

 

103

 

Outsourcing costs1

 

592

 

 

583

 

546

 

455

 

 

450

 

Insurance

 

14

 

 

21

 

19

 

12

 

 

14

 

Advertising

 

176

 

 

162

 

155

 

128

 

 

88

 

Training

 

28

 

 

29

 

22

 

20

 

 

18

 

Travel

 

70

 

 

73

 

63

 

51

 

 

53

 

Other expenses1

 

16

 

 

89

 

140

 

127

 

 

244

 

Total other expenses

 

2,236

 

 

2,344

 

2,439

 

1,884

 

 

1,880

 

Operating expenses

 

7,406

 

 

7,416

 

7,171

 

6,096

 

 

5,540

 

 

 

      Consolidated

 

      Parent Entity

 

 

 

2012

2011

2010

2012

2011

 

 

$m

$m

$m

$m

$m

Fees and commissions

 

 

 

 

 

 

 

 

 

 

 

Facility fees

 

1,179

 

1,105

 

1,032

 

1,182

 

1,116

 

Transaction fees and commissions received

 

1,185

 

1,180

 

1,153

 

1,092

 

1,124

 

Other non-risk fee income

 

266

 

283

 

284

 

329

 

246

 

Total fees and commissions

 

2,630

 

2,568

 

2,469

 

2,603

 

2,486

 

Wealth management and insurance income

 

 

 

 

 

 

 

 

 

 

 

Life insurance and funds management net operating income

 

1,613

 

1,463

 

1,394

 

-

 

-

 

General insurance and lenders mortgage insurance net
operating income

 

178

 

155

 

166

 

-

 

-

 

Total wealth management and insurance income

 

1,791

 

1,618

 

1,560

 

-

 

-

 

Trading income

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange income

 

476

 

329

 

462

 

387

 

276

 

Other trading securities

 

374

 

229

 

335

 

350

 

217

 

Total trading income

 

850

 

558

 

797

 

737

 

493

 

Other income

 

 

 

 

 

 

 

 

 

 

 

Dividends received from subsidiaries

 

-

 

-

 

-

 

568

 

624

 

Dividends received from other entities

 

12

 

17

 

25

 

7

 

13

 

Rental income

 

1

 

2

 

6

 

1

 

1

 

Net gain on disposal of assets

 

46

 

51

 

46

 

45

 

42

 

Net gain/(loss) on ineffective hedges

 

3

 

(5

)

10

 

3

 

(5

)

Net gain on hedging overseas operations

 

78

 

55

 

29

 

13

 

1

 

Net gain/(loss) on derivatives held for risk management purposes1

 

(36

)

(28

)

27

 

(32

)

(25

)

Net gain/(loss) on financial instruments designated at fair value

 

27

 

28

 

41

 

31

 

(21

)

Other

 

79

 

53

 

58

 

65

 

(30

)

Total other income

 

210

 

173

 

242

 

701

 

600

 

Total non-interest income

 

5,481

 

4,917

 

5,068

 

4,041

 

3,579

 

Wealth management and insurance income comprised

 

 

 

 

 

 

 

 

 

 

 

Funds management income

 

1,037

 

914

 

896

 

-

 

-

 

Life insurance premium income

 

637

 

559

 

501

 

-

 

-

 

Life insurance commissions, investment income and other income

 

836

 

99

 

455

 

-

 

-

 

Life insurance claims and changes in life insurance liabilities

 

(897

)

(109

)

(458

)

-

 

-

 

General insurance and lenders mortgage insurance
premiums earned

 

370

 

356

 

341

 

-

 

-

 

General insurance and lenders mortgage insurance commissions, investment and other income

 

30

 

30

 

15

 

-

 

-

 

General insurance and lenders mortgage insurance claims incurred, underwriting and commission expenses

 

(222

)

(231

)

(190

)

-

 

-

 

Total wealth management and insurance income

 

1,791

 

1,618

 

1,560

 

-

 

-

 

 

1To better reflect the nature of expenses, we have made reclassifications within the expense line items in total other expenses. The reclassifications are principally between other expenses, technology and information services, outsourcing costs and other professional services. To improve presentation we have revised comparative periods.

Income from derivatives held for risk management purposes primarily comprises net gains or losses on realised and unrealised hedges on New Zealand future earnings and net gains or losses on the hedge of our 2003 Trust Preferred Securities.

 

Annual Report 2011157

2012 WESTPAC GROUP ANNUAL REPORT

155



 

Note 5. Income taxNOTE 4. OPERATING EXPENSES

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2009

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

The income tax expense for the year is reconciled to the profit before income tax as follows

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit before income tax

 

8,514

 

 

8,038

 

6,096

 

7,060

 

 

7,118

 

Prima facie income tax based on the Australian company tax rate of 30%

 

2,554

 

 

2,411

 

1,829

 

2,118

 

 

2,135

 

The effect of amounts which are not deductible (assessable) in calculating taxable income

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in tax rate1

 

7

 

 

6

 

-

 

1

 

 

1

 

Rebatable and exempt dividends

 

(2

)

 

(5

)

(19

)

(184

)

 

(509

)

Tax losses not previously recognised now brought to account

 

-

 

 

-

 

(5

)

-

 

 

-

 

Life insurance:

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax adjustment on policyholders’ earnings2

 

(10

)

 

(8

)

5

 

-

 

 

-

 

Adjustment for life business tax rates

 

(6

)

 

(9

)

(1

)

-

 

 

-

 

Other non-assessable items

 

(40

)

 

(26

)

(24

)

(17

)

 

(19

)

Other non-deductible items

 

66

 

 

36

 

68

 

68

 

 

87

 

Adjustment for overseas tax rates

 

1

 

 

1

 

(16

)

1

 

 

-

 

Income tax (over)/under provided in prior years

 

(33

)

 

(4

)

19

 

(21

)

 

(3

)

St.George tax consolidation adjustment3

 

(1,110

)

 

(685

)

-

 

(1,110

)

 

(685

)

Other items4

 

28

 

 

(91

)

723

 

(9

)

 

(49

)

Total income tax expense in the income statement

 

1,455

 

 

1,626

 

2,579

 

847

 

 

958

 

Income tax analysis

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense attributable to profit from ordinary activities comprised:

 

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

1,809

 

 

1,705

 

2,741

 

1,464

 

 

1,133

 

Overseas

 

180

 

 

184

 

1,038

 

30

 

 

84

 

 

 

1,989

 

 

1,889

 

3,779

 

1,494

 

 

1,217

 

Deferred income tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(591

)

 

(224

)

(1,187

)

(669

)

 

(255

)

Overseas

 

90

 

 

(35

)

(32

)

43

 

 

(1

)

 

 

(501

)

 

(259

)

(1,219

)

(626

)

 

(256

)

Under/(over) provision in prior years:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(20

)

 

(3

)

21

 

(9

)

 

1

 

Overseas

 

(13

)

 

(1

)

(2

)

(12

)

 

(4

)

 

 

(33

)

 

(4

)

19

 

(21

)

 

(3

)

Total Australia

 

1,198

 

 

1,478

 

1,575

 

786

 

 

879

 

Total Overseas

 

257

 

 

148

 

1,004

 

61

 

 

79

 

Total income tax expense attributable to profit from ordinary activities

 

1,455

 

 

1,626

 

2,579

 

847

 

 

958

 

 

 

      Consolidated

 

      Parent Entity

 

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Salaries and other staff expenses

 

 

 

 

 

 

 

 

 

 

 

Salaries and wages

 

3,113

 

3,015

 

3,052

 

2,514

 

2,448

 

Employee entitlements

 

326

 

305

 

258

 

284

 

261

 

Employee related taxes

 

209

 

194

 

177

 

181

 

165

 

Superannuation expense:

 

 

 

 

 

 

 

 

 

 

 

Defined contribution plans

 

237

 

234

 

212

 

190

 

187

 

Defined benefit plans (Note 35)

 

39

 

29

 

39

 

39

 

29

 

Equity based compensation

 

155

 

112

 

125

 

119

 

77

 

Restructuring costs

 

159

 

110

 

56

 

143

 

103

 

Other

 

20

 

56

 

71

 

9

 

42

 

Total salaries and other staff expenses

 

4,258

 

4,055

 

3,990

 

3,479

 

3,312

 

Equipment and occupancy expenses

 

 

 

 

 

 

 

 

 

 

 

Operating lease rentals

 

535

 

505

 

482

 

464

 

408

 

Depreciation, amortisation and impairment:

 

 

 

 

 

 

 

 

 

 

 

Premises

 

14

 

16

 

17

 

13

 

15

 

Leasehold improvements

 

106

 

89

 

62

 

92

 

81

 

Furniture and equipment

 

62

 

63

 

61

 

54

 

54

 

Technology

 

85

 

76

 

66

 

71

 

59

 

Software

 

352

 

265

 

300

 

291

 

208

 

Equipment repairs and maintenance

 

76

 

80

 

75

 

66

 

68

 

Electricity, water and rates

 

12

 

12

 

11

 

8

 

9

 

Land tax

 

8

 

6

 

5

 

7

 

6

 

Other

 

28

 

3

 

3

 

20

 

(8

)

Total equipment and occupancy expenses

 

1,278

 

1,115

 

1,082

 

1,086

 

900

 

Other expenses

 

 

 

 

 

 

 

 

 

 

 

Amortisation of deferred expenditure

 

6

 

4

 

6

 

18

 

18

 

Amortisation and impairment of intangible assets

 

225

 

208

 

208

 

208

 

208

 

Non-lending losses

 

172

 

43

 

38

 

161

 

39

 

Purchased services:

 

 

 

 

 

 

 

 

 

 

 

Technology and information services

 

278

 

254

 

280

 

208

 

196

 

Legal

 

29

 

29

 

33

 

17

 

16

 

Other professional services

 

402

 

448

 

483

 

285

 

311

 

Credit card loyalty programs

 

133

 

127

 

117

 

133

 

127

 

Stationery

 

78

 

82

 

83

 

58

 

60

 

Postage and freight

 

151

 

145

 

139

 

123

 

116

 

Outsourcing costs

 

620

 

592

 

583

 

496

 

455

 

Insurance

 

16

 

14

 

21

 

11

 

12

 

Advertising

 

147

 

176

 

162

 

94

 

128

 

Training

 

20

 

28

 

29

 

13

 

20

 

Travel

 

66

 

70

 

73

 

48

 

51

 

Other expenses

 

30

 

16

 

89

 

53

 

127

 

Total other expenses

 

2,373

 

2,236

 

2,344

 

1,926

 

1,884

 

Operating expenses

 

7,909

 

7,406

 

7,416

 

6,491

 

6,096

 

 

1The company tax rate in New Zealand will reduce from 30% to 28% for the Group from 1 October 2011. The impact of the change in the income tax rate has been taken into account in the measurement of deferred tax at the end of the reporting period.

156

2012 WESTPAC GROUP ANNUAL REPORT

 

2In accordance with the requirements of AASB 1038, tax expense for 2011 includes a $14 million tax credit on policyholders’ investment earnings (2010 $12 million tax credit, 2009 $7 million tax charge) of which $4 million is prima facie a tax benefit (2010 $4 million tax benefit, 2009 $2 million tax expense) and the balance of $10 million (2010 $8 million, 2009 $5 million) is shown here.

3Following the redemption of St.George Bank Limited’s hybrid instruments on 31 March 2009, St.George and all its wholly owned Australian subsidiaries joined the Westpac tax consolidated group. Westpac was required to reset the tax value of certain St.George assets to the appropriate market value of those assets. Given the complexity of this process, the assessed tax treatment for the 2009 and 2010 financial years was finalised and the approach agreed with the ATO in October 2010. The approach for the 2011 financial year and following years has now been finalised with the ATO. A number of St.George derivative contracts were assessed as having a market value, at the time of tax consolidation, higher than their original value. Pending the determination of the tax consolidation outcome, Westpac’s accounting for these contracts had factored in tax on this increase in value. With the tax consolidation impacts for the 2011 financial year and following years now completed, it has been determined that tax is not required to be paid on the increase in the value of derivative contracts that matured after the 2010 financial year. This value totalled $3,700 million, and accordingly income tax expense for the Westpac tax consolidated group was reduced by $1,110 million in 2011. The tax deduction will be realised evenly over the 2011 to 2014 financial years. Therefore, the current tax liability for the 2011 financial year reduced by $278 million and a deferred tax asset of $832 million was recorded. This is in addition to the assessed tax treatment for the 2009 and 2010 financial years, which resulted in a reduction in income tax expense and current tax liability of $685 million in the 2010 financial year.

4This includes provisions in relation to certain Structured Finance transactions.

158Westpac Group



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 5. Income tax (continued)INCOME TAX

 

 

     Consolidated

 

     Parent Entity

 

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

The income tax expense for the year is reconciled to the profit before income tax as follows

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit before income tax

 

8,862

 

 

8,514

 

8,038

 

7,099

 

 

7,060

 

Prima facie income tax based on the Australian company tax rate of 30%

 

2,659

 

 

2,554

 

2,411

 

2,130

 

 

2,118

 

The effect of amounts which are not deductible (assessable) in calculating taxable income

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in tax rate1

 

1

 

 

7

 

6

 

2

 

 

1

 

Rebatable and exempt dividends

 

(1

)

 

(2

)

(5

)

(168

)

 

(184

)

Life insurance:

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax adjustment on policyholders’ earnings2

 

8

 

 

(10

)

(8

)

-

 

 

-

 

Adjustment for life business tax rates

 

(6

)

 

(6

)

(9

)

2

 

 

-

 

Other non-assessable items

 

(29

)

 

(40

)

(26

)

(17

)

 

(17

)

Other non-deductible items

 

63

 

 

66

 

36

 

55

 

 

68

 

Adjustment for overseas tax rates

 

3

 

 

1

 

1

 

21

 

 

1

 

Income tax (over)/under provided in prior years

 

(10

)

 

(33

)

(4

)

(12

)

 

(21

)

St.George tax consolidation adjustment3

 

-

 

 

(1,110

)

(685

)

-

 

 

(1,110

)

TOFA tax consolidation adjustment4

 

165

 

 

-

 

-

 

165

 

 

-

 

Other items

 

(27

)

 

28

 

(91

)

(31

)

 

(9

)

Total income tax expense in the income statement

 

2,826

 

 

1,455

 

1,626

 

2,147

 

 

847

 

Income tax analysis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense attributable to profit from ordinary activities comprised:

 

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

2,175

 

 

1,809

 

1,705

 

1,767

 

 

1,464

 

Overseas

 

344

 

 

180

 

184

 

140

 

 

30

 

 

 

2,519

 

 

1,989

 

1,889

 

1,907

 

 

1,494

 

Deferred income tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

319

 

 

(591

)

(224

)

259

 

 

(669

)

Overseas

 

(2

)

 

90

 

(35

)

(7

)

 

43

 

 

 

317

 

 

(501

)

(259

)

252

 

 

(626

)

Under/(over) provision in prior years:

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(8

)

 

(20

)

(3

)

(7

)

 

(9

)

Overseas

 

(2

)

 

(13

)

(1

)

(5

)

 

(12

)

 

 

(10

)

 

(33

)

(4

)

(12

)

 

(21

)

Total Australia

 

2,486

 

 

1,198

 

1,478

 

2,019

 

 

786

 

Total overseas

 

340

 

 

257

 

148

 

128

 

 

61

 

Total income tax expense attributable to profit from ordinary activities

 

2,826

 

 

1,455

 

1,626

 

2,147

 

 

847

 

1

During 2012 the company tax rates in the UK and Fiji reduced from 26% to 24%, and 28% to 20% respectively. The impact of these changes has been taken into account in the measurement of deferred tax at the end of the reporting period. The impact of the change in New Zealand’s company tax rate from 30% to 28% was included in 2011.

2

In accordance with the requirements of AASB 1038, tax expense for 2012 includes a $12 million tax charge on policyholders’ investment earnings (2011: $14 million tax benefit, 2010: $12 million tax benefit) of which $4 million is prima facie a tax expense (2011: $4 million tax benefit, 2010: $4 million tax benefit) and the balance of $8 million tax expense (2011: $10 million tax benefit, 2010: $8 million tax benefit) is shown here.

3

Following the redemption of St.George Bank Limited’s hybrid instruments on 31 March 2009, St.George and all its wholly owned Australian subsidiaries joined the Westpac tax consolidated group. Westpac was required to reset the tax value of certain St.George assets to the appropriate market value of those assets. Given the complexity of this process, the assessed tax treatment for the 2009 and 2010 financial years was finalised and the approach agreed with the ATO in October 2010, which gave rise to a reduction of income tax expense of $685 million. The assessed tax treatment for the 2011 financial year and following years was agreed with the ATO in March 2011 and gave rise to a reduction of income tax expense of $1,110 million.

4

New legislation that included retrospective amendments to the income tax law as it applies to TOFA and tax consolidated groups was introduced during the 2012 financial year. The amendments have an adverse application to certain liabilities that were consolidated as part of the St.George merger. This gave rise to an additional income tax expense of $165 million for the 2012 financial year.

2012 WESTPAC GROUP ANNUAL REPORT

157



NOTE 5. INCOME TAX (CONTINUED)

Tax consolidation

The Parent Entity and its wholly owned, Australian-controlled entities implemented the tax consolidation legislation as of 1 October 2002. All entities in the tax consolidated group have entered into a tax sharing agreement which, in the opinion of the Directors, limits the joint and several liabilities of the wholly owned entities in the case of a default by the head entity, Westpac.

 

The entities have also entered into a tax funding agreement under which the wholly owned entities fully compensate the Parent Entity for any current tax payable assumed and are compensated by the Parent Entity for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax credits that are transferred to the Parent Entity under the tax consolidation legislation. The funding amounts are determined by reference to the amounts recognised in the wholly owned entities’ financial statements.

 

The amounts receivable/payable under the tax funding agreement are settled on a quarterly basis in line with the Parent Entity’s obligations to pay tax instalments. Any unpaid amounts at balance date are recognised as current intercompany receivables or payables.

 

Taxation of financial arrangements

TOFA applies to all entities in the Australian tax consolidation group from 1 October 2010. Subject to certain elections being made, TOFA improves the alignment of the tax treatment of gains and losses from financial arrangements with the accounting treatment adopted in the financial statements. Other than the recent retrospective change in law, referred to above, TOFA did not significantly impact the Group, due toGroup. This is because of the transitional rules which require existing estimated deferred tax balances impacted by TOFA to be amortised to taxable income over a four year period.

 

NoteNOTE 6. DividendsDIVIDENDS

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Recognised amounts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2010 final dividend paid 74 cents per share (2009 60 cents per share, 2008 72 cents per share) all fully franked at 30%

 

2,209

 

 

1,762

 

1,362

 

2,212

 

 

1,765

 

2011 interim dividend paid 76 cents per share (2010 65 cents per share, 2009 56 cents per share) all fully franked at 30%

 

2,284

 

 

1,932

 

1,626

 

2,288

 

 

1,935

 

2011 final dividend paid 80 cents per share (2010: 74 cents per share, 2009: 60 cents per share) all fully franked at 30%

 

2,423

 

 

2,209

 

1,762

 

2,425

 

 

2,212

 

2012 interim dividend paid 82 cents per share (2011: 76 cents per share, 2010: 65 cents per share) all fully franked at 30%

 

2,501

 

 

2,284

 

1,932

 

2,506

 

 

2,288

 

Total ordinary dividends

 

4,493

 

 

3,694

 

2,988

 

4,500

 

 

3,700

 

 

4,924

 

 

4,493

 

3,694

 

4,931

 

 

4,500

 

Distributions on other equity instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures

 

-

 

 

-

 

-

 

58

 

 

55

 

 

-

 

 

-

 

-

 

47

 

 

58

 

Total distributions on other equity instruments

 

-

 

 

-

 

-

 

58

 

 

55

 

 

-

 

 

-

 

-

 

47

 

 

58

 

Dividends not recognised at year end

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Since year end the Directors have recommended the payment of the following final ordinary dividend:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary shares 80 cents per share (2010 74 cents per share, 2009 60 cents per share) all fully franked at 30%

 

2,419

 

 

2,209

 

1,762

 

2,424

 

 

2,212

 

Ordinary shares 84 cents per share (2011: 80 cents per share, 2010: 74 cents per share) all fully franked at 30%

 

2,584

 

 

2,423

 

2,209

 

2,588

 

 

2,425

 

 

The amount disclosed as recognised for ordinary dividends is the final dividend paid in respect of the prior financial year and the interim dividend paid in respect of the current financial year.

 

The Board has determined to satisfy the DRP for the 20112012 final dividend by issuing Westpac ordinary shares.

 

 

Parent Entity

 

 

Parent Entity

 

 

2011

 

2010

 

2009

 

 

2012

 

 

2011

 

2010

 

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

Franking account balance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Franking account balance as at year end

 

2,118

 

 

2,595

 

1,265

 

 

1,453

 

 

2,118

 

2,595

 

Franking credits that will arise from payment of current income tax

 

273

 

 

(31

)

1,412

 

 

685

 

 

273

 

(31

)

Adjusted franking account balance after payment of current income tax

 

2,391

 

 

2,564

 

2,677

 

 

2,138

 

 

2,391

 

2,564

 

Franking credits to be utilised for payment of unrecognised final dividend

 

(1,048

)

 

(956

)

(763

)

 

(1,109

)

 

(1,048

)

(956

)

Adjusted franking account balance

 

1,343

 

 

1,608

 

1,914

 

 

1,029

 

 

1,343

 

1,608

 

 

Annual Report 2011    159

158

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 7. Earnings per shareEARNINGS PER SHARE

Basic earnings per share (EPS) is calculated by dividing the net profit attributable to equity holders of Westpac by the weighted average number of ordinary shares on issue during the year, excluding the number of ordinary shares purchased by the Group and held as Treasury shares. Diluted EPS is calculated by adjusting the earnings and the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

 

 

Consolidated

 

 

Consolidated

 

 

2011

 

2010

 

2009

 

 

2012

 

 

2011

 

2010

 

 

Basic

 

Diluted

 

Basic

 

Diluted

 

Basic

 

Diluted

 

 

Basic

 

Diluted

 

 

Basic

 

Diluted

 

Basic

 

Diluted

 

Reconciliation of earnings used in the calculation of earnings per ordinary share ($m)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net profit attributable to owners of Westpac Banking Corporation

 

6,991

 

6,991

 

 

6,346

 

6,346

 

3,446

 

3,446

 

 

5,970

 

5,970

 

 

6,991

 

6,991

 

6,346

 

6,346

 

RSP treasury shares distributions1

 

(8

)

-

 

 

(6

)

-

 

(5

)

-

 

 

(11

)

-

 

 

(8

)

-

 

(6

)

-

 

2004 TPS distributions

 

-

 

20

 

 

-

 

20

 

-

 

22

 

 

-

 

18

 

 

-

 

20

 

-

 

20

 

2007 convertible notes distributions

 

-

 

31

 

 

-

 

27

 

-

 

30

 

 

-

 

16

 

 

-

 

31

 

-

 

27

 

Westpac SPS distributions

 

-

 

37

 

 

-

 

33

 

-

 

34

 

 

-

 

34

 

 

-

 

37

 

-

 

33

 

Westpac SPS II distributions

 

-

 

39

 

 

-

 

36

 

-

 

16

 

 

-

 

36

 

 

-

 

39

 

-

 

36

 

Westpac CPS dividends

 

-

 

34

 

 

-

 

-

 

-

 

-

 

Net profit attributable to owners of Westpac Banking Corporation adjusted for the effect of dilution

 

6,983

 

7,118

 

 

6,340

 

6,462

 

3,441

 

3,548

 

 

5,959

 

6,108

 

 

6,983

 

7,118

 

6,340

 

6,462

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of ordinary shares (millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of ordinary shares

 

3,010

 

3,010

 

 

2,972

 

2,972

 

2,758

 

2,758

 

 

3,056

 

3,056

 

 

3,010

 

3,010

 

2,972

 

2,972

 

Effect of own shares held

 

(13

)

(13

)

 

(12

)

(12

)

(11

)

(11

)

 

(13

)

(13

)

 

(13

)

(13

)

(12

)

(12

)

Potential dilutive adjustment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercise of options and share rights and vesting of restricted shares

 

-

 

7

 

 

-

 

9

 

-

 

7

 

 

-

 

13

 

 

-

 

7

 

-

 

9

 

Conversion of 2004 TPS

 

-

 

27

 

 

-

 

23

 

-

 

24

 

 

-

 

21

 

 

-

 

27

 

-

 

23

 

Conversion of 2007 convertible notes

 

-

 

52

 

 

-

 

44

 

-

 

41

 

 

-

 

23

 

 

-

 

52

 

-

 

44

 

Conversion of Westpac SPS

 

-

 

53

 

 

-

 

45

 

-

 

42

 

 

-

 

43

 

 

-

 

53

 

-

 

45

 

Conversion of Westpac SPS II

 

-

 

47

 

 

-

 

39

 

-

 

18

 

 

-

 

38

 

 

-

 

47

 

-

 

39

 

Conversion of Westpac CPS

 

-

 

26

 

 

-

 

-

 

-

 

-

 

Total weighted average number of ordinary shares

 

2,997

 

3,183

 

 

2,960

 

3,120

 

2,747

 

2,879

 

 

3,043

 

3,207

 

 

2,997

 

3,183

 

2,960

 

3,120

 

Earnings per ordinary share (cents)

 

233.0

 

223.6

 

 

214.2

 

207.1

 

125.3

 

123.2

 

 

195.8

 

190.5

 

 

233.0

 

223.6

 

214.2

 

207.1

 

 

1While the equity granted to employees remains unvested, RSP treasury shares are deducted from ordinary shares on issue in arriving at the weighted average number of ordinary shares outstanding. Despite the shares being unvested, employees are entitled to dividends and to voting rights on the shares. Consequently, a portion of the profit for the period is allocated to RSP treasury shares to arrive at earnings attributed to ordinary shareholders.

While the equity granted to employees remains unvested, RSP treasury shares are deducted from ordinary shares on issue in arriving at the weighted average number of ordinary shares outstanding. Despite the shares being unvested, employees are entitled to dividends and to voting rights on the shares. Consequently, a portion of the profit for the period is allocated to RSP treasury shares to arrive at earnings attributed to ordinary shareholders.

 

Information concerning the classification of securities

Options and share rights

Options and share rights granted to employees prior to 30 September 20112012 are considered to be potentiallypotential ordinary shares and have been considered in the determination of diluted EPS. The options and share rights have not been considered in the determination of basic EPS. Details relating to options and share rights are set out in Note 25.

 

During the year, 2,146,405 (2011: 2,114,547, (2010  3,823,525, 2009  2,324,314)2010: 3,823,525) options and share rights were converted to ordinary shares. The diluted EPS calculation includes that portion of these options and share rights assumed to be issued for nil consideration, weighted with reference to the date of conversion.

 

The exercise prices of all options are included in Note 25. In determining diluted EPS, options and share rights with an exercise price (including grant date fair value that will be expensed in future periods) greater than the average Westpac share price over the year have not been included, as these are not considered dilutive. Performance options and performance share rights are only included in determining diluted EPS to the extent that they are dilutive and market related performance hurdles are met at year end.

 

Subsequent to 30 September 2011:2012:

 

§¾        170,290200,591 ordinary shares were issued to employees due to the exercise of options (2010  76,000; 2009  279,069)(2011: 170,290, 2010: 76,000); and

 

§¾        31,128709,521 ordinary shares were issued to employees due to the exercise of share rights (2010  126,106; 2009  57,400)(2011: 31,128, 2010: 126,106).

 

160Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

159



 

Notes to the financial statements

 

NoteNOTE 7. Earnings per share (continued)EARNINGS PER SHARE (CONTINUED)

 

Restricted Share Plan

Under the Restricted Share Plan (RSP), Westpac ordinary shares are allocated to eligible employees for nil consideration. Full entitlement to these shares does not vest until a service period has been completed. RSP shares have not been included in determining basic EPS. For further details, refer to Note 25.

 

2004 TPS

As 2004 TPS can be exchanged for ordinary shares in certain circumstances, any dilutive impact must be considered. For 2011,2012, 2004 TPS were dilutive (2010(2011: dilutive, 20092010: dilutive) and have been included in the determination of diluted EPS.

 

2004 TPS have not been included in the determination of basic EPS.

 

2007 convertible notes

The 2007 convertible notes are unsecured, unsubordinated, redeemable, convertible notes that were issued by Westpac in a private placementredeemed for cash on 19 April 2007.2012.  As they canthe 2007 convertible notes could be exchanged into ordinary shares at the discretion of Westpac upon certain conditions being satisfied, anythe potential dilutive impact must beeffect has been considered. For 2011,2012, the 2007 convertible notes were dilutive (2010(2011: dilutive, 20092010: dilutive) and have been included in the determination of diluted EPS. The computation of the number of ordinary shares that may arise from conversion has been weighted for the proportion of the year that the 2007 convertible notes were on issue.

 

2007 convertible notes have not been included in the determination of basic EPS.

 

Westpac Stapled Preferred Securities (Westpac SPS and Westpac SPS II)

Westpac SPS and Westpac SPS II are securities, each consisting of a perpetual, unsecured, non-cumulative subordinated note issued by Westpac’s New York branch, stapled to a preference share issued by Westpac. Westpac SPS were issued on 30 July 2008 and Westpac SPS II were issued on 31 March 2009. As Westpac SPS and Westpac SPS II can be exchanged for ordinary shares in certain circumstances, any dilutive impact must be considered. For 2011,2012, the Westpac SPS and Westpac SPS II were dilutive (2010(2011: dilutive, 20092010: dilutive) and have been included in the determination of diluted EPS. During the year of issue,

Westpac SPS and Westpac SPS II (2009)have not been included in the determination of basic EPS.

Westpac Convertible Preference Shares (Westpac CPS)

Westpac CPS are fully paid, perpetual, non-cumulative, unsecured preference shares issued by Westpac on 23 March 2012. As Westpac CPS are convertible into ordinary shares on the scheduled conversion date or under certain circumstances, any dilutive impact must be considered. For 2012, Westpac CPS were dilutive and have been included in the determination of diluted EPS. Westpac CPS was weighted for the proportion of the year the instrument was on issue.

 

Westpac SPS and Westpac SPS IICPS have not been included in the determination of basic EPS.

 

The terms and conditions associated with 2004 TPS, Westpac SPS, and Westpac SPS II and Westpac CPS are discussed in more detail in Note 23.

 

NoteNOTE 8. Receivables due from other financial institutionsRECEIVABLES DUE FROM OTHER FINANCIAL INSTITUTIONS

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Conduit assets

 

2,779

 

 

2,382

 

-

 

 

-

 

 

2,544

 

 

2,779

 

-

 

 

-

 

Cash collateral

 

1,650

 

 

7,839

 

1,580

 

 

7,707

 

 

4,737

 

 

1,650

 

4,409

 

 

1,580

 

Inter-bank lending

 

4,122

 

 

2,367

 

3,657

 

 

2,340

 

Interbank lending

 

2,947

 

 

4,122

 

2,919

 

 

3,657

 

Total receivables due from other financial institutions

 

8,551

 

 

12,588

 

5,237

 

 

10,047

 

 

10,228

 

 

8,551

 

7,328

 

 

5,237

 

 

Annual Report 2011    161

160

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 9. Trading securities and other financial assets designated at fair valueTRADING SECURITIES AND OTHER FINANCIAL ASSETS DESIGNATED AT FAIR VALUE

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Securities

 

45,195

 

 

37,749

 

40,304

 

42,514

 

 

35,559

 

 

34,455

 

 

45,195

 

37,749

 

32,827

 

 

42,514

 

Securities purchased under agreement to resell

 

2,776

 

 

2,262

 

2,810

 

2,776

 

 

2,262

 

 

10,148

 

 

2,776

 

2,262

 

10,148

 

 

2,776

 

Total trading securities

 

47,971

 

 

40,011

 

43,114

 

45,290

 

 

37,821

 

 

44,603

 

 

47,971

 

40,011

 

42,975

 

 

45,290

 

Other financial assets designated at fair value

 

2,960

 

 

3,464

 

3,063

 

2,093

 

 

1,324

 

 

2,664

 

 

2,960

 

3,464

 

1,903

 

 

2,093

 

Total trading securities and other financial assets designated at fair value

 

50,931

 

 

43,475

 

46,177

 

47,383

 

 

39,145

 

 

47,267

 

 

50,931

 

43,475

 

44,878

 

 

47,383

 

 

Trading securities includes the following:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Australian public securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commonwealth securities

 

1,996

 

 

928

 

653

 

1,996

 

 

926

 

 

3,172

 

 

1,996

 

928

 

3,172

 

 

1,996

 

State Government securities

 

8,821

 

 

4,387

 

5,164

 

8,813

 

 

4,387

 

 

6,249

 

 

8,821

 

4,387

 

6,158

 

 

8,813

 

Australian equity securities

 

48

 

 

102

 

67

 

48

 

 

102

 

 

44

 

 

48

 

102

 

44

 

 

48

 

Australian debt securities

 

28,419

 

 

27,936

 

29,828

 

26,622

 

 

26,799

 

Australian debt securities1

 

20,952

 

 

28,419

 

27,936

 

20,463

 

 

26,622

 

Overseas public securities

 

2,024

 

 

1,489

 

2,238

 

1,211

 

 

438

 

 

826

 

 

2,024

 

1,489

 

639

 

 

1,211

 

Overseas debt securities

 

3,842

 

 

2,893

 

2,343

 

3,779

 

 

2,893

 

Overseas debt securities1

 

3,164

 

 

3,842

 

2,893

 

2,303

 

 

3,779

 

Other securities

 

45

 

 

14

 

11

 

45

 

 

14

 

 

48

 

 

45

 

14

 

48

 

 

45

 

Total securities

 

45,195

 

 

37,749

 

40,304

 

42,514

 

 

35,559

 

 

34,455

 

 

45,195

 

37,749

 

32,827

 

 

42,514

 

Securities purchased under agreement to resell

 

2,776

 

 

2,262

 

2,810

 

2,776

 

 

2,262

 

 

10,148

 

 

2,776

 

2,262

 

10,148

 

 

2,776

 

Total trading securities

 

47,971

 

 

40,011

 

43,114

 

45,290

 

 

37,821

 

 

44,603

 

 

47,971

 

40,011

 

42,975

 

 

45,290

 

1In the current year we have revised classifications within trading securities.

 

Other financial assets designated at fair value include:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Australian debt securities

 

2,145

 

 

3,060

 

2,558

 

1,498

 

 

1,031

 

 

1,840

 

 

2,145

 

3,060

 

1,313

 

 

1,498

 

Overseas debt securities

 

677

 

 

404

 

505

 

585

 

 

293

 

 

545

 

 

677

 

404

 

475

 

 

585

 

Australian equity securities

 

138

 

 

-

 

-

 

10

 

 

-

 

 

279

 

 

138

 

-

 

115

 

 

10

 

Total other financial assets designated at fair value

 

2,960

 

 

3,464

 

3,063

 

2,093

 

 

1,324

 

 

2,664

 

 

2,960

 

3,464

 

1,903

 

 

2,093

 

 

The Group has total holdings of debt securities from threetwo Australian financial institutions and twothree Australian State-Government Institutions, the aggregate book and market value, each of which each exceeded 10% of the Group total shareholders’ equity at 30 September 2011.2012.

 

The Group holds $344$37 million of US Government bonds recognised in the categories trading securities, other financial assets designated at fair value or available-for-sale securities (Note 10) at 30 September 2011 (20102012 (2011: $344 million, 2010: $330 million, 2009 $266 million).

 

162Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

161



 

Notes to the financial statements

 

NoteNOTE 10. Available-for-sale securitiesAVAILABLE-FOR-SALE SECURITIES

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

Available-for-sale securities – at fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australian public securities (State Government securities)

 

14,572

 

 

9,996

 

-

 

14,553

 

 

9,996

 

 

18,342

 

 

14,572

 

9,996

 

18,343

 

 

14,553

 

Australian debt securities

 

615

 

 

523

 

725

 

244

 

 

237

 

 

2,667

 

 

615

 

523

 

2,369

 

 

244

 

Overseas public securities1

 

1,788

 

 

485

 

430

 

91

 

 

106

 

Overseas public securities

 

2,427

 

 

1,788

 

485

 

-

 

 

91

 

Overseas debt securities

 

855

 

 

684

 

129

 

380

 

 

311

 

 

801

 

 

855

 

684

 

219

 

 

380

 

Australian equity securities

 

66

 

 

147

 

84

 

66

 

 

71

 

 

106

 

 

66

 

147

 

105

 

 

66

 

Overseas equity securities

 

169

 

 

280

 

261

 

92

 

 

210

 

 

122

 

 

169

 

280

 

-

 

 

92

 

 

18,065

 

 

12,115

 

1,629

 

15,426

 

 

10,931

 

 

24,465

 

 

18,065

 

12,115

 

21,036

 

 

15,426

 

Available-for-sale securities – at cost1,2

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale securities – at cost1

 

 

 

 

 

 

 

 

 

 

 

 

 

Unlisted securities

 

10

 

 

9

 

1

 

-

 

 

1

 

 

7

 

 

10

 

9

 

3

 

 

-

 

Total available-for-sale securities

 

18,075

 

 

12,124

 

1,630

 

15,426

 

 

10,932

 

 

24,472

 

 

18,075

 

12,124

 

21,039

 

 

15,426

 

 

1In the current year we have revised our presentation and reclassified overseas government securities issued by Pacific Islands governments from available-for-sale at cost to available-for-sale at fair value. The cost of these instruments approximates their fair value as they are short-term in nature. To improve presentation we have revised comparatives for the Group (2010 $407 million, 2009 $354 million) and the Parent Entity (2010 $28 million).

2      Investments in certain unlisted securities are measured at cost because the fair value cannot be reliably measured. These investments represent non-controlling interests in companies for which active markets do not exist and quoted prices are not available.

 

Available-for-sale securities change in fair value resulted in a lossgain of $139 million for the Group (2011: $73 million (2010 $92 million gain)loss) and a lossgain of $106$69 million for the Parent Entity (2010 $33(2011: $106 million gain)loss) being recognised in other comprehensive income (refer to Statements‘Statements of changes in equity)equity’).

 

The following table shows the maturities of the Group’s available-for-sale securities and their weighted-average yield as at 30 September 2011.2012. There are no tax-exempt securities.

 

 

2011

 

 

2012

 

 

Within

 

Over 1 Year

 

Over 5 Years

 

Over

 

No Specific

 

 

 

Weighted

 

 

Within

 

Over 1 Year

 

Over 5 Years

 

Over

 

No Specific

 

 

 

Weighted

 

 

1 Year

 

to 5 Years

 

to 10 Years

 

10 Years

 

Maturity

 

Total

 

Average

 

 

1 Year

 

to 5 Years

 

to 10 Years

 

10 Years

 

Maturity

 

Total

 

Average

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

Carrying amount

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australian public securities

 

-

 

-

 

2,390

 

5.4

 

8,810

 

5.8

 

3,372

 

5.6

 

-

 

-

 

14,572

 

 

5.7

 

 

-

 

-

 

3,413

 

5.5

 

10,868

 

5.3

 

4,061

 

4.9

 

-

 

-

 

18,342

 

 

5.2

 

Australian debt securities

 

80

 

6.7

 

325

 

10.7

 

210

 

6.7

 

-

 

-

 

-

 

-

 

615

 

 

9.0

 

 

4

 

-

 

2,064

 

7.7

 

599

 

4.5

 

-

 

-

 

-

 

-

 

2,667

 

 

7.4

 

Overseas public securities

 

783

 

3.8

 

25

 

-

 

980

 

5.0

 

-

 

-

 

-

 

-

 

1,788

 

 

4.2

 

 

664

 

3.7

 

407

 

4.9

 

1,299

 

4.1

 

57

 

3.8

 

-

 

-

 

2,427

 

 

4.1

 

Overseas debt securities

 

378

 

0.5

 

181

 

3.3

 

296

 

5.3

 

-

 

-

 

-

 

-

 

855

 

 

2.6

 

 

144

 

2.4

 

620

 

3.0

 

37

 

6.5

 

-

 

-

 

-

 

-

 

801

 

 

3.4

 

Australian equity securities

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

66

 

-

 

66

 

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

106

 

-

 

106

 

 

-

 

Overseas equity securities

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

169

 

-

 

169

 

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

122

 

-

 

122

 

 

-

 

Unlisted securities at cost

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

10

 

-

 

10

 

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

7

 

-

 

7

 

 

-

 

Total by maturity

 

1,241

 

 

 

2,921

 

 

 

10,296

 

 

 

3,372

 

 

 

245

 

 

 

18,075

 

 

 

 

 

812

 

 

 

6,504

 

 

 

12,803

 

 

 

4,118

 

 

 

235

 

 

 

24,472

 

 

 

 

 

The maturity profile is determined based upon contractual terms for available-for-sale instruments.

 

Annual Report 2011    163

162

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 11. LoansLOANS

The following table shows loans disaggregated by type of product. Loans are classified based on the location of the lending office:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Overdrafts

 

3,247

 

 

3,550

 

3,247

 

 

3,550

 

 

3,171

 

 

3,247

 

3,171

 

 

3,247

 

Credit card outstandings

 

9,532

 

 

9,596

 

9,532

 

 

9,596

 

 

9,675

 

 

9,532

 

9,675

 

 

9,532

 

Overnight and at call money market loans

 

13

 

 

223

 

13

 

 

223

 

 

136

 

 

13

 

136

 

 

13

 

Acceptance of finance

 

39,260

 

 

43,672

 

39,260

 

 

43,672

 

 

38,175

 

 

39,260

 

38,175

 

 

39,260

 

Term loans1:

 

 

 

 

 

 

 

 

 

 

 

Term loans:1

 

 

 

 

 

 

 

 

 

 

 

Housing

 

269,597

 

 

251,954

 

269,589

 

 

251,709

 

 

283,703

 

 

269,597

 

283,703

 

 

269,589

 

Housing – line of credit

 

34,972

 

 

35,844

 

34,972

 

 

35,844

 

 

32,639

 

 

34,972

 

32,639

 

 

34,972

 

Total housing

 

304,569

 

 

287,798

 

304,561

 

 

287,553

 

 

316,342

 

 

304,569

 

316,342

 

 

304,561

 

Non-housing

 

79,479

 

 

78,278

 

74,049

 

 

72,124

 

 

84,244

 

 

79,479

 

78,267

 

 

74,049

 

Finance leases

 

6,296

 

 

5,029

 

3,855

 

 

4,027

 

 

5,997

 

 

6,296

 

3,657

 

 

3,855

 

Margin lending

 

2,852

 

 

3,521

 

2,852

 

 

3,521

 

 

2,279

 

 

2,852

 

2,279

 

 

2,852

 

Other

 

3,234

 

 

2,287

 

3,234

 

 

2,287

 

 

2,995

 

 

3,234

 

2,995

 

 

3,234

 

Total Australia

 

448,482

 

 

433,954

 

440,603

 

 

426,553

 

 

463,014

 

 

448,482

 

454,697

 

 

440,603

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Overdrafts

 

970

 

 

926

 

229

 

 

163

 

 

1,147

 

 

970

 

-

 

 

229

 

Credit card outstandings

 

996

 

 

951

 

-

 

 

-

 

 

1,045

 

 

996

 

-

 

 

-

 

Overnight and at call money market loans

 

1,235

 

 

1,175

 

625

 

 

541

 

 

1,215

 

 

1,235

 

3

 

 

625

 

Term loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Housing

 

27,486

 

 

25,999

 

-

 

 

-

 

 

28,685

 

 

27,486

 

-

 

 

-

 

Non-housing

 

15,035

 

 

14,398

 

4,282

 

 

4,254

 

 

15,784

 

 

15,035

 

20

 

 

4,282

 

Other

 

387

 

 

336

 

262

 

 

214

 

 

369

 

 

387

 

285

 

 

262

 

Total New Zealand

 

46,109

 

 

43,785

 

5,398

 

 

5,172

 

 

48,245

 

 

46,109

 

308

 

 

5,398

 

Total other overseas

 

6,063

 

 

4,627

 

4,821

 

 

3,454

 

 

7,020

 

 

6,063

 

5,672

 

 

4,821

 

Total loans

 

500,654

 

 

482,366

 

450,822

 

 

435,179

 

 

518,279

 

 

500,654

 

460,677

 

 

450,822

 

Provisions on loans (refer to Note 12)

 

(4,045

)

 

(4,711

)

(3,443

)

 

(4,012

)

 

(3,834

)

 

(4,045

)

(3,188

)

 

(3,443

)

Total net loans2

 

496,609

 

 

477,655

 

447,379

 

 

431,167

 

 

514,445

 

 

496,609

 

457,489

 

 

447,379

 

Net loans classification3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

351,969

 

 

333,971

 

319,842

 

 

303,749

 

 

365,221

 

 

351,969

 

331,228

 

 

319,842

 

Loans – business

 

144,640

 

 

143,684

 

127,537

 

 

127,418

 

 

149,224

 

 

144,640

 

126,261

 

 

127,537

 

Total net loans2

 

496,609

 

 

477,655

 

447,379

 

 

431,167

 

 

514,445

 

 

496,609

 

457,489

 

 

447,379

 

 

1Securitised loans are included in term loans above. Further detail on securitised assets is disclosed in Note 31.

Securitised loans are included in term loans. Further detail on securitised assets is disclosed in Note 31.

2

Included in net loans is $12 billion (2011: $11 billion) of loans designated at fair value to reduce an accounting mismatch. The cumulative change in fair value of the loans attributable to credit risk is a decrease of $125 million (2011: $133 million) for the Group and Parent Entity. The change in fair value of loans attributable to credit risk recognised during the period is $8 million (2011: $2 million) for the Group and Parent Entity.

3

Loans – housing and personal include products of a retail nature including mortgages, personal loans, credit cards and customer overdrafts.

Loans – business include corporate funding, working capital, trade and overdraft facilities.

 

2Included in net loans is $11 billion (2010 $11 billion) of loans designated at fair value to reduce an accounting mismatch. The cumulative change in fair value of the loans attributable to credit risk is $133 million (2010 $135 million) for the Group and Parent Entity. The change in fair value of loans attributable to credit risk recognised during the period is $2 million (2010 $3 million) for the Group and Parent Entity.

2012 WESTPAC GROUP ANNUAL REPORT

163

 

3Loans – housing and personal include products of a retail nature including mortgages, personal loans, credit cards and customer overdrafts. Loans – business include corporate funding, working capital, trade and overdraft facilities.

164Westpac Group



 

Notes to the financial statements

 

NoteNOTE 11. Loans (continued)LOANS (CONTINUED)

The following table shows loans presented based on their industry classification.

 

 

Consolidated

 

 

Consolidated

 

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

2012

 

 

2011

 

2010

 

2009

 

2008

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

7,121

 

 

7,195

 

7,174

 

3,862

 

3,285

 

 

7,035

 

 

7,121

 

7,195

 

7,174

 

3,862

 

Agriculture, forestry and fishing

 

7,790

 

 

7,797

 

7,795

 

5,625

 

4,835

 

 

7,683

 

 

7,790

 

7,797

 

7,795

 

5,625

 

Construction

 

6,084

 

 

5,968

 

6,511

 

4,201

 

3,541

 

 

6,610

 

 

6,084

 

5,968

 

6,511

 

4,201

 

Finance and insurance

 

15,925

 

 

13,643

 

19,388

 

18,570

 

12,333

 

 

14,376

 

 

15,925

 

13,643

 

19,388

 

18,570

 

Government, administration and defence

 

781

 

 

806

 

563

 

451

 

564

 

 

1,285

 

 

781

 

806

 

563

 

451

 

Manufacturing

 

11,339

 

 

10,958

 

12,287

 

10,223

 

8,954

 

 

10,798

 

 

11,339

 

10,958

 

12,287

 

10,223

 

Mining

 

1,488

 

 

1,337

 

1,883

 

1,864

 

1,124

 

 

2,104

 

 

1,488

 

1,337

 

1,883

 

1,864

 

Property, property services and business services

 

45,559

 

 

48,398

 

54,066

 

35,975

 

28,133

 

 

46,728

 

 

45,559

 

48,398

 

54,066

 

35,975

 

Services1

 

8,936

 

 

9,408

 

10,163

 

6,853

 

6,410

 

 

9,548

 

 

8,936

 

9,408

 

10,163

 

6,853

 

Trade2

 

16,094

 

 

16,240

 

15,683

 

10,768

 

8,740

 

 

15,925

 

 

16,094

 

16,240

 

15,683

 

10,768

 

Transport and storage

 

6,677

 

 

7,351

 

8,039

 

5,485

 

4,020

 

 

7,741

 

 

6,677

 

7,351

 

8,039

 

5,485

 

Utilities3

 

2,581

 

 

2,421

 

2,640

 

2,347

 

2,070

 

 

2,716

 

 

2,581

 

2,421

 

2,640

 

2,347

 

Retail lending

 

316,777

 

 

301,150

 

267,490

 

154,985

 

139,202

 

 

328,109

 

 

316,777

 

301,150

 

267,490

 

154,985

 

Other

 

1,330

 

 

1,282

 

2,389

 

1,663

 

5,820

 

 

2,356

 

 

1,330

 

1,282

 

2,389

 

1,663

 

Total Australia

 

448,482

 

 

433,954

 

416,071

 

262,872

 

229,031

 

 

463,014

 

 

448,482

 

433,954

 

416,071

 

262,872

 

Overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

580

 

 

570

 

691

 

649

 

1,305

 

 

594

 

 

580

 

570

 

691

 

649

 

Agriculture, forestry and fishing

 

4,975

 

 

4,699

 

4,903

 

4,739

 

4,214

 

 

5,345

 

 

4,975

 

4,699

 

4,903

 

4,739

 

Construction

 

1,180

 

 

1,180

 

1,242

 

1,225

 

1,049

 

 

1,220

 

 

1,180

 

1,180

 

1,242

 

1,225

 

Finance and insurance

 

1,998

 

 

1,886

 

2,699

 

2,904

 

3,106

 

 

2,406

 

 

1,998

 

1,886

 

2,699

 

2,904

 

Government, administration and defence

 

464

 

 

474

 

450

 

339

 

220

 

 

533

 

 

464

 

474

 

450

 

339

 

Manufacturing

 

2,925

 

 

2,143

 

2,607

 

3,063

 

2,216

 

 

3,682

 

 

2,925

 

2,143

 

2,607

 

3,063

 

Mining

 

368

 

 

363

 

291

 

301

 

266

 

 

640

 

 

368

 

363

 

291

 

301

 

Property, property services and business services

 

9,659

 

 

9,156

 

9,844

 

10,113

 

10,388

 

 

9,620

 

 

9,659

 

9,156

 

9,844

 

10,113

 

Services1

 

2,149

 

 

2,026

 

2,392

 

2,751

 

2,789

 

 

2,174

 

 

2,149

 

2,026

 

2,392

 

2,751

 

Trade2

 

4,047

 

 

3,289

 

2,976

 

3,499

 

3,411

 

 

4,411

 

 

4,047

 

3,289

 

2,976

 

3,499

 

Transport and storage

 

1,928

 

 

1,800

 

1,976

 

1,683

 

1,070

 

 

1,589

 

 

1,928

 

1,800

 

1,976

 

1,683

 

Utilities3

 

1,010

 

 

1,104

 

1,340

 

1,199

 

977

 

 

1,212

 

 

1,010

 

1,104

 

1,340

 

1,199

 

Retail lending

 

20,723

 

 

19,574

 

19,103

 

18,703

 

16,101

 

 

21,766

 

 

20,723

 

19,574

 

19,103

 

18,703

 

Other

 

166

 

 

148

 

1,258

 

1,450

 

603

 

 

73

 

 

166

 

148

 

1,258

 

1,450

 

Total overseas

 

52,172

 

 

48,412

 

51,772

 

52,618

 

47,715

 

 

55,265

 

 

52,172

 

48,412

 

51,772

 

52,618

 

Total loans

 

500,654

 

 

482,366

 

467,843

 

315,490

 

276,746

 

 

518,279

 

 

500,654

 

482,366

 

467,843

 

315,490

 

Provisions on loans

 

(4,045

)

 

(4,711

)

(4,384

)

(1,945

)

(1,369

)

 

(3,834

)

 

(4,045

)

(4,711

)

(4,384

)

(1,945

)

Total net loans

 

496,609

 

 

477,655

 

463,459

 

313,545

 

275,377

 

 

514,445

 

 

496,609

 

477,655

 

463,459

 

313,545

 

 

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

 

Annual Report 2011    165

164

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 11. Loans (continued)LOANS (CONTINUED)

The following table shows the consolidated contractual maturity distribution of all loans by type of customer as at 30 September 2011:2012:

 

 

 

2011

 

 

 

Up to 1 Year

 

1 to 5 Years

 

Over 5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

Loans by type of customer in Australia

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

3,927

 

2,235

 

959

 

7,121

 

Agriculture, forestry and fishing

 

3,453

 

2,898

 

1,439

 

7,790

 

Construction

 

1,598

 

3,342

 

1,144

 

6,084

 

Finance and insurance

 

6,683

 

5,836

 

3,406

 

15,925

 

Government, administration and defence

 

84

 

305

 

392

 

781

 

Manufacturing

 

4,927

 

5,232

 

1,180

 

11,339

 

Mining

 

446

 

764

 

278

 

1,488

 

Property, property services and business services

 

22,389

 

16,745

 

6,425

 

45,559

 

Services1

 

2,536

 

4,497

 

1,903

 

8,936

 

Trade2

 

6,691

 

6,758

 

2,645

 

16,094

 

Transport and storage

 

1,369

 

4,427

 

881

 

6,677

 

Utilities3

 

491

 

1,804

 

286

 

2,581

 

Retail lending

 

34,048

 

52,694

 

230,035

 

316,777

 

Other

 

878

 

219

 

233

 

1,330

 

Total Australia

 

89,520

 

107,756

 

251,206

 

448,482

 

Total overseas

 

13,645

 

8,571

 

29,956

 

52,172

 

Total loans

 

103,165

 

116,327

 

281,162

 

500,654

 

 

 

2012

 

 

 

Up to 1 Year

 

1 to 5 Years

 

Over 5 Years

 

 

Total

 

 

 

$m

 

$m

 

$m

 

 

$m

 

Loans by type of customer in Australia

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

3,732

 

2,430

 

873

 

 

7,035

 

Agriculture, forestry and fishing

 

3,182

 

3,295

 

1,206

 

 

7,683

 

Construction

 

1,538

 

3,535

 

1,537

 

 

6,610

 

Finance and insurance

 

4,826

 

6,738

 

2,812

 

 

14,376

 

Government, administration and defence

 

187

 

599

 

499

 

 

1,285

 

Manufacturing

 

4,372

 

5,234

 

1,192

 

 

10,798

 

Mining

 

323

 

1,467

 

314

 

 

2,104

 

Property, property services and business services

 

20,434

 

20,246

 

6,048

 

 

46,728

 

Services1

 

2,844

 

4,790

 

1,914

 

 

9,548

 

Trade2

 

6,342

 

7,148

 

2,435

 

 

15,925

 

Transport and storage

 

1,298

 

5,342

 

1,101

 

 

7,741

 

Utilities3

 

543

 

1,963

 

210

 

 

2,716

 

Retail lending

 

25,202

 

47,773

 

255,134

 

 

328,109

 

Other

 

1,617

 

346

 

393

 

 

2,356

 

Total Australia

 

76,440

 

110,906

 

275,668

 

 

463,014

 

Total overseas

 

15,571

 

8,734

 

30,960

 

 

55,265

 

Total loans

 

92,011

 

119,640

 

306,628

 

 

518,279

 

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

 

 

Consolidated

 

 

Consolidated

 

 

2011 

 

2010

 

 

2012

 

2011

 

 

Loans at

 

Loans at

 

 

 

Loans at

 

Loans at

 

 

 

 

Loans at

 

Loans at

 

 

 

Loans at

 

Loans at

 

 

 

 

Variable

 

Fixed

 

 

 

Variable

 

Fixed

 

 

 

 

Variable

 

Fixed

 

 

 

Variable

 

Fixed

 

 

 

 

Interest

 

Interest

 

 

 

Interest

 

Interest

 

 

 

 

Interest

 

Interest

 

 

 

Interest

 

Interest

 

 

 

 

Rates

 

Rates

 

Total

 

Rates

 

Rates

 

Total

 

 

Rates

 

Rates

 

Total

 

Rates

 

Rates

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Interest rate segmentation of Group loans maturing after one year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By offices in Australia

 

307,899

 

51,063

 

358,962

 

267,353

 

61,729

 

329,082

 

 

330,398

 

56,176

 

386,574

 

307,899

 

51,063

 

358,962

 

By offices overseas

 

16,797

 

21,730

 

38,527

 

12,532

 

23,527

 

36,059

 

 

17,568

 

22,126

 

39,694

 

16,797

 

21,730

 

38,527

 

Total loans maturing after one year

 

324,696

 

72,793

 

397,489

 

279,885

 

85,256

 

365,141

 

 

347,966

 

78,302

 

426,268

 

324,696

 

72,793

 

397,489

 

 

166Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

165



 

Notes to the financial statements

NoteNOTE 11. Loans (continued)LOANS (CONTINUED)

Loans include the following finance receivables:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Gross investment in finance leases, receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due within one year

 

669

 

 

617

 

408

 

 

470

 

 

747

 

669

 

425

 

408

 

Due after one year but not later than five years

 

6,294

 

 

4,700

 

4,182

 

 

3,773

 

 

5,692

 

6,294

 

3,377

 

3,682

 

Due after five years

 

658

 

 

749

 

402

 

 

472

 

 

797

 

658

 

432

 

402

 

Unearned future finance income on finance leases

 

(1,137

)

 

(877

)

(1,086

)

 

(636

)

 

(1,034

)

(1,137

)

(527

)

(586

)

Net investment in finance leases

 

6,484

 

 

5,189

 

3,906

 

 

4,079

 

 

6,202

 

6,484

 

3,707

 

3,906

 

Accumulated allowance for uncollectible minimum lease payments

 

(47

)

 

(55

)

(47

)

 

(55

)

 

(27

)

(47

)

(26

)

(47

)

Net investment in finance leases after accumulated allowance

 

6,437

 

 

5,134

 

3,859

 

 

4,024

 

 

6,175

 

6,437

 

3,681

 

3,859

 

The net investment in finance leases may be analysed as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due within one year

 

654

 

 

595

 

395

 

 

456

 

 

716

 

654

 

410

 

395

 

Due after one year but not later than five years

 

5,307

 

 

4,060

 

3,210

 

 

3,280

 

 

4,901

 

5,307

 

2,966

 

3,210

 

Due after five years

 

523

 

 

534

 

301

 

 

343

 

 

585

 

523

 

331

 

301

 

Total net investment in finance leases

 

6,484

 

 

5,189

 

3,906

 

 

4,079

 

 

6,202

 

6,484

 

3,707

 

3,906

 

 

NoteNOTE 12. Provisions for impairment charges on loansPROVISIONS FOR IMPAIRMENT CHARGES

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Collectively assessed provisions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

3,439

 

 

3,506

 

1,761

 

2,977

 

 

2,078

 

 

2,953

 

3,439

 

3,506

 

2,536

 

2,977

 

Additions through merger

 

-

 

 

-

 

893

 

-

 

 

1,041

 

Transfers1

 

-

 

-

 

-

 

(44

)

-

 

Provisions raised/(released)

 

(24

)

 

363

 

1,282

 

(37

)

 

164

 

 

342

 

(24

)

363

 

285

 

(37

)

Write-offs

 

(739

)

 

(667

)

(632

)

(644

)

 

(512

)

 

(756

)

(739

)

(667

)

(646

)

(644

)

Discount unwind

 

264

 

 

276

 

230

 

230

 

 

206

 

Interest adjustment

 

229

 

264

 

276

 

195

 

230

 

Exchange rate and other adjustments

 

13

 

 

(39

)

(28

)

10

 

 

-

 

 

3

 

13

 

(39

)

10

 

10

 

Balance as at end of the year

 

2,953

 

 

3,439

 

3,506

 

2,536

 

 

2,977

 

 

2,771

 

2,953

 

3,439

 

2,336

 

2,536

 

Individually assessed provisions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

1,622

 

 

1,228

 

413

 

1,360

 

 

773

 

 

1,461

 

1,622

 

1,228

 

1,251

 

1,360

 

Additions through merger

 

-

 

 

-

 

120

 

-

 

 

388

 

Transfers1

 

-

 

-

 

-

 

(31

)

-

 

Provisions raised

 

1,619

 

 

1,497

 

2,111

 

1,362

 

 

1,138

 

 

1,442

 

1,619

 

1,497

 

1,219

 

1,362

 

Write-backs

 

(542

)

 

(353

)

(106

)

(502

)

 

(312

)

 

(468

)

(542

)

(353

)

(416

)

(502

)

Write-offs

 

(1,188

)

 

(684

)

(1,291

)

(918

)

 

(588

)

 

(952

)

(1,188

)

(684

)

(787

)

(918

)

Discount unwind

 

(11

)

 

(43

)

(11

)

(17

)

 

(36

)

Interest adjustment

 

(38

)

(11

)

(43

)

(35

)

(17

)

Exchange rate and other adjustments

 

(39

)

 

(23

)

(8

)

(34

)

 

(3

)

 

25

 

(39

)

(23

)

26

 

(34

)

Balance as at end of the year

 

1,461

 

 

1,622

 

1,228

 

1,251

 

 

1,360

 

 

1,470

 

1,461

 

1,622

 

1,227

 

1,251

 

Total provisions for impairment charges and credit commitments

 

4,414

 

 

5,061

 

4,734

 

3,787

 

 

4,337

 

Total provisions for impairment charges on loans and credit commitments

 

4,241

 

4,414

 

5,061

 

3,563

 

3,787

 

Less provisions for credit commitments (refer to Note 20)

 

(369

)

 

(350

)

(350

)

(344

)

 

(325

)

 

(407

)

(369

)

(350

)

(375

)

(344

)

Total provisions for impairment charges on loans

 

4,045

 

 

4,711

 

4,384

 

3,443

 

 

4,012

 

 

3,834

 

4,045

 

4,711

 

3,188

 

3,443

 

1In the current financial year, provisions in respect of loans were transferred to Westpac New Zealand Limited as part of the business reorganisation. Refer to Note 32 for further details.

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Reconciliation of impairment charges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individually assessed provisions raised

 

1,619

 

 

1,497

 

2,111

 

1,362

 

 

1,138

 

 

1,442

 

1,619

 

1,497

 

1,219

 

1,362

 

Write-backs

 

(542

)

 

(353

)

(106

)

(502

)

 

(312

)

 

(468

)

(542

)

(353

)

(416

)

(502

)

Recoveries

 

(60

)

 

(51

)

(49

)

(48

)

 

(32

)

 

(104

)

(60

)

(51

)

(87

)

(48

)

Collectively assessed provisions raised/(released)

 

(24

)

 

363

 

1,282

 

(37

)

 

164

 

 

342

 

(24

)

363

 

285

 

(37

)

Impairment charges

 

993

 

 

1,456

 

3,238

 

775

 

 

958

 

 

1,212

 

993

 

1,456

 

1,001

 

775

 

 

Annual Report 2011    167

166

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 12. Provisions for impairment charges on loans (continued)PROVISIONS FOR IMPAIRMENT CHARGES (CONTINUED)

The following table presents provisions for impairment charges on loans by industry classification for the past five years:

 

 

 

Consolidated

 

 

 

2011

 

 

2010

 

2009

 

2008

 

2007

 

 

 

$m

 

%

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

Individually assessed provisions by type of customer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

45

 

1.0

 

 

44

 

0.9

 

50

 

1.1

 

1

 

-

 

6

 

0.4

 

Agriculture, forestry and fishing

 

28

 

0.6

 

 

27

 

0.5

 

43

 

0.9

 

3

 

0.1

 

3

 

0.2

 

Construction

 

63

 

1.4

 

 

32

 

0.6

 

33

 

0.7

 

3

 

0.1

 

1

 

0.1

 

Finance and insurance

 

58

 

1.3

 

 

60

 

1.2

 

74

 

1.6

 

50

 

2.3

 

-

 

-

 

Manufacturing

 

90

 

2.0

 

 

143

 

2.8

 

93

 

2.0

 

17

 

0.8

 

31

 

2.0

 

Mining

 

2

 

-

 

 

31

 

0.6

 

46

 

1.0

 

-

 

-

 

2

 

0.1

 

Property, property services and business services

 

559

 

12.7

 

 

595

 

11.8

 

409

 

8.6

 

51

 

2.4

 

12

 

0.7

 

Services1

 

96

 

2.2

 

 

51

 

1.0

 

49

 

1.0

 

137

 

6.3

 

3

 

0.2

 

Trade2

 

97

 

2.2

 

 

47

 

0.9

 

62

 

1.3

 

55

 

2.6

 

17

 

1.1

 

Transport and storage

 

38

 

0.9

 

 

80

 

1.6

 

15

 

0.3

 

3

 

0.1

 

1

 

0.1

 

Utilities3

 

23

 

0.5

 

 

27

 

0.5

 

37

 

0.8

 

-

 

-

 

-

 

-

 

Retail lending

 

74

 

1.7

 

 

137

 

2.7

 

148

 

3.1

 

9

 

0.4

 

4

 

0.3

 

Other

 

7

 

0.2

 

 

26

 

0.5

 

23

 

0.5

 

2

 

0.1

 

10

 

0.6

 

Total Australia

 

1,180

 

26.7

 

 

1,300

 

25.6

 

1,082

 

22.9

 

331

 

15.2

 

90

 

5.8

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

2

 

-

 

 

2

 

-

 

2

 

-

 

1

 

-

 

-

 

-

 

Agriculture, forestry and fishing

 

20

 

0.5

 

 

46

 

0.9

 

17

 

0.4

 

6

 

0.3

 

-

 

-

 

Construction

 

4

 

0.1

 

 

2

 

-

 

4

 

0.1

 

1

 

-

 

-

 

-

 

Finance and insurance

 

3

 

0.1

 

 

1

 

-

 

1

 

-

 

-

 

-

 

-

 

-

 

Manufacturing

 

29

 

0.7

 

 

10

 

0.2

 

14

 

0.3

 

1

 

-

 

2

 

0.1

 

Mining

 

1

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Property, property services and business services

 

112

 

2.5

 

 

143

 

2.9

 

43

 

0.9

 

22

 

1.0

 

5

 

0.3

 

Services1

 

6

 

0.1

 

 

5

 

0.1

 

4

 

0.1

 

1

 

-

 

6

 

0.4

 

Trade2

 

7

 

0.2

 

 

13

 

0.3

 

6

 

0.1

 

4

 

0.2

 

9

 

0.6

 

Transport and storage

 

-

 

-

 

 

-

 

-

 

2

 

-

 

-

 

-

 

-

 

-

 

Utilities3

 

-

 

-

 

 

12

 

0.2

 

-

 

-

 

-

 

-

 

-

 

-

 

Retail lending

 

27

 

0.6

 

 

36

 

0.8

 

31

 

0.7

 

20

 

0.9

 

-

 

-

 

Total New Zealand

 

211

 

4.8

 

 

270

 

5.4

 

124

 

2.6

 

56

 

2.4

 

22

 

1.4

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

2

 

-

 

 

1

 

-

 

4

 

0.1

 

1

 

-

 

-

 

-

 

Agriculture, forestry and fishing

 

-

 

-

 

 

1

 

-

 

3

 

0.1

 

1

 

-

 

-

 

-

 

Construction

 

-

 

-

 

 

-

 

-

 

8

 

0.2

 

-

 

-

 

-

 

-

 

Finance and insurance

 

17

 

0.6

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Manufacturing

 

2

 

-

 

 

-

 

-

 

-

 

-

 

5

 

0.2

 

5

 

0.3

 

Mining

 

-

 

-

 

 

-

 

-

 

-

 

-

 

1

 

-

 

-

 

-

 

Property, property services and business services

 

19

 

0.4

 

 

6

 

0.1

 

-

 

-

 

11

 

0.5

 

3

 

0.2

 

Services1

 

1

 

-

 

 

16

 

0.3

 

1

 

-

 

-

 

-

 

-

 

-

 

Trade2

 

2

 

-

 

 

-

 

-

 

4

 

0.1

 

2

 

0.1

 

-

 

-

 

Transport and storage

 

17

 

0.4

 

 

19

 

0.4

 

2

 

-

 

2

 

0.1

 

-

 

-

 

Utilities3

 

-

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

28

 

1.8

 

Retail lending

 

10

 

0.2

 

 

9

 

0.2

 

-

 

-

 

1

 

-

 

-

 

-

 

Other

 

-

 

-

 

 

-

 

-

 

-

 

-

 

2

 

0.1

 

-

 

-

 

Total other overseas

 

70

 

1.6

 

 

52

 

1.0

 

22

 

0.5

 

26

 

1.0

 

36

 

2.3

 

Total overseas

 

281

 

6.4

 

 

322

 

6.4

 

146

 

3.1

 

82

 

3.4

 

58

 

3.7

 

Total individually assessed provisions

 

1,461

 

33.1

 

 

1,622

 

32.0

 

1,228

 

26.0

 

413

 

18.6

 

148

 

9.5

 

Total collectively assessed provisions

 

2,953

 

66.9

 

 

3,439

 

68.0

 

3,506

 

74.0

 

1,761

 

81.4

 

1,410

 

90.5

 

Total provisions for impairment charges and credit commitments

 

4,414

 

100.0

 

 

5,061

 

100.0

 

4,734

 

100.0

 

2,174

 

100.0

 

1,558

 

100.0

 

 

 

Consolidated

 

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

Individually assessed provisions by type of customer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

53

 

1.2

 

45

 

1.0

 

44

 

0.9

 

50

 

1.1

 

1

 

-

 

Agriculture, forestry and fishing

 

46

 

1.1

 

28

 

0.6

 

27

 

0.5

 

43

 

0.9

 

3

 

0.1

 

Construction

 

73

 

1.7

 

63

 

1.4

 

32

 

0.6

 

33

 

0.7

 

3

 

0.1

 

Finance and insurance

 

38

 

0.9

 

58

 

1.3

 

60

 

1.2

 

74

 

1.6

 

50

 

2.3

 

Manufacturing

 

116

 

2.7

 

90

 

2.0

 

143

 

2.8

 

93

 

2.0

 

17

 

0.8

 

Mining

 

2

 

0.1

 

2

 

-

 

31

 

0.6

 

46

 

1.0

 

-

 

-

 

Property, property services and business services

 

518

 

12.2

 

559

 

12.7

 

595

 

11.8

 

409

 

8.6

 

51

 

2.4

 

Services1

 

121

 

2.9

 

96

 

2.2

 

51

 

1.0

 

49

 

1.0

 

137

 

6.3

 

Trade2

 

87

 

2.1

 

97

 

2.2

 

47

 

0.9

 

62

 

1.3

 

55

 

2.6

 

Transport and storage

 

47

 

1.1

 

38

 

0.9

 

80

 

1.6

 

15

 

0.3

 

3

 

0.1

 

Utilities3

 

22

 

0.5

 

23

 

0.5

 

27

 

0.5

 

37

 

0.8

 

-

 

-

 

Retail lending

 

67

 

1.6

 

74

 

1.7

 

137

 

2.7

 

148

 

3.1

 

9

 

0.4

 

Other

 

7

 

0.2

 

7

 

0.2

 

26

 

0.5

 

23

 

0.5

 

2

 

0.1

 

Total Australia

 

1,197

 

28.3

 

1,180

 

26.7

 

1,300

 

25.6

 

1,082

 

22.9

 

331

 

15.2

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

5

 

0.1

 

2

 

-

 

2

 

-

 

2

 

-

 

1

 

-

 

Agriculture, forestry and fishing

 

20

 

0.5

 

20

 

0.5

 

46

 

0.9

 

17

 

0.4

 

6

 

0.3

 

Construction

 

2

 

0.1

 

4

 

0.1

 

2

 

-

 

4

 

0.1

 

1

 

-

 

Finance and insurance

 

9

 

0.2

 

3

 

0.1

 

1

 

-

 

1

 

-

 

-

 

-

 

Manufacturing

 

16

 

0.4

 

29

 

0.7

 

10

 

0.2

 

14

 

0.3

 

1

 

-

 

Mining

 

-

 

-

 

1

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Property, property services and business services

 

116

 

2.7

 

112

 

2.5

 

143

 

2.9

 

43

 

0.9

 

22

 

1.0

 

Services1

 

35

 

0.8

 

6

 

0.1

 

5

 

0.1

 

4

 

0.1

 

1

 

-

 

Trade2

 

3

 

0.1

 

7

 

0.2

 

13

 

0.3

 

6

 

0.1

 

4

 

0.2

 

Transport and storage

 

-

 

-

 

-

 

-

 

-

 

-

 

2

 

-

 

-

 

-

 

Utilities3

 

-

 

-

 

-

 

-

 

12

 

0.2

 

-

 

-

 

-

 

-

 

Retail lending

 

14

 

0.3

 

27

 

0.6

 

36

 

0.8

 

31

 

0.7

 

20

 

0.9

 

Total New Zealand

 

220

 

5.2

 

211

 

4.8

 

270

 

5.4

 

124

 

2.6

 

56

 

2.4

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

2

 

0.1

 

2

 

-

 

1

 

-

 

4

 

0.1

 

1

 

-

 

Agriculture, forestry and fishing

 

2

 

0.1

 

-

 

-

 

1

 

-

 

3

 

0.1

 

1

 

-

 

Construction

 

7

 

0.2

 

-

 

-

 

-

 

-

 

8

 

0.2

 

-

 

-

 

Finance and insurance

 

23

 

0.5

 

17

 

0.6

 

-

 

-

 

-

 

-

 

-

 

-

 

Manufacturing

 

2

 

-

 

2

 

-

 

-

 

-

 

-

 

-

 

5

 

0.2

 

Mining

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

1

 

-

 

Property, property services and business services

 

9

 

0.2

 

19

 

0.4

 

6

 

0.1

 

-

 

-

 

11

 

0.5

 

Services1

 

2

 

-

 

1

 

-

 

16

 

0.3

 

1

 

-

 

-

 

-

 

Trade2

 

1

 

-

 

2

 

-

 

-

 

-

 

4

 

0.1

 

2

 

0.1

 

Transport and storage

 

1

 

-

 

17

 

0.4

 

19

 

0.4

 

2

 

-

 

2

 

0.1

 

Retail lending

 

4

 

0.1

 

10

 

0.2

 

9

 

0.2

 

-

 

-

 

1

 

-

 

Other

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

2

 

0.1

 

Total other overseas

 

53

 

1.2

 

70

 

1.6

 

52

 

1.0

 

22

 

0.5

 

26

 

1.0

 

Total overseas

 

273

 

6.4

 

281

 

6.4

 

322

 

6.4

 

146

 

3.1

 

82

 

3.4

 

Total individually assessed provisions

 

1,470

 

34.7

 

1,461

 

33.1

 

1,622

 

32.0

 

1,228

 

26.0

 

413

 

18.6

 

Total collectively assessed provisions

 

2,771

 

65.3

 

2,953

 

66.9

 

3,439

 

68.0

 

3,506

 

74.0

 

1,761

 

81.4

 

Total provisions for impairment charges and credit commitments

 

4,241

 

100.0

 

4,414

 

100.0

 

5,061

 

100.0

 

4,734

 

100.0

 

2,174

 

100.0

 

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

 

168Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

167



 

Notes to the financial statements

NoteNOTE 12. Provisions for impairment charges on loans (continued)PROVISIONS FOR IMPAIRMENT CHARGES (CONTINUED)

The following table shows details of loan write-offs by industry classifications for the past five years:

 

 

 

Consolidated

 

 

 

2011

 

 

2010

 

2009

 

2008

 

2007

 

 

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Write-offs

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

(34

)

 

(47

)

(5

)

(3

)

(2

)

Agriculture, forestry and fishing

 

(23

)

 

(9

)

(6

)

(7

)

(5

)

Construction

 

(27

)

 

(68

)

(37

)

(5

)

(2

)

Finance and insurance

 

(5

)

 

(30

)

(327

)

-

 

(2

)

Manufacturing

 

(134

)

 

(45

)

(37

)

(30

)

(6

)

Mining

 

(15

)

 

(14

)

(13

)

-

 

-

 

Property, property services and business services

 

(507

)

 

(272

)

(156

)

(26

)

(12

)

Services1

 

(28

)

 

(32

)

(107

)

(6

)

(3

)

Trade2

 

(57

)

 

(51

)

(115

)

(10

)

(36

)

Transport and storage

 

(60

)

 

(25

)

(13

)

(7

)

(5

)

Utilities3

 

(7

)

 

(4

)

(101

)

-

 

-

 

Retail lending

 

(661

)

 

(566

)

(611

)

(291

)

(266

)

Other

 

(21

)

 

(39

)

(22

)

(9

)

(16

)

Total Australia

 

(1,579

)

 

(1,202

)

(1,550

)

(394

)

(355

)

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

(3

)

 

(2

)

(1

)

-

 

-

 

Agriculture, forestry and fishing

 

(59

)

 

(4

)

-

 

-

 

-

 

Construction

 

(24

)

 

(4

)

(27

)

-

 

-

 

Finance and insurance

 

(1

)

 

(1

)

(3

)

-

 

-

 

Manufacturing

 

(12

)

 

(15

)

(70

)

(1

)

(2

)

Property, property services and business services

 

(126

)

 

(29

)

(146

)

(4

)

(1

)

Services1

 

(4

)

 

(4

)

(3

)

(1

)

(1

)

Trade2

 

(15

)

 

(3

)

(10

)

(16

)

-

 

Transport and storage

 

-

 

 

(2

)

-

 

-

 

-

 

Utilities3

 

(13

)

 

-

 

-

 

-

 

-

 

Retail lending

 

(84

)

 

(79

)

(88

)

(53

)

(2

)

Other

 

(1

)

 

(3

)

(2

)

-

 

-

 

Total New Zealand

 

(342

)

 

(146

)

(350

)

(75

)

(6

)

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

 

-

 

(3

)

-

 

-

 

Agriculture, forestry and fishing

 

-

 

 

-

 

(2

)

-

 

-

 

Construction

 

-

 

 

-

 

(5

)

-

 

-

 

Manufacturing

 

(3

)

 

-

 

-

 

-

 

(2

)

Property, property services and business services

 

(1

)

 

(3

)

(3

)

-

 

-

 

Services1

 

-

 

 

-

 

(6

)

-

 

-

 

Trade2

 

-

 

 

-

 

(3

)

-

 

-

 

Transport and storage

 

-

 

 

-

 

(1

)

-

 

-

 

Utilities3

 

-

 

 

-

 

-

 

-

 

(8

)

Retail lending

 

-

 

 

-

 

-

 

(1

)

-

 

Other

 

(2

)

 

-

 

-

 

(1

)

-

 

Total other overseas

 

(6

)

 

(3

)

(23

)

(2

)

(10

)

Total write-offs

 

(1,927

)

 

(1,351

)

(1,923

)

(471

)

(371

)

Write-offs in relation to:

 

 

 

 

 

 

 

 

 

 

 

 

Collectively assessed provisions

 

(739

)

 

(667

)

(632

)

(378

)

(302

)

Individually assessed provisions

 

(1,188

)

 

(684

)

(1,291

)

(93

)

(69

)

Total write-offs

 

(1,927

)

 

(1,351

)

(1,923

)

(471

)

(371

)

 

 

Consolidated

 

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Write-offs

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

(24

)

(34

)

(47

)

(5

)

(3

)

Agriculture, forestry and fishing

 

(11

)

(23

)

(9

)

(6

)

(7

)

Construction

 

(106

)

(27

)

(68

)

(37

)

(5

)

Finance and insurance

 

(11

)

(5

)

(30

)

(327

)

-

 

Manufacturing

 

(45

)

(134

)

(45

)

(37

)

(30

)

Mining

 

(1

)

(15

)

(14

)

(13

)

-

 

Property, property services and business services

 

(453

)

(507

)

(272

)

(156

)

(26

)

Services1

 

(41

)

(28

)

(32

)

(107

)

(6

)

Trade2

 

(53

)

(57

)

(51

)

(115

)

(10

)

Transport and storage

 

(37

)

(60

)

(25

)

(13

)

(7

)

Utilities3

 

(33

)

(7

)

(4

)

(101

)

-

 

Retail lending

 

(597

)

(661

)

(566

)

(611

)

(291

)

Other

 

(11

)

(21

)

(39

)

(22

)

(9

)

Total Australia

 

(1,423

)

(1,579

)

(1,202

)

(1,550

)

(394

)

New Zealand

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

(2

)

(3

)

(2

)

(1

)

-

 

Agriculture, forestry and fishing

 

(23

)

(59

)

(4

)

-

 

-

 

Construction

 

(9

)

(24

)

(4

)

(27

)

-

 

Finance and insurance

 

(2

)

(1

)

(1

)

(3

)

-

 

Manufacturing

 

(17

)

(12

)

(15

)

(70

)

(1

)

Mining

 

(1

)

-

 

-

 

-

 

-

 

Property, property services and business services

 

(105

)

(126

)

(29

)

(146

)

(4

)

Services1

 

(5

)

(4

)

(4

)

(3

)

(1

)

Trade2

 

(3

)

(15

)

(3

)

(10

)

(16

)

Transport and storage

 

(1

)

-

 

(2

)

-

 

-

 

Utilities3

 

-

 

(13

)

-

 

-

 

-

 

Retail lending

 

(59

)

(84

)

(79

)

(88

)

(53

)

Other

 

(1

)

(1

)

(3

)

(2

)

-

 

Total New Zealand

 

(228

)

(342

)

(146

)

(350

)

(75

)

Other overseas

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

(3

)

-

 

-

 

(3

)

-

 

Agriculture, forestry and fishing

 

(1

)

-

 

-

 

(2

)

-

 

Construction

 

(3

)

-

 

-

 

(5

)

-

 

Finance and insurance

 

(12

)

-

 

-

 

-

 

-

 

Manufacturing

 

(1

)

(3

)

-

 

-

 

-

 

Property, property services and business services

 

(7

)

(1

)

(3

)

(3

)

-

 

Services1

 

(2

)

-

 

-

 

(6

)

-

 

Trade2

 

(2

)

-

 

-

 

(3

)

-

 

Transport and storage

 

(19

)

-

 

-

 

(1

)

-

 

Retail lending

 

(7

)

-

 

-

 

-

 

(1

)

Other

 

-

 

(2

)

-

 

-

 

(1

)

Total other overseas

 

(57

)

(6

)

(3

)

(23

)

(2

)

Total write-offs

 

(1,708

)

(1,927

)

(1,351

)

(1,923

)

(471

)

Write-offs in relation to:

 

 

 

 

 

 

 

 

 

 

 

Collectively assessed provisions

 

(756

)

(739

)

(667

)

(632

)

(378

)

Individually assessed provisions

 

(952

)

(1,188

)

(684

)

(1,291

)

(93

)

Total write-offs

 

(1,708

)

(1,927

)

(1,351

)

(1,923

)

(471

)

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

 

Annual Report 2011    169

168

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 12. Provisions for impairment charges on loans (continued)PROVISIONS FOR IMPAIRMENT CHARGES (CONTINUED)

The following table shows details of recoveries of loans by industry classifications for the past five years:

 

 

 

Consolidated

 

 

 

2011

 

 

2010

 

2009

 

2008

 

2007

 

 

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Recoveries

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

 

1

 

-

 

-

 

-

 

Construction

 

-

 

 

2

 

-

 

-

 

1

 

Manufacturing

 

-

 

 

2

 

-

 

1

 

2

 

Property, property services and business services

 

9

 

 

3

 

-

 

-

 

-

 

Services1

 

-

 

 

1

 

-

 

-

 

-

 

Trade2

 

-

 

 

1

 

-

 

-

 

1

 

Transport and storage

 

-

 

 

1

 

-

 

-

 

-

 

Utilities3

 

-

 

 

-

 

2

 

-

 

-

 

Retail lending

 

46

 

 

31

 

37

 

22

 

16

 

Other

 

-

 

 

2

 

2

 

-

 

2

 

Total Australia

 

55

 

 

44

 

41

 

23

 

22

 

Total New Zealand

 

5

 

 

4

 

-

 

-

 

-

 

Total other overseas

 

-

 

 

3

 

8

 

9

 

-

 

Total recoveries

 

60

 

 

51

 

49

 

32

 

22

 

Total write-offs

 

(1,927

)

 

(1,351

)

(1,923

)

(471

)

(371

)

Net write-offs and recoveries

 

(1,867

)

 

(1,300

)

(1,874

)

(439

)

(349

)

 

 

Consolidated

 

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Recoveries

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

1

 

-

 

-

 

Construction

 

1

 

-

 

2

 

-

 

-

 

Finance and insurance

 

2

 

-

 

-

 

-

 

-

 

Manufacturing

 

5

 

-

 

2

 

-

 

1

 

Property, property services and business services

 

23

 

9

 

3

 

-

 

-

 

Services1

 

1

 

-

 

1

 

-

 

-

 

Trade2

 

1

 

-

 

1

 

-

 

-

 

Transport and storage

 

1

 

-

 

1

 

-

 

-

 

Utilities3

 

-

 

-

 

-

 

2

 

-

 

Retail lending

 

61

 

46

 

31

 

37

 

22

 

Other

 

1

 

-

 

2

 

2

 

-

 

Total Australia

 

96

 

55

 

44

 

41

 

23

 

Total New Zealand

 

8

 

5

 

4

 

-

 

-

 

Total other overseas

 

-

 

-

 

3

 

8

 

9

 

Total recoveries

 

104

 

60

 

51

 

49

 

32

 

Total write-offs

 

(1,708

)

(1,927

)

(1,351

)

(1,923

)

(471

)

Net write-offs and recoveries

 

(1,604

)

(1,867

)

(1,300

)

(1,874

)

(439

)

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

 

2012 WESTPAC GROUP ANNUAL REPORT

169



170NOTE 13. GOODWILL AND OTHER INTANGIBLE ASSETS

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

$m

 

$m

 

$m

 

$m

 

Goodwill

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

8,582

 

8,569

 

6,653

 

6,653

 

Additions through business combination1

 

214

 

-

 

-

 

-

 

Exchange rate and other adjustments

 

1

 

13

 

-

 

-

 

Balance as at end of the year

 

8,797

 

8,582

 

6,653

 

6,653

 

Computer software

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

1,303

 

832

 

1,135

 

708

 

Additions

 

603

 

740

 

511

 

635

 

Impairment

 

(23

)

(6

)

(23

)

(5

)

Amortisation

 

(329

)

(259

)

(268

)

(203

)

Exchange rate adjustments

 

(2

)

(4

)

-

 

-

 

Other

 

(1

)

-

 

(4

)

-

 

Balance as at end of the year

 

1,551

 

1,303

 

1,351

 

1,135

 

Cost

 

2,382

 

2,119

 

1,617

 

1,431

 

Accumulated amortisation

 

(831

)

(816

)

(266

)

(296

)

Carrying amount

 

1,551

 

1,303

 

1,351

 

1,135

 

Brand names

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

670

 

668

 

636

 

636

 

Additions

 

-

 

2

 

-

 

-

 

Balance as at end of the year

 

670

 

670

 

636

 

636

 

Carrying amount

 

670

 

670

 

636

 

636

 

Core deposit intangibles

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

1,016

 

1,182

 

1,016

 

1,182

 

Amortisation

 

(165

)

(166

)

(165

)

(166

)

Balance as at end of the year

 

851

 

1,016

 

851

 

1,016

 

Cost

 

1,494

 

1,494

 

1,279

 

1,279

 

Accumulated amortisation

 

(643

)

(478

)

(428

)

(263

)

Carrying amount

 

851

 

1,016

 

851

 

1,016

 

Other intangible assets

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

208

 

253

 

160

 

202

 

Additions through business combination1

 

120

 

-

 

-

 

-

 

Impairment

 

(5

)

-

 

-

 

-

 

Amortisation

 

(55

)

(45

)

(42

)

(42

)

Exchange rate and other adjustments

 

(3

)

-

 

-

 

-

 

Balance as at end of the year

 

265

 

208

 

118

 

160

 

Cost

 

544

 

428

 

226

 

226

 

Accumulated amortisation

 

(279

)

(220

)

(108

)

(66

)

Carrying amount

 

265

 

208

 

118

 

160

 

Total goodwill and other intangible assets

 

12,134

 

11,779

 

9,609

 

9,600

 

Westpac Group1Attributable to the acquisition of J O Hambro Capital Management Limited.

170

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 13. Goodwill and other intangible assetsGOODWILL AND OTHER INTANGIBLE ASSETS (CONTINUED)

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Goodwill

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

8,569

 

 

8,597

 

6,653

 

 

804

 

Additions through merger

 

-

 

 

-

 

-

 

 

5,849

 

Exchange rate and other adjustments

 

13

 

 

(28

)

-

 

 

-

 

Balance as at end of the year

 

8,582

 

 

8,569

 

6,653

 

 

6,653

 

Computer software

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

832

 

 

629

 

708

 

 

409

 

Additions through merger

 

-

 

 

-

 

-

 

 

88

 

Other additions

 

740

 

 

508

 

635

 

 

438

 

Impairment

 

(6

)

 

(37

)

(5

)

 

(37

)

Amortisation

 

(259

)

 

(263

)

(203

)

 

(190

)

Exchange rate adjustments

 

(4

)

 

(5

)

-

 

 

-

 

Balance as at end of the year

 

1,303

 

 

832

 

1,135

 

 

708

 

Cost

 

2,119

 

 

2,022

 

1,431

 

 

1,326

 

Accumulated amortisation

 

(816

)

 

(1,190

)

(296

)

 

(618

)

Carrying amount

 

1,303

 

 

832

 

1,135

 

 

708

 

Brand names

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

668

 

 

668

 

636

 

 

-

 

Additions through merger

 

-

 

 

-

 

-

 

 

636

 

Other additions

 

2

 

 

-

 

-

 

 

-

 

Balance as at end of the year

 

670

 

 

668

 

636

 

 

636

 

Carrying amount

 

670

 

 

668

 

636

 

 

636

 

Core deposit intangibles

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

1,182

 

 

1,349

 

1,182

 

 

-

 

Additions through merger

 

-

 

 

-

 

-

 

 

1,279

 

Amortisation

 

(166

)

 

(167

)

(166

)

 

(97

)

Balance as at end of the year

 

1,016

 

 

1,182

 

1,016

 

 

1,182

 

Cost

 

1,494

 

 

1,494

 

1,279

 

 

1,279

 

Accumulated amortisation

 

(478

)

 

(312

)

(263

)

 

(97

)

Carrying amount

 

1,016

 

 

1,182

 

1,016

 

 

1,182

 

Other intangible assets

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

253

 

 

298

 

202

 

 

-

 

Additions through merger

 

-

 

 

-

 

-

 

 

226

 

Amortisation

 

(45

)

 

(45

)

(42

)

 

(24

)

Balance as at end of the year

 

208

 

 

253

 

160

 

 

202

 

Cost

 

428

 

 

428

 

226

 

 

263

 

Accumulated amortisation

 

(220

)

 

(175

)

(66

)

 

(61

)

Carrying amount

 

208

 

 

253

 

160

 

 

202

 

Total goodwill and other intangible assets

 

11,779

 

 

11,504

 

9,600

 

 

9,381

 

Annual Report 2011    171



Note 13. Goodwill and other intangible assets (continued)

Goodwill has been allocated to the following CGUs:Cash Generating Units (CGUs):

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Westpac Retail & Business Banking

 

1,112

 

 

1,112

 

999

 

 

999

 

St.George Bank

 

4,332

 

 

4,332

 

4,332

 

 

4,332

 

Westpac Institutional Bank

 

613

 

 

613

 

487

 

 

487

 

BT Financial Group (Australia)

 

2,033

 

 

2,033

 

835

 

 

835

 

Westpac Retail & Business Banking1

 

980

 

1,112

 

980

 

999

 

St.George Banking Group1

 

4,464

 

4,332

 

4,351

 

4,332

 

Westpac Institutional Bank1

 

543

 

613

 

487

 

487

 

BT Financial Group (Australia)1

 

2,103

 

2,033

 

835

 

835

 

Hambro

 

208

 

-

 

-

 

-

 

New Zealand Retail Banking

 

404

 

 

393

 

-

 

 

-

 

 

411

 

404

 

-

 

-

 

BT New Zealand

 

11

 

 

10

 

-

 

 

-

 

 

11

 

11

 

-

 

-

 

Hastings

 

64

 

 

63

 

-

 

 

-

 

 

64

 

64

 

-

 

-

 

Bank of Tonga

 

13

 

 

13

 

-

 

 

-

 

 

13

 

13

 

-

 

-

 

Total goodwill

 

8,582

 

 

8,569

 

6,653

 

 

6,653

 

 

8,797

 

8,582

 

6,653

 

6,653

 

1During the year management responsibility for RAMS was transferred from Westpac Retail & Business Banking to St.George Banking Group and the equities business was transferred from Westpac Institutional Bank to BT Financial Group (Australia). The historical goodwill attributable to these businesses of $132 million (Parent Entity: $19 million) and $70 million respectively has been reallocated accordingly.

 

Impairment tests for goodwill

To assess whether goodwill is impaired, the carrying amount of each CGU is compared to their recoverable amount.amount determined on a value in use basis.

 

Key assumptions used in recoverable amount calculations

The recoverable amount of each CGU is determined based on the Group’s projections of future pre-tax cash flow projectionsflows discounted by the Group’s after tax return on equity rate of 11.0% (2010(2011: 11.0%), adjusted to a pre-tax rate of 15.7% for Australia, and 15.3% for New Zealand (2010and 14.5% for the United Kingdom (2011: 15.7% for both Australia, and15.3% for New Zealand)Zealand, not applicable for the United Kingdom). All future cash flows are based on approved threetwo (2011: three) year strategic plans.forecasts. All cash flows beyond the threetwo year period have an assumed growth rate of zero for all CGUs for the purpose of goodwill impairment testing. While theThe strategic business plan assumes certain economic conditions the forecast is not reliant on one particular assumption. Theseand business forecasts applied by managementperformance, which are considered appropriate as they are based on past experience and are consistent with observable historical information and current market information.expectations of the future. The forecasts applied by management are not reliant on any one particular assumption and no impairment would arise in significant CGUs even if zero growth is achieved over the two year forecast period.

 

Sensitivity to changes in assumptions

No reasonably possible change in any of the aboveManagement consider alternative key assumptions in isolationincluding, for example, increasing the discount rate by 2% or reducing future cash flows by 10%. Under these scenarios the recoverable amount of each significant CGU would cause the carrying value of the CGUscontinue to exceed their recoverable amount.its carrying value.

 

Note 14. Property, plant and equipment

 

 

 

Consolidated

 

Parent Entity

 

 

 

2011

 

 

2010

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Premises and sites

 

 

 

 

 

 

 

 

 

 

 

Cost

 

312

 

 

312

 

200

 

 

199

 

Accumulated depreciation

 

(114

)

 

(102

)

(27

)

 

(15

)

Net carrying amount

 

198

 

 

210

 

173

 

 

184

 

Leasehold improvements

 

 

 

 

 

 

 

 

 

 

 

Cost

 

937

 

 

811

 

755

 

 

646

 

Accumulated amortisation

 

(374

)

 

(357

)

(284

)

 

(269

)

Net carrying amount

 

563

 

 

454

 

471

 

 

377

 

Furniture and equipment

 

 

 

 

 

 

 

 

 

 

 

Cost

 

641

 

 

752

 

451

 

 

549

 

Accumulated depreciation

 

(472

)

 

(571

)

(311

)

 

(387

)

Net carrying amount

 

169

 

 

181

 

140

 

 

162

 

Technology

 

 

 

 

 

 

 

 

 

 

 

Cost

 

610

 

 

707

 

320

 

 

342

 

Accumulated depreciation

 

(382

)

 

(542

)

(122

)

 

(213

)

Net carrying amount

 

228

 

 

165

 

198

 

 

129

 

Total property, plant and equipment

 

1,158

 

 

1,010

 

982

 

 

852

 

2012 WESTPAC GROUP ANNUAL REPORT

171

 



172NOTE 14. PROPERTY, PLANT AND EQUIPMENT

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

$m

 

$m

 

$m

 

$m

 

Premises and sites

 

 

 

 

 

 

 

 

 

Cost

 

364

 

312

 

252

 

200

 

Accumulated depreciation

 

(141

)

(114

)

(53

)

(27

)

Net carrying amount

 

223

 

198

 

199

 

173

 

Leasehold improvements

 

 

 

 

 

 

 

 

 

Cost

 

980

 

937

 

770

 

755

 

Accumulated amortisation

 

(463

)

(374

)

(357

)

(284

)

Net carrying amount

 

517

 

563

 

413

 

471

 

Furniture and equipment

 

 

 

 

 

 

 

 

 

Cost

 

698

 

641

 

503

 

451

 

Accumulated depreciation

 

(516

)

(472

)

(348

)

(311

)

Net carrying amount

 

182

 

169

 

155

 

140

 

Technology

 

 

 

 

 

 

 

 

 

Cost

 

574

 

610

 

307

 

320

 

Accumulated depreciation

 

(359

)

(382

)

(114

)

(122

)

Net carrying amount

 

215

 

228

 

193

 

198

 

Total property, plant and equipment

 

1,137

 

1,158

 

960

 

982

 

172Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 14. Property, plant and equipment (continued)PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Reconciliations of the carrying amount for each class of property, plant and equipment are set out below:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Premises and sites

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

210

 

 

307

 

184

 

 

94

 

 

198

 

 

210

 

173

 

 

184

 

Additions through merger

 

-

 

 

-

 

-

 

 

175

 

Other additions

 

5

 

 

9

 

5

 

 

9

 

Additions

 

2

 

 

5

 

2

 

 

5

 

Disposals

 

(1

)

 

(2

)

(1

)

 

(1

)

Depreciation

 

(14

)

 

(16

)

(13

)

 

(15

)

Exchange rate adjustments

 

-

 

 

1

 

-

 

 

-

 

Other1

 

38

 

 

-

 

38

 

 

-

 

Balance as at end of the year

 

223

 

 

198

 

199

 

 

173

 

Leasehold improvements

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

563

 

 

454

 

471

 

 

377

 

Additions

 

101

 

 

201

 

76

 

 

176

 

Disposals

 

(4

)

 

(5

)

(4

)

 

(1

)

Amortisation

 

(106

)

 

(89

)

(92

)

 

(81

)

Exchange rate adjustments

 

1

 

 

2

 

-

 

 

-

 

Other1

 

(38

)

 

-

 

(38

)

 

-

 

Balance as at end of the year

 

517

 

 

563

 

413

 

 

471

 

Furniture and equipment

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

169

 

 

181

 

140

 

 

162

 

Additions

 

76

 

 

52

 

70

 

 

33

 

Disposals

 

(1

)

 

(2

)

(1

)

 

(1

)

Depreciation

 

(62

)

 

(63

)

(54

)

 

(54

)

Exchange rate adjustments

 

-

 

 

1

 

-

 

 

-

 

Balance as at end of the year

 

182

 

 

169

 

155

 

 

140

 

Technology

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

228

 

 

165

 

198

 

 

129

 

Additions

 

73

 

 

144

 

65

 

 

133

 

Disposals

 

(2

)

 

(15

)

(1

)

 

(3

)

 

(1

)

 

(6

)

(1

)

 

(5

)

Depreciation

 

(16

)

 

(17

)

(15

)

 

(17

)

 

(85

)

 

(76

)

(71

)

 

(59

)

Exchange rate adjustments

 

1

 

 

(1

)

-

 

 

(1

)

 

(1

)

 

1

 

(1

)

 

-

 

Other

 

-

 

 

(73

)

-

 

 

(73

)

 

1

 

 

-

 

3

 

 

-

 

Balance as at end of the year

 

198

 

 

210

 

173

 

 

184

 

 

215

 

 

228

 

193

 

 

198

 

Leasehold improvements

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

454

 

 

213

 

377

 

 

150

 

Additions through merger

 

-

 

 

-

 

-

 

 

6

 

Other additions

 

201

 

 

235

 

176

 

 

201

 

Disposals

 

(5

)

 

(3

)

(1

)

 

(3

)

Amortisation

 

(89

)

 

(62

)

(81

)

 

(50

)

Exchange rate adjustments

 

2

 

 

(2

)

-

 

 

-

 

Other

 

-

 

 

73

 

-

 

 

73

 

Balance as at end of the year

 

563

 

 

454

 

471

 

 

377

 

Furniture and equipment

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

181

 

 

208

 

162

 

 

137

 

Additions through merger

 

-

 

 

-

 

-

 

 

37

 

Other additions

 

52

 

 

43

 

33

 

 

39

 

Disposals

 

(2

)

 

(1

)

(1

)

 

(1

)

Depreciation

 

(63

)

 

(61

)

(54

)

 

(50

)

Exchange rate adjustments

 

1

 

 

(1

)

-

 

 

-

 

Other

 

-

 

 

(7

)

-

 

 

-

 

Balance as at end of the year

 

169

 

 

181

 

140

 

 

162

 

Technology

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

165

 

 

160

 

129

 

 

83

 

Additions through merger

 

-

 

 

-

 

-

 

 

42

 

Other additions

 

144

 

 

79

 

133

 

 

59

 

Disposals

 

(6

)

 

(14

)

(5

)

 

(12

)

Depreciation

 

(76

)

 

(66

)

(59

)

 

(43

)

Exchange rate adjustments

 

1

 

 

(1

)

-

 

 

-

 

Other

 

-

 

 

7

 

-

 

 

-

 

Balance as at end of the year

 

228

 

 

165

 

198

 

 

129

 

 

Annual Report 2011    1During the current financial year, assets were reclassified from leasehold improvements to premises and sites.

2012 WESTPAC GROUP ANNUAL REPORT

173



 

NoteNOTE 15. Deferred tax assets and deferred tax liabilitiesDEFERRED TAX ASSETS AND DEFERRED TAX LIABILITIES

Deferred tax assets

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

The balance comprises temporary differences attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts recognised in income statements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provisions for impairment charges on loans

 

1,195

 

 

1,412

 

1,012

 

 

1,187

 

 

1,126

 

 

1,195

 

934

 

 

1,012

 

Provision for employee benefits

 

299

 

 

296

 

240

 

 

250

 

 

297

 

 

299

 

249

 

 

240

 

Treasury/financial market products

 

(4

)

 

951

 

(32

)

 

871

 

 

87

 

 

(4

)

64

 

 

(32

)

Property, plant and equipment

 

156

 

 

136

 

152

 

 

129

 

 

227

 

 

156

 

222

 

 

152

 

Loans – carrying amount adjustments

 

-

 

 

78

 

-

 

 

78

 

Provision for litigation and non-lending losses

 

56

 

 

59

 

56

 

 

57

 

 

91

 

 

56

 

89

 

 

56

 

Provision for credit commitments

 

99

 

 

96

 

99

 

 

96

 

 

111

 

 

99

 

111

 

 

99

 

Provision for restructuring

 

7

 

 

16

 

6

 

 

16

 

 

34

 

 

7

 

34

 

 

6

 

Provision for lease liabilities

 

17

 

 

25

 

24

 

 

17

 

 

29

 

 

17

 

26

 

 

24

 

Other provisions

 

38

 

 

50

 

36

 

 

48

 

 

44

 

 

38

 

41

 

 

36

 

Other liabilities

 

1,145

 

 

490

 

1,115

 

 

453

 

 

780

 

 

1,145

 

767

 

 

1,115

 

Life insurance policy liabilities

 

57

 

 

93

 

-

 

 

-

 

 

36

 

 

57

 

-

 

 

-

 

Tax losses recognised

 

-

 

 

2

 

-

 

 

-

 

 

1

 

 

-

 

-

 

 

-

 

Change in tax rate (refer to Note 5)

 

(13

)

 

(5

)

 

(2

)

 

(1

)

 

(1

)

 

(13

)

(1

)

 

(2

)

 

3,052

 

 

3,699

 

2,706

 

 

3,201

 

 

2,862

 

 

3,052

 

2,536

 

 

2,706

 

Amounts recognised directly in other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale securities

 

(16

)

 

(59

)

 

10

 

 

(34

)

 

(18

)

 

(16

)

(2

)

 

10

 

Retirement benefit deficit

 

208

 

 

137

 

208

 

 

132

 

 

190

 

 

208

 

190

 

 

208

 

Other equity items

 

-

 

 

-

 

-

 

 

3

 

 

4

 

 

4

 

4

 

 

4

 

Minority interest

 

4

 

 

3

 

4

 

 

-

 

 

196

 

 

81

 

222

 

 

101

 

 

176

 

 

196

 

192

 

 

222

 

Set-off of deferred tax liabilities pursuant to set-off provisions1

 

(597

)

 

(1,490

)

 

(472

)

 

(1,364

)

 

(862

)

 

(597

)

(696

)

 

(472

)

Net deferred tax assets

 

2,651

 

 

2,290

 

2,456

 

 

1,938

 

 

2,176

 

 

2,651

 

2,032

 

 

2,456

 

Net deferred tax assets to be recovered within 12 months

 

911

 

 

712

 

874

 

 

631

 

 

673

 

 

911

 

639

 

 

874

 

Net deferred tax assets to be recovered after more than 12 months

 

1,740

 

 

1,578

 

1,582

 

 

1,307

 

 

1,503

 

 

1,740

 

1,393

 

 

1,582

 

Movement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening balance as at beginning of the year

 

2,290

 

 

1,985

 

1,938

 

 

1,700

 

 

2,651

 

 

2,290

 

2,456

 

 

1,938

 

Additions through merger

 

-

 

 

-

 

-

 

 

445

 

Credited to income statements

 

843

 

 

1,775

 

869

 

 

1,131

 

 

407

 

 

843

 

302

 

 

869

 

Recognised in other comprehensive income

 

115

 

 

20

 

121

 

 

26

 

 

(20

)

 

115

 

(30

)

 

121

 

Set-off of deferred tax liabilities pursuant to set-off provisions1

 

(597

)

 

(1,490

)

 

(472

)

 

(1,364

)

 

(862

)

 

(597

)

(696

)

 

(472

)

Closing balance as at end of the year

 

2,651

 

 

2,290

 

2,456

 

 

1,938

 

 

2,176

 

 

2,651

 

2,032

 

 

2,456

 

 

1            Deferred tax assets and liabilities are set-off where they relate to income tax levied by the same taxation authority on either the same taxable entity or different taxable entities within the same taxable group.

 

174Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



Notes to the financial statements

 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 15. Deferred tax assets and deferred tax liabilities (continued)DEFERRED TAX ASSETS AND DEFERRED TAX LIABILITIES (CONTINUED)

 

Unrecognised deferred tax assets

 

Deferred tax assets have not been recognised in respect of the following items:

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Deductible temporary differences – other

 

-

 

 

10

 

 

-

 

 

-

 

Tax losses on revenue account

 

85

 

 

87

 

 

75

 

 

75

 

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Tax losses on revenue account

 

78

 

 

85

 

74

 

 

75

 

 

The deferred tax assets related to losses will only be recognised if:

§         the Group or relevant entity derives future assessable income of a nature or amount sufficient to enable the benefits from the deductions for the losses to be utilised;

§         the Group or relevant entity continues to comply with the conditions of deductibility imposed by tax legislation;

§         no changes in tax legislation adversely affect the Group or relevant entity in realising the benefits from the deductions for the losses; and

§         the deductible temporary differences and tax losses have not expired under current tax legislation.

 

Deferred tax assets have not been recognised in respect of these items because it is not considered probable that future taxable profit will be available against which they can be realised.

 

Deferred tax liabilities

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

The balance comprises temporary differences attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts recognised in income statements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Treasury/financial market products

 

(54

)

 

885

 

 

(45

)

 

881

 

 

32

 

 

(54

)

39

 

 

(45

)

Finance lease transactions

 

138

 

 

105

 

 

40

 

 

49

 

 

166

 

 

138

 

33

 

 

40

 

Property, plant and equipment

 

40

 

 

18

 

 

39

 

 

15

 

 

111

 

 

40

 

109

 

 

39

 

Life insurance assets

 

8

 

 

15

 

 

-

 

 

-

 

 

5

 

 

8

 

-

 

 

-

 

Loans – carrying amount adjustments

 

-

 

 

120

 

 

-

 

 

120

 

Other assets

 

433

 

 

570

 

 

373

 

 

463

 

 

378

 

 

433

 

308

 

 

373

 

 

565

 

 

1,713

 

 

407

 

 

1,528

 

 

692

 

 

565

 

489

 

 

407

 

Amounts recognised directly in other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flow hedges

 

43

 

 

(199

)

 

66

 

 

(163

)

 

203

 

 

43

 

207

 

 

66

 

 

43

 

 

(199

)

 

66

 

 

(163

)

 

203

 

 

43

 

207

 

 

66

 

Set-off of deferred tax liabilities pursuant to set-off provisions1

 

(597

)

 

(1,490

)

 

(472

)

 

(1,364

)

 

(862

)

 

(597

)

(696

)

 

(472

)

Net deferred tax liabilities

 

11

 

 

24

 

 

1

 

 

1

 

 

33

 

 

11

 

-

 

 

1

 

Net deferred tax liabilities to be recovered within 12 months

 

5

 

 

11

 

 

-

 

 

-

 

 

15

 

 

5

 

-

 

 

-

 

Net deferred tax liabilities to be recovered after more than 12 months

 

6

 

 

13

 

 

1

 

 

1

 

 

18

 

 

6

 

-

 

 

1

 

Movements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening balance as at beginning of the year

 

24

 

 

35

 

 

1

 

 

26

 

 

11

 

 

24

 

1

 

 

1

 

Additions through merger

 

-

 

 

-

 

 

-

 

 

527

 

Charged to income statements

 

342

 

 

1,516

 

 

243

 

 

875

 

 

724

 

 

342

 

554

 

 

243

 

Recognised in other comprehensive income

 

242

 

 

(37

)

 

229

 

 

(63

)

 

160

 

 

242

 

141

 

 

229

 

Set-off of deferred tax liabilities pursuant to set-off provisions1

 

(597

)

 

(1,490

)

 

(472

)

 

(1,364

)

 

(862

)

 

(597

)

(696

)

 

(472

)

Closing balance as at end of the year

 

11

 

 

24

 

 

1

 

 

1

 

 

33

 

 

11

 

-

 

 

1

 

 

1            Deferred tax assets and liabilities are set-off where they relate to the same taxation authority on either the same taxable entity or different entities within the same taxable group.

 

Deferred tax liabilities relating to aggregate temporary differences of $25$29 million (2010 $23(2011: $25 million) associated with investments in subsidiaries have not been recognised because the Parent Entity controls whether the liability will be incurred and it is satisfied that the liability will not be incurred in the foreseeable future.

 

2012 WESTPAC GROUP ANNUAL REPORT

175

Annual Report 2011



175NOTE 16. OTHER ASSETS

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Accrued interest receivable

 

1,278

 

 

1,412

 

1,108

 

 

1,297

 

Securities sold not delivered

 

1,841

 

 

2,038

 

1,841

 

 

2,038

 

Deferred expenditure

 

17

 

 

13

 

2

 

 

-

 

Deferred acquisition costs

 

143

 

 

144

 

1

 

 

2

 

Trade debtors

 

534

 

 

452

 

176

 

 

117

 

Prepayments

 

96

 

 

108

 

79

 

 

89

 

Accrued fees and commissions

 

323

 

 

188

 

106

 

 

104

 

Other

 

729

 

 

1,061

 

575

 

 

779

 

Total other assets

 

4,961

 

 

5,416

 

3,888

 

 

4,426

 

NOTE 17. PAYABLES DUE TO OTHER FINANCIAL INSTITUTIONS

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Cash collateral

 

1,356

 

 

6,641

 

1,354

 

 

6,641

 

Offshore central bank deposits

 

1,595

 

 

1,067

 

1,595

 

 

1,067

 

Interbank lending

 

4,564

 

 

6,804

 

4,492

 

 

6,689

 

Securities sold under agreements to repurchase

 

49

 

 

-

 

49

 

 

-

 

Total payables due to other financial institutions

 

7,564

 

 

14,512

 

7,490

 

 

14,397

 

176

2012 WESTPAC GROUP ANNUAL REPORT



 

NOTES TO THE FINANCIAL STATEMENTS

Note 16. Other assetsNOTE 18. DEPOSITS

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Accrued interest receivable

 

1,412

 

 

1,218

 

 

1,297

 

 

1,049

 

Assets held for sale/inventories

 

-

 

 

18

 

 

-

 

 

-

 

Securities sold not delivered

 

2,038

 

 

725

 

 

2,038

 

 

725

 

Deferred expenditure

 

13

 

 

12

 

 

-

 

 

3

 

Deferred acquisition costs

 

144

 

 

177

 

 

2

 

 

32

 

Trade debtors

 

452

 

 

377

 

 

117

 

 

104

 

Prepayments

 

108

 

 

88

 

 

89

 

 

70

 

Accrued fees and commissions

 

188

 

 

193

 

 

104

 

 

112

 

Other

 

1,061

 

 

625

 

 

779

 

 

550

 

Total other assets

 

5,416

 

 

3,433

 

 

4,426

 

 

2,645

 

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

32,786

 

 

36,620

 

33,234

 

 

36,620

 

At amortised cost

 

119

 

 

602

 

119

 

 

602

 

Total certificates of deposit

 

32,905

 

 

37,222

 

33,353

 

 

37,222

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

16,659

 

 

13,932

 

16,659

 

 

13,932

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

At call

 

147,038

 

 

142,411

 

147,042

 

 

142,411

 

Term

 

139,351

 

 

112,617

 

139,351

 

 

112,617

 

Total at call and term deposits

 

303,048

 

 

268,960

 

303,052

 

 

268,960

 

Total Australia

 

335,953

 

 

306,182

 

336,405

 

 

306,182

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

1,134

 

 

1,221

 

-

 

 

-

 

Total certificates of deposit

 

1,134

 

 

1,221

 

-

 

 

-

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

2,368

 

 

2,160

 

-

 

 

42

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

At call

 

12,702

 

 

11,287

 

-

 

 

2,341

 

Term

 

18,392

 

 

16,381

 

-

 

 

1,296

 

Total at call and term deposits

 

33,462

 

 

29,828

 

-

 

 

3,679

 

Total New Zealand

 

34,596

 

 

31,049

 

-

 

 

3,679

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

13,081

 

 

20,538

 

13,081

 

 

20,538

 

At amortised cost

 

149

 

 

1,158

 

149

 

 

1,158

 

Total certificates of deposit

 

13,230

 

 

21,696

 

13,230

 

 

21,696

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

732

 

 

567

 

232

 

 

213

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

At call

 

1,982

 

 

1,995

 

1,518

 

 

1,597

 

Term

 

8,498

 

 

8,789

 

7,944

 

 

8,090

 

Total at call and term deposits

 

11,212

 

 

11,351

 

9,694

 

 

9,900

 

Total other overseas

 

24,442

 

 

33,047

 

22,924

 

 

31,596

 

Total deposits

 

394,991

 

 

370,278

 

359,329

 

 

341,457

 

Deposits at fair value

 

47,086

 

 

58,561

 

46,400

 

 

57,313

 

Deposits at amortised cost

 

347,905

 

 

311,717

 

312,929

 

 

284,144

 

Total deposits

 

394,991

 

 

370,278

 

359,329

 

 

341,457

 

 

Note 17. Payables due to other financial institutions

2012 WESTPAC GROUP ANNUAL REPORT

177

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Cash collateral

 

6,641

 

 

1,305

 

 

6,641

 

 

1,305

 

Offshore central bank deposits

 

1,067

 

 

1,828

 

 

1,067

 

 

1,828

 

Inter-bank lending

 

6,804

 

 

5,765

 

 

6,689

 

 

5,754

 

Total payables due to other financial institutions1

 

14,512

 

 

8,898

 

 

14,397

 

 

8,887

 

1In the current year we have revised our presentation of payables due to other financial institutions. To improve presentation we have revised comparatives for 2010.

176Westpac Group



 

Notes to the financial statements

 

NoteNOTE 18. DepositsDEPOSITS (CONTINUED)

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

36,620

 

 

36,615

 

 

36,620

 

 

36,615

 

At amortised cost

 

602

 

 

1,756

 

 

602

 

 

1,756

 

Total certificates of deposit

 

37,222

 

 

38,371

 

 

37,222

 

 

38,371

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

13,932

 

 

12,407

 

 

13,932

 

 

12,407

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

 

At call

 

142,411

 

 

142,255

 

 

142,411

 

 

142,255

 

Term

 

112,617

 

 

90,436

 

 

112,617

 

 

90,436

 

Total at call and term deposits

 

268,960

 

 

245,098

 

 

268,960

 

 

245,098

 

Total Australia

 

306,182

 

 

283,469

 

 

306,182

 

 

283,469

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

1,221

 

 

1,447

 

 

-

 

 

-

 

Total certificates of deposit

 

1,221

 

 

1,447

 

 

-

 

 

-

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

2,160

 

 

1,932

 

 

42

 

 

80

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

 

At call

 

11,287

 

 

10,039

 

 

2,341

 

 

2,226

 

Term

 

16,381

 

 

15,505

 

 

1,296

 

 

1,919

 

Total at call and term deposits

 

29,828

 

 

27,476

 

 

3,679

 

 

4,225

 

Total New Zealand

 

31,049

 

 

28,923

 

 

3,679

 

 

4,225

 

Other Overseas

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit

 

 

 

 

 

 

 

 

 

 

 

 

At fair value

 

20,538

 

 

15,187

 

 

20,538

 

 

15,187

 

At amortised cost

 

1,158

 

 

2,203

 

 

1,158

 

 

2,203

 

Total certificates of deposit

 

21,696

 

 

17,390

 

 

21,696

 

 

17,390

 

At call and term deposits

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing, repayable at call

 

567

 

 

406

 

 

213

 

 

163

 

Other interest bearing:

 

 

 

 

 

 

 

 

 

 

 

 

At call

 

1,995

 

 

2,116

 

 

1,597

 

 

1,845

 

Term

 

8,789

 

 

5,081

 

 

8,090

 

 

4,470

 

Total at call and term deposits

 

11,351

 

 

7,603

 

 

9,900

 

 

6,478

 

Total other overseas

 

33,047

 

 

24,993

 

 

31,596

 

 

23,868

 

Total deposits

 

370,278

 

 

337,385

 

 

341,457

 

 

311,562

 

Deposits at fair value

 

58,561

 

 

53,249

 

 

57,313

 

 

51,802

 

Deposits at amortised cost

 

311,717

 

 

284,136

 

 

284,144

 

 

259,760

 

Total deposits

 

370,278

 

 

337,385

 

 

341,457

 

 

311,562

 

Annual Report 2011177



Note 18. Deposits (continued)

The following table shows average balances and average rates in each of the past three years for major categories of deposits:

 

 

Consolidated

 

 

Consolidated

 

 

2011

 

2010

 

2009

 

 

2012

 

2011

 

2010

 

 

Average

 

Average

 

Average

 

Average

 

Average

 

Average

 

 

Average

 

Average

 

Average

 

Average

 

Average

 

Average

 

 

Balance

 

Rate

 

Balance

 

Rate

 

Balance

 

Rate

 

 

Balance

 

Rate

 

Balance

 

Rate

 

Balance

 

Rate

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing

 

13,134

 

-

 

 

11,404

 

-

 

9,532

 

-

 

 

15,101

 

 

 

 

13,134

 

 

 

11,404

 

 

 

Certificates of deposit

 

38,161

 

4.7%

 

 

43,268

 

3.9%

 

56,150

 

3.2%

 

 

34,401

 

4.4%

 

 

38,161

 

4.7%

 

43,268

 

3.9%

 

Other interest bearing at call

 

141,719

 

4.3%

 

 

136,906

 

3.6%

 

126,006

 

3.2%

 

 

143,130

 

3.8%

 

 

141,719

 

4.3%

 

136,906

 

3.6%

 

Other interest bearing term

 

99,994

 

5.5%

 

 

90,375

 

5.2%

 

72,726

 

5.4%

 

 

124,881

 

5.1%

 

 

99,994

 

5.5%

 

90,375

 

5.2%

 

Total Australia

 

293,008

 

 

 

 

281,953

 

 

 

264,414

 

 

 

 

317,513

 

 

 

 

293,008

 

 

 

281,953

 

 

 

Overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-interest bearing

 

2,515

 

-

 

 

2,360

 

-

 

2,299

 

-

 

 

2,875

 

 

 

 

2,515

 

 

 

2,360

 

 

 

Certificates of deposit

 

19,840

 

0.6%

 

 

20,010

 

0.6%

 

12,827

 

2.5%

 

 

18,478

 

0.6%

 

 

19,840

 

0.6%

 

20,010

 

0.6%

 

Other interest bearing at call

 

12,600

 

2.9%

 

 

12,655

 

2.8%

 

13,388

 

3.1%

 

 

14,260

 

2.7%

 

 

12,600

 

2.9%

 

12,655

 

2.8%

 

Other interest bearing term

 

22,066

 

3.9%

 

 

19,326

 

4.0%

 

21,093

 

4.5%

 

 

24,953

 

3.2%

 

 

22,066

 

3.9%

 

19,326

 

4.0%

 

Total overseas

 

57,021

 

 

 

 

54,351

 

 

 

49,607

 

 

 

 

60,566

 

 

 

 

57,021

 

 

 

54,351

 

 

 

 

Certificates of deposit and term deposits

All certificates of deposit issued by foreign offices were greater than US$100,000.

 

The maturity profile of certificates of deposit and term deposits greater than US$100,000 issued by Australian operations were:is set out below:

 

 

Consolidated 2011

 

 

Consolidated 2012

 

 

 

 

Between 3

 

Between

 

 

 

 

 

 

 

 

Between

 

Between

 

 

 

 

 

 

Less Than

 

and 6

 

6 Months

 

Over

 

 

 

 

Less Than

 

3 and

 

6 Months

 

Over

 

 

 

 

3 Months

 

Months

 

and 1 Year

 

1 Year

 

Total

 

 

3 Months

 

6 Months

 

and 1 Year

 

1 Year

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Certificates of deposit greater than US$100,000

 

31,590

 

5,488

 

29

 

115

 

37,222

 

 

24,679

 

7,480

 

627

 

119

 

32,905

 

Term deposits greater than US$100,000

 

49,698

 

27,226

 

9,964

 

4,981

 

91,869

 

 

68,013

 

29,723

 

13,110

 

6,703

 

117,549

 

 

NoteNOTE 19. Trading liabilities and other financial liabilities designated at fair valueTRADING LIABILITIES AND OTHER FINANCIAL LIABILITIES DESIGNATED AT FAIR VALUE

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011 

 

2010 

 

2011 

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m 

 

$m 

 

$m 

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Securities sold under agreements to repurchase

 

5,715

 

 

2,731

 

5,715

 

 

2,731

 

 

6,776

 

 

5,715

 

6,776

 

 

5,715

 

Securities sold short

 

4,030

 

 

1,897

 

4,030

 

 

1,897

 

 

3,187

 

 

4,030

 

3,187

 

 

4,030

 

Total trading liabilities

 

9,745

 

 

4,628

 

9,745

 

 

4,628

 

 

9,963

 

 

9,745

 

9,963

 

 

9,745

 

Other financial liabilities designated at fair value

 

58

 

 

222

 

58

 

 

222

 

 

1

 

 

58

 

1

 

 

58

 

Total trading liabilities and other financial liabilities designated at fair value

 

9,803

 

 

4,850

 

9,803

 

 

4,850

 

 

9,964

 

 

9,803

 

9,964

 

 

9,803

 

 

The amount that would be contractually required to be paid at maturity to the holders of the financial liabilities designated at fair value through profit or loss for the Group and the Parent Entity is $73$1 million (2010 $234(2011: $73 million).

 

178Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 20. ProvisionsPROVISIONS

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Long service leave

 

309

 

 

310

 

275

 

 

275

 

 

334

 

 

309

 

308

 

 

275

 

Annual leave and other employee benefits

 

742

 

 

773

 

620

 

 

649

 

 

740

 

 

742

 

638

 

 

620

 

Litigation and non-lending losses

 

188

 

 

197

 

185

 

 

190

 

 

306

 

 

188

 

297

 

 

185

 

Provision for impairment on credit commitments

 

369

 

 

350

 

344

 

 

325

 

Provision for impairment on credit commitments (refer to Note 12)

 

407

 

 

369

 

375

 

 

344

 

Leasehold premises

 

32

 

 

29

 

32

 

 

29

 

 

34

 

 

32

 

34

 

 

32

 

Restructuring provisions

 

31

 

 

67

 

24

 

 

58

 

 

114

 

 

31

 

112

 

 

24

 

Total provisions

 

1,671

 

 

1,726

 

1,480

 

 

1,526

 

 

1,935

 

 

1,671

 

1,764

 

 

1,480

 

 

Litigation and non-lending losses

Litigation and non-lending loss provisions include litigation and associated costs, frauds and the correction of operational issues.

Provision for impairment on credit commitments

Provision is made for incurred losses as a result of the commitment to extend credit.

Leasehold premises

Provisions are made for unavoidable costs in relation to making good the property to the same or similar state as when the lease was entered into and for premises sub let at lower rates of rent than payable under the head lease.

Restructuring provisions

Provisions are recognised for restructuring activities when a detailed financial plan has been developed and a valid expectation that the plan will be carried out is held by those affected by it. The majority of restructuring provisions are expected to be used within 12 months after 30 September 2011.2012.

 

 

 

 

 

Annual Leave

 

Litigation

 

Provision for

 

 

 

 

 

 

 

 

 

Long

 

and Other

 

and Non-

 

Impairment

 

 

 

 

 

 

 

 

 

Service

 

Employee

 

Lending

 

on Credit

 

Leasehold

 

Restructuring

 

 

 

 

 

Leave

 

Benefits

 

Losses

 

Commitments

 

Premises

 

Provisions

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

309

 

742

 

188

 

369

 

32

 

31

 

1,671

 

Additions

 

62

 

917

 

145

 

-

 

3

 

152

 

1,279

 

Utilised

 

(35

)

(887

)

(24

)

-

 

-

 

(60

)

(1,006

)

Unutilised reversed

 

-

 

(34

)

(3

)

-

 

(1

)

(9

)

(47

)

Increase on unwinding of discount

 

-

 

-

 

-

 

16

 

-

 

-

 

16

 

Other

 

(2

)

2

 

-

 

22

 

-

 

-

 

22

 

Balance as at end of the year

 

334

 

740

 

306

 

407

 

34

 

114

 

1,935

 

Parent Entity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

275

 

620

 

185

 

344

 

32

 

24

 

1,480

 

Additions

 

60

 

830

 

139

 

-

 

3

 

148

 

1,180

 

Utilised

 

(32

)

(780

)

(22

)

-

 

-

 

(52

)

(886

)

Unutilised reversed

 

-

 

(32

)

(3

)

-

 

(1

)

(8

)

(44

)

Increase on unwinding of discount

 

-

 

-

 

-

 

14

 

-

 

-

 

14

 

Other

 

5

 

-

 

(2

)

17

 

-

 

-

 

20

 

Balance as at end of the year

 

308

 

638

 

297

 

375

 

34

 

112

 

1,764

 

 

 

 

 

 

Annual Leave

 

Litigation

 

Provision for

 

 

 

 

 

 

 

 

 

Long

 

and Other

 

and Non-

 

Impairment

 

 

 

 

 

 

 

 

 

Service

 

Employee

 

Lending

 

on Credit

 

Leasehold

 

Restructuring

 

 

 

 

 

Leave

 

Benefits

 

Losses

 

Commitments

 

Premises

 

Provisions

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

310

 

773

 

197

 

350

 

29

 

67

 

1,726

 

Additions

 

62

 

901

 

35

 

-

 

4

 

90

 

1,092

 

Utilised

 

(46

)

(905

)

(35

)

-

 

(1

)

(121

)

(1,108

)

Unutilised reversed

 

(16

)

(26

)

(9

)

-

 

-

 

(5

)

(56

)

Exchange differences

 

(1

)

(1

)

-

 

-

 

-

 

-

 

(2

)

Increase on unwinding of discount

 

-

 

-

 

-

 

7

 

-

 

-

 

7

 

Other

 

-

 

-

 

-

 

12

 

-

 

-

 

12

 

Balance as at end of the year

 

309

 

742

 

188

 

369

 

32

 

31

 

1,671

 

Parent Entity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at beginning of the year

 

275

 

649

 

190

 

325

 

29

 

58

 

1,526

 

Additions

 

58

 

788

 

33

 

-

 

4

 

83

 

966

 

Utilised

 

(42

)

(798

)

(30

)

-

 

(1

)

(112

)

(983

)

Unutilised reversed

 

(16

)

(19

)

(8

)

-

 

-

 

(5

)

(48

)

Increase on unwinding of discount

 

-

 

-

 

-

 

6

 

-

 

-

 

6

 

Other

 

-

 

-

 

-

 

13

 

-

 

-

 

13

 

Balance as at end of the year

 

275

 

620

 

185

 

344

 

32

 

24

 

1,480

 

2012 WESTPAC GROUP ANNUAL REPORT

179

 

Annual Report 2011179



 

NoteNOTE 21. Other liabilitiesOTHER LIABILITIES

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Unearned general insurance premiums

 

405

 

 

427

 

-

 

 

-

 

 

370

 

 

405

 

-

 

 

-

 

Outstanding general insurance claims

 

252

 

 

198

 

-

 

 

-

 

 

248

 

 

252

 

-

 

 

-

 

Retirement benefit deficit

 

676

 

 

425

 

631

 

 

388

 

Defined benefit deficit1

 

632

 

 

676

 

570

 

 

631

 

Accrued interest payable

 

3,292

 

 

3,056

 

3,000

 

 

2,762

 

 

3,346

 

 

3,292

 

3,035

 

 

3,000

 

Credit card loyalty program

 

299

 

 

270

 

-

 

 

-

 

 

317

 

 

299

 

-

 

 

-

 

Securities purchased not delivered

 

1,148

 

 

1,208

 

1,148

 

 

1,208

 

 

1,884

 

 

1,148

 

1,884

 

 

1,148

 

Trade creditors and other accrued expenses

 

1,000

 

 

886

 

771

 

 

663

 

 

917

 

 

1,000

 

702

 

 

771

 

Other

 

1,981

 

 

2,302

 

1,693

 

 

1,967

 

 

1,996

 

 

1,981

 

1,749

 

 

1,693

 

Total other liabilities

 

9,053

 

 

8,772

 

7,243

 

 

6,988

 

 

9,710

 

 

9,053

 

7,940

 

 

7,243

 

1Refer to Note 35 for more details.

 

NoteNOTE 22. Debt issuesDEBT ISSUES

Presented below are the Group and Parent Entity’s debt issues at 30 September 20112012 and 2010.2011. The distinction between short-short-term and long-term debt is based on the maturity of the underlying security at origination.

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Debt issues

 

 

 

 

 

 

 

 

 

 

 

 

Short-term debt:

 

 

 

 

 

 

 

 

 

 

 

 

Own issuances

 

41,116

 

 

31,982

 

 

35,407

 

 

27,224

 

Customer conduits

 

2,867

 

 

2,415

 

 

-

 

 

-

 

Total short-term debt

 

43,983

 

 

34,397

 

 

35,407

 

 

27,224

 

Long-term debt:

 

 

 

 

 

 

 

 

 

 

 

 

Covered bonds

 

1,376

 

 

-

 

 

-

 

 

-

 

Senior

 

108,145

 

 

103,451

 

 

101,359

 

 

96,423

 

Securitisation

 

10,911

 

 

11,228

 

 

-

 

 

-

 

2007 convertible notes

 

1,000

 

 

1,000

 

 

1,000

 

 

1,000

 

Structured notes

 

244

 

 

260

 

 

-

 

 

-

 

Total long-term debt

 

121,676

 

 

115,939

 

 

102,359

 

 

97,423

 

Total debt issues

 

165,659

 

 

150,336

 

 

137,766

 

 

124,647

 

Debt issues at fair value1

 

43,776

 

 

33,327

 

 

37,470

 

 

28,085

 

Debt issues at amortised cost

 

121,883

 

 

117,009

 

 

100,296

 

 

96,562

 

Total debt issues

 

165,659

 

 

150,336

 

 

137,766

 

 

124,647

 

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Debt issues

 

 

 

 

 

 

 

 

 

 

 

Short-term debt:

 

 

 

 

 

 

 

 

 

 

 

Own issuances

 

27,058

 

 

41,116

 

23,805

 

 

35,407

 

Customer conduits

 

2,543

 

 

2,867

 

-

 

 

-

 

Total short-term debt

 

29,601

 

 

43,983

 

23,805

 

 

35,407

 

Long-term debt:

 

 

 

 

 

 

 

 

 

 

 

Covered bonds

 

11,951

 

 

1,376

 

10,392

 

 

-

 

Senior

 

95,506

 

 

108,145

 

90,236

 

 

101,359

 

Securitisation

 

10,079

 

 

10,911

 

-

 

 

-

 

Convertible notes

 

25

 

 

1,000

 

-

 

 

1,000

 

Structured notes

 

419

 

 

244

 

-

 

 

-

 

Total long-term debt

 

117,980

 

 

121,676

 

100,628

 

 

102,359

 

Total debt issues

 

147,581

 

 

165,659

 

124,433

 

 

137,766

 

Debt issues at fair value1

 

31,269

 

 

43,776

 

27,601

 

 

37,470

 

Debt issues at amortised cost

 

116,312

 

 

121,883

 

96,832

 

 

100,296

 

Total debt issues

 

147,581

 

 

165,659

 

124,433

 

 

137,766

 

1            The amount that would be contractually required to be paid at maturity to the holders of the financial liabilities designated at fair value through profit or loss for the Group is $43,936$31,312 million (2010 $33,388(2011: $43,936 million) and for the Parent Entity is $37,575$27,629 million (2010 $28,109(2011: $37,575 million).

 

180Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 22. Debt issues (continued)DEBT ISSUES (CONTINUED)

 

 

Consolidated

 

 

Consolidated

 

 

2011

 

 

2010

 

 

2012

 

2011

 

 

$m

 

 

$m

 

 

$m

 

$m

 

Short-term debt

 

 

 

 

 

 

 

 

 

 

 

 

US commercial paper

 

40,885

 

 

31,110

 

 

25,320

 

 

40,885

 

Euro commercial paper (by currency):

 

 

 

 

 

 

 

 

 

 

 

 

AUD

 

33

 

 

106

 

 

18

 

 

33

 

CAD

 

-

 

 

12

 

 

12

 

 

-

 

EUR

 

41

 

 

210

 

 

-

 

 

41

 

GBP

 

-

 

 

276

 

 

1,164

 

 

-

 

NZD

 

43

 

 

99

 

 

-

 

 

43

 

SGD

 

16

 

 

13

 

 

-

 

 

16

 

USD

 

61

 

 

120

 

 

506

 

 

61

 

Total euro commercial paper

 

194

 

 

836

 

 

1,700

 

 

194

 

Asset backed commercial paper (by currency):

 

 

 

 

 

 

 

 

 

 

 

 

AUD

 

2,296

 

 

1,999

 

 

1,733

 

 

2,296

 

USD

 

571

 

 

416

 

 

810

 

 

571

 

Total asset backed commercial paper

 

2,867

 

 

2,415

 

 

2,543

 

 

2,867

 

NZD promissory notes

 

37

 

 

36

 

 

38

 

 

37

 

Total short-term debt

 

43,983

 

 

34,397

 

 

29,601

 

 

43,983

 

Long-term debt (by currency):

 

 

 

 

 

 

 

 

 

 

 

 

AUD

 

38,951

 

 

35,525

 

 

39,003

 

 

38,951

 

CAD

 

717

 

 

485

 

 

708

 

 

717

 

CHF1

 

2,158

 

 

2,088

 

EUR1

 

15,734

 

 

16,567

 

GBP1

 

2,287

 

 

3,124

 

HKD1

 

1,535

 

 

1,947

 

CHF

 

1,969

 

 

2,158

 

EUR

 

14,019

 

 

15,734

 

GBP

 

2,676

 

 

2,287

 

HKD

 

808

 

 

1,535

 

JPY

 

15,033

 

 

13,335

 

 

14,719

 

 

15,033

 

NOK

 

55

 

 

54

 

 

531

 

 

55

 

NZD1

 

1,719

 

 

2,539

 

SGD1

 

314

 

 

312

 

USD1

 

43,125

 

 

39,963

 

NZD

 

2,256

 

 

1,719

 

SGD

 

309

 

 

314

 

USD

 

40,938

 

 

43,125

 

ZAR

 

48

 

 

-

 

 

44

 

 

48

 

Total long-term debt

 

121,676

 

 

115,939

 

 

117,980

 

 

121,676

 

 

1We have revised our presentation of prior year long-term debt issues and reclassified $4,988 million from NZD to other denominations. This is to correctly reflect the currency of issuance.

 

 

Consolidated

 

(in $millions unless otherwise stated)

 

2012

 

 

2011

 

2010

 

Short-term borrowings

 

 

 

 

 

 

 

 

US commercial paper

 

 

 

 

 

 

 

 

Maximum amount outstanding at any month end

 

43,842

 

 

42,280

 

51,300

 

Approximate average amount outstanding

 

35,969

 

 

37,991

 

41,588

 

Approximate weighted average interest rate on:

 

 

 

 

 

 

 

 

Average amount outstanding

 

0.5%

 

 

0.4%

 

0.3%

 

Outstanding as at end of the year

 

0.7%

 

 

0.4%

 

0.4%

 

 

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011181



 

Note 22. Debt issues (continued)NOTE 23. LOAN CAPITAL

 

 

 

 

 

 

Consolidated

 

(in $millions unless otherwise stated)

 

 

 

 

2011

 

 

2010

 

 

2009

 

Short-term borrowings

 

 

 

 

 

 

 

 

 

 

 

 

US commercial paper

 

 

 

 

 

 

 

 

 

 

 

 

Maximum amount outstanding at any month end

 

 

 

 

42,280

 

 

51,300

 

 

28,938

 

Approximate average amount outstanding

 

 

 

 

37,991

 

 

41,588

 

 

23,135

 

Approximate weighted average interest rate on:

 

 

 

 

 

 

 

 

 

 

 

 

Average amount outstanding

 

 

 

 

0.4%

 

 

0.3%

 

 

1.3%

 

Outstanding as at end of the year

 

 

 

 

0.4%

 

 

0.4%

 

 

0.4%

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2012

 

 

2011

 

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Loan capital

 

 

 

 

 

 

 

 

 

 

 

 

Subordinated bonds

 

5,521

 

 

5,226

 

 

5,521

 

 

5,226

 

Subordinated perpetual notes

 

337

 

 

400

 

 

337

 

 

400

 

Convertible debentures and Trust preferred securities

 

568

 

 

616

 

 

568

 

 

616

 

Stapled preferred securities

 

1,936

 

 

1,931

 

 

1,936

 

 

1,931

 

Convertible preference shares

 

1,175

 

 

-

 

 

1,175

 

 

-

 

Total loan capital

 

9,537

 

 

8,173

 

 

9,537

 

 

8,173

 

 

Note 23. LoanDetails of loan capital are as follows:

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Loan capital

 

 

 

 

 

 

 

 

 

 

 

 

Subordinated bonds, notes and debentures

 

 

 

 

 

 

 

 

 

 

 

 

AUD 625 million subordinated bonds due 20151

 

-

 

 

625

 

 

-

 

 

625

 

EUR 350 million subordinated bonds due 20152

 

-

 

 

491

 

 

-

 

 

491

 

USD 75 million subordinated bonds due 2015

 

88

 

 

90

 

 

88

 

 

90

 

USD 400 million subordinated bonds due 2015

 

428

 

 

422

 

 

428

 

 

422

 

USD 300 million subordinated bonds due 2016

 

307

 

 

310

 

 

307

 

 

310

 

AUD 225 million subordinated bonds due 20163

 

-

 

 

225

 

 

-

 

 

225

 

AUD 75 million subordinated bonds due 20163

 

-

 

 

75

 

 

-

 

 

75

 

AUD 1000 million subordinated bonds due 2017

 

997

 

 

991

 

 

997

 

 

991

 

AUD 600 million subordinated bonds due 2017

 

576

 

 

574

 

 

576

 

 

574

 

USD 250 million subordinated bonds due 2017

 

256

 

 

259

 

 

256

 

 

259

 

CAD 250 million subordinated bonds due 2017

 

225

 

 

226

 

 

225

 

 

226

 

AUD 200 million subordinated bonds due 2017

 

188

 

 

200

 

 

188

 

 

200

 

AUD 160 million subordinated bonds due 2018

 

157

 

 

160

 

 

157

 

 

160

 

AUD 500 million subordinated bonds due 2018

 

500

 

 

509

 

 

500

 

 

509

 

USD 350 million subordinated bonds due 2018

 

415

 

 

415

 

 

415

 

 

415

 

GBP 200 million subordinated bonds due 2018

 

340

 

 

359

 

 

340

 

 

359

 

AUD 625 million subordinated bonds due 2018

 

624

 

 

622

 

 

624

 

 

622

 

AUD 125 million subordinated bonds due 2018

 

125

 

 

126

 

 

125

 

 

126

 

Total subordinated bonds, notes and debentures

 

5,226

 

 

6,679

 

 

5,226

 

 

6,679

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2012

 

 

2011

 

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Subordinated bonds

 

 

 

 

 

 

 

 

 

 

 

 

USD 75 million subordinated bonds due 2015

 

81

 

 

88

 

 

81

 

 

88

 

USD 400 million subordinated bonds due 2015

 

389

 

 

428

 

 

389

 

 

428

 

USD 300 million subordinated bonds due 20161

 

-

 

 

307

 

 

-

 

 

307

 

AUD 1,000 million subordinated bonds due 20172

 

-

 

 

997

 

 

-

 

 

997

 

CAD 250 million subordinated bonds due 20173

 

-

 

 

225

 

 

-

 

 

225

 

AUD 600 million subordinated bonds due 20174

 

-

 

 

576

 

 

-

 

 

576

 

AUD 200 million subordinated bonds due 20175

 

-

 

 

188

 

 

-

 

 

188

 

USD 250 million subordinated bonds due 20176

 

-

 

 

256

 

 

-

 

 

256

 

AUD 160 million subordinated bonds due 2018

 

158

 

 

157

 

 

158

 

 

157

 

AUD 500 million subordinated bonds due 2018

 

500

 

 

500

 

 

500

 

 

500

 

USD 350 million subordinated bonds due 2018

 

394

 

 

415

 

 

394

 

 

415

 

GBP 200 million subordinated bonds due 2018

 

318

 

 

340

 

 

318

 

 

340

 

AUD 625 million subordinated bonds due 2018

 

627

 

 

624

 

 

627

 

 

624

 

AUD 125 million subordinated bonds due 2018

 

125

 

 

125

 

 

125

 

 

125

 

AUD 500 million subordinated bonds due 2022

 

499

 

 

-

 

 

499

 

 

-

 

AUD 1,676 million subordinated bonds due 2022

 

1,661

 

 

-

 

 

1,661

 

 

-

 

USD 800 million subordinated bonds due 2023

 

769

 

 

-

 

 

769

 

 

-

 

Total subordinated bonds

 

5,521

 

 

5,226

 

 

5,521

 

 

5,226

 

 

1            These bonds were redeemed on 16 November 2010.20 October 2011.

2            These bonds were redeemed on 26 November 2010.24 January 2012.

3            These bonds were redeemed on 2623 April 2012.

4These bonds were redeemed on 25 May 2012.

5These bonds were redeemed on 20 June 2012.

6These bonds were redeemed on 27 July 2011.2012.

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2012

 

 

2011

 

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Subordinated perpetual notes

 

 

 

 

 

 

 

 

 

 

 

 

US$352.1 million (2011: US$390.2 million) subordinated perpetual floating rate notes

 

337

 

 

400

 

 

337

 

 

400

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures and Trust preferred securities

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures issued on 5 April 2004 US$525,000,000

 

-

 

 

-

 

 

568

 

 

616

 

525,000 2004 TPS of US$1,000 each

 

568

 

 

616

 

 

-

 

 

-

 

Total convertible debentures and Trust preferred securities

 

568

 

 

616

 

 

568

 

 

616

 

182Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 23. Loan capital (continued)LOAN CAPITAL (CONTINUED)

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Subordinated perpetual notes

 

 

 

 

 

 

 

 

 

 

 

 

US$390.2 million (2010 US$390.2 million) subordinated perpetual floating rate notes

 

400

 

 

404

 

 

400

 

 

404

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures and Trust preferred securities

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures issued on 5 April 2004 US$525,000,000

 

-

 

 

-

 

 

616

 

 

624

 

525,000 2004 TPS of US$1,000 each

 

616

 

 

624

 

 

-

 

 

-

 

Total convertible debentures and Trust preferred securities

 

616

 

 

624

 

 

616

 

 

624

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stapled preferred securities

 

 

 

 

 

 

 

 

 

 

 

 

10,362,670 Westpac SPS of A$100 each

 

1,030

 

 

1,026

 

 

1,030

 

 

1,026

 

9,083,278 Westpac SPS II of A$100 each

 

901

 

 

899

 

 

901

 

 

899

 

 

 

1,931

 

 

1,925

 

 

1,931

 

 

1,925

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2012

 

 

2011

 

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Stapled preferred securities

 

 

 

 

 

 

 

 

 

 

 

 

10,362,670 Westpac SPS of A$100 each

 

1,033

 

 

1,030

 

 

1,033

 

 

1,030

 

9,083,278 Westpac SPS II of A$100 each

 

903

 

 

901

 

 

903

 

 

901

 

Total stapled preferred securities

 

1,936

 

 

1,931

 

 

1,936

 

 

1,931

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible preference shares

 

 

 

 

 

 

 

 

 

 

 

 

11,893,605 Westpac CPS of A$100 each

 

1,175

 

 

-

 

 

1,175

 

 

-

 

 

Subordinated perpetual notes

These notes have no final maturity but may, subject to the approval of APRA and subject to certain other conditions, be redeemed at par at the option of Westpac. The rights of the noteholders and couponholders are subordinated to the claims of all creditors (including depositors) of Westpac other than those creditors whose claims against Westpac are expressed to rank equally with or after the claims of the noteholders and couponholders. Interest is cumulative and is payable on the notes semi-annually, subject to Westpac being solvent immediately after making the payment and having paid any dividend on any class of share capital of Westpac within the prior 12 month period.

Convertible debentures and 2004 TPS

A wholly owned entity Westpac Capital Trust IV (Capital Trust IV) issued 525,000 2004 TPS in the United States of America at US$1,000 each on 5 April 2004, with non-cumulative semi-annual distributions (31 March and 30 September) in arrears at the annual rate of 5.256% up to but excluding 31 March 2016. From, and including 31 March 2016 the 2004 TPS will pay non-cumulative quarterly distributions (30 June, 30 September, 31 December and 31 March) in arrears at a floating rate equal to the London InterBank Offer Rate (LIBOR) plus 1.7675% per year. Capital Trust IV has also issued common securities with a total price of US$1,000 to Westpac Capital Holdings Inc. 2004 TPS qualify as innovative residual Tier 1 capital of Westpac.

 

The sole assets of the Capital Trust IV comprise 525,001 2004 Funding TPS issued by a wholly owned entity, Tavarua Funding Trust IV (Funding Trust IV) totalling US$525,001,000. The 2004 Funding TPS have an issue price of US$1,000 each with non-cumulative semi-annual distributions in arrears at the annual rate of 5.256% up to but excluding 31 March 2016. From and including 31 March 2016, the 2004 Funding TPS will pay non-cumulative quarterly distributions (30 June, 30 September, 31 December and 31 March) in arrears at a floating rate equal to LIBOR plus 1.7675% per year.

 

Funding Trust IV has issued common securities with a total price of US$1,000 to Westpac. The assets of Funding Trust IV comprise convertible debentures issued by Westpac in aggregate amount of US$525,001,000 and US Government securities purchased with the proceeds of the common securities.

 

The convertible debentures are unsecured, junior subordinated obligations of Westpac and will rank subordinate and junior in right of payment of principal and distributions to Westpac’s obligations to its depositors and creditors. The convertible debentures will only pay distributions to the extent they are declared by the Board of Directors of Westpac, or an authorised committee of the Board. Any distribution is subject to the satisfaction that no deferral conditions exist. If certain deferral conditions exist a distribution is not permitted to be declared unless approved by APRA. The convertible debentures have no stated maturity, but will automatically convert into American Depositary Receipts (ADRs) each representing 40 Westpac preference shares (non-cumulative preference shares in Westpac with a liquidation amount of US$25) on 31 March 2053, or earlier in the event that a distribution is not made or certain other events occur. Upon issue the amount paid up on each Westpac preference share will be deemed to be US$25. The 2004 TPS will then be redeemed for ADRs. The dividend payment dates and distribution rates on Westpac preference shares will be the same as those otherwise applicable to 2004 TPS. The holders of the ADRs will, in certain circumstances, have the right to convert their Westpac preference shares into a variable number of Westpac ordinary shares on 31 March 2054 by giving notice to Westpac. The variable number of Westpac ordinary shares will be determined by reference to the weighted average trading price of Westpac ordinary shares in the 20 trading days immediately preceding 31 March 2054.

 

Westpac has guaranteed, on a subordinated basis, the payment in full of distributions or redemption amounts, the delivery of ADRs and other payments on the 2004 TPS and the 2004 Funding TPS to the extent that the Capital Trust IV and the Funding Trust IV have funds available.

 

Annual Report 2011183



Note 23. Loan capital (continued)

With the prior written consent of APRA, if required, Westpac may elect to redeem the convertible debentures for cash before 31 March 2016 in whole upon the occurrence of certain specific events, and in whole or in part on any distribution date on or after 31 March 2016. The proceeds received by Funding Trust IV from the redemption of the convertible debentures must be used to redeem the 2004 Funding TPS and ultimately the 2004 TPS. The redemption price of the 2004 TPS will equal US$1,000 per 2004 TPS plus the accrued and unpaid distribution for the then current semi-annual or quarterly period to the date of redemption or, if the date of redemption is a distribution date, the accrued and unpaid distribution for the most recent semi-annual or quarterly period.

 

2012 WESTPAC GROUP ANNUAL REPORT

183



NOTE 23. LOAN CAPITAL (CONTINUED)

The holders of the convertible debentures, 2004 Funding TPS and 2004 TPS do not have an option to require redemption of these instruments. The laws of the United States of America, Australia and New Zealand apply to various parts of this transaction.

Westpac SPS and Westpac SPS II

Westpac issued 10,362,670 Westpac SPS at a face value of $100 each on 30 July 2008 and 9,083,278 Westpac SPS II at a face value of $100 each on 31 March 2009. Westpac SPS and Westpac SPS II are stapled securities, each consisting of a perpetual, unsecured, non-cumulative subordinated note issued by Westpac’s New York branch stapled to a preference share issued by Westpac. Westpac SPS and Westpac SPS II qualify as non-innovative residual Tier 1 capital of Westpac.

 

Westpac SPS and Westpac SPS II are expected to pay non-cumulative, floating rate quarterly distributions (30 September, 31 December, 31 March and 30 June) which are expected to be fully franked. The distribution rate on Westpac SPS is calculated as the Australian 90-day bank bill rate plus the margin of 2.40% per annum, together multiplied by one minus the Australian corporate tax rate (30% during the year ended 30 September 2011)2012). The distribution rate on Westpac SPS II is calculated as the Australian 90-day bank bill rate plus the margin of 3.80% per annum, together multiplied by one minus the Australian corporate tax rate (30% during the year ended 30 September 2011)2012). Westpac SPS and Westpac SPS II distributions are subject to a distribution payment test and distributions will not be paid if the Westpac directors determine not to pay a distribution, the distribution payment exceeds the distributable profits of Westpac (unless APRA otherwise gives its prior written approval), or APRA objects to the payment of the distribution.

 

Westpac SPS and Westpac SPS II distributions will consist of interest payment on the notes while the notes remain stapled to the preference shares. Following an assignment event, the notes will unstaple from the preference shares and holders will only hold preference shares. Dividends will then become payable on the preference shares if the preference shares have not been converted or redeemed.

 

An assignment event includes, among others, a date selected by Westpac at its absolute discretion, the date preference shares are converted or redeemed, or where interest on the notes has not been paid in full.

 

On 26 September 2013 and 30 September 2014, the initial mandatory conversion dates of Westpac SPS and Westpac SPS II respectively, it is expected that the Westpac SPS and Westpac SPS II will either be either converted into a variable number of Westpac ordinary shares (subject to a conversion discount) provided certain conversion conditions are satisfied, or transferred to a nominated party at the election of Westpac for cash equal to their face value. If the conversion conditions are not satisfied, Westpac SPS and Westpac SPS II may in certain circumstances be redeemed for their face value subject to APRA approval.

 

If Westpac SPS and Westpac SPS II are not converted, transferred or redeemed on the initial mandatory conversion date, they will remain on issue and may either be converted, transferred or redeemed at the next possible conversion date, subject to satisfaction of the conversion conditions. Following an acquisition event, if Westpac has not otherwise elected to convert or redeem, the Westpac SPS and Westpac SPS II will automatically convert (as above) providing the conversion conditions are satisfied. In certain other limited circumstances Westpac SPS and Westpac SPS II may be converted (as above), transferred or redeemed at Westpac’s election prior to the initial mandatory conversion date.

 

Westpac SPS and Westpac SPS II rank for payment in a winding up of Westpac ahead of ordinary shares and equally with equal ranking capital securities but are subordinated to claims of Westpac deposit holders and other senior creditors. Holders of Westpac SPS and Westpac SPS II are entitled to vote at a general meeting of Westpac in limited circumstances only.

 

184Westpac GroupCPS

Westpac issued 11,893,605 Westpac Convertible Preference Shares (CPS) at a face value of $100 each on 23 March 2012. Westpac CPS are fully paid, perpetual, non-cumulative, convertible, unguaranteed and unsecured preference shares which rank in priority to ordinary shares. Westpac CPS qualify as non-innovative residual Tier 1 capital of Westpac.

Westpac CPS are expected to pay preferred, non-cumulative, floating rate semi-annual dividends (30 September and 31 March) which are expected to be fully franked. The dividend rate is calculated as the Australian 180-day bank bill rate per annum plus the margin of 3.25% per annum, together multiplied by one minus the Australian corporate tax rate (30% during the year ended 30 September 2012). Westpac CPS are subject to a dividend payment test and dividends will not be paid if the Westpac directors determine not to pay a dividend, the dividend payment exceeds the distributable profits of Westpac (unless APRA otherwise gives its prior written approval), or APRA objects to the payment of the dividend.

On the scheduled conversion date, it is expected that the Westpac CPS will either be converted into a variable number of Westpac ordinary shares (subject to a conversion discount) provided certain conversion conditions are satisfied, or transferred to a nominated party at the election of Westpac for cash equal to their face value. The scheduled conversion date will be the earlier of 31 March 2020 and the first dividend payment date after 31 March 2020 on which the conversion conditions are satisfied.

The Westpac CPS will be converted (as above) earlier upon a capital trigger event or, provided the conversion conditions are satisfied, an acquisition event. A capital trigger event will occur when Westpac’s core Tier 1 ratio is equal to or less than 5.125% (on a level 2 basis). Westpac must convert the Westpac CPS if a capital trigger event occurs.

184

2012 WESTPAC GROUP ANNUAL REPORT



 

NOTES TO THE FINANCIAL STATEMENTS

Notes to the financial statements

 

Note 24. Shareholders’ equity and non-controlling interestsNOTE 23. LOAN CAPITAL (CONTINUED)

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

2011

 

 

2010

 

 

2011

 

 

2010

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Contributed equity

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary shares 3,030,226,016 (2010 2,989,207,519) each fully paid

 

25,456

 

 

24,686

 

 

25,456

 

 

24,686

 

RSP treasury shares 7,171,874 (2010 6,022,097)

 

(100

)

 

(100

)

 

(100

)

 

(100

)

Other treasury shares 6,019,937 (2010 6,226,960)

 

(87

)

 

(90

)

 

(18

)

 

(18

)

 

 

(187

)

 

(190

)

 

(118

)

 

(118

)

Share capital

 

25,269

 

 

24,496

 

 

25,338

 

 

24,568

 

Other equity instruments

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures:

 

 

 

 

 

 

 

 

 

 

 

 

Issued on 13 August 2003 NZ$1,293,105,172 (with net issue costs of NZ$9 million)

 

-

 

 

-

 

 

1,137

 

 

1,137

 

Issued on 21 June 2006 A$762,737,500 (with net issue costs of A$8 million)

 

-

 

 

-

 

 

755

 

 

755

 

Total other equity instruments

 

-

 

 

-

 

 

1,892

 

 

1,892

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

Trust preferred securities:

 

 

 

 

 

 

 

 

 

 

 

 

750,000 2003 TPS of US$1,000 each (with net issue costs of A$9 million)

 

1,137

 

 

1,137

 

 

-

 

 

-

 

7,627,375 2006 TPS of A$100 each (with net issue costs of A$8 million)

 

755

 

 

755

 

 

-

 

 

-

 

Other

 

90

 

 

37

 

 

-

 

 

-

 

Total non-controlling interests

 

1,982

 

 

1,929

 

 

-

 

 

-

 

In certain other limited circumstances Westpac may elect to convert, transfer or redeem Westpac CPS. Conversions or redemptions at Westpac’s election are subject to APRA’s prior written approval and, in respect of conversions, to satisfaction of the conversion conditions.

Westpac CPS rank for payment in a winding up of Westpac ahead of ordinary shares and equally with equal ranking capital securities but are subordinated to claims of Westpac deposit holders and other senior creditors. Holders of Westpac CPS are entitled to vote at a general meeting of Westpac in limited circumstances only.

NOTE 24. SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS

 

 

Consolidated

 

 

Parent Entity

 

 

 

2012

 

 

2011

 

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

 

$m

 

 

$m

 

Contributed equity

 

 

 

 

 

 

 

 

 

 

 

 

Ordinary shares 3,080,192,894 (2011: 3,030,226,016) each fully paid

 

26,355

 

 

25,456

 

 

26,355

 

 

25,456

 

RSP treasury shares 8,697,511 (2011: 7,171,874)

 

(108

)

 

(100

)

 

(108

)

 

(100

)

Other treasury shares 4,965,188 (2011: 6,019,937)

 

(84

)

 

(87

)

 

(6

)

 

(18

)

 

 

(192

)

 

(187

)

 

(114

)

 

(118

)

Share capital

 

26,163

 

 

25,269

 

 

26,241

 

 

25,338

 

Other equity instruments

 

 

 

 

 

 

 

 

 

 

 

 

Convertible debentures:

 

 

 

 

 

 

 

 

 

 

 

 

Issued on 13 August 2003 NZ$1,293,105,172 (with net issue costs of NZ$9 million)

 

-

 

 

-

 

 

1,137

 

 

1,137

 

Issued on 21 June 2006 A$762,737,500 (with net issue costs of A$8 million)

 

-

 

 

-

 

 

755

 

 

755

 

Total other equity instruments

 

-

 

 

-

 

 

1,892

 

 

1,892

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

Trust preferred securities:

 

 

 

 

 

 

 

 

 

 

 

 

750,000 2003 TPS of US$1,000 each (with net issue costs of A$9 million)

 

1,137

 

 

1,137

 

 

-

 

 

-

 

7,627,375 2006 TPS of A$100 each (with net issue costs of A$8 million)

 

755

 

 

755

 

 

-

 

 

-

 

Other

 

78

 

 

90

 

 

-

 

 

-

 

Total non-controlling interests

 

1,970

 

 

1,982

 

 

-

 

 

-

 

 

Ordinary shares

In accordance with the Corporations Act Westpac does not have authorised capital and all ordinary shares issued have no par value.

 

Ordinary shares entitle the holder to participate in dividends as declared and in the event of winding up of Westpac, to participate in the proceeds in proportion to the number of and amounts paid on the shares held.

 

Ordinary shares entitle the holder to one vote per share, either in person or by proxy, at a meeting of Westpac shareholders.

 

During the year ended 30 September 2011,2012, the following ordinary shares were issued:

 

§         to eligible staff under the Employee Share Plan, 1,145,726ESP, 1,323,392 ordinary shares issued for nil consideration;

 

§         to equity holders in relation to the DRP, 14,092,48918,103,605 ordinary shares at a price of $21.57$20.32 and 20,340,36924,794,854 ordinary shares at a price of $21.78;$20.38;

 

§         to eligible executives and senior management under the Westpac Performance Plan (WPP), 701,473584,352 ordinary shares at an average exercise price of $19.05$16.74 upon the exercise of performance options, 316,376212,976 ordinary shares and 313,419219,810 ordinary shares for nil consideration upon the exercise of performance share rights and share rights, respectively;

 

§         to eligible employees upon exercise of performance options under the Westpac Reward Plan (WRP), 58,666260,869 ordinary shares at an average exercise price of $23.40 and 9,510 ordinary shares upon exercise of performance share rights issued for nil consideration;$16.49;

 

§         to eligible employees under the Restricted Share Plan (RSP), 3,243,2643,538,263 ordinary shares for nil consideration;

 

§         to senior officers upon the exercise of options under the Senior Officers’ Share Purchase Scheme (SOSPS), 657,500398,000 ordinary shares at an average exercise price of $13.80;$14.71;

 

§         to the CEO under the Chief Executive Officer Restricted Share Plan (CEO RSP), 82,10277,799 ordinary shares for nil consideration; and

 

§         to the CEO under the Chief Executive Performance Plan (CEOPP), upon the exercise of performance options, 320,513 ordinary shares at an average exercise price of $16.80, and 132,445 ordinary shares upon the exercise of performance share rights 57,603issued for nil consideration.

2012 WESTPAC GROUP ANNUAL REPORT

185



NOTE 24. SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS (CONTINUED)

During the year ended 30 September 2012, the following ordinary shares were purchased on market:

§17,440 ordinary shares at an average price of $21.52 and delivered to employees upon the exercise of performance share rights under the WPP for nil consideration; and

§390,951 ordinary shares at an average price of $21.37 and allocated to employees under the RSP for nil consideration.

 

Restricted Share Plan treasury shares

Ordinary shares allocated to eligible employees under the RSP are classified as treasury shares until unconditional ownership of the shares vest at the end of the restriction period.

 

Other treasury shares

Treasury shares includes ordinary shares held by statutory life funds and managed investment schemes and ordinary shares held by Westpac in respect of equity derivatives sold to customers.

 

Annual Report 2011185



Note 24. Shareholders’ equity and non-controlling interests (continued)

During the year 56,03231,544 treasury shares were purchased at an average price of $21.28$21.54 and 263,055736,634 treasury shares were sold at an average price of $22.05.$21.02.

During the year 349,659 direct treasury shares held in a superannuation fund in Westpac Life Insurance Services were derecognised as the assets of this superannuation fund and were transferred to a fund not consolidated by Westpac.

 

Convertible debentures and 2003 TPS

A wholly owned entity Westpac Capital Trust III (Capital Trust III) issued 750,000 2003 TPS in the United States of America at US$1,000 each on 13 August 2003, with non-cumulative semi-annual distributions (31 March and 30 September) in arrears at the annual rate of 5.819% up to but excluding 30 September 2013. From, and including, 30 September 2013 the 2003 TPS will pay non-cumulative quarterly distributions (31 December, 31 March, 30 June and 30 September) in arrears at a floating rate of LIBOR plus 2.05% per year. Capital Trust III has also issued common securities with a total price of US$1,000 to Westpac Capital Holdings Inc.

 

The sole assets of the Capital Trust III comprise 750,001 Funding 2003 TPS issued by a wholly owned entity, Tavarua Funding Trust III (Funding Trust III) totalling US$750,001,000. The Funding 2003 TPS have an issue price of US$1,000 each with a non-cumulative semi-annual distributions in arrears at the annual rate of 5.819% up to, but excluding 30 September 2013 and subsequently, including 30 September 2013, quarterly distributions in arrears at the annual rate of LIBOR plus 2.05%.

 

Funding Trust III has issued common securities with a total price of US$1,000 to Westpac Funding Holdings Pty Limited. The assets of Funding Trust III comprise convertible debentures issued by Westpac in aggregate amount of NZ$1,293,105,172, US Government securities purchased with the proceeds of the common securities and a currency swap with Westpac.

 

The convertible debentures are unsecured, junior subordinated obligations of Westpac and will rank subordinate and junior in right of payment of principal and distributions to Westpac’s obligations to its depositors and creditors. The convertible debentures are limited in aggregate principal amount to the New Zealand dollar equivalent, based on a fixed exchange rate of US$0.58, of the sum of the stated liquidation amounts of the 2003 TPS and the proceeds of the common securities issued by Capital Trust III. The convertible debentures will only pay distributions to the extent they are declared by the Board of Directors of Westpac, or an authorised committee of the Board. Any distribution is subject to the satisfaction that no deferral conditions exist. If certain deferral conditions exist a distribution is not permitted to be declared unless approved by APRA. The convertible debentures have no stated maturity, but will automatically convert into ADRs each representing 40 Westpac preference shares (non-cumulative preference shares in Westpac with a liquidation amount of US$25) on 30 September 2053, or earlier in the event that a distribution is not made or certain other events occur. Upon issue the amount paid up on each Westpac preference share will be deemed to be US$25. The 2003 TPS will then be redeemed for ADRs. The dividend payment dates and distribution rates on Westpac preference shares will be the same as those otherwise applicable to the 2003 TPS.

 

Under the currency swap, Funding Trust III initially paid an amount equal to the proceeds of the issue of the Funding 2003 TPS in US dollars to Westpac, in exchange for the New Zealand dollar equivalent using a fixed exchange rate of NZ$1.00 = US$0.58. Funding Trust III is also required to pay to Westpac any amount in New Zealand dollars it receives under the convertible debentures, in return for an amount denominated in US dollars at the fixed exchange rate.

 

The currency swap terminates upon the payment in full of the cash redemption price of the outstanding convertible debentures and the exchange of such redemption price for US dollars or the conversion of the convertible debentures into ADRs.

 

A netting agreement has been entered into between Westpac and Funding Trust III. Pursuant to the netting agreement, the distributions on the convertible debentures will be treated as a payment by Funding Trust III under the currency swap. In return, Westpac will pay US dollars to Funding Trust III under the currency swap equal to the NZ dollars it would have received from Funding Trust III under the currency swap (calculated by reference to the fixed exchange rate).

 

Westpac has guaranteed, on a subordinated basis, the payment in full of distributions or redemption amounts, the delivery of ADRs and other payments on the 2003 TPS and the Funding 2003 TPS to the extent that the Capital Trust III and the Funding Trust III have funds available.

 

186

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 24. SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS (CONTINUED)

With the prior written consent of APRA, if required, Westpac may elect to redeem the convertible debentures for cash before 30 September 2013 in whole upon the occurrence of certain specific events, and in whole or in part on any distribution date on or after 30 September 2013. The proceeds received by Funding Trust III from the redemption of the convertible debentures must be used to redeem the Funding 2003 TPS and ultimately the 2003 TPS. The redemption price of the 2003 TPS will equal US$1,000 per 2003 TPS plus the unpaid distribution for the then current semi-annual or quarterly period to the date of redemption or, if the date of redemption is a distribution payment date, the unpaid distribution for the most recent semi-annual or quarterly period.

 

The holders of the convertible debentures, Funding 2003 TPS and 2003 TPS do not have an option to require redemption of these instruments.

 

The laws of the United States of America, Australia and New Zealand apply to various parts of this transaction.

186Westpac Group



Notes to the financial statements

Note 24. Shareholders’ equity and non-controlling interests (continued)

 

Convertible notes and 2006 TPS

 

A Westpac controlled entity, Westpac TPS Trust, issued 7,627,375 2006 TPS in Australia at $100 each on 21 June 2006. The 2006 TPS are preferred units in the Westpac TPS Trust, with non-cumulative floating rate distributions which are expected to be fully franked. Westpac TPS Trust also issued one ordinary unit with an issue price of $100 to Westpac. Westpac, as holder of the ordinary unit, is entitled to any residual income or assets of the Westpac TPS Trust not distributed to holders of 2006 TPS.

 

The principal assets of Westpac TPS Trust are 7,627,375 convertible notes (the notes) issued by Westpac in an aggregate amount of $762,737,500.

 

The 2006 TPS are scheduled to pay quarterly distributions (30 September, 31 December, 31 March and 30 June) in arrears, subject to certain conditions being satisfied. The distribution rate on 2006 TPS, until 30 June 2016 (the step-up date), is calculated as the Australian 90 day bank bill rate plus 1% per annum (the initial margin), together multiplied by one minus the Australian corporate tax rate (30% during the year ended 30 September 2011)2012). After the step-up date, the initial margin will increase by a one time step-up of 1% per annum.

 

The notes are unsecured obligations of Westpac and rank subordinate and junior in right of payment of principleprincipal and interest to Westpac’s obligations to depositors and creditors, other than subordinated creditors holding subordinated indebtedness that is stated to rank equally with, or junior to the notes.

 

Distributions on the 2006 TPS will only be made if Westpac pays interest on the notes and certain other conditions (which correspond to the interest payment conditions on the notes) are satisfied. Interest on the notes is subject to a distribution payment test and interest will not be paid if Westpac directors have not resolved to make the interest payment, the payment of interest exceeds distributable profits (unless APRA gives its prior approval) and APRA does not otherwise object to the payment. The interest payments on the notes are expected to exceed the aggregate amount of the distributions to be made on 2006 TPS. The excess will be distributed to Westpac, as holder of the ordinary unit in the Westpac TPS Trust, on each distribution payment date.

 

Westpac can require holders to exchange each of their 2006 TPS for $100 cash (subject to any required APRA approval) or a variable number of Westpac ordinary shares calculated in accordance with the applicable conversion number, on the step-up date or any distribution payment date after the step-up date, or in certain other limited circumstances. If Westpac elects to initiate redemption of 2006 TPS for cash or conversion into a variable number of ordinary shares, Westpac must also redeem or convert the notes in a corresponding manner.

 

The 2006 TPS will automatically exchange into Westpac preference shares upon the occurrence of an automatic exchange event, that is, if the 2006 TPS are still on issue on 30 September 2055 or in certain other limited circumstances, including the occurrence of an event of default or an APRA event (unless APRA determines otherwise). On exchange, all 2006 TPS on issue will exchange into preference shares directly issued by Westpac and the notes and the 2006 TPS will be redeemed simultaneously. On exchange, 2006 TPS holders will receive one preference share for each 2006 TPS.

 

The laws of Australia and New Zealand apply to various parts of this transaction.

 

NoteNOTE 25. Share-based paymentsSHARE-BASED PAYMENTS

Executive and Senior Officer equity plans

 

Options, restricted shares and/or share rights are granted to the CEO, selected executives and key senior employees under the following schemes.

 

(i)               Westpac Reward Plan

The Westpac Reward Plan (WRP) was introduced in 2006. It provides a mechanism for rewarding superior long-term performance from the most senior management in Australia and overseas.

2012 WESTPAC GROUP ANNUAL REPORT

187



NOTE 25. SHARE-BASED PAYMENTS (CONTINUED)

 

Under the WRP senior managers may be invited to receive an award of performance options or performance share rights. An option or share right under the WRP is the right to acquire a share in the future provided all conditions are met, with an exercise price set at the commencement of the performance period. The exercise price for options is based on the prevailing market price of Westpac ordinary shares at the commencement of the performance period. The exercise price for share rights is nil. No performance options have been awarded since October 2009.

 

TheAwards made from October 2011 are subject to two performance options and performance share rights may vest over a threemeasures each applying to five year period from the commencement50% of the performance period, provided a performance hurdlevalue of the award. The two hurdles are Westpac’s relative Total Shareholder Return (TSR)1 is met or exceeded by Westpac. The comparator group for TSR comparisons focuses on the top 10 financial sector peers.and Compound Annual Growth in Cash EPS (Cash EPS CAGR).

 

Full vesting of performance options andTSR hurdled performance share rights occurs when Westpac’s TSR is at (or exceeds) the 75th percentile relative to the comparator group, scaling down to 50% vesting on a straight-line basis for median performance. Below median performance, no vesting occurs. The comparator group for TSR comparisons focuses on the top 10 financial sector peers. Full vesting of Cash EPS CAGR hurdled share rights occurs when a maximum target Cash EPS CAGR is achieved, scaling down to 50% vesting at a threshold Cash EPS CAGR target. Below the threshold target Cash EPS CAGR, no vesting occurs. These awards are subject to a single test at the end of the three year performance period. Any securities remaining unvested after the performance period lapse immediately.

 

1For awards made prior to October 2011 all awards were subject to a TSR measures a company’s share price movementhurdle and accumulated dividend yields over a specific measurement period (i.e. the change in value of an investment in that company’s shares) and excluding tax effects.

Annual Report 2011187



Note 25. Share-based payments (continued)

The WRP vesting framework has been designed to strengthen the performance link with shareholders over the longer term. Initialinitial TSR performance is tested at the third anniversary of the commencement of the performance period, with subsequent performance testing possible at the fourth and fifth anniversaries of the commencement of the performance period. Securities vest only if Westpac’s TSR ranking is at or above the median of the peer group at a performance test date. TSR performance is tested atAt subsequent performance test dates (where they exist) and further vesting may occur only if the TSR ranking has improved. This model encourages executives to focus on performance over the full five year period.

 

Upon exercising vested performance options and performance share rights, the executive has the right to take up his or her entitlement in whole or in part as fully paid ordinary shares. The exercise price is payable at that time. A performance option or performance share right lapses if it is not exercised prior to the end of its term. For awards made to Australian employees from October 2010, performance share rights are exercised from the WRP on vesting. No performance options have been awarded from October 2009.

 

WRP – outstanding performance options and performance share rights

The following table sets out details of outstanding performance options and performance share rights under the WRP:

 

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding
at 1 October
2011

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2012

 

Outstanding
and
Exercisable at
30 September 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17 December 2007

 

20 December 2017

 

$30.10

 

1,712,682

 

-

 

-

 

118,796

 

1,593,886

 

1,593,886

 

1 October 2008

 

1 October 2018

 

$23.40

 

1,537,566

 

-

 

-

 

138,702

 

1,398,864

 

1,279,735

 

1 March 2009

 

1 March 2019

 

$16.49

 

260,869

 

-

 

260,869

 

-

 

-

 

-

 

Total 2012

 

 

 

 

 

3,511,117

 

-

 

260,869

 

257,498

 

2,992,750

 

2,873,621

 

Weighted average exercise price

 

 

 

$26.15

 

-

 

$16.49

 

$26.49

 

$26.97

 

$27.12

 

Performance share rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 October 2009

 

1 October 2019

 

nil

 

689,060

 

-

 

-

 

14,010

 

675,050

 

-

 

1 October 2010

 

1 October 2020

 

nil

 

812,641

 

-

 

-

 

58,835

 

753,806

 

-

 

1 October 2011

 

1 October 2021

 

nil

 

-

 

1,389,308

 

-

 

116,256

 

1,273,052

 

-

 

Total 2012

 

 

 

 

 

1,501,701

 

1,389,308

 

-

 

189,101

 

2,701,908

 

-

 

Total 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

3,620,484

 

-

 

58,666

 

50,701

 

3,511,117

 

1,900,400

 

Weighted average exercise price – options

 

$26.07

 

-

 

$23.40

 

$23.62

 

$26.15

 

$29.44

 

Performance share rights

 

722,800

 

836,022

 

9,510

 

47,611

 

1,501,701

 

-

 

 

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding
at 1 October
2010

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2011

 

Outstanding
and
Exercisable at
30 September
2011

 

Performance options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17 December 2007

 

20 December 2017

 

$30.10

 

1,714,322

 

-

 

-

 

1,640

 

1,712,682

 

1,712,682

 

1 October 2008

 

1 October 2018

 

$23.40

 

1,645,293

 

-

 

58,666

 

49,061

 

1,537,566

 

187,718

 

1 March 2009

 

1 March 2019

 

$16.49

 

260,869

 

-

 

-

 

-

 

260,869

 

-

 

Total 2011

 

 

 

 

 

3,620,484

 

-

 

58,666

 

50,701

 

3,511,117

 

1,900,400

 

Weighted average exercise price

 

 

 

 

 

$26.07

 

-

 

$23.40

 

-

 

$26.15

 

$29.44

 

Performance share rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 October 2009

 

1 October 2019

 

nil

 

722,800

 

-

 

4,553

 

29,187

 

689,060

 

-

 

1 October 2010

 

1 October 2015

 

nil

 

-

 

764,432

 

4,957

 

18,424

 

741,051

 

-

 

1 October 2010

 

1 October 2020

 

nil

 

-

 

71,590

 

-

 

-

 

71,590

 

-

 

Total 2011

 

 

 

 

 

722,800

 

836,022

 

9,510

 

47,611

 

1,501,701

 

-

 

Total 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

3,817,040

 

-

 

30,831

 

165,725

 

3,620,484

 

355,044

 

Weighted average exercise price - options

 

 

 

 

 

$26.11

 

-

 

$23.40

 

$27.32

 

$26.07

 

$28.27

 

Performance share rights

 

 

 

 

 

-

 

756,079

 

-

 

33,279

 

722,800

 

-

 

1TSR measures a company’s share price movement and assuming that dividends over the period have been reinvested (i.e. the change in value of an investment in that company’s shares) and excluding tax effects.

188

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 25. SHARE-BASED PAYMENTS (CONTINUED)

 

The weighted average remaining contractual life of outstanding performance options at 30 September 20112012 was 6.75.6 years (2010 7.7(2011: 6.7 years). The weighted average remaining contractual life of outstanding performance share rights at 30 September 20112012 was 6.18.2 years (2010 9.0(2011: 8.5 years). The weighted average fair value at grant date of WRP performance share rights issued during the year was $12.68 (2010 $15.31)$13.00 (2011: $12.68).

 

(ii)            Westpac Performance Plan

The Westpac Performance Plan (WPP) was introduced in 2002 and was used to provide awards of performance options and/or performance share rights to senior executives and other key employees. Currently the WPP is primarily used for employees based in New Zealand to provide long-term incentive awards or as a mechanism for the mandatory deferral of a portion of their short-term incentives.

 

An option or share right under the WPP is the right to acquire a share in the future provided all conditions are met, with an exercise price generally set at the time the invitation is made. The exercise price for options is equal to the average market price of Westpac ordinary shares traded on the ASX over the five trading days up to the time the invitation is made. The exercise price for share rights is nil.

 

188Westpac Group



Notes to the financial statements

Note 25. Share-based payments (continued)

Performance options and performance share rights

 

Performance options and performance share rights granted under the WPP vest after a period of two to five years, but only if the performance hurdle has been met. The performance hurdle compares Westpac’s TSR against the TSR of a defined ranking group of other companies.

§for grants made up to November 2005, the ranking group is the 50 largest companies listed on the ASX by market capitalisation at the commencement of the performance period (excluding Westpac, property and investment trusts and specified resources companies);

§for grants made from December 2005 to December 2006, 50% of the award in value is assessed against a TSR ranking group of the top 10 of the largest 13 Australian banking and financial sector companies by market capitalisation at the time of grant (excluding Westpac). The other 50% assesses TSR performance against a ranking group of the 50 largest companies on the ASX by market capitalisation at the time of grant (excluding Westpac, specified resource companies and the first ranking group); and

§for grants made from December 2008, the ranking group is the top 10 of the largest 13 Australian banking and financial sector companies by market capitalisation at the commencement of the performance period (excluding Westpac).

Full vesting of performance options and performance share rights occurs when Westpac’s relative TSR is at (or exceeds) the 75th percentile of the ranking group, scaling down to 50% vesting on a straight-line basis for median performance. Below median performance, no vesting occurs.

have all vested. Upon exercising vested performance options or performance share rights, the executive has the right to take up his or her entitlement in whole or in part as fully paid ordinary shares. The exercise price is payable at that time. A performance option or performance share right lapses if it is not exercised prior to the end of its term.

 

WPP – Outstanding Performance Optionsoutstanding performance options

 

No performance options were granted under the WPP during the year. The following table sets out details of outstanding performance options granted under the WPP in previous years:

 

Commencement
Date

 

Latest Date for
Exercise

 

Exercise Price

 

Outstanding
at 1 October
2010

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2011

 

Outstanding
and
Exercisable at
30 September
2011

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding
at 1 October
2011

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2012

 

Outstanding
and
Exercisable at
30 September
2012

 

20 January 2003

 

20 January 2013

 

$13.59

 

266,614

 

-

 

79,354

 

-

 

187,260

 

187,260

 

20 January 2013

 

$13.59

 

187,260

 

-

 

165,353

 

-

 

21,907

 

21,907

 

1 May 2003

 

1 May 2013

 

$15.04

 

16,433

 

-

 

-

 

-

 

16,433

 

16,433

 

1 May 2013

 

$15.04

 

16,433

 

-

 

-

 

-

 

16,433

 

16,433

 

21 January 2004

 

21 January 2014

 

$16.34

 

733,308

 

-

 

119,083

 

-

 

614,225

 

614,225

 

21 January 2014

 

$16.34

 

614,225

 

-

 

264,285

 

-

 

349,940

 

349,940

 

20 January 2005

 

20 January 2015

 

$18.98

 

1,293,738

 

-

 

213,501

 

-

 

1,080,237

 

1,080,237

 

20 January 2015

 

$18.98

 

1,080,237

 

-

 

63,675

 

-

 

1,016,562

 

1,016,562

 

20 December 2005

 

20 December 2015

 

$20.53

 

1,300,019

 

-

 

189,824

 

-

 

1,110,195

 

1,110,195

 

20 December 2015

 

$20.53

 

1,110,195

 

-

 

50,174

 

-

 

1,060,021

 

1,060,021

 

20 December 2005

 

20 December 2015

 

$22.53

 

70,374

 

-

 

-

 

403

 

69,971

 

69,971

 

20 December 2015

 

$22.53

 

69,971

 

-

 

-

 

13,379

 

56,592

 

56,592

 

15 December 2006

 

15 December 2016

 

$23.98

 

1,635,328

 

-

 

99,711

 

2,500

 

1,533,117

 

1,511,768

 

15 December 2016

 

$23.98

 

1,533,117

 

-

 

40,865

 

160,026

 

1,332,226

 

1,332,226

 

Total 2012

 

 

 

 

 

4,611,438

 

-

 

584,352

 

173,405

 

3,853,681

 

3,853,681

 

Weighted average exercise price

Weighted average exercise price

 

 

 

$20.48

 

-

 

$16.74

 

$23.87

 

$20.90

 

$20.90

 

Total 2011

 

 

 

 

 

5,315,814

 

-

 

701,473

 

2,903

 

4,611,438

 

4,590,089

 

 

 

 

 

5,315,814

 

-

 

701,473

 

2,903

 

4,611,438

 

4,590,089

 

Weighted average exercise price

 

 

 

 

 

$20.30

 

-

 

$19.05

 

-

 

$20.48

 

$20.47

Weighted average exercise price

 

 

 

$20.30

 

-

 

$19.05

 

$23.78

 

$20.48

 

$20.47

 

Total 2010

 

 

 

 

 

7,442,518

 

-

 

2,091,729

 

34,975

 

5,315,814

 

5,231,914

Weighted average exercise price

 

 

 

 

 

$20.06

 

-

 

$19.38

 

$23.98

 

$20.30

 

$20.24

 

The weighted average remaining contractual life of outstanding performance options at 30 September 20112012 was 4.03.1 years (2010 4.9(2011: 4.0 years).

 

Annual Report 2011   

2012 WESTPAC GROUP ANNUAL REPORT

189

189



 

NoteNOTE 25. Share-based payments (continued)SHARE-BASED PAYMENTS (CONTINUED)

WPP – outstanding performance share rights

 

The following table sets out details of outstanding vested performance share rights granted under the WPP:

 

Commencement
Dates

 

Latest Dates for Exercise

 

Outstanding at
1 October
2010

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding at
30 September
2011

 

Outstanding
and
Exercisable at
30 September
2011

Two-year initial testing period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20 January 2003 to

 

20 January 2013 to

 

 

 

 

 

 

 

 

 

 

 

 

1 August 2003

 

1 August 2013

 

26,564

 

-

 

10,563

 

-

 

16,001

 

16,001

3 November 2003 to

 

3 November 2013 to

 

 

 

 

 

 

 

 

 

 

 

 

3 August 2004

 

3 August 2014

 

88,135

 

-

 

23,653

 

-

 

64,482

 

64,482

5 November 2004 to

 

5 November 2014 to

 

 

 

 

 

 

 

 

 

 

 

 

1 August 2005

 

1 August 2015

 

200,279

 

-

 

38,800

 

1,149

 

160,330

 

160,330

1 November 2005 to

 

1 November 2015 to

 

 

 

 

 

 

 

 

 

 

 

 

3 August 2006

 

3 August 2016

 

199,732

 

-

 

56,989

 

1,970

 

140,773

 

140,773

1 November 2006 to

 

1 November 2016 to

 

 

 

 

 

 

 

 

 

 

 

 

15 December 2006

 

15 December 2016

 

54,748

 

-

 

4,333

 

-

 

50,415

 

50,415

1 December 2008 to

 

1 December 2018 to

 

 

 

 

 

 

 

 

 

 

 

 

1 March 2009

 

1 March 2019

 

65,309

 

-

 

3,952

 

16,092

 

45,265

 

45,265

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three-year initial testing period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20 January 2003 to

 

20 January 2013 to

 

 

 

 

 

 

 

 

 

 

 

 

1 August 2003

 

1 August 2013

 

44,775

 

-

 

17,909

 

-

 

26,866

 

26,866

3 November 2003 to

 

3 November 2013 to

 

 

 

 

 

 

 

 

 

 

 

 

3 August 2004

 

3 August 2014

 

74,997

 

-

 

22,562

 

-

 

52,435

 

52,435

5 November 2004 to

 

5 November 2014 to

 

 

 

 

 

 

 

 

 

 

 

 

1 August 2005

 

1 August 2015

 

138,049

 

-

 

41,075

 

1,194

 

95,780

 

95,780

1 November 2005 to

 

1 November 2015 to

 

 

 

 

 

 

 

 

 

 

 

 

3 August 2006

 

3 August 2016

 

313,242

 

-

 

96,540

 

2,725

 

213,977

 

213,977

1 November 2006 to

 

1 November 2016 to

 

 

 

 

 

 

 

 

 

 

 

 

15 December 2006

 

15 December 2016

 

1,896

 

-

 

-

 

19

 

1,877

 

1,877

Total 2011

 

 

 

1,207,726

 

-

 

316,376

 

23,149

 

868,201

 

868,201

Total 2010

 

 

 

1,959,208

 

-

 

736,430

 

15,052

 

1,207,726

 

1,135,900

Commencement
Dates

 

Latest Dates for Exercise

 

Outstanding at
1 October
2011

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding at
30 September
2012

 

Outstanding
and
Exercisable at
30 September
2012

 

Two-year initial testing period

 

 

 

 

 

 

 

 

 

 

 

20 January 2003 to
1 August 2003

 

20 January 2013 to
1 August 2013

 

16,001

 

-

 

-

 

-

 

16,001

 

16,001

 

3 November 2003 to
3 August 2004

 

3 November 2013 to
3 August 2014

 

64,482

 

-

 

6,196

 

1,126

 

57,160

 

57,160

 

5 November 2004 to
1 August 2005

 

5 November 2014 to
1 August 2015

 

160,330

 

-

 

63,069

 

-

 

97,261

 

97,261

 

1 November 2005 to
3 August 2006

 

1 November 2015 to
3 August 2016

 

140,773

 

-

 

29,630

 

1,201

 

109,942

 

109,942

 

1 November 2006 to
15 December 2006

 

1 November 2016 to
15 December 2016

 

50,415

 

-

 

10,279

 

-

 

40,136

 

40,136

 

1 December 2008 to
1 March 2009

 

1 December 2018 to
1 March 2019

 

45,265

 

-

 

27,906

 

-

 

17,359

 

17,359

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three-year initial testing period

 

 

 

 

 

 

 

 

 

 

 

 

 

20 January 2003 to
1 August 2003

 

20 January 2013 to
1 August 2013

 

26,866

 

-

 

3,844

 

-

 

23,022

 

23,022

 

3 November 2003 to
3 August 2004

 

3 November 2013 to
3 August 2014

 

52,435

 

-

 

10,479

 

975

 

40,981

 

40,981

 

5 November 2004 to
1 August 2005

 

5 November 2014 to
1 August 2015

 

95,780

 

-

 

21,406

 

-

 

74,374

 

74,374

 

1 November 2005 to
3 August 2006

 

1 November 2015 to
3 August 2016

 

213,977

 

-

 

40,167

 

1,227

 

172,583

 

172,583

 

1 November 2006 to
15 December 2006

 

1 November 2016 to
15 December 2016

 

1,877

 

-

 

-

 

-

 

1,877

 

1,877

 

Total 2012

 

 

 

868,201

 

-

 

212,976

 

4,529

 

650,696

 

650,696

 

Total 2011

 

 

 

1,207,726

 

-

 

316,376

 

23,149

 

868,201

 

868,201

 

 

The weighted average remaining contractual life of outstanding performance share rights at 30 September 20112012 was 3.82.7 years (2010 4.8(2011: 3.8 years).

 

Unhurdled options and unhurdled share rights

 

The WPP is also used for key employees based outside Australia, who received unhurdled share rights restricted for one to three years oryears. No unhurdled options restricted for three years.were granted under the WPP during the year. After the restriction period applying to them has passed, vested unhurdled options and unhurdled share rights can be exercised to receive the underlying fully paid ordinary shares.

 

190

    Westpac Group

190

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 25. Share-based payments (continued)SHARE-BASED PAYMENTS (CONTINUED)

 

WPP – outstanding unhurdled options and unhurdled share rights

The following table sets out details of outstanding unhurdled options and unhurdled share rights granted under the WPP:

 

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding at
1 October
2010

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2011

 

Outstanding
and
Excercisable at
30 September
2011

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding at
1 October 
2011

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding
at
30 September
2012

 

Outstanding
and
Excercisable at
30 September
2012

Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15 December 2006

 

15 December 2016

 

$23.93

 

56,147

 

-

 

-

 

-

 

56,147

 

56,147

 

15 December 2016

 

$23.93

 

56,147

 

-

 

-

 

13,368

 

 

42,779

 

42,779

Total 2011

 

 

 

 

 

56,147

 

-

 

-

 

-

 

56,147

 

56,147

Total 2012

 

 

 

 

 

56,147

 

-

 

-

 

13,368

 

 

42,779

 

42,779

Share rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 December 2008 to

1 June 2009

 

1 December 2018 to

1 June 2019

 

nil

 

5,681

 

-

 

-

 

-

 

5,681

 

5,681

 

1 December 2018 to
1 June 2019

 

nil

 

5,681

 

-

 

-

 

-

 

 

5,681

 

5,681

1 November 2009 to

1 April 2010

 

1 November 2019 to

1 April 2020

 

nil

 

30,293

 

-

 

8,801

 

-

 

21,492

 

21,492

 

1 November 2019 to
1 April 2020

 

nil

 

21,492

 

-

 

20,418

 

-

 

 

1,074

 

1,074

1 November 2010 to

1 April 2011

 

1 November 2020 to

1 April 2021

 

nil

 

-

 

25,416

 

-

 

-

 

25,416

 

-

 

1 November 2020 to
1 April 2021

 

nil

 

25,416

 

-

 

15,673

 

-

 

 

9,743

 

9,743

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 October 2011 to
1 August 2012

 

1 October 2021 to
1 August 2022

 

nil

 

-

 

52,201

 

-

 

-

 

 

52,201

 

-

Two-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Two-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3 September 2007

 

3 September 2017

 

nil

 

6,660

 

-

 

6,660

 

-

 

-

 

-

1 November 2007 to

1 September 2008

 

1 November 2017 to

1 September 2018

 

nil

 

39,653

 

-

 

20,901

 

-

 

18,752

 

18,752

 

1 November 2017 to
1 September 2018

 

nil

 

18,752

 

-

 

6,417

 

-

 

 

12,335

 

12,335

1 October 2008 to

1 April 2009

 

1 October 2018 to

1 April 2019

 

nil

 

124,853

 

-

 

117,039

 

-

 

7,814

 

7,814

 

1 October 2018 to
1 April 2019

 

nil

 

7,814

 

-

 

2,501

 

-

 

 

5,313

 

5,313

1 October 2009 to

1 April 2010

 

1 October 2019 to

1 April 2020

 

nil

 

81,271

 

-

 

-

 

-

 

81,271

 

-

 

1 October 2019 to
1 April 2020

 

nil

 

81,271

 

-

 

64,916

 

-

 

 

16,355

 

16,355

1 October 2010 to

1 August 2011

 

1 October 2020 to

1 August 2021

 

nil

 

-

 

113,958

 

-

 

-

 

113,958

 

-

 

1 October 2020 to
1 August 2021

 

nil

 

113,958

 

-

 

-

 

3,194

 

 

110,764

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 October 2011 to
1 August 2012

 

1 October 2021 to
1 August 2022

 

nil

 

-

 

65,926

 

-

 

-

 

 

65,926

 

-

Three-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three-year vesting period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15 December 2006 to

1 June 2007

 

15 December 2016 to

1 June 2017

 

nil

 

106,963

 

-

 

59,653

 

-

 

47,310

 

47,310

 

15 December 2016 to
1 June 2017

 

nil

 

47,310

 

-

 

17,918

 

-

 

 

29,392

 

29,392

17 December 2007 to

1 September 2008

 

17 December 2017 to

1 September 2018

 

nil

 

151,837

 

-

 

100,365

 

(982)

 

52,454

 

52,454

 

17 December 2017 to
1 September 2018

 

nil

 

52,454

 

-

 

26,628

 

-

 

 

25,826

 

25,826

1 October 2008 to

1 April 2009

 

1 October 2018 to

1 April 2019

 

nil

 

104,196

 

-

 

-

 

767

 

103,429

 

8,324

 

1 October 2018 to
1 April 2019

 

nil

 

103,429

 

-

 

82,779

 

-

 

 

20,650

 

20,650

1 October 2009 to

1 April 2010

 

1 October 2019 to

1 April 2020

 

nil

 

113,420

 

-

 

-

 

-

 

113,420

 

-

 

1 October 2019 to
1 April 2020

 

nil

 

113,420

 

-

 

-

 

-

 

 

113,420

 

-

1 October 2010 to

1 August 2011

 

1 October 2020 to

1 August 2021

 

nil

 

-

 

176,382

 

-

 

-

 

176,382

 

-

 

1 October 2020 to
1 August 2021

 

nil

 

176,382

 

-

 

-

 

613

 

 

175,769

 

-

1 October 2011 to
1 June 2012

 

1 October 2021 to
1 June 2022

 

nil

 

-

 

162,161

 

-

 

-

 

 

162,161

 

-

Total 2012

 

 

 

 

 

767,379

 

280,288

 

237,250

 

3,807

 

 

806,610

 

126,369

Total 2011

 

 

 

 

 

764,827

 

315,756

 

313,419

 

(215)

 

767,379

 

161,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

$23.93 

 

56,147

 

-

 

-

 

-

 

56,147

 

56,147

 

 

 

$23.93

 

56,147

 

-

 

-

 

-

 

56,147

 

56,147

Performance share rights

 

 

 

nil 

 

770,806

 

227,746

 

203,368

 

30,357

 

764,827

 

168,197

Performance share rights

 

nil

 

764,827

 

315,756

 

313,419

 

(215

)

 

767,379

 

161,827

 

The weighted average fair value at grant date of unhurdled share rights issued during the year was $18.91per$17.59 per right (2010 $22.61(2011: $18.91 per right). No unhurdled options were issued during the year (2010 nil). The weighted average remaining contractual life of outstanding unhurdled options and unhurdled share rights at 30 September 20112012 was 7.87.7 years (2010(2011: 7.8 years).

 

Annual Report 2011   

2012 WESTPAC GROUP ANNUAL REPORT

191



 

NoteNOTE 25. Share-based payments (continued)SHARE-BASED PAYMENTS (CONTINUED)

 

(iii)         Chief Executive Officer Performance Plan (Gail Kelly)

Gail Kelly currently holds performance options and performance share rights under the Chief Executive Officer Performance Plan (CEOPP). Grants to Mrs Kelly under the CEOPP were approved by shareholders at Westpac’s AGM on 13 December 2007, 16 December 2009 and 15 December 2010.

 

Performance options granted under the CEOPP have an exercise price equal to the volume weighted average market price of Westpac ordinary shares traded on the ASX during the one week period immediately before the start of the performance period. Performance share rights have a nil exercise price.

Under the CEOPP, performance hurdles must be met before any performance share rights or performance options can vest. Performance is measured based on Westpac’s TSR between the grant date and the performance test date compared to TSRs for a ranking group of 10 listed Australian financial services companies. The ranking group is determined at the beginning of the performance period and includes the largest retail banks and other ASX-listed financial services companies with which Westpac competes for customers.

Initial performance testing will occur at the third anniversary of the beginning of the performance period, with subsequent performance testing possible at the fourth and fifth anniversaries of the start of the performance period. Performance share rights and performance options vest only if Westpac’s TSR ranking is at or above the median of the ranking group at a performance test date. Full vesting occurs if relative TSR is at or exceeds the 75th percentile of the ranking group and scales down on a straight line basis to 50% vesting for median performance. Below median performance, no vesting occurs.

For any securities that do not vest, the performance period will continue (it is not reset) and further vesting is possible at the fourth and/or fifth anniversaries of the start of the performance period, but only if Westpac’s TSR ranking has improved on previous results. At each performance test date Westpac’s relative TSR will be measured over the full performance period to the applicable performance test date (i.e. 4 or 5 years). This vesting framework has been designed to encourage a focus on longer term performance over the full five year period.

For awards made prior to December 2010 any performance share rights and performance options that vest must be exercised within 10 years after the performance period commencement date, or earlier if Mrs Kelly leaves Westpac’s employment. For awards made from December 2010 performance share rights are exercised from the CEOPP on vesting. No performance options have been awarded since December 2008.

 

192    Westpac Group



NotesAwards made from October 2011 are subject to two performance measures each applying to 50% of the financial statementsvalue of the award. The two hurdles are Westpac’s relative TSR and Cash EPS CAGR. The vesting conditions for these awards are the same as set out above for awards made under the WRP from October 2011.

 

Note 25. Share-based payments (continued)For awards made prior to October 2011 all awards were subject to a TSR hurdle and the vesting conditions for these awards are also the same as awards made under the WRP prior to October 2011.

CEOPP – outstanding performance options and performance share rights

The following table sets out details of outstanding awards of performance options and performance share rights granted under the CEOPP:

 

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

Outstanding at
1 October
2010

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

Outstanding at
30 September
2011

Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 February 2008

 

1 February 2018

 

$25.89

 

364,431

 

-

 

-

 

-

 

364,431

1 December 2008

 

1 December 2018

 

$16.80

 

356,125

 

-

 

-

 

-

 

356,125

Total 2011

 

 

 

 

 

720,556

 

-

 

-

 

-

 

720,556

Weighted average exercise price – options

 

 

 

$21.40

 

-

 

-

 

-

 

$21.40

Performance share rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 February 2008

 

1 February 2018

 

nil

 

82,290

 

-

 

57,603

 

-

 

24,687

1 December 2008

 

1 December 2018

 

nil

 

119,731

 

-

 

-

 

-

 

119,731

21 December 2009

 

21 December 2019

 

nil

 

166,002

 

-

 

-

 

-

 

166,002

1 October 2010

 

1 October 2015

 

nil

 

-

 

176,125

 

-

 

-

 

176,125

Total 2011

 

 

 

 

 

368,023

 

176,125

 

57,603

 

-

 

486,545

Total 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

720,556

 

-

 

-

 

-

 

720,556

Weighted average exercise price – options

 

 

 

$21.40

 

-

 

-

 

-

 

$21.40

Performance share rights

 

 

 

nil

 

202,021

 

166,002

 

-

 

-

 

368,023

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

 

Outstanding at
1 October
2011

 

Granted
During
the Year

 

Exercised
During
the Year

 

Lapsed
During
the Year

 

 

Outstanding at
30 September
2012

Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 February 2008

 

1 February 2018

 

$25.89

 

 

364,431

 

-

 

-

 

-

 

 

364,431

1 December 2008

 

1 December 2018

 

$16.80

 

 

356,125

 

-

 

320,513

 

-

 

 

35,612

Total 2012

 

 

 

 

 

 

720,556

 

-

 

320,513

 

-

 

 

400,043

Weighted average exercise price – options

 

 

 

 

$21.40

 

-

 

16.80

 

-

 

 

$25.08

Performance share rights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 February 2008

 

1 February 2018

 

nil

 

 

24,687

 

-

 

24,687

 

-

 

 

-

1 December 2008

 

1 December 2018

 

nil

 

 

119,731

 

-

 

107,758

 

-

 

 

11,973

21 December 2009

 

21 December 2019

 

nil

 

 

166,002

 

-

 

-

 

-

 

 

166,002

1 October 2010

 

1 October 2020

 

nil

 

 

176,125

 

-

 

-

 

-

 

 

176,125

1 October 2011

 

1 October 2021

 

nil

 

 

-

 

272,929

 

-

 

-

 

 

272,929

Total 2012

 

 

 

 

 

 

486,545

 

272,929

 

132,445

 

-

 

 

627,029

Total 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

720,556

 

-

 

-

 

-

 

 

720,556

Weighted average exercise price – options

 

 

 

 

$21.40

 

-

 

-

 

-

 

 

$21.40

Performance share rights

 

 

 

nil

 

 

368,023

 

176,125

 

57,603

 

-

 

 

486,545

 

No performance options were granted in 2011 (2010 nil). The weighted average fair value at grant date of performance share rights granted during the year was $13.58$12.83 per right (2010 $14.51(2011: $13.58 per right). As at 30 September 2011, 255,1022012, 364,431 outstanding performance options issued to Mrs Kelly were exercisable and no outstanding share rights issued to Mrs Kelly were exercisable. The remaining weighted average contractual life of outstanding performance options at 30 September 20112012 was 6.85.4 years (2010 7.8(2011: 6.8 years) and outstanding performance share rights was 6.38.2 years (2010 8.5(2011: 8.2 years).

 

192

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 25. SHARE-BASED PAYMENTS (CONTINUED)

(iv)        Fair value assumptions

 

The fair valuevalues of performance options and performance share rights granted during the year included in the tables above have been independently calculated at their respective grant dates based on the requirements of Australian accounting standard AASB 2 Share-based Payments.

The fair values of rights without TSR based hurdles, including rights with Cash EPS CAGR hurdles, have been assessed with reference to the share price at grant date and a discount rate reflecting the expected dividend yield over their vesting periods.

The fair value of rights with hurdles based on TSR performance relative to a group of comparator companies also takes into account the average TSR outcome determined using a Binomial/Monte Carlo simulation pricing model.

 

§         the assumptions included in the valuation of the awards of performance share rights to Gail Kelly include a risk free interest rate of 5.28%3.01%, a dividend yield on Westpac ordinary shares of 5%7.6% and a volatility in the Westpac share price of 30%27.5%;

 

§        the assumptions included in the valuation of the awards of performance share rights under the WRP and WPP include a risk free interest rate of 5.01%3.14%, a dividend yield on Westpac ordinary shares of 5%7.6% and a volatility in the Westpac share price of 30%;

§the assumptions included in the valuation of the awards of unhurdled share rights under the WPP include a risk free interest rate ranging from 4.86% to 4.88%, a dividend yield on Westpac ordinary shares of 5% and a volatility in the Westpac ordinary share price of 30%28.5%;

 

§         volatility has been assessed by considering the implied volatility of publicly traded options over Westpac’s ordinary shares and the historic volatility of the market price of Westpac shares; and

 

§         other assumptions include volatilities of, and correlation factors between, share price movements of the rankingcomparator group members and Westpac which are used to assess the impact of the TSR performance hurdles;hurdles and

§performance options and performance share rights have been valued assuming an expected life afterderived from the vesting date of up to one year.historic volatilities and correlations.

Annual Report 2011    193



Note 25. Share-based payments (continued)

(v)           Chief Executive Officer Restricted Share Plan

Gail Kelly received awards of Westpac ordinary shares under the Chief Executive Officer Restricted Share Plan (CEO RSP) in relation to her employment agreement. The awards were approved by Westpac shareholders at Westpac’s AGM on 13 December 2007, 16 December 2009, and 15 December 2010.2010 and 14 December 2011.

 

Like the general RSP, Westpac ordinary shares are allocated under the CEO RSP at no cost to Mrs Kelly, with vesting subject to remaining employed with Westpac for a set period. Shares in the CEO RSP are held in Mrs Kelly’s name and are restricted until satisfaction of the vesting conditions. Shares in the CEO RSP rank equally with Westpac ordinary shares for dividends and voting rights, andrights. For awards made prior to October 2009, shares may be held in the CEO RSP for up to ten10 years from the date they are granted. For awards made from October 2009, shares are released from the CEO RSP on vesting.

 

The following table details outstanding awards of shares issued under the CEO RSP:

 

Allocation date

 

Outstanding at
1 October 2010

 

Granted During
the Year

 

Released

 

Forfeited During
the Year

 

Outstanding at
30 September 2011

 

Outstanding at
1 October 2011

 

Granted During
the Year

 

Released

 

Forfeited During
the Year

 

Outstanding at
30 September 2012

12 December 2008

 

46,113

 

-

 

46,113

 

-

 

-

21 December 2009

 

74,626

 

-

 

37,313

 

-

 

37,313

 

37,313

 

-

 

37,313

 

-

 

 

-

22 December 2010

 

-

 

82,102

 

-

 

-

 

82,102

 

82,102

 

-

 

41,051

 

-

 

 

41,051

22 December 2011

 

-

 

77,799

 

-

 

-

 

 

77,799

Total 2012

 

119,415

 

77,799

 

78,364

 

-

 

 

118,850

Total 2011

 

120,739

 

82,102

 

83,426

 

-

 

119,415

 

120,739

 

82,102

 

83,426

 

-

 

 

119,415

Total 2010

 

175,518

 

74,626

 

129,405

 

-

 

120,739

 

2012 WESTPAC GROUP ANNUAL REPORT

193



NOTE 25. SHARE-BASED PAYMENTS (CONTINUED)

(vi)        Restricted Share Plan

The Restricted Share Plan (RSP) provides Westpac with an instrument for attracting and retainingrewarding key employees. Under the RSP, Westpac shares may be allocated to eligible employees at no cost with vesting subject to remaining employed with Westpac for a period determined by the Board. Shares in the RSP are held in the name of the employee and are restricted until satisfaction of the vesting conditions. Shares in the RSP rank equally with Westpac ordinary shares for dividends and voting rights. For awards made prior to October 2009, shares may be held in the RSP for up to 10 years from the date they are granted. For awards made from October 2009, shares are released from the RSP on vesting.

194    Westpac Group



Notes to the financial statements

Note 25. Share-based payments (continued)

 

Outstanding RSP awards

The following table details outstanding awards of shares issued under the RSP:

 

Allocation date

 

Outstanding at
1 October 2010

 

Granted During
the Year

 

Released

 

Forfeited During
the Year

 

Outstanding at
30 September 2011

October - December 2006

 

632,242

 

-

 

204,107

 

-

 

428,135

January - March 2007

 

7,375

 

-

 

2,591

 

-

 

4,784

April - June 2007

 

18,837

 

-

 

3,676

 

-

 

15,161

July - September 2007

 

7,023

 

-

 

-

 

-

 

7,023

October - December 2007

 

1,063,311

 

-

 

402,572

 

4,944

 

655,795

January - March 2008

 

25,588

 

-

 

3,464

 

-

 

22,124

April - June 2008

 

50,936

 

-

 

13,547

 

-

 

37,389

July - September 2008

 

34,166

 

-

 

23,838

 

-

 

10,328

October - December 2008

 

2,367,656

 

-

 

601,374

 

45,540

 

1,720,742

January - March 2009

 

187,089

 

-

 

74,670

 

-

 

112,419

April - June 2009

 

38,878

 

-

 

14,068

 

1,024

 

23,786

January - March 2010

 

2,414,784

 

-

 

55,681

 

72,961

 

2,286,142

April - June 2010

 

52,333

 

-

 

-

 

-

 

52,333

July - September 2010

 

39,754

 

-

 

6,142

 

-

 

33,612

October - December 2010

 

-

 

3,252,654

 

5,478

 

70,406

 

3,176,770

January - March 2011

 

-

 

53,062

 

-

 

-

 

53,062

April - June 2011

 

-

 

58,873

 

-

 

-

 

58,873

July - September 2011

 

-

 

59,040

 

-

 

-

 

59,040

Total 2011

 

6,939,972

 

3,423,629

 

1,411,208

 

194,875

 

8,757,518

Total 2010

 

5,638,484

 

2,614,711

 

1,045,901

 

267,322

 

6,939,972

Allocation date

 

Outstanding at
1 October 2011

 

Granted During the Year

 

Released

 

Forfeited During
the Year

 

 

Outstanding at
30 September 2012

 

October – December 2006

 

428,135

 

-

 

110,687

 

-

 

 

317,448

 

January – March 2007

 

4,784

 

-

 

1,196

 

-

 

 

3,588

 

April – June 2007

 

15,161

 

-

 

-

 

-

 

 

15,161

 

July – September 2007

 

7,023

 

-

 

2,648

 

-

 

 

4,375

 

October – December 2007

 

655,795

 

-

 

146,740

 

-

 

 

509,055

 

January – March 2008

 

22,124

 

-

 

11,901

 

-

 

 

10,223

 

April – June 2008

 

37,389

 

-

 

3,022

 

-

 

 

34,367

 

July – September 2008

 

10,328

 

-

 

1,916

 

-

 

 

8,412

 

October – December 2008

 

1,720,742

 

-

 

667,687

 

-

 

 

1,053,055

 

January – March 2009

 

112,419

 

-

 

34,645

 

-

 

 

77,774

 

April – June 2009

 

23,786

 

-

 

15,052

 

-

 

 

8,734

 

January – March 2010

 

2,286,142

 

-

 

844,690

 

34,259

 

 

1,407,193

 

April – June 2010

 

52,333

 

-

 

25,410

 

-

 

 

26,923

 

July – September 2010

 

33,612

 

-

 

12,569

 

-

 

 

21,043

 

October – December 2010

 

3,176,770

 

-

 

31,642

 

73,309

 

 

3,071,819

 

January – March 2011

 

53,062

 

-

 

49,410

 

-

 

 

3,652

 

April – June 2011

 

58,873

 

-

 

22,982

 

-

 

 

35,891

 

July – September 2011

 

59,040

 

-

 

19,130

 

-

 

 

39,910

 

October – December 2011

 

-

 

3,589,472

 

58,924

 

62,491

 

 

3,468,057

 

January – March 2012

 

-

 

80,367

 

8,042

 

5,552

 

 

66,773

 

April – June 2012

 

-

 

41,639

 

-

 

-

 

 

41,639

 

July – September 2012

 

-

 

410,738

 

52,306

 

-

 

 

358,432

 

Total 2012

 

8,757,518

 

4,122,216

 

2,120,599

 

175,611

 

 

10,583,524

 

Total 2011

 

6,939,972

 

3,423,629

 

1,411,208

 

194,875

 

 

8,757,518

 

 

(vii)     Chief Executive Securities Agreement 2003 (David Morgan)

The former CEO continues to hold performance options received under the Chief Executive Securities Agreement 2003, approved by shareholders at Westpac’s AGM on 11 December 2003. At 30 September 20112012 there were 1,649,407 performance options outstanding (2010(2011: 1,649,407) with a weighted average exercise price of $22.14 (2010(2011: $22.14) and a weighted average remaining contractual life of 4.33.3 years (2010 5.3(2011: 4.3 years), all of which are exercisable.

At 30 September 2011 there were no performance share rights outstanding (2010 nil). During the year, no performance share rights were exercised (2010 181,667).

(viii)  Other Group share-based plans

Westpac also provides plans for small, specialised parts of the Group. The benefits under these plans are directly linked to growth and performance of the relevant part of the business. The plans individually and in aggregate are not material to the Group.

Annual Report 2011    195



Note 25. Share-based payments (continued)

 

(ix)        Senior Officers’ Share Purchase Scheme

The Senior Officers’ Share Purchase Scheme (SOSPS) was approved by shareholders in December 1998 and was closed to new invitations in 2002.

The SOSPS provided for the allocation of share options to selected senior officers to acquire fully paid ordinary shares issued by Westpac. No consideration was payable for the grant of an option under the SOSPS. The exercise price for each option was based on the prevailing market price of Westpac ordinary shares at the time of the invitation, and the options have a ten-year life. Options granted under the SOSPS were subject to a tenure-based hurdle only.

Upon exercising an option, the officer has the right to take up his or her entitlement in whole or in part as fully paid ordinary shares upon payment of the exercise price. If an option is not exercised prior to the end of its term, it lapses.

The following table sets out details of outstanding options granted under the SOSPS:

Commencement
Date

 

Latest Date for
Exercise

 

Exercise
Price

 

 

Outstanding at
1 October
2010

 

Exercised
During the
Year

 

Lapsed During
the Year

 

Outstanding at
30 September
2011

8 January 2001

 

8 January 2011

 

$13.26

 

 

396,500

 

396,500

 

-

 

-

23 April 2001

 

23 April 2011

 

$13.50

 

 

5,000

 

5,000

 

-

 

-

9 January 2002

 

9 January 2012

 

$14.65

 

 

639,000

 

256,000

 

-

 

383,000

22 July 2002

 

22 July 2012

 

$16.24

 

 

15,000

 

-

 

-

 

15,000

Total 2011

 

 

 

 

 

 

1,055,500

 

657,500

 

-

 

398,000

Weighted average exercise price

 

 

 

 

$14.14

 

$13.70

 

 

 

$14.71

Total 2010

 

 

 

 

 

 

1,635,000

 

579,500

 

-

 

1,055,500

Weighted average exercise price

 

 

 

 

$13.53

 

$12.40

 

-

 

$14.14

As at 30 September 2011, 21 officers (2010 47 officers) held2012, there were no outstanding share options under the SOSPS. The(2011: 398,000 with a weighted average remainingexercise price of $14.71 and a weighted contractual life of options at 30 September 2011 under the SOSPS was 0.3 years (2010 0.9 years). All outstandingDuring 2012, 398,000 options under the SOSPS are exercisable.were exercised at a weighted average exercise price of $14.71 (2011: 657,500 with a weighted average exercise price of $13.70).

 

196

194    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 25. Share-based payments (continued)SHARE-BASED PAYMENTS (CONTINUED)

 

General information on Executive and Senior Officer share plans

The market price of Westpac’s ordinary shares as at the close of business on 3028 September 20112012 was $20.34 (2010 $23.24)$24.85 (2011: $20.34). Details of the shares issued on exercise of options and share rights under each of the Executive and Senior Officer share plans during the year ended 30 September 20112012 are set out below:

 

Plan/Agreement

Plan/Agreement

 

Dates on which Options or
Share Rights Were Exercised

 

Exercise Price
$

 

Total Number of
Shares Issued/
Allocated

 

Weighted
Average Share
Price at Date of
Exercise
$

 

Consideration
Received
($’000)

Plan/Agreement

 

Dates on which Options or
Share Rights Were Exercised

 

Exercise Price
$

 

Total Number of
Shares Issued/
Allocated

 

Weighted
Average Share
Price at Date of
Exercise
$

 

Consideration
Received
($’000)

 

2012

 

WRP and WPP

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

October – December 2011

 

13.59 - 18.98

 

182,949

 

22.51

 

2,679

 

 

 

 

January – March 2012

 

-

 

-

 

-

 

-

 

 

 

 

April – June 2012

 

16.34 - 18.98

 

506,082

 

22.32

 

8,437

 

 

 

 

July – September 2012

 

13.59 - 23.98

 

156,190

 

24.27

 

2,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share rights

 

October – December 2011

 

-

 

149,237

 

21.22

 

-

 

 

 

 

January – March 2012

 

-

 

42,181

 

21.06

 

-

 

 

 

 

April – June 2012

 

-

 

175,072

 

21.45

 

-

 

 

 

 

July – September 2012

 

-

 

83,736

 

22.43

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chief Executive Officer Performance Plan

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

April – June 2012

 

16.80

 

320,513

 

22.84

 

5,385

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share rights

 

October – December 2011

 

-

 

107,758

 

20.37

 

-

 

 

 

 

April – June 2012

 

-

 

24,687

 

22.84

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SOSPS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

October – December 2011

 

14.65

 

343,000

 

21.54

 

5,025

 

 

 

 

January – March 2012

 

14.65 - 16.24

 

55,000

 

20.41

 

830

 

2011

WRP and WPP

 

 

 

 

 

 

 

 

 

 

 

WRP and WPP

 

 

 

 

 

 

 

 

 

 

 

Options

 

October - December 2010

 

20.53

 

33,448

 

23.15

 

687

 

Options

 

October – December 2010

 

20.53

 

33,448

 

23.15

 

687

 

 

 

January - March 2011

 

13.59

 

28,856

 

22.76

 

392

 

 

 

January – March 2011

 

13.59

 

28,856

 

22.76

 

392

 

 

 

April - June 2011

 

13.59 - 23.98

 

636,164

 

24.70

 

12,462

 

 

 

April – June 2011

 

13.59 - 23.98

 

636,164

 

24.70

 

12,462

 

 

 

July - September 2011

 

18.98 - 20.53

 

61,671

 

21.22

 

1,196

 

 

 

July – September 2011

 

18.98 - 20.53

 

61,671

 

21.22

 

1,196

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share rights

 

October - December 2010

 

-

 

279,432

 

22.84

 

-

 

Share rights

 

October – December 2010

 

-

 

279,432

 

22.84

 

-

 

 

 

January - March 2011

 

-

 

152,093

 

23.41

 

-

 

 

 

January – March 2011

 

-

 

152,093

 

23.41

 

-

 

 

 

April - June 2011

 

-

 

136,405

 

24.16

 

-

 

 

 

April – June 2011

 

-

 

136,405

 

24.16

 

-

 

 

 

July - September 2011

 

-

 

71,375

 

20.96

 

-

 

 

 

July – September 2011

 

-

 

71,375

 

20.96

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chief Executive Officer
Performance Plan

 

 

 

 

 

 

 

 

 

 

 

Chief Executive Officer Performance Plan

 

 

 

 

 

 

 

 

 

 

 

Share rights

 

April - June 2011

 

-

 

57,603

 

24.18

 

-

 

Share rights

 

April – June 2011

 

-

 

57,603

 

24.18

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SOSPS

 

October - December 2010

 

13.26 - 14.65

 

464,500

 

21.45

 

6,311

 

SOSPS

 

October – December 2010

 

13.26 - 14.65

 

464,500

 

21.45

 

6,311

 

 

 

January - March 2011

 

13.26 - 14.65

 

96,000

 

22.69

 

1,344

 

 

 

January – March 2011

 

13.26 - 14.65

 

96,000

 

22.69

 

1,344

 

 

 

April - June 2011

 

14.65

 

25,000

 

24.36

 

366

 

 

 

April – June 2011

 

14.65

 

25,000

 

24.36

 

366

 

 

 

July - September 2011

 

14.65

 

72,000

 

20.36

 

835

 

 

 

July – September 2011

 

14.65

 

72,000

 

20.36

 

835

 

2010

WRP and WPP

 

 

 

 

 

 

 

 

 

 

Options

 

October - December 2009

 

13.59 - 20.53

 

1,520,363

 

25.39

 

29,106

 

 

January - March 2010

 

16.34 - 20.53

 

69,841

 

25.80

 

1,308

 

 

April - September 2010

 

16.34 - 23.98

 

532,356

 

26.87

 

10,835

 

 

 

 

 

 

 

 

 

 

 

Share rights

 

 

 

 

 

 

 

 

 

 

 

 

October - December 2009

 

-

 

344,503

 

25.32

 

-

 

 

January - March 2010

 

-

 

196,292

 

25.01

 

-

 

 

April - June 2010

 

-

 

200,107

 

25.32

 

-

 

 

July - September 2010

 

-

 

198,896

 

22.42

 

-

 

 

 

 

 

 

 

 

 

 

 

Chief Executive Securities
Agreement 2003

 

 

 

 

 

 

 

 

 

 

Share rights

 

January - March 2010

 

-

 

181,667

 

26.94

 

-

 

 

-

 

 

 

 

 

 

 

 

SOSPS

 

October - December 2009

 

9.53 - 14.65

 

335,500

 

24.80

 

3,813

 

 

January - March 2010

 

13.26 - 14.65

 

159,000

 

25.52

 

2,193

 

 

April - June 2010

 

13.26

 

22,000

 

28.09

 

292

 

 

July - September 2010

 

13.26 - 14.65

 

63,000

 

21.60

 

888

 

Shares allotted to satisfy the exercise of options or share rights under the employee equity plans will rank equally with all other issued Westpac ordinary shares and qualify for the payment of dividends and shareholder voting rights from the day of allotment.

 

The employee equity plans are operated in compliance with ASIC Regulatory Guide 49 which provides relief from the disclosure and licensing provisions of the Corporations Act. Included in the ASIC regulatory guide is a five percent limit on the number of shares that can be issued under an employee equity plan without issuing a prospectus.

Annual Report 2011    197

2012 WESTPAC GROUP ANNUAL REPORT

195



NoteNOTE 25. Share-based payments (continued)SHARE-BASED PAYMENTS (CONTINUED)

 

Under the regulatory guide, the number of shares (including shares that are the subject of options and share rights) to be offered to employees at any particular time cannot, at the time the offer is made and when aggregated with the number of shares the subject of previously issued unexercised options and share rights issued to employees under those plans and with the number of shares issued during the previous five years under all employee share schemes, exceed 5% of the total number of shares on issue at the time that offer is made.

 

The names of all persons who hold options and/or share rights currently on issue are entered in Westpac’s register of option holders which may be inspected at Link Market Services, Level 12, 680 George Street, Sydney, New South Wales.

Employee Share PlansPlan

The Employee Share Plan

Under the Employee Share Plan (ESP), Westpac ordinary shares may be allocated at no cost to employees to recognise their contribution to Westpac’s financial performance over the previous financial year. The maximum annual award value under the ESP is $1,000 per employee per year. However, the number of shares employees receive (if any) depends on Westpac’s share price performance over the 12 months to 30 September or a customer-centric measure, and is subject to Board discretion.

 

The shares must normally remain within the ESP for three years unless the employee leaves Westpac. Participants are entitled to receive any dividend or other distribution attaching to shares held under the ESP. Participants are also entitled to exercise voting rights attaching to the shares.

 

Westpac’s Australian permanent employees (including part-time employees) who have been in six months continuous employment as at 30 September each year are eligible to participate in the ESP. Executives and senior management who participate in any Westpac long-term incentive plan or deferred short-term incentive plan are not eligible to participate in the ESP during the same year. The number of shares employees receive is calculated by dividing the award value by the prevailing market price of Westpac’s ordinary shares when the shares are granted.

 

Share allocation in the 20102011 ESP award was by way of newly issued shares. The following table provides details of shares issued under the ESP during the years ended 30 September:

 

 

Allocation date

 

Number of
Participants

 

Average Number
of Shares Allocated
per Participant

 

Total Number
of Shares
Allocated

 

Market
Price per Share

 

Total
Fair Value

 

 

Allocation
Date

 

Number of
Participants

 

Average Number
of Shares Allocated
per Participant

 

Total Number
of Shares
Allocated

 

Market
Price per Share

 

Total
Fair Value

 

2012

 

2 December 2011

 

27,005

 

49

 

1,323,245

 

$20.35

 

$26,928,036

 

2011

 

3 December 2010

 

27,234

 

46

 

1,252,764

 

$21.46

 

$26,884,315

 

 

3 December 2010

 

27,234

 

46

 

1,252,764

 

$21.46

 

$26,884,315

 

2010

 

4 December 2009

 

28,457

 

41

 

1,166,737

 

$23.98

 

$27,978,353

 

 

The liability accrued in respect of the ESP at 30 September 20112012 is $30$28 million (2010 $31(2011: $30 million) and is included in other liabilities.

 

198

196    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 26. Average balance sheet and interest ratesAVERAGE BALANCE SHEET AND INTEREST RATES

The following table lists the average balances and related interest for the major categories of the Group’s interest earning assets and interest bearing liabilities. Averages used are predominantly daily averages:

 

 

Consolidated

 

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

Year Ended

 

Year Ended

 

Year Ended

 

Year Ended

 

 

Year Ended

 

Year Ended

 

 

30 September 2011

 

30 September 2010

 

30 September 2009

 

30 September 2012

 

 

30 September 2011

 

30 September 2010

 

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

 

Balance

 

Income

 

Rate

 

Balance

 

Income1

 

Rate

 

Balance

 

Income1

 

Rate

 

Balance

 

Income

 

Rate

 

 

Balance

 

Income

 

Rate

 

Balance

 

Income

 

Rate

 

 

$m

 

$m 

 

%

 

$m

 

$m

 

%

 

$m

 

$m

 

%

 

$m

 

$m

 

%

 

 

$m

 

$m

 

%

 

$m

 

$m

 

%

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest earning assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Receivables due from other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

3,800

 

172

 

4.5%

 

4,539

 

176

 

3.9%

 

4,841

 

216

 

4.5%

 

3,215

 

135

 

4.2%

 

 

3,800

 

172

 

4.5%

 

4,539

 

176

 

3.9%

 

New Zealand

 

328

 

26

 

7.9%

 

305

 

24

 

7.9%

 

372

 

36

 

9.7%

 

220

 

4

 

1.8%

 

 

328

 

26

 

7.9%

 

305

 

24

 

7.9%

 

Other overseas

 

5,382

 

53

 

1.0%

 

4,948

 

34

 

0.7%

 

7,623

 

38

 

0.5%

 

4,935

 

49

 

1.0%

 

 

5,382

 

53

 

1.0%

 

4,948

 

34

 

0.7%

 

Trading securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

37,265

 

2,133

 

5.7%

 

37,847

 

1,838

 

4.9%

 

36,937

 

1,826

 

4.9%

 

36,082

 

1,873

 

5.2%

 

 

37,265

 

2,133

 

5.7%

 

37,847

 

1,838

 

4.9%

 

New Zealand

 

4,733

 

149

 

3.1%

 

4,622

 

133

 

2.9%

 

4,539

 

182

 

4.0%

 

4,538

 

123

 

2.7%

 

 

4,733

 

149

 

3.1%

 

4,622

 

133

 

2.9%

 

Other overseas

 

4,159

 

74

 

1.8%

 

3,720

 

64

 

1.7%

 

5,739

 

141

 

2.5%

 

5,072

 

95

 

1.9%

 

 

4,159

 

74

 

1.8%

 

3,720

 

64

 

1.7%

 

Other financial assets designated at fair value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

1,397

 

95

 

6.8%

 

1,089

 

57

 

5.2%

 

1,104

 

37

 

3.4%

 

1,708

 

100

 

5.9%

 

 

1,397

 

95

 

6.8%

 

1,089

 

57

 

5.2%

 

New Zealand

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Other overseas

 

156

 

4

 

2.6%

 

244

 

7

 

2.9%

 

115

 

6

 

5.2%

 

311

 

8

 

2.6%

 

 

156

 

4

 

2.6%

 

244

 

7

 

2.9%

 

Available-for-sale securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

12,238

 

743

 

6.1%

 

5,457

 

340

 

6.2%

 

750

 

80

 

10.7%

 

16,240

 

1,006

 

6.2%

 

 

12,238

 

743

 

6.1%

 

5,457

 

340

 

6.2%

 

New Zealand

 

391

 

20

 

5.1%

 

-

 

-

 

-

 

-

 

-

 

-

 

1,784

 

80

 

4.5%

 

 

391

 

20

 

5.1%

 

-

 

-

 

-

 

Other overseas

 

986

 

26

 

2.6%

 

858

 

28

 

3.3%

 

936

 

38

 

4.1%

 

1,062

 

30

 

2.8%

 

 

986

 

26

 

2.6%

 

858

 

28

 

3.3%

 

Regulatory deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other overseas

 

1,303

 

12

 

0.9%

 

1,363

 

4

 

0.3%

 

868

 

17

 

2.0%

 

1,460

 

24

 

1.6%

 

 

1,303

 

12

 

0.9%

 

1,363

 

4

 

0.3%

 

Loans and other receivables2:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and other receivables1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

425,905

 

31,467

 

7.4%

 

419,148

 

28,208

 

6.7%

 

373,855

 

24,012

 

6.4%

 

440,416

 

30,202

 

6.9%

 

 

425,905

 

31,467

 

7.4%

 

419,148

 

28,208

 

6.7%

 

New Zealand

 

44,694

 

2,900

 

6.5%

 

45,486

 

3,053

 

6.7%

 

46,425

 

3,547

 

7.6%

 

46,416

 

2,870

 

6.2%

 

 

44,694

 

2,900

 

6.5%

 

45,486

 

3,053

 

6.7%

 

Other overseas

 

5,484

 

224

 

4.1%

 

5,365

 

185

 

3.4%

 

6,565

 

315

 

4.8%

 

14,286

 

274

 

1.9%

 

 

5,484

 

224

 

4.1%

 

5,365

 

185

 

3.4%

 

Total interest earning assets and interest income

 

548,221

 

38,098

 

6.9%

 

534,991

 

34,151

 

6.4%

 

490,669

 

30,491

 

6.2%

 

577,745

 

36,873

 

6.4%

 

 

548,221

 

38,098

 

6.9%

 

534,991

 

34,151

 

6.4%

 

Non-interest earning assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, due from other financial institutions and regulatory deposits

 

1,350

 

 

 

 

 

1,097

 

 

 

 

 

1,188

 

 

 

 

Cash, receivables due from other financial institutions and regulatory deposits

 

2,745

 

 

 

 

 

 

1,350

 

 

 

 

 

1,097

 

 

 

 

 

Derivative financial instruments

 

33,952

 

 

 

 

 

29,790

 

 

 

 

 

48,244

 

 

 

 

 

36,688

 

 

 

 

 

 

33,952

 

 

 

 

 

29,790

 

 

 

 

 

Life insurance assets

 

10,507

 

 

 

 

 

12,257

 

 

 

 

 

11,374

 

 

 

 

 

8,027

 

 

 

 

 

 

10,507

 

 

 

 

 

12,257

 

 

 

 

 

All other assets3

 

34,398

 

 

 

 

 

29,542

 

 

 

 

 

26,356

 

 

 

 

All other assets2

 

36,932

 

 

 

 

 

 

34,398

 

 

 

 

 

29,542

 

 

 

 

 

Total non-interest earning assets

 

80,207

 

 

 

 

 

72,686

 

 

 

 

 

87,162

 

 

 

 

 

84,392

 

 

 

 

 

 

80,207

 

 

 

 

 

72,686

 

 

 

 

 

Total assets

 

628,428

 

 

 

 

 

607,677

 

 

 

 

 

577,831

 

 

 

 

 

662,137

 

 

 

 

 

 

628,428

 

 

 

 

 

607,677

 

 

 

 

 

1

Loans and receivables are stated net of provisions for impairment charges on loans. Other receivables include other assets, cash and balances with central banks.

2

Includes property, plant and equipment, goodwill and intangibles, other assets, deferred tax and non-interest bearing loans relating to mortgage offset accounts.

 

1The tax equivalent gross up relating to Structured Finance transactions was discontinued in 2010, reflecting the immaterial nature of the balance as the Group continues to run-down the related assets. In 2009 this adjustment increased net interest income and comprised an interest income benefit of $45 million.

2012 WESTPAC GROUP ANNUAL REPORT

197



2NOTE 26. AVERAGE BALANCE SHEET AND INTEREST RATES (CONTINUED)For the years ended 30 September 2011, 2010 and 2009 loans and receivables have been stated net of provisions for impairment charges on loans. Other receivables include other assets, cash and balances with central banks.

3Includes property, plant and equipment, goodwill and intangibles, other assets, deferred tax and non-interest bearing loans relating to mortgage offset accounts.

 

 

 

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

 

Year Ended

 

 

Year Ended

 

Year Ended

 

 

 

30 September 2012

 

 

30 September 2011

 

30 September 2010

 

 

 

Average

 

Interest

 

Average

 

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

 

 

Balance

 

Expense

 

Rate

 

 

Balance

 

Expense

 

Rate

 

Balance

 

Expense

 

Rate

 

 

 

$m

 

$m

 

%

 

 

$m

 

$m

 

%

 

$m

 

$m

 

%

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

4,072

 

186

 

4.6%

 

 

2,927

 

135

 

4.6%

 

2,569

 

101

 

3.9%

 

New Zealand

 

336

 

6

 

1.8%

 

 

502

 

11

 

2.2%

 

454

 

12

 

2.6%

 

Other overseas

 

4,837

 

52

 

1.1%

 

 

4,656

 

45

 

1.0%

 

4,926

 

38

 

0.8%

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

302,412

 

13,301

 

4.4%

 

 

279,874

 

13,352

 

4.8%

 

270,549

 

11,293

 

4.2%

 

New Zealand

 

30,324

 

1,066

 

3.5%

 

 

28,283

 

1,086

 

3.8%

 

27,750

 

1,017

 

3.7%

 

Other overseas

 

27,367

 

235

 

0.9%

 

 

26,223

 

244

 

0.9%

 

24,241

 

240

 

1.0%

 

Loan capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

5,129

 

327

 

6.4%

 

 

5,802

 

332

 

5.7%

 

7,738

 

418

 

5.4%

 

Other overseas

 

2,455

 

127

 

5.2%

 

 

2,457

 

137

 

5.6%

 

2,528

 

127

 

5.0%

 

Other interest bearing liabilities1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

151,204

 

8,426

 

n/a

 

 

149,514

 

10,235

 

n/a

 

146,993

 

8,505

 

n/a

 

New Zealand

 

11,841

 

616

 

n/a

 

 

12,292

 

431

 

n/a

 

8,663

 

481

 

n/a

 

Other overseas

 

550

 

29

 

n/a

 

 

1,005

 

94

 

n/a

 

5,557

 

77

 

n/a

 

Total interest bearing liabilities and interest expense

 

540,527

 

24,371

 

4.5%

 

 

513,535

 

26,102

 

5.1%

 

501,968

 

22,309

 

4.4%

 

Non-interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits and payables due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

15,920

 

 

 

 

 

 

13,965

 

 

 

 

 

12,273

 

 

 

 

 

New Zealand

 

2,237

 

 

 

 

 

 

2,089

 

 

 

 

 

1,981

 

 

 

 

 

Other overseas

 

657

 

 

 

 

 

 

472

 

 

 

 

 

414

 

 

 

 

 

Derivative financial instruments

 

37,788

 

 

 

 

 

 

36,052

 

 

 

 

 

31,061

 

 

 

 

 

Life insurance policy liabilities

 

6,919

 

 

 

 

 

 

9,951

 

 

 

 

 

11,503

 

 

 

 

 

All other liabilities2

 

13,520

 

 

 

 

 

 

11,065

 

 

 

 

 

10,129

 

 

 

 

 

Total non-interest bearing liabilities

 

77,041

 

 

 

 

 

 

73,594

 

 

 

 

 

67,361

 

 

 

 

 

Total liabilities

 

617,568

 

 

 

 

 

 

587,129

 

 

 

 

 

569,329

 

 

 

 

 

Shareholders’ equity

 

42,605

 

 

 

 

 

 

39,378

 

 

 

 

 

36,434

 

 

 

 

 

Non-controlling interests

 

1,964

 

 

 

 

 

 

1,921

 

 

 

 

 

1,914

 

 

 

 

 

Total equity

 

44,569

 

 

 

 

 

 

41,299

 

 

 

 

 

38,348

 

 

 

 

 

Total liabilities and equity

 

662,137

 

 

 

 

 

 

628,428

 

 

 

 

 

607,677

 

 

 

 

 

Annual Report 2011199

1

Includes net impact of Treasury balance sheet management activities.

2

Includes provisions for current and deferred tax liabilities and other liabilities.

198

2012 WESTPAC GROUP ANNUAL REPORT



 

Note 26. Average balance sheet and interest rates (continued)NOTES TO THE FINANCIAL STATEMENTS

 

 

Consolidated

 

 

Year Ended

 

Year Ended

 

Year Ended

 

 

30 September 2011

 

30 September 2010

 

30 September 2009

 

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

Average

 

Interest

 

Average

 

 

Balance

 

Expense

 

Rate

 

Balance

 

Expense

 

Rate

 

Balance

 

Expense

 

Rate

 

 

$m

 

$m 

 

%

 

$m

 

$m

 

%

 

$m

 

$m

 

%

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

2,927

 

135

 

4.6%

 

2,569

 

101

 

3.9%

 

7,863

 

277

 

3.5%

New Zealand

 

502

 

11

 

2.2%

 

454

 

12

 

2.6%

 

373

 

25

 

6.7%

Other overseas

 

4,656

 

45

 

1.0%

 

4,926

 

38

 

0.8%

 

5,704

 

63

 

1.1%

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

279,874

 

13,352

 

4.8%

 

270,549

 

11,293

 

4.2%

 

254,848

 

9,718

 

3.8%

New Zealand

 

28,283

 

1,086

 

3.8%

 

27,750

 

1,017

 

3.7%

 

28,560

 

1,295

 

4.5%

Other overseas

 

26,223

 

244

 

0.9%

 

24,241

 

240

 

1.0%

 

18,786

 

369

 

2.0%

Loan capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

5,802

 

332

 

5.7%

 

7,738

 

418

 

5.4%

 

9,347

 

478

 

5.1%

Other overseas

 

2,457

 

137

 

5.6%

 

2,528

 

127

 

5.0%

 

2,218

 

104

 

4.7%

Other interest bearing liabilities1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

149,514

 

10,235

 

n/a

 

146,993

 

8,505

 

n/a

 

126,428

 

4,582

 

n/a

New Zealand

 

12,292

 

431

 

n/a

 

8,663

 

481

 

n/a

 

5,253

 

1,354

 

n/a

Other overseas

 

1,005

 

94

 

n/a

 

5,557

 

77

 

n/a

 

6,462

 

535

 

n/a

Total interest bearing liabilities and interest expense

 

513,535

 

26,102

 

5.1%

 

501,968

 

22,309

 

4.4%

 

465,842

 

18,800

 

4.0%

Non-interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits and due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

13,965

 

 

 

 

 

12,273

 

 

 

 

 

10,681

 

 

 

 

New Zealand

 

2,089

 

 

 

 

 

1,981

 

 

 

 

 

1,871

 

 

 

 

Other overseas

 

472

 

 

 

 

 

414

 

 

 

 

 

484

 

 

 

 

Derivative financial instruments

 

36,052

 

 

 

 

 

31,061

 

 

 

 

 

45,626

 

 

 

 

Life insurance policy liabilities

 

9,951

 

 

 

 

 

11,503

 

 

 

 

 

10,775

 

 

 

 

All other liabilities2

 

11,065

 

 

 

 

 

10,129

 

 

 

 

 

8,629

 

 

 

 

Total non-interest bearing liabilities

 

73,594

 

 

 

 

 

67,361

 

 

 

 

 

78,066

 

 

 

 

Total liabilities

 

587,129

 

 

 

 

 

569,329

 

 

 

 

 

543,908

 

 

 

 

Shareholders’ equity

 

39,378

 

 

 

 

 

36,434

 

 

 

 

 

32,008

 

 

 

 

Non-controlling interests

 

1,921

 

 

 

 

 

1,914

 

 

 

 

 

1,915

 

 

 

 

Total equity

 

41,299

 

 

 

 

 

38,348

 

 

 

 

 

33,923

 

 

 

 

Total liabilities and equity

 

628,428

 

 

 

 

 

607,677

 

 

 

 

 

577,831

 

 

 

 

1Includes net impact of Treasury balance sheet management activities.

2Includes provisions for current and deferred tax liabilities and other liabilities.

 

200NOTE 26. AVERAGE BALANCE SHEET AND INTEREST RATES (CONTINUED)Westpac Group



Notes to the financial statements

 

Note 26. Average balance sheet and interest rates (continued)

The following table allocates changes in net interest income between changes in volume and changes in rate for the last two fiscal years. Volume and rate variances have been calculated on the movement in average balances and the change in the interest rates on average interest earning assets and average interest bearing liabilities. The variance caused by change in both volume and rate has been allocated in proportion to the relationship of the absolute dollar amount of each change to the total.

 

 

Consolidated

 

Consolidated

 

 

2011

 

2010

 

2012

 

 

2011

 

 

Change Due to

 

Change Due to

 

Change Due to

 

 

Change Due to

 

 

Volume

 

Rate

 

Total

 

Volume

 

Rate

 

Total

 

Volume

 

Rate

 

Total

 

 

Volume

 

Rate

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Interest earning assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Receivables due from other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(29)

 

25

 

(4)

 

(13)

 

(27)

 

(40)

 

(26

)

(11

)

(37

)

 

(29

)

25

 

(4

)

New Zealand

 

2

 

-

 

2

 

(6)

 

(6)

 

(12)

 

(9

)

(13

)

(22

)

 

2

 

-

 

2

 

Other overseas

 

3

 

16

 

19

 

(13)

 

9

 

(4)

 

(4

)

-

 

(4

)

 

3

 

16

 

19

 

Trading securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(28)

 

323

 

295

 

45

 

(33)

 

12

 

(68

)

(192

)

(260

)

 

(28

)

323

 

295

 

New Zealand

 

3

 

13

 

16

 

3

 

(52)

 

(49)

 

(6

)

(20

)

(26

)

 

3

 

13

 

16

 

Other overseas

 

8

 

2

 

10

 

(49)

 

(28)

 

(77)

 

16

 

5

 

21

 

 

8

 

2

 

10

 

Other financial assets designated at fair value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

16

 

22

 

38

 

(1)

 

21

 

20

 

21

 

(16

)

5

 

 

16

 

22

 

38

 

New Zealand

 

-

 

-

 

-

 

-

 

-

 

-

Other overseas

 

(2)

 

(1)

 

(3)

 

6

 

(5)

 

1

 

4

 

-

 

4

 

 

(2

)

(1

)

(3

)

Available-for-sale securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

422

 

(19)

 

403

 

502

 

(242)

 

260

 

243

 

20

 

263

 

 

422

 

(19

)

403

 

New Zealand

 

20

 

-

 

20

 

-

 

-

 

-

 

71

 

(11

)

60

 

 

20

 

-

 

20

 

Other overseas

 

4

 

(6)

 

(2)

 

(3)

 

(7)

 

(10)

 

2

 

2

 

4

 

 

4

 

(6

)

(2

)

Regulatory deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Overseas

 

-

 

8

 

8

 

9

 

(22)

 

(13)

Other overseas

 

1

 

11

 

12

 

 

-

 

8

 

8

 

Loans and other receivables:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

455

 

2,804

 

3,259

 

2,909

 

1,287

 

4,196

 

1,072

 

(2,337

)

(1,265

)

 

455

 

2,804

 

3,259

 

New Zealand

 

(53)

 

(100)

 

(153)

 

(72)

 

(422)

 

(494)

 

112

 

(142

)

(30

)

 

(53

)

(100

)

(153

)

Other overseas

 

4

 

35

 

39

 

(58)

 

(72)

 

(130)

 

360

 

(310

)

50

 

 

4

 

35

 

39

 

Total change in interest income

 

825

 

3,122

 

3,947

 

3,259

 

401

 

3,660

 

1,789

 

(3,014

)

(1,225

)

 

825

 

3,122

 

3,947

 

 

Annual Report 2011201

2012 WESTPAC GROUP ANNUAL REPORT

199



NOTE 26. AVERAGE BALANCE SHEET AND INTEREST RATES (CONTINUED)

 

 

Consolidated

 

 

 

2012

 

 

2011

 

 

 

Change Due to

 

 

Change Due to

 

 

 

Volume

 

Rate

 

Total

 

 

Volume

 

Rate

 

Total

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

53

 

(2

)

51

 

 

14

 

20

 

34

 

New Zealand

 

(4

)

(1

)

(5

)

 

1

 

(2

)

(1

)

Other overseas

 

2

 

5

 

7

 

 

(2

)

9

 

7

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

1,075

 

(1,126

)

(51

)

 

389

 

1,670

 

2,059

 

New Zealand

 

78

 

(98

)

(20

)

 

20

 

49

 

69

 

Other overseas

 

11

 

(20

)

(9

)

 

20

 

(16

)

4

 

Loan capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(39

)

34

 

(5

)

 

(105

)

19

 

(86

)

Other overseas

 

-

 

(10

)

(10

)

 

(4

)

14

 

10

 

Other interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

116

 

(1,925

)

(1,809

)

 

146

 

1,584

 

1,730

 

New Zealand

 

(16

)

201

 

185

 

 

202

 

(252

)

(50

)

Other overseas

 

(43

)

(22

)

(65

)

 

(63

)

80

 

17

 

Total change in interest expense

 

1,233

 

(2,964

)

(1,731

)

 

618

 

3,175

 

3,793

 

Change in net interest income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

37

 

483

 

520

 

 

392

 

(138

)

254

 

New Zealand

 

110

 

(288

)

(178

)

 

(251

)

118

 

(133

)

Other overseas

 

409

 

(245

)

164

 

 

66

 

(33

)

33

 

Total change in net interest income

 

556

 

(50

)

506

 

 

207

 

(53

)

154

 

200

2012 WESTPAC GROUP ANNUAL REPORT



 

Note 26. Average balance sheet and interest rates (continued)NOTES TO THE FINANCIAL STATEMENTS

 

 

Consolidated

 

 

2011

 

2010

 

 

Change Due to

 

Change Due to

 

 

Volume

 

Rate 

 

Total

 

Volume

 

Rate

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Interest bearing liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions:

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

14

 

20

 

34

 

(187)

 

11

 

(176)

New Zealand

 

1

 

(2)

 

(1)

 

5

 

(18)

 

(13)

Other overseas

 

(2)

 

9

 

7

 

(9)

 

(16)

 

(25)

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

389

 

1,670

 

2,059

 

599

 

976

 

1,575

New Zealand

 

20

 

49

 

69

 

(37)

 

(241)

 

(278)

Other overseas

 

20

 

(16)

 

4

 

107

 

(236)

 

(129)

Loan capital:

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

(105)

 

19

 

(86)

 

(82)

 

22

 

(60)

Other Overseas

 

(4)

 

14

 

10

 

15

 

8

 

23

Other interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

146

 

1,584

 

1,730

 

745

 

3,178

 

3,923

New Zealand

 

202

 

(252)

 

(50)

 

879

 

(1,752)

 

(873)

Other overseas

 

(63)

 

80

 

17

 

(75)

 

(383)

 

(458)

Total change in interest expense

 

618

 

3,175

 

3,793

 

1,960

 

1,549

 

3,509

Change in net interest income:

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

392

 

(138)

 

254

 

2,367

 

(3,181)

 

(814)

New Zealand

 

(251)

 

118

 

(133)

 

(922)

 

1,531

 

609

Other overseas

 

66

 

(33)

 

33

 

(146)

 

502

 

356

Total change in net interest income

 

207

 

(53)

 

154

 

1,299

 

(1,148)

 

151

 

202NOTE 27. FINANCIAL RISKWestpac Group



 

Notes to the financial statements

Note 27. Financial risk

Westpac’s risk appetite is set by the Board. The risk appetite cannot be defined by a single metric. It has many dimensions and is an amalgam of top-down requirements (including Westpac’s target debt rating and complying with regulatory requirements) and bottom-up aggregates (such as risk concentration limits). Westpac uses an economic capital model as the basis of risk measurement, calibrated to its target debt rating.

 

Westpac’s appetite for risk is influenced by a range of factors, including whether a risk is considered consistent with its strategy (core risk) and whether an appropriate return can be achieved from taking that risk. Westpac has a lower appetite for risks that are not part of its core strategy. Westpac seeks to achieve an appropriate return on risk and prices its products accordingly.

 

Westpac seeks to maximise total shareholder returns over the longer term by achieving an appropriate balance between growth and volatility of returns and by ultimately returning that value to shareholders.

 

Westpac distinguishes the following types of risk, and takes an integrated approach towards managing them. These risks are:

 

Type of risk

 

Description

Key risks

§¾      credit risk – the risk of financial loss where a customer or counterparty fails to meet their financial obligations;

§¾      funding and liquidity risk – the risk that we will be unable to fund our assets and meet obligations as they come due, without incurring unacceptable losses;

§¾      market risk – the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. This includes interest rate risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities; and

§¾      operational risk and compliance risk operational risk is the risk that arises from inadequate or failed internal processes and systems, human error or misconduct, or from external events. It also includes, among other things, technology risk, model risk and outsourcing risk. Compliancerisk; and

¾compliance risk is the risk of legal or regulatory sanction, and financial or reputation loss, arising from our failure to abide by the compliance obligations required of us.

Other related risks

§¾      business risk – the risk associated with the vulnerability of a line of business to changes in the business environment;

§¾      environmental, social and governance risks – the risk of damage to the Group’s reputation or financial performance due to failure to recognise or address material existing or emerging sustainability related environmental, social or governance issues;

§¾      equity risk – the potential for financial loss arising from movements in the value of our direct and indirect equity investments;

§¾      insurance risk – the risk of not being able to meet insurance claims (related to insurance subsidiaries);mis-estimation of the expected cost of insured events, volatility in the number or severity of insured events, and mis-estimation of the cost of incurred claims;

§¾      related entity (contagion) risk – the risk that problems arising in other Westpac Group members compromise the financial and operational position of the authorised deposit-taking institution in the Westpac Group; and

§¾      reputation risk – the risk to earnings or capital arising from negative public opinion resulting from the loss of reputation or public trust and standing.

2012 WESTPAC GROUP ANNUAL REPORT

201

 

 

Annual Report 2011   203



 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

Note 27 provides a summary of Westpac’s risk management framework, as well as a discussion of Westpac’s financial risk management policies and practices and quantitative information on some of its principal financial risk exposures. The information contained in Note 27 comprises the following:

27.1Approach to risk management

27.2Credit risk management

27.2.1 Credit risk management policy

27.2.2 Provision and impairment policy

27.2.3 Internal credit risk ratings system

27.2.4 Credit risk mitigation, collateral and other credit enhancements

27.2.5 Credit risk concentrations

27.2.6 Credit quality of financial assets

27.2.7 Financial assets that are neither past due nor impaired

27.2.8 Financial assets that are past due, but not impaired

27.2.9 Items 90 days past due, or otherwise in default, but well secured and not impaired

27.2.10 Impaired loans

27.3Funding and liquidity risk management

27.3.1 Sources of liquidity

27.3.2 Liquidity reporting

27.3.3 Market developments

27.3.4 Contractual maturity of financial liabilities

27.3.5 Expected maturity

27.4Market risk

27.4.1 Traded market risk

27.4.2 Non-traded market risk

27.1 Approach to risk management

The Board is responsible for reviewing and approving our overall risk management strategy, including determining our appetite for risk. The Board has delegated to the BRMC responsibility for providing recommendations to the Board on the Westpac Group’s risk-reward strategy, setting risk appetite, approving frameworks, policies and processes for managing risk, and determining whether to accept risks beyond management’s approval discretion.

The BRMC monitors the alignment of our risk profile with our risk appetite, which is defined in the Board Statement of Risk Appetite, and with our current and future capital requirements. The BRMC receives regular reports from management on the effectiveness of our management of Westpac’s material business risks. More detail about the role of the BRMC is set out in the Westpac risk management governance structure table below.

The CEO and executive management team are responsible for implementing our risk management strategy and frameworks, and for developing policies, controls, processes and procedures for identifying and managing risk in all of Westpac’s activities.

Our approach to risk management is that ‘risk is everyone’s business’ and that responsibility and accountability for risk begins with the business units that originate the risk.

204Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

Westpac follows a ‘3 Lines of Defence’ philosophy of risk management, for which the key elements are:

The 1st Line of Defence – risk identification, risk management and self-assurance

Divisional business units are responsible for identifying, evaluating and managing the risks that they originate within approved risk appetite and policies. They are required to establish and maintain appropriate risk management controls, resources and self-assurance processes.

 

202

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

The 2nd Line of Defence – establishment of risk management frameworks and policies and risk management oversight

Our 2nd Line of Defence has three layers:

 

§¾        our executive risk committees lead the optimisation of risk-reward by overseeing the development of risk appetite statements, risk management frameworks, policies and risk concentration controls and monitoring Westpac’s risk profile for alignment with approved appetites and strategies;

 

§¾        our Group Risk function is independent from the business divisions, reports to the CRO, and establishes and maintains the Group-wide risk management frameworks, policies and concentration limits that are approved by the BRMC. It also provides reporting on Westpac’s risk profile to executive risk committees and the BRMC; and

 

§¾        divisional risk areas are responsible for developing division-specific risk appetite statements, policies, controls, procedures, monitoring and reporting capability, which align to the Board’s Statement of Risk Appetite and the risk management frameworks approved by the BRMC. These risk areas are independent of the Divisions’ 1st Line business areas, with each divisional CRO having a direct reporting line to the CRO, as well as to their Division’s Group Executive.

The 3rd Line of Defence – independent assurance

Our Group Assurance function independently evaluates the adequacy and effectiveness of the Group’s overall risk management framework and controls.

 

This approach allows risks within our risk appetite to be balanced against appropriate rewards.

 

Westpac’s risk management governance structure is set out in more detail in the following table:

 

Board

 

§¾

reviews and approves our overall risk management strategy.

 

Board Risk Management Committee (BRMC)

§¾

provides recommendations to the Board on the Westpac Group’s risk-reward strategy;

§¾

sets risk appetite;

§¾

approves frameworks and key policies for managing risk;

§¾

monitors our risk profile, performance, capital levels, exposures against limits and management and control of our risks;

§¾

monitors changes anticipated in the economic and business environment and other factors relevant to our risk profile;

§¾

oversees the development and ongoing review of key policies that support our frameworks for managing risk; and

§¾

determines whether to accept risks beyond the approval discretion provided to management.

 

Other Board Committees with a risk focus

Board Audit Committee

Board Sustainability Committee

§¾

oversees the integrity of financial statements and financial reporting systems.

§   oversees environmental, social, governance and ethical performance and issues.

Board Technology Committee

Board Remuneration Committee

§   oversees information technology strategy and implementation.¾

§reviews any matters raised by the BRMC with respect to risk-adjusted remuneration.

Board Technology Committee

¾

oversees information technology strategy and implementation.

 

Executive Team

 

§¾

executes the Board-approved strategy;

§¾

assists with the development of the Board Statement of Risk Appetite;

§¾

delivers the Group’s various strategic and performance goals within the approved risk appetite; and

§¾

monitors key risks within each business unit, capital adequacy and the Group’s reputation.

Annual Report 2011205



 

Executive risk committees

Westpac Group Credit Risk Committee (CREDCO)

¾

leads the optimisation of credit risk-reward across the Group;

¾

oversees the credit risk management framework and key policies;

¾

oversees our credit risk profile; and

¾

identifies emerging credit risks and appropriate actions to address these.

Westpac Group Market Risk Committee (MARCO)

§   leads the optimisation of credit risk-reward across the Group;

§   oversees the credit risk management framework and key policies;

§   oversees our credit risk profile; and

§   identifies emerging credit risks and appropriate actions to address these.¾

§leads the optimisation of market risk-reward across the Group;

§¾

oversees the market risk management framework and key policies;

§¾

oversees our market risk profile; and

§¾

identifies emerging market risks and appropriate actions to address these.

2012 WESTPAC GROUP ANNUAL REPORT

203



NOTE 27. FINANCIAL RISK (CONTINUED)

Executive risk committees (continued)

Westpac Group Asset & Liability Committee (ALCO)

§¾

leads the optimisation of funding and liquidity risk-reward across the Group;

§¾

oversees the liquidity risk management framework and key policies;

§¾

oversees the funding and liquidity risk profile and balance sheet risk profile; and

§¾

identifies emerging funding and liquidity risks and appropriate actions to address these.

Westpac Group Operational Risk & Compliance Committee (OPCO)

§¾

leads the optimisation of operational risk-reward across the Group;

§¾

oversees the operational risk management framework, the compliance management framework and key supporting policies;

§¾

oversees our operational risk and compliance profiles;

§¾

oversees the reputation risk and environmental, social and governance (ESG) risk management frameworks and key supporting policies; and

§¾

identifies emerging operational and compliance risks and appropriate actions to address these.

Westpac Group Remuneration Oversight Committee (ROC)

¾

responsible for ensuring that risk is embedded in all key steps in our remuneration framework;

§   leads¾

reviews and makes recommendations to the optimisation of risk-adjusted remuneration acrossCEO for recommendation to the Group;

§   overseesBoard Remuneration Committee on the Group Remuneration Policy and provides assurance to the CEO and Board Remuneration Committee that remuneration arrangements across the Group encourage behaviour that supports Westpac’s long-term financial soundness and the risk management framework;

§   oversees¾

reviews and monitors the remuneration arrangements (other than for Group Executives) for Responsible Persons (as defined in the Group’s Statutory Officers Fit and Proper Policy), risk and financial control personnel, and all other employees for whom a significant portion of total remuneration is based on performance and whose activities, either individually or collectively, may affect the financial soundness of Westpac; and

§   oversees¾

reviews and recommends to the CEO for recommendation to the Board Remuneration Committee the criteria and rationale for determining the total quantum of the Group variable reward pool.

Group and divisional risk management

 

Group Risk

Compliance Function

§¾

develops the Group-level risk management frameworks for approval by the BRMC;

§¾

directs the review and development of key policies supporting the risk management frameworks;

§¾

establishes risk concentration limits and monitors risk concentrations; and

§¾

monitors emerging risk issues.

Compliance Function

¾

§develops the Group-level compliance framework for approval by the BRMC;

§¾

directs the review and development of compliance policies, compliance plans, controls and procedures;

§¾

monitors compliance and regulatory obligations and emerging regulatory developments; and

§   reporting¾

reports on compliance standards.

Divisional risk management

§¾

develops division-specific policies, risk appetite statements, controls, procedures, and monitoring and reporting capability that align to the frameworks approved by the BRMC.

Independent internal review

Group Assurance

§¾

reviews the adequacy and effectiveness of management controls for risk.

Divisional business units

Business Units

¾

responsible for identifying, evaluating and managing the risks that they originate within approved risk appetite policies; and

¾

establish and maintain appropriate risk management controls, resources and self-assurance processes.

 

206   Westpac Group

204

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

27.2 Credit risk management

Credit Riskrisk is the risk of financial loss where a customer or counterparty fails to meet their financial obligations.

27.2.1 Credit risk management policy

Westpac maintains a credit risk management framework and a number of key supporting policies, which are intended to clearly define roles and responsibilities, acceptable practices, limits and key controls:

 

§¾        the Credit Risk Management framework describes the principles, methodologies, systems, roles and responsibilities, reports and key controls that exist for managing credit risk in Westpac;

 

§¾        the Credit Risk Rating System policy describes the credit risk rating system philosophy, design, key features and uses of rating outcomes; and

 

§¾       Westpac has established policies governing the management of three key types of concentration risk:

 

        individual customers or groups of related customers;

 

        specific industries (e.g. property); and

 

        individual countries.

 

Westpac has an established policy governing the delegation of credit approval authorities and a set of formal limits for the extension of credit. These limits represent the delegation of credit approval authority to responsible individuals throughout the organisation.

 

Credit manuals exist in each business unit to govern the extension of credit. These manuals include general policies covering the origination, evaluation, approval, documentation, settlement and ongoing management of credit risks including management of problem loans. These manuals are regularly updated by the business units, with significant changes approved by Group Risk.

 

Sector policies exist to guide the extension of credit where industry-specific guidelines are considered necessary (e.g. acceptable financial ratios or types of collateral). These policies are maintained by the business unit risk management teams.

 

Westpac has an established related entity risk management framework and supporting policies, which include governance of credit exposures to related entities, so as to minimise contagion risk for the extended licensed entity and to ensure compliance with the prudential requirements prescribed by APRA.

27.2.2 Provision and impairment policy

Provisions for loan impairment represent management’s best estimate of the losses incurred in the loan portfolios as at the balance date. There are two components of Westpac’s loan impairment provisions: individually assessed provisions and collectively assessed provisions. In determining the individually assessed provisions, relevant considerations that have a bearing on the expected future cash flows are taken into account, for example, the business prospects of the customer, the realisable value of collateral, Westpac’s position relative to other claimants, the reliability of customer information and the likely cost and duration of the work-out process. These judgments and estimates can change with time as new information becomes available or as work-out strategies evolve, resulting in revisions to the impairment provision as individual decisions are made.

 

The collectively assessed provisions are established on a portfolio basis taking into account the level of arrears, collateral, past loss experience and expected defaults based on portfolio trends. The most significant factors in establishing these provisions are estimated loss rates and related emergence period.periods. The future credit quality of these portfolios is subject to uncertainties that could cause actual credit losses to differ from reported loan impairment provisions. These uncertainties include the economic environment, notably interest rates, unemployment levels, payment behaviour and bankruptcy rates.

 

Annual Report 2011207

2012 WESTPAC GROUP ANNUAL REPORT

205



 


 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

27.2.3 Internal credit risk ratings system

The principal objective of the credit risk rating system is to produce a reliable assessment of the credit risk to which the Group is exposed.

 

Westpac’s internal credit risk rating system for transaction-managed customers assigns a Customer Risk Grade (CRG) to each customer, corresponding to their expected probability of default (PD). Each facility is assigned a loss given default (LGD). The Westpac risk rating system has 20 risk grades for non-defaulted customers and 10 risk grades for defaulted customers. Non-defaulted CRGs are mapped to Moody’s and Standard & Poor’s (S&P) external senior ranking unsecured ratings. Customers that are not transaction-managed (referred to as the program-managed portfolio) are segmented into pools of similar risk. Segments are created by analysing characteristics that have historically proven predictive in determining if an account is likely to go into default. Customers are then grouped according to these predictive characteristics and each segment assigned a PD and LGD.

 

The table below shows the current alignment between Westpac’s CRGs and the corresponding external rating. Note that only high-level CRG groupings are shown.

 

Financial Statement Disclosure

Westpac CRG

Moody’s Rating

S&P Rating

Strong

A

Aaa – Aa3

AAA – AA–

B

A1 – A3

A+ – A–

C

Baa1 – Baa3

BBB+ – BBB–

Good/satisfactory

D

Ba1 – B1

BB+ – B+

Financial Statement Disclosure

 

Westpac CRG

 

Moody’s Rating

S&P Rating

Strong

A

Aaa – Aa3

AAA – AA–

B

A1 – A3

A+ – A–

C

Baa1 – Baa3

BBB+ – BBB–

Good/satisfactory

D

Ba1 – B1

BB+ – B+

Financial Statement Disclosure

Westpac CRG

Definitions

Weak

E

 

Watchlist

 

F

 

Special Mention

Weak/default/non-performing

 

G – H

 

Substandard/Default

 

Control mechanisms for the credit risk rating system

Westpac’s credit risk rating system is reviewed annually to confirm that the rating criteria and procedures are appropriate given the current portfolio and external conditions. The BRMC and CREDCO monitor the risk profile, performance and management of Westpac’s credit portfolio and development and review of key credit risk policies. All models materially impacting the risk rating process are periodically reviewed in accordance with Westpac’s model risk policy.policies. Specific credit risk estimates (including PD, LGD and exposure at default (EAD) levels) are overseen, reviewed annually and approved by the Credit Risk Estimates Committee (a subcommittee of CREDCO).

 

208206

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT

 



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

27.2.4 Credit risk mitigation, collateral and other credit enhancements

Westpac uses a variety of techniques to reduce the credit risk arising from its lending activities. Enforceable legal documentation establishes Westpac’s direct, irrevocable and unconditional recourse to any collateral, security or other credit enhancements provided.

 

The table below describes the nature of collateral held for financial asset classes:

 

 

Cash and other balances held with central banks, including regulatory deposits

 

 

 

These exposures are generally considered to be low risk due to the nature of the counterparties. Collateral is generally not sought on these balances.

 

Receivables due from other financial institutions

 

 

 

These exposures are mainly to relatively low risk banks (Rated A+, AA– or better). Collateral is

generally not sought on these balances.

 

Derivative financial instruments

 

 

Master netting agreements are typically used to enable the effects of derivative assets and liabilities with the same counterparty to be offset when measuring these exposures. Additionally, collateralisation agreements are also typically entered into with major derivatives counterparties to avoid the potential build up of excessive mark-to-market positions.

 

 

Trading securities

 

 

These exposures are carried at fair value which reflects the credit risk. No collateral is sought directly from the issuer or counterparty; however this may be implicit in the terms of the instrument.

 

 

Other financial assets designated at fair value

 

 

These exposures are carried at fair value which reflects the credit risk. The terms of debt securities may include collateralisation.

 

Available-for-sale securities

 

 

Collateral is not sought directly with respect to these exposures; however collateralisation may be implicit in the structure of the asset.

 

 

Loans – housing and personal1

 

 

Loans – housing and personal may be secured, partially secured or unsecured depending on the product. Security is typically taken by a fixedmortgage over property and/or floating chargea general security agreement over property or other assets.

 

 

Loans – business1

 

 

Loans – business may be secured, partially secured or unsecured. Security is typically taken by way of a fixedmortgage over property and/or floating chargea general security agreement over property, business assets, or other assets. Other forms of credit protection may also be sought or taken out if warranted.

 

 

Life insurance assets

 

 

These assets are carried at fair value, which reflects the credit risk. Collateral is typically not held other than for investments in Australian mortgages where recourse to a charge over the underlying properties is held.

 

 

Due from subsidiaries

 

 

These exposures are generally considered to be low risk due to the nature of the counterparties. Collateral is generally not sought on these balances.

 

 

1             This includes collateral held in relation to associated credit commitments.

 

Risk reduction

Westpac recognises the following as eligible collateral for credit risk mitigation by way of risk reduction:

 

§         cash, primarily in Australian dollars (AUD), New Zealand dollars (NZD), US dollars (USD), Canadian dollars (CAD), British pounds (GBP) or European Union euro (EUR);

§         bonds as issued by Australian Commonwealth, State and Territory governments or their Public Sector Enterprises, provided these attract a zero risk-weighting under Australian Prudential Standard (APS) 112;

§         securities issued by other specified AA– / Aa3-rated sovereign governments; and

§         credit-linked notes (provided the proceeds are invested in cash or other eligible collateral described above).

 

2012 WESTPAC GROUP ANNUAL REPORT

207



NOTE 27. FINANCIAL RISK (CONTINUED)

Risk transfer

For mitigation by way of risk transfer, Westpac only recognises unconditional irrevocable guarantees or standby letters of credit issued by, or eligible credit derivative protection bought from, the following entities, provided they are not related to the underlying obligor:

 

§         sovereign entities;

§         public sector entities in Australia and New Zealand;

§         ADIs and overseas banks; and

§         other entities with a minimum risk grade equivalent of A3 / A–.

 

Annual Report 2011

209



Note 27. Financial risk (continued)

Management of risk mitigation

Westpac facilitates the management of these risks through controls covering:

 

§         collateral valuation and management;

§         credit portfolio management; and

§         netting.

 

Collateral valuation and management

 

Westpac revalues collateral related to financial markets positions on a daily basis to monitor the net risk position, and has formal processes in place so that calls for collateral top-up or exposure reduction are made promptly. An independent operational unit has responsibility for monitoring these positions. The collaterisation arrangements are documented via the Support Annex of the International Swaps and Derivatives Association (ISDA) dealing agreements.

 

Credit Portfolio Management

 

Credit Portfolio Management (CPM) is a division that manages the overall risk in Westpac’s corporate, sovereign and bank credit portfolios. CPM includes a dedicated portfolio trading desk with the specific mandate of actively monitoring the underlying exposure and any offsetting hedge positions. Specific reporting is maintained and monitored on the matching of hedges with underlying facilities, with any adjustments to hedges (including unwinds or extensions) managed dynamically. CPM ensures that credit protection is acquired from entities meeting our acceptability criteria as described under the Risk reduction and Risk transfer sections above.

 

Netting

Risk reduction by way of current account set-off is recognised for exposures to creditworthy customers domiciled in Australia and New Zealand only. Customers are required to enter into formal agreements giving Westpac the unfettered right to set-off gross credit and debit balances in their nominated accounts to determine Westpac’s net exposure within each of these two jurisdictions. Cross-border set-offs are not permitted.

 

Close-out netting is undertaken for off balance sheet financial market transactions with counterparties with whom Westpac has entered into master netting agreements which allow such netting in specified jurisdictions. Close-out netting effectively aggregates pre-settlement risk exposure at time of default, thus reducing overall exposure.

 

27.2.5 Credit risk concentrations

A concentration of credit risk exists when a number of counterparties are engaged in similar activities and have similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions.

 

Westpac monitors its credit portfolio to manage risk concentrations. Exposures are actively managed from a portfolio perspective, with risk mitigation techniques used to re-balance the portfolio.

 

Individual customers or groups of related customers

Westpac has large exposure limits governing the aggregate size of credit exposure normally acceptable to individual customers and groups of related customers. These limits are tiered by customer risk grade.

 

Specific industries

Exposures to businesses, governmentgovernments and other financial institutions are classified into a number of industry clusters based on groupings of related Australian and New Zealand Standard Industrial Classification (ANZSIC) codes and are monitored against industry risk appetite limits. The level of industry risk is measured on a dynamic basis.

 

Individual countries

Westpac has limits governing risks related to individual countries, such as political situations, government policies, economic conditions or other country-specific events, that may adversely affect either a customer’s ability to purchase or transfer currency to meet its obligations to Westpac, or Westpac’s ability to realise its assets in a particular country. Such risks include, but are not limited to, exchange control events, nationalisation, war, disaster, economic meltdown or government failure.

 

210208

 

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to tNOTES TO THE FINANCIAL STATEMENTShe financial statements

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

The table below sets out the maximum exposure to credit risk (excluding any collateral received) and the credit risk concentrations to which the Group and the Parent Entity are exposed. The total will not reconcile to the Group or Parent Entity’s total assets on the balance sheet as cash, non-financial assets and other financial assets have been excluded from the table below. Investments in subsidiaries and amounts due from subsidiaries have also been excluded from the Parent Entity’s disclosure.

 

 

 

 

 

 

 

 

 

Consolidated 2011

 

 

 

 

 

 

 

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total (on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

147

 

6,974

 

33

 

17

 

7,171

 

861

Agriculture, forestry and fishing

 

1

 

-

 

-

 

108

 

7,682

 

45

 

-

 

7,836

 

1,718

Construction

 

4

 

-

 

-

 

376

 

5,708

 

75

 

-

 

6,163

 

3,446

Finance and insurance

 

23,735

 

2,182

 

574

 

1,397

 

14,528

 

39,812

 

6,001

 

88,229

 

16,666

Government, administration and defence

 

13,622

 

23

 

14,552

 

-

 

781

 

974

 

-

 

29,952

 

1,448

Manufacturing

 

136

 

17

 

56

 

204

 

11,135

 

475

 

133

 

12,156

 

7,825

Mining

 

24

 

45

 

-

 

32

 

1,456

 

152

 

571

 

2,280

 

2,464

Property, property services and business services

 

13

 

103

 

81

 

2,941

 

42,618

 

770

 

695

 

47,221

 

11,599

Services1

 

55

 

20

 

9

 

644

 

8,292

 

79

 

94

 

9,193

 

4,956

Trade2

 

160

 

-

 

-

 

496

 

15,598

 

378

 

108

 

16,740

 

6,647

Transport and storage

 

159

 

26

 

168

 

78

 

6,599

 

474

 

69

 

7,573

 

3,062

Utilities3

 

84

 

56

 

213

 

28

 

2,553

 

788

 

82

 

3,804

 

2,783

Retail lending

 

-

 

229

 

-

 

316,747

 

30

 

228

 

-

 

317,234

 

67,694

Other

 

-

 

-

 

-

 

11

 

1,319

 

80

 

-

 

1,410

 

1,385

Total Australia

 

37,993

 

2,701

 

15,653

 

323,209

 

125,273

 

44,363

 

7,770

 

556,962

 

132,554

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

274

 

147

 

1

 

1

 

423

 

66

Agriculture, forestry and fishing

 

1

 

-

 

-

 

501

 

4,450

 

86

 

2

 

5,040

 

576

Construction

 

-

 

-

 

-

 

753

 

294

 

4

 

1

 

1,052

 

570

Finance and insurance

 

1,918

 

-

 

206

 

462

 

1,010

 

3,665

 

110

 

7,371

 

1,396

Government, administration and defence

 

2,714

 

-

 

1,022

 

4

 

446

 

191

 

24

 

4,401

 

768

Manufacturing

 

11

 

-

 

-

 

396

 

1,292

 

139

 

3

 

1,841

 

1,086

Mining

 

-

 

-

 

-

 

20

 

211

 

3

 

-

 

234

 

274

Property, property services and business services

 

40

 

-

 

-

 

4,252

 

4,959

 

148

 

-

 

9,399

 

1,347

Services1

 

36

 

-

 

-

 

1,236

 

866

 

12

 

2

 

2,152

 

1,000

Trade2

 

-

 

-

 

-

 

1,019

 

1,832

 

30

 

-

 

2,881

 

1,152

Transport and storage

 

1

 

-

 

-

 

191

 

874

 

71

 

-

 

1,137

 

407

Utilities3

 

29

 

-

 

-

 

67

 

753

 

206

 

3

 

1,058

 

1,193

Retail lending

 

-

 

-

 

-

 

19,680

 

-

 

-

 

-

 

19,680

 

5,140

Other

 

-

 

-

 

-

 

-

 

120

 

152

 

-

 

272

 

9

Total New Zealand

 

4,750

 

-

 

1,228

 

28,855

 

17,254

 

4,708

 

146

 

56,941

 

14,984

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

 

Annual Report 2011

211



Note 27. Financial risk (continued)

 

 

 

 

 

 

 

 

Consolidated 2011

 

 

 

 

 

 

 

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total (on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

4

 

155

 

-

 

-

 

159

 

27

Agriculture, forestry and fishing

 

-

 

-

 

-

 

1

 

23

 

-

 

-

 

24

 

11

Construction

 

-

 

-

 

-

 

5

 

128

 

-

 

-

 

133

 

86

Finance and insurance

 

5,226

 

259

 

492

 

-

 

525

 

73

 

-

 

6,575

 

1,508

Government, administration and defence

 

2

 

-

 

695

 

-

 

14

 

-

 

-

 

711

 

48

Manufacturing

 

-

 

-

 

-

 

4

 

1,233

 

-

 

-

 

1,237

 

2,079

Mining

 

-

 

-

 

-

 

1

 

136

 

-

 

-

 

137

 

1,019

Property, property services and business services

 

-

 

-

 

-

 

69

 

379

 

-

 

-

 

448

 

180

Services1

 

-

 

-

 

-

 

4

 

43

 

-

 

-

 

47

 

10

Trade2

 

-

 

-

 

-

 

10

 

1,186

 

-

 

-

 

1,196

 

1,398

Transport and storage

 

-

 

-

 

-

 

4

 

859

 

1

 

-

 

864

 

114

Utilities3

 

-

 

-

 

7

 

-

 

190

 

-

 

-

 

197

 

55

Retail lending

 

-

 

-

 

-

 

969

 

65

 

-

 

-

 

1,034

 

167

Other

 

-

 

-

 

-

 

14

 

42

 

-

 

-

 

56

 

4

Total other overseas

 

5,228

 

259

 

1,194

 

1,085

 

4,978

 

74

 

-

 

12,818

 

6,706

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,551

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,739

 

 

Total gross credit risk

 

47,971

 

2,960

 

18,075

 

353,149

 

147,505

 

49,145

 

7,916

 

637,011

 

154,244

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

212

Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

 

 

 

 

 

 

Consolidated 2010

 

 

 

 

 

 

 

 

 

Consolidated 2012

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total (on
balance
sheet)

 

Credit
Commit-
ments

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

141

 

7,054

 

31

 

-

 

7,226

 

896

 

-

 

-

 

-

 

166

 

6,869

 

30

 

24

 

7,089

 

995

 

Agriculture, forestry and fishing

 

-

 

-

 

-

 

99

 

7,698

 

27

 

-

 

7,824

 

1,523

 

-

 

-

 

-

 

118

 

7,565

 

33

 

-

 

7,716

 

1,783

 

Construction

 

1

 

-

 

-

 

317

 

5,651

 

100

 

-

 

6,069

 

3,238

 

-

 

-

 

-

 

421

 

6,189

 

35

 

29

 

6,674

 

3,817

 

Finance and insurance

 

21,683

 

2,849

 

357

 

1,275

 

12,368

 

28,799

 

9,963

 

77,294

 

13,850

 

17,941

 

1,959

 

2,369

 

1,583

 

12,793

 

26,842

 

6,098

 

69,585

 

16,311

 

Government, administration and defence

 

9,537

 

28

 

10,248

 

-

 

806

 

266

 

-

 

20,885

 

1,251

 

18,403

 

21

 

18,340

 

1

 

1,284

 

228

 

-

 

38,277

 

1,304

 

Manufacturing

 

31

 

18

 

-

 

191

 

10,767

 

511

 

122

 

11,640

 

6,891

 

116

 

-

 

-

 

210

 

10,588

 

369

 

215

 

11,498

 

7,861

 

Mining

 

9

 

11

 

-

 

31

 

1,306

 

38

 

790

 

2,185

 

1,650

 

13

 

45

 

-

 

33

 

2,071

 

92

 

582

 

2,836

 

3,025

 

Property, property services and business services

 

56

 

54

 

89

 

2,600

 

45,798

 

566

 

871

 

50,034

 

12,111

 

28

 

17

 

1

 

3,156

 

43,572

 

791

 

724

 

48,289

 

13,279

 

Services1

 

80

 

-

 

4

 

525

 

8,883

 

41

 

134

 

9,667

 

3,739

 

66

 

23

 

11

 

714

 

8,834

 

201

 

133

 

9,982

 

5,373

 

Trade2

 

55

 

-

 

-

 

449

 

15,791

 

231

 

153

 

16,679

 

6,000

 

32

 

-

 

-

 

514

 

15,411

 

273

 

66

 

16,296

 

7,111

 

Transport and storage

 

133

 

26

 

316

 

62

 

7,289

 

279

 

75

 

8,180

 

2,499

 

114

 

39

 

316

 

89

 

7,652

 

827

 

40

 

9,077

 

3,059

 

Utilities3

 

71

 

26

 

177

 

20

 

2,401

 

593

 

76

 

3,364

 

2,601

 

107

 

128

 

170

 

35

 

2,681

 

1,187

 

140

 

4,448

 

2,850

 

Retail lending

 

-

 

318

 

-

 

301,150

 

-

 

148

 

-

 

301,616

 

70,482

 

-

 

120

 

-

 

328,068

 

41

 

47

 

-

 

328,276

 

66,833

 

Other

 

-

 

-

 

1

 

11

 

1,271

 

69

 

24

 

1,376

 

529

 

8

 

-

 

1

 

-

 

2,356

 

90

 

-

 

2,455

 

244

 

Total Australia

 

31,656

 

3,330

 

11,192

 

306,871

 

127,083

 

31,699

 

12,208

 

524,039

 

127,260

 

36,828

 

2,352

 

21,208

 

335,108

 

127,906

 

31,045

 

8,051

 

562,498

 

133,845

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

264

 

144

 

1

 

1

 

410

 

53

 

2

 

-

 

-

 

278

 

160

 

1

 

2

 

443

 

69

 

Agriculture, forestry and fishing

 

2

 

-

 

-

 

497

 

4,177

 

98

 

4

 

4,778

 

433

 

-

 

-

 

-

 

503

 

4,774

 

58

 

-

 

5,335

 

494

 

Construction

 

-

 

-

 

-

 

694

 

386

 

6

 

1

 

1,087

 

276

 

-

 

-

 

-

 

754

 

394

 

1

 

1

 

1,150

 

332

 

Finance and insurance

 

2,397

 

-

 

70

 

418

 

982

 

3,359

 

49

 

7,275

 

1,027

 

2,702

 

-

 

470

 

561

 

1,119

 

3,319

 

151

 

8,322

 

1,417

 

Government, administration and defence

 

1,764

 

-

 

-

 

3

 

458

 

78

 

41

 

2,344

 

499

 

440

 

-

 

1,715

 

5

 

520

 

162

 

27

 

2,869

 

722

 

Manufacturing

 

-

 

-

 

-

 

369

 

1,287

 

72

 

1

 

1,729

 

1,169

 

-

 

-

 

-

 

386

 

1,509

 

74

 

3

 

1,972

 

1,054

 

Mining

 

-

 

-

 

-

 

15

 

302

 

3

 

-

 

320

 

137

 

-

 

-

 

-

 

21

 

369

 

5

 

-

 

395

 

143

 

Property, property services and business services

 

-

 

-

 

-

 

4,098

 

4,644

 

222

 

-

 

8,964

 

1,285

 

60

 

-

 

-

 

4,372

 

4,876

 

171

 

3

 

9,482

 

1,622

 

Services1

 

17

 

-

 

-

 

1,277

 

702

 

35

 

2

 

2,033

 

602

 

-

 

-

 

-

 

1,222

 

879

 

25

 

-

 

2,126

 

855

 

Trade2

 

-

 

-

 

-

 

946

 

1,747

 

32

 

-

 

2,725

 

1,254

 

-

 

-

 

-

 

1,015

 

1,630

 

35

 

-

 

2,680

 

1,211

 

Transport and storage

 

1

 

-

 

-

 

166

 

841

 

45

 

-

 

1,053

 

440

 

-

 

-

 

-

 

202

 

836

 

58

 

-

 

1,096

 

478

 

Utilities3

 

102

 

-

 

-

 

68

 

685

 

157

 

2

 

1,014

 

1,187

 

8

 

-

 

-

 

69

 

982

 

288

 

2

 

1,349

 

1,270

 

Retail lending

 

-

 

-

 

-

 

18,484

 

-

 

-

 

1

 

18,485

 

2,216

 

-

 

-

 

-

 

20,737

 

41

 

-

 

-

 

20,778

 

5,393

 

Other

 

-

 

-

 

-

 

32

 

99

 

202

 

-

 

333

 

2,855

 

-

 

-

 

-

 

-

 

31

 

192

 

-

 

223

 

248

 

Total New Zealand

 

4,283

 

-

 

70

 

27,331

 

16,454

 

4,310

 

102

 

52,550

 

13,433

 

3,212

 

-

 

2,185

 

30,125

 

18,120

 

4,389

 

189

 

58,220

 

15,308

 

 

1             Services includes education, health and community services, cultural and recreational services and personal and other services.

2             Trade includes wholesale trade and retail trade.

3             Utilities includes electricity, gas and water and communication services.

 

 

Annual Report 2011

 

2012 WESTPAC GROUP ANNUAL REPORT

213209

 



 


 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

 

Consolidated 2010

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total (on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

3

 

159

 

-

 

-

 

162

 

66

Agriculture, forestry and fishing

 

-

 

-

 

-

 

-

 

25

 

-

 

-

 

25

 

15

Construction

 

-

 

-

 

-

 

8

 

92

 

-

 

-

 

100

 

230

Finance and insurance

 

4,072

 

134

 

456

 

1

 

485

 

76

 

-

 

5,224

 

3,426

Government, administration and defence

 

-

 

-

 

406

 

-

 

13

 

-

 

-

 

419

 

227

Manufacturing

 

-

 

-

 

-

 

2

 

485

 

15

 

-

 

502

 

5,110

Mining

 

-

 

-

 

-

 

1

 

45

 

-

 

-

 

46

 

598

Property, property services and business services

 

-

 

-

 

-

 

51

 

363

 

-

 

-

 

414

 

304

Services1

 

-

 

-

 

-

 

4

 

43

 

-

 

-

 

47

 

38

Trade2

 

-

 

-

 

-

 

9

 

587

 

-

 

-

 

596

 

1,705

Transport and storage

 

-

 

-

 

-

 

3

 

790

 

2

 

-

 

795

 

186

Utilities3

 

-

 

-

 

-

 

-

 

351

 

-

 

-

 

351

 

381

Retail lending

 

-

 

-

 

-

 

947

 

143

 

-

 

-

 

1,090

 

279

Other

 

-

 

-

 

-

 

7

 

10

 

-

 

-

 

17

 

-

Total other overseas

 

4,072

 

134

 

862

 

1,036

 

3,591

 

93

 

-

 

9,788

 

12,565

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,588

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,322

 

 

Total gross credit risk

 

40,011

 

3,464

 

12,124

 

335,238

 

147,128

 

36,102

 

12,310

 

600,287

 

153,258

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

214

Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

 

Parent Entity 2011

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total
(on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

145

 

6,613

 

33

 

-

 

6,791

 

843

Agriculture, forestry and fishing

 

1

 

-

 

-

 

107

 

7,278

 

45

 

-

 

7,431

 

1,713

Construction

 

4

 

-

 

-

 

373

 

5,423

 

75

 

-

 

5,875

 

3,439

Finance and insurance

 

23,637

 

1,523

 

549

 

1,379

 

14,264

 

39,569

 

-

 

80,921

 

16,652

Government, administration and defence

 

13,622

 

-

 

14,551

 

-

 

753

 

974

 

-

 

29,900

 

1,448

Manufacturing

 

136

 

17

 

-

 

202

 

10,798

 

475

 

-

 

11,628

 

7,815

Mining

 

24

 

-

 

-

 

32

 

1,416

 

152

 

-

 

1,624

 

2,464

Property, property services and business services

 

13

 

85

 

58

 

2,913

 

40,730

 

770

 

-

 

44,569

 

11,464

Services1

 

55

 

20

 

9

 

637

 

8,086

 

79

 

-

 

8,886

 

4,906

Trade2

 

159

 

-

 

-

 

492

 

14,741

 

378

 

-

 

15,770

 

6,585

Transport and storage

 

135

 

26

 

13

 

77

 

6,367

 

474

 

-

 

7,092

 

3,062

Utilities3

 

84

 

55

 

100

 

28

 

2,535

 

788

 

-

 

3,590

 

2,783

Retail Lending

 

-

 

229

 

-

 

313,923

 

30

 

228

 

-

 

314,410

 

67,687

Other

 

-

 

-

 

-

 

3

 

1,258

 

80

 

-

 

1,341

 

1,317

Total Australia

 

37,870

 

1,955

 

15,280

 

320,311

 

120,292

 

44,120

 

-

 

539,828

 

132,178

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

-

 

2

 

1

 

-

 

3

 

3

Agriculture, forestry and fishing

 

1

 

-

 

-

 

-

 

354

 

86

 

-

 

441

 

150

Construction

 

-

 

-

 

-

 

-

 

74

 

4

 

-

 

78

 

314

Finance and insurance

 

173

 

-

 

-

 

-

 

734

 

3,645

 

-

 

4,552

 

1,195

Government, administration and defence

 

1,901

 

-

 

-

 

-

 

48

 

191

 

-

 

2,140

 

462

Manufacturing

 

11

 

-

 

-

 

-

 

584

 

139

 

-

 

734

 

778

Mining

 

-

 

-

 

-

 

-

 

177

 

3

 

-

 

180

 

262

Property, property services and business services

 

40

 

-

 

-

 

-

 

1,062

 

148

 

-

 

1,250

 

229

Services1

 

36

 

-

 

-

 

-

 

287

 

12

 

-

 

335

 

506

Trade2

 

-

 

-

 

-

 

-

 

913

 

30

 

-

 

943

 

591

Transport and storage

 

1

 

-

 

-

 

-

 

457

 

71

 

-

 

529

 

294

Utilities3

 

29

 

-

 

-

 

-

 

654

 

206

 

-

 

889

 

1,125

Retail lending

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

7

Other

 

-

 

-

 

-

 

-

 

52

 

152

 

-

 

204

 

-

Total New Zealand

 

2,192

 

-

 

-

 

-

 

5,398

 

4,688

 

-

 

12,278

 

5,916

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

Annual Report 2011

215



Note 27. Financial risk (continued)

 

 

Parent Entity 2011

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total
(on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

4

 

132

 

-

 

-

 

136

 

27

Agriculture, forestry and fishing

 

-

 

-

 

-

 

1

 

13

 

-

 

-

 

14

 

1

Construction

 

-

 

-

 

-

 

2

 

110

 

-

 

-

 

112

 

83

Finance and insurance

 

5,226

 

138

 

143

 

-

 

488

 

71

 

-

 

6,066

 

1,506

Government, administration and defence

 

2

 

-

 

3

 

-

 

13

 

-

 

-

 

18

 

47

Manufacturing

 

-

 

-

 

-

 

3

 

1,169

 

-

 

-

 

1,172

 

1,920

Mining

 

-

 

-

 

-

 

-

 

104

 

-

 

-

 

104

 

968

Property, property services and business services

 

-

 

-

 

-

 

21

 

217

 

-

 

-

 

238

 

158

Services1

 

-

 

-

 

-

 

1

 

24

 

-

 

-

 

25

 

9

Trade2

 

-

 

-

 

-

 

4

 

1,067

 

-

 

-

 

1,071

 

1,358

Transport and storage

 

-

 

-

 

-

 

2

 

768

 

-

 

-

 

770

 

103

Utilities3

 

-

 

-

 

-

 

-

 

155

 

-

 

-

 

155

 

35

Retail lending

 

-

 

-

 

-

 

440

 

33

 

-

 

-

 

473

 

37

Other

 

-

 

-

 

-

 

11

 

39

 

-

 

-

 

50

 

-

Total other overseas

 

5,228

 

138

 

146

 

489

 

4,332

 

71

 

-

 

10,404

 

6,252

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,237

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,649

 

 

Total gross credit risk

 

45,290

 

2,093

 

15,426

 

320,800

 

130,022

 

48,879

 

-

 

569,396

 

144,346

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

216

Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

Parent Entity 2010

 

Consolidated 2012

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total
(on
balance
sheet)

 

Credit
Commit-
ments

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

141

 

6,941

 

31

 

-

 

7,113

 

896

Agriculture, forestry and fishing

 

-

 

-

 

-

 

99

 

7,519

 

27

 

-

 

7,645

 

1,523

Construction

 

1

 

-

 

-

 

317

 

4,869

 

100

 

-

 

5,287

 

3,238

Finance and insurance

 

21,510

 

897

 

328

 

1,275

 

12,644

 

28,627

 

-

 

65,281

 

13,850

Government, administration and defence

 

9,537

 

-

 

10,247

 

-

 

750

 

266

 

-

 

20,800

 

1,251

Manufacturing

 

31

 

18

 

-

 

191

 

10,341

 

511

 

-

 

11,092

 

6,891

Mining

 

9

 

-

 

-

 

31

 

1,158

 

37

 

-

 

1,235

 

1,650

Property, property services and business services

 

34

 

51

 

56

 

2,598

 

44,803

 

566

 

-

 

48,108

 

12,111

Services1

 

80

 

-

 

4

 

524

 

7,906

 

41

 

-

 

8,555

 

3,739

Trade2

 

55

 

-

 

-

 

448

 

15,026

 

231

 

-

 

15,760

 

6,000

Transport and storage

 

110

 

26

 

12

 

62

 

6,789

 

279

 

-

 

7,278

 

2,499

Utilities3

 

71

 

10

 

177

 

20

 

2,302

 

593

 

-

 

3,173

 

2,601

Retail Lending

 

-

 

318

 

-

 

298,531

 

-

 

148

 

-

 

298,997

 

70,482

Other

 

-

 

-

 

1

 

11

 

1,257

 

69

 

-

 

1,338

 

529

Total Australia

 

31,438

 

1,320

 

10,825

 

304,248

 

122,305

 

31,526

 

-

 

501,662

 

127,260

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

-

 

2

 

1

 

-

 

3

 

19

 

-

 

-

 

-

 

4

 

152

 

-

 

-

 

156

 

23

 

Agriculture, forestry and fishing

 

2

 

-

 

-

 

-

 

333

 

98

 

-

 

433

 

156

 

-

 

-

 

-

 

-

 

68

 

-

 

-

 

68

 

88

 

Construction

 

-

 

-

 

-

 

-

 

47

 

6

 

-

 

53

 

100

 

-

 

-

 

-

 

7

 

65

 

-

 

-

 

72

 

83

 

Finance and insurance

 

1,480

 

-

 

-

 

-

 

736

 

3,345

 

-

 

5,561

 

370

 

4,460

 

288

 

389

 

1

 

725

 

54

 

-

 

5,917

 

1,211

 

Government, administration and defence

 

713

 

-

 

-

 

-

 

60

 

78

 

-

 

851

 

180

 

103

 

-

 

685

 

-

 

8

 

-

 

-

 

796

 

42

 

Manufacturing

 

-

 

-

 

-

 

-

 

590

 

72

 

-

 

662

 

422

 

-

 

-

 

-

 

2

 

1,785

 

-

 

-

 

1,787

 

2,346

 

Mining

 

-

 

-

 

-

 

-

 

259

 

3

 

-

 

262

 

50

 

-

 

-

 

-

 

1

 

249

 

-

 

-

 

250

 

909

 

Property, property services and business services

 

-

 

-

 

-

 

-

 

965

 

222

 

-

 

1,187

 

463

 

-

 

-

 

-

 

55

 

317

 

-

 

-

 

372

 

173

 

Services1

 

17

 

-

 

-

 

-

 

216

 

35

 

-

 

268

 

217

 

-

 

24

 

-

 

4

 

69

 

-

 

-

 

97

 

20

 

Trade2

 

-

 

-

 

-

 

-

 

903

 

32

 

-

 

935

 

452

 

-

 

-

 

-

 

9

 

1,757

 

-

 

-

 

1,766

 

1,522

 

Transport and storage

 

1

 

-

 

-

 

-

 

418

 

45

 

-

 

464

 

159

 

-

 

-

 

-

 

3

 

548

 

1

 

-

 

552

 

90

 

Utilities3

 

102

 

-

 

-

 

-

 

584

 

157

 

-

 

843

 

428

 

-

 

-

 

5

 

-

 

161

 

-

 

-

 

166

 

97

 

Retail lending

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

799

 

-

 

-

 

-

 

933

 

55

 

-

 

-

 

988

 

121

 

Other

 

-

 

-

 

-

 

-

 

59

 

202

 

-

 

261

 

1,030

 

-

 

-

 

-

 

11

 

31

 

-

 

-

 

42

 

-

 

Total New Zealand

 

2,315

 

-

 

-

 

-

 

5,172

 

4,296

 

-

 

11,783

 

4,845

Total other overseas

 

4,563

 

312

 

1,079

 

1,030

 

5,990

 

55

 

-

 

13,029

 

6,725

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,228

 

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,893

 

 

 

Total gross credit risk

 

44,603

 

2,664

 

24,472

 

366,263

 

152,016

 

35,489

 

8,240

 

645,868

 

155,878

 

 

1             Services includes education, health and community services, cultural and recreational services and personal and other services.

2             Trade includes wholesale trade and retail trade.

3             Utilities includes electricity, gas and water and communication services.

 

 

Annual Report 2011

 

217210

 

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

 

Parent Entity 2010

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
housing
and
personal

 

Loans -
business

 

Derivatives

 

Life
Insurance
Assets

 

Total
(on
balance
sheet)

 

Credit
Commit-
ments

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

3

 

140

 

-

 

-

 

143

 

65

Agriculture, forestry and fishing

 

-

 

-

 

-

 

-

 

17

 

-

 

-

 

17

 

14

Construction

 

-

 

-

 

-

 

5

 

72

 

-

 

-

 

77

 

225

Finance and insurance

 

4,068

 

4

 

79

 

-

 

461

 

74

 

-

 

4,686

 

3,355

Government, administration and defence

 

-

 

-

 

28

 

-

 

11

 

-

 

-

 

39

 

222

Manufacturing

 

-

 

-

 

-

 

2

 

414

 

12

 

-

 

428

 

5,007

Mining

 

-

 

-

 

-

 

-

 

34

 

-

 

-

 

34

 

585

Property, property services and business services

 

-

 

-

 

-

 

18

 

196

 

-

 

-

 

214

 

298

Services1

 

-

 

-

 

-

 

1

 

32

 

-

 

-

 

33

 

37

Trade2

 

-

 

-

 

-

 

5

 

471

 

-

 

-

 

476

 

1,669

Transport and storage

 

-

 

-

 

-

 

2

 

642

 

-

 

-

 

644

 

182

Utilities3

 

-

 

-

 

-

 

-

 

316

 

-

 

-

 

316

 

373

Retail lending

 

-

 

-

 

-

 

479

 

123

 

-

 

-

 

602

 

273

Other

 

-

 

-

 

-

 

5

 

5

 

-

 

-

 

10

 

-

Total other overseas

 

4,068

 

4

 

107

 

520

 

2,934

 

86

 

-

 

7,719

 

12,305

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,047

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,288

 

 

Total gross credit risk

 

37,821

 

1,324

 

10,932

 

304,768

 

130,411

 

35,908

 

-

 

532,499

 

144,410

 

 

Consolidated 2011

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

147

 

6,974

 

33

 

17

 

7,171

 

861

 

Agriculture, forestry and fishing

 

1

 

-

 

-

 

108

 

7,682

 

45

 

-

 

7,836

 

1,718

 

Construction

 

4

 

-

 

-

 

376

 

5,708

 

75

 

-

 

6,163

 

3,446

 

Finance and insurance

 

23,735

 

2,182

 

574

 

1,397

 

14,528

 

39,812

 

6,001

 

88,229

 

16,666

 

Government, administration and defence

 

13,622

 

23

 

14,552

 

-

 

781

 

974

 

-

 

29,952

 

1,448

 

Manufacturing

 

136

 

17

 

56

 

204

 

11,135

 

475

 

133

 

12,156

 

7,825

 

Mining

 

24

 

45

 

-

 

32

 

1,456

 

152

 

571

 

2,280

 

2,464

 

Property, property services and business services

 

13

 

103

 

81

 

2,941

 

42,618

 

770

 

695

 

47,221

 

11,599

 

Services1

 

55

 

20

 

9

 

644

 

8,292

 

79

 

94

 

9,193

 

4,956

 

Trade2

 

160

 

-

 

-

 

496

 

15,598

 

378

 

108

 

16,740

 

6,647

 

Transport and storage

 

159

 

26

 

168

 

78

 

6,599

 

474

 

69

 

7,573

 

3,062

 

Utilities3

 

84

 

56

 

213

 

28

 

2,553

 

788

 

82

 

3,804

 

2,783

 

Retail lending

 

-

 

229

 

-

 

316,747

 

30

 

228

 

-

 

317,234

 

67,694

 

Other

 

-

 

-

 

-

 

11

 

1,319

 

80

 

-

 

1,410

 

1,385

 

Total Australia

 

37,993

 

2,701

 

15,653

 

323,209

 

125,273

 

44,363

 

7,770

 

556,962

 

132,554

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

274

 

147

 

1

 

1

 

423

 

66

 

Agriculture, forestry and fishing

 

1

 

-

 

-

 

501

 

4,450

 

86

 

2

 

5,040

 

576

 

Construction

 

-

 

-

 

-

 

753

 

294

 

4

 

1

 

1,052

 

570

 

Finance and insurance

 

1,918

 

-

 

206

 

462

 

1,010

 

3,665

 

110

 

7,371

 

1,396

 

Government, administration and defence

 

2,714

 

-

 

1,022

 

4

 

446

 

191

 

24

 

4,401

 

768

 

Manufacturing

 

11

 

-

 

-

 

396

 

1,292

 

139

 

3

 

1,841

 

1,086

 

Mining

 

-

 

-

 

-

 

20

 

211

 

3

 

-

 

234

 

274

 

Property, property services and business services

 

40

 

-

 

-

 

4,252

 

4,959

 

148

 

-

 

9,399

 

1,347

 

Services1

 

36

 

-

 

-

 

1,236

 

866

 

12

 

2

 

2,152

 

1,000

 

Trade2

 

-

 

-

 

-

 

1,019

 

1,832

 

30

 

-

 

2,881

 

1,152

 

Transport and storage

 

1

 

-

 

-

 

191

 

874

 

71

 

-

 

1,137

 

407

 

Utilities3

 

29

 

-

 

-

 

67

 

753

 

206

 

3

 

1,058

 

1,193

 

Retail lending

 

-

 

-

 

-

 

19,680

 

-

 

-

 

-

 

19,680

 

5,140

 

Other

 

-

 

-

 

-

 

-

 

120

 

152

 

-

 

272

 

9

 

Total New Zealand

 

4,750

 

-

 

1,228

 

28,855

 

17,254

 

4,708

 

146

 

56,941

 

14,984

 

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

2012 WESTPAC GROUP ANNUAL REPORT

211



NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Consolidated 2011

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

4

 

155

 

-

 

-

 

159

 

27

 

Agriculture, forestry and fishing

 

-

 

-

 

-

 

1

 

23

 

-

 

-

 

24

 

11

 

Construction

 

-

 

-

 

-

 

5

 

128

 

-

 

-

 

133

 

86

 

Finance and insurance

 

5,226

 

259

 

492

 

-

 

525

 

73

 

-

 

6,575

 

1,508

 

Government, administration and defence

 

2

 

-

 

695

 

-

 

14

 

-

 

-

 

711

 

48

 

Manufacturing

 

-

 

-

 

-

 

4

 

1,233

 

-

 

-

 

1,237

 

2,079

 

Mining

 

-

 

-

 

-

 

1

 

136

 

-

 

-

 

137

 

1,019

 

Property, property services and business services

 

-

 

-

 

-

 

69

 

379

 

-

 

-

 

448

 

180

 

Services1

 

-

 

-

 

-

 

4

 

43

 

-

 

-

 

47

 

10

 

Trade2

 

-

 

-

 

-

 

10

 

1,186

 

-

 

-

 

1,196

 

1,398

 

Transport and storage

 

-

 

-

 

-

 

4

 

859

 

1

 

-

 

864

 

114

 

Utilities3

 

-

 

-

 

7

 

-

 

190

 

-

 

-

 

197

 

55

 

Retail lending

 

-

 

-

 

-

 

969

 

65

 

-

 

-

 

1,034

 

167

 

Other

 

-

 

-

 

-

 

14

 

42

 

-

 

-

 

56

 

4

 

Total other overseas

 

5,228

 

259

 

1,194

 

1,085

 

4,978

 

74

 

-

 

12,818

 

6,706

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,551

 

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,739

 

 

 

Total gross credit risk

 

47,971

 

2,960

 

18,075

 

353,149

 

147,505

 

49,145

 

7,916

 

637,011

 

154,244

 

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

212

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Parent Entity 2012

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

166

 

6,761

 

30

 

-

 

6,957

 

995

 

Agriculture, forestry and fishing

 

-

 

-

 

-

 

118

 

7,337

 

33

 

-

 

7,488

 

1,783

 

Construction

 

-

 

-

 

-

 

421

 

5,440

 

35

 

-

 

5,896

 

3,817

 

Finance and insurance

 

17,941

 

1,396

 

2,336

 

1,583

 

12,625

 

26,553

 

-

 

62,434

 

16,311

 

Government, administration and defence

 

18,402

 

-

 

18,341

 

1

 

1,185

 

228

 

-

 

38,157

 

1,304

 

Manufacturing

 

116

 

-

 

-

 

210

 

10,257

 

369

 

-

 

10,952

 

7,861

 

Mining

 

13

 

-

 

-

 

33

 

1,932

 

92

 

-

 

2,070

 

3,025

 

Property, property services and business services

 

28

 

5

 

-

 

3,156

 

42,533

 

791

 

-

 

46,513

 

13,278

 

Services1

 

66

 

23

 

11

 

714

 

7,981

 

201

 

-

 

8,996

 

5,371

 

Trade2

 

32

 

-

 

-

 

514

 

14,838

 

273

 

-

 

15,657

 

7,081

 

Transport and storage

 

114

 

16

 

67

 

89

 

7,156

 

827

 

-

 

8,269

 

3,058

 

Utilities3

 

107

 

126

 

154

 

35

 

2,647

 

1,187

 

-

 

4,256

 

2,850

 

Retail Lending

 

-

 

120

 

-

 

324,588

 

41

 

47

 

-

 

324,796

 

66,833

 

Other

 

8

 

-

 

1

 

-

 

2,336

 

90

 

-

 

2,435

 

244

 

Total Australia

 

36,827

 

1,686

 

20,910

 

331,628

 

123,069

 

30,756

 

-

 

544,876

 

133,811

 

New Zealand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

2

 

-

 

-

 

-

 

-

 

1

 

-

 

3

 

-

 

Agriculture, forestry and fishing

 

-

 

-

 

-

 

-

 

-

 

58

 

-

 

58

 

35

 

Construction

 

-

 

-

 

-

 

-

 

-

 

1

 

-

 

1

 

40

 

Finance and insurance

 

1,263

 

-

 

-

 

-

 

3

 

3,312

 

-

 

4,578

 

65

 

Government, administration and defence

 

252

 

-

 

-

 

-

 

1

 

162

 

-

 

415

 

85

 

Manufacturing

 

-

 

-

 

-

 

-

 

30

 

74

 

-

 

104

 

135

 

Mining

 

-

 

-

 

-

 

-

 

1

 

5

 

-

 

6

 

-

 

Property, property services and business services

 

60

 

-

 

-

 

-

 

76

 

171

 

-

 

307

 

26

 

Services1

 

-

 

-

 

-

 

-

 

-

 

25

 

-

 

25

 

20

 

Trade2

 

-

 

-

 

-

 

-

 

6

 

35

 

-

 

41

 

201

 

Transport and storage

 

-

 

-

 

-

 

-

 

18

 

58

 

-

 

76

 

112

 

Utilities3

 

8

 

-

 

-

 

-

 

162

 

288

 

-

 

458

 

244

 

Retail lending

 

-

 

-

 

-

 

-

 

2

 

-

 

-

 

2

 

1

 

Other

 

-

 

-

 

-

 

-

 

9

 

192

 

-

 

201

 

1

 

Total New Zealand

 

1,585

 

-

 

-

 

-

 

308

 

4,382

 

-

 

6,275

 

965

 

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

2012 WESTPAC GROUP ANNUAL REPORT

213



NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Parent Entity 2012

 

 

 

Trading
Securities

 

Other
Financial
Assets
Designated
at Fair Value

 

Available-
For-Sale
Securities

 

Loans -
Housing
and
Personal

 

Loans -
Business

 

Derivatives

 

Life
Insurance
Assets

 

Total (On
Balance
Sheet)

 

Credit
Commit-
ments

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other overseas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

 

-

 

-

 

-

 

4

 

127

 

-

 

-

 

131

 

22

 

Agriculture, forestry and fishing

 

-

 

-

 

-

 

-

 

62

 

-

 

-

 

62

 

61

 

Construction

 

-

 

-

 

-

 

4

 

46

 

-

 

-

 

50

 

75

 

Finance and insurance

 

4,460

 

217

 

129

 

-

 

651

 

46

 

-

 

5,503

 

1,208

 

Government, administration and defence

 

103

 

-

 

-

 

-

 

7

 

-

 

-

 

110

 

42

 

Manufacturing

 

-

 

-

 

-

 

2

 

1,661

 

-

 

-

 

1,663

 

2,195

 

Mining

 

-

 

-

 

-

 

-

 

226

 

-

 

-

 

226

 

864

 

Property, property services and business services

 

-

 

-

 

-

 

16

 

169

 

-

 

-

 

185

 

163

 

Services1

 

-

 

-

 

-

 

1

 

53

 

-

 

-

 

54

 

19

 

Trade2

 

-

 

-

 

-

 

4

 

1,628

 

-

 

-

 

1,632

 

1,459

 

Transport and storage

 

-

 

-

 

-

 

2

 

410

 

-

 

-

 

412

 

68

 

Utilities3

 

-

 

-

 

-

 

-

 

134

 

-

 

-

 

134

 

96

 

Retail lending

 

-

 

-

 

-

 

397

 

33

 

-

 

-

 

430

 

34

 

Other

 

-

 

-

 

-

 

7

 

28

 

-

 

-

 

35

 

-

 

Total other overseas

 

4,563

 

217

 

129

 

437

 

5,235

 

46

 

-

 

10,627

 

6,306

 

Other risk concentrations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,328

 

 

 

Regulatory deposits

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,773

 

 

 

Total gross credit risk

 

42,975

 

1,903

 

21,039

 

332,065

 

128,612

 

35,184

 

-

 

570,879

 

141,082

 

1Services includes education, health and community services, cultural and recreational services and personal and other services.

2Trade includes wholesale trade and retail trade.

3Utilities includes electricity, gas and water and communication services.

214

2012 WESTPAC GROUP ANNUAL REPORT



 

218NOTES TO THE FINANCIAL STATEMENTS

 

NOTE 27. FINANCIAL RISK (CONTINUED)

 

Parent Entity 2011

 

Trading
Securities

Other
Financial
Assets
Designated
at Fair Value

Available-
For-Sale
Securities

Loans -
Housing
and
Personal

Loans -
Business

Derivatives

Life
Insurance
Assets

Total (On
Balance
Sheet)

Credit
Commitments

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Australia

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

-

-

-

145

6,613

33

-

6,791

843

Agriculture, forestry and fishing

1

-

-

107

7,278

45

-

7,431

1,713

Construction

4

-

-

373

5,423

75

-

5,875

3,439

Finance and insurance

23,637

1,523

549

1,379

14,264

39,569

-

80,921

16,652

Government, administration and defence

13,622

-

14,551

-

753

974

-

29,900

1,448

Manufacturing

136

17

-

202

10,798

475

-

11,628

7,815

Mining

24

-

-

32

1,416

152

-

1,624

2,464

Property, property services and business services

13

85

58

2,913

40,730

770

-

44,569

11,464

Services1

55

20

9

637

8,086

79

-

8,886

4,906

Trade2

159

-

-

492

14,741

378

-

15,770

6,585

Transport and storage

135

26

13

77

6,367

474

-

7,092

3,062

Utilities3

84

55

100

28

2,535

788

-

3,590

2,783

Retail Lending

-

229

-

313,923

30

228

-

314,410

67,687

Other

-

-

-

3

1,258

80

-

1,341

1,317

Total Australia

37,870

1,955

15,280

320,311

120,292

44,120

-

539,828

132,178

New Zealand

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

-

-

-

-

2

1

-

3

3

Agriculture, forestry and fishing

1

-

-

-

354

86

-

441

150

Construction

-

-

-

-

74

4

-

78

314

Finance and insurance

173

-

-

-

734

3,645

-

4,552

1,195

Government, administration and defence

1,901

-

-

-

48

191

-

2,140

462

Manufacturing

11

-

-

-

584

139

-

734

778

Mining

-

-

-

-

177

3

-

180

262

Property, property services and business services

40

-

-

-

1,062

148

-

1,250

229

Services1

36

-

-

-

287

12

-

335

506

Trade2

-

-

-

-

913

30

-

943

591

Transport and storage

1

-

-

-

457

71

-

529

294

Utilities3

29

-

-

-

654

206

-

889

1,125

Retail lending

-

-

-

-

-

-

-

-

7

Other

-

-

-

-

52

152

-

204

-

Total New Zealand

2,192

-

-

-

5,398

4,688

-

12,278

5,916

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

215

 



 

Notes to the financial statements

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

Parent Entity 2011

 

Trading
Securities

Other
Financial
Assets
Designated
at Fair Value

Available-
For-Sale
Securities

Loans -
Housing
and
Personal

Loans -
Business

Derivatives

Life
Insurance
Assets

Total (On
Balance
Sheet)

Credit
Commitments

 

$m

$m

$m

$m

$m

$m

$m

$m

$m

Other overseas

 

 

 

 

 

 

 

 

 

Accommodation, cafes and restaurants

-

-

-

4

132

-

-

136

27

Agriculture, forestry and fishing

-

-

-

1

13

-

-

14

1

Construction

-

-

-

2

110

-

-

112

83

Finance and insurance

5,226

138

143

-

488

71

-

6,066

1,506

Government, administration and defence

2

-

3

-

13

-

-

18

47

Manufacturing

-

-

-

3

1,169

-

-

1,172

1,920

Mining

-

-

-

-

104

-

-

104

968

Property, property services and business services

-

-

-

21

217

-

-

238

158

Services1

-

-

-

1

24

-

-

25

9

Trade2

-

-

-

4

1,067

-

-

1,071

1,358

Transport and storage

-

-

-

2

768

-

-

770

103

Utilities3

-

-

-

-

155

-

-

155

35

Retail lending

-

-

-

440

33

-

-

473

37

Other

-

-

-

11

39

-

-

50

-

Total other overseas

5,228

138

146

489

4,332

71

-

10,404

6,252

Other risk concentrations

 

 

 

 

 

 

 

 

 

Amounts due from financial institutions

 

 

 

 

 

 

 

5,237

 

Regulatory deposits

 

 

 

 

 

 

 

1,649

 

Total gross credit risk

45,290

2,093

15,426

320,800

130,022

48,879

-

569,396

144,346

1      Services includes education, health and community services, cultural and recreational services and personal and other services.

2      Trade includes wholesale trade and retail trade.

3      Utilities includes electricity, gas and water and communication services.

216

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

27.2.6 Credit quality of financial assets

The tables below segregate the financial assets of the Group and Parent Entity between financial assets that are neither past due nor impaired, past due but not impaired and impaired. Non-financial assets of the Group and Parent Entity are excluded from the tables below and therefore the total will not reconcile to total assets on the balance sheets.

 

An asset is considered to be past due when any payment under the contractual terms has been missed. The amount included as past due is the entire contractual balance, rather than the overdue portion. The breakdown in the tables below does not always align with the underlying basis by which credit risk is managed within Westpac. Westpac considers Loans – business to be delinquent after considering all relevant circumstances surrounding the customer. Loans – housing and personal that are more than five days past due are considered to be delinquent.

 

Financial assets of the Group at 30 September 2011 and 2010 can be disaggregated as follows:

 

 

Consolidated 2011         

 

Consolidated 2012

 

Neither Past

 

Past Due

 

 

 

 

 

 

 

 

Total

 

Neither Past

Past Due

 

 

 

 

Total

 

Due Nor

 

But Not

 

 

 

 

 

Impairment

 

 

Carrying

 

Due Nor

But Not

 

 

Impairment

 

Carrying

 

Impaired

 

Impaired

 

Impaired

 

Total

 

Provision

 

 

Value

 

Impaired

Impaired

Impaired

Total

Provision

 

Value

 

 $m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

$m

$m

$m

$m

 

$m

Cash and balances with central banks

 

16,258

 

-

 

-

 

16,258

 

-

 

 

16,258

 

12,523

-

-

12,523

-

 

12,523

Receivables due from other financial institutions

 

8,551

 

-

 

-

 

8,551

 

-

 

 

8,551

 

10,228

-

-

10,228

-

 

10,228

Derivative financial instruments

 

49,145

 

-

 

-

 

49,145

 

-

 

 

49,145

 

35,489

-

-

35,489

-

 

35,489

Trading securities

 

47,971

 

-

 

-

 

47,971

 

-

 

 

47,971

 

44,603

-

-

44,603

-

 

44,603

Other financial assets designated at fair value

 

2,960

 

-

 

-

 

2,960

 

-

 

 

2,960

 

2,664

-

-

2,664

-

 

2,664

Available-for-sale securities

 

18,042

 

-

 

33

 

18,075

 

-

 

 

18,075

 

24,471

-

1

24,472

-

 

24,472

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

338,490

 

14,042

 

617

 

353,149

 

(1,180

)

 

351,969

 

353,094

12,538

631

366,263

(1,042

)

365,221

Loans – business

 

139,636

 

3,870

 

3,999

 

147,505

 

(2,865

)

 

144,640

 

144,266

3,995

3,755

152,016

(2,792

)

149,224

Life insurance assets

 

7,909

 

7

 

-

 

7,916

 

-

 

 

7,916

 

8,237

3

-

8,240

-

 

8,240

Regulatory deposits with central banks overseas

 

1,739

 

-

 

-

 

1,739

 

-

 

 

1,739

 

1,893

-

-

1,893

-

 

1,893

Other financial assets

 

4,130

 

51

 

13

 

4,194

 

(12

)

 

4,182

 

4,273

41

11

4,325

-

 

4,325

Total

 

634,831

 

17,970

 

4,662

 

657,463

 

(4,057

)

 

653,406

 

641,741

16,577

4,398

662,716

(3,834

)

658,882

 

 

 

Consolidated 2010           

 

Consolidated 2011

 

Neither Past

 

Past Due

 

 

 

 

 

 

 

 

Total

 

Neither Past

Past Due

 

 

 

 

Total

 

Due Nor

 

But Not

 

 

 

 

 

Impairment

 

 

Carrying

 

Due Nor

But Not

 

 

Impairment

 

Carrying

 

Impaired

 

Impaired

 

Impaired

 

Total

 

Provision

 

 

Value

 

Impaired

Impaired

Impaired

Total

Provision

 

Value

 

 $m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

$m

$m

$m

$m

 

$m

Cash and balances with central banks

 

4,464

 

-

 

-

 

4,464

 

-

 

 

4,464

 

16,258

-

-

16,258

-

 

16,258

Receivables due from other financial institutions

 

12,588

 

-

 

-

 

12,588

 

-

 

 

12,588

 

8,551

-

-

8,551

-

 

8,551

Derivative financial instruments

 

36,099

 

-

 

3

 

36,102

 

-

 

 

36,102

 

49,145

-

-

49,145

-

 

49,145

Trading securities

 

40,011

 

-

 

-

 

40,011

 

-

 

 

40,011

 

47,971

-

-

47,971

-

 

47,971

Other financial assets designated at fair value

 

3,464

 

-

 

-

 

3,464

 

-

 

 

3,464

 

2,960

-

-

2,960

-

 

2,960

Available-for-sale securities

 

12,065

 

-

 

59

 

12,124

 

-

 

 

12,124

 

18,042

-

33

18,075

-

 

18,075

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

320,888

 

13,547

 

803

 

335,238

 

(1,267

)

 

333,971

 

338,490

14,042

617

353,149

(1,180

)

351,969

Loans – business

 

139,519

 

3,827

 

3,782

 

147,128

 

(3,444

)

 

143,684

 

139,636

3,870

3,999

147,505

(2,865

)

144,640

Life insurance assets

 

12,305

 

5

 

-

 

12,310

 

-

 

 

12,310

 

7,909

7

-

7,916

-

 

7,916

Regulatory deposits with central banks overseas

 

1,322

 

-

 

-

 

1,322

 

-

 

 

1,322

 

1,739

-

-

1,739

-

 

1,739

Other financial assets

 

2,627

 

44

 

12

 

2,683

 

(12

)

 

2,671

 

4,130

51

13

4,194

(12

)

4,182

Total

 

585,352

 

17,423

 

4,659

 

607,434

 

(4,723

)

 

602,711

 

634,831

17,970

4,662

657,463

(4,057

)

653,406

 

 

Annual Report 2011

 

 

2012 WESTPAC GROUP ANNUAL REPORT

219217



 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

Financial assets of the Parent Entity at 30 September 2011 and 2010 can be disaggregated as follows:

 

 

Parent Entity 2011         

 

Parent Entity 2012

 

Neither Past

 

Past Due

 

 

 

 

 

 

 

 

Total

 

Neither Past

Past Due

 

 

 

 

Total

 

Due Nor

 

But Not

 

 

 

 

 

Impairment

 

 

Carrying

 

Due Nor

But Not

 

 

Impairment

 

Carrying

 

Impaired

 

Impaired

 

Impaired

 

Total

 

Provision

 

 

Value

 

Impaired

Impaired

Impaired

Total

Provision

 

Value

 

 $m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

$m

$m

$m

$m

 

$m

Cash and balances with central banks

 

14,750

 

-

 

-

 

14,750

 

-

 

 

14,750

 

10,993

-

-

10,993

-

 

10,993

Receivables due from other financial institutions

 

5,237

 

-

 

-

 

5,237

 

-

 

 

5,237

 

7,328

-

-

7,328

-

 

7,328

Derivative financial instruments

 

48,879

 

-

 

-

 

48,879

 

-

 

 

48,879

 

35,184

-

-

35,184

-

 

35,184

Trading securities

 

45,290

 

-

 

-

 

45,290

 

-

 

 

45,290

 

42,975

-

-

42,975

-

 

42,975

Other financial assets designated at fair value

 

2,093

 

-

 

-

 

2,093

 

-

 

 

2,093

 

1,903

-

-

1,903

-

 

1,903

Available-for-sale securities

 

15,394

 

-

 

32

 

15,426

 

-

 

 

15,426

 

21,039

-

-

21,039

-

 

21,039

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

307,667

 

12,699

 

434

 

320,800

 

(958

)

 

319,842

 

320,632

10,960

473

332,065

(837

)

331,228

Loans – business

 

123,385

 

3,253

 

3,384

 

130,022

 

(2,485

)

 

127,537

 

122,193

3,410

3,009

128,612

(2,351

)

126,261

Life insurance assets

 

-

 

-

 

-

 

-

 

-

 

 

-

 

-

-

-

-

-

 

-

Regulatory deposits with central banks overseas

 

1,649

 

-

 

-

 

1,649

 

-

 

 

1,649

 

1,773

-

-

1,773

-

 

1,773

Due from subsidiaries

 

56,938

 

-

 

-

 

56,938

 

-

 

 

56,938

 

92,740

-

-

92,740

-

 

92,740

Other financial assets

 

3,640

 

46

 

11

 

3,697

 

(10

)

 

3,687

 

3,721

35

8

3,764

-

 

3,764

Total

 

624,922

 

15,998

 

3,861

 

644,781

 

(3,453

)

 

641,328

 

660,481

14,405

3,490

678,376

(3,188

)

675,188

 

 

 

Parent Entity 2010           

 

Parent Entity 2011

 

Neither Past

 

Past Due

 

 

 

 

 

 

 

 

Total

 

Neither Past

Past Due

 

 

 

 

Total

 

Due Nor

 

But Not

 

 

 

 

 

Impairment

 

 

Carrying

 

Due Nor

But Not

 

 

Impairment

 

Carrying

 

Impaired

 

Impaired

 

Impaired

 

Total

 

Provision

 

 

Value

 

Impaired

Impaired

Impaired

Total

Provision

 

Value

 

 $m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

$m

$m

$m

$m

 

$m

Cash and balances with central banks

 

3,693

 

-

 

-

 

3,693

 

-

 

 

3,693

 

14,750

-

-

14,750

-

 

14,750

Receivables due from other financial institutions

 

10,047

 

-

 

-

 

10,047

 

-

 

 

10,047

 

5,237

-

-

5,237

-

 

5,237

Derivative financial instruments

 

35,905

 

-

 

3

 

35,908

 

-

 

 

35,908

 

48,879

-

-

48,879

-

 

48,879

Trading securities

 

37,821

 

-

 

-

 

37,821

 

-

 

 

37,821

 

45,290

-

-

45,290

-

 

45,290

Other financial assets designated at fair value

 

1,324

 

-

 

-

 

1,324

 

-

 

 

1,324

 

2,093

-

-

2,093

-

 

2,093

Available-for-sale securities

 

10,876

 

-

 

56

 

10,932

 

-

 

 

10,932

 

15,394

-

32

15,426

-

 

15,426

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

291,979

 

12,254

 

535

 

304,768

 

(1,019

)

 

303,749

 

307,667

12,699

434

320,800

(958

)

319,842

Loans – business

 

123,974

 

3,051

 

3,386

 

130,411

 

(2,993

)

 

127,418

 

123,385

3,253

3,384

130,022

(2,485

)

127,537

Life insurance assets

 

-

 

-

 

-

 

-

 

-

 

 

-

 

-

-

-

-

-

 

-

Regulatory deposits with central banks overseas

 

1,288

 

-

 

-

 

1,288

 

-

 

 

1,288

 

1,649

-

-

1,649

-

 

1,649

Due from subsidiaries

 

58,295

 

-

 

-

 

58,295

 

-

 

 

58,295

 

56,938

-

-

56,938

-

 

56,938

Other financial assets

 

2,074

 

37

 

10

 

2,121

 

(10

)

 

2,111

 

3,640

46

11

3,697

(10

)

3,687

Total

 

577,276

 

15,342

 

3,990

 

596,608

 

(4,022

)

 

592,586

 

624,922

15,998

3,861

644,781

(3,453

)

641,328

 

220218

Westpac Group2012 WESTPAC GROUP ANNUAL REPORT

 



 

Notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

27.2.7 Financial assets that are neither past due nor impaired

The credit quality of financial assets of the Group that are neither past due nor impaired have been assessed by reference to the credit risk rating system adopted internally:

 

 

 

Consolidated

 

 

 

 

 

2011

 

 

 

 

 

 

 

2010

 

 

 

 

 

 

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash and balances with central banks

 

16,258

 

-

 

-

 

16,258

 

4,464

 

-

 

-

 

4,464

 

Receivables due from other financial institutions

 

8,551

 

-

 

-

 

8,551

 

12,564

 

24

 

-

 

12,588

 

Derivative financial instruments

 

47,984

 

1,080

 

81

 

49,145

 

35,253

 

747

 

99

 

36,099

 

Trading securities1

 

47,908

 

62

 

1

 

47,971

 

39,958

 

31

 

22

 

40,011

 

Other financial assets designated at fair value1

 

2,615

 

343

 

2

 

2,960

 

3,077

 

387

 

-

 

3,464

 

Available-for-sale securities

 

17,320

 

699

 

23

 

18,042

 

11,658

 

379

 

28

 

12,065

 

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal2

 

n/a

 

338,490

 

n/a

 

338,490

 

n/a

 

320,888

 

n/a

 

320,888

 

Loans – business

 

52,793

 

78,068

 

8,775

 

139,636

 

50,384

 

77,635

 

11,500

 

139,519

 

Life insurance assets1

 

7,800

 

109

 

-

 

7,909

 

12,174

 

131

 

-

 

12,305

 

Regulatory deposits with central banks overseas

 

1,583

 

96

 

60

 

1,739

 

1,228

 

40

 

54

 

1,322

 

Other financial assets3

 

2,812

 

1,311

 

7

 

4,130

 

1,582

 

1,016

 

29

 

2,627

 

Total financial assets

 

205,624

 

420,258

 

8,949

 

634,831

 

172,342

 

401,278

 

11,732

 

585,352

 

 

 

Consolidated

 

 

 

2012

 

2011

 

 

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash and balances with central banks

 

12,523

 

-

 

-

 

12,523

 

16,258

 

-

 

-

 

16,258

 

Receivables due from other financial institutions

 

10,228

 

-

 

-

 

10,228

 

8,551

 

-

 

-

 

8,551

 

Derivative financial instruments

 

34,611

 

781

 

97

 

35,489

 

47,984

 

1,080

 

81

 

49,145

 

Trading securities1

 

44,553

 

50

 

-

 

44,603

 

47,908

 

62

 

1

 

47,971

 

Other financial assets designated at fair value1

 

2,450

 

210

 

4

 

2,664

 

2,615

 

343

 

2

 

2,960

 

Available-for-sale securities1

 

23,777

 

694

 

-

 

24,471

 

17,320

 

699

 

23

 

18,042

 

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal2

 

n/a

 

353,094

 

n/a

 

353,094

 

n/a

 

338,490

 

n/a

 

338,490

 

Loans – business

 

53,790

 

81,736

 

8,740

 

144,266

 

52,793

 

78,068

 

8,775

 

139,636

 

Life insurance assets1

 

8,143

 

94

 

-

 

8,237

 

7,800

 

109

 

-

 

7,909

 

Regulatory deposits with central banks overseas

 

1,706

 

125

 

62

 

1,893

 

1,583

 

96

 

60

 

1,739

 

Other financial assets3

 

3,085

 

1,182

 

6

 

4,273

 

2,812

 

1,311

 

7

 

4,130

 

Total financial assets

 

194,866

 

437,966

 

8,909

 

641,741

 

205,624

 

420,258

 

8,949

 

634,831

 

 

1           Trading securities, other financial assets designated at fair value, available-for-sale securities and life insurance assets of $7,192$7,550 million (2010 $11,552(2011: $7,192 million) that do not have assigned credit ratings have been included in the strong category. These assets primarily include assets held in regulated life insurance entities with specific investment policies regarding the quality of the assets invested in and listed equity securities and are therefore considered strong credit quality.

2           Loans – housing and personal do not qualify as strong credit quality based on Westpac’s CRG’s.CRGs. This class of loans are also not deemed to be weak as non-performing loans would be categorised as past due or impaired.

3           Other financial assets includes accrued interest of $1,359$1,226 million (2010 $1,174(2011: $1,359 million) which is allocated to the relevant credit quality classifications in proportion to and to correspond with the loan balances to which it relates. Securities sold not yet delivered of $2,038$1,841 million (2010 $725(2011: $2,038 million) is also included in this balance which is allocated proportionately based on the trading securities balance classifications.

 

 

Annual Report 2011

 

221

 

2012 WESTPAC GROUP ANNUAL REPORT

219



 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

 

Parent Entity

 

 

 

 

 

2011

 

 

 

 

 

 

 

2010

 

 

 

 

 

 

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash and balances with central banks

 

14,750

 

-

 

-

 

14,750

 

3,693

 

-

 

-

 

3,693

 

Receivables due from other financial institutions

 

5,237

 

-

 

-

 

5,237

 

10,023

 

24

 

-

 

10,047

 

Derivative financial instruments

 

47,719

 

1,079

 

81

 

48,879

 

35,059

 

747

 

99

 

35,905

 

Trading securities1

 

45,227

 

62

 

1

 

45,290

 

37,768

 

31

 

22

 

37,821

 

Other financial assets designated at fair value1

 

1,852

 

239

 

2

 

2,093

 

984

 

340

 

-

 

1,324

 

Available-for-sale securities

 

15,391

 

3

 

-

 

15,394

 

10,817

 

10

 

49

 

10,876

 

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal2

 

n/a

 

307,667

 

n/a

 

307,667

 

n/a

 

291,979

 

n/a

 

291,979

 

Loans – business

 

50,484

 

65,434

 

7,467

 

123,385

 

48,210

 

65,736

 

10,028

 

123,974

 

Regulatory deposits with central banks overseas

 

1,583

 

6

 

60

 

1,649

 

1,228

 

6

 

54

 

1,288

 

Due from subsidiaries

 

56,938

 

-

 

-

 

56,938

 

58,295

 

-

 

-

 

58,295

 

Other financial assets3

 

2,429

 

1,205

 

6

 

3,640

 

1,179

 

871

 

24

 

2,074

 

Total financial assets

 

241,610

 

375,695

 

7,617

 

624,922

 

207,256

 

359,744

 

10,276

 

577,276

 

 

 

Parent Entity

 

 

 

2012

 

2011

 

 

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

Strong

 

Good/
Satisfactory

 

Weak

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash and balances with central banks

 

10,993

 

-

 

-

 

10,993

 

14,750

 

-

 

-

 

14,750

 

Receivables due from other financial institutions

 

7,328

 

-

 

-

 

7,328

 

5,237

 

-

 

-

 

5,237

 

Derivative financial instruments

 

34,306

 

781

 

97

 

35,184

 

47,719

 

1,079

 

81

 

48,879

 

Trading securities1

 

42,925

 

50

 

-

 

42,975

 

45,227

 

62

 

1

 

45,290

 

Other financial assets designated at fair value1

 

1,779

 

120

 

4

 

1,903

 

1,852

 

239

 

2

 

2,093

 

Available-for-sale securities1

 

21,036

 

3

 

-

 

21,039

 

15,391

 

3

 

-

 

15,394

 

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal2

 

n/a

 

320,632

 

n/a

 

320,632

 

n/a

 

307,667

 

n/a

 

307,667

 

Loans – business

 

47,156

 

67,759

 

7,278

 

122,193

 

50,484

 

65,434

 

7,467

 

123,385

 

Regulatory deposits with central banks overseas

 

1,705

 

6

 

62

 

1,773

 

1,583

 

6

 

60

 

1,649

 

Due from subsidiaries

 

92,740

 

-

 

-

 

92,740

 

56,938

 

-

 

-

 

56,938

 

Other financial assets3

 

2,685

 

1,031

 

5

 

3,721

 

2,429

 

1,205

 

6

 

3,640

 

Total financial assets

 

262,653

 

390,382

 

7,446

 

660,481

 

241,610

 

375,695

 

7,617

 

624,922

 

 

1            Trading securities and other financial assets designated at fair value of $169$193 million (2010 $120(2011: $169 million) that do not have assigned credit ratings have been included in the strong category.

2            Loans – housing and personal do not qualify as strong credit quality based on Westpac’s CRG’s.CRGs. This class of loans are also not deemed to be weak as non-performing loans would be categorised as past due or impaired.

3            Other financial assets includes accrued interest of $1,250$1,065 million (2010 $1,013(2011: $1,250 million) which is allocated to the relevant credit quality classifications in proportion to and to correspond with the loan balances to which it relates. Securities sold not yet delivered of $2,038$1,841 million (2010 $725(2011: $2,038 million) is also included in this balance which is allocated proportionately based on the trading securities balance classifications.

 

The following analysis shows our assessment of the coverage provided by collateral held in support of financial assets that are neither past due nor impaired. The estimated realisable value of collateral held is based on a combination of:

§formal valuations currently held in respect of such collateral; and

§management’s assessment of the estimated realisable value of all collateral held given its experience with similar types of assets in similar situations and the circumstances peculiar to the subject collateral.

This analysis also takes into consideration any other relevant knowledge available to management at the time. It is our practice to obtain updated valuations when either management considers that it cannot satisfactorily estimate a realisable value or when it is determined to be necessary to move to a forced sale of the collateral.

In the table below, a financial asset that is neither past due nor impaired is deemed to be ‘fully secured’ where the ratio of the asset amount to our current estimated net present value of the realisable collateral is less than or equal to 100%. Such assets are deemed to be ‘partially secured’ when this ratio exceeds 100% but not more than 150%, and ‘unsecured’ when either no security is held (e.g. can include credit cards, personal loans, and exposure to highly rated corporate entities) or where the secured loan to estimated recoverable value exceeds 150%.

 

 

Consolidated

 

 

 

2012

 

2011

 

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

94.7

 

55.0

 

83.2

 

93.8

 

56.0

 

82.8

 

Partially secured

 

1.7

 

24.5

 

8.3

 

2.6

 

25.7

 

9.3

 

Unsecured

 

3.6

 

20.5

 

8.5

 

3.6

 

18.3

 

7.9

 

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

220

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Parent Entity

 

 

 

2012

 

2011

 

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

95.8

 

54.5

 

84.4

 

94.8

 

53.9

 

83.1

 

Partially secured

 

0.8

 

25.7

 

7.6

 

1.8

 

27.0

 

9.0

 

Unsecured

 

3.4

 

19.8

 

8.0

 

3.4

 

19.1

 

7.9

 

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

27.2.8 Financial assets that are past due, but not impaired

An age analysis of financial assets that are past due, but not impaired is set out in the table below. For the purposes of this analysis an asset is considered to be past due when any payment under the contractual terms has been missed. The amount included is the entire contractual amount, rather than the overdue amount.

 

The Group expends considerable effort in monitoring overdue assets. Assets may be overdue for a number of reasons, including late payments or incomplete documentation. Late payment may be influenced by factors such as the holiday periods and the timing of weekends.

 

Financial assets that were past due, but not impaired can be disaggregated based on days overdue at 30 September as follows:

 

 

Consolidated

 

 

Consolidated

 

 

2011

 

2010

 

 

2012

 

2011

 

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

4,155

 

8,341

 

1,546

 

14,042

 

4,195

 

8,124

 

1,228

 

13,547

 

 

3,249

 

7,697

 

1,592

 

12,538

 

4,155

 

8,341

 

1,546

 

14,042

 

Loans – business

 

861

 

2,053

 

956

 

3,870

 

946

 

1,912

 

969

 

3,827

 

 

1,671

 

1,199

 

1,125

 

3,995

 

861

 

2,053

 

956

 

3,870

 

Life insurance assets

 

-

 

7

 

-

 

7

 

-

 

5

 

-

 

5

 

 

-

 

3

 

-

 

3

 

-

 

7

 

-

 

7

 

Other financial assets

 

14

 

30

 

7

 

51

 

13

 

25

 

6

 

44

 

 

12

 

22

 

7

 

41

 

14

 

30

 

7

 

51

 

Total

 

5,030

 

10,431

 

2,509

 

17,970

 

5,154

 

10,066

 

2,203

 

17,423

 

 

4,932

 

8,921

 

2,724

 

16,577

 

5,030

 

10,431

 

2,509

 

17,970

 

 

222

Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

Parent Entity

 

 

Parent Entity

 

 

2011

 

2010

 

 

2012

 

2011

 

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

1–5 days

 

6–89 days

 

90+ days

 

Total

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans – housing and personal

 

3,673

 

7,561

 

1,465

 

12,699

 

3,826

 

7,277

 

1,151

 

12,254

 

 

2,776

 

6,734

 

1,450

 

10,960

 

3,673

 

7,561

 

1,465

 

12,699

 

Loans – business

 

701

 

1,730

 

822

 

3,253

 

809

 

1,501

 

741

 

3,051

 

 

1,563

 

841

 

1,006

 

3,410

 

701

 

1,730

 

822

 

3,253

 

Life insurance assets

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Other financial assets

 

13

 

26

 

7

 

46

 

11

 

21

 

5

 

37

 

 

11

 

18

 

6

 

35

 

13

 

26

 

7

 

46

 

Total

 

4,387

 

9,317

 

2,294

 

15,998

 

4,646

 

8,799

 

1,897

 

15,342

 

 

4,350

 

7,593

 

2,462

 

14,405

 

4,387

 

9,317

 

2,294

 

15,998

 

 

The following analysis shows our assessment of the coverage provided by collateral held in support of financial assets that are past due but not impaired. The estimated realisable value of collateral held is based on a combination of:

 

§         formal valuations currently held in respect of such collateral; and

 

§         management’s assessment of the estimated realisable value of all collateral held given its experience with similar types of assets in similar situations and the circumstances peculiar to the subject collateral.

 

This analysis also takes into consideration any other relevant knowledge available to management at the time. It is our practice to obtain updated valuations when either management considers that it cannot satisfactorily estimate a realisable value or when it is determined to be necessary to move to a forced sale of the collateral.

 

2012 WESTPAC GROUP ANNUAL REPORT

221



NOTE 27. FINANCIAL RISK (CONTINUED)

In the table below, a financial asset that is past due but not impaired is deemed to be ‘fully secured’ where the ratio of the asset amount to our current estimated net present value of the realisable collateral is less than or equal to 100%. Such assets are deemed to be ‘partially secured’ when this ratio exceeds 100% but not more than 150%, and ‘unsecured’ when either no security is held (e.g. can include credit cards, personal loans, and exposure to highly rated corporate entities) or where the secured loan to estimated recoverable value exceeds 150%.

 

 

Consolidated

 

 

2012

 

2011

 

 

Consolidated

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

2011

 

2010

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

Loans –
housing and
personal

 

Loans –
business

 

Total

 

Loans –
housing and
personal

 

Loans –
business

 

Total

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

90.1

 

48.6

 

81.2

 

89.5

 

51.5

 

81.2

 

92.6

 

52.0

 

82.8

 

90.1

 

48.6

 

81.2

 

Partially secured

 

1.8

 

23.8

 

6.5

 

1.9

 

32.1

 

8.5

 

2.2

 

24.4

 

7.5

 

1.8

 

23.8

 

6.5

 

Unsecured

 

8.1

 

27.6

 

12.3

 

8.6

 

16.4

 

10.3

 

5.2

 

23.6

 

9.7

 

8.1

 

27.6

 

12.3

 

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

 

 

 

Parent Entity

 

 

 

2012

 

2011

 

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

94.7

 

51.1

 

84.3

 

93.8

 

47.7

 

84.4

 

Partially secured

 

0.5

 

24.9

 

6.3

 

0.1

 

23.5

 

4.9

 

Unsecured

 

4.8

 

24.0

 

9.4

 

6.1

 

28.8

 

10.7

 

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

 

 

 

Parent Entity

 

 

2011

 

2010

 

 

Loans –
housing and
personal

 

Loans –
business

 

Total

 

Loans –
housing and
personal

 

Loans –
business

 

Total

 

 

%

 

%

 

%

 

%

 

%

 

%

Fully secured

 

93.8

 

47.7

 

84.4

 

93.0

 

50.9

 

84.6

Partially secured

 

0.1

 

23.5

 

4.9

 

0.1

 

33.4

 

6.8

Unsecured

 

6.1

 

28.8

 

10.7

 

6.9

 

15.7

 

8.6

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

Annual Report 2011

223



Note 27. Financial risk (continued)

27.2.9 Items 90 days past due, or otherwise in default, but well secured and not impaired

These include financial assets that are:

 

§         currently 90 days or more past due but well secured;

 

§         assets that were, but are no longer 90 days past due however are yet to satisfactorily demonstrate sustained improvement to allow reclassification; and

 

§         other assets in default, but well secured and not impaired, such as where an order for bankruptcy or similar legal action has been instituted in respect of credit obligations (e.g. appointment of an Administrator or Receiver).

 

 

 

Consolidated

 

 

 

Australia

 

New Zealand

 

Other Overseas

 

Total

 

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

2009

 

2011

 

2010

 

2009

 

2011

 

2010

 

2009

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Gross amount

 

2,840

 

2,943

 

1,718

 

138

 

148

 

184

 

46

 

52

 

24

 

3,024

 

3,143

 

1,926

 

 

 

Consolidated

 

 

 

Australia

 

New Zealand

 

Other Overseas

 

Total

 

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Gross amount

 

2,528

 

2,840

 

2,943

 

121

 

138

 

148

 

37

 

46

 

52

 

2,686

 

3,024

 

3,143

 

 

222

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

27.2.10 Impaired loans

Financial assets assessed as impaired

The gross amount of impaired loans, along with the provision for impairment, by class of asset at 30 September, is summarised in the tables below:

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

Consolidated

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

2011

 

2010

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

Loans –
housing and
personal

Loans –
business

Total

 

Loans –
housing and
personal

Loans –
business

Total

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 $m

$m

$m

 

$m

$m

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Individually impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross amount

 

335

 

3,865

 

4,200

 

 

392

 

3,447

 

3,839

 

 

297

 

3,658

 

3,955

 

335

 

3,865

 

4,200

 

Impairment provision

 

(146

)

(1,315

)

(1,461

)

 

(200

)

(1,422

)

(1,622

)

 

(128

)

(1,342

)

(1,470

)

(146

)

(1,315

)

(1,461

)

Carrying amount

 

189

 

2,550

 

2,739

 

 

192

 

2,025

 

2,217

 

 

169

 

2,316

 

2,485

 

189

 

2,550

 

2,739

 

Collectively impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross amount

 

282

 

134

 

416

 

 

411

 

335

 

746

 

 

334

 

97

 

431

 

282

 

134

 

416

 

Impairment provision

 

(161

)

(41

)

(202

)

 

(185

)

(57

)

(242

)

 

(151

)

(20

)

(171

)

(161

)

(41

)

(202

)

Carrying amount

 

121

 

93

 

214

 

 

226

 

278

 

504

 

 

183

 

77

 

260

 

121

 

93

 

214

 

Total gross amount

 

617

 

3,999

 

4,616

 

 

803

 

3,782

 

4,585

 

 

631

 

3,755

 

4,386

 

617

 

3,999

 

4,616

 

Total impairment provision

 

(307

)

(1,356

)

(1,663

)

 

(385

)

(1,479

)

(1,864

)

 

(279

)

(1,362

)

(1,641

)

(307

)

(1,356

)

(1,663

)

Total carrying amount

 

310

 

2,643

 

2,953

 

 

418

 

2,303

 

2,721

 

 

352

 

2,393

 

2,745

 

310

 

2,643

 

2,953

 

 

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

Parent Entity

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

2011

 

2010

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

Loans –
housing and
personal

Loans –
business

Total

 

Loans –
housing and
personal

Loans –
business

Total

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 $m

$m

$m

 

$m

$m

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Individually impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross amount

 

204

 

3,269

 

3,473

 

 

265

 

3,080

 

3,345

 

 

196

 

2,920

 

3,116

 

204

 

3,269

 

3,473

 

Impairment provision

 

(92

)

(1,159

)

(1,251

)

 

(138

)

(1,222

)

(1,360

)

 

(79

)

(1,148

)

(1,227

)

(92

)

(1,159

)

(1,251

)

Carrying amount

 

112

 

2,110

 

2,222

 

 

127

 

1,858

 

1,985

 

 

117

 

1,772

 

1,889

 

112

 

2,110

 

2,222

 

Collectively impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross amount

 

230

 

115

 

345

 

 

270

 

306

 

576

 

 

277

 

89

 

366

 

230

 

115

 

345

 

Impairment provision

 

(121

)

(11

)

(132

)

 

(157

)

(49

)

(206

)

 

(130

)

(19

)

(149

)

(121

)

(11

)

(132

)

Carrying amount

 

109

 

104

 

213

 

 

113

 

257

 

370

 

 

147

 

70

 

217

 

109

 

104

 

213

 

Total gross amount

 

434

 

3,384

 

3,818

 

 

535

 

3,386

 

3,921

 

 

473

 

3,009

 

3,482

 

434

 

3,384

 

3,818

 

Total impairment provision

 

(213

)

(1,170

)

(1,383

)

 

(295

)

(1,271

)

(1,566

)

 

(209

)

(1,167

)

(1,376

)

(213

)

(1,170

)

(1,383

)

Total carrying amount

 

221

 

2,214

 

2,435

 

 

240

 

2,115

 

2,355

 

 

264

 

1,842

 

2,106

 

221

 

2,214

 

2,435

 

 

2012 WESTPAC GROUP ANNUAL REPORT

224223

 

Westpac Group

 



 

Notes to the financial statements

NOTE 27. FINANCIAL RISK (CONTINUED)

 

Note 27. Financial risk (continued)

The following analysis shows our assessment of the coverage provided by collateral held in support of impaired financial assets. The estimated realisable value of collateral held is based on a combination of:

 

§         formal valuations currently held in respect of such collateral; and

 

§         management’s assessment of the estimated realisable value of all collateral held given its experience with similar types of assets in similar situations and the circumstances peculiar to the subject collateral.

 

This analysis also takes into consideration any other relevant knowledge available to management at the time. It is our practice to obtain updated valuations when either management considers that it cannot satisfactorily estimate a realisable value or when it is determined to be necessary to move to a forced sale of the collateral.

 

In the table below, an individually impaired financial asset is deemed to be ‘fully secured’ where the ratio of the impaired asset amount to our current estimated net present value of realisable collateral is less than or equal to 100%. Such assets are deemed to be ‘partially secured’ when this ratio exceeds 100% but not more than 150%, and ‘unsecured’ when either no security is held (e.g. can include credit cards, personal loans and exposure to highly rated corporate entities) or where the secured loan to recoverable value exceeds 150%.

 

 

 

Consolidated

 

 

2011

 

2010

 

 

Loans –
housing and
personal

Loans –
business

Total

Loans –
housing and
personal

Loans –
business

Total

 

 

%

%

%

%

%

%

Fully secured

 

43.7

13.3

17.4

29.3

10.4

13.7

Partially secured

 

12.5

25.1

23.4

14.6

32.3

29.2

Unsecured

 

43.8

61.6

59.2

56.1

57.3

57.1

Total

 

100.0

100.0

100.0

100.0

100.0

100.0

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

62.0

 

19.8

 

25.9

 

43.7

 

13.3

 

17.4

 

Partially secured

 

10.0

 

27.9

 

25.3

 

12.5

 

25.1

 

23.4

 

Unsecured

 

28.0

 

52.3

 

48.8

 

43.8

 

61.6

 

59.2

 

Total

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

 

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

Parent Entity

 

Loans –

 

 

 

 

 

Loans –

 

 

 

 

 

 

2011

 

2010

 

Housing and

 

Loans –

 

 

 

Housing and

 

Loans –

 

 

 

 

Loans –
housing and
personal

Loans –
business

Total

Loans –
housing and
personal

Loans –
business

Total

 

Personal

 

Business

 

Total

 

Personal

 

Business

 

Total

 

 

%

%

%

%

 

%

 

%

 

%

 

%

 

%

 

%

 

Fully secured

 

45.0

14.2

17.7

26.0

10.5

12.6

 

66.0

 

17.0

 

23.7

 

45.0

 

14.2

 

17.7

 

Partially secured

 

0.9

22.3

19.9

1.3

32.3

28.1

 

4.7

 

26.7

 

23.7

 

0.9

 

22.3

 

19.9

 

Unsecured

 

54.1

63.5

62.4

72.7

57.2

59.3

 

29.3

 

56.3

 

52.6

 

54.1

 

63.5

 

62.4

 

Total

 

100.0

100.0

100.0

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

100.0

 

 

Impaired loans comprise non-performing loans, overdrafts, personal loans, revolving credit facilities greater than 90 days past due and restructured loans.

 

Non-performing loans

Non-performing loans are loans with an impaired internal risk grade, excluding restructured assets. These were attributed to the following geographical segments:

 

 

Consolidated

 

Consolidated

 

 

Australia

New Zealand

Other Overseas

Total

 

Australia

 

New Zealand

 

Other Overseas

 

Total

 

 

2011

2010

2009

2011

2010

2009

2011

2010

2009

2011

2010

2009

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

 

 $m

$m

$m

$m

$m

$m

$m

$m

$m

$m

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Gross amount

 

3,437

 

3,456

 

2,975

 

736

 

691

 

495

 

114

 

93

 

56

 

4,287

 

4,240

 

3,526  

 

3,212

 

3,437

 

3,456

 

743

 

736

 

691

 

79

 

114

 

93

 

4,034

 

4,287

 

4,240

 

Impairment provision

 

(1,215

)

(1,359

)

(1,139

)

(212

)

(281

)

(145

)

(60

)

(37

)

(24

)

(1,487

)

(1,677

)

(1,308) 

 

(1,199

)

(1,215

)

(1,359

)

(224

)

(212

)

(281

)

(40

)

(60

)

(37

)

(1,463

)

(1,487

)

(1,677

)

Net

 

2,222

 

2,097

 

1,836

 

524

 

410

 

350

 

54

 

56

 

32

 

2,800

 

2,563

 

2,218  

 

2,013

 

2,222

 

2,097

 

519

 

524

 

410

 

39

 

54

 

56

 

2,571

 

2,800

 

2,563

 

 

 

Annual Report 2011

 

225224

 

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

Note 27. Financial risk (continued)

Overdrafts, personal loans and revolving credit facilities greater than 90 days past due

Overdrafts, personal loans and revolving credit facilities greater than 90 days past due for the Group were attributed to the following geographical segments:

 

 

Consolidated

 

Consolidated

 

 

Australia

New Zealand

Other Overseas

Total

 

Australia

 

New Zealand

 

Other Overseas

 

Total

 

 

2011

2010

2009

2011

2010

2009

2011

2010

2009

2011

2010

2009

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

 

 $m

$m

$m

$m

$m

$m

$m

$m

$m

$m

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Gross amount

 

186

 

197

 

151

 

13

 

15

 

21

 

1

 

1

 

1

 

200

 

213

 

173  

 

186

 

186

 

197

 

12

 

13

 

15

 

1

 

1

 

1

 

199

 

200

 

213

 

Impairment provision

 

(138

)

(141

)

(136

)

(8

)

(13

)

(11

)

(1

)

(1

)

(1

)

(147

)

(155

)

(148) 

 

(126

)

(138

)

(141

)

(7

)

(8

)

(13

)

(1

)

(1

)

(1

)

(134

)

(147

)

(155

)

Net

 

48

 

56

 

15

 

5

 

2

 

10

 

-

 

-

 

-

 

53

 

58

 

25  

 

60

 

48

 

56

 

5

 

5

 

2

 

-

 

-

 

-

 

65

 

53

 

58

 

Restructured financial assets

Assets are deemed to be restructured financial assets when the original contractual terms have been formally modified to provide for concessions of interest or principal for reasons related to the financial difficulties of the customer.

 

Restructured financial assets for the Group were attributed to the following geographical segments:

 

 

Consolidated

 

Consolidated

 

 

Australia

New Zealand

Other Overseas

Total

 

Australia

 

New Zealand

 

Other Overseas

 

Total

 

 

2011

2010

2009

2011

2010

2009

2011

2010

2009

2011

2010

2009

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

2012

 

2011

 

2010

 

 

 $m

$m

$m

$m

$m

$m

$m

$m

$m

$m

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Gross amount

 

21

 

25

 

67

 

1

 

-

 

-

 

107

 

107

 

4

 

129

 

132

 

71  

 

43

 

21

 

25

 

-

 

1

 

-

 

110

 

107

 

107

 

153

 

129

 

132

 

Impairment provision

 

(11

)

(12

)

(25

)

-

 

-

 

-

 

(18

)

(20

)

(1

)

(29

)

(32

)

(26) 

 

(19

)

(11

)

(12

)

-

 

-

 

-

 

(25

)

(18

)

(20

)

(44

)

(29

)

(32

)

Net

 

10

 

13

 

42

 

1

 

-

 

-

 

89

 

87

 

3

 

100

 

100

 

45  

 

24

 

10

 

13

 

-

 

1

 

-

 

85

 

89

 

87

 

109

 

100

 

100

 

 

Restructured financial assets of the parent entity as at 30 September 20112012 were:

 

 

2011

 

 

2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

2011

 

 

$m

 

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$m

 

$m

 

Gross amount

 

126

 

 

130

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

150

 

126

 

Impairment provision

 

(28

)

 

(31

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(44

)

(28

)

Net

 

98

 

 

99

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

106

 

98

 

 

The following table summarises the interest received and forgone on impaired and restructured financial assets for the period ended 30 September 2011:assets:

 

 

 

Consolidated 2011

 

 

Australia

 

Overseas

 

Total

 

 

 $m

 

$m

 

$m

Interest received

 

27

 

23

 

50

Interest forgone

 

292

 

16

 

308

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

Overseas

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 $m

 

$m

 

$m

 

Interest received

 

 

 

 

 

 

 

 

 

 

 

 

 

31

 

18

 

49

 

Interest forgone

 

 

 

 

 

 

 

 

 

 

 

 

 

283

 

15

 

298

 

 

27.3 Funding and liquidity risk management

Liquidity risk is the risk that we will be unable to fund increases in assets or meet our obligations as they become due, without incurring unacceptable losses. This could potentially arise as a result of mismatched cash flows generated by the Group’s banking business. Liquidity risk is managed through our BRMC-approved liquidity framework.

 

Responsibility for liquidity management is delegated to Group Treasury, under the oversight of ALCO. Group Treasury manages liquidity on a daily basis and submits monthly reports to ALCO and quarterly reports to the BRMC. Monthly reports are provided to APRA. Group Treasury is also responsible for monitoring and managing our funding base so that it is prudently maintained and adequately diversified.

 

Our liquidity risk management framework models our ability to fund under both normal conditions and during a crisis situation, with models run globally and for specific geographical regions: Australia, New Zealand and offshore. This approach is designed to ensure that our funding framework is sufficiently flexible to accommodate a wide range of market conditions. The global liquidity management framework is reviewed annually. The annual review encompasses the funding scenarios modelled, the modelling approach, wholesale funding capacity, limit determination and minimum holdings of liquid assets. The liquidity framework is reviewed by ALCO prior to approval by the BRMC.

 

2012 WESTPAC GROUP ANNUAL REPORT

226225

 

Westpac Group

 



 

Notes to the financial statements

NOTE 27. FINANCIAL RISK (CONTINUED)

 

Note 27. Financial risk (continued)

Group Treasury also undertakes an annual funding review that outlines the funding strategy for the coming year. This review encompasses trends in global markets, peer analysis, wholesale funding capacity, expected funding requirements and a funding risk analysis. This strategy is continuously reviewed to take account of changing market conditions, investor sentiment and estimations of asset and liability growth rates. The annual funding strategy is reviewed and supported by ALCO prior to approval by the BRMC.

 

We maintain a contingency funding plan that details the broad actions to be taken in response to severe disruptions in our ability to fund some or all of our activities in a timely manner and at a reasonable cost. This document is reviewed annually and defines a committee of senior executives to manage a crisis and allocates responsibility to individuals for key tasks.

 

27.3.1 Sources of liquidity

Sources of liquidity are regularly reviewed to maintain a wide diversification by currency, geography, product and term. Sources include, but are not limited to:

 

§         deposits;

§         debt issues;

§         proceeds from sale of marketable securities;

§         repurchase agreements with central banks;

§         principal repayments on loans;

§         interest income;

§         fee income; and

§         an interbank deposit agreement.

The Group does not rely on committed funding lines as a source of liquidity.

 

Wholesale funding

 

The Group monitors the composition and stability of its funding base so it is maintained within the Group’s funding liquidity risk appetite. This includes a target of greater than 75% for the stable funding ratio. Stable funding includes customer deposits, wholesale term funding with residual maturity greater than 12 months, equity and securitisation.

 

The composition and stability of the Group’s funding base remains strong. Overhas strengthened over the last 12 months themonths. The stable funding ratio has decreasedincreased by threesix percentage points to 77%83%, reflecting a reduction in required new termincreased customer deposits and reduced short-term wholesale funding and the regular transition of older long-term wholesale funding into the sub-12 month category.funding. Customer deposits increased by $30$37.6 billion over the year and comprised 52%58% of the Group’s total funding at 30 September 2011.2012. Long-term wholesale funding comprised 16% of the Group’s total funding, down from 19% in 2010,line with 2011, and short-term wholesale funding (including long-term wholesale funding with less than 12 months to maturity) comprised 23%17%, updown from 20%23% in 2010.2011.

 

In 2011,2012, the Group raised a total of $25$33 billion in long-term wholesale funding, downup from $43$25 billion in 2010.2011. The reductionincrease reflects strong deposit growth which has effectively funded asset growth.the refinancing of a larger amount of redemptions in 2012 and the replacement of a portion of short-term wholesale funding with more stable long-term funding. The duration of the total long-term wholesale funding portfolio has again improved, with new issuance during 20112012 having a weighted average maturity of over four years for the thirdfourth successive year.

The Group has also undertaken buybacks of over $4 billion of Government guaranteed debt during the year, improving the overall cost of the wholesale funding portfolio.

 

Maintaining a diverse funding base and ensuring the Group has capacity and flexibility to access a wide range of funding markets, debt investors and products is an important part of managing liquidity risk.

 

Over the last 12 months, the Group’s funding profile in global wholesale markets has supported issuance in Australia, New Zealand, United States, Japan, Europe, Asia, Switzerland and United Kingdom and Canada.Kingdom. The Group is the only Australian bank to issue in SEC registered format in the United States enabling it to access both institutional and in 2011 a new debt programme was established which offers notes to US retail investors, reaching a new investor base for the Group.investors. In addition, the Group accessed the domestic securitisation market twice during the year for approximately $3$2.5 billion of funding.

 

Borrowings and outstandings from existing debt programmes and issuing shelves at 30 September 20112012 can be found in various notes to the financial statements including Note 17, Note 18, Note 22 and Note 23.

 

In Management’s opinion, liquidity is sufficient to meet our present requirements.

 

 

Annual Report 2011

 

227226

 

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

Credit ratings

As at 30 September 20112012 the Parent Entity’s credit ratings were:

 

 

  20112012  

 

 

Short-term

 

Long-term

 

Outlook

Standard & Poor’s

 

A-1+A–1+

 

AAAA–

 

Stable

Moody’s Investors Services

 

P-1P–1

 

Aa2

 

Stable

Fitch Ratings

 

F1+

 

AAAA–

 

Stable

On 18 May 2011, the long-term, senior unsecured debt rating of the four major Australian banks, including Westpac, was downgraded from Aa1 to Aa2 by Moody’s. The change in rating has had no noticeable effect on the bank’s borrowing costs or market access.

 

As of 30 September 2011,2012, approximately 41%35% of the Group’s total net funding originated from wholesale funding markets, principally in Australia, the United States, Europe and Japan. Investors in these markets have historically relied significantly upon credit ratings issued by independent credit rating organisations in making their investment decisions. If Westpac’s credit ratings were to decline from current levels, the Group’s borrowing costs and capacity may be adversely affected. A downgrade in Westpac’s credit ratings from current levels is likely to require the Group to pay higher interest rates than we do currently on our wholesale borrowings. This would increase the Group’s funding costs and could reduce net interest margins. In addition, the Group’s borrowing capacity could be diminished, which may adversely affect the Group’s ability to fund the growth of our balance sheet or reduce our liquidity.

 

A credit rating is not a recommendation to buy, sell or hold Westpac securities. Such ratings are subject to revision or withdrawal at any time by the assigning rating agency. Investors are cautioned to evaluate each rating independently of any other rating.

Liquid assets

Group Treasury holds a portfolio of high quality liquid assets as a buffer against unforeseen funding requirements. These assets are 100% eligible for repurchase agreements with athe Reserve Bank of Australia or another central bank and are held in cash, Government, State Government and highly rated investment grade paper. The level of liquid asset holdings is reviewed at least annually and more frequently if required and is consistent with both the requirements of the balance sheet and market conditions.

 

Liquid assets that qualify as eligible collateral for repurchase agreements with an applicable central bank (including internal securitisation) have increased by $21$6.8 billion to $103$110.2 billion over the last 12 months, as we focussed on strengthening our liquidity position. This has provided flexibility to the Group to be selective in its timing of executing wholesale issuances.

 

WIB also has holdings of trading securities which arise from its daily business operations. These assets are typically high quality investment grade names and stock is generally very liquid. While these assets are excluded from the Group’s prudential liquidity portfolio, we do consider them as a source of funds in our crisis scenario analysis.

 

A summary of liquid asset holdings is as follows:

 

 

2012

 

 

2011

 

 

 

Actual

 

Average

 

 

Actual

 

Average

 

 

 

$m

 

$m

 

 

$m

 

$m

 

Cash

 

9,057

 

7,981

 

 

12,935

 

1,965

 

Receivables due from other financial institutions

 

2,026

 

1,648

 

 

3,167

 

2,503

 

Trading securities

 

32,680

 

36,083

 

 

32,123

 

37,314

 

Available-for-sale securities

 

22,462

 

19,401

 

 

21,393

 

12,735

 

Loans1

 

43,108

 

35,917

 

 

33,384

 

33,323

 

Regulatory deposits with central banks

 

841

 

394

 

 

413

 

329

 

Total liquid assets

 

110,174

 

101,424

 

 

103,415

 

88,169

 

1Loans are self-originated AAA rated mortgage backed securities which are eligible for repurchase with the Reserve Bank of Australia and Reserve Bank of New Zealand.

2012 WESTPAC GROUP ANNUAL REPORT

227



NOTE 27. FINANCIAL RISK (CONTINUED)

27.3.2 Liquidity reporting

Scenario analysis

In fulfilling our obligations under APRA’s liquidity prudential standard, the Group performs scenario analysis on a daily basis. The ‘going concern’ and ‘crisis’ scenarios present the maturity profiles of cash flows, based on assumptions agreed with APRA.

 

The ‘going concern’ model measures our liquidity requirements under normal business conditions. Wholesale debt maturities are added to planned net asset growth to provide an estimate of the wholesale funding task across a range of time horizons. The cumulative liquidity mismatch is managed within a Board approved limit structure; with limits set at intervals from one week, to twelve months.

 

The ‘crisis’ scenario measures liquidity requirements during the first week of a name-specific crisis. The crisis model reflects normal model flows plus expected sources and applications of funds under crisis conditions. Under a crisis scenario Westpac is expected to experience large customer and wholesale outflows against which liquid assets are held to ensure continued solvency. In this scenario, the cumulative mismatch must be positive out to five business days.

228

Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

Liquidity review

The table below outlines the review performed in managing our liquidity:

 

 

Frequency

Liquidity report

Daily

§      Produced by Finance

 

§      Reviewed by FMTR1

 

§      Monitored within Group Treasury

 

 

 

Monthly

§      Submitted to the BBRC2

 

§      Submitted to ALCO

 

§      Submitted to APRA

 

 

Quarterly

§      Submitted to the BRMC

1           FMTR is Westpac’s Financial Markets and Treasury Risk Division.

2           BBRC is the Banking Book Risk Committee, a sub-committee of MARCO, responsible for oversight of liquidity and interest rate risk mismatches in the banking book.

 

27.3.3 Market developments

On 16 DecemberIn late 2010, the BCBS released the final text of Basel III. The framework introduces two new liquidity measures; the Liquidity Coverage Ratio (LCR) and the Net Stable Funding Ratio (NSFR). The timetable for implementation will see the LCR is scheduled to be introduced from 1 January 2015 and the NSFR from 1 January 2018. Both liquidity measures are subject to an observation period and review clauseperiod prior to implementation and, as such, are potentially subject to modification.

APRA has not yet released draft prudential standards regarding the implementation of the Basel III liquidity framework in Australia.

Given the above,Australia but, until the final impactstandards are released, the full extent of new liquidity and funding regulationsthe impact on the Group is stilluncertain. Notwithstanding the uncertain though it is likely that there will be a requirementrequirements, Westpac expects to continue to increase long-term wholesale funding and increase holdingsits holding of high quality liquid assets. The Group continues to monitor developments in regulation and will update its funding andcollateral that is eligible under the RBA committed secured liquidity policies accordingly.facility.

 

228

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

27.3.4 Contractual maturity of financial liabilities

The tables below present cash flows associated with financial liabilities including derivative liabilities, payable at the balance sheet date, by remaining contractual maturity. The amounts disclosed in the table are the contractual undiscounted cash flows, whereas the Group manages inherent liquidity risk based on expected cash flows.

 

Cash flows associated with liabilities include both principal payments as well as fixed or variable interest payments incorporated into the relevant coupon period. Principal payments reflect the earliest contractual maturity date. Derivative liabilities designed for hedging purposes are expected to be held for their remaining contractual lives, and reflect gross cash flows derived as the fixed rate and/or the expected variable rate applied to the notional principal over the remaining contractual term and where relevant includes the receipt and payment of the notional amount under the contract.

 

Foreign exchange obligations have been translated to Australian dollars using the closing spot rates at the end of the reporting period.

 

The balances in the tables below will not necessarily agree to amounts presented on the face of the balance sheet as amounts in the table incorporate cash flows on an undiscounted basis and include both principal and associated future interest payments.

 

Annual Report 2011229



Note 27. Financial risk (continued)

Trading liabilities and certain other liabilities designated at fair value through profit or loss are not all managed for liquidity purposes on the basis of their contractual maturity. The liabilities that we manage based on their contractual maturity are presented on a contractual undiscounted basis in the table below.tables below:

 

 

 

Consolidated 2011

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

Total 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

13,103

 

1,054

 

253

 

3

 

100

 

14,513

Deposits

 

213,577

 

75,804

 

75,450

 

10,704

 

975

 

376,510

Debt issues and acceptances

 

11,574

 

15,338

 

47,490

 

91,026

 

14,064

 

179,492

Other financial liabilities

 

1,661

 

1,029

 

4,628

 

-

 

-

 

7,318

Trading liabilities and other financial liabilities designated at fair value

 

8,894

 

26

 

16

 

461

 

408

 

9,805

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

32,126

 

-

 

-

 

-

 

-

 

32,126

Held for hedging purposes (net settled)

 

104

 

156

 

660

 

1,552

 

353

 

2,825

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

245

 

1,902

 

7,656

 

24,553

 

4,489

 

38,845

Cash inflow

 

(125)

 

(1,241)

 

(6,131)

 

(19,714)

 

(3,616)

 

(30,827) 

Total liabilities excluding loan capital

 

281,159

 

94,068

 

130,022

 

108,585

 

16,773

 

630,607

Loan capital1

 

2,280

 

57

 

2,454

 

2,494

 

1,008

 

8,293

Total undiscounted financial liabilities

 

283,439

 

94,125

 

132,476

 

111,079

 

17,781

 

638,900

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

136,160

 

-

 

-

 

-

 

-

 

136,160

Other commitments

 

526

 

-

 

-

 

-

 

-

 

526

Total undiscounted contingent liabilities and commitments

 

136,686

 

-

 

-

 

-

 

-

 

136,686

 

 

Consolidated 2012

 

 

 

 

 

Over

 

Over

 

Over

 

 

 

 

 

 

 

Up to

 

1 Month to

 

3 Months to

 

1 Year to

 

Over

 

 

 

 

 

1 Month

 

3 Months

 

1 Year

 

5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

6,100

 

980

 

49

 

445

 

-

 

7,574

 

Deposits

 

229,158

 

76,518

 

78,380

 

16,302

 

745

 

401,103

 

Debt issues and acceptances

 

8,603

 

14,266

 

33,074

 

93,803

 

11,155

 

160,901

 

Other financial liabilities

 

2,116

 

466

 

2,094

 

-

 

-

 

4,676

 

Trading liabilities and other financial liabilities designated at fair value

 

9,555

 

1

 

31

 

262

 

159

 

10,008

 

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

28,852

 

-

 

-

 

-

 

-

 

28,852

 

Held for hedging purposes (net settled)

 

72

 

186

 

903

 

2,367

 

955

 

4,483

 

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

1,555

 

6,091

 

9,679

 

25,481

 

3,612

 

46,418

 

Cash inflow

 

(1,396

)

(5,406

)

(6,461

)

(20,142

)

(2,979

)

(36,384

)

Total liabilities excluding loan capital

 

284,615

 

93,102

 

117,749

 

118,518

 

13,647

 

627,631

 

Loan capital1

 

3,130

 

76

 

1,818

 

4,062

 

1,128

 

10,214

 

Total undiscounted financial liabilities

 

287,745

 

93,178

 

119,567

 

122,580

 

14,775

 

637,845

 

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

139,809

 

-

 

-

 

-

 

-

 

139,809

 

Other commitments

 

98

 

-

 

-

 

-

 

-

 

98

 

Total undiscounted contingent liabilities and commitments

 

139,907

 

-

 

-

 

-

 

-

 

139,907

 

1            Where the terms of loan capital instruments include contingent settlement clauses, amounts due have been disclosed as up to one month.

 

2012 WESTPAC GROUP ANNUAL REPORT

229



NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Consolidated 2011

 

 

 

 

 

Over

 

Over

 

Over

 

 

 

 

 

 

 

Up to

 

1 Month to

 

3 Months to

 

1 Year to

 

Over

 

 

 

 

 

1 Month

 

3 Months

 

1 Year

 

5 Years

 

5 Years

 

Total

 

 

 

$m

 

 $m

 

 $m

 

 $m

 

 $m

 

 $m

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

13,103

 

1,054

 

253

 

3

 

100

 

14,513

 

Deposits

 

213,577

 

75,804

 

75,450

 

10,704

 

975

 

376,510

 

Debt issues and acceptances

 

11,574

 

15,338

 

47,490

 

91,026

 

14,064

 

179,492

 

Other financial liabilities

 

1,661

 

1,029

 

4,628

 

-

 

-

 

7,318

 

Trading liabilities and other financial liabilities designated at fair value

 

8,894

 

26

 

16

 

461

 

408

 

9,805

 

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

32,126

 

-

 

-

 

-

 

-

 

32,126

 

Held for hedging purposes (net settled)

 

104

 

156

 

660

 

1,552

 

353

 

2,825

 

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

245

 

1,902

 

7,656

 

24,553

 

4,489

 

38,845

 

Cash inflow

 

(125

)

(1,241

)

(6,131

)

(19,714

)

(3,616

)

(30,827

)

Total liabilities excluding loan capital

 

281,159

 

94,068

 

130,022

 

108,585

 

16,773

 

630,607

 

Loan capital1

 

2,280

 

57

 

2,454

 

2,494

 

1,008

 

8,293

 

Total undiscounted financial liabilities

 

283,439

 

94,125

 

132,476

 

111,079

 

17,781

 

638,900

 

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

136,160

 

-

 

-

 

-

 

-

 

136,160

 

Other commitments

 

526

 

-

 

-

 

-

 

-

 

526

 

Total undiscounted contingent liabilities and commitments

 

136,686

 

-

 

-

 

-

 

-

 

136,686

 

1Where the terms of loan capital instruments include contingent settlement clauses, amounts due have been disclosed as up to one month.

 

230    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

 

Consolidated 2010

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

Total 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

7,242

 

1,465

 

100

 

-

 

133

 

8,940

Deposits

 

206,570

 

57,951

 

65,651

 

11,674

 

1,344

 

343,190

Debt issues and acceptances

 

4,273

 

10,373

 

40,488

 

94,892

 

15,133

 

165,159

Other financial liabilities

 

-

 

2,666

 

4,375

 

-

 

-

 

7,041

Trading liabilities and other financial liabilities designated at fair value

 

4,628

 

17

 

128

 

85

 

-

 

4,858

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

34,396

 

-

 

-

 

-

 

-

 

34,396

Held for hedging purposes (net settled)

 

119

 

185

 

494

 

795

 

150

 

1,743

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

379

 

1,830

 

10,104

 

42,286

 

8,629

 

63,228

Cash inflow

 

(210)

 

(1,079)

 

(7,267)

 

(32,606)

 

(6,901)

 

(48,063) 

Total liabilities excluding loan capital

 

257,397

 

73,408

 

114,073

 

117,126

 

18,488

 

580,492

Loan capital1

 

1,970

 

1,186

 

501

 

4,823

 

1,926

 

10,406

Total undiscounted financial liabilities

 

259,367

 

74,594

 

114,574

 

121,949

 

20,414

 

590,898

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

140,221

 

-

 

-

 

-

 

-

 

140,221

Other commitments

 

351

 

-

 

-

 

-

 

-

 

351

Total undiscounted contingent liabilities and commitments

 

140,572

 

-

 

-

 

-

 

-

 

140,572

 

 

Parent Entity 2012

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

6,080

 

941

 

49

 

430

 

-

 

 

7,500

Deposits

 

207,693

 

71,021

 

70,840

 

14,559

 

743

 

 

364,856

Debt issues and acceptances

 

6,463

 

11,538

 

27,817

 

81,081

 

9,234

 

 

136,133

Other financial liabilities

 

2,079

 

389

 

1,747

 

-

 

-

 

 

4,215

Due to subsidiaries

 

93,379

 

-

 

-

 

-

 

-

 

 

93,379

Trading liabilities and other financial liabilities designated at fair value

 

9,555

 

1

 

31

 

262

 

159

 

 

10,008

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

29,124

 

-

 

-

 

-

 

-

 

 

29,124

Held for hedging purposes (net settled)

 

50

 

182

 

746

 

2,295

 

926

 

 

4,199

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

1,452

 

4,879

 

5,252

 

22,227

 

3,338

 

 

37,148

Cash inflow

 

(1,331

)

(4,199

)

(3,772

)

(17,867

)

(2,780

)

 

(29,949)

Total liabilities excluding loan capital

 

354,544

 

84,752

 

102,710

 

102,987

 

11,620

 

 

656,613

Loan capital1

 

3,130

 

76

 

1,818

 

4,062

 

1,128

 

 

10,214

Total undiscounted financial liabilities

 

357,674

 

84,828

 

104,528

 

107,049

 

12,748

 

 

666,827

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

125,787

 

-

 

-

 

-

 

-

 

 

125,787

Other commitments

 

98

 

-

 

-

 

-

 

-

 

 

98

Total undiscounted contingent liabilities and commitments

 

125,885

 

-

 

-

 

-

 

-

 

 

125,885

1            Where the terms of loan capital instruments include contingent settlement clauses, amounts due have been disclosed as up to one month.

 

 

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011231



 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

 

Parent Entity 2011

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over 
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

Total 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

12,988

 

1,054

 

253

 

3

 

100

 

14,398

Deposits

 

197,704

 

70,197

 

69,175

 

9,054

 

968

 

347,098

Debt issues and acceptances

 

9,163

 

9,149

 

41,737

 

78,509

 

11,001

 

149,559

Other financial liabilities

 

1,595

 

896

 

4,023

 

-

 

-

 

6,514

Due to subsidiaries

 

61,782

 

-

 

-

 

-

 

-

 

61,782

Trading liabilities and other financial liabilities designated at fair value

 

8,894

 

26

 

16

 

461

 

408

 

9,805

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

32,388

 

-

 

-

 

-

 

-

 

32,388

Held for hedging purposes (net settled)

 

71

 

140

 

581

 

1,499

 

350

 

2,641

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

99

 

1,585

 

6,712

 

21,118

 

2,519

 

32,033

Cash inflow

 

(27)

 

(1,004)

 

(5,431)

 

(17,106)

 

(1,919)

 

(25,487) 

Total liabilities excluding loan capital

 

324,657

 

82,043

 

117,066

 

93,538

 

13,427

 

630,731

Loan capital1

 

2,280

 

57

 

2,454

 

2,494

 

1,008

 

8,293

Total undiscounted financial liabilities

 

326,937

 

82,100

 

119,520

 

96,032

 

14,435

 

639,024

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

126,575

 

-

 

-

 

-

 

-

 

126,575

Other commitments

 

526

 

-

 

-

 

-

 

-

 

526

Total undiscounted contingent liabilities and commitments

 

127,101

 

-

 

-

 

-

 

-

 

127,101

1Where the terms of loan capital instruments include contingent settlement clauses, amounts due have been disclosed as up to one month.

232    Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

 

Parent Entity 2010

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over 
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

Total 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

7,231

 

1,465

 

100

 

-

 

133

 

8,929

Deposits

 

193,167

 

53,441

 

58,783

 

10,080

 

1,343

 

316,814

Debt issues and acceptances

 

2,246

 

6,132

 

35,134

 

81,964

 

12,081

 

137,557

Other financial liabilities

 

-

 

2,489

 

3,840

 

-

 

-

 

6,329

Due to subsidiaries

 

62,463

 

-

 

-

 

-

 

-

 

62,463

Trading liabilities and other financial liabilities designated at fair value

 

4,628

 

17

 

128

 

85

 

-

 

4,858

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

34,715

 

-

 

-

 

-

 

-

 

34,715

Held for hedging purposes (net settled)

 

80

 

165

 

372

 

660

 

149

 

1,426

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

197

 

1,469

 

8,770

 

37,985

 

6,158

 

54,579

Cash inflow

 

(85)

 

(827)

 

(6,334)

 

(29,400)

 

(4,791)

 

(41,437) 

Total liabilities excluding loan capital

 

304,642

 

64,351

 

100,793

 

101,374

 

15,073

 

586,233

Loan capital1

 

1,970

 

1,186

 

501

 

4,823

 

1,926

 

10,406

Total undiscounted financial liabilities

 

306,612

 

65,537

 

101,294

 

106,197

 

16,999

 

596,639

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

132,301

 

-

 

-

 

-

 

-

 

132,301

Other commitments

 

351

 

-

 

-

 

-

 

-

 

351

Total undiscounted contingent liabilities and commitments

 

132,652

 

-

 

-

 

-

 

-

 

132,652

 

 

Parent Entity 2011

 

 

Up to
1 Month

 

Over
1 Month to
3 Months

 

Over 
3 Months to
1 Year

 

Over
1 Year to
5 Years

 

Over
5 Years

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

12,988

 

1,054

 

253

 

3

 

100

 

14,398

Deposits

 

197,704

 

70,197

 

69,175

 

9,054

 

968

 

347,098

Debt issues and acceptances

 

9,163

 

9,149

 

41,737

 

78,509

 

11,001

 

149,559

Other financial liabilities

 

1,595

 

896

 

4,023

 

-

 

-

 

6,514

Due to subsidiaries

 

61,782

 

-

 

-

 

-

 

-

 

61,782

Trading liabilities and other financial liabilities designated at fair value

 

8,894

 

26

 

16

 

461

 

408

 

9,805

Derivative financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Held for trading

 

32,388

 

-

 

-

 

-

 

-

 

32,388

Held for hedging purposes (net settled)

 

71

 

140

 

581

 

1,499

 

350

 

2,641

Held for hedging purposes (gross settled):

 

 

 

 

 

 

 

 

 

 

 

 

Cash outflow

 

99

 

1,585

 

6,712

 

21,118

 

2,519

 

32,033

Cash inflow

 

(27

)

(1,004

)

(5,431

)

(17,106

)

(1,919

)

(25,487)

Total liabilities excluding loan capital

 

324,657

 

82,043

 

117,066

 

93,538

 

13,427

 

630,731

Loan capital1

 

2,280

 

57

 

2,454

 

2,494

 

1,008

 

8,293

Total undiscounted financial liabilities

 

326,937

 

82,100

 

119,520

 

96,032

 

14,435

 

639,024

Total contingent liabilities and commitments

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit

 

126,575

 

-

 

-

 

-

 

-

 

126,575

Other commitments

 

526

 

-

 

-

 

-

 

-

 

526

Total undiscounted contingent liabilities and commitments

 

127,101

 

-

 

-

 

-

 

-

 

127,101

1            Where the terms of loan capital instruments include contingent settlement clauses, amounts due have been disclosed as up to one month.

 

 

Annual Report 2011

233232

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

27.3.5 Expected maturity

 

The tables below presentspresent the balance sheet based on expected maturity dates. The liability balances in the following tables will not agree to the contractual maturity tables (27.3.4 Contractual maturity of financial liabilities) due to the analysis below being based on expected rather than contractual maturities, the impact of discounting and the exclusion of interest accruals beyond the reporting period. Included in the tables below are equity securities classified as trading securities, available-for-sale investments and life insurance assets that have no specific maturity. These assets have been classified based on the expected period of disposal. Deposits are presented in the table below on a contractual basis, however as part of our normal banking operations we would expect a large proportion of these balances to roll over.

 

 

 

Consolidated 2011

 

 

 

Due within

 

Greater than

 

 

 

 

 

12 Months

 

12 Months

 

Total

 

 

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

Cash and balances with central banks

 

16,258

 

-

 

16,258

 

Receivables due from other financial institutions

 

8,551

 

-

 

8,551

 

Derivative financial instruments

 

33,375

 

15,770

 

49,145

 

Trading securities

 

23,209

 

24,762

 

47,971

 

Other financial assets designated at fair value

 

1,085

 

1,875

 

2,960

 

Available-for-sale securities

 

1,333

 

16,742

 

18,075

 

Loans (net of provisions)

 

99,511

 

397,098

 

496,609

 

Life insurance assets

 

475

 

7,441

 

7,916

 

Regulatory deposits with central banks overseas

 

914

 

825

 

1,739

 

All other assets

 

6,245

 

14,759

 

21,004

 

Total assets

 

190,956

 

479,272

 

670,228

 

Liabilities

 

 

 

 

 

 

 

Payables due to other financial institutions

 

14,410

 

102

 

14,512

 

Deposits

 

360,352

 

9,926

 

370,278

 

Derivative financial instruments

 

27,956

 

11,449

 

39,405

 

Trading liabilities and other financial liabilities designated at fair value

 

9,156

 

647

 

9,803

 

Debt issues and acceptances

 

68,005

 

97,926

 

165,931

 

Life insurance policy liabilities

 

38

 

6,964

 

7,002

 

All other liabilities

 

9,450

 

1,866

 

11,316

 

Total liabilities excluding loan capital

 

489,367

 

128,880

 

618,247

 

Loan capital

 

4,143

 

4,030

 

8,173

 

Total liabilities

 

493,510

 

132,910

 

626,420

 

Net assets/(net liabilities)

 

(302,554)

 

346,362

 

43,808

 

234    Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

Consolidated 2010

 

 

Consolidated 2012

 

 

Due within

 

Greater than

 

 

 

 

Due within

 

Greater than

 

 

 

 

12 Months

 

12 Months

 

Total

 

 

12 Months

 

12 Months

 

Total

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

4,464

 

-

 

4,464

 

 

12,523

 

-

 

12,523

 

Receivables due from other financial institutions

 

12,588

 

-

 

12,588

 

 

10,228

 

-

 

10,228

 

Derivative financial instruments

 

23,482

 

12,620

 

36,102

 

 

23,922

 

11,567

 

35,489

 

Trading securities

 

23,712

 

16,299

 

40,011

 

 

22,843

 

21,760

 

44,603

 

Other financial assets designated at fair value

 

2,232

 

1,232

 

3,464

 

 

1,102

 

1,562

 

2,664

 

Available-for-sale securities

 

874

 

11,250

 

12,124

 

 

822

 

23,650

 

24,472

 

Loans (net of provisions)

 

112,985

 

364,670

 

477,655

 

 

89,931

 

424,514

 

514,445

 

Life insurance assets

 

537

 

11,773

 

12,310

 

 

723

 

7,517

 

8,240

 

Regulatory deposits with central banks overseas

 

1,136

 

186

 

1,322

 

 

225

 

1,668

 

1,893

 

All other assets

 

3,314

 

14,923

 

18,237

 

 

5,553

 

14,855

 

20,408

 

Total assets

 

185,324

 

432,953

 

618,277

 

 

167,872

 

507,093

 

674,965

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

8,798

 

100

 

8,898

 

 

7,131

 

433

 

7,564

 

Deposits

 

326,284

 

11,101

 

337,385

 

 

380,189

 

14,802

 

394,991

 

Derivative financial instruments

 

28,190

 

15,849

 

44,039

 

 

25,522

 

13,413

 

38,935

 

Trading liabilities and other financial liabilities designated at fair value

 

4,770

 

80

 

4,850

 

 

9,959

 

5

 

9,964

 

Debt issues and acceptances

 

49,851

 

101,120

 

150,971

 

 

50,496

 

97,351

 

147,847

 

Life insurance policy liabilities

 

29

 

11,531

 

11,560

 

 

13

 

7,195

 

7,208

 

All other liabilities

 

9,416

 

1,408

 

10,824

 

 

10,738

 

1,962

 

12,700

 

Total liabilities excluding loan capital

 

427,338

 

141,189

 

568,527

 

 

484,048

 

135,161

 

619,209

 

Loan capital

 

3,326

 

6,306

 

9,632

 

 

2,762

 

6,775

 

9,537

 

Total liabilities

 

430,664

 

147,495

 

578,159

 

 

486,810

 

141,936

 

628,746

 

Net assets/(net liabilities)

 

(245,340)

 

285,458

 

40,118

 

 

(318,938

)

365,157

 

46,219

 

 

 

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011235233



 

NoteNOTE 27. Financial risk (continued)FINANCIAL RISK (CONTINUED)

 

 

Parent Entity 2011

 

 

Consolidated 2011

 

 

Due within

 

Greater than

 

 

 

 

Due within

 

Greater than

 

 

 

 

12 Months

 

12 Months

 

Total

 

 

12 Months

 

12 Months

 

Total

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

14,750

 

-

 

14,750

 

 

16,258

 

-

 

16,258

 

Receivables due from other financial institutions

 

5,237

 

-

 

5,237

 

 

8,551

 

-

 

8,551

 

Derivative financial instruments

 

33,334

 

15,545

 

48,879

 

 

33,375

 

15,770

 

49,145

 

Trading securities

 

20,699

 

24,591

 

45,290

 

 

23,209

 

24,762

 

47,971

 

Other financial assets designated at fair value

 

633

 

1,460

 

2,093

 

 

1,085

 

1,875

 

2,960

 

Available-for-sale securities

 

183

 

15,243

 

15,426

 

 

1,333

 

16,742

 

18,075

 

Loans (net of provisions)

 

93,065

 

354,314

 

447,379

 

 

99,511

 

397,098

 

496,609

 

Due from subsidiaries

 

56,938

 

-

 

56,938

 

Investment in subsidiaries

 

-

 

4,927

 

4,927

 

Life insurance assets

 

475

 

7,441

 

7,916

 

Regulatory deposits with central banks overseas

 

829

 

820

 

1,649

 

 

914

 

825

 

1,739

 

All other assets

 

5,300

 

12,164

 

17,464

 

 

6,245

 

14,759

 

21,004

 

Total assets

 

230,968

 

429,064

 

660,032

 

 

190,956

 

479,272

 

670,228

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

14,295

 

102

 

14,397

 

 

14,410

 

102

 

14,512

 

Deposits

 

333,049

 

8,408

 

341,457

 

 

360,352

 

9,926

 

370,278

 

Derivative financial instruments

 

27,876

 

10,654

 

38,530

 

 

27,956

 

11,449

 

39,405

 

Trading liabilities and other liabilities designated at fair value

 

9,156

 

647

 

9,803

 

Trading liabilities and other financial liabilities designated at fair value

 

9,156

 

647

 

9,803

 

Debt issues and acceptances

 

56,724

 

81,314

 

138,038

 

 

68,005

 

97,926

 

165,931

 

Due to subsidiaries

 

61,782

 

-

 

61,782

 

Life insurance policy liabilities

 

38

 

6,964

 

7,002

 

All other liabilities

 

7,809

 

1,456

 

9,265

 

 

9,450

 

1,866

 

11,316

 

Total liabilities excluding loan capital

 

510,691

 

102,581

 

613,272

 

 

489,367

 

128,880

 

618,247

 

Loan capital

 

4,143

 

4,030

 

8,173

 

 

4,143

 

4,030

 

8,173

 

Total liabilities

 

514,834

 

106,611

 

621,445

 

 

493,510

 

132,910

 

626,420

 

Net assets/(net liabilities)

 

(283,866)

 

322,453

 

38,587

 

 

(302,554

)

346,362

 

43,808

 

 

236234    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

 



 

Notes to the financial statements

Note 27. Financial risk (continued)NOTES TO THE FINANCIAL STATEMENTS

 

 

 

Parent Entity 2010

 

 

 

Due within

 

Greater than

 

 

 

 

 

12 Months

 

12 Months

 

Total

 

 

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

Cash and balances with central banks

 

3,693

 

-

 

3,693

 

Receivables due from other financial institutions

 

10,047

 

-

 

10,047

 

Derivative financial instruments

 

23,477

 

12,431

 

35,908

 

Trading securities

 

21,522

 

16,299

 

37,821

 

Other financial assets designated at fair value

 

276

 

1,048

 

1,324

 

Available-for-sale securities

 

195

 

10,737

 

10,932

 

Loans (net of provisions)

 

108,221

 

322,946

 

431,167

 

Due from subsidiaries

 

58,295

 

-

 

58,295

 

Investment in subsidiaries

 

-

 

5,005

 

5,005

 

Regulatory deposits with central banks overseas

 

1,106

 

182

 

1,288

 

All other assets

 

2,614

 

12,202

 

14,816

 

Total assets

 

229,446

 

380,850

 

610,296

 

Liabilities

 

 

 

 

 

 

 

Payables due to other financial institutions

 

8,787

 

100

 

8,887

 

Deposits

 

301,964

 

9,598

 

311,562

 

Derivative financial instruments

 

28,143

 

14,834

 

42,977

 

Trading liabilities and other liabilities designated at fair value

 

4,770

 

80

 

4,850

 

Debt issues and acceptances

 

41,590

 

83,692

 

125,282

 

Due to subsidiaries

 

62,463

 

-

 

62,463

 

All other liabilities

 

7,778

 

1,019

 

8,797

 

Total liabilities excluding loan capital

 

455,495

 

109,323

 

564,818

 

Loan capital

 

3,326

 

6,306

 

9,632

 

Total liabilities

 

458,821

 

115,629

 

574,450

 

Net assets/(net liabilities)

 

(229,375)

 

265,221

 

35,846

 

NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Parent Entity 2012

 

 

 

Due within

 

Greater than

 

 

 

 

 

 

12 Months

 

12 Months

 

 

Total

 

 

 

$m

 

$m

 

 

$m

 

Assets

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

10,993

 

-

 

 

10,993

 

Receivables due from other financial institutions

 

7,328

 

-

 

 

7,328

 

Derivative financial instruments

 

23,625

 

11,559

 

 

35,184

 

Trading securities

 

21,453

 

21,522

 

 

42,975

 

Other financial assets designated at fair value

 

779

 

1,124

 

 

1,903

 

Available-for-sale securities

 

15

 

21,024

 

 

21,039

 

Loans (net of provisions)

 

75,957

 

381,532

 

 

457,489

 

Due from subsidiaries

 

92,740

 

-

 

 

92,740

 

Investment in subsidiaries

 

-

 

4,692

 

 

4,692

 

Regulatory deposits with central banks overseas

 

106

 

1,667

 

 

1,773

 

All other assets

 

4,526

 

11,963

 

 

16,489

 

Total assets

 

237,522

 

455,083

 

 

692,605

 

Liabilities

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

7,071

 

419

 

 

7,490

 

Deposits

 

346,131

 

13,198

 

 

359,329

 

Derivative financial instruments

 

25,466

 

12,337

 

 

37,803

 

Trading liabilities and other liabilities designated at fair value

 

9,959

 

5

 

 

9,964

 

Debt issues and acceptances

 

42,858

 

81,841

 

 

124,699

 

Due to subsidiaries

 

93,379

 

-

 

 

93,379

 

All other liabilities

 

9,140

 

1,501

 

 

10,641

 

Total liabilities excluding loan capital

 

534,004

 

109,301

 

 

643,305

 

Loan capital

 

2,762

 

6,775

 

 

9,537

 

Total liabilities

 

536,766

 

116,076

 

 

652,842

 

Net assets/(net liabilities)

 

(299,244

)

339,007

 

 

39,763

 

2012 WESTPAC GROUP ANNUAL REPORT

235



NOTE 27. FINANCIAL RISK (CONTINUED)

 

 

Parent Entity 2011

 

 

 

Due within

 

Greater than

 

 

 

 

 

12 Months

 

12 Months

 

Total

 

 

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

Cash and balances with central banks

 

14,750

 

-

 

14,750

 

Receivables due from other financial institutions

 

5,237

 

-

 

5,237

 

Derivative financial instruments

 

33,334

 

15,545

 

48,879

 

Trading securities

 

20,699

 

24,591

 

45,290

 

Other financial assets designated at fair value

 

633

 

1,460

 

2,093

 

Available-for-sale securities

 

183

 

15,243

 

15,426

 

Loans (net of provisions)

 

93,065

 

354,314

 

447,379

 

Due from subsidiaries

 

56,938

 

-

 

56,938

 

Investment in subsidiaries

 

-

 

4,927

 

4,927

 

Regulatory deposits with central banks overseas

 

829

 

820

 

1,649

 

All other assets

 

5,300

 

12,164

 

17,464

 

Total assets

 

230,968

 

429,064

 

660,032

 

Liabilities

 

 

 

 

 

 

 

Payables due to other financial institutions

 

14,295

 

102

 

14,397

 

Deposits

 

333,049

 

8,408

 

341,457

 

Derivative financial instruments

 

27,876

 

10,654

 

38,530

 

Trading liabilities and other liabilities designated at fair value

 

9,156

 

647

 

9,803

 

Debt issues and acceptances

 

56,724

 

81,314

 

138,038

 

Due to subsidiaries

 

61,782

 

-

 

61,782

 

All other liabilities

 

7,809

 

1,456

 

9,265

 

Total liabilities excluding loan capital

 

510,691

 

102,581

 

613,272

 

Loan capital

 

4,143

 

4,030

 

8,173

 

Total liabilities

 

514,834

 

106,611

 

621,445

 

Net assets/(net liabilities)

 

(283,866

)

322,453

 

38,587

 

 

27.4 Market risk

Market risk is the risk of an adverse impact on earnings resulting from changes in market factors, such as foreign exchange rates, interest rates, commodity prices and equity prices. This includes interest rate risk in the banking book – the risk to interest income from a mismatch between the duration of assets and liabilities that arises in the normal course of business activities.

27.4.1 Traded market risk

Approach

Westpac’s exposure to traded market risk arises out of the trading activities of Financial Markets and Group Treasury. These activities are controlled by a Board-approved market risk framework that incorporates a Board-approved Value at Risk (VaR) limits.limit. VaR is the primary mechanism for measuring and controlling market risk. Market risk is managed using VaR and structural risk limits (including volume limits and basis point value limits) in conjunction with scenario analysis and stress testing. Market risk limits are allocated to business managers based upon business strategies and experience, in addition to the consideration of market liquidity and concentration of risks. All trades are fair valued daily, using independently sourced or reviewed rates. Rates that have limited independent sources are reviewed at least on a monthly basis.

 

Financial Market’s trading book activity represents dealings that encompass book running and distribution activity. The types of market risk arising from these activities include interest rate, foreign exchange, commodity, equity price, credit spread and volatility risk.

 

Group Treasury’s trading activity represents dealings that include the management of interest rate, foreign exchange and credit spread risk associated with wholesale funding, liquid asset portfolios and foreign exchange repatriations.

236

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

 

VaR limits

Market risksrisk arising from trading book activities areis primarily measured using VaR based on an historical simulation methodology. VaR is the potential loss in earnings from an adverse market movementmovements calculated over a one-day time horizon to a 99% confidence level withusing a minimum of one year of historical rate data and a one-day time horizon.data. VaR takes account of all material market variables that may cause a change in the value of the trading portfolio, including interest rates, foreign exchange rates, price changes, volatility and the correlations between these variables.

 

The BRMC hasIn addition to the Board approved an overall market risk VaR limit for trading activities.activities, MARCO has approved separate VaR sub-limits for the trading activities of Financial Markets and Group Treasury.

Annual Report 2011237



Note 27. Financial risk (continued)

Backtesting

Daily backtesting of VaR results is performed to support model integrity. A review of both the potential profit or loss outcomes is also undertaken to monitor any skew created by the historical data.

Stress testing

Daily stress testing against pre-determined scenarios is carried out to analyse potential losses arising from extreme or unexpected movements beyond the 99% confidence level. An escalation framework around selective stress tests has been approved by MARCO. Stress and scenario tests include historical market movements, those defined by MARCO or Financial Markets and Treasury Risk (FMTR) and independent scenarios developed by Westpac’s economics department.

Profit or loss notification framework

The BRMC has approved a profit or loss notification framework. Included in this framework are levels of escalation in accordance with the size of the profit or loss. Triggers are applied to both a 1-day and a rolling 20-day cumulative total.

Risk reporting

Daily monitoring of current exposure and limit utilisation is conducted independently by the FMTR unit, which monitors market risk exposures against VaR and structural limits. Daily VaR position reports are produced by risk type, by product lines and by geographic region. These are supplemented by structural risk reporting, advice of profit or loss trigger levels and stress testing escalation trigger points. Model accreditation has been granted by APRA to use the internal model for the determination of regulatory capital for the key classes of interest rate (general market), foreign exchange, commodity and equity risks (including specific risk). Specific risk refers to the variations in individual security prices that cannot be explained by general market movements and event and default risk. Interest rate specific risk capital (specific issuer risk) is calculated using the Standard method.

 

As of 1 January 2012, regulatory capital includes an additional VaR component referred to as ‘Stressed VaR’. Stressed VaR is calculated to a 10-day, 99th percentile, one-tailed confidence interval and is based upon a continuous 12 month period of historical market data that includes a period of significant financial stress (e.g. the global financial crisis) and is then added to the existing VaR regulatory capital measure.

Risk mitigation

Market risk positions are managed by the trading desks consistent with delegated trading and product authorities. Risks are consolidated into portfolios based on product and risk types. Risk management is carried out by suitably qualified personnel with varying levels of seniority commensurate with the nature and scale of market risks under management.

Determination of fair value

Refer to Note 28 for the basis for determining fair value.

 

The following controls allow for continuous monitoring of market risk by management:

 

§         trading authorities and responsibilities are clearly delineated at all levels to provide accountability;

 

§         a structured system of limits and reporting of exposures;

 

§         all new products and significant product variations undergo an approval process to confirm business risks have been identified prior to launch;

 

§         models that are used to determine risk or profit or loss for Westpac’s financial statements are independently reviewed;

 

§         duties are segregated so that employees involved in the origination, processing and valuation of transactions operate under separate reporting lines, minimising the opportunity for collusion; and

 

§         legal counsel approves documentation for compliance with relevant laws and regulations.

Segregation of duties is a significant feature of Westpac’s internal controls. Separation of persons executing transactions from those responsible for processing contracts, confirming transactions, settling transactions, approving the accounting methodology or entries and performing revaluations minimises opportunities for fraud or embezzlement. Additionally, internal Group Audit reviews compliance with policies, procedures and limits.

2012 WESTPAC GROUP ANNUAL REPORT

237

 



NOTE 27. FINANCIAL RISK (CONTINUED)

The table below depicts the aggregate VaR, by risk type, for the six months ended 30 September 2011,2012, 31 March 20112012 and 30 September 2010:2011:

 

 

 

Consolidated and Parent Entity

 

 

 

30 September 2011

 

31 March 2011

 

30 September 2010

 

 

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Interest rate risk

 

40.9

 

16.5

 

28.4

 

 

32.9

 

12.8

 

20.9

 

25.6

 

11.2

 

18.0

 

Foreign exchange risk

 

8.4

 

0.9

 

3.4

 

 

8.0

 

0.8

 

3.3

 

5.0

 

1.0

 

2.5

 

Equity risk

 

1.7

 

0.3

 

0.6

 

 

0.9

 

0.2

 

0.4

 

0.9

 

0.3

 

0.5

 

Commodity risk1

 

6.6

 

1.1

 

3.5

 

 

3.4

 

1.2

 

2.0

 

3.3

 

1.3

 

1.9

 

Other market risks2

 

24.9

 

16.6

 

20.6

 

 

23.2

 

19.1

 

21.7

 

27.5

 

15.8

 

19.3

 

Diversification effect

 

n/a

 

n/a

 

(21.9

)

 

n/a

 

n/a

 

(19.8

)

n/a

 

n/a

 

(17.0

)

Net market risk

 

50.0

 

25.8

 

34.6

 

 

44.6

 

19.9

 

28.5

 

35.9

 

17.1

 

25.2

 

 

 

Consolidated and Parent Entity

 

 

 

30 September 2012

 

31 March 2012

 

 

30 September 2011

 

 

 

High

 

Low

 

Average

 

 

High

 

Low

 

Average

 

 

High

 

Low

 

Average

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Interest rate risk

 

23.5

 

10.5

 

17.1

 

 

29.0

 

14.8

 

19.7

 

 

40.9

 

16.5

 

28.4

 

Foreign exchange risk

 

7.5

 

0.8

 

2.6

 

 

8.0

 

1.6

 

4.1

 

 

8.4

 

0.9

 

3.4

 

Equity risk

 

1.1

 

0.2

 

0.6

 

 

1.8

 

0.4

 

0.5

 

 

1.7

 

0.3

 

0.6

 

Commodity risk1

 

2.4

 

1.0

 

1.7

 

 

5.1

 

1.7

 

3.2

 

 

6.6

 

1.1

 

3.5

 

Other market risks2

 

20.7

 

7.8

 

15.2

 

 

21.6

 

14.9

 

18.0

 

 

24.9

 

16.6

 

20.6

 

Diversification effect

 

n/a

 

n/a

 

(10.6

)

 

n/a

 

n/a

 

(14.4

)

 

n/a

 

n/a

 

(21.9

)

Net market risk

 

38.9

 

16.8

 

26.6

 

 

41.2

 

25.7

 

31.1

 

 

50.0

 

25.8

 

34.6

 

1      Includes electricity risk.

2      Includes prepayment risk and credit spread risk (exposure to movements is in generic credit rating bands).

238    Westpac Group



Notes to the financial statements

Note 27. Financial risk (continued)

 

Commodity, Carbon and Energy trading

Commodity, Carbon and Energy trading (CCE) activity is part of our Financial Markets business. All trades are marked-to-market daily, using independently sourced or reviewed rates. Rates are compared to Australian Financial Market Association published prices, brokers’ quotes, and futures prices as appropriate. Rates that have limited independent sources are reviewed on a regular basis by the WIB Revaluation Committee. The CCE business is managed within market risk structural and VaR limits. Credit risk is controlled by pre-settlement risk limits by counterparty.

 

CCE trading activities include electricity, gas, oil, emission, agricultural products, base metals and precious metals. These activities involve dealings in swaps, options, swaptions, Asian options and futures. Energy trading also includes Settlement Residue Auctions (SRAs) and Renewable Energy Certificates (RECs).

 

The total fair value of commodity and energy contracts outstanding as at 30 September 20112012 were net derivative assets of $63$8 million (2010(2011: net derivative assets of $59$63 million).

27.4.2 Non-traded market risk

Approach

The banking book activities that give rise to market risk include lending activities, balance sheet funding and capital management. Interest rate risk, currency risk and funding and liquidity risk are inherent in these activities. Group Treasury’s Asset and Liability Management (ALM) unit is responsible for managing the interest rate risk arising from these activities.

 

All material regions, business lines and legal entities are included in Westpac’s IRRBB framework.

Asset and Liability Management

ALM manages the structural interest rate mismatch associated with the transfer priced balance sheet, including the investment of Westpac’s capital to its agreed benchmark duration. A key risk management objective is to achieve reasonable stability of net interest income (NII) over time. These activities are overseen by the independent FMTR unit, reviewed by MARCO and conducted within a risk framework and appetite set down by the BRMC.

 

Material non-traded interest rate risk is managed in fourfive centres: Sydney manages risk associated with the Australian balance sheet, the Auckland office manages risk associated with the New Zealand balance sheet, the Singapore office manages risk associated with the Asian balance sheet, and thewhile New York centre managesand London centres manage risk associated with other locations.those locations respectively. The risk from these fourfive centres is monitored both at a local and aggregate level.

NII sensitivity

NII sensitivity is managed in terms of the net interest income-at-risk (NaR) modelled over a three year time horizon using a 99% confidence interval for movements in wholesale market interest rates. The position managed covers the Australian and New Zealand banking books, where the banking book is defined as the entire banking balance sheet less the trading book. A simulation model is used to calculate Westpac’s potential NaR. The NII simulation framework combines the underlying balance sheet data with assumptions about run off and new business, expected repricing behaviour and changes in wholesale market interest rates. Simulations using a range of interest rate scenarios are used to provide a series of potential future NII outcomes. The interest rate scenarios modelled include those projected using historical market interest rate volatility as well as 100 and 200 basis point shifts up and down from the current market yield curves in Australia and New Zealand. Additional stressed interest rate scenarios are also considered and modelled.

 

A comparison between the NII outcomes from these modelled scenarios indicates the sensitivity to interest rate changes.

 

238

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 27. FINANCIAL RISK (CONTINUED)

NaR limit

 

The BRMC has approved a NaR limit. This limit is managed by the Group Treasurer and is expressed as a deviation from benchmark hedge levels over a one-year rolling time frame, to a 99% confidence level. This limit is monitored by FMTR.

VaR limit

 

The BRMC has also approved a VaR limit for ALM activities. This limit is managed by the Group Treasurer and monitored by FMTR. Additionally, FMTR sets structural risk limits to prevent undue concentration of risk.

 

Structural foreign exchange risk

 

Structural foreign exchange rate risk results from the generation of foreign currency denominated earnings and from the foreign currency capital that we have deployed in offshore branches and subsidiaries with functional currencies other than Australian dollars.

 

As a result of the requirement to translate earnings and net assets of the foreign operations into our Australian dollar consolidated financial statements, movements in exchange rates could lead to changes in the Australian dollar equivalent of offshore earnings and capital which could introduce variability to our reported financial results. This is referred to as translation risk. In order to minimise this exposure, we manage the foreign exchange rate risk associated with offshore earnings and capital as follows:

 

Annual Report 2011239



Note 27. Financial risk (continued)

§         foreign currency denominated earnings that are generated during the current financial year and form part of capital that is defined to be available for repatriation at our option at any time isare hedged. This hedging removes the impact of changes in exchange rates on the cash flows that result from the repatriation of our profits or capital;

 

§         capital that is defined to be permanently employed in an offshore jurisdiction (for example to meet regulatory or prudential requirements) and which has no fixed term is hedged;

 

§         capital or profits that are denominated in currencies to which we have an immaterial exposure are not hedged; and

 

§         the economic risk of New Zealand dollar future earnings are managed where the bank believes there is a strong likelihood of significant adverse moves in the AUD/NZD exchange rate. Westpac manages these flows over a time horizon under which up to 100% of the expected earnings for the following financial year and 50% of the expected earnings for the subsequent financial year can be hedged.

ALCO determines the appropriateness of the foreign exchange earnings hedges and associated limits. The identification and management of structural foreign exchange risk is reported to ALCO monthly.

 

Risk reporting

IRRBB risk measurement systems and personnel are centralised in Sydney. These include front office product systems, which capture all treasury funding and derivative transactions; the transfer pricing system, which captures all retail transactions in Australia and New Zealand; non-traded VaR systems; and the NII system, which calculates NII and NaR for the Australian and New Zealand balance sheets.

 

Daily monitoring of current exposure and limit utilisation is conducted independently by FMTR, which monitors market risk exposures against VaR and NaR limits. Reports detailing structural positions and VaR are produced and distributed daily for use by dealers and management across all stakeholder groups. Monthly and quarterly reports are produced for the senior management market risk forums of MARCO and the BRMC respectively to provide transparency of material market risks and issues.

 

Risk mitigation

Market risk arising in the banking book stems from the ordinary course of banking activities, including structural interest rate risk (the mismatch between the duration of assets and liabilities) and capital management. Hedging Westpac’s exposure to interest rate risk is undertaken using derivatives. The hedge accounting strategy adopted is to utilise a combination of cash flow, fair value and net investment hedge approaches. Some derivatives held for economic hedging purposes do not meet the criteria for hedge accounting as defined under AASB 139 Financial Instruments: Recognition and Measurement, and therefore are accounted for in the same way as derivatives held for trading.

 

The same controls as used to monitor traded market risk allow for the continuous monitoring by management of non-traded market risk.

 

The table below depicts the aggregate VaR for non-traded market rate risk for the six months ended 30 September 2011,2012, 31 March 20112012 and 30 September 2010:2011:

 

 

 

Consolidated

 

 

 

30 September 2011

 

31 March 2011

 

30 September 2010

 

 

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Half year ended

 

11.1

 

1.8

 

5.0

 

 

6.8

 

1.6

 

3.7

 

6.3

 

1.4

 

3.6

 

 

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

 

30 September 2012

 

31 March 2012

 

30 September 2011

 

 

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

High

 

Low

 

Average

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Half year ended

 

15.7

 

3.9

 

9.4

 

11.7

 

2.4

 

7.4

 

11.1

 

1.8

 

5.0

 

 

As at 30 September 20112012 the non-traded VaR for the Parent Entity was $4.0$9.4 million (31 March 2011 $5.62012: $9.6 million, 30 September 2010 $3.12011: $4.0 million).

 

2012 WESTPAC GROUP ANNUAL REPORT

239



NoteNOTE 28. Fair values of financial assets and liabilitiesFAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES

 

Fair valuation control frameworkValuation Control Framework

 

Westpac uses a well established Fair Valuation Control Framework to determine the fair value of financial assets and liabilities. The framework consists of policies and procedures that ensure the Group is in compliance with relevant accounting, industry and regulatory standards. This framework includes details on the approach taken with respect to the revaluation of financial instruments, independent price verification, fair value adjustments and financial reporting.

 

The method of determining a fair value according to the Fair Valuation Control Framework falls into one of two main approaches:

 

§         Mark to marketMark-to-market
Where the valuation uses independent unadjusted quoted market prices.

 

§         Mark to model
Where valuation techniques are used to determine the valuation.

 

240    Westpac Group



Notes to the financial statements

Note 28. Fair values of financial assets and liabilities (continued)

Valuation techniques often require adjustments to ensure correct fair value representation. Some of our more significant valuation adjustments include:

 

§         Credit valuation adjustment (CVA): Some market and model derived valuations assume similar credit quality for all counterparties. To correct for this assumption, a CVA is employed on the majority of derivative positions which reflects the market view of the counterparty credit risk. A derivativedebit valuation adjustment (DVA) is employed to adjust for our own credit risk. Westpac uses a Monte Carlo simulation methodology to calculate the expected future credit exposure for all derivative exposures including inputs regarding probabilities of default (PDs) and loss given default (LGD). PDs are derived from market observed credit spreads by reference to credit default swap (CDS) sector curves for the relevant tenors to calculate CVA, and Westpac’s CDS curve for the relevant tenors to calculate DVA. PDs are then applied to the horizon of potential exposures to derive both the CVA and DVA.

 

§         Bid-offer spreads adjustment: The fair value of financial assets and liabilities should reflect bid prices for assets and offer prices for liabilities. Prices are adjusted to reflect current bid-offer spreads.

 

The fair values of large holdings of financial instruments are based on a multiple of the estimated value of a single instrument, and do not include block adjustments for the size of the holding.

 

Fair value hierarchy

Westpac categorises all fair value instruments according to the following hierarchy:

 

§         Quoted market price (Level 1)

 

This valuation technique uses recent unadjusted quoted prices for identical assets or liabilities in active markets where the price represents actual and regularly occurring market transactions on an arm’s length basis.

 

Financial instruments included in this class are spot and exchange traded derivatives for commodities, equities, foreign exchange and interest rate products.

 

§         Valuation technique using observable inputs (Level 2)

 

This valuation technique is used for financial instruments where quoted market prices are not available so prices are derived from standard valuation models, and inputs to these models are directly observable. The valuation techniques include the use of discounted cash flow analysis, option pricing models and other valuation techniques widely used and accepted by market participants. The financial instruments included in this category are mainly OTC derivatives with observable market inputs and financial instruments with fair value derived from consensus pricing with sufficient contributors. Financial instruments included in the Level 2 category are trading securities including government bonds, State Governmentstate government bonds, corporate fixed rate bonds and floating rate bonds and derivatives including interest rate swaps, CDSs, FX swaps, equity options and FX options.

 

§         Valuation technique with significant unobservable inputs (Level 3)

 

This valuation technique is used where at least one significant input is not observable and reliance is placed on reasonable assumptions based on market conditions. These estimates are calibrated against industry standards, economic models and observable transaction prices where possible. The financial instruments included in this class show illiquidity in the market. Some valuations rely on estimation from related markets or proxies.

 

Financial Instrumentsinstruments included in the Level 3 category are trading securities, including some ABS and non-Australian dollar-denominated government securities issued by Pacific Islands governments.

 

Valuation techniques, valuation inputs and asset classification

 

A variety of valuation techniques are used to derive the fair value of each instrument. Mark to marketMark-to-market is the preferred valuation technique for all products. However, when markets are illiquid and prices are not quoted, modelling techniques are used to derive fair value. The specific valuation techniques, the observability of the inputs used in valuation models and the subsequent classification for each significant product category are outlined below:

240

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 28. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

 

Interest rate products

 

§         Exchange traded interest rate options and futures
Exchange traded interest rate options and futures are liquid and their prices are observable. No modelling or assumptions are used in valuation. Thus, interest rate options and futures are categorised as Level 1 instruments.

 

Annual Report 2011241



Note 28. Fair values of financial assets and liabilities (continued)

§         Other interest rate derivatives
These are products with a payoff linked to interest rates; for example Bank Bills Swap reset Rate (BBSW), London InterBank Offer Rate (LIBOR) or inflation rates. This category includes interest rate and inflation swaps, swaptions, caps, floors and collars and other complex interest rate derivatives. For these instruments, as market prices are unavailable, Westpac uses valuation models to derive fair value. The models are industry standard and mostly employ a Black–Scholes framework to calculate the expected future value of payments by product, which is discounted back to a present value. The models’ interest rate inputs are benchmark interest rates such as BBSW and active broker quoted interest rates in the swap, bond and futures markets. Interest rate volatilities are sourced through a consensus data provider. As such the input parameters into the models are deemed observable, thus these interest rate derivatives are categorised as Level 2 instruments.

 

FX products

 

§         FX Spotspot and Futuresfutures
There are observable markets for spotfutures and futuresspot contracts in major global currencies. No modelling or assumptions are used in valuation of these instruments. These assets are categorised as Level 1 instruments.

 

§         FX Swaps, Options, Forwardsswaps, options, forwards (outright) and other FX derivatives
FX swaps and forwards are not traded on exchanges. FX swap and forward valuations are derived from consensus data providers. Both simple and complex derivatives are valued using industry standard models which revolve around a Black–Scholes framework. The inputs to the calculation include FX spot rates, interest rates and FX volatilities. In general, these inputs are market observable or provided by consensus data providers. Thus, FX swaps, options, forwards and other FX derivatives are categorised as Level 2 instruments.

 

Debt and credit market products

 

§         Single Name and Index CDS
CDSs are mainly traded OTC, therefore market prices are not always observable. Westpac uses a standard industry model to derive the fair value of CDSs. The main input the model relies on is the credit spread. Credit spreads are obtained from consensus market data providers, thus CDS single name and index are classified as Level 2 assets.

 

§         Government bonds, State Governmentstate government bonds, corporate bonds, commercial paper, certificates of deposit and notes
Within this category, most instruments do not have quoted market prices. Westpac uses valuation models to derive the fair value of these instruments. The valuation techniques are standard and mainly use a discounted cashflow approach. The main model inputs are observed instrument data used to derive the discount curves. Thus, Debt market products are classified as Level 2 instruments.

 

Asset backed products

 

§         Australian Residential Mortgage Backed Securities (RMBS) denominated in Australian dollars
Australian RMBS denominated in Australian dollars are traded OTC, therefore trade price observability is limited. Westpac usesclassified as Level 2. They are valued using a market accepted model to derive the fair value of RMBS. The model follows the industry standard approach to valuing floating rate debt with prepayment features.observable inputs sourced from a consensus data provider. The main inputs to the model are the trading margin and the weighted average life (WAL) of the security. These inputs are sourced from a consensus data provider. Therefore, Australian issued RMBS denominated in AUD are classified as Level 2 instruments.

 

§         Australian RMBS denominated in foreign currency and offshore RMBS
Despite the availability of an RMBS model in Westpac, input data for the trading margin on Australian issued RMBS, denominated in foreign currency is considered unreliable. Trading levels in these instruments are low. Therefore, proxy data from the Australian denominated RMBS market is used to retrievederive the fair value for these instruments.

For offshore RMBS, broker data is used to determine fair value however if trading levels in these instruments is low, both Australian issued RMBS denominated in foreign currency and offshoreare classified as Level 3 instruments.

Offshore RMBS are classified as Level 3 instruments.2 and consensus data is used to determine their fair value.

 

§         Synthetic credit defaultcollateralised debt obligations (CDOs)
As synthetic CDO prices are not generally available, Synthetic CDOs are valued using a model. The model uses a combination of established analytic and numerical approaches. The model calculates fair value based on observable and unobservable parameters including credit spreads, recovery rates, correlations and interest rates. As some of the model inputs (e.g. correlations) are indirectly implied or unobservable, synthetic CDOs are classified as Level 3 instruments.

 

§         Cash CDOs, credit linkedcollateralised loan obligations (CLOs), and other asset-backed securities (ABSs)
Cash CDO, CLO and ABS prices are obtained from broker quotes and consensus data providers. Modelling is not used in the valuation as generally there is no information on the underlying asset pool. If consensus pricing data is available these are classified as Level 2 instruments. Otherwise, Cash CDOs, CLOs and other ABSs are classified as Level 3 instruments.

 

242    Westpac Group

 

2012 WESTPAC GROUP ANNUAL REPORT

241



 

Notes to the financial statements

 

NoteNOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

 

Equity products

 

§         Cash equities and index
The Australian cash equity market is liquid and cash equities and index prices are listed on the ASX. No modelling or assumptions are used in valuation. Thus, cash equities are categorised as Level 1 assets.

 

§         Exchange traded equity options, OTC equity options and AUDequity warrants
Exchange traded equity options and warrants are traded on the ASX, however there is very little liquidity in the market for these instruments beyond one year. For OTC equity options there is no observable source of pricing. Therefore, industry standard models are used to value options and warrants, which are based on a Black–Black—Scholes framework. The models calculate fair value based on input parameters such as stock prices, dividends, volatilities and interest rates. In general, these input parameters are deemed observable. Thus, exchange traded equity options, OTC equity options and warrants are categorised as Level 2 instruments.

 

Commodity products

§         Commodity and energy spot and futures and carbon futures
The commodity and energy spot and futures and carbon futures markets are generally liquid and instruments are listed on major global exchanges. Traded commodity and energy spot and futures include metals, agriculture, oil related, power and natural gas. No modelling or assumptions are used in the valuation of these instruments. Thus, commodity and energy spot and futures and carbon futures are categorised as Level 1 instruments.

 

§         Commodity, carbon and energy swaps
Energy, carbon and commodity swaps are not traded on exchanges and options,exchanges. Options, although traded on exchanges, are not generally liquid. Therefore, market prices are not regularly observed. Westpac uses models to derive the fair value of these instruments. The models calculate the expected future value of deliveries and payments and discounts them back to a present value. The model inputs include forward curves, volatility surfaces, discount curves and underlying spot and futures prices. Most of these inputs are market observablesobservable or provided by consensus data providers. Thus carbon, commodity and energy derivatives are categorised as Level 2 instruments.

 

Certificates of deposit

The fair value of certificates of deposit are determined using a discounted cash flow analysis using markets rates offered for deposits of similar remaining maturities and are therefore classified as Level 2 instruments.

 

Debt issues at fair value

Where a quoted price is not available the fair value of debt issues is determined using a discounted cash flow approach, using a discount rate which reflects the terms of the instrument and the timing of cash flows adjusted for market observable changes in the applicable credit rating of Westpac. These instruments are therefore classified as Level 2 instruments.

 

Disclosure of fair value

Due to the number of different valuation models used and the underlying assumptions made regarding inputs selected, such as timing and amounts of future cash flows, discount rates, credit risk and volatility, it is often difficult to compare the fair value information disclosed here, against the fair value information disclosed by other financial institutions.

 

The fair values disclosed in this note represent estimates at which the instruments could be exchanged. However, the intention is to hold many of these instruments to maturity and thus it is possible that the realised amount may differ to the amounts disclosed in the tables below.

 

Annual Report 2011

243242

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

The table below summarises the attribution of financial instruments to the fair value hierarchy based on the measurement basis after initial recognition:

 

 

 

Consolidated

 

 

 

2011

 

2010

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

 

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

209

 

48,925

 

11

 

49,145

 

860

 

35,233

 

9

 

36,102

 

Trading securities

 

47

 

47,924

 

-

 

47,971

 

267

 

39,699

 

45

 

40,011

 

Other financial assets designated at fair value

 

381

 

1,886

 

693

 

2,960

 

1,986

 

826

 

652

 

3,464

 

Available-for-sale securities1

 

226

 

17,070

 

769

 

18,065

 

412

 

11,245

 

458

 

12,115

 

Life insurance assets

 

7,388

 

528

 

-

 

7,916

 

11,919

 

391

 

-

 

12,310

 

Total assets carried at fair value

 

8,251

 

116,333

 

1,473

 

126,057

 

15,444

 

87,394

 

1,164

 

104,002

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits at fair value

 

-

 

58,561

 

-

 

58,561

 

-

 

53,249

 

-

 

53,249

 

Derivative financial instruments

 

178

 

39,175

 

52

 

39,405

 

1,179

 

42,816

 

44

 

44,039

 

Trading liabilities and other financial liabilities designated at fair value

 

72

 

9,731

 

-

 

9,803

 

114

 

4,736

 

-

 

4,850

 

Debt issues at fair value

 

-

 

43,754

 

22

 

43,776

 

-

 

33,218

 

109

 

33,327

 

Total liabilities carried at fair value

 

250

 

151,221

 

74

 

151,545

 

1,293

 

134,019

 

153

 

135,465

 

 

 

 

 

 

 

 

 

       Consolidated

 

 

 

 

 

 

 

 

 

 

                   2012

 

 

 

 

 

                  2011

 

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

 

33

 

35,444

 

12

 

35,489

 

209

 

48,925

 

11

 

49,145

Trading securities

 

18

 

44,585

 

-

 

44,603

 

47

 

47,924

 

-

 

47,971

Other financial assets designated at fair value

 

159

 

2,067

 

438

 

2,664

 

381

 

1,886

 

693

 

2,960

Available-for-sale securities

 

193

 

23,446

 

826

 

24,465

 

226

 

17,070

 

769

 

18,065

Loans1

 

-

 

11,844

 

-

 

11,844

 

-

 

11,277

 

-

 

11,277

Life insurance assets

 

7,712

 

528

 

-

 

8,240

 

7,388

 

528

 

-

 

7,916

Total assets carried at fair value

 

8,115

 

117,914

 

1,276

 

127,305

 

8,251

 

127,610

 

1,473

 

137,334

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits at fair value

 

-

 

47,086

 

-

 

47,086

 

-

 

58,561

 

-

 

58,561

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

 

38

 

38,824

 

73

 

38,935

 

178

 

39,175

 

52

 

39,405

Trading liabilities and other financial liabilities designated at fair value

 

71

 

9,893

 

-

 

9,964

 

72

 

9,731

 

-

 

9,803

Debt issues at fair value

 

-

 

31,242

 

27

 

31,269

 

-

 

43,754

 

22

 

43,776

Total liabilities carried at fair value

 

109

 

127,045

 

100

 

127,254

 

250

 

151,221

 

74

 

151,545

1          In the current year, we have revised our presentation and reclassified overseas government securities issued by Pacific Islands governments from available-for-sale securities at cost to available-for-sale securitiesinclude loans designated at fair value. The cost of these instruments approximates their fair value as they are short-term in nature. To improve presentation, we have included $407$11,277 million of available-for sale securities inloans measured at fair value under Level 32 in the comparative period.

 

244 Westpac Group

 

2012 WESTPAC GROUP ANNUAL REPORT

243



 

Notes to the financial statements

NoteNOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

 

 

 

Parent Entity

 

 

 

2011

 

2010

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

 

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

209

 

48,659

 

11

 

48,879

 

860

 

35,039

 

9

 

35,908

 

Trading securities

 

47

 

45,243

 

-

 

45,290

 

267

 

37,509

 

45

 

37,821

 

Other financial assets designated at fair value

 

97

 

1,338

 

658

 

2,093

 

57

 

666

 

601

 

1,324

 

Available-for-sale securities1

 

150

 

15,218

 

58

 

15,426

 

266

 

10,637

 

28

 

10,931

 

Total assets carried at fair value

 

503

 

110,458

 

727

 

111,688

 

1,450

 

83,851

 

683

 

85,984

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits at fair value

 

-

 

57,313

 

-

 

57,313

 

-

 

51,802

 

-

 

51,802

 

Derivative financial instruments

 

175

 

38,303

 

52

 

38,530

 

1,179

 

41,754

 

44

 

42,977

 

Trading liabilities and other financial liabilities designated at fair value

 

72

 

9,731

 

-

 

9,803

 

114

 

4,736

 

-

 

4,850

 

Debt issues at fair value

 

-

 

37,470

 

-

 

37,470

 

-

 

28,085

 

-

 

28,085

 

Total liabilities carried at fair value

 

247

 

142,817

 

52

 

143,116

 

1,293

 

126,377

 

44

 

127,714

 

 

 

 

 

 

 

 

 

       Parent Entity

 

 

 

 

 

 

 

 

 

 

                   2012

 

 

 

 

 

                  2011

 

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

 

Valuation

 

Valuation

 

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

Quoted

 

Techniques

 

Techniques

 

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

Market

 

(Market

 

(Non-Market

 

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

Prices

 

Observable)

 

Observable)

 

 

 

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

 

33

 

35,139

 

12

 

35,184

 

209

 

48,659

 

11

 

48,879

Trading securities

 

18

 

42,957

 

-

 

42,975

 

47

 

45,243

 

-

 

45,290

Other financial assets designated at fair value

 

105

 

1,398

 

400

 

1,903

 

97

 

1,338

 

658

 

2,093

Loans1

 

-

 

11,844

 

-

 

11,844

 

-

 

11,277

 

-

 

11,277

Available-for-sale securities

 

97

 

20,810

 

129

 

21,036

 

150

 

15,218

 

58

 

15,426

Total assets carried at fair value

 

253

 

112,148

 

541

 

112,942

 

503

 

121,735

 

727

 

122,965

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits at fair value

 

-

 

46,400

 

-

 

46,400

 

-

 

57,313

 

-

 

57,313

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial instruments

 

 

38

 

37,692

 

73

 

37,803

 

175

 

38,303

 

52

 

38,530

Trading liabilities and other financial liabilities designated at fair value

 

71

 

9,893

 

-

 

9,964

 

72

 

9,731

 

-

 

9,803

Debt issues at fair value

 

-

 

27,601

 

-

 

27,601

 

-

 

37,470

 

-

 

37,470

Total liabilities carried at fair value

 

109

 

121,586

 

73

 

121,768

 

247

 

142,817

 

52

 

143,116

1          In the current year, we have revised our presentation and reclassified overseas government securities issued by Pacific Islands governments from available-for-sale securities at cost to available-for-sale securitiesinclude loans designated at fair value. The cost of these instruments approximates their fair value as they are short-term in nature. To improve presentation, we have included $28$11,277 million of available-for sale securitiesloans measured at fair value in Level 32 in the comparative period.

 

Sensitivities to reasonably possible changes in non-market observable valuation assumptions would not have a material impact on the Group or Parent Entity’s reported results.

 

 

Annual Report 2011

245244

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

The following table summarises the changes in financial instruments carried at fair value derived from non-market observable valuation techniques (Level 3) for the year ended 30 September 2011.2012.

 

Reconciliation of non-market observables

 

 

 

 

 

 

 

 

   Consolidated 2012

 

 

 

 

 

 

 

Consolidated 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total
Assets

 

Derivatives

 

Debt Issues
at Fair
Value

 

Total
Liabilities

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total Assets

 

Derivatives

 

Debt Issues
at Fair Value

 

Total 
Liabilities
 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Balance as at beginning of year

 

9

 

45

 

652

 

458

 

1,164

 

44

 

109

 

153

 

 

11

 

-

 

693

 

769

 

1,473

 

52

 

22

 

74

Gains/(losses) on assets/ (Gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains/(losses) on assets/ (gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

2

 

-

 

(4)

 

1

 

(1)

 

8

 

1

 

9

 

 

-

 

-

 

(17)

 

-

 

(17)

 

(8)

 

5

 

(3)

Available-for-sale reserve

 

-

 

-

 

-

 

(3)

 

(3)

 

-

 

-

 

-

 

 

-

 

-

 

-

 

2

 

2

 

-

 

-

 

-

Acquisitions

 

4

 

-

 

305

 

832

 

1,141

 

-

 

-

 

-

 

 

6

 

-

 

160

 

1,899

 

2,065

 

35

 

-

 

35

Issues

 

-

 

-

 

1

 

-

 

1

 

-

 

-

 

-

 

 

-

 

-

 

4

 

-

 

4

 

-

 

-

 

-

Disposals

 

-

 

(45)

 

(209)

 

(611)

 

(865)

 

-

 

(88

)

(88

)

 

-

 

-

 

(308)

 

(1,845)

 

(2,153)

 

-

 

-

 

-

Settlements

 

(1)

 

-

 

(52)

 

-

 

(53)

 

-

 

-

 

-

 

 

-

 

-

 

(86)

 

-

 

(86)

 

(7)

 

-

 

(7)

Transfers into or out of non-market observables

 

(3)

 

-

 

-

 

-

 

(3)

 

-

 

-

 

-

 

 

(5)

 

-

 

-

 

-

 

(5)

 

1

 

-

 

1

Others

 

-

 

-

 

-

 

92

 

92

 

-

 

-

 

-

 

 

-

 

-

 

(8)

 

1

 

(7)

 

-

 

-

 

-

Balance as at end of year

 

11

 

-

 

693

 

769

 

1,473

 

52

 

22

 

74

 

 

12

 

-

 

438

 

826

 

1,276

 

73

 

27

 

100

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2011

 

2

 

-

 

(15)

 

-

 

(13)

 

(7)

 

(1

)

(8

)

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2012

 

-

 

-

 

(25)

 

-

 

(25)

 

8

 

(5)

 

3

 

 

 

Consolidated 2010

 

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available1-
for-Sale
Securities

 

Total
Assets

 

Derivatives

 

Debt Issues
at Fair
Value

 

Total
Liabilities

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Balance as at beginning of year

 

28

 

106

 

664

 

354

 

1,152

 

74

 

136

 

210

 

Gains/(losses) on assets/ (Gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

(1)

 

(4)

 

(13)

 

-

 

(18)

 

(15)

 

11

 

(4

)

Acquisitions

 

-

 

-

 

120

 

1,284

 

1,404

 

-

 

-

 

-

 

Issues

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Disposals

 

-

 

(62)

 

(225)

 

(1,212)

 

(1,499)

 

-

 

-

 

-

 

Settlements

 

(24)

 

-

 

-

 

-

 

(24)

 

(18)

 

(56)

 

(74

)

Transfers into or out of non-market observables

 

6

 

5

 

106

 

51

 

168

 

3

 

18

 

21

 

Others

 

-

 

-

 

-

 

(19)

 

(19)

 

-

 

-

 

-

 

Balance as at end of year

 

9

 

45

 

652

 

458

 

1,164

 

44

 

109

 

153

 

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2010

 

(1

)

-

 

(34)

 

-

 

(35)

 

15

 

(11)

 

4

 

1In the current year we have revised our presentation and reclassified overseas government securities issued by Pacific Islands governments from available-for-sale securities at cost to available-for-sale securities at fair value. The cost of these instruments approximates their fair value as they are short-term in nature. To improve presentation, we have included $407 million of available-for sale securities in Level 3 in the comparative period.

246 Westpac Group



Notes to the financial statements

Note 28. Fair values of financial assets and liabilities (continued)

 

 

Parent Entity 2011

 

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total
Assets

 

Derivatives

 

Debt Issues
at Fair
Value

 

Total
Liabilities

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Balance as at beginning of year

 

9

 

45

 

601

 

28

 

683

 

44

 

-

 

44

 

Gains/(losses) on assets/ (Gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

2

 

-

 

(4

)

(5

)

(7)

 

8

 

-

 

8

 

Available-for-sale reserve

 

-

 

-

 

-

 

1

 

1

 

-

 

-

 

-

 

Acquisitions

 

4

 

-

 

305

 

195

 

504

 

-

 

-

 

-

 

Issues

 

-

 

-

 

1

 

-

 

1

 

-

 

-

 

-

 

Disposals

 

-

 

(45

)

(193

)

(161

)

(399)

 

-

 

-

 

-

 

Settlements

 

(1

)

-

 

(52

)

-

 

(53)

 

-

 

-

 

-

 

Transfers into or out of non-market observables

 

(3

)

-

 

-

 

-

 

(3)

 

-

 

-

 

-

 

Others

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Balance as at end of year

 

11

 

-

 

658

 

58

 

727

 

52

 

-

 

52

 

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2011

 

2

 

-

 

(16

)

-

 

(14)

 

(7

)

-

 

(7)

 

 

 

Parent Entity 2010

 

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available1-
for-Sale
Securities

 

Total
Assets

 

Derivatives

 

Debt Issues
at Fair
Value

 

Total
Liabilities

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Balance as at beginning of year

 

28

 

61

 

664

 

14

 

767

 

74

 

-

 

74

 

Gains/(losses) on assets/ (Gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

(1

)

1

 

(3

)

-

 

(3

)

(15)

 

-

 

(15

)

Acquisitions

 

-

 

-

 

109

 

222

 

331

 

-

 

-

 

-

 

Issues

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

Disposals

 

-

 

(62

)

(225

)

(207

)

(494

)

-

 

-

 

-

 

Settlements

 

(24

)

-

 

-

 

-

 

(24

)

(18

)

-

 

(18

)

Transfers into or out of non-market observables

 

6

 

45

 

56

 

-

 

107

 

3

 

-

 

3

 

Others

 

-

 

-

 

-

 

(1

)

(1

)

-

 

-

 

-

 

Balance as at end of year

 

9

 

45

 

601

 

28

 

683

 

44

 

-

 

44

 

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2010

 

(1

)

-

 

(24

)

-

 

(25

)

15

 

-

 

15

 

1In the current year we have revised our presentation and reclassified overseas government securities issued by Pacific Islands governments from available-for-sale securities at cost to available-for-sale securities at fair value. The cost of these instruments approximates their fair value as they are short-term in nature. To improve presentation, we have included $28 million of available-for sale securities in Level 3 in the comparative period.

 

 

 

 

 

 

 

 

   Consolidated 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total Assets

 

Derivatives

 

Debt Issues
at Fair Value

 

Total 
Liabilities
 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m 

Balance as at beginning of year

 

9

 

45

 

652

 

458

 

1,164

 

44

 

109

 

153

Gains/(losses) on assets/ (gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

2

 

-

 

(4)

 

1

 

(1)

 

8

 

1

 

9

Available-for-sale reserve

 

-

 

-

 

-

 

(3)

 

(3)

 

-

 

-

 

-

Acquisitions

 

4

 

-

 

305

 

832

 

1,141

 

-

 

-

 

-

Issues

 

-

 

-

 

1

 

-

 

1

 

-

 

-

 

-

Disposals

 

-

 

(45)

 

(209)

 

(611)

 

(865)

 

-

 

(88)

 

(88)

Settlements

 

(1)

 

-

 

(52)

 

-

 

(53)

 

-

 

-

 

-

Transfers into or out of non-market observables

 

(3)

 

-

 

-

 

-

 

(3)

 

-

 

-

 

-

Others

 

-

 

-

 

-

 

92

 

92

 

-

 

-

 

-

Balance as at end of year

 

11

 

-

 

693

 

769

 

1,473

 

52

 

22

 

74

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2011

 

2

 

-

 

(15)

 

-

 

(13)

 

(7)

 

(1)

 

(8)

 

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

247245



NOTE 28. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

 

 

Parent Entity 2012

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total Assets

 

Derivatives

 

Debt Issues
at Fair Value

 

Total
Liabilities

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Balance as at beginning of year

 

11

 

-

 

658

 

58

 

727

 

52

 

-

 

52

Gains/(losses) on assets/ (gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

-

 

-

 

(23)

 

-

 

(23)

 

(8)

 

-

 

(8)

Available-for-sale reserve

 

-

 

-

 

-

 

2

 

2

 

-

 

-

 

-

Acquisitions

 

6

 

-

 

160

 

168

 

334

 

35

 

-

 

35

Issues

 

-

 

-

 

4

 

-

 

4

 

-

 

-

 

-

Disposals

 

-

 

-

 

(308)

 

(94)

 

(402)

 

-

 

-

 

-

Settlements

 

-

 

-

 

(86)

 

-

 

(86)

 

(7)

 

-

 

(7)

Transfers into or out of non-market observables

 

(5)

 

-

 

-

 

-

 

(5)

 

1

 

-

 

1

Others

 

-

 

-

 

(5)

 

(5)

 

(10)

 

-

 

-

 

-

Balance as at end of year

 

12

 

-

 

400

 

129

 

541

 

73

 

-

 

73

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2012

 

-

 

-

 

(31)

 

-

 

(31)

 

8

 

-

 

8

 

 

Parent Entity 2011

 

 

Derivatives

 

Trading
Securities

 

Other
Financial Assets
Designated at
Fair Value

 

Available-
for-Sale
Securities

 

Total Assets

 

Derivatives

 

Debt Issues
at Fair Value

 

Total
Liabilities

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

Balance as at beginning of year

 

9

 

45

 

601

 

28

 

683

 

44

 

-

 

44

Gains/(losses) on assets/ (gains)/losses on liabilities recognised in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income statements

 

2

 

-

 

(4)

 

(5)

 

(7)

 

8

 

-

 

8

Available-for-sale reserve

 

-

 

-

 

-

 

1

 

1

 

-

 

-

 

-

Acquisitions

 

4

 

-

 

305

 

195

 

504

 

-

 

-

 

-

Issues

 

-

 

-

 

1

 

-

 

1

 

-

 

-

 

-

Disposals

 

-

 

(45)

 

(193)

 

(161)

 

(399)

 

-

 

-

 

-

Settlements

 

(1)

 

-

 

(52)

 

-

 

(53)

 

-

 

-

 

-

Transfers into or out of non-market observables

 

(3)

 

-

 

-

 

-

 

(3)

 

-

 

-

 

-

Others

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Balance as at end of year

 

11

 

-

 

658

 

58

 

727

 

52

 

-

 

52

Unrealised gains/(losses) recognised in the income statements for financial instruments held as at 30 September 2011

 

2

 

-

 

(16)

 

-

 

(14)

 

(7)

 

-

 

(7)

246

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

There have been no significant transfers of financial instruments between Level 1 and Level 2. Transfers into and out of Level 3 have occurred due to changes in observability in the significant inputs into the valuation models used to determine the fair value of the related financial instruments.

Day one profit or loss

For financial assets and financial liabilities measured at fair value through the profit or loss, when the transaction price in a non-active market is different to the fair value from other observable current market transactions in the same instrument or based on a valuation technique whose inputs include only data from observable markets, Westpac recognises the difference between the transaction price and the fair value (‘day one’ profit or loss) in the income statement as non-interest income. In cases where use is made of data which is not observable, day one profit or loss is only recognised in the income statement when the inputs become observable, or over the life of the instrument.

 

The following table summarises the deferral and recognition of day one profit or loss for the Group and the Parent Entity, where a valuation technique has been applied for which not all the inputs are observable in the market:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

Balance at the beginning of the period

 

9

 

11

 

9

 

11

 

 

5

 

9

 

5

 

9

Deferral on new transactions

 

2

 

1

 

2

 

1

 

 

4

 

2

 

2

 

2

Recognised in the income statements during the period

 

(6

)

(3

)

(6

)

(3

)

 

(2)

 

(6)

 

(1)

 

(6)

Derecognition of the instruments

 

(1)

 

-

 

(1)

 

-

Balance at the end of the period

 

5

 

9

 

5

 

9

 

 

6

 

5

 

5

 

5

 

248 Westpac Group

 

2012 WESTPAC GROUP ANNUAL REPORT

247



 

Notes to the NOTE 28. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)financial statements

 

Note 28. Fair values of financial assets and liabilities (continued)

Fair value of financial instruments

Financial assets and financial liabilities are measured on an ongoing basis either at fair value or at amortised cost. AASB 7 Financial Instruments: Disclosures requires the disclosure of the fair value of those financial instruments not already carried at fair value in the balance sheet. The fair value is the amount for which an asset could be exchanged, or a liability settled, in an arm’s-lengtharm’s length transaction between knowledgeable, willing parties. The fair value disclosure does not cover those instruments that are not considered to be financial instruments from an accounting perspective, such as income tax and intangible assets.

 

The following table summarises the carrying value and fair value of all financial instruments of the Group and the Parent Entity as at 30 September 2011:2012:

 

 

 

Consolidated

 

 

 

2011

 

2010

 

 

 

Carrying
Amount

 

Fair Value

 

Carrying
Amount

 

Fair Value

 

 

 

$m

 

$m

 

$m

 

$m

 

Financial assets

 

 

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

16,258

 

16,258

 

 

4,464

 

4,464

 

Receivables due from other financial institutions

 

8,551

 

8,551

 

 

12,588

 

12,588

 

Derivative financial instruments

 

49,145

 

49,145

 

 

36,102

 

36,102

 

Trading securities

 

47,971

 

47,971

 

 

40,011

 

40,011

 

Other financial assets designated at fair value

 

2,960

 

2,960

 

 

3,464

 

3,464

 

Available-for-sale securities1

 

18,075

 

18,075

 

 

12,124

 

12,124

 

Loans (net of impairment provision)

 

496,609

 

496,857

 

 

477,655

 

476,597

 

Life insurance assets

 

7,916

 

7,916

 

 

12,310

 

12,310

 

Regulatory deposits with central banks overseas

 

1,739

 

1,739

 

 

1,322

 

1,322

 

Other financial assets

 

4,448

 

4,448

 

 

2,671

 

2,671

 

Total financial assets

 

653,672

 

653,920

 

 

602,711

 

601,653

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

14,512

 

14,512

 

 

8,898

 

8,898

 

Deposit at fair value

 

58,561

 

58,561

 

 

53,249

 

53,249

 

Deposits at amortised cost

 

311,717

 

312,597

 

 

284,136

 

284,642

 

Derivative financial instruments

 

39,405

 

39,405

 

 

44,039

 

44,039

 

Trading liabilities and other financial liabilities designated at fair value

 

9,803

 

9,803

 

 

4,850

 

4,850

 

Debt issues at fair value

 

43,776

 

43,776

 

 

33,327

 

33,327

 

Debt issues at amortised cost

 

121,883

 

120,370

 

 

117,009

 

116,845

 

Acceptances

 

272

 

272

 

 

635

 

635

 

Loan capital

 

8,173

 

7,939

 

 

9,632

 

9,186

 

Other financial liabilities

 

7,318

 

7,318

 

 

7,041

 

7,041

 

Total financial liabilities

 

615,420

 

614,553

 

 

562,816

 

562,712

 

 

 

Consolidated

 

 

2012

 

2011

 

 

Carrying
Amount

 

Fair Value

 

Carrying
Amount

 

Fair Value

 

 

$m

 

$m

 

$m

 

$m

Financial assets

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

12,523

 

12,523

 

16,258

 

16,258

Receivables due from other financial institutions

 

10,228

 

10,228

 

8,551

 

8,551

Derivative financial instruments

 

35,489

 

35,489

 

49,145

 

49,145

Trading securities

 

44,603

 

44,603

 

47,971

 

47,971

Other financial assets designated at fair value

 

2,664

 

2,664

 

2,960

 

2,960

Available-for-sale securities1

 

24,472

 

24,472

 

18,075

 

18,075

Loans (net of impairment provision)

 

514,445

 

515,384

 

496,609

 

496,857

Life insurance assets

 

8,240

 

8,240

 

7,916

 

7,916

Regulatory deposits with central banks overseas

 

1,893

 

1,893

 

1,739

 

1,739

Other financial assets

 

4,325

 

4,325

 

4,448

 

4,448

Total financial assets

 

658,882

 

659,821

 

653,672

 

653,920

Financial liabilities

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

7,564

 

7,564

 

14,512

 

14,512

Deposit at fair value

 

47,086

 

47,086

 

58,561

 

58,561

Deposits at amortised cost

 

347,905

 

348,922

 

311,717

 

312,597

Derivative financial instruments

 

38,935

 

38,935

 

39,405

 

39,405

Trading liabilities and other financial liabilities designated at fair value

 

9,964

 

9,964

 

9,803

 

9,803

Debt issues at fair value

 

31,269

 

31,269

 

43,776

 

43,776

Debt issues at amortised cost

 

116,312

 

117,423

 

121,883

 

120,370

Acceptances

 

266

 

266

 

272

 

272

Loan capital

 

9,537

 

9,526

 

8,173

 

7,939

Other financial liabilities

 

8,022

 

8,022

 

7,318

 

7,318

Total financial liabilities

 

616,860

 

618,977

 

615,420

 

614,553

1          At 30 September 20112012 financial instruments with a carrying value of $7 million (2011: $10 millionmillion) were included in available-for-sale securities, however as their fair value could not be reliably measured these were carried at cost (2010 $9 million).cost. These amounts have not been included in the fair value hierarchy tables; however have been included in the tables above.

 

 

Annual Report 2011

249248

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 28. Fair values of financial assets and liabilities (continued)FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

 

 

 

Parent Entity

 

 

 

2011

 

2010

 

 

 

Carrying
Amount

 

Fair Value

 

Carrying
Amount

 

Fair Value

 

 

 

$m

 

$m

 

$m

 

$m

 

Financial assets

 

 

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

14,750

 

14,750

 

 

3,693

 

3,693

 

Receivables due from other financial institutions

 

5,237

 

5,237

 

 

10,047

 

10,047

 

Derivative financial instruments

 

48,879

 

48,879

 

 

35,908

 

35,908

 

Trading securities

 

45,290

 

45,290

 

 

37,821

 

37,821

 

Other financial assets designated at fair value

 

2,093

 

2,093

 

 

1,324

 

1,324

 

Available-for-sale securities1

 

15,426

 

15,426

 

 

10,932

 

10,932

 

Loans (net of impairment provision)

 

447,379

 

447,419

 

 

431,167

 

430,091

 

Life insurance assets

 

-

 

-

 

 

-

 

-

 

Regulatory deposits with central banks overseas

 

1,649

 

1,649

 

 

1,288

 

1,288

 

Due from subsidiaries

 

56,938

 

56,938

 

 

58,295

 

58,295

 

Other financial assets

 

3,758

 

3,758

 

 

2,111

 

2,111

 

Total financial assets

 

641,399

 

641,439

 

 

592,586

 

591,510

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

14,397

 

14,397

 

 

8,887

 

8,887

 

Deposit at fair value

 

57,313

 

57,313

 

 

51,802

 

51,802

 

Deposits at amortised cost

 

284,144

 

284,961

 

 

259,760

 

260,232

 

Derivative financial instruments

 

38,530

 

38,530

 

 

42,977

 

42,977

 

Trading liabilities and other financial liabilities designated at fair value

 

9,803

 

9,803

 

 

4,850

 

4,850

 

Debt issues at fair value

 

37,470

 

37,470

 

 

28,085

 

28,085

 

Debt issues at amortised cost

 

100,296

 

99,321

 

 

96,562

 

95,867

 

Acceptances

 

272

 

272

 

 

635

 

635

 

Due to subsidiaries

 

61,782

 

61,782

 

 

62,463

 

62,463

 

Loan capital

 

8,173

 

7,939

 

 

9,632

 

9,186

 

Other financial liabilities

 

6,514

 

6,514

 

 

6,329

 

6,329

 

Total financial liabilities

 

618,694

 

618,302

 

 

571,982

 

571,313

 

 

 

Parent Entity

 

 

2012

 

2011

 

 

Carrying
Amount

 

Fair Value

 

Carrying
Amount

 

Fair Value

 

 

$m

 

$m

 

$m

 

$m

Financial assets

 

 

 

 

 

 

 

 

Cash and balances with central banks

 

10,993

 

10,993

 

14,750

 

14,750

Receivables due from other financial institutions

 

7,328

 

7,328

 

5,237

 

5,237

Derivative financial instruments

 

35,184

 

35,184

 

48,879

 

48,879

Trading securities

 

42,975

 

42,975

 

45,290

 

45,290

Other financial assets designated at fair value

 

1,903

 

1,903

 

2,093

 

2,093

Available-for-sale securities1

 

21,039

 

21,039

 

15,426

 

15,426

Loans (net of impairment provision)

 

457,489

 

458,122

 

447,379

 

447,419

Regulatory deposits with central banks overseas

 

1,773

 

1,773

 

1,649

 

1,649

Due from subsidiaries

 

92,740

 

92,740

 

56,938

 

56,938

Other financial assets

 

3,764

 

3,764

 

3,758

 

3,758

Total financial assets

 

675,188

 

675,821

 

641,399

 

641,439

Financial liabilities

 

 

 

 

 

 

 

 

Payables due to other financial institutions

 

7,490

 

7,490

 

14,397

 

14,397

Deposit at fair value

 

46,400

 

46,400

 

57,313

 

57,313

Deposits at amortised cost

 

312,929

 

313,880

 

284,144

 

284,961

Derivative financial instruments

 

37,803

 

37,803

 

38,530

 

38,530

Trading liabilities and other financial liabilities designated at fair value

 

9,964

 

9,964

 

9,803

 

9,803

Debt issues at fair value

 

27,601

 

27,601

 

37,470

 

37,470

Debt issues at amortised cost

 

96,832

 

98,083

 

100,296

 

99,321

Acceptances

 

266

 

266

 

272

 

272

Due to subsidiaries

 

93,379

 

93,379

 

61,782

 

61,782

Loan capital

 

9,537

 

9,526

 

8,173

 

7,939

Other financial liabilities

 

7,250

 

7,250

 

6,514

 

6,514

Total financial liabilities

 

649,451

 

651,642

 

618,694

 

618,302

1At 30 September 20112012 financial instruments with a carrying value of nil$3 million (2011: nil) were included in available-for-sale securities, however as their fair value could not be reliably measured these were carried at cost (2010 $1 million).cost. These amounts have not been included in the fair value hierarchy tables, however have been included in the tables above.

 

For financial instruments not carried at fair value in the balance sheet, fair value has been derived as follows:

 

Loans

The carrying value of loans is net of individually and collectively assessed provisions for impairment charges. The fair value of loans is based on observable market transactions, where available. In the absence of observable market transactions, fair value is estimated using discounted cash flow models. For variable rate loans, the discount rate used is the current effective interest rate. The discount rate applied for fixed rate loans reflects the market rate for the maturity of the loan and the credit worthiness of the borrower.

Deposits

Deposits by customers’ accounts are grouped by maturity. Fair values of deposit liabilities payable on demand (interest free, interest bearing and savings deposits) approximate their carrying value. Fair values for term deposits are estimated using discounted cash flows, applying market rates offered for deposits of similar remaining maturities.

Debt issues and loan capital

Fair values are calculated using a discounted cash flow model. The discount rates applied reflect the terms of the instruments, the timing of the estimated cash flows and are adjusted for any changes in Westpac’s credit spreads.

Other financial assets and liabilities

For all other financial assets and liabilities, the carrying value approximates to the fair value. These items are either short-term in nature, re-price frequently or are of a high credit rating.

 

250 Westpac Group

 

2012 WESTPAC GROUP ANNUAL REPORT

249



Notes to the financial statements

NoteNOTE 29. Derivative financial instrumentsDERIVATIVE FINANCIAL INSTRUMENTS

Derivative contracts include forwards, futures, swaps and options, all of which are bilateral contracts or payment exchange agreements, whose values derive from the value of an underlying asset, reference rate or index. Derivatives are flexible and cost-effective tools for assisting in the management of interest rate, exchange rate, commodity, credit and equity exposures.

 

The following terms are used in the remainder of this note to describe the Group and the Parent Entity’s exposure to derivatives. Reference to the Group applies equally to the Parent Entity.

 

A forward contract obliges one party to buy and the other to sell a specific underlying product or instrument at a specific price, amount and date in the future. A forward rate agreement is an agreement between two parties establishing a contract interest rate on a notional principal over a specified period commencing at a specific future date.

 

A futures contract is similar to a forward contract. A futures contract obliges its owner to buy a specific underlying commodity or financial instrument at a specified price on the contract maturity date (or to settle the value for cash). Futures are exchange traded.

 

A swap transaction obliges the two parties to the contract to exchange a series of cash flows at specified intervals known as payment or settlement dates.

 

An option contract gives the option holder the right, but not the obligation, to buy or sell a specified amount of a given commodity or financial instrument at a specified price during a certain period or on a specific date. The writer of the option contract is obliged to perform if the holder exercises the right contained therein.

 

A credit default swap (CDS) is a contract that provides for a specified payment to be made to the purchaser of the swap following a defined credit event.

 

The notional amount is a measure of the volume which may be used for examining changes in derivative activity over time. The notional amount is the face value of the contract and does not reflect the amount at risk, which is generally only a small fraction of this value.

 

The notional amounts of certain types of financial instruments provide a basis for comparison with instruments recognised on the balance sheet, but do not necessarily indicate the amount of future cash flows involved or the current fair value of the instruments, and therefore do not indicate the Group’s exposure to credit or price risk.

 

Certain leveraged derivatives include an explicit leverage factor in the payment formula. The leverage factor has the effect of multiplying the notional amount such that the impact of changes in the underlying price or prices may be greater than that indicated by the notional amount alone. The Group has no significant exposure to these types of transactions.

 

The derivative instruments become favourable (assets) or unfavourable (liabilities) as a result of fluctuations in the reference rate or index relative to their terms. The aggregate contractual or notional amount of derivative financial instruments on hand, the extent to which instruments are favourable or unfavourable and thus the aggregate fair values of derivative financial assets and liabilities can fluctuate significantly from time to time.

 

The Group uses derivatives in two distinct capacities: as a trader, and as an end-user as part of its asset and liability management activities.

Trading

As a trader, the Group’s primary objective is to derive income from the sale of derivatives to meet Westpac’s customers’ needs. In addition to the sale of derivatives to customers, the Group also undertakes market making and discretionary trading activities. Market making involves providing quotes to other dealers, who reciprocate by providing the Group with their own quotes. This process provides liquidity in the key markets in which the Group operates. The Group also trades on its own account to exploit arbitrage opportunities and market anomalies, as well as to take outright views on market direction. These activities, known as proprietary trading, represent a limited part of the Group’s derivative activities.

Hedging

Hedging the Group’s exposures to interest rate, credit and foreign exchange rate risk is undertaken in the normal course of business by using derivatives. This activity is principally carried out by Group Treasury within the risk management framework of limits, practices and procedures set and overseen by MARCO.

 

The hedge accounting strategy adopted by Westpac is to utilise a combination of cash flow, fair value and net investment hedge approaches. Some derivatives held for economic hedging purposes do not meet the criteria for hedge accounting as defined under AASB 139 Financial Instruments: Recognition and Measurement and therefore are accounted for in the same way as derivatives held for trading. This includes the management of risks associated with future New Zealand dollar earnings and the management of credit risk exposures in Westpac’s lending portfolio.

 

Annual Report 2011    251

250

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 29. Derivative financial instruments (continued)DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)

a.             Fair value hedges

 

The Group hedges a proportion of its interest rate risk and foreign exchange risk from medium-term debt issuances using single currency and cross-currency interest rate derivatives. The Group also hedges part of its interest rate risk from fixed rate assets denominated both in local and foreign currencies using interest rate derivatives designated as fair value hedges.

 

For the Group, the change in the fair value of hedging instruments designated in fair value hedges was $1,213 million loss (2011: $723 million loss (2010 $855 million gain)loss) while the change in the fair value of hedged items attributed to the hedge risk was $1,210 million gain (2011: $719 million gain (2010 $855 million loss)gain).

 

For the Parent Entity, the change in the fair value of hedging instruments designated in fair value hedges was $1,191 million loss (2011: $767 million loss (2010 $623 million gain)loss) while the change in the fair value of hedged items attributed to the hedge risk was $1,188 million gain (2011: $761 million gain (2010 $626 million loss)gain).

 

b.             Cash flow hedges

 

Exposure to the volatility of interest cash flows from floating rate customer deposits, at call balances and loans is hedged through the use of interest rate derivatives.

 

Exposure to foreign currency principal and interest cash flows from floating rate medium-term debt issuances is hedged through the use of cross-currency derivatives.

 

Amounts accumulated in other comprehensive income in respect of cash flow hedges are recycled to the income statement when the forecast transaction occurs.

Underlying cash flows from cash flow hedges are, as a proportion of total cash flows, expected to occur in the following periods:

 

 

Less Than

1 Month to

3 Months

1 Year to

2 to

3 to

4 to

Over

 

1 Month

3 Months

to 1 Year

2 Years

3 Years

4 Years

5 Years

5 Years

2011

 

 

 

 

 

 

 

 

Cash inflows (assets)

1.8%

3.6%

15.7%

25.1%

29.8%

15.4%

4.2%

4.5%

Cash outflows (liabilities)

2.2%

4.1%

16.6%

24.5%

29.5%

14.5%

4.1%

4.5%

2010

 

 

 

 

 

 

 

 

Cash inflows (assets)

1.6%

3.6%

25.0%

15.4%

18.7%

17.4%

12.5%

5.8%

Cash outflows (liabilities)

1.8%

3.8%

26.3%

16.3%

17.6%

17.4%

11.4%

5.4%

 

 

Less Than

 

1 Month to

 

3 Months

 

1 Year to

 

2 Years to

 

3 Years to

 

4 Years to

 

Over

 

 

 

1 Month

 

3 Months

 

to 1 Year

 

2 Years

 

3 Years

 

4 Years

 

5 Years

 

5 Years

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash inflows (assets)

 

1.7%

 

10.6%

 

21.0%

 

35.3%

 

20.2%

 

5.2%

 

3.6%

 

2.3%

 

Cash outflows (liabilities)

 

1.8%

 

10.9%

 

20.2%

 

36.1%

 

20.0%

 

5.0%

 

3.7%

 

2.2%

 

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash inflows (assets)

 

1.8%

 

3.6%

 

15.7%

 

25.1%

 

29.8%

 

15.4%

 

4.2%

 

4.5%

 

Cash outflows (liabilities)

 

2.2%

 

4.1%

 

16.6%

 

24.5%

 

29.5%

 

14.5%

 

4.1%

 

4.5%

 

 

For the Group, a lossgain on cashflow hedges of $8$10 million was recognised due to hedge ineffectiveness (2010 $1(2011: $8 million loss). For the Parent Entity, a lossgain on cashflow hedges of $8$10 million was recognised due to hedge ineffectiveness (2010 $1(2011: $8 million loss).

 

c.              Dual fair value and cash flow hedges

 

Fixed rate foreign currency denominated medium-term debt is hedged using cross-currency interest rate derivatives, designated as fair value hedges of foreign interest rates and cash flow hedges of foreign exchange rates.

 

d.             Net investment hedges

 

The Group hedges the majority of the currency translation risk of net investments in foreign operations through foreign exchange forward contracts. There were no significant changes to the level of hedging during the current year.

 

2012 WESTPAC GROUP ANNUAL REPORT

251

252Westpac Group



 

Notes to the financial statements

 

NoteNOTE 29. Derivative financial instruments (continued)DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)

The notional amount and fair value of derivative instruments held for trading and designated in hedge relationships isare set out in the following tables:

 

 

 

Consolidated

 

 

 

30 September 2011

 

 

30 September 2010

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Held for trading

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures1

 

61,187

 

-

 

-

 

 

93,763

 

-

 

-

 

Forwards

 

50,918

 

20

 

(41

)

 

156,121

 

54

 

(31

)

Swaps

 

866,445

 

13,633

 

(12,898

)

 

900,229

 

11,560

 

(10,600

)

Options

 

34,748

 

230

 

(144

)

 

25,317

 

135

 

(83

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

484,395

 

10,567

 

(9,502

)

 

423,536

 

8,817

 

(10,255

)

Swaps

 

296,022

 

19,495

 

(7,969

)

 

256,152

 

12,643

 

(12,609

)

Options

 

22,217

 

470

 

(519

)

 

12,551

 

194

 

(223

)

Commodities

 

4,724

 

239

 

(176

)

 

3,537

 

240

 

(181

)

Equities

 

460

 

57

 

(19

)

 

802

 

77

 

(25

)

Credit

 

58,394

 

834

 

(858

)

 

40,518

 

376

 

(389

)

Total held for trading derivatives

 

1,879,510

 

45,545

 

(32,126

)

 

1,912,526

 

34,096

 

(34,396

)

Fair value hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

31,618

 

821

 

(1,269

)

 

26,147

 

765

 

(560

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

30,771

 

758

 

(3,569

)

 

34,241

 

380

 

(5,326

)

Total fair value hedging derivatives

 

62,389

 

1,579

 

(4,838

)

 

60,388

 

1,145

 

(5,886

)

Cash flow hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

89,280

 

1,431

 

(1,122

)

 

88,394

 

622

 

(1,108

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

15,734

 

529

 

(1,304

)

 

17,582

 

186

 

(2,649

)

Total cash flow hedging derivatives

 

105,014

 

1,960

 

(2,426

)

 

105,976

 

808

 

(3,757

)

Net investment hedges

 

3,161

 

61

 

(15

)

 

2,448

 

53

 

-

 

Total net investment hedges

 

3,161

 

61

 

(15

)

 

2,448

 

53

 

-

 

Total derivatives

 

2,050,074

 

49,145

 

(39,405

)

 

2,081,338

 

36,102

 

(44,039

)

 

 

Consolidated

 

 

 

30 September 2012

 

 

30 September 2011

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Held for trading

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures1

 

106,703

 

-

 

-

 

 

61,187

 

-

 

-

 

Forwards

 

146,344

 

36

 

(46

)

 

50,918

 

20

 

(41

)

Swaps

 

1,004,349

 

17,496

 

(17,292

)

 

866,445

 

13,633

 

(12,898

)

Options

 

36,881

 

287

 

(211

)

 

34,748

 

230

 

(144

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

461,873

 

3,948

 

(4,897

)

 

484,395

 

10,567

 

(9,502

)

Swaps

 

270,610

 

9,196

 

(5,491

)

 

296,022

 

19,495

 

(7,969

)

Options

 

23,130

 

281

 

(303

)

 

22,217

 

470

 

(519

)

Commodities

 

3,365

 

100

 

(112

)

 

4,724

 

239

 

(176

)

Equities

 

386

 

14

 

(9

)

 

460

 

57

 

(19

)

Credit

 

64,067

 

443

 

(491

)

 

58,394

 

834

 

(858

)

Total held for trading derivatives

 

2,117,708

 

31,801

 

(28,852

)

 

1,879,510

 

45,545

 

(32,126

)

Fair value hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

33,930

 

827

 

(2,772

)

 

31,618

 

821

 

(1,269

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

30,359

 

440

 

(4,097

)

 

30,771

 

758

 

(3,569

)

Total fair value hedging derivatives

 

64,289

 

1,267

 

(6,869

)

 

62,389

 

1,579

 

(4,838

)

Cash flow hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

97,521

 

2,251

 

(1,330

)

 

89,280

 

1,431

 

(1,122

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

13,833

 

168

 

(1,805

)

 

15,734

 

529

 

(1,304

)

Total cash flow hedging derivatives

 

111,354

 

2,419

 

(3,135

)

 

105,014

 

1,960

 

(2,426

)

Net investment hedges

 

3,713

 

2

 

(79

)

 

3,161

 

61

 

(15

)

Total derivatives

 

2,297,064

 

35,489

 

(38,935

)

 

2,050,074

 

49,145

 

(39,405

)

1            FuturesThe fair value differential of futures contracts are settled daily with the exchange. As a result, there are noThe notional balance sheet amounts.represents open contracts as at 30 September.

2            The net unrealised lossesforeign exchange gains or loss on hedging derivatives is largelyin hedge relationships are substantially offset by the change in fair value of the interest rate risk being hedged, which is reflected in the carrying value of the hedged item and by the retranslation at spot exchange rates of the foreign currency denominated debt to spot exchange rates at year end.being hedged, which affects profit and loss in the current year.

3            Included within foreign exchange swaps are derivatives designated in both cash flow and fair value hedge relationships under the dual designation strategy.

 

Annual Report 2011    253

252

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 29. Derivative financial instruments (continued)DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)

 

 

 

Parent Entity

 

 

 

30 September 2011

 

 

30 September 2010

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Held for trading

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures1

 

61,187

 

-

 

-

 

 

93,763

 

-

 

-

 

Forwards

 

50,918

 

20

 

(41

)

 

155,803

 

41

 

(31

)

Swaps

 

872,017

 

13,715

 

(13,078

)

 

908,265

 

11,666

 

(10,974

)

Options

 

34,748

 

230

 

(144

)

 

25,317

 

135

 

(83

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

483,834

 

10,555

 

(9,480

)

 

423,704

 

8,829

 

(10,226

)

Swaps

 

297,821

 

19,550

 

(8,076

)

 

258,088

 

12,665

 

(12,583

)

Options

 

22,217

 

470

 

(519

)

 

12,551

 

194

 

(223

)

Commodities

 

4,724

 

239

 

(176

)

 

3,537

 

240

 

(181

)

Equities

 

460

 

57

 

(19

)

 

802

 

77

 

(25

)

Credit

 

58,377

 

834

 

(855

)

 

40,518

 

376

 

(389

)

Total held for trading derivatives

 

1,886,303

 

45,670

 

(32,388

)

 

1,922,348

 

34,223

 

(34,715

)

Fair value hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

27,029

 

518

 

(1,148

)

 

22,157

 

487

 

(445

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

27,429

 

711

 

(3,484

)

 

32,296

 

363

 

(5,316

)

Total fair value hedging derivatives

 

54,458

 

1,229

 

(4,632

)

 

54,453

 

850

 

(5,761

)

Cash flow hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

86,569

 

1,423

 

(994

)

 

84,798

 

618

 

(914

)

Foreign exchange

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

12,236

 

513

 

(504

)

 

12,895

 

179

 

(1,587

)

Total cash flow hedging derivatives

 

98,805

 

1,936

 

(1,498

)

 

97,693

 

797

 

(2,501

)

Net investment hedges

 

2,300

 

44

 

(12

)

 

1,747

 

38

 

-

 

Total net investment hedges

 

2,300

 

44

 

(12

)

 

1,747

 

38

 

-

 

Total Derivatives

 

2,041,866

 

48,879

 

(38,530

)

 

2,076,241

 

35,908

 

(42,977

)

 

 

Parent Entity

 

 

 

30 September 2012

 

 

30 September 2011

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Held for trading

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures1

 

106,703

 

-

 

-

 

 

61,187

 

-

 

-

 

Forwards

 

146,344

 

36

 

(48

)

 

50,918

 

20

 

(41

)

Swaps

 

1,009,876

 

17,541

 

(17,368

)

 

872,017

 

13,715

 

(13,078

)

Options

 

36,881

 

287

 

(211

)

 

34,748

 

230

 

(144

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

461,566

 

3,941

 

(4,885

)

 

483,834

 

10,555

 

(9,480

)

Swaps

 

272,483

 

8,908

 

(5,700

)

 

297,821

 

19,550

 

(8,076

)

Options

 

23,130

 

281

 

(303

)

 

22,217

 

470

 

(519

)

Commodities

 

3,365

 

100

 

(112

)

 

4,724

 

239

 

(176

)

Equities

 

386

 

14

 

(9

)

 

460

 

57

 

(19

)

Credit

 

64,050

 

443

 

(488

)

 

58,377

 

834

 

(855

)

Total held for trading derivatives

 

2,124,784

 

31,551

 

(29,124

)

 

1,886,303

 

45,670

 

(32,388

)

Fair value hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

29,760

 

783

 

(2,575

)

 

27,029

 

518

 

(1,148

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

27,358

 

440

 

(3,784

)

 

27,429

 

711

 

(3,484

)

Total fair value hedging derivatives

 

57,118

 

1,223

 

(6,359

)

 

54,458

 

1,229

 

(4,632

)

Cash flow hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2

 

93,869

 

2,241

 

(1,265

)

 

86,569

 

1,423

 

(994

)

Foreign exchange:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Swaps2,3

 

11,100

 

168

 

(980

)

 

12,236

 

513

 

(504

)

Total cash flow hedging derivatives

 

104,969

 

2,409

 

(2,245

)

 

98,805

 

1,936

 

(1,498

)

Net investment hedges

 

2,866

 

1

 

(75

)

 

2,300

 

44

 

(12

)

Total derivatives

 

2,289,737

 

35,184

 

(37,803

)

 

2,041,866

 

48,879

 

(38,530

)

1            FuturesThe fair value differential of futures contracts are settled daily with the exchange. As a result, there are noThe notional balance sheet amounts.represents open contracts as at 30 September.

2            The net unrealised lossesforeign exchange gains or loss on hedging derivatives is largelyin hedge relationships are substantially offset by the change in fair value of the interest rate risk being hedged, which is reflected in the carrying value of the hedged item and by the retranslation at spot exchange rates of the foreign currency denominated debt to spot exchange rates at year end.being hedged, which affects profit and loss in the current year.

3            Included within foreign exchange swaps are derivatives designated in both cash flow and fair value hedge relationships under the dual designation strategy.

 

Credit derivatives

Through the use of credit derivatives, the Group is exposed to or protected from the risk of default of the underlying entity referenced by the derivative, dependant on whether the Group is a purchaser or seller of credit protection. The primary credit derivatives used by the Group are CDSs, which are predominatelypredominantly executed with other financial institutions.

 

2012 WESTPAC GROUP ANNUAL REPORT

253

254Westpac Group



 

Notes to the financial statements

 

NoteNOTE 29. Derivative financial instruments (continued)DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)

Credit derivatives are primarily entered into to facilitate institutional customer transactions and to manage our credit risk exposures. The notional amount and fair value of credit derivatives isare presented in the following tables:

 

 

Consolidated

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

2011

 

2010

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Fair Value

 

Fair Value

 

 

Notional

 

Asset

 

Liability

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

Notional

 

Asset

 

Liability

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Credit protection bought1

 

29,293

 

749

 

(81

)

 

20,918

 

71

 

(298

)

 

32,554

 

220

 

(226

)

 

29,293

 

749

 

(81

)

Credit protection sold

 

29,084

 

86

 

(774

)

 

19,582

 

310

 

(91

)

 

31,495

 

223

 

(259

)

 

29,084

 

86

 

(774

)

Total2

 

58,377

 

835

 

(855

)

 

40,500

 

381

 

(389

)

 

64,049

 

443

 

(485

)

 

58,377

 

835

 

(855

)

 

1           Counterparties to derivatives relating to credit protection bought are predominantly financial institutions.

2           The table above does not include total return swaps included with credit derivatives in the previous table.

 

 

Parent Entity

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

2011

 

2010

 

 

 

 

2012

 

 

 

 

 

2011

 

 

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Fair Value

 

Fair Value

 

 

 

 

Fair Value

 

Fair Value

 

 

 

Fair Value

 

Fair Value

 

 

Notional

 

Asset

 

Liability

 

Notional

 

Asset

 

Liability

 

 

Notional

 

Asset

 

Liability

 

Notional

 

Asset

 

Liability

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Credit protection bought1

 

29,293

 

749

 

(81

)

 

20,918

 

71

 

(298

)

 

32,554

 

220

 

(226

)

 

29,293

 

749

 

(81

)

Credit protection sold

 

29,084

 

86

 

(774

)

 

19,582

 

310

 

(91

)

 

31,495

 

223

 

(259

)

 

29,084

 

86

 

(774

)

Total2

 

58,377

 

835

 

(855

)

 

40,500

 

381

 

(389

)

 

64,049

 

443

 

(485

)

 

58,377

 

835

 

(855

)

 

1           Counterparties to derivatives relating to credit protection bought are predominantly financial institutions.

2           The table above does not include total return swaps included with credit derivatives in the previous table.

 

NoteNOTE 30. Capital adequacyCAPITAL ADEQUACY

APRA has responsibility for the prudential supervision of ADIs, life and general insurance companies and superannuation funds in Australia. Westpac is an ADI.

 

Australia’s risk-based capital adequacy guidelines are generally consistent but not completely aligned with the approach agreed upon by the BCBS. APRA has exercised its discretion in applying the Basel framework to Australian ADIs. On balance, the applications of these discretions act to reduce reported capital ratios relative to those reported in other jurisdictions.

 

Under Basel II, Australian banks are required to maintain a minimum ratio of capital to risk-adjusted assets of at least 8%. At least half of this capital must be in the form of Tier 1 capital. Subject to certain limitations, Tier 1 capital consists of paid-up share capital, retained profits, certain reserves and other equity instruments, less the deduction of certain intangible assets, capitalised expenses and software, and retained earnings in insurance and funds management subsidiaries that are not consolidated for capital adequacy purposes. The balance of eligible capital is defined as supplementary or Tier 2 capital. Supplementary capital includes, subject to limitations, mandatory convertible notes, perpetual floating rate notes and like instruments, and term subordinated debt (provided such term debt is not in excess of 50% of Tier 1 capital) less a deduction for holdings of Westpac’s own subordinated debt. Deductions with equal scaling at Tier 1 and Tier 2 include capital invested or guarantees or similar support provided to entities involved in securitisation, in insurance and funds management, controlled entities not already deducted at Tier 1 level, excess investments in non-subsidiary entities and any shortfall of provisions compared to regulatory expected loss.

 

Westpac’s capital ratios are in compliance with APRA minimum capital adequacy requirements.

 

Capital management strategy

Westpac’s approach to capital management seeks to balance the fact that capital is an expensive form of funding with the need to be adequately capitalised as an ADI.capitalised. Westpac considers the need to balance efficiency, flexibility and adequacy when determining sufficiency of capital and when developing capital management plans.

 

Westpac evaluates these considerations through an ICAAP,Internal Capital Adequacy Assessment Process (ICAAP), the key features of which include:

 

§        the development of a capital management strategy including target capital ratios, capital buffers and contingency plans which guide the development of specific capital plans;

§        consideration of both economic and regulatory capital requirements;

§        a process which challenges the capital measures, coverage and requirements, which incorporates a comparison of economic and regulatory requirements and the use of the Quantitative Scenario Analysis (stress testing) framework that considers, amongst other things, the impact of adverse economic scenarios that threaten the achievement of planned outcomes; and

§         consideration of the perspectives of external stakeholders such as regulators, rating agencies and equity and debt investors.

Annual Report 2011    255

254

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 31. SecuritisationSECURITISATION AND COVERED BONDS

Westpac derives rewards and has exposure to risks from various forms of securitisation structures:

 

§         own asset securitisation; and

 

§         customer funding conduits.

Own assets securitised

Securitisation is a funding, liquidity and capital management tool. Securitisation provides Westpac the option to liquefy a pool of assets and increase the Group’s wholesale funding capacity. Westpac may provide arm’s length facilities to the securitisation vehicles. The facilities entered into typically include the provision of liquidity, funding and derivative contracts.

 

Where the Parent Entity and the Group have continuing involvement with the securitisation vehicle, through on-goingongoing exposure to the risks and rewards associated with the assets, the provision of derivatives, liquidity facilities and trust management and operational services, the originated assets remain recognised on the balance sheet for accounting purposes, and Westpac consolidates the securitisation vehicles.

Customer funding conduits

The Group arranges funding for certain customer transactions through a securitisation conduit (Waratah Receivables Corporation Limited and other related SPVs) that provides customers with access to funding from commercial paper markets. Given that Westpac provides liquidity, credit enhancements, foreign exchange facilities and management and operational services, it is deemed to have exposure to the associated risks and rewards and is required to consolidate the vehicles.

Revenue from securitisation structures

Fee income

Westpac receives a market-based fee or margin in return for its services as trust manager, servicer, foreign exchange counterparty and facilities provider.

Securitisation risk management

Credit exposure

Where relevant, counterparty exposure arising from funding, liquidity, credit support and funding facilities, foreign exchange and swap arrangements for both own asset securitisation and customer funding conduits are approved within the Group’s normal credit process and are captured and monitored in key source systems along with other facilities and derivatives entered into by Westpac.

Market risk

Exposures arising from transactions with securitisation conduits and other counterparties are captured as part of Westpac’s traded and non-traded market risk reporting and limit management framework.

 

The interest rate and basis risk generated by Westpac’s provision of hedge arrangements to securitisation vehicles are captured and managed in Westpac’s ALM framework. The risk generated by Westpac’s provision of liquidity and redraw facilities to own asset vehicles is captured and managed within Treasury’s liquidity risk policies along with all other contingent liquidity facilities.

Funding and liquidity management

Exposure to and the impact of securitisation transactions are managed under the Market and Liquidity Risk Management Framework and are integrated into routine reporting for capital and liquidity positions, net interest margin analysis, balance sheet forecasting and funding scenario testing. The Group’s funding plan incorporates consideration of overall liquidity risk limits and the level of securitisation of Westpac originated assets. Westpac provided undrawn liquidity facilities to the customer funding conduit of $2,800$2,552 million at 30 September 20112012 (30 September 2010 $2,4002011: $2,800 million). Similarly undrawn funding and liquidity facilities of $366$369 million were provided by Westpac (30 September 2010 $2912011: $366 million) for the securitisation of its own assets.

256    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

255



 

Notes to the financial statements

NOTE 31. SECURITISATION AND COVERED BONDS (CONTINUED)

 

Note 31. Securitisation (continued)

The table below presents assets securitised by the Group:

 

 

Consolidated

 

Consolidated

 

2011

 

2010

 

2012

 

2011

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

Own Assets

 

Conduits

 

Total

 

Own Assets

 

Conduits

 

Total

 

Own Assets

 

Conduits

 

Total

 

Own Assets

 

Conduits

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Residential mortgage

 

11,337

 

2,775

 

14,112

 

 

11,640

 

2,370

 

14,010

 

10,763

 

2,544

 

13,307

 

 

11,337

 

2,775

 

14,112

 

Auto and equipment finance

 

105

 

-

 

105

 

 

316

 

-

 

316

 

-

 

-

 

-

 

 

105

 

-

 

105

 

Other assets securitised

 

-

 

62

 

62

 

 

-

 

71

 

71

 

-

 

10

 

10

 

 

-

 

62

 

62

 

Other1

 

487

 

-

 

487

 

 

688

 

-

 

688

 

350

 

-

 

350

 

 

487

 

-

 

487

 

Total

 

11,929

 

2,837

 

14,766

 

 

12,644

 

2,441

 

15,085

 

11,113

 

2,554

 

13,667

 

 

11,929

 

2,837

 

14,766

 

 

1            This reflects cash and accrued income held by the own asset securitisation vehicles, which have not yet been distributed to noteholders.

 

The table below presents assets securitised by the Parent Entity:

 

 

Parent Entity

 

Parent Entity

 

2011

 

2010

 

2012

 

2011

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

 

Customer

 

 

 

 

Own Assets1

 

Conduits

 

Total

 

Own Assets1

 

Conduits

 

Total

 

Own Assets1

 

Conduits

 

Total

 

Own Assets1

 

Conduits

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Residential mortgage

 

45,572

 

-

 

45,572

 

 

44,965

 

-

 

44,965

 

59,941

 

-

 

59,941

 

 

45,572

 

-

 

45,572

 

Auto and equipment finance

 

-

 

-

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

 

-

 

-

 

-

 

Other assets securitised

 

-

 

-

 

-

 

 

-

 

-

 

-

 

-

 

-

 

-

 

 

-

 

-

 

-

 

Other2

 

1,083

 

-

 

1,083

 

 

2,176

 

-

 

2,176

 

3,598

 

-

 

3,598

 

 

1,083

 

-

 

1,083

 

Total

 

46,655

 

-

 

46,655

 

 

47,141

 

-

 

47,141

 

63,539

 

-

 

63,539

 

 

46,655

 

-

 

46,655

 

 

1            Own assets securitised by the Parent Entity include internal mortgage backed securitisation of $34,235$49,178 million (2010 $33,325(2011: $34,235 million) which are available for external issuance and qualifies for repurchase with the RBA.

2            This reflects cash and accrued income held by the own asset securitisation vehicles, which have not yet been distributed to noteholders.

 

The table below presents the underlying liabilities of the Group as a result of the securitisation of assets:

 

 

 

Consolidated

 

 

2011

 

 

2010

 

 

 

 

Customer

 

 

 

 

 

 

Customer

 

 

 

 

Own Assets

 

Conduits

 

Total

 

 

Own Assets

 

Conduits

 

Total

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

Notes issued

 

10,911

 

2,867

 

13,778

 

 

11,227

 

2,415

 

13,642

 

 

Consolidated

 

 

2012

 

 

2011

 

 

 

 

 

Customer

 

 

 

 

 

 

Customer

 

 

 

 

 

Own Assets

 

Conduits

 

Total

 

 

Own Assets

 

Conduits

 

Total

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Notes issued

 

10,078

 

2,543

 

12,621

 

 

10,911

 

2,867

 

13,778

 

 

The table below presents the underlying liabilities of the Parent Entity as a result of the securitisation of assets:

 

 

 

Parent Entity

 

 

2011

 

 

2010

 

 

 

 

Customer

 

 

 

 

 

 

Customer

 

 

 

 

Own Assets

 

Conduits

 

Total

 

 

Own Assets

 

Conduits

 

Total

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

Due to subsidiaries

 

45,655

 

-

 

45,655

 

 

45,674

 

-

 

45,674

 

 

Parent Entity

 

 

2012

 

 

2011

 

 

 

 

 

Customer

 

 

 

 

 

 

Customer

 

 

 

 

 

Own Assets

 

Conduits

 

Total

 

 

Own Assets

 

Conduits

 

Total

 

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

Due to subsidiaries

 

62,504

 

-

 

62,504

 

 

45,655

 

-

 

45,655

 

 

Certain own asset securitisation and customer funding conduit notes have been issued in foreign currencies and have been translated to Australian dollars using the spot foreign exchange rate on the balance sheet date. These foreign exchange exposures are fully hedged with foreign exchange derivatives. Associated derivatives are not presented in the tables above and explain the mismatch between assets securitised and notes issued.

Annual Report 2011

257256

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 31. SECURITISATION AND COVERED BONDS (CONTINUED)

The table below presents the fair value of assets securitised and underlying liabilities as a result of the securitisation of assets for the Consolidated Group and Parent Entity:

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

2012

 

 

 

$m

 

$m

 

Residential mortgage

 

10,784

 

60,036

 

Other

 

350

 

3,598

 

Fair value of assets securitised

 

11,134

 

63,634

 

Notes issued

 

9,950

 

61,217

 

Fair value of underlying liabilities

 

9,950

 

61,217

 

Net fair value

 

1,184

 

2,417

 

Covered bonds

The Group has two covered bond programmes: one utilises Australian residential mortgages (Australian Programme) and one utilises New Zealand residential mortgages (New Zealand Programme). Pursuant to these programmes, selected pools of residential mortgages are assigned to bankruptcy remote special purpose vehicles (SPVs). Those SPVs provide unconditional and irrevocable guarantees of the related covered bonds that are issued by members of the Group. As such, the covered bondholders have recourse to the issuer of the covered bond and, in the event that the issuer fails to make a payment when due, to the covered bond SPV.

The Group has continuing involvement with the covered bond SPVs as it is exposed to the risks and rewards associated with the pools of residential mortgages (including by way of the derivatives it has entered into with the SPVs). Accordingly, for accounting purposes, the SPVs are consolidated entities of the Group.

As at 30 September 2012, the carrying value of covered bonds on issue for the Group was $11,951 million (2011: $1,376 million) and for the Parent Entity $10,392 million (2011: nil). The carrying value of assets pledged for the covered bond programmes for the Group was $18,333 million (2011: $2,158 million) and for the Parent Entity $15,333 million (2011: nil).

NOTE 32. Group segment informationGROUP SEGMENT INFORMATION

The accounting standard AASB 8 Operating Segments requires segment results to be presented on a basis that is consistent with information provided internally to Westpac’s key decision makers. In assessing its financial performance, including divisional results, the Westpac Group uses a measure of performance referred to as ‘Cash Earnings’. To calculate

Cash Earnings is not a measure of cash flow or net profit determined on a cash accounting basis, as it includes non-cash items reflected in net profit determined in accordance with A-IFRS. The specific adjustments outlined below include both cash and non-cash items. Cash Earnings, as calculated by Westpac, adjustsis viewed as a measure of the statutory resultslevel of profit that is generated by ongoing operations and is expected to be available over the long term for the items outlined below.distributions to shareholders. Management believes this allows the Group to more effectively assess performance for the current period against prior periods and to compare performance across business divisions and across peer companies.

 

Three categories of adjustments are made to statutory results to determine Cash Earnings:

 

§         material items that key decision makers at Westpac believe do not reflect ongoing operations;

 

§         items that are not considered when dividends are recommended, such as the amortisation of intangibles, impact of Treasury shares and economic hedging impacts; and

 

§         accounting reclassifications between individual line items that do not impact statutory results, such as policyholder tax recoveries1.

 

The basis of segment reporting reflects the management of the business, rather than the legal structure of the Group. The operating segment results have been presented on a management reporting basis and consequently internal charges and transfer pricing adjustments have been reflected in the performance of each operating segment. Inter-segment pricing is determined on an armsarm’s length basis.

 

Reportable operating segments

 

The business segments are defined by the customers they service and the services they provide:

 

§Westpac Retail & Business Banking (Westpac RBB) is responsible for sales and service for our consumer, small-to-medium enterprise customers and commercial customers in Australia under the Westpac and RAMS2 brands;

§Westpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers either based in or with interests in Australia and New Zealand. Customers are supported through branches and subsidiaries located in Australia, New Zealand, US, UK and Asia;

§St.George Banking Group is responsible for sales and service for our consumer, business and corporate customers in Australia under the St.George, BankSA and Bank of Melbourne brands;

§BT Financial Group (Australia) (BTFG) is Westpac’s wealth management business. Its operations include funds management and insurance solutions. BTFG’s brands include Advance Asset Management, Ascalon, Asgard, BT, BT Investment Management (BTIM)3, Licensee Select, Magnitude, Securitor, and the advice, private banking and insurance operations of Bank of Melbourne, BankSA, St.George and Westpac;

§New Zealand Banking is responsible for sales and service of banking, wealth and insurance products for consumers and small-to-medium business customers in New Zealand. Banking products are provided under the Westpac brand while insurance and wealth products are provided by Westpac Life New Zealand and BT New Zealand.

Other divisions in the Group include:

§Pacific Banking, which provides banking services for retail and business customers in seven Pacific countries;

§Product & Operations, which is responsible for consumer and business product development and operations;

§Group Treasury, which is primarily focused on the management of the Group’s interest rate risk and funding requirements;

§Technology, which is responsible for developing and maintaining reliable and flexible technology capabilities and technology strategies; and

§Core Support, which comprises those functions performed centrally including finance, risk, legal and human resources.

 

 

1            Policyholder tax recoveries – income and tax amounts that are grossed up to comply with the A-IFRS accounting standard covering Life Insurance Business (policyholder tax recoveries) are reversed in deriving income and taxation expense on a Cash Earnings basis.

2012 WESTPAC GROUP ANNUAL REPORT

257



NOTE 32. GROUP SEGMENT INFORMATION (CONTINUED)

Reportable operating segments

The operating segments are defined by the customers they service and the services they provide:

§Australian Financial Services (AFS) is responsible for the Westpac Group’s Australian retail banking, business banking and wealth operations. It incorporates the operations of:

Westpac Retail & Business Banking (Westpac RBB), which is responsible for sales and service for our consumer, small-to-medium enterprise customers and commercial customers in Australia under the Westpac brand;

St.George Banking Group (St.George), which is responsible for sales and service for our consumer, business and corporate customers in Australia under the St.George, BankSA, Bank of Melbourne and RAMS1 brands;

BT Financial Group (Australia) (BTFG), which is Westpac’s Australian wealth management business. Its operations include funds management and insurance solutions. BTFG’s brands include Advance Asset Management, Ascalon, Asgard, BT, BT Investment Management (BTIM)2, BT Select, Licensee Select, Magnitude, Securitor, and the advice, private banking and insurance operations of Bank of Melbourne, BankSA, St.George and Westpac.

§Westpac Institutional Bank (WIB) delivers a broad range of financial services to commercial, corporate, institutional and government customers with connections to Australia and New Zealand. Customers are supported through branches and subsidiaries located in Australia, New Zealand, US, UK and Asia;

§Westpac New Zealand is responsible for sales and service of banking, wealth and insurance products for consumers, business and institutional customers in New Zealand. Banking products are provided under the Westpac and Westpac Institutional brands while insurance and wealth products are provided by Westpac Life and BT brands respectively.

Other divisions in the Group include:

§Pacific Banking, which provides banking services for retail and business customers in seven Pacific Island Nations;

§Treasury, which is primarily focused on the management of the Group’s interest rate risk and funding requirements by managing the mismatch between Group assets and liabilities;

§Group Services, which encompasses technology, banking operations, legal and property services;

§Core Support, which comprises those functions performed centrally including finance, risk, legal and human resources; and

§Group items, including earnings on capital not allocated to divisions, accounting entries for certain intra-group transactions that facilitate the presentation of the performance of our operating segments, earnings from non core asset sales and certain other head office items such as centrally raised provisions.

Organisational changes

On 1 November 2011 Westpac’s New Zealand branch transferred certain business activities and associated employees to Westpac New Zealand Limited, a wholly owned licensed bank incorporated in New Zealand. The transfer followed an agreement with the Reserve Bank of New Zealand on the business that should be conducted through Westpac New Zealand Limited. The business transferred relates to institutional customers, debt capital markets, corporate advisory and customer foreign currency accounts. This resulted in the transfer of assets and liabilities between Westpac Institutional Bank and Westpac New Zealand.

During the year, the Group also transferred management responsibility for the equities business from WIB to BTFG and RAMS from Westpac RBB to St.George Banking Group, effective 1 October 2011.

In addition to these business transfers, the Group has updated its approach on how capital is allocated and how transfer pricing is determined. These new models have been designed to better align the Group’s economic capital and pricing approaches to new regulatory requirements and to reflect changes in funding markets.

Comparative information has been revised for all of these changes.

1        RAMS Home Loans is our home loan franchise distribution business.a financial services group specialising in mortgages.

32        BTIM is 64.5% owned by the Westpac Group and consolidated in BTFG’s Funds Management business.

 

258Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

NoteNOTE 32. Group segment information (continued)GROUP SEGMENT INFORMATION (CONTINUED)

The tables below present the segment results on a Cash Earnings basis:

 

 

Consolidated 2011

 

 

Consolidated 2012

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail &

 

Westpac

 

St.George

 

BT Financial

 

New

 

 

 

 

 

 

Retail &

 

St.George

 

BT Financial

 

 

 

Westpac

 

Westpac

 

 

 

 

 

 

Business

 

Institutional

 

Banking

 

Group

 

Zealand

 

Other

 

 

 

 

Business

 

Banking

 

Group

 

 

 

Institutional

 

New

 

Other

 

 

 

 

Banking

 

Bank

 

Group

 

(Australia)

 

Banking

 

Divisions

 

Total

 

 

Banking

 

Group

 

(Australia)

 

AFS

 

Bank

 

Zealand

 

Divisions

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Net interest income

 

5,326

 

1,802

 

2,826

 

281

 

996

 

938

 

12,169

 

 

5,304

 

2,966

 

424

 

8,694

 

1,706

 

1,224

 

939

 

12,563

 

Non-interest income

 

1,091

 

1,255

 

543

 

1,572

 

279

 

214

 

4,954

 

 

1,184

 

565

 

1,650

 

3,399

 

1,484

 

336

 

294

 

5,513

 

Total operating income before operating expenses and impairment charges

 

6,417

 

3,057

 

3,369

 

1,853

 

1,275

 

1,152

 

17,123

 

Net operating income before operating expenses and impairment charges

 

6,488

 

3,531

 

2,074

 

12,093

 

3,190

 

1,560

 

1,233

 

18,076

 

Operating expenses

 

(3,102

)

(1,032

)

(1,313

)

(907

)

(600

)

(152

)

(7,106

)

 

(3,079

)

(1,341

)

(1,133

)

(5,553

)

(987

)

(653

)

(186

)

(7,379

)

Impairment charges on loans

 

(549

)

96

 

(389

)

(9

)

(181

)

39

 

(993

)

Impairment charges

 

(429

)

(433

)

(1

)

(863

)

(127

)

(148

)

(74

)

(1,212

)

Profit before income tax

 

2,766

 

2,121

 

1,667

 

937

 

494

 

1,039

 

9,024

 

 

2,980

 

1,757

 

940

 

5,677

 

2,076

 

759

 

973

 

9,485

 

Income tax expense

 

(817

)

(634

)

(500

)

(281

)

(144

)

(279

)

(2,655

)

 

(866

)

(526

)

(279

)

(1,671

)

(603

)

(208

)

(336

)

(2,818

)

Profit attributable to non-controlling interests

 

-

 

-

 

-

 

(7

)

(3

)

(58

)

(68

)

 

-

 

-

 

(8

)

(8

)

-

 

(3

)

(58

)

(69

)

Cash Earnings for the year

 

1,949

 

1,487

 

1,167

 

649

 

347

 

702

 

6,301

 

 

2,114

 

1,231

 

653

 

3,998

 

1,473

 

548

 

579

 

6,598

 

Net Cash Earnings adjustments

 

-

 

-

 

(129

)

(17

)

-

 

836

 

690

 

 

-

 

(129

)

(22

)

(151

)

-

 

-

 

(477

)

(628

)

Net profit attributable to owners of Westpac Banking Corporation

 

1,949

 

1,487

 

1,038

 

632

 

347

 

1,538

 

6,991

 

 

2,114

 

1,102

 

631

 

3,847

 

1,473

 

548

 

102

 

5,970

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortisation and impairments

 

(40

)

(39

)

(5

)

(39

)

(49

)

(341

)

(513

)

 

(70

)

(44

)

(41

)

(155

)

(37

)

(51

)

(382

)

(625

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

261,061

 

109,899

 

135,495

 

22,822

 

41,283

 

99,668

 

670,228

 

 

255,268

 

154,642

 

26,871

 

436,781

 

97,823

 

48,648

 

91,713

 

674,965

 

Total liabilities

 

146,393

 

100,803

 

72,001

 

26,583

 

26,610

 

254,030

 

626,420

 

 

159,120

 

82,421

 

28,554

 

270,095

 

110,389

 

33,970

 

214,292

 

628,746

 

Acquisition of property, plant and equipment, goodwill and other intangible assets

 

94

 

96

 

52

 

83

 

83

 

736

 

1,144

 

 

122

 

105

 

366

 

593

 

56

 

84

 

456

 

1,189

 

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

259



NOTE 32. GROUP SEGMENT INFORMATION (CONTINUED)

 

 

Consolidated 2011

 

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail &

 

St.George

 

BT Financial

 

 

 

Westpac

 

Westpac

 

 

 

 

 

 

 

Business

 

Banking

 

Group

 

 

 

Institutional

 

New

 

Other

 

 

 

 

 

Banking

 

Group

 

(Australia)

 

AFS

 

Bank

 

Zealand

 

Divisions

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Net interest income

 

5,166

 

2,930

 

438

 

8,534

 

1,700

 

1,137

 

798

 

12,169

 

Non-interest income

 

1,091

 

549

 

1,613

 

3,253

 

1,182

 

304

 

215

 

4,954

 

Net operating income before operating expenses and impairment charges

 

6,257

 

3,479

 

2,051

 

11,787

 

2,882

 

1,441

 

1,013

 

17,123

 

Operating expenses

 

(3,087

)

(1,323

)

(1,005

)

(5,415

)

(938

)

(627

)

(126

)

(7,106

)

Impairment charges

 

(547

)

(393

)

4

 

(936

)

90

 

(185

)

38

 

(993

)

Profit before income tax

 

2,623

 

1,763

 

1,050

 

5,436

 

2,034

 

629

 

925

 

9,024

 

Income tax expense

 

(773

)

(530

)

(314

)

(1,617

)

(607

)

(184

)

(247

)

(2,655

)

Profit attributable to non-controlling interests

 

-

 

-

 

(7

)

(7

)

-

 

(3

)

(58

)

(68

)

Cash Earnings for the year

 

1,850

 

1,233

 

729

 

3,812

 

1,427

 

442

 

620

 

6,301

 

Net Cash Earnings adjustments

 

-

 

(129

)

(17

)

(146

)

-

 

-

 

836

 

690

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,850

 

1,104

 

712

 

3,666

 

1,427

 

442

 

1,456

 

6,991

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortisation and impairments

 

(39

)

(16

)

(30

)

(85

)

(37

)

(49

)

(342

)

(513

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

246,989

 

149,595

 

26,223

 

422,807

 

101,482

 

46,336

 

99,603

 

670,228

 

Total liabilities

 

146,226

 

72,216

 

26,978

 

245,420

 

96,643

 

30,366

 

253,991

 

626,420

 

Acquisition of property, plant and equipment, goodwill and other intangible assets

 

94

 

52

 

83

 

229

 

96

 

83

 

736

 

1,144

 

260

2012 WESTPAC GROUP ANNUAL REPORT



 

Note 32. Group segment information (continued)NOTES TO THE FINANCIAL STATEMENTS

 

 

 

Consolidated 2010

 

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail &

 

Westpac

 

St.George

 

BT Financial

 

New

 

 

 

 

 

 

 

Business

 

Institutional

 

Banking

 

Group

 

Zealand

 

Other

 

 

 

 

 

Banking

 

Bank

 

Group

 

(Australia)

 

Banking

 

Divisions

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Net interest income

 

5,132

 

1,776

 

2,668

 

257

 

957

 

1,065

 

11,855

 

Non-interest income

 

1,014

 

1,519

 

572

 

1,475

 

277

 

198

 

5,055

 

Total operating income before operating expenses and impairment charges

 

6,146

 

3,295

 

3,240

 

1,732

 

1,234

 

1,263

 

16,910

 

Operating expenses

 

(3,045

)

(1,038

)

(1,242

)

(866

)

(592

)

(189

)

(6,972

)

Impairment charges on loans

 

(589

)

(123

)

(511

)

(12

)

(276

)

55

 

(1,456

)

Profit before income tax

 

2,512

 

2,134

 

1,487

 

854

 

366

 

1,129

 

8,482

 

Income tax expense

 

(756

)

(620

)

(446

)

(251

)

(106

)

(358

)

(2,537

)

Profit attributable to non-controlling interests

 

-

 

-

 

-

 

(8

)

(2

)

(56

)

(66

)

Cash Earnings for the year

 

1,756

 

1,514

 

1,041

 

595

 

258

 

715

 

5,879

 

Net Cash Earnings adjustments

 

-

 

-

 

(129

)

(17

)

-

 

613

 

467

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,756

 

1,514

 

912

 

578

 

258

 

1,328

 

6,346

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortisation and impairments

 

(32

)

(42

)

(4

)

(40

)

(55

)

(339

)

(512

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

243,690

 

99,155

 

134,010

 

27,530

 

38,975

 

74,917

 

618,277

 

Total liabilities

 

134,729

 

93,789

 

85,560

 

28,391

 

23,612

 

212,078

 

578,159

 

Acquisition of property, plant and equipment, goodwill and other intangible assets

 

112

 

65

 

69

 

42

 

68

 

518

 

874

 

260    Westpac Group



Notes to the financial statements

NoteNOTE 32. Group segment information (continued)GROUP SEGMENT INFORMATION (CONTINUED)

 

 

Consolidated 2009

 

 

Consolidated 2010

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Westpac

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail &

 

Westpac

 

St.George

 

BT Financial

 

New

 

 

 

 

 

 

Retail &

 

St.George

 

BT Financial

 

 

 

Westpac

 

Westpac

 

 

 

 

 

 

Business

 

Institutional

 

Banking

 

Group

 

Zealand

 

Other

 

 

 

 

Business

 

Banking

 

Group

 

 

 

Institutional

 

New

 

Other

 

 

 

 

Banking

 

Bank

 

Group

 

(Australia)

 

Banking

 

Divisions

 

Total

 

 

Banking

 

Group

 

(Australia)

 

AFS

 

Bank

 

Zealand

 

Divisions

 

Total

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Net interest income

 

4,943

 

1,761

 

2,313

 

263

 

1,007

 

1,214

 

11,501

 

 

5,052

 

2,747

 

376

 

8,175

 

1,616

 

1,090

 

974

 

11,855

 

Non-interest income

 

1,274

 

1,249

 

589

 

1,284

 

332

 

104

 

4,832

 

 

1,009

 

577

 

1,569

 

3,155

 

1,400

 

302

 

198

 

5,055

 

Total operating income before operating expenses and impairment charges

 

6,217

 

3,010

 

2,902

 

1,547

 

1,339

 

1,318

 

16,333

 

Net operating income before operating expenses and impairment charges

 

6,061

 

3,324

 

1,945

 

11,330

 

3,016

 

1,392

 

1,172

 

16,910

 

Operating expenses

 

(2,943

)

(1,011

)

(1,027

)

(829

)

(604

)

(120

)

(6,534

)

 

(2,999

)

(1,288

)

(967

)

(5,254

)

(917

)

(612

)

(189

)

(6,972

)

Impairment charges on loans

 

(551

)

(1,516

)

(547

)

(17

)

(466

)

(141

)

(3,238

)

Impairment charges

 

(587

)

(513

)

13

 

(1,087

)

(150

)

(274

)

55

 

(1,456

)

Profit before income tax

 

2,723

 

483

 

1,328

 

701

 

269

 

1,057

 

6,561

 

 

2,475

 

1,523

 

991

 

4,989

 

1,949

 

506

 

1,038

 

8,482

 

Income tax expense

 

(815

)

(144

)

(398

)

(213

)

(73

)

(335

)

(1,978

)

 

(746

)

(456

)

(290

)

(1,492

)

(566

)

(148

)

(331

)

(2,537

)

Profit attributable to non-controlling interests

 

-

 

-

 

-

 

(4

)

(2

)

(65

)

(71

)

 

-

 

-

 

(8

)

(8

)

-

 

(2

)

(56

)

(66

)

Cash Earnings for the year

 

1,908

 

339

 

930

 

484

 

194

 

657

 

4,512

 

 

1,729

 

1,067

 

693

 

3,489

 

1,383

 

356

 

651

 

5,879

 

Net Cash Earnings adjustments

 

-

 

-

 

(113

)

(15

)

-

 

(938

)

(1,066

)

 

-

 

(129

)

(17

)

(146

)

-

 

-

 

613

 

467

 

Net profit attributable to owners of Westpac Banking Corporation

 

1,908

 

339

 

817

 

469

 

194

 

(281

)

3,446

 

 

1,729

 

938

 

676

 

3,343

 

1,383

 

356

 

1,264

 

6,346

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortisation and impairments

 

(73

)

(40

)

68

 

(32

)

(55

)

(283

)

(415

)

 

(32

)

(16

)

(27

)

(75

)

(41

)

(53

)

(343

)

(512

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

219,624

 

114,639

 

127,585

 

26,085

 

40,128

 

61,526

 

589,587

 

 

231,738

 

145,962

 

31,745

 

409,445

 

88,317

 

45,598

 

74,917

 

618,277

 

Total liabilities

 

123,544

 

101,065

 

81,876

 

25,460

 

24,015

 

197,056

 

553,016

 

 

134,555

 

85,734

 

28,737

 

249,026

 

89,102

 

27,953

 

212,078

 

578,159

 

Acquisition of property, plant and equipment, goodwill and other
intangible assets

 

429

 

569

 

6,551

 

1,202

 

66

 

748

 

9,565

 

 

112

 

69

 

42

 

223

 

65

 

68

 

518

 

874

 

 

Annual Report 2011

2012 WESTPAC GROUP ANNUAL REPORT

261



 

NoteNOTE 32. Group segment information (continued)GROUP SEGMENT INFORMATION (CONTINUED)

Reconciliation of cash earningsCash Earnings to net profit

Consolidated 2012

 

 

Cash Earnings
for the Year

 

Policyholder
Tax
Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Fair Value
Gain/(Loss) on
Economic Hedges
5

 

 

��

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Net interest income

 

12,563

 

-

 

-

 

-

 

8

 

(10)

 

 

Non-interest income

 

5,513

 

12

 

(17)

 

(30)

 

3

 

-

 

 

Net operating income before operating expenses and impairment charges

 

18,076

 

12

 

(17)

 

(30)

 

11

 

(10)

 

 

Operating expenses

 

(7,379)

 

-

 

-

 

-

 

-

 

-

 

 

Impairment charges

 

(1,212)

 

-

 

-

 

-

 

-

 

-

 

 

Profit before income tax

 

9,485

 

12

 

(17)

 

(30)

 

11

 

(10)

 

 

Income tax expense

 

(2,818)

 

(12)

 

(10)

 

3

 

(4)

 

3

 

 

Profit attributable to non-controlling interests

 

(69)

 

-

 

-

 

-

 

-

 

-

 

 

Cash Earnings for the year

 

6,598

 

-

 

(27)

 

(27)

 

7

 

(7)

 

 

Consolidated 2011

 

 

Cash Earnings
for the Year

 

Policyholder
Tax Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Merger Transaction
and Integration
Expenses
4

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Cash Earnings
for the Year

 

Policyholder
Tax Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Merger Transaction
and Integration
Expenses
4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Net interest income

 

12,169  

 

 

 

 

(13)

 

(3)

 

 

12,169

 

-

 

-

 

-

 

(13)

 

(3)

 

 

Non-interest income

 

4,954  

 

(12)

 

(27)

 

 

(5)

 

 

 

4,954

 

(12)

 

(27)

 

7

 

(5)

 

-

 

 

Total operating income before operating expenses and impairment charges

 

17,123  

 

(12)

 

(27)

 

 

(18)

 

(3)

 

Net operating income before operating expenses and impairment charges

 

17,123

 

(12)

 

(27)

 

7

 

(18)

 

(3)

 

 

Operating expenses

 

(7,106) 

 

 

 

 

 

(92)

 

 

(7,106)

 

-

 

-

 

-

 

-

 

(92)

 

 

Impairment charges on loans

 

(993) 

 

 

 

 

 

 

Impairment charges

 

(993)

 

-

 

-

 

-

 

-

 

-

 

 

Profit before income tax

 

9,024  

 

(12)

 

(27)

 

 

(18)

 

(95)

 

 

9,024

 

(12)

 

(27)

 

7

 

(18)

 

(95)

 

 

Income tax expense

 

(2,655) 

 

12 

 

 

(1)

 

 

29 

 

 

(2,655)

 

12

 

6

 

(1)

 

5

 

29

 

 

Profit attributable to non-controlling interests

 

(68) 

 

 

 

 

 

 

 

(68)

 

-

 

-

 

-

 

-

 

-

 

 

Cash Earnings for the year

 

6,301  

 

 

(21)

 

 

(13)

 

(66)

 

 

6,301

 

-

 

(21)

 

6

 

(13)

 

(66)

 

 

 

Consolidated 2010

 

 

Cash Earnings
for the Year

 

Policyholder
Tax Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Merger Transaction
and Integration
Expenses
4

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Cash Earnings
for the Year

 

Policyholder
Tax Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Merger Transaction
and Integration
Expenses
4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

Net interest income

 

11,855  

 

 

 

 

(1)

 

(3)

 

 

11,855

 

-

 

-

 

-

 

(1)

 

(3)

 

 

Non-interest income

 

5,055  

 

(12)

 

13 

 

12 

 

10 

 

 

 

5,055

 

(12)

 

13

 

12

 

10

 

-

 

 

Total operating income before operating expenses and impairment charges

 

16,910  

 

(12)

 

13 

 

12 

 

 

(3)

 

Net operating income before operating expenses and impairment charges

 

16,910

 

(12)

 

13

 

12

 

9

 

(3)

 

 

Operating expenses

 

(6,972) 

 

 

 

 

 

(236)

 

 

(6,972)

 

-

 

-

 

-

 

-

 

(236)

 

 

Impairment charges on loans

 

(1,456) 

 

 

 

 

 

 

Impairment charges

 

(1,456)

 

-

 

-

 

-

 

-

 

-

 

 

Profit before income tax

 

8,482  

 

(12)

 

13 

 

12 

 

 

(239)

 

 

8,482

 

(12)

 

13

 

12

 

9

 

(239)

 

 

Income tax expense

 

(2,537) 

 

12 

 

(27)

 

(2)

 

(3)

 

72 

 

 

(2,537)

 

12

 

(27)

 

(2)

 

(3)

 

72

 

 

Profit attributable to non-controlling interests

 

(66) 

 

 

 

 

 

 

 

(66)

 

-

 

-

 

-

 

-

 

-

 

 

Cash Earnings for the year

 

5,879  

 

 

(14)

 

10 

 

 

(167)

 

 

5,879

 

-

 

(14)

 

10

 

6

 

(167)

 

 

 

Consolidated 2009

262

2012 WESTPAC GROUP ANNUAL REPORT

 

 

 

Cash Earnings
for the Year

 

Policyholder
Tax Recoveries

 

TPS
Revaluations
1

 

Treasury
Shares
2

 

Ineffective
Hedges
3

 

Merger Transaction
and Integration
Expenses
4

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

11,501  

 

 

 

 

(9)

 

(1)

 

Non-interest income

 

4,832  

 

 

43 

 

(35)

 

 

 

Total operating income before operating expenses and impairment charges

 

16,333  

 

 

43 

 

(35)

 

(6)

 

(1)

 

Operating expenses

 

(6,534) 

 

 

 

 

 

(334)

 

Impairment charges on loans

 

(3,238) 

 

 

 

 

 

 

Profit before income tax

 

6,561  

 

 

43 

 

(35)

 

(6)

 

(335)

 

Income tax expense

 

(1,978) 

 

(7)

 

(38)

 

 

 

101 

 

Profit attributable to non-controlling interests

 

(71) 

 

 

 

 

 

 

Cash Earnings for the year

 

4,512  

 

 

 

(32)

 

(4)

 

(234)

 

262Westpac Group



Notes to the financial statements

Fair Value
Gain/(Loss) on
Economic
Hedges
5

 

Amortisation
of Intangible
Assets
6

 

Fair Value
Amortisation of
Financial
Instruments
8

 

Tax
Consolidation
Adjustment
9

 

Buyback of
Government
Guaranteed
Debt
10

 

Tax Provision11

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(52)

 

 

(98)

 

 

(7)

 

 

(173)

 

11,996 

 

 

 

 

 

 

(37)

 

4,917 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(52)

 

 

(98)

 

 

(7)

 

 

(210)

 

16,913 

 

(208)

 

 

 

 

 

(300)

 

(7,406)

 

 

 

 

 

 

 

(993)

(52)

 

(208)

 

(98)

 

 

(7)

 

 

(510)

 

8,514 

16 

 

62 

 

29 

 

1,110 

 

 

(70)

 

1,200 

 

(1,455)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(68)

(36)

 

(146)

 

(69)

 

1,110 

 

(5)

 

(70)

 

690 

 

6,991 

Fair Value
Gain/(Loss) on
Economic Hedges
5

 

Amortisation
of Intangible
Assets
6

 

NZ Structured
Finance
Transactions
7

 

Fair Value
Amortisation of
Financial Instruments
8

 

Tax Consolidation
Adjustment
9

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

(66)

 

 

 

57 

 

 

(13)

 

11,842 

(10)

 

 

 

 

 

13 

 

5,068 

 

 

 

 

 

 

 

 

 

 

 

 

 

(76)

 

 

 

57 

 

 

 

16,910 

 

(208)

 

 

 

 

(444)

 

(7,416)

 

 

 

 

 

 

(1,456)

(76)

 

(208)

 

 

57 

 

 

(444)

 

8,038 

23 

 

62 

 

106 

 

(17)

 

685 

 

911 

 

(1,626)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(66)

(53)

 

(146)

 

106 

 

40 

 

685 

 

467 

 

6,346 

Fair Value
Gain/(Loss) on
Economic Hedges
5

 

Amortisation
of Intangible
Assets
6

 

NZ Structured
Finance
Transactions
7

 

Fair Value
Amortisation of
Financial Instruments
8

 

Other Non-Statutory
Adjustments
12

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

155 

 

 

145 

 

11,646 

 

 

 

 

 

27 

 

4,859 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

155 

 

 

172 

 

16,505 

 

(182)

 

 

 

(121)

 

(637)

 

(7,171)

 

 

 

 

 

 

(3,238)

 

(182)

 

 

155 

 

(121)

 

(465)

 

6,096 

(2)

 

54 

 

(703)

 

(47)

 

36 

 

(601)

 

(2,579)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(71)

 

(128)

 

(703)

 

108 

 

(85)

 

(1,066)

 

3,446 

Annual Report 2011263



 

Note 32. Group segment information (continued)NOTES TO THE FINANCIAL STATEMENTS

 

 

 

Year Ended

 

Year Ended

 

Year Ended

 

 

30 September 2011

 

30 September 2010

 

30 September 2009

 

 

$m

 

$m

 

$m

 

 

 

 

 

 

 

Cash Earnings for the year

 

6,301 

 

5,879 

 

4,512 

Cash Earnings adjustments:

 

 

 

 

 

 

TPS revaluations1

 

(21)

 

(14)

 

Treasury shares2

 

 

10 

 

(32)

Ineffective hedges3

 

(13)

 

 

(4)

Merger transaction and integration expenses4

 

(66)

 

(167)

 

(234)

Fair value gain/(loss) on economic hedges5

 

(36)

 

(53)

 

Amortisation of intangible assets6

 

(146)

 

(146)

 

(128)

NZ structured finance transactions7

 

 

106 

 

(703)

Fair value amortisation of financial instruments8

 

(69)

 

40 

 

108 

Tax consolidation adjustment9

 

1,110 

 

685 

 

Buyback of government guaranteed debt10

 

(5)

 

 

Tax Provision11

 

(70)

 

 

Other non-statutory adjustments12

 

 

 

(85)

Total Cash Earnings adjustments

 

690 

 

467 

 

(1,066)

Net profit attributable to owners of Westpac Banking Corporation

 

6,991 

 

6,346 

 

3,446 

 

 

Amortisation
of Intangible
Assets
6

 

Fair Value
Amortisation of
Financial
Instruments
8

 

Buyback of
Government
Guaranteed
Debt
10

 

TOFA Tax
Consolidation
Adjustment
12

 

Supplier
Program
13

 

Litigation
Provision
14

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

 

(66)

 

 

 

 

 

(61)

 

12,502 

 

 

 

 

 

 

 

 

(32)

 

5,481 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(66)

 

 

 

 

 

(93)

 

17,983 

 

 

(220)

 

 

 

 

(199)

 

(111)

 

(530)

 

(7,909)

 

 

 

 

 

 

 

 

 

(1,212)

 

 

(220)

 

(66)

 

 

 

(199)

 

(111)

 

(623)

 

8,862 

 

 

66 

 

20 

 

(2)

 

(165)

 

60 

 

33 

 

(8)

 

(2,826)

 

 

 

 

 

 

 

 

 

(66)

 

 

(151)

 

(46)

 

 

(165)

 

(139)

 

(78)

 

(628)

 

5,970 

 

 

Fair Value
Gain/(Loss) on
Economic
Hedges
5

 

Amortisation
of Intangible
Assets
6

 

Fair Value
Amortisation of
Financial
Instruments
8

 

Tax
Consolidation
Adjustment
9

 

Buyback of
Government
Guaranteed
Debt
10

 

Tax Provision11

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

(52)

 

 

(98)

 

 

(7)

 

 

(173)

 

11,996 

 

 

 

 

 

 

 

 

(37)

 

4,917 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(52)

 

 

(98)

 

 

(7)

 

 

(210)

 

16,913 

 

 

 

(208)

 

 

 

 

 

(300)

 

(7,406)

 

 

 

 

 

 

 

 

 

(993)

 

 

(52)

 

(208)

 

(98)

 

 

(7)

 

 

(510)

 

8,514 

 

 

16 

 

62 

 

29 

 

1,110 

 

 

(70)

 

1,200 

 

(1,455)

 

 

 

 

 

 

 

 

 

(68)

 

 

(36)

 

(146)

 

(69)

 

1,110 

 

(5)

 

(70)

 

690 

 

6,991 

 

 

Fair Value
Gain/(Loss) on
Economic Hedges
5

 

Amortisation
of Intangible
Assets
6

 

NZ Structured
Finance
Transactions
7

 

Fair Value
Amortisation of
Financial Instruments
8

 

Tax Consolidation
Adjustment
9

 

Total Cash
Earnings
Adjustments

 

Net Profit
for the Year

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

(66)

 

 

 

57 

 

 

(13)

 

11,842 

 

 

(10)

 

 

 

 

 

13 

 

5,068 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(76)

 

 

 

57 

 

 

 

16,910 

 

 

 

(208)

 

 

 

 

(444)

 

(7,416)

 

 

 

 

 

 

 

 

(1,456)

 

 

(76)

 

(208)

 

 

57 

 

 

(444)

 

8,038 

 

 

23 

 

62 

 

106 

 

(17)

 

685 

 

911 

 

(1,626)

 

 

 

 

 

 

 

 

(66)

 

 

(53)

 

(146)

 

106 

 

40 

 

685 

 

467 

 

6,346 

 

1

Adjustment for movements in economic hedges, including associated tax effects impacting the Foreign Currency Translation Reserve, relating to hybrid instruments classified as non-controlling interests. The adjustment is required as these hybrid instruments are not fair valued, however, the hedges are fair valued and therefore there is a mismatch in the timing of income recognition in the statutory results. The mismatch is added back to statutory results in deriving Cash Earnings as it does not affect the Group’s profits over time.

2

Under A-IFRS, Westpac shares held by the Group in the managed funds and life business are deemed to be Treasury shares and the results of holding these shares are not permitted to be recognised as income in the statutory results. In deriving Cash Earnings, these results are included to ensure there is no asymmetrical impact on the Group’s profits because the Treasury shares support policyholder liabilities and equity derivative transactions which are re-valued in deriving income.

3

The gain/(loss) on ineffective hedges is reversed in deriving Cash Earnings for the period because the gain or loss arising from the fair value movement in these hedges reverses over time and does not affect the Group’s profits over time.

4

As part of the merger with St.George, transaction and integration expenses incurred over three years are being treated as a Cash Earnings adjustment as they do not impact the earnings expected from St.George following the integration period.

5

Fair value gain/(loss) on other economic hedges (which do not qualify for hedge accounting under A-IFRS) comprises:

 

§

the unrealised fair value gain/(loss) on FX hedges of future New Zealand earnings impacting non-interest income is reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge;

§2012 WESTPAC GROUP ANNUAL REPORT

the unrealised fair value gain/(loss) on FX hedges of fees payable for the use of the Government guarantee on foreign denominated wholesale funding is reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge; and263

§

the unrealised fair value gain/(loss) on hedges of accrual accounted term funding transactions are reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge.

6

The merger with St.George resulted in the recognition of core deposit intangibles and customer relationships intangible assets that are amortised over their useful lives, ranging between five and nine years. The amortisation of intangible assets (excluding capitalised software) is a Cash Earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders.

7

During the year ended 30 September 2009, the Group increased tax provisioning by $703 million for New Zealand structured finance transactions entered into between 1998 and 2002. The increase in the provision followed the High Court in New Zealand finding in favour of the New Zealand Commissioner of Inland Revenue (CIR) in proceedings where Westpac challenged amended tax assessments in relation to these transactions. Due to the significant size and historical nature of the issue, the provision was treated as a Cash Earnings adjustment. During the year ended 30 September 2010, the Group reached a settlement with the CIR by agreeing to pay 80% of the full amount of primary tax and interest. The associated reversal of tax provisions of $106 million during the year ended 30 September 2010 has also been treated as a Cash Earnings adjustment.

8

The accounting for the merger with St.George resulted in the recognition of fair value adjustments on the St.George retail bank loans, deposits, wholesale funding and associated hedges, with these fair value adjustments being amortised over the life of the underlying transactions. The amortisation of these adjustments is considered to be a timing difference relating to non-cash flow items that do not affect cash distributions available to shareholders, and therefore has been treated as a Cash Earnings adjustment.

9

Finalisation of tax consolidation related to the merger with St.George gave rise to an income tax expense adjustment of $1,110 million during the year ended 30 September 2011 and $685 million during the year ended 30 September 2010. The tax consolidation process required Westpac to reset the tax value of certain St.George assets to the appropriate market value of those assets as at the effective date of the tax consolidation (31 March 2009). These adjustments have been treated as a Cash Earnings adjustment due to their size and as they do not reflect ongoing operations.

 

264Westpac Group



 

Notes

NOTE 32. GROUP SEGMENT INFORMATION (CONTINUED)

 

 

Year Ended

 

Year Ended

 

Year Ended

 

 

 

30 September 2012

 

30 September 2011

 

30 September 2010

 

 

 

$m

 

$m

 

$m

 

Cash Earnings for the year

 

6,598

 

6,301

 

5,879

 

Cash Earnings adjustments:

 

 

 

 

 

 

 

TPS revaluations1

 

(27

)

(21

)

(14

)

Treasury shares2

 

(27

)

6

 

10

 

Ineffective hedges3

 

7

 

(13

)

6

 

Merger transaction and integration expenses4

 

-

 

(66

)

(167

)

Fair value gain/(loss) on economic hedges5

 

(7

)

(36

)

(53

)

Amortisation of intangible assets6

 

(151

)

(146

)

(146

)

NZ structured finance transactions7

 

-

 

-

 

106

 

Fair value amortisation of financial instruments8

 

(46

)

(69

)

40

 

St.George tax consolidation adjustment9

 

-

 

1,110

 

685

 

Buyback of government guaranteed debt10

 

5

 

(5

)

-

 

Tax Provision11

 

-

 

(70

)

-

 

TOFA tax consolidation adjustment12

 

(165

)

-

 

-

 

Supplier program13

 

(139

)

-

 

-

 

Litigation provision14

 

(78

)

-

 

-

 

Total Cash Earnings adjustments

 

(628

)

690

 

467

 

Net profit attributable to owners of Westpac Banking Corporation

 

5,970

 

6,991

 

6,346

 

1Adjustment for movements in economic hedges, including associated tax effects impacting the Foreign Currency Translation Reserve, relating to hybrid instruments classified as non-controlling interests. The adjustment is required as these hybrid instruments are not fair valued, however, the hedges are fair valued and therefore, there is a mismatch in the timing of income recognition in the statutory results. The mismatch is added back to statutory results in deriving Cash Earnings as it does not affect the Group’s profits over time.

2Under A-IFRS, Westpac shares held by the Group in the managed funds and life business are deemed to be Treasury shares and the results of holding these shares are not permitted to be recognised as income in the statutory results. In deriving Cash Earnings, these results are included to ensure there is no asymmetrical impact on the Group’s profits because the Treasury shares support policyholder liabilities and equity derivative transactions which are re-valued in deriving income.

3The gain/(loss) on ineffective hedges is reversed in deriving Cash Earnings for the period because the gain or loss arising from the fair value movement in these hedges reverses over time and does not affect the Group’s profits over time.

4As part of the merger with St.George, transaction and integration expenses incurred over three years following the merger were treated as a Cash Earnings adjustment as they did not impact the earnings expected from St.George following the integration period. The integration project was completed in 2011.

5Fair value gain/(loss) on economic hedges (which do not qualify for hedge accounting under A-IFRS) comprises:

§the unrealised fair value gain/(loss) on foreign exchange hedges of future New Zealand earnings impacting non-interest income is reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge;

§the unrealised fair value gain/(loss) on foreign exchange hedges of fees payable for the use of the Government guarantee on foreign denominated wholesale funding is reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge; and

§the unrealised fair value gain/(loss) on hedges of accrual accounted term funding transactions are reversed in deriving Cash Earnings as they may create a material timing difference on statutory results but do not affect the Group’s Cash Earnings during the life of the hedge.

6Acquisition of intangible assets comprise:

§the merger with St.George resulted in the recognition of core deposit intangibles and customer relationships intangible assets that are amortised over their useful lives, ranging between five and nine years. The amortisation of intangible assets (excluding capitalised software) is a Cash Earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders; and

§the acquisition of J O Hambro, previously a privately owned London-based equity investment manager, by BT Investment Management (BTIM) during the year ended 30 September 2012 resulted in the recognition of management contract intangible assets. These intangible items are amortised over their useful lives, ranging between five and twenty years. The amortisation of intangible assets (excluding capitalised software) is a Cash Earnings adjustment because it is a non-cash flow item and does not affect cash distributions available to shareholders.

7During the year ended 30 September 2010, $106 million out of the $703 million tax provision raised in September 2009 was reversed following settlement with the New Zealand Commissioner of Inland Revenue (CIR) in relation to New Zealand structured finance transaction entered into between 1998 and 2002. The Group agreed to pay 80% of the full amount of primary tax and interest. Given the size and historical nature of the issue, the original tax provision and the subsequent reversal were treated as Cash Earnings adjustments.

8The accounting for the merger with St.George resulted in the recognition of fair value adjustments on the St.George retail bank loans, deposits, wholesale funding and associated hedges, with these fair value adjustments being amortised over the life of the underlying transactions. The amortisation of these adjustments is considered to be a timing difference relating to non-cash flow items that do not affect cash distributions available to shareholders, and therefore have been treated as a Cash Earnings adjustment.

9Finalisation of tax consolidation related to the financial statements

Note 32. Group segment information (continued)merger with St.George gave rise to a reduction in income tax expense of $1,110 million during the year ended 30 September 2011 and $685 million during the year ended 30 September 2010. The tax consolidation process required Westpac to reset the tax value of certain St.George assets to the appropriate market value of those assets at the effective date of the tax consolidation (31 March 2009). These adjustments have been treated as a Cash Earnings adjustment due to their size and because they do not reflect ongoing operations.

 

10

During the year ended 30 September 2011, the Group bought back some Government guaranteed debt which reduced Government guarantee fees (70 basis points) paid. In undertaking the buybacks, in addition to the 70 basis point fee saving, a cost was incurred reflecting the difference between current interest rates and the rate at which the debt was initially issued. In the statutory results the cost incurred is recognised at the time of the buybacks. In Cash Earnings the cost incurred is being amortised over the original term of the debt that was bought back. The Cash Earnings adjustment gives effect to the timing difference between statutory results and Cash Earnings.

11264

During the year ended 30 September 2011, the Group increased tax provisions by $70 million in respect of certain existing positions for transactions previously undertaken by the Group. The increase reflects the recent trend of global taxation authorities challenging the historical tax treatment of cross border and complex transactions. This increase in tax provisions has been treated as a Cash Earnings adjustment as it relates to the global management of existing tax positions and does not reflect ongoing operations. The Group’s management of tax positions has moved to disclosing any such transactions to the taxation authorities at or around the time of execution.

122012 WESTPAC GROUP ANNUAL REPORT

In the year ended 30 September 2009, a provision of $121 million ($85 million after tax) was made with respect to long-standing legal proceedings, where a judgment was received in the full year ended 30 September 2009. This was treated as a Cash Earnings adjustment due to its size and historical nature.



NOTES TO THE FINANCIAL STATEMENTS

NOTE 32. GROUP SEGMENT INFORMATION (CONTINUED)

10During the year ended 30 September 2011, the Group bought back some Government guaranteed debt which reduced Government guarantee fees (70 basis points) paid. In undertaking the buybacks, in addition to the 70 basis point fee saving, a cost was incurred reflecting the difference between current interest rates and the rate at which the debt was initially issued. In the statutory result, the cost incurred is recognised at the time of the buybacks. In Cash Earnings, the cost incurred is being amortised over the original term of the debt that was bought back. The Cash Earnings adjustment gives effect to the timing difference between statutory results and Cash Earnings.

11During the year ended 30 September 2011, the Group increased tax provisions by $70 million in respect of certain existing positions for transactions previously undertaken by the Group. The increase reflected the recent trend of global taxation authorities challenging the historical tax treatment of cross border and complex transactions. This increase in tax provisions was treated as a Cash Earnings adjustment as it related to the global management of historical tax positions and does not reflect ongoing operations. The Group’s management of tax positions has moved to disclosing any such transactions to the taxation authorities at or around the time of execution.

12During the year ended 30 September 2012, new legislation that included retrospective amendments to the income tax law as it applies to the Taxation of Financial Arrangements (TOFA) and tax consolidated groups was introduced. The amendments have an adverse application to certain liabilities that were consolidated as part of the merger with St.George. This gave rise to an additional income tax expense of $165 million for the year ended 30 September 2012. Consistent with other tax adjustments relating to the merger with St.George this adjustment has been treated as a Cash Earnings adjustment due to its size and because it does not reflect ongoing operations.

13During the year ended 30 September 2012, the Group incurred and provisioned for non-recurring expenses as part of its program to increase the use of global specialists in certain technology and back office operations. These expenses included costs associated with streamlining and better documenting systems and processes, technology costs to enable infrastructure and enhance interaction with suppliers, and costs associated with restructuring the workforce. Given these significant expenses are not considered in determining dividends they are being treated as Cash Earnings adjustments.

14The Group recognised a provision of $111 million ($78 million after tax) with respect to longstanding legal proceedings. This has been treated as a Cash Earnings adjustment due to its size, the historical nature of the proceedings and because it does not reflect ongoing operations.

 

Revenue from Products and Services

Details of revenue from external customers by product or service are disclosed in Notes 2 and 3. No single customer amounts to greater than 10% of the Group’s revenue.

Secondary reporting – geographic segments

Geographic segments are based on the location of the office in which the following items are recognised:

 

 

 

2011

 

2010

 

2009

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

39,192

 

91.1

 

35,376

 

90.2

 

30,003

 

85.0

New Zealand

 

3,559

 

8.3

 

3,592

 

9.2

 

4,705

 

13.3

Other2

 

264

 

0.6

 

251

 

0.6

 

597

 

1.7

Total

 

43,015

 

100.0

 

39,219

 

100.0

 

35,305

 

100.0

Non-current assets1

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

12,282

 

94.9

 

11,912

 

95.2

 

11,794

 

94.9

New Zealand

 

605

 

4.7

 

564

 

4.5

 

593

 

4.8

Other2

 

50

 

0.4

 

38

 

0.3

 

42

 

0.3

Total

 

12,937

 

100.0

 

12,514

 

100.0

 

12,429

 

100.0

 

 

2012

 

2011

 

2010

 

 

 

$m

 

%

 

$m

 

%

 

$m

 

%

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

38,195

 

90.2

 

39,192

 

91.1

 

35,376

 

90.2

 

New Zealand

 

3,676

 

8.7

 

3,559

 

8.3

 

3,592

 

9.2

 

Other1

 

483

 

1.1

 

264

 

0.6

 

251

 

0.6

 

Total

 

42,354

 

100.0

 

43,015

 

100.0

 

39,219

 

100.0

 

Non-current assets2

 

 

 

 

 

 

 

 

 

 

 

 

 

Australia

 

12,250

 

92.3

 

12,282

 

94.9

 

11,912

 

95.2

 

New Zealand

 

650

 

4.9

 

605

 

4.7

 

564

 

4.5

 

Other1

 

371

 

2.8

 

50

 

0.4

 

38

 

0.3

 

Total

 

13,271

 

100.0

 

12,937

 

100.0

 

12,514

 

100.0

 

 

1Other includes Pacific Islands, Asia, the Americas and Europe.

2      Non-current assets includes property, plant and equipment, goodwill and other intangible assets.

2Other includes Pacific Islands, Asia, the Americas and Europe.

2012 WESTPAC GROUP ANNUAL REPORT

265

 

Annual Report 2011265



 

NoteNOTE 33. Auditor’s remunerationAUDITOR’S REMUNERATION

During the financial year, the auditor of the Group and Parent Entity, PricewaterhouseCoopers (PwC), and its related practices earned the following remuneration including goods and services tax:

 

 

 

Consolidated

Parent Entity

 

 

2011

2010

2011

2010

 

 

$’000

$’000

$’000

$’000

 

 

 

 

 

 

PwC – Australian firm

 

 

 

 

 

Audit and review of financial reports of Westpac Banking Corporation or any entity in the Group

 

14,111

13,309

13,757

12,830

Other audit-related work

 

1,802

1,706

1,741

1,706

Total audit and other assurance services

 

15,913

15,015

15,498

14,536

Taxation

 

222

178

62

178

Other services

 

2,504

761

1,194

761

Total remuneration paid to PwC – Australian firm

 

18,639

15,954

16,754

15,475

 

 

 

 

 

 

Related practices of PwC

 

 

 

 

 

Audit and review of financial reports of Westpac Banking Corporation or any entity in the Group

 

2,762

3,070

108

258

Other audit-related work

 

157

50

-

-

Total audit and other assurance services

 

2,919

3,120

108

258

Taxation

 

84

189

6

20

Other services

 

97

-

43

-

Total remuneration paid to related practices of PwC

 

3,100

3,309

157

278

Total remuneration paid to PwC

 

21,739

19,263

16,911

15,753

 

 

             Consolidated

 

             Parent Entity

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

$’000

 

$’000

 

$’000

 

$’000

 

PwC – Australian firm

 

 

 

 

 

 

 

 

 

Audit and review of financial reports of Westpac Banking Corporation or any entity in the Group

 

15,249

 

14,111

 

14,874

 

13,757

 

Other audit-related work

 

1,476

 

1,802

 

1,465

 

1,741

 

Total audit and other assurance services

 

16,725

 

15,913

 

16,339

 

15,498

 

Taxation

 

65

 

222

 

65

 

62

 

Other services

 

696

 

2,504

 

668

 

1,194

 

Total remuneration paid to PwC – Australian firm

 

17,486

 

18,639

 

17,072

 

16,754

 

 

 

 

 

 

 

 

 

 

 

Related practices of PwC

 

 

 

 

 

 

 

 

 

Audit and review of financial reports of Westpac Banking Corporation or any entity in the Group

 

2,773

 

2,762

 

340

 

108

 

Other audit-related work

 

139

 

157

 

-

 

-

 

Total audit and other assurance services

 

2,912

 

2,919

 

340

 

108

 

Taxation

 

114

 

84

 

-

 

6

 

Other services

 

-

 

97

 

-

 

43

 

Total remuneration paid to related practices of PwC

 

3,026

 

3,100

 

340

 

157

 

Total remuneration paid to PwC

 

20,512

 

21,739

 

17,412

 

16,911

 

 

For compliance with SEC disclosure requirements, remuneration to the external auditor, including goods and services tax, for the years ended 30 September 20112012 and 20102011 is summarised from the table above as follows:

 

 

2011

2010

 

$’000

$’000

 

2012

 

2011

 

 

 

 

 

$’000

 

$’000

 

Audit fees

 

16,873

16,379

 

18,022

 

16,873

 

Non-audit fees:

 

 

 

 

 

 

 

 

Audit-related fees

 

1,959

1,756

 

1,615

 

1,959

 

Tax fees

 

306

367

 

179

 

306

 

All other fees

 

2,601

761

 

696

 

2,601

 

Total non-audit fees

 

4,866

2,884

 

2,490

 

4,866

 

Total fees paid to PwC

 

21,739

19,263

 

20,512

 

21,739

 

 

It is Westpac’s policy to engage the external auditors on assignments additional to their statutory audit duties, only if their independence is not impaired or seen to be impaired, and where their expertise and experience with Westpac is important. All services were approved by the Audit Committee in accordance with the pre-approval policy and procedures.

 

In the tables above, audit services include the audit of the year end and review of the half year statutory reports and comfort letters associated with debt issues and capital raisings for the Parent Entity, its controlled entities and the consolidated Group.

 

Audit-related services include consultations regarding accounting standards and reporting requirements and regulatory compliance reviews.

 

Taxation services include tax compliance and tax advisory services.

 

Other services include due diligenceconsulting services in relation to the acquisition of J O Hambro Capital Management Limited by BT Investment Management LimitedSupplier Program and consultation services related to merchant acquiring products.the Business Resilience Framework.

 

The external auditor, PwC, also provides audit and non-audit services to non-consolidated entities including non-consolidated securitisation vehicles sponsored by the Group, non-consolidated trusts of which a Westpac Group entity is trustee, manager or responsible entity and non-consolidated superannuation funds or pension funds. The fees in respect of their services were approximately $8.5$8.6 million in total (2010 $8.6(2011: $8.5 million). PricewaterhouseCoopersPwC may also provide audit and non-audit services to other entities in which Westpac holds a minority interest, and which are not consolidated. Westpac is not aware of the amount of any fees paid by those entities.

 

266

2012 WESTPAC GROUP ANNUAL REPORT

266Westpac Group



 

Notes to the financial statementsNOTES TO THE FINANCIAL STATEMENTS

 

NoteNOTE 34. Expenditure commitmentsEXPENDITURE COMMITMENTS

 

 

Consolidated

Parent Entity

 

               Consolidated

 

                Parent Entity

 

 

2011

2010

2011

2010

 

 2012

 

2011

 

2012

 

2011

 

 

$m

$m

$m

$m

 

 $m

 

$m

 

$m

 

$m

 

 

 

 

 

 

Commitments for capital expenditure not provided for in the financial statements

 

 

 

 

 

Payable within one year

 

-

23

-

-

Payable later than one year but not later than five years

 

-

-

-

-

Payable after five years

 

-

-

-

-

Total commitments for capital expenditure not provided for in the financial statements

 

-

23

-

-

Lease commitments (all leases are classified as operating leases)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Premises and sites

 

2,470

2,265

2,166

1,967

 

3,747

 

2,470

 

3,423

 

2,166

 

Furniture and equipment

 

13

6

9

1

 

16

 

13

 

9

 

9

 

Total lease commitments

 

2,483

2,271

2,175

1,968

 

3,763

 

2,483

 

3,432

 

2,175

 

Due within one year

 

467

413

414

362

 

490

 

467

 

437

 

414

 

Due after one year but not later than five years

 

1,304

1,163

1,165

1,033

 

1,565

 

1,304

 

1,401

 

1,165

 

Due after five years

 

712

695

596

573

 

1,708

 

712

 

1,594

 

596

 

Total lease commitments

 

2,483

2,271

2,175

1,968

 

3,763

 

2,483

 

3,432

 

2,175

 

Other expenditure commitments1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payable within one year

 

697

480

595

414

 

687

 

697

 

623

 

595

 

Payable later than one year but not later than five years

 

1,572

444

1,293

370

 

1,450

 

1,572

 

1,214

 

1,293

 

Payable after five years

 

47

126

47

126

 

64

 

47

 

64

 

47

 

Total other expenditure commitments

 

2,316

1,050

1,935

910

 

2,201

 

2,316

 

1,901

 

1,935

 

1Amounts presented for other expenditure commitments represent the estimated spend on Westpac’s significant contracts over their remaining term. This would differ from the contractually committed amount.

1

Amounts presented for other expenditure commitments represent the estimated spend on Westpac’s significant contracts over their remaining term. This would differ from the contractually committed amount.

 

As at 30 September 2011,2012, the total future minimum lease payments expected to be received by the Group and Parent Entity from non-cancellable sub-leases was $23$21 million (2010 $30(2011: $23 million) and $22$21 million (2010 $29(2011: $22 million) respectively.

Operating lease arrangements

Operating leases are entered into to meet the business needs of entities in the Group. Leases are primarily over commercial and retail premises and plant and equipment. Lease rentals are determined in accordance with market conditions when leases are entered into or on rental review dates.

 

Leased premises that have become excess to the Group’s business needs have been sublet where possible and any expected rental shortfalls fully provided for. There are no restrictions imposed on the Group by lease arrangements other than in respect of the specific premises being leased.

 

The Group has lease commitments resulting from the sale and lease back of various premises. These leases are generally for a term of five years with an option to extend for another five years. In most instances, other than the lease arrangement, the Group has no ongoing interests in the premises.

Service agreements

The maximum contingent liability for termination benefits in respect of service agreements with the CEO and other Group Key Management Personnel at 30 September 20112012 was $13.4$15.1 million (2010 $13.8(2011: $13.4 million).

Significant long-termlong term agreements

With the expiry of Westpac’s agreement with Cash Services Australia and unwind of services by 28 November 2012, Westpac will take on direct responsibility for commercial and operational governance of cash-in-transit providers under a multi vendor model. On 1 July 2012 and 30 July 2012, Westpac entered into five year agreements with Toll Transport Pty Limited and Linfox Armaguard Pty Limited respectively for the provision of cash-in-transit services.

On 14 July 2008 Westpac entered into a three year agreement with Toll Transport Pty Ltd for the provision of freight and courier services, which was extended on 14 July 2011 for 18 months. On 30 June 2012, Westpac signed a further extension with Toll for 4.5 years expiring on 11 July 2017.

On 25 June 2012 Westpac entered into a five year agreement with InfoSys Technologies Limited to provide applications development, maintenance and support services within the corporate systems and applications testing area of technology.

On 25 June 2012 Westpac entered into a five year agreement with Tata Consultancy Services Ltd to provide applications developments, maintenance and support services within the information systems area of technology.

On 1 January 2012, the agreement between Westpac and IBM Daksh Business Process Services Pty Limited for the provision of business process outsourcing services was novated to IBM Australia Limited and the term extended by two years to December 2018.

On 30 September 2011, Westpac extended its existing agreement with IBM New Zealand Limited for a further five years, startingcommencing 1 March 2012 untilto 28 February 2017. IBM is responsible for Westpac’s IT infrastructure services in New Zealand including mainframes and midrange systems, storage, security, data centre network services and workplace printing.

 

On 26 August 2011, Westpac extended its existing agreement with Telstra Corporation Limited for a further two years, to December 2013. The extended agreement relates to the provision of telecommunications outsourcing services to Westpac in Australia and internationally, including the Pacific.Pacific Islands, Asia and Europe.

2012 WESTPAC GROUP ANNUAL REPORT

267



NOTE 34. EXPENDITURE COMMITMENTS (CONTINUED)

 

On 18 May 2011, Westpac entered an agreement with HP Enterprise Services BPA Limited (HP) to amend and extend the existing ten yearits loan processing service agreement (which expired in September 2011) for a further four years. Under the revised dealagreement, Westpac will bring in-house over the next 12 months theassume business mortgage processing services that had been previously provided by HP, with HP continuing to provide IT services that underpin the business processing functions for the duration of the contract.

 

On 29 December 2010, Westpac entered into a three year mortgage services agreement with Unisys Credit ServicesMortgage Processing (No. 1) Pty LimitedLtd (UMP) to provide post settlement back office servicing.servicing of RAMS home loans, and to appoint UMP as an authorised credit representative under Westpac’s Australian credit licence. The agreement commenced on 1 January 2011.

Annual Report On 25 November 2011267



Note 34. Expenditure commitments (continued) the agreement was varied so as to include the back office servicing of RAMS deposit products, and to appoint UMP as an authorised representative under Westpac’s Australian Financial Services Licence.

 

On 19 November 2010, Westpac entered into an agreement with IBM Australia Limited. This replacedLimited to replace the existing agreement with IBM Global Services Australia which ended in April 2011. The new agreement relates to the core banking technology operations in Australia and has an initial term of five years.

 

On 27 July 2010, Westpac entered into an agreement with Fujitsu Australia Limited to construct a purpose built data centre facility in Western Sydney. Completion of the data centre triggered the services agreement and the lease for the data centre. The lease is for 15 years with three further five year options and the services agreement is for 15 years with two further five year options.

 

On 28 June 2010, Westpac extended its agreement with FDRFD Australia Limited to provide a managed service for cards processing until 2019. This involves managing the application within the Westpac/IBM environment. FDRFD Australia Limited has been providing services for Westpac’s Australasian cards processing in phases since October 2002. Westpac retains control of its cards sales, credit, collections and customer service functions.

 

On 24 June 2010, Westpac entered into an agreement with Fiserv Solutions of Australia Pty Limited (Fiserv) under which Westpac licenses certain software and Fiserv provides services in connection with Westpac’s online replacementtransformation program. The agreement covers Phase 1 of the program. Subsequent phases relate to the replacement of St George’s and RAMS’ online systems. There is an initial four year term of maintenance and support has been extended to eight years that can be renewed by Westpac for periods of 12 months each. The agreement continues until Fiservs’sFiserv’s obligations have been completed in respect of the program.

 

On 22 December 2009, Westpac entered into a five year master services agreement with United Group Services Pty Limited (now trading as DTZ Australia Pty Ltd) for the provision of real estate services, facilities management, workplace management, program management finance and critical site operationalfinance management. The agreement commenced on 1 April 2010.

On 31 March 2009, St.George extended the term of the agreement with IBM Daksh Business Process Services Private Limited by three years to September 2016. The initial agreement was signed on 18 September 2006 with an original seven year term for the provision of business process outsourcing services.

 

On 1 October 2007, St.George entered into a four year agreement with Optus Networks Pty Limited for the provision of telecommunications carriage services and various outsourced administration functions. Following the initial four year term the agreement was extended for a fifth year due to certain service level agreements being met.

 

On 3 November 2006, Westpac entered into a master relationship agreement with Genpact U.S. LLC for the provision of back office administrative support services. Following expiry of the initial five year term, the agreement term will automatically extend until terminated.

 

On 17 September 2006, Westpac renewed its agreement with Cash Services Australia for a term of five years and nine months. Cash Services Australia will continue to provide key operational services as well as commercial and operational governance of cash-in-transit providers.

On 4 February 2005, Westpac, in conjunction with the National Australia Bank and the Commonwealth Bank of Australia, entered into a 12 year agreement with Fiserv Solutions Australia Pty Limited for the provision of voucher (cheque) processing services.

 

Commitments in relation to long-term contracts are included in other expenditure commitments above.

 

268

2012 WESTPAC GROUP ANNUAL REPORT



NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 35. Superannuation commitmentsSUPERANNUATION COMMITMENTS

 

Westpac had the following defined benefit plans at 30 September 2011:2012:

 

Name of Plan

Type

Form of Benefit

Date of Last Actuarial
Assessment of the Funding
Funding Status

Westpac Staff SuperannuationGroup Plan (WSSP)(WGP)1

Defined benefit and accumulation

Indexed pension and lump sum

30 June 20092012

Westpac New Zealand Superannuation Scheme (WNZS)

Defined benefit and accumulation

Indexed pension and lump sum

30 June 2011

M&F Defined Benefit Category of the St.George Staff sub-plan of the Plum Superannuation Fund (SGPSF)

Defined benefit

Guaranteed return

30 June 2009

Westpac Banking Corporation UK Staff Superannuation Scheme (UKSS)

Defined benefit

Indexed pension and lump sum

5 April 20092

Westpac UK Medical Benefits Scheme

Defined benefit

Medical benefits

1 June 2009

Not applicable

1Formerly the Westpac Staff Superannuation Plan (WSSP) and the M&F Defined Benefit Category of the St.George Staff sub-plan of the Plum Superannuation Fund (SGPSF).

2An actuarial assessment of the fund at 5 April 2012 is currently in progress.

 

All of the defined benefit sections of the schemes are closed to new members.

268Westpac Group



Notes to the financial statements

Note 35. Superannuation commitments (continued)

 

Contributions

 

Funding recommendations are made based on the Attained Age Method, which impacts the timing of contribution requirements and assumes that the plans will not be discontinued.

 

The specific contributions for each of the plans are set-outset out below:

 

§¾    WSSPWGP – contributions are made to the WSSPWGP at the rate of 11.6% of members’ salaries;

 

§¾    WNZS – contributions are made to the WNZS at the rate of 12% of members’ salaries;

§SGPSF – contributions are made to the SGPSF at the rate of 12.5% of members’ salaries; and

 

§¾    UKSS – contributions are made to the UKSS at the rate of £4.27 million per annum.

 

The table below summarises the calculation of the surplus/(deficit) used to make funding recommendations, based on the guidance in Australian Accounting Standard AAS 25 Financial Reporting by Superannuation Plans:

 

 

 

  Consolidated

 

 

  Parent Entity

 

 

 

  2011¹

 

2010²

 

 

  2011¹

 

2010² 

 

 

 

    $m

 

         $m

 

 

    $m

 

$m  

 Market value of assets

 

1,800 

 

1,797 

 

1,739 

 

1,741 

 Present value of accrued benefits

 

1,724 

 

1,723 

 

1,655 

 

1,659 

 Surplus/(deficit)

 

76 

 

74 

 

84 

 

82 

 

 

               Consolidated

 

              Parent Entity

 

 

 

2012

¹

2011

²

2012

¹

2011²

 

 

 

 $m

 

$m

 

$m

 

$m

 

Market value of assets

 

1,667

 

1,800

 

1,610

 

1,739

 

Present value of accrued benefits

 

1,642

 

1,724

 

1,575

 

1,655

 

Surplus/(deficit)

 

25

 

76

 

35

 

84

 

1           Calculated as at 30 June 2009 (WSSP)2012 (WGP), 5 April 2009 (UKSS), and 30 June 2011 (WNZS) and 30 June 2009 (SGPSF).

2           Calculated as at 30 June 2009 (WSSP), 5 April 2009 (UKSS), 30 June 2010 (WNZS) and 30 June 2009 (SGPSF).

 

The following economic assumptions applied for the funding calculations differ to assumptions used in the accounting calculations due to different valuation dates, discount rates and assumptions linked to expected returns on assets.

 

 

WSSP

 

WNZS

 

SGPSF

 

UKSS 

 

WGP

 

WNZS

 

UKSS

 

Discount rate

 

7.5% 

 

5.5% 

 

6.0% 

 

6.5%  

 

7.3%

 

5.5%

 

6.5%

 

Expected return on plan assets

 

7.5% 

 

5.5% 

 

6.0% 

 

5.4%  

 

7.3%

 

5.5%

 

5.4%

 

Expected increase in average salary of plan members

 

3.8% 

 

3.5% 

 

4.0% 

 

4.7%  

 

4.0%

 

3.5%

 

4.7%

 

 

2012 WESTPAC GROUP ANNUAL REPORT

269



NOTE 35. SUPERANNUATION COMMITMENTS (CONTINUED)

RetirementDefined benefit deficit

 

The retirementdefined benefit deficit amount reported in the balance sheet, based on the AASB 119 Employee Benefits accounting calculations can be reconciled as follows:

 

 

 

 

Consolidated

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2008

 

2007

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Present value of funded and
unfunded obligations

 

2,345

 

2,134

 

2,042

 

2,139

 

2,025

 

 

2,241

 

2,039

 

1,915

 

2,041

 

1,931

 

 

2,368

 

2,345

 

2,134

 

2,042

 

2,139

 

2,254

 

2,241

 

2,039

 

1,915

 

2,041

 

Fair value of plan assets

 

1,669

 

1,709

 

1,654

 

1,666

 

1,909

 

 

1,610

 

1,651

 

1,553

 

1,604

 

1,825

 

 

1,736

 

1,669

 

1,709

 

1,654

 

1,666

 

1,679

 

1,610

 

1,651

 

1,553

 

1,604

 

Net obligations

 

(676

)

(425

)

(388

)

(473

)

(116

)

 

(631

)

(388

)

(362

)

(437

)

(106

)

 

(632

)

(676

)

(425

)

(388

)

(473

)

(575

)

(631

)

(388

)

(362

)

(437

)

 

Defined benefit superannuation expense

The amount recognised in the income statement is as follows:

 

 

 

Consolidated

 

 

Parent Entity

 

 

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

2009

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 Current service cost

 

56

 

 

57

 

59

 

55

 

 

56

 

55

 

 Past service cost

 

(3

)

 

-

 

-

 

(3

)

 

-

 

-

 

 Interest cost

 

96

 

 

98

 

106

 

94

 

 

95

 

100

 

 Expected return on fund assets

 

(120

)

 

(116

)

(128

)

(117

)

 

(112

)

(121

)

 Net defined benefit superannuation expense

 

29

 

 

39

 

37

 

29

 

 

39

 

34

 

Annual Report 2011269



Note 35. Superannuation commitments (continued)

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2010

 

2012

 

 

2011

 

2010

 

 

 

$m

 

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

Current service cost

 

60

 

 

56

 

57

 

59

 

 

55

 

56

 

Past service cost

 

-

 

 

(3

)

-

 

-

 

 

(3

)

-

 

Interest cost

 

89

 

 

96

 

98

 

87

 

 

94

 

95

 

Expected return on fund assets

 

(110

)

 

(120

)

(116

)

(107

)

 

(117

)

(112

)

Net defined benefit superannuation expense

 

39

 

 

29

 

39

 

39

 

 

29

 

39

 

 

Change in benefit obligation

The change in the present value of the defined benefit obligation is as follows:

 

 

 

Consolidated

 

 

 Parent Entity

 

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

$m

 

$m

 

$m

 

$m

 

 Benefit obligation at the beginning of the period

 

2,134

 

 

2,042

 

 

2,039

 

 

1,915

 

 Current service cost

 

56

 

 

57

 

 

55

 

 

56

 

 Past service cost

 

(3

)

 

-

 

 

(3

)

 

-

 

 Interest cost

 

96

 

 

98

 

 

94

 

 

95

 

 Additions through merger

 

-

 

 

-

 

 

-

 

 

48

 

 Actuarial losses/(gains)

 

234

 

 

125

 

 

233

 

 

113

 

 Contributions by members

 

18

 

 

19

 

 

17

 

 

19

 

 Benefits paid

 

(199

)

 

(193

)

 

(189

)

 

(186

)

 Exchange and other adjustments

 

9

 

 

(14

)

 

(5

)

 

(21

)

 Benefit obligation at the end of the period

 

2,345

 

 

2,134

 

 

2,241

 

 

2,039

 

 Funded status of plans:

 

 

 

 

 

 

 

 

 

 

 

 

Unfunded obligations1

 

17

 

 

19

 

 

17

 

 

19

 

Wholly or partly funded obligations

 

2,328

 

 

2,115

 

 

2,224

 

 

2,020

 

 

 

2,345

 

 

2,134

 

 

2,241

 

 

2,039

 

 

 

Consolidated

 

Parent Entity

 

 

 

2012

 

 

2011

 

2012

 

 

2011

 

 

 

$m

 

 

$m

 

$m

 

 

$m

 

Benefit obligation at the beginning of the period

 

2,345

 

 

2,134

 

2,241

 

 

2,039

 

Current service cost

 

60

 

 

56

 

59

 

 

55

 

Past service cost

 

-

 

 

(3

)

-

 

 

(3

)

Interest cost

 

89

 

 

96

 

87

 

 

94

 

Actuarial losses/(gains)

 

43

 

 

234

 

27

 

 

233

 

Contributions by members

 

16

 

 

18

 

16

 

 

17

 

Benefits paid

 

(182

)

 

(199

)

(172

)

 

(189

)

Exchange and other adjustments

 

(3

)

 

9

 

(4

)

 

(5

)

Benefit obligation at the end of the period

 

2,368

 

 

2,345

 

2,254

 

 

2,241

 

Funded status of plans:

 

 

 

 

 

 

 

 

 

 

 

Unfunded obligations1

 

14

 

 

17

 

14

 

 

17

 

Wholly or partly funded obligations

 

2,354

 

 

2,328

 

2,240

 

 

2,224

 

 

 

 2,368

 

 

2,345

 

2,254

 

 

2,241

 

1            Unfunded obligations relate to the UK medical benefits.benefits scheme in respect of which assets are not held in a separate plan. Westpac’s obligations for the UK medical benefits scheme is included in the defined benefit liability.

270

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 35. SUPERANNUATION COMMITMENTS (CONTINUED)

 

Change in plan assets

 

The change in the fair value of plan assets is as follows:

 

 

Consolidated

 

 

 Parent Entity

 

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Fair value of plan assets at beginning of the year

 

1,709

 

 

1,654

 

 

1,651

 

 

1,553

 

 

1,669

 

 

1,709

 

1,610

 

 

1,651

 

Expected returns on plan assets

 

120

 

 

116

 

 

117

 

 

112

 

 

110

 

 

120

 

107

 

 

117

 

Actuarial (losses)/gains

 

(31

)

 

(3

)

 

(29

)

 

(1

)

 

77

 

 

(31

)

76

 

 

(29

)

Actual returns on plan assets

 

89

 

 

113

 

 

88

 

 

111

 

 

187

 

 

89

 

183

 

 

88

 

Employer contributions

 

180

 

 

262

 

 

173

 

 

257

 

 

49

 

 

54

 

46

 

 

47

 

Additions through merger

 

-

 

 

-

 

 

-

 

 

39

 

Contributions by members

 

18

 

 

19

 

 

17

 

 

19

 

 

16

 

 

18

 

16

 

 

17

 

Benefits paid

 

(199

)

 

(193

)

 

(189

)

 

(186

)

 

(182

)

 

(199

)

(172

)

 

(189

)

Contributions to the accumulation plan

 

(126

)

 

(125

)

 

(126

)

 

(125

)

Exchange and other adjustments

 

(2

)

 

(21

)

 

(4

)

 

(17

)

 

(3

)

 

(2

)

(4

)

 

(4

)

Fair value of plan assets at end of the year

 

1,669

 

 

1,709

 

 

1,610

 

 

1,651

 

 

1,736

 

 

1,669

 

1,679

 

 

1,610

 

 

Assumptions used in the AASB 119 accounting calculations

 

 

Consolidated and Parent Entity

 

 

 

Consolidated and Parent Entity

 

2011

 

 

2010

 

 

2012

 

2011

 

Australian

 

Overseas

 

Australian

 

Overseas

 

Australian

 

Overseas

 

 

Australian

 

Overseas

 

Funds

 

Funds

 

Fund

 

Funds

 

Funds

 

Funds

 

 

Fund

 

Funds

Discount rate

 

4.3 - 4.7%

 

3.2 - 5.2%

 

 

5.0 - 5.1%

 

3.7 - 5.3%

Discount rate1

 

4.1%

 

2.5-4.4%

 

 

4.3-4.7%

 

3.2-5.2%

Expected return on plan assets – active members

 

6.7 - 6.8%

 

6.0 - 6.1%

 

 

7.0 - 7.1%

 

6.0 - 6.1%

 

6.6%

 

5.1-6.0%

 

 

6.7-6.8%

 

6.0-6.1%

Expected return on plan assets – pensioners

 

7.8%

 

6.0 - 6.1%

 

 

8.2%

 

6.0 - 6.1%

 

7.5%

 

5.1-6.0%

 

 

7.8%

 

6.0-6.1%

Expected increase in average salary of plan members

 

3.5 - 4.5%

 

3.5 - 4.8%

 

 

3.5 - 4.5%

 

3.5 - 4.8%

 

3.5%

 

3.5-4.7%

 

 

3.5-4.5%

 

3.5-4.8%

Rate of increase for pensions

 

2.5%

 

2.5 - 3.2%

 

 

2.5%

 

2.5 - 3.2%

 

2.5%

 

2.5-3.0%

 

 

2.5%

 

2.5-3.2%

Initial health care inflation

 

n/a

 

6.0%

 

 

n/a

 

6.0%

 

n/a

 

7.0%

 

 

n/a

 

6.0%

Long-term health care inflation

 

n/a

 

4.0%

 

 

n/a

 

4.0%

 

n/a

 

2.0-4.0%

 

 

n/a

 

4.0%

2701            Westpac Group



NotesIn the current year we have changed the discount rate assumption for WGP (formerly the WSSP and SGPSF) from one based on the yield on 10 year Australian Federal Government bonds to a rate based on the financial statements

Note 35. Superannuation commitments (continued)weighted average yield on the population of available state and federal government bonds with durations exceeding 10 years. The change of assumption reduced the defined benefit obligation by $79 million, recognised directly in retained earnings as part of actuarial gains and losses.

 

In addition to the financial assumptions presented above, the pension mortality assumptions may also have a significant impact on measuring the net obligation. The average mortality assumptions are age related and allowances are made for future mortality improvements. The assumptions for our principal fund the WSSPWGP for 20112012 are that a 60-year-old male pensioner is assumed to have a remaining life expectancy of 30.431.3 and a 60-year-old female pensioner is assumed to have a remaining life expectancy of 34.7.35.0.

 

AASB 119 requires that the expected return on assets be based on assumptions about the expected long-term rate of return. The expected returns on assets were calculated as the weighted average return based on the benchmark asset allocation and estimates of the expected future return in each sector in each asset class (consistent with the inflation assumption). The expected return on assets for active members is net of tax and the expected return on pensioner assets is gross of tax.

Experience adjustments

 

 

 

 

Consolidated

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2008

 

2007

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

2012

 

2011

 

2010

 

2009

 

2008

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

$m

 

Experience adjustments on
plan assets

 

(31

)

(3

)

(69

)

(473

)

125

 

 

(29

)

(1

)

(66

)

(454

)

124

 

 

77

 

(31

)

(3

)

(69

)

(473

)

76

 

(29

)

(1

)

(66

)

(454

)

Experience adjustments on
plan liabilities

 

(234

)

(125

)

112

 

(64

)

(56

)

 

(233

)

(113

)

96

 

(56

)

(57

)

 

(43

)

(234

)

(125

)

112

 

(64

)

(27

)

(233

)

(113

)

96

 

(56

)

 

2012 WESTPAC GROUP ANNUAL REPORT

271



NOTE 35. SUPERANNUATION COMMITMENTS (CONTINUED)

Asset allocation

 

The actual asset allocation at 30 September was:

 

 

Consolidated and Parent Entity

 

 

 

Consolidated and Parent Entity

 

 

2011

 

 

2010

 

 

2012

 

2011

 

 

Australian

 

Overseas

 

Australian

 

Overseas

 

Australian

 

Overseas

 

Australian

 

Overseas

 

 

Funds

 

Funds

 

Fund

 

Funds

 

Funds

 

Funds

 

Fund

 

Funds

 

Cash

 

6%

 

1%

 

 

7%

 

1%

 

4%

 

1%

 

 

6%

 

1%

 

Equity instruments

 

49 - 66%

 

47 - 55%

 

 

55 - 66%

 

49 - 55%

 

50%

 

40–57%

 

 

49–66%

 

47–55%

 

Debt instruments

 

21 - 30%

 

44 - 53%

 

 

21 - 30%

 

44 - 51%

 

21%

 

42–50%

 

 

21–30%

 

44–53%

 

Property

 

4 - 7%

 

-

 

 

4 - 6%

 

-

 

6%

 

10%

 

 

4–7%

 

-

 

Other assets

 

17%

 

-

 

 

11%

 

-

 

19%

 

-

 

 

17%

 

-

 

 

100%

 

100%

 

 

100%

 

100%

 

100%

 

100%

 

 

100%

 

100%

 

 

Investments held in Westpac and related entities

 

 

 

  Consolidated

 

 

   Parent Entity

 

Consolidated

 

Parent Entity

 

 

 

  2011

 

2010 

 

 

    2011

 

2010 

 

2012

 

2011

 

2012

 

2011

 

 

 

    $m

 

         $m

 

 

     $m

 

              $m

 

$m

 

$m

 

$m

 

$m

 

Value of plan assets invested in debt and equity securities of Westpac

 

73

 

 

77

 

 

66

 

 

67 

Value of plan assets invested in debt and equity securities of Westpac1

 

7

 

 

73

 

-

 

 

66

 

Value of plan assets invested in related parties of Westpac

 

13

 

 

12

 

 

13

 

 

12 

 

13

 

 

13

 

13

 

 

13

 

Total

 

86

 

 

89

 

 

79

 

 

79 

 

20

 

 

86

 

13

 

 

79

 

1On 31 March 2012, WGP was established. All assets, members and benefits of the former WSSP and SGPSF Plans were transferred to WGP. Under the new structure, the plan no longer holds a direct investment in Westpac securities.

 

Post-retirement health care

The effect of a one percentage point change in assumed health care trend rates, assuming all other assumptions remain constant, would not be material on either the current service costs or the accumulated benefit obligation of the Westpac UK Medical Benefits Scheme at 30 September 2011.2012.

Annual Report 2011271



NoteNOTE 36. Contingent liabilities, contingent assets and credit commitmentsCONTINGENT LIABILITIES, CONTINGENT ASSETS AND CREDIT COMMITMENTS

The Group is a party to financial instruments with off-balance sheet credit risk in the normal course of business to meet the financing needs of its customers and in managing its own risk profile. These financial instruments include commitments to extend credit, bill endorsements, financial guarantees, standby letters of credit and underwriting facilities.

 

The Group’s exposure to credit loss in the event of non-performance by the other party is represented by the contract or notional amount of those financial instruments. However, some commitments to extend credit and provide underwriting facilities can be cancelled or revoked at any time at the Group’s option.

 

The Group uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

 

The Group takes collateral where it is considered necessary to support both on- and off-balance sheet financial instruments with credit risk. The Group evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral taken, if deemed necessary, on the provision of a financial facility is based on management’s evaluation of the credit risk of the counterparty.

272

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 36. CONTINGENT LIABILITIES, CONTINGENT ASSETS AND CREDIT COMMITMENTS (CONTINUED)

 

Off-balance sheet credit-risk relatedcredit risk-related financial instruments excluding derivatives at 30 September are as follows:

 

 

Contract or Notional Amount

 

 

Contract or Notional Amount

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

 2011

 

 2010

 

2011

 

 2010

 

 

2012

 

2011

 

2012

 

2011

 

 

 $m

 

 $m

 

 $m

 

 $m

 

 

$m

 

$m

 

$m

 

$m

 

Credit-risk related instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit risk-related instruments

 

 

 

 

 

 

 

 

 

 

 

Standby letters of credit and financial guarantees1

 

5,072

 

4,442

 

5,014

 

4,303

 

 

4,474

 

 

5,072

 

4,402

 

 

5,014

 

 

 

 

 

 

 

 

 

 

Trade letters of credit2

 

3,558

 

1,014

 

3,513

 

418

 

 

2,589

 

 

3,558

 

2,542

 

 

3,513

 

 

 

 

 

 

 

 

 

 

Non-financial guarantees3

 

8,928

 

7,230

 

8,718

 

7,037

 

 

8,908

 

 

8,928

 

8,253

 

 

8,718

 

 

 

 

 

 

 

 

 

 

Commitments to extend credit4

 

136,160

 

140,221

 

126,575

 

132,301

 

 

139,809

 

 

136,160

 

125,787

 

 

126,575

 

 

 

 

 

 

 

 

 

 

Other commitments5

 

526

 

351

 

526

 

351

 

 

98

 

 

526

 

98

 

 

526

 

 

 

 

 

 

 

 

 

 

Total credit-risk related instruments

 

154,244

 

153,258

 

144,346

 

144,410

 

Total credit risk-related instruments

 

155,878

 

 

154,244

 

141,082

 

 

144,346

 

1Standby letters of credit are undertakings to pay, against presentation documents, an obligation in the event of a default by a customer. Guarantees are unconditional undertakings given to support the obligations of a customer to third parties. The Group may hold cash as collateral for certain guarantees issued.

1

Standby letters of credit are undertakings to pay, against presentation documents, an obligation in the event of a default by a customer. Guarantees are unconditional undertakings given to support the obligations of a customer to third parties. The Group may hold cash as collateral for certain guarantees issued.

2

Trade letters of credit are undertakings by the Group to pay or accept drafts drawn by an overseas supplier of goods against presentation of documents in the event of default by a customer.

3

Non-financial guarantees include undertakings that oblige the Group to pay third parties should a customer fail to fulfil a contractual non-monetary obligation.

4

2Trade letters of credit are undertakings by the Group to pay or accept drafts drawn by an overseas supplier of goods against presentation of documents in the event of default by a customer.

3Non-financial guarantees include undertakings that oblige the Group to pay third parties should a customer fail to fulfil a contractual
non-monetary obligation.

4Commitments to extend credit include all obligations on the part of the Group to provide credit facilities. As facilities may expire without being drawn upon, the notional amounts do not necessarily reflect future cash requirements. In addition to the commercial commitments disclosed above at 30 September 2011, the Group offered $6.2 billion (2010 $4.8 billion) of facilities to customers, which had not yet been accepted.

5

Other commitments include underwriting facilities.

 

 

Consolidated 2011

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

 $m

 

$m

 

$m

 

$m

 

$m

 

Standby letters of credit and financial guarantees

 

2,138

 

2,374

 

242

 

318

 

5,072

 

Trade letters of credit

 

3,558

 

-

 

-

 

-

 

3,558

 

Non-financial guarantees

 

4,986

 

1,479

 

230

 

2,233

 

8,928

 

Commitments to extend credit

 

59,014

 

24,925

 

9,400

 

42,821

 

136,160

 

Other commitments

 

318

 

-

 

-

 

208

 

526

 

 

 

 

 

 

 

 

 

 

 

 

 

Total commercial commitments

 

70,014

 

28,778

 

9,872

 

45,580

 

154,244

 

272Westpac Group



Notes to the financial statementscommercial commitments disclosed above at 30 September 2012, the Group offered $7.4 billion (2011: $6.2 billion) of facilities to customers, which had not yet been accepted.

5Other commitments include underwriting facilities.

 

 

 

Consolidated 2012

 

 

 

Up to

 

Over 1

 

Over 3

 

Over

 

 

 

 

 

1 Year

 

to 3 Years

 

to 5 Years

 

5 Years

 

Total

 

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Standby letters of credit and financial guarantees

 

1,334

 

2,160

 

493

 

487

 

4,474

 

Trade letters of credit

 

2,589

 

-

 

-

 

-

 

2,589

 

Non-financial guarantees

 

5,080

 

1,555

 

218

 

2,055

 

8,908

 

Commitments to extend credit

 

46,369

 

39,890

 

12,492

 

41,058

 

139,809

 

Other commitments

 

36

 

-

 

-

 

62

 

98

 

Total commercial commitments

 

55,408

 

43,605

 

13,203

 

43,662

 

155,878

 

Note 36. Contingent liabilities, contingent assets and credit commitments (continued)

Contingent assets

The credit commitments shown in the table above also constitute assets. These commitments would be classified as loans and other assets in the balance sheet on the contingent event occurring.

Additional liabilities and commitments

Legislative liabilities

The Group had the following assessed liabilities as at 30 September 2011:2012:

 

§         $2124 million (2010 $18(2011: $21 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act 1987 and the Workplace Injury Management and Workers’ Compensation Act 1998 (New South Wales);

 

§         $911 million (2010(2011: $9 million) based on actuarial assessment as a self-insurer under the Accident Compensation Act 1985 (Victoria);

 

§         $45 million (2010(2011: $4 million) based on actuarial assessment as a self-insurer under the Workers’ Rehabilitation and Compensation Act 1986 (South Australia); and

 

§         $2 million (2010(2011: $2 million) based on an actuarial assessment as a self-insurer under the Workers’ Compensation and Rehabilitation Act 2003 (Queensland); and

§$1 million (2011: nil) based on an actuarial assessment as a self-insurer under the Workers’ Compensation Act 1951 (Queensland) (Australian Capital Territory).

 

Adequate provision has been made for these liabilities in the provision for annual leave and other staffemployee benefits (refer to Note 20).

 

2012 WESTPAC GROUP ANNUAL REPORT

273



NOTE 36. CONTINGENT LIABILITIES, CONTINGENT ASSETS AND CREDIT COMMITMENTS (CONTINUED)

Litigation

Contingent liabilities exist in respect of actual and potential claims and proceedings. An assessment of the Group’s likely loss has been made on a case-by-case basis for the purpose of the financial statements and specific provisions have been made where appropriate.

 

§Westpac is aware from reports in the media and other public statements thathas been served with two separate class action proceedings relatingby customers seeking to recover exception fees have beenpaid by those customers. The first set of proceedings was commenced by customers of the Westpac brand; the second by customers of the St.George Bank and BankSA brands. Westpac has agreed with the plaintiffs to put the proceedings against Westpac, St.George and BankSA on hold until at least December 2012, pending further developments in similar litigation commenced against oneanother Australian bank, and may be commenced against other Australian banks. At this stage no such proceedings have been commenced against Westpac.bank.

 

§Westpac was one of 20 defendant banks named in proceedings concerning the Bell Group of companies. The proceedings were brought by the liquidators of several Bell Group companies who challenged the defendant banks’ entitlement to receive the proceeds of realisation of Bell Group assets in the early 1990s. Judgment was delivered on 28 October 2008 and final orders were handed down on 30 April 2009.

Westpac, along with the other defendant banks, was found liable to repay its share of the monies received from the Bell Group plus interest. The defendant banks appealed the decision. Judgment was handed down by the Court of Appeal of the Supreme Court of Western Australia on 17 August 2012. By a majority decision, the defendant banks were unsuccessful in the appeal and the amount of interest payable was increased. Westpac considers that appropriate provisioning has been made for this matter. The defendant banks have applied for special leave to appeal to the High Court of Australia, however, the outcome and timing of the application for special leave and, if granted, the appeal are uncertain. Westpac is also entitled to lodge a claim as a creditor in the liquidation of the Bell Group, but the amount of its recovery, although anticipated to be considerable, is uncertain at this stage. Before allowance is made for recoveries of money in the liquidation, Westpac’s liability was approximately $188 million after taking into account its arrangements with the other banks. As a result of the judgment, Westpac paid this amount into court. The banks appealed the decision, which was heard in June 2011 in the Court of Appeal of the Supreme Court of Western Australia. The decision is yet to be handed down.Group.

Parent Entity guarantees and undertakings

The following guarantees and undertakings are extended to entities in the Group by the Parent Entity:

 

§         issue of letters of comfort in respect of certain subsidiaries in the normal course of business. The letters recognise that Westpac has a responsibility to ensure that those subsidiaries continue to meet their obligations;

 

§         guarantees to its Westpac Bank-PNG-Limited and Westpac Bank Samoa Limited subsidiaries that support loans made to customers in those two jurisdictions, to the extent that the loans exceed prescribed limits; and

 

§         guarantees to certain wholly owned subsidiaries that are Australian financial services or credit licensees to comply with legislative requirements. Each guarantee provided does not exceed $40 million per annum. The guarantees will only give rise to a liability where the entity concerned becomes legally obliged to pay on account of a claim under the relevant licence. The Parent Entity has a right of indemnity to recover funds payable under the guarantees.

Liquidity support

Westpac is a participant to the Interbank Deposit Agreement along with three other Australian banks. In accordance with the Interbank Deposit Agreement, a deposit notice may be served upon the other participants by a bank which is experiencing liquidity problems. The other participants are then required to deposit equal amounts of up to $2 billion each for a period of 30 days. At the end of 30 days the deposit holder has the option to repay the deposit in cash or by way of assignment of mortgages to the value of the deposit.

 

Westpac Group273

274

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 36. Contingent liabilities, contingent assets and credit commitments (continued)CONTINGENT LIABILITIES, CONTINGENT ASSETS AND CREDIT COMMITMENTS (CONTINUED)

Assets pledged

As part of standard terms of transaction with other financial institutions,

In addition to assets supporting securitisation and covered bond programmes disclosed in Note 31, the Group and Parent Entity have provided collateral to secure its liabilities.liabilities as part of standard terms of transaction with other financial institutions. The carrying value of financial assets pledged as collateral to secure liabilities is:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2011

 

2010

 

 

2012

 

2011

 

2012

 

2011

 

 

 $m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

Cash

 

1,756

 

7,707

 

1,580

 

7,707

 

 

 

4,666

 

 

1,603

 

 

4,409

 

 

1,580

 

Cash deposit on stock borrowed

 

47

 

132

 

-

 

-

 

 

 

71

 

 

47

 

 

-

 

 

-

 

Securities (including certificates of deposit)

 

236

 

336

 

236

 

336

 

 

 

459

 

 

236

 

 

459

 

 

236

 

Securities pledged under repurchase agreements

 

5,715

 

2,731

 

5,715

 

2,731

 

 

 

6,776

 

 

5,715

 

 

6,776

 

 

5,715

 

Loans1

 

2,006

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

Total amount pledged to secure liabilities

 

9,760

 

10,906

 

7,531

 

10,774

 

Total amount pledged to secure liabilities1

 

 

11,972

 

 

7,601

 

 

11,644

 

 

7,531

 

1Assets relating to covered bond programmes are disclosed under Note 31. To improve presentation we have revised the comparative period.

1

During the year, the Group established a global covered bond programme in New Zealand which allows for the issue of bonds, secured by a charge over housing loans, to the market for funding purposes. The Group issued covered bonds with a face value of EUR $1 billion under this program and a maturity date of 16 June 2016. The carrying amount of the covered bonds was $1,376 million as at 30 September 2011 (2010 nil). As at 30 September 2011, the value of the housing loans held as underlying collateral for these covered bonds was $2,006 million (2010 nil). These housing loans have not been derecognised from the Group’s financial statements as the Group retains all of the risks and rewards of ownership.

 

Collateral received

All collateral received from counterparties to secure liabilities, besides residential mortgages, is received in the form of cash or securities. Cash held as collateral, recognised on the Group and Parent Entity’s balance sheets as at 30 September 20112012 was $6,641$1,356 million (2010 $1,305(2011: $6,641 million). Securities received as collateral under reverse repurchase agreements as at 30 September 20112012 was $2,776$10,148 million (2010 $2,262(2011: $2,776 million).

NoteNOTE 37. Fiduciary activitiesFIDUCIARY ACTIVITIES

Certain controlled entities within the Group conduct investment management and other fiduciary activities as responsible entity or manager on behalf of individuals, trusts, retirement benefit plans and other institutions. These activities involve the management of assets in investment schemes and superannuation funds, and the holding or placing of assets on behalf of third parties.

 

Where controlled entities, as responsible entities, incur liabilities in respect of these activities, a right of indemnity exists against the assets of the applicable trusts.investment schemes or funds. As these assets are sufficient to cover liabilities, and it is not probable that the controlled entities will be required to settle them, the liabilities are not included in the consolidated financial statements.

 

The Group also manages life insurance statutory fund assets that are included in the consolidated financial statements.

 

2012 WESTPAC GROUP ANNUAL REPORT

275

274Westpac Group



 

Notes to the financial statements

NoteNOTE 38. Group entitiesGROUP ENTITIES

The consolidated Group as at 30 September 20112012 includes the following controlled entities1,4:

 

Name

Country of Incorporation

Name

Country of Incorporation

Westpac Banking Corporation

Australia

Hastings Management Pty Limited

Australia

1925 Advances Pty Limited

Australia

Hastings Funds Management Limited

Australia

General Credit Holdings Pty Limited

Australia

Australian Infrastructure Fund International 1 Pty Limited

Australia

General Credits Pty Limited

Australia

Hastings Forestry Investments Limited

New Zealand

G.C.L. Investments Pty Limited

Australia

 

Hastings Forests Australia Pty Limited

 

Australia

Ascalon Capital Managers1925 Advances Pty Limited

Australia

 

Hastings Funds Management (UK) Limited3

 

UK

Ascalon Capital Managers (Asia)General Credit Holdings Pty Limited2

Hong Kong

 

Australia

Hastings Funds Management (USA) Inc.3

 

USA

Ascalon Funds Seed Pool TrustGeneral Credits Pty Limited

Australia

 

Hastings Advisers, LLC

 

USA

Asgard Wealth SolutionsG.C.L. Investments Pty Limited

Australia

 

Hastings Investment LLC

 

USA

AsgardAscalon Capital ManagementManagers Limited

Australia

 

Hastings Investment Capital, LP

 

USA

Ascalon Capital Managers (Asia) Limited

 

Hitton Pty Limited

AustraliaHong Kong

 

Hastings Private Equity Fund IIA Pty Limited

 

Australia

EQR Securities Pty LimitedAscalon Funds Seed Pool Trust5

Australia

 

Hastings Private Equity Fund IIB Pty Limited

Australia

Securitor Financial Group Limited

Australia

 

TIF International 1 Pty Limited

 

Australia

Australian Loan Processing Security Company PtyAsgard Wealth Solutions Limited

Australia

 

Hastings Investment Managment Pty Limited3,5

Australia

Asgard Capital Management Limited

Australia

Hickory Trust

 

Australia

Australian Loan Processing Security TrustHitton Pty Limited

Australia

Nationwide Management Pty Limited

 

Australia

Bill Acceptance CorporationEQR Securities Pty Limited

Australia

 

St.George Custodial Pty Limited

 

Australia

Mortgage ManagementSecuritor Financial Group Limited

Australia

Orion Trust

 

Australia

BLE CapitalAustralian Loan Processing Security Company Pty Limited

Australia

Partnership Pacific Limited

 

Australia

BLE Capital Investments Pty LimitedAustralian Loan Processing Security Trust

Australia

 

Partnership Pacific Securities Limited

 

Australia

BLE Development PtyBill Acceptance Corporation Limited

Australia

Phoenix Trust

 

Australia

BLE Holdings PtyMortgage Management Limited

Australia

RMS Warehouse Trust 2007-1

 

Australia

BT Short Term Income FundBLE Capital Limited2

Australia

Seed Pool Trust No 22

Australia

BLE Capital Investments Pty Limited

 

Australia

Castlereagh Trust

Australia

Series 2005-1G WST Trust

 

Australia

CBABLE Development Pty Limited

Australia

Series 2007-1G WST Trust

 

Australia

BellistonBLE Holdings Pty Limited

Australia

Series 2008-1M WST Trust

 

Australia

Challenge LimitedBT Short Term Income Fund

Australia

Series 2009-1 WST Trust

 

Australia

Challenge Finance Pty LimitedCastlereagh Trust

Australia

Series 2011-1 WST Trust

Australia

CBA Limited

Australia

Series 2011-2 WST Trust

Australia

Belliston Pty Limited

Australia

Series 2011-3 WST Trust2

 

Australia

Crusade CP Management PtyChallenge Limited

Australia

Series 2011-22012-1 WST Trust2

 

Australia

Crusade CP No.1Challenge Finance Pty Limited8

Australia

Sixty Martin Place (Holdings) Pty Limited

 

Australia

Crusade CP Trust No. 41Management Pty Limited

Australia

 

1925 (Commercial) Pty Limited

 

Australia

Crusade CP Trust No. 44No.1 Pty Limited8

Australia

 

1925 (Industrial) Pty Limited

 

Australia

Crusade CP Trust No. 4841

Australia

 

Athena Finance Pty Limited

 

Australia

Crusade CP Trust No. 4944

Australia

 

Halcyon Securities Limited

 

Australia

Crusade CP Trust No. 5048

Australia

 

Infrastructure Australia (No.3) Limited

 

Australia

Crusade CP Trust No. 5249

Australia

 

Infrastructure Australia (No.4) Limited

 

Australia

Crusade CP Trust No. 5350

Australia

 

Packaging Properties 1 Pty Limited

 

Australia

Crusade CP Trust No. 5452

Australia

 

Packaging Properties 2 Pty Limited

 

Australia

Crusade CP Trust No. 5553

Australia

 

Packaging Properties 3 Pty Limited

 

Australia

Crusade CP Trust No. 5654

Australia

 

Pashley Investments Pty Limited

 

Australia

Crusade CP Trust No. 5755

Australia

 

Westpac Investment Vehicle No.3 Pty Limited

 

Australia

Crusade CP Trust No. 5856

Australia

 

Sallmoor Pty Limited

 

Australia

Crusade CP Trust No. 6057

Australia

 

Teuton Pty Limited

 

Australia

Crusade Management LimitedCP Trust No. 58

Australia

 

Westpac Administration Pty Limited

 

Australia

Crusade ABS Series 2008-2CP Trust No. 60

Australia

 

Westpac Asian Lending Pty Limited

 

Australia

Crusade Euro Trust 1E of 2004Management Limited

Australia

 

Westpac Debt Securities Pty Limited

 

Australia

Crusade Euro Trust 1E of 2006ABS Series 2008-2

Australia

 

Westpac Direct Equity Investments Pty Limited

 

Australia

Crusade Euro Trust 1E1 E of 20072004

Australia

 

Westpac Equipment Finance Limited

 

Australia

Crusade GlobalEuro Trust 1 E of 20042006

Australia

 

Westpac Equipment Finance (No.1) Pty Limited

 

Australia

Crusade GlobalEuro Trust 21 E of 20042007

Australia

 

Westpac Group Investments Australia Pty Limited

 

Australia

Crusade Global Trust 1 of 20052004

Australia

 

W1 Investments Pty Limited

 

Australia

Crusade Global Trust 2 of 2004

 

Australia

Westpac Investment Vehicle Pty limited

Australia

Crusade Global Trust 1 of 2005

Australia

Westpac Funds Financing Holdco Pty Limited

Australia

Crusade Global Trust 2 of 2005

Australia

Westpac Funds Financing Pty Limited

Australia

Crusade Global Trust 1 of 2006

Australia

 

Westpac Investment Vehicle No.2 Pty Limited

 

Australia

Crusade Global Trust 12 of 2006

Australia

 

Westpac Cook Cove Trust I

 

Australia

Crusade Global Trust 21 of 20062007

Australia

 

Westpac Cook Cove Trust II

 

Australia

Crusade Global Trust 1 of 2007

Australia

Westpac Investment Vehicle Pty Limited

Australia

Crusade Trust 1A of 2005

Australia

Westpac Funds Financing Holdco Pty Limited

Australia

Crusade Trust 2P of 2008

Australia

Westpac Funds Financing Pty Limited

Australia

Danaby Pty Limited

Australia

 

Westpac Pacific Limited Partnership

 

Australia

FAI No. 2Crusade Trust 2P of 2008

Australia

 

Westpac Syndications Management Pty Limited

 

Australia

Gemini TrustDanaby Pty Limited

Australia

St.George Business Finance Pty Limited

 

Australia

Annual Report 2011275



Note 38. Group entities (continued)

Name

Country of IncorporationFAI No. 2 Trust

 

NameAustralia

Country of Incorporation

St.George Equity Finance Limited

Australia

Gemini Trust

Australia

St.George Finance Holdings Limited

Australia

Hastings Management Pty Limited

Australia

 

Westpac Life Insurance ServicesSt.George Finance Limited

Australia

Hastings Funds Management Limited

 

Australia

 

St.George Motor Finance Limited6

Australia

Australian Infrastructure Fund International 1 Pty Limited

Australia

St.George Group Holdings Pty Limited

Australia

Hastings Forestry Investments Limited

New Zealand

St.George Insurance Australia Pty Limited

Australia

276

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 38. GROUP ENTITIES (CONTINUED)

Name

Country of Incorporation

Name

Country of Incorporation

St.George Finance HoldingsLife Limited

Australia

 

Westpac RE Limited

 

Australia

 

St.George FinanceProcurement Management Pty Limited

Australia

 

Westpac Securities Administration Limited

 

Australia

 

St.George Motor FinanceSecurity Holdings Pty Limited6

Australia

 

Westpac General Insurance Services Limited

 

Australia

St.George Group Holdings Pty Limited

AustraliaSydney Capital Corp Inc8

 

USA

BT Long Term Income Fund2

 

Australia

St.George Insurance Australia Pty LimitedTasman LLC

Australia

USA

 

Westpac Equity Pty Limited

 

Australia

St.George Life LimitedTavarua Funding Trust IV

Australia

USA

 

Westpac General Insurance Limited

 

Australia

St.George New ZealandThe Mortgage Company Pty Limited

New Zealand

Australia

 

Westpac Lenders Mortgage Insurance Limited

 

Australia

 

St.George Procurement ManagementValue Nominees Pty Limited

Australia

 

Westpac Private Equity Pty Limited

 

Australia

Advance Asset Management

Waratah Receivables Corp Pty Limited8

Australia

 

Westpac Securities Limited

 

Australia

St.George Security Holdings PtyWaratah Securities Australia Limited8

Australia

 

Net Nominees Limited

 

Australia

Sydney Capital Corp Inc

8Westpac Altitude Rewards Trust

USA

Australia

 

Westpac Securitisation Management Pty Limited

 

Australia

Tasman LLCWestpac Bank of Tonga

USA

Tonga

Westpac Europe Limited

 

UK

Westpac Bank Samoa Limited6

 

Tasman Pacific Investments Pty LimitedSamoa

Australia

Westpac Financial Holdings Pty Limited

 

Australia

Westpac Bank-PNG-Limited6

 

Tavarua Funding Trust IV

USAPapua New Guinea

 

BT Securities Limited

 

Australia

The Mortgage Company Pty LimitedWestpac Capital Corporation

Australia

USA

 

BT (Queensland) Pty Limited

 

Australia

Value Nominees Pty LimitedWestpac Capital Holdings Inc.

Australia

USA

Westpac Funding Holdings Pty Limited

 

Australia

 

Waratah Receivables Corp Pty Limited8Westpac Capital Trust III

Australia

USA

 

Tavarua Funding Trust III

 

USA

 

Waratah Securities Australia Limited8

AustraliaWestpac Capital Trust IV

 

USA

Westpac Investments U.K. Limited

 

UK

Westpac Bank of TongaCovered Bond Trust2

Tonga

Australia

 

Codrington S.a.r.l.

 

Luxembourg

Westpac Bank Samoa Limited6Delta LLC

Samoa

USA

Westpac Leasing Nominees-Vic.-Pty Limited

 

Australia

Westpac Bank-PNG-Limited6

Papua New Guinea

Westpac Matching GiftsEquity Holdings Pty Limited

 

Australia

Westpac Capital Corporation

USA

Westpac Overseas Holdings No. 2 Pty Limited

 

Australia

 

Westpac Capital Holdings Inc.Altitude Administration Pty Limited

USA

Australia

 

Westpac New Zealand Group Limited

 

New Zealand

 

Westpac Capital Trust IIIAltitude Rewards Pty Limited

USA

Australia

 

Westpac New Zealand Limited

 

New Zealand

 

Westpac Capital Trust IV

USAHastings Group Pty Limited

 

Australia

Westpac NZ Operations Limited7

 

New Zealand

 

Westpac Delta LLC

USAQvalent Pty Limited

 

Australia

Aotearoa Financial Services Limited3

 

New Zealand

 

Westpac Equity HoldingsRAMS Financial Group Pty Limited

Australia

 

Number 120 Limited

 

New Zealand

 

Altitude Administration PtyWestpac Financial Consultants Limited

Australia

 

The Home Mortgage Company Limited

 

New Zealand

 

Westpac Altitude Rewards TrustFinancial Services Group Limited

Australia

 

The Warehouse Financial Services Limited6

 

New Zealand

 

Altitude Rewards PtyAdvance Asset Management Limited3

Australia

 

Westpac (NZ) Investments Limited

 

New Zealand

 

Autodirect PtyBT Financial Group (NZ) Limited

Australia

New Zealand

 

Westpac Securities NZ Limited

 

New Zealand

Hastings Group Pty Limited

Australia

 

Westpac NZ LeasingBT Funds Management (NZ) Limited2

 

New Zealand

 

Westpac NZ Leasing Limited

New Zealand

Qvalent

BT Financial Group Pty Limited

Australia

 

Westpac NZ Securitisation Holdings Limited5,76

 

New Zealand

 

RAMS Financial GroupBT Australia Pty Limited

Australia

 

Westpac NZ Securitisation Limited

 

New Zealand

 

Westpac Financial ConsultantsBT Funds Management Limited

Australia

 

Westpac NZ Covered Bond Holdings Limited2,6,76

 

New Zealand

 

Westpac Financial Services GroupOniston Pty Limited

Australia

 

Westpac NZ Covered Bond Limited2

 

New Zealand

 

BT Financial Group (NZ)Life Limited

New Zealand

Australia

 

Westpac Term PIE Fund8

 

New Zealand

 

BT Funds Management (NZ)Portfolio Services Limited

New Zealand

Australia

Westpac Overseas Holdings Pty Limited

 

Australia

 

BT FinancialMagnitude Group Pty Limited

Australia

 

A.G.C. (Pacific) Limited

 

Papua New Guinea

 

BT Australia PtyFunds Management No.2 Limited

Australia

 

Westpac Americas Inc.

 

USA

 

BT Funds ManagementPrivate Nominees Pty Limited3,5

Australia

 

Westpac Investment Capital Corporation

 

USA

 

Oniston PtyBT Investment Management Limited6

Australia

 

Westpac USA Inc.

 

USA

 

BT LifeInvestment Management (RE) Limited

Australia

 

Southern Cross Inc.

 

USA

 

BT Portfolio ServicesIM UK Limited2

Australia

UK

 

Westpac Finance (HK) Limited

 

Hong Kong

 

Magnitude Group PtyJ O Hambro Capital Management Holdings Limited2

Australia

UK

 

WFAL No.1 Loan Trust

 

Hong Kong

 

BT FundsJ O Hambro Capital Management No.2 Limited2

Australia

UK

 

Westpac Group Investment-NZ-Limited

 

New Zealand

 

BT Investment Management No.2JOHCM (Singapore) Pte Limited

Australia2

 

Singapore

Westpac Holdings-NZ-Limited7

 

New Zealand

 

BT Investment Management LimitedJOHCM (USA) General Partner Inc62

Australia

 

TBNZ Investments (UK) Limited

UK

BT Investment Management (RE) Limited

AustraliaUSA

 

Westpac Capital-NZ-Limited

 

New Zealand

 

Westpac Custodian NomineesJOHCMG Share Trustee Limited2

Australia

UK

 

Westpac Equity Investments NZ Limited

 

New Zealand

 

Westpac Financial Services Group-NZ-LimitedCustodian Nominees Limited

New Zealand

Australia

 

Westpac Securities Inc.

 

USA

 

Westpac Life-NZ-LimitedFinancial Services Group-NZ-Limited

New Zealand

 

Westpac Singapore Limited

 

Singapore

 

Westpac Nominees-NZ-LimitedLife-NZ-Limited

New Zealand

 

Westpac Capital Markets Holding Corp2

USA

Westpac Nominees-NZ-Limited

New Zealand

Westpac Capital Markets LLC2

USA

HLT Custodian Trust

New Zealand

Westpac Properties Limited

 

Australia

 

HLTMIF Custodian Trust

New Zealand

Westpac Securitisation Holdings Pty Limited

 

Australia

 

MIF Custodian TrustWestpac Superannuation Nominees-NZ-Limited

New Zealand

Westpac Structured Products Limited

 

Australia

 

Westpac Superannuation Nominees-NZ-Limited

New ZealandFinancial Services Limited

 

Australia

Westpac TPS Trust

 

Australia

 

Westpac FinancialLife Insurance Services Limited

Australia

Westpac Unit Trust

 

Australia

2012 WESTPAC GROUP ANNUAL REPORT

277

 

 

276Westpac Group



 

Notes to the financial statements

 

NoteNOTE 38. Group entities (continued)GROUP ENTITIES (CONTINUED)

Notes

1

Controlled entities shown in bold type are owned directly by Westpac Banking Corporation (WBC). Overseas companies predominantly carry on business in the country of incorporation. For unincorporated entities, ‘Country of Incorporation’ refers to the country where business is carried on. The financial years of all controlled entities are the same as that of Westpac unless otherwise stated. From time to time the Group consolidates a small number of unit trusts where ownership exceeds 50%. Ownership of these entities is part of the ongoing investment activities of the life insurance and wealth businesses and are not separately disclosed.

2

The following controlled entities were incorporated, formed or acquired during the period 1 October 2011 to 30 September 2012:

 

§

BTIM UK Limited

 

Acquired

 

26 October 2011

 

§

J O H C M GmbH

 

Acquired

 

26 October 2011

 

§

J O Hambro Capital Limited

 

Acquired

 

26 October 2011

 

§

J O Hambro Capital Management Holdings Limited

 

Acquired

 

26 October 2011

 

§

J O Hambro Capital Management Limited

 

Acquired

 

26 October 2011

 

§

J O Hambro Unit Trust Managers Limited

 

Acquired

 

26 October 2011

 

§

JOHCM (Singapore) Pte Limited

 

Acquired

 

26 October 2011

 

§

JOHCM (USA) General Partner Inc

 

Acquired

 

26 October 2011

 

§

JOHCMG Share Trustee Limited

 

Acquired

 

26 October 2011

 

§

Series 2011-3 WST Trust

 

Created

 

10 October 2011

 

§

Series 2012-1 WST Trust

 

Created

 

16 May 2012

 

§

Silver Metis Investment Management Limited

 

Acquired

 

26 October 2011

 

§

Westpac Capital Markets Holding Corp.

 

Created

 

7 June 2012

 

§

Westpac Capital Markets LLC

 

Created

 

7 June 2012

 

§

Westpac Covered Bond Trust

 

Created

 

26 October 2011

3

The following controlled entities changed their ownership during the period 1 October 2011 to 30 September 2012:

 

§

Advance Asset Management Limited

 

 

 

30 September 2012

 

§

BT Private Nominees Pty Limited

 

 

 

22 December 2011

 

§

Hastings Investment Management Pty Limited

 

 

 

23 May 2012

4

The following controlled entities ceased to be controlled or were disposed of during the period 1 October 2011 to 30 September 2012:

 

§

Autodirect Pty Limited

 

Deregistered

 

23 November 2011

 

§

J O Hambro Capital Limited

 

Dissolved

 

19 June 2012

 

§

J O Hambro Unit Trust Managers Limited

 

Dissolved

 

19 June 2012

 

§

J O H C M GmbH

 

Dissolved

 

3 September 2012

 

§

Silver Metis Investment Management Limited

 

Dissolved

 

11 September 2012

 

§

St.George New Zealand Limited

 

Struck off

 

20 July 2012

 

§

Tasman Pacific Investments Pty Limited

 

Deregistered

 

1 January 2012

 

§

TBNZ Investments (UK) Limited

 

Deregistered

 

27 December 2011

 

§

Westpac Matching Gifts Limited

 

Ceased control

 

1 October 2011

5

The following controlled entities changed their name during the period 1 October 2011 to 30 September 2012:

 

 

 

§

BT Investment Management No.2 Limited to BT Private Nominees Pty Limited

 

 

 

22 December 2011

 

§

Hasting Private Equity Fund IIB Pty Limited to Hastings Investment Management Pty Limited

 

 

 

24 May 2012

6

All entities listed in this note are wholly owned controlled entities except the following:

 

 

 

 

 

Percentage Owned

 

 

 

 

2012

 

 

2011

 

 

BT Investment Management Limited

 

64.5%

 

 

64.5%

 

 

St.George Motor Finance Limited

 

75.0%

 

 

75.0%

 

 

The Warehouse Financial Services Limited

 

51.0%

 

 

51.0%

 

 

Westpac Bank-PNG-Limited

 

89.9%

 

 

89.9%

 

 

Westpac Bank Samoa Limited

 

93.5%

 

 

93.5%

 

 

Westpac NZ Covered Bond Holdings Limited7

 

19.0%

 

 

19.0%

 

 

Westpac NZ Securitisation Holdings Limited7

 

19.0%

 

 

19.0%

 

 

 

7

9.5% of the equity in both Westpac NZ Securitisation Holdings Limited (WNZSHL) and Westpac NZ Covered Bond Holdings Limited (WNZCBHL) is held directly by Westpac Holdings -NZ- Limited and another 9.5% is held directly by Westpac NZ Operations Limited. Although WBC and its controlled entities only own a total of 19%, due to contractual and structural arrangements, each of WNZSHL and WNZCBHL is considered to be a controlled entity within WBC.

8

The Group has funding agreements in place with these entities and is deemed to have exposure to the associated risks and rewards. These entities are therefore deemed to be controlled without ownership.

 

1

Controlled entities shown in bold type are owned directly by Westpac Banking Corporation (WBC). Overseas companies predominantly carry on business in the country of incorporation. For unincorporated entities, ‘Country of Incorporation’ refers to the country where business is carried on. The financial years of all controlled entities are the same as that of Westpac unless otherwise stated. From time to time the Group consolidates a small number of unit trusts where ownership exceeds 50%. Ownership of these entities is part of the ongoing investment activities of the life insurance and wealth businesses and is not separately disclosed.

2

The following controlled entities were incorporated, formed or acquired during the period 1 October 2010 to 30 September 2011:

§

Ascalon Capital Managers (Asia) Limited

Created

2 September 2011

§

BT Long Term Income Fund

Created

25 October 2010

§

BT Short Term Income Fund

Created

15 February 2011

§

Seed Pool Trust No 2

Created

17 February 2011

§

Series 2011-1 WST Trust

Created

16 February 2011

§

Series 2011-2 WST Trust

Created

17 June 2011

§

Westpac NZ Covered Bond Holdings Limited

Created

22 November 2010

§

Westpac NZ Covered Bond Limited

Created

22 November 2010

§

Westpac NZ Leasing Limited

Created

6 September 2011

3

The following controlled entities changed their ownership during the period 1 October 2010 to 30 September 2011:

§

Aotearoa Financial Services Limited

 

30 June 2011

278

 

§

Hastings Funds Management (UK) Limited2012 WESTPAC GROUP ANNUAL REPORT

 

28 February 2011

§

Hastings Funds Management (USA) Inc

1 April 2011

4

The following controlled entities ceased to be controlled or were disposed of during the period 1 October 2010 to 30 September 2011:

§

Assirt Software Pty Limited

Deregistered

15 September 2011

§

Beech Trust

Terminated

9 May 2011

§

BLE Capital (NZ) Limited

Struck off

5 November 2010

§

BT Australia Corporate Services Pty Limited

Deregistered

10 November 2010

§

BT Finance and Investments Pty Limited

Deregistered

1 December 2010

§

BT Finance Pty Limited

Deregistered

1 December 2010

§

BT Nominees Pty Limited

Deregistered

6 October 2010

§

Buchelin Pty Limited

Deregistered

17 February 2011

§

Canberra Advance Property Limited

Deregistered

24 July 2011

§

Chifley Services Pty Limited

Deregistered

6 October 2010

§

Crusade ABS Series 2008-1 Trust

Terminated

2 March 2011

§

Crusade Global Trust No.1 of 2003

Terminated

12 May 2011

§

Crusade Global Trust No.2 of 2003

Terminated

12 May 2011

§

Dragon Investment Services Limited

Deregistered

10 November 2010

§

Dysty Pty Limited

Deregistered

14 February 2011

§

Enfield Downs Pty Limited

Deregistered

24 August 2011

§

First Residential Property Trust

Terminated

5 September 2011

§

Infrastructure Australia (No.1) Limited

Deregistered

12 December 2010

§

Mayfair Australia Investments Limited

Deregistered

18 January 2011

§

Oakjet Pty Limited

Deregistered

24 August 2011

§

PF No 2

Struck off

5 November 2010

§

Real Estate Investment Trust B

Terminated

15 April 2011

§

RESI Statewide Mortgage Corporation Pty Limited

Deregistered

5 September 2011

§

Sarnia Pty Limited

Deregistered

6 October 2010

§

St.George (Note Issuing Vehicle Only) Pty Limited

Deregistered

20 October 2010

§

St.George APL Pty Limited

Deregistered

1 September 2011

§

St.George Financial Investments 1 Pty Limited

Deregistered

18 May 2011

§

St.George Financial Services Limited

Deregistered

18 May 2011

§

St.George Wealth Management Pty Limited

Deregistered

1 September 2011

§

St.George WEL Pty Limited

Deregistered

22 September 2011

§

Tasman Funding No 1 Limited

Struck off

5 November 2010

§

Tasman Funding No 2 Limited

Struck off

5 November 2010

§

TPC Services Australia Pty Ltd

Deregistered

19 June 2011

§

Westpac Asset Services Pty Limited

Deregistered

29 May 2011

§

Westpac Investment Vehicle No.4 Pty Limited

Deregistered

18 May 2011

§

Westpac Leasing Pty Limited

Deregistered

24 October 2010

§

Westpac NZ Funding Limited

Struck off

5 November 2010

§

Westpac Residential Property Trust

Terminated

5 September 2011

§

Westpac Residential Real Estate Investment Trust I

Terminated

15 April 2011

§

Westpac Residential Real Estate Investment Trust II

Terminated

15 April 2011

5

The following controlled entities changed their name during the period 1 October 2010 to 30 September 2011:

§

PACT Accountants Investment Group Pty Ltd to EQR Securities Pty Limited

18 January 2011

 

Annual Report 2011277



 

Note 38. Group entities (continued)NOTES TO THE FINANCIAL STATEMENTS

6All entities listed in this note are wholly owned controlled entities except the following:

 

 

Percentage Owned

 

 

 

2011

 

2010

 

BT Investment Management Limited

 

64.5%

 

60.0%

 

St.George Motor Finance Limited

 

75.0%

 

75.0%

 

The Warehouse Financial Services Limited

 

51.0%

 

51.0%

 

Westpac Bank-PNG-Limited

 

89.9%

 

89.9%

 

Westpac Bank Samoa Limited

 

93.5%

 

93.5%

 

Westpac NZ Covered Bond Holdings Limited7

 

19.0%

 

-   

 

Westpac NZ Securitisation Holdings Limited7

 

19.0%

 

19.0%

 

7

9.5% of the equity in both Westpac NZ Securitisation Holdings Limited (WNZSHL) and Westpac NZ Covered Bond Holdings Limited (WNZCBHL) is held directly by Westpac Holdings -NZ- Limited and another 9.5% is held directly by Westpac NZ Operations Limited. Although WBC and its controlled entities only own a total of 19%, due to contractual and structural arrangements, each of WNZSHL and WNZCBHL is considered to be a controlled entity within WBC.

8

The Group has funding agreements in place with these entities and is deemed to have exposure to the associated risks and rewards. These entities are therefore deemed to be controlled without ownership.

NoteNOTE 39. Other group investmentsOTHER GROUP INVESTMENTS

The Group had a significant non-controlling shareholding in the following entities as at 30 September 2011:2012:

 

 

 

Country where
Business is
Carried onWhere

 

Beneficial
Interest

 

Business is

Interest

Carried On

%

 

Nature of Business

Alleron Investment Management Limited

Australia

39.7

Funds management

Angusknight Pty Limited

Australia

50.0

Employment and training

Arkx Investment Management Pty Limited

Australia

30.0

Investment company

Above The Index Asset Management Pty Limited

 

Australia

 

33.3

 

Funds management

Alleron Investment Management Limited

 

Australia

39.7

Funds management

Angusknight Pty Limited

Australia

50.0

Employment and training

Arkx Investment Management Pty Limited

Australia

28.0

Funds management

Athos Capital Limited

Hong Kong

35.0

Funds management

Boyd Cook Cove Unit Trust

 

Australia

 

50.0

 

Investment fund

Canning Park Capital Pte Limited

 

Singapore

30.0

Funds management

Cardlink Services Limited

 

Australia

 

25.0

 

Card clearing system

Cards NZ Limited

 

New Zealand

 

15.018.8

 

Credit card provider

Cash Services Australia Pty Limited

 

Australia

 

25.0

 

Cash logistics

Continuum Capital Management Limited

 

Australia

 

45.0

 

Funds management

Cook Cove Investment Pty Limited

 

Australia

 

50.0

 

Investment company

Cook Cove Investment Trust

 

Australia

 

50.0

 

Investment fund

Cook Cove Pty Limited and its controlled entities

 

Australia

 

50.0

 

Investment company

CV Services Group Pty Limited

Australia

26.9

Investment company

Direct Portfolio Group Limited

Australia

50.0

Holding company

H3 Global Advisors Pty Limited

 

Australia

 

45.043.9

 

Funds management

Helix Partners Limited

 

Australia

 

46.0

 

Funds management

Mondex Australia Pty Limited

Australia

25.0

Smart card operations

Mondex New Zealand Limited

New Zealand

20.0

Smart card operations

Paymark Limited

 

New Zealand

 

25.0

 

Electronic payments processing

Quadrant Capital Fund No. 2Regal Funds Management Asia Limited

 

AustraliaSingapore

 

26.730.0

 

Investment fund

Funds management

Regal Funds Management Pty Limited

 

Australia

 

30.0

 

Funds management

Rhodes Contracting Pty Limited

 

Australia

 

25.5

 

Services to mining

Ronin Consolidated Holdings Pty Limited (in voluntary liquidation)

Australia

25.0

Property funds management

St Hilliers Enhanced Property Fund No.2

 

Australia

 

15.0

 

Property funds fund

Sydney Harbour Bridge Holdings Pty Limited

 

Australia

 

49.0

 

Intellectual property

Vipro Pty Limited

 

Australia

 

33.3

 

Voucher processing

Westpac Employee Assistance Foundation Pty Limited

 

Australia

 

50.0

 

Corporate trustee

Westpac Essential Services Trust I and II and their controlled and non-controlled entities

 

Australia

 

36.8

 

Asset management

Westpac Staff Superannuation Plan Pty Limited

 

Australia

 

50.0

 

Corporate trustee

 

278Westpac Group



Notes to the financial statements

Note 39. Other group investments (continued)

The total carrying amount of the Group’s significant non-controlling shareholding was $206$208 million (2010 $124(2011: $206 million).

 

In terms of the contribution to the results of the Group, the above investments are not material either individually or in aggregate.

2012 WESTPAC GROUP ANNUAL REPORT

 

279



NoteNOTE 40. Related party disclosuresRELATED PARTY DISCLOSURES

Directors’ interests in contracts

As required by the Corporations Act, some Directors have given notice that they hold office in specified companies and as such are to be regarded as having an interest in any contract or proposed contract which may be made between Westpac and those companies.

 

Unless otherwise noted all other transactions with Directors, Director-related entities and other related parties are conducted on an arm’s length basis in the normal course of business and on commercial terms and conditions. These transactions consist principally of normal personal banking and financial investment services.

 

Ultimate parent

Westpac Banking Corporation is the ultimate parent company of the Group.

Subsidiaries

Transactions between Westpac and its subsidiaries during 20112012 have included the provision of a wide range of banking and other financial facilities, some of which have been on commercial terms and conditions; others have been on terms and conditions which represented a concession to the subsidiaries. Details of amounts paid to or received from related parties, in the form of dividends or interest, are set out in Note 2 and Note 3.

 

Other intragroup transactions, which may or may not be on commercial terms, include the provision of management and administration services, staff training, data processing facilities, transfer of tax losses, and the leasing of property, plant and equipment. Similar transactions between Group entities and other related parties have been almost invariably on commercial terms and conditions as agreed between the parties. Such transactions are not considered to be material, either individually or in aggregate.

 

NoteNOTE 41. Director and other key management personnel disclosuresDIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES

Directors of Westpac during the year ended 30 September 20112012 were:

 

Ted EvansName

Position

Lindsay Maxsted

Chairman

Ted Evans1

Former Chairman

Gail Kelly

Managing Director & Chief Executive Officer

John Curtis

Deputy Chairman

Elizabeth Bryan

Director

Gordon Cairns

Director

Robert Elstone2

Director

Peter Hawkins

Director

Carolyn Hewson3

Director

Ann Pickard4

Director

Graham Reaney5

Director

Peter Wilson

Director

1Retired 14 December 2011.

2Appointed 1 February 2012.

3Retired 30 June 2012.

4Appointed 1 December 2011.

5Retired 14 December 2011.

 

Gordon Cairns280

2012 WESTPAC GROUP ANNUAL REPORT

 

Peter Hawkins

Carolyn Hewson

Lindsay Maxsted

Graham Reaney

Peter Wilson

 

 

Annual Report 2011279



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

Other key management personnel with the greatest authority for strategic direction and management during the year ended 30 September 20112012 were:

 

John ArthurName

Group Executive, Counsel & Secretariat

Position

Rob Chapman1Senior Executives

Group Executive, St.George Banking Group

Peter ClareJohn Arthur1

Group Executive, Product & Operations

Chief Operating Officer

Peter Clare2

Chief Executive Officer, Westpac New Zealand Limited

Philip Coffey

Chief Financial Officer

Brad Cooper

Group Executive Officer, BT Financial Group (Australia)

George Frazis3

Chief Executive Officer, St.George Banking Group

Peter Hanlon4

Chief Executive, Australian Financial Services

Brian Hartzer

Chief Executive, Australian Financial Services

Christine Parker

Group Executive, Human Resources & Corporate Affairs

Greg Targett

Chief Risk Officer

Rob CoombeWhitfield

Group Executive, Westpac Institutional Bank

Jason Yetton

Group Executive, Westpac Retail & Business Banking

Brad CooperFormer Senior Executives

Rob Chapman

Chief Executive, Officer, BT FinancialSt.George Banking Group

George FrazisRob Coombe

CEO, Westpac New Zealand Limited

Peter Hanlon2

Group Executive, People & Transformation

Bob McKinnon

Group Executive, Technology

Greg Targett

Chief Risk Officer

Rob Whitfield

Group Executive, Westpac Institutional Bank

Retail & Business Banking

1John Arthur was the Group Executive Counsel & Secretariat prior to his appointment to the new role of Chief Operating Officer on 24 November 2011.

2Peter Clare was the Group Executive, Product and Operations until his appointment as the Chief Operating Officer, Australian Financial Services on 24 November 2011. He was subsequently appointed to the role of Chief Executive Officer Westpac New Zealand Limited on 1 April 2012.

3George Frazis was the CEO of Westpac New Zealand Limited prior to his appointment to the role of Chief Executive Officer St.George Banking Group on 1 April 2012.

4Peter Hanlon has been disclosed for the full year given his contribution in key roles during the period.

Rob Chapman began exercising the functions of Chief Executive, St.George Banking Group from 1 October 2010 before being formally appointed to that role on 1 December 2010. Greg Bartlett retired on 1 December 2010 after facilitating an orderly transition at St.George over the period from 1 October 2010 until his retirement.

2

Effective 1 October 2011 Peter Hanlon was appointed to the position of Group Executive, Transformation & Productivity and Christine Parker was appointed to the position of Group Executive, Human Resources & Corporate Affairs.

 

Key management personnel were all employed by Westpac during the year endedas at 30 September 20112012 except for George FrazisPeter Clare (WNZL).

 

Total compensation of all key management personnel, including Non-executive Directors, the CEO and other key management personnel:

 

 

 

Short-term
Benefits

 

Post Employment
Benefits¹

 

Share-based
Payments

 

Total

 

 

$

 

$

 

$

 

$

Consolidated

 

 

 

 

 

 

 

 

2011

 

33,325,654

 

720,498

 

13,172,492

 

47,218,644

2010

 

35,378,912

 

1,344,644

 

13,330,623

 

50,054,179

 

 

 

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

 

 

2011

 

31,103,076

 

702,174

 

11,873,178

 

43,678,428

2010

 

32,057,101

 

1,274,822

 

11,512,594

 

44,844,517

1

Greg Bartlett also received payments upon retirement totalling $2,020,934, which was inclusive of notice, superannuation, prorated short-term incentive and accrued annual leave and long service leave.

 

 

Short-term
 Benefits

 

Post Employment
 Benefits

 

Termination
Benefits

 

Share-based
 Payments

 

Total

 

 

 

$

 

$

 

$

 

$

 

$

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

2012

 

31,613,929

 

701,351

 

2,182,500

 

17,872,746

 

52,370,526

 

2011

 

33,325,654

 

720,498

 

-

 

13,172,492

 

47,218,644

 

 

 

 

 

 

 

 

 

 

 

 

 

Parent Entity

 

 

 

 

 

 

 

 

 

 

 

2012

 

29,574,544

 

689,910

 

2,182,500

 

16,714,407

 

49,161,361

 

2011

 

31,103,076

 

702,174

 

-

 

11,873,178

 

43,678,428

 

 

Detailed remuneration disclosures of Non-executive Directors, CEO and other key management personnel are included in the Remuneration report.

 

2012 WESTPAC GROUP ANNUAL REPORT

281

280Westpac Group



 

Notes to the financial statements

NoteNOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

Options and share rights holdings

The following table sets out details of performance options, performance share rights and share rights held by the CEO and other key management personnel (including their related parties) for the year ended 30 September 2011:2012:

 

 

Type of Equity-Based
Instrument

 

Number
Held at
Start of Year

 

Number
Granted During
the Year as
Remuneration

 

Number
Exercised
During
the Year

 

Number
Lapsed
During
the Year

 

Number
Held at
End of Year

 

Number
Vested and
Exercisable
at End of Year

 

 

Type of Equity-Based
Instrument

 

Number
Held at
Start of Year

 

Number
Granted During
the Year as
Remuneration

 

Number
Exercised
During
the Year

 

Number
Lapsed
During
the Year

 

Number
Held at
End of Year

 

Number
Vested and
Exercisable
at End of Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

720,556

 

-

 

-

 

-

 

720,556

 

255,102

 

 

Performance share right

 

368,023

 

176,125

 

57,603

 

-

 

486,545

 

-

 

 

Performance option

 

720,556

 

-

 

320,513

 

-

 

400,043

 

364,431

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance share right

 

486,545

 

272,929

 

132,445

 

-

 

627,029

 

-

 

John Arthur

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance share right

 

58,311

 

40,433

 

-

 

-

 

98,744

 

-

 

 

Performance share right

 

19,173

 

39,138

 

-

 

-

 

58,311

 

-

 

 

 

 

 

 

 

 

-

 

 

 

 

 

 

 

Rob Chapman

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance share right

 

19,138

 

12,263

 

-

 

2,362

 

29,039

 

5,512

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

81,799

 

-

 

-

 

-

 

81,799

 

-

 

 

Performance share right

 

25,763

 

30,006

 

-

 

-

 

55,769

 

-

 

 

Performance option

 

81,799

 

-

 

-

 

-

 

81,799

 

73,619

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 -

 

 

Performance share right

 

55,769

 

50,542

 

-

 

-

 

106,311

 

-

 

Philip Coffey

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

676,257

 

-

 

-

 

-

 

676,257

 

571,452

 

 

Performance option

 

676,257

 

-

 

127,308

 

-

 

548,949

 

538,469

 

 

Performance share right

 

35,949

 

39,138

 

-

 

-

 

75,087

 

-

 

 

Performance share right

 

75,087

 

66,715

 

-

 

-

 

141,802

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Coombe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

362,240

 

-

 

-

 

-

 

362,240

 

252,016

 

 

Performance share right

 

60,380

 

36,529

 

-

 

-

 

96,909

 

26,827

 

 

 

 

 

 

 -

 

-

 

-

 

 

 

 

 

Brad Cooper

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

196,785

 

-

 

-

 

-

 

196,785

 

104,761

 

 

Performance share right

 

31,455

 

48,923

 

-

 

-

 

80,378

 

-

 

 

Share right

 

22,045

 

-

 

22,045

 

-

 

-

 

-

 

 

Performance option

 

196,785

 

-

 

-

 

-

 

196,785

 

187,583

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance share right

 

80,378

 

75,813

 

-

 

-

 

156,191

 

-

 

George Frazis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

260,869

 

-

 

-

 

-

 

260,869

 

-

 

 

Performance option

 

260,869

 

-

 

260,869

 

-

 

-

 

n/a

 

 

Performance share right

 

29,958

 

32,615

 

-

 

-

 

62,573

 

-

 

 

Performance share right

 

62,573

 

55,596

 

-

 

-

 

118,169

 

-

 

 

Share right

 

92,018

 

20,703

 

82,023

 

-

 

30,698

 

-

 

 

Unhurdled share right

 

30,698

 

-

 

9,995

 

-

 

20,703

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

202,391

 

-

 

-

 

-

 

202,391

 

124,171

 

 

Performance option

 

202,391

 

-

 

-

 

-

 

202,391

 

194,569

 

 

Performance share right

 

25,763

 

30,006

 

-

 

-

 

55,769

 

-

 

 

Performance share right

 

55,769

 

50,542

 

-

 

-

 

106,311

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bob McKinnon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brian Hartzer1

 

 

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Christine Parker2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance option

 

n/a

 

-

 

-

 

-

 

25,036

 

23,816

 

 

Cash settled share right

 

67,500

 

-

 

-

 

-

 

67,500

 

-

 

 

Performance share right

 

n/a

 

11,927

 

-

 

-

 

22,813

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unhurdled share right

 

n/a

 

-

 

-

 

-

 

2,838

 

2,838

 

Greg Targett

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance share right

 

72,719

 

60,650

 

4,822

 

-

 

128,547

 

-

 

 

Performance share right

 

35,648

 

39,138

 

-

 

2,067

 

72,719

 

4,822

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

559,597

 

-

 

-

 

-

 

559,597

 

498,248

 

 

Performance option

 

559,597

 

-

 

-

 

-

 

559,597

 

553,462

 

 

Performance share right

 

102,534

 

39,138

 

-

 

-

 

141,672

 

66,585

 

 

Performance share right

 

141,672

 

60,650

 

-

 

-

 

202,322

 

66,585

 

Jason Yetton2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

n/a

 

-

 

-

 

-

 

196,989

 

193,717

 

 

Performance share right

 

n/a

 

17,689

 

-

 

-

 

87,192

 

49,480

 

Former Senior Executives2

Former Senior Executives2

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance share right

 

29,039

 

42,960

 

-

 

-

 

n/a

 

n/a

 

Rob Coombe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

362,240

 

-

 

-

 

-

 

n/a

 

n/a

 

 

Performance share right

 

96,909

 

-

 

-

 

-

 

n/a

 

n/a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1Brian Hartzer received an allocation of restricted shares on commencement of employment. He has not yet been awarded any options or share rights.

2This information relates to the period that these individuals were key management personnel during the year.

282

2012 WESTPAC GROUP ANNUAL REPORT

 

Annual Report 2011    281



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

The following table sets out details of performance options, performance share rights and share rights held by the CEO and other key management personnel (including their related parties) for the year ended 30 September 2010:2011:

 

 

Type of Equity-Based
Instrument

 

Number
Held at
Start of Year

 

Number
Granted During
the Year as Remuneration

 

Number
Exercised
During
the Year

 

Number
Lapsed
During
the Year

 

Number
Held at
End of Year

 

Number
Vested and
Exercisable
at End of Year

 

 

Type of Equity-Based
Instrument

 

Number
Held at
Start of Year

 

Number
Granted During
the Year as
Remuneration

 

Number
Exercised
During
the Year

 

Number
Lapsed
During
the Year

 

Number
Held at
End of Year

 

Number
Vested and
Exercisable
at End of Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

720,556

 

-

 

-

 

-

 

720,556

 

-

 

 

Performance option

 

720,556

 

-

 

-

 

-

 

720,556

 

255,102

 

 

Performance share right

 

202,021

 

166,002

 

-

 

-

 

368,023

 

-

 

 

Performance share right

 

368,023

 

176,125

 

57,603

 

-

 

486,545

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance share right

 

19,173

 

39,138

 

-

 

-

 

58,311

 

-

 

 

Performance share right

 

-

 

19,173

 

-

 

-

 

19,173

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ilana Atlas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

606,492

 

-

 

30,000

 

6,518

 

-

 

-

 

 

Performance share right

 

107,480

 

-

 

107,480

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Bartlett

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

Rob Chapman

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance share right

 

19,685

 

25,464

 

-

 

-

 

45,149

 

-

 

 

Performance share right

 

19,138

 

12,263

 

-

 

2,362

 

29,039

 

5,512

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

81,799

 

-

 

-

 

-

 

81,799

 

-

 

 

Performance option

 

81,799

 

-

 

-

 

-

 

81,799

 

-

 

 

Performance share right

 

-

 

25,763

 

-

 

-

 

25,763

 

-

 

 

Performance share right

 

25,763

 

30,006

 

-

 

-

 

55,769

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philip Coffey

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

1,029,470

 

-

 

353,213

 

-

 

676,257

 

456,666

 

 

Performance option

 

676,257

 

-

 

-

 

-

 

676,257

 

571,452

 

 

Performance share right

 

-

 

35,949

 

-

 

-

 

35,949

 

-

 

 

Performance share right

 

35,949

 

39,138

 

-

 

-

 

75,087

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Coombe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

682,043

 

-

 

319,803

 

-

 

362,240

 

133,220

 

 

Performance option

 

362,240

 

-

 

-

 

-

 

362,240

 

252,016

 

 

Performance share right

 

26,827

 

33,553

 

-

 

-

 

60,380

 

26,827

 

 

Performance share right

 

60,380

 

36,529

 

-

 

-

 

96,909

 

26,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brad Cooper

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

196,785

 

-

 

-

 

-

 

196,785

 

-

 

 

Performance option

 

196,785

 

-

 

-

 

-

 

196,785

 

104,761

 

 

Performance share right

 

-

 

31,455

 

-

 

-

 

31,455

 

-

 

 

Performance share right

 

31,455

 

48,923

 

-

 

-

 

80,378

 

-

 

 

Share right

 

22,045

 

-

 

-

 

-

 

22,045

 

22,045

 

 

Share right

 

22,045

 

-

 

22,045

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

George Frazis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

260,869

 

-

 

-

 

-

 

260,869

 

-

 

 

Performance option

 

260,869

 

-

 

-

 

-

 

260,869

 

-

 

 

Performance share right

 

-

 

29,958

 

-

 

-

 

29,958

 

-

 

 

Performance share right

 

29,958

 

32,615

 

-

 

-

 

62,573

 

-

 

 

Share right

 

140,200

 

9,995

 

58,177

 

-

 

92,018

 

-

 

 

Share right

 

92,018

 

20,703

 

82,023

 

-

 

30,698

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

501,656

 

-

 

299,265

 

-

 

202,391

 

55,249

 

 

Performance option

 

202,391

 

-

 

-

 

-

 

202,391

 

124,171

 

 

Performance share right

 

11,214

 

25,763

 

11,214

 

-

 

25,763

 

-

 

 

Performance share right

 

25,763

 

30,006

 

-

 

-

 

55,769

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bob McKinnon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Cash settled share right

 

67,500

 

-

 

-

 

-

 

67,500

 

-

 

 

Cash settled share right

 

67,500

 

-

 

-

 

-

 

67,500

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Targett

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

-

 

-

 

-

 

-

 

-

 

-

 

 

Performance share right

 

6,889

 

28,759

 

-

 

-

 

35,648

 

-

 

 

Performance share right

 

35,648

 

39,138

 

-

 

2,067

 

72,719

 

4,822

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance option

 

559,597

 

-

 

-

 

-

 

559,597

 

404,264

 

 

Performance option

 

559,597

 

-

 

-

 

-

 

559,597

 

498,248

 

 

Performance share right

 

66,585

 

35,949

 

-

 

-

 

102,534

 

66,585

 

 

Performance share right

 

102,534

 

39,138

 

-

 

-

 

141,672

 

66,585

 

 

2012 WESTPAC GROUP ANNUAL REPORT

283

282Westpac Group



 

Notes to the financial statements

NoteNOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

Shareholdings

The following table sets out details of relevant interests in Westpac ordinary shares held by the Non-executive Directors (including their related parties) during the year ended 30 September 2011:20121.

 

 

Number Held at
 Start of Year

 

Other Changes
 During the Year

 

Number Held at
 End of Year

 

 

Number Held at
Start of Year

 

Other Changes
During the Year

 

Number Held at
End of Year

 

Ted Evans

 

 

 

 

 

 

 

Current Directors

 

 

 

 

 

 

 

Lindsay Maxsted

 

 

 

 

 

 

 

2012

 

15,360

 

679

 

16,039

 

2011

 

19,673

 

4,735

 

24,408

 

 

10,310

 

5,050

 

15,360

 

2010

 

19,130

 

543

 

19,673

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Curtis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

80,787

 

(39,834

)

40,953

 

2011

 

80,787

 

-

 

80,787

 

 

80,787

 

-

 

80,787

 

2010

 

72,787

 

8,000

 

80,787

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Elizabeth Bryan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

21,954

 

1,783

 

23,737

 

2011

 

20,510

 

1,444

 

21,954

 

 

20,510

 

1,444

 

21,954

 

2010

 

19,444

 

1,066

 

20,510

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gordon Cairns

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

17,038

 

-

 

17,038

 

2011

 

17,038

 

-

 

17,038

 

 

17,038

 

-

 

17,038

 

2010

 

17,038

 

-

 

17,038

 

 

 

 

 

 

 

 

Robert Elstone2

 

 

 

 

 

 

 

2012

 

n/a

 

-

 

10,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hawkins

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

15,218

 

-

 

15,218

 

2011

 

15,218

 

-

 

15,218

 

 

15,218

 

-

 

15,218

 

2010

 

15,218

 

-

 

15,218

 

 

 

 

 

 

 

 

Ann Pickard2

 

 

 

 

 

 

 

2012

 

n/a

 

9,800

 

9,800

 

 

 

 

 

 

 

 

Peter Wilson

 

 

 

 

 

 

 

2012

 

16,087

 

511

 

16,598

 

2011

 

14,343

 

1,744

 

16,087

 

 

 

 

 

 

 

 

Former Directors2

 

 

 

 

 

 

 

Ted Evans

 

 

 

 

 

 

 

2012

 

24,408

 

-

 

n/a

 

2011

 

19,673

 

4,735

 

24,408

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carolyn Hewson

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

16,348

 

-

 

n/a

 

2011

 

16,348

 

-

 

16,348

 

 

16,348

 

-

 

16,348

 

2010

 

16,348

 

-

 

16,348

 

 

 

 

 

 

 

 

Lindsay Maxsted

 

 

 

 

 

 

 

2011

 

10,310

 

5,050

 

15,360

 

2010

 

7,404

 

2,906

 

10,310

 

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Graham Reaney

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

75,361

 

-

 

n/a

 

2011

 

75,361

 

-

 

75,361

 

 

75,361

 

-

 

75,361

 

2010

 

75,361

 

-

 

75,361

 

 

 

 

 

 

 

 

Peter Wilson

 

 

 

 

 

 

 

2011

 

14,343

 

1,744

 

16,087

 

2010

 

13,597

 

746

 

14,343

 

1None of the abovethese shares include non-beneficially held shares.

2This information relates to the period that these individuals were key management personnel during the year.

 

Annual Report 2011283

284

2012 WESTPAC GROUP ANNUAL REPORT



NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

The following table sets out details of Westpac ordinary shares held by the CEO and other key management personnel (including their related parties) for the year ended 30 September 2011:2012:

 

 

 

Total Number Held
at Start of Year

 

RSP Shares
Granted as
Compensation

 

Number Received on
Exercise of Equity
Instruments

 

Other Changes
During the Year

 

RSP Shares Held
at End of Year

 

Total Number
Held at End of
Year
1

 

Senior Executives

 

 

 

 

 

 

 

 

 

 

 

 

 

Gail Kelly

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

1,459,214

 

77,799

 

452,958

 

(150,000

)

118,850

 

1,839,971

 

2011

 

1,319,509

 

82,102

 

57,603

 

-

 

119,415

 

1,459,214

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

65,627

 

25,933

 

-

 

6,300

 

40,051

 

97,860

 

2011

 

47,937

 

14,118

 

-

 

3,572

 

22,007

 

65,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

40,986

 

32,416

 

-

 

(23,067

)

50,335

 

50,335

 

2011

 

23,067

 

17,919

 

-

 

-

 

40,962

 

40,986

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philip Coffey

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

295,581

 

44,204

 

127,308

 

(165,620

)

123,918

 

301,473

 

2011

 

320,377

 

26,064

 

-

 

(50,860

)

103,701

 

295,581

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brad Cooper

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

133,478

 

43,222

 

-

 

(30,325

)

64,942

 

146,375

 

2011

 

89,713

 

21,720

 

22,045

 

-

 

36,112

 

133,478

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

George Frazis

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

140,200

 

39,292

 

270,864

 

(410,864

)

39,292

 

39,492

 

2011

 

58,177

 

-

 

82,023

 

-

 

-

 

140,200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

88,893

 

34,774

 

-

 

14

 

81,509

 

123,681

 

2011

 

70,962

 

17,919

 

-

 

12

 

60,594

 

88,893

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brian Hartzer2

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

n/a

 

331,906

 

-

 

-

 

279,600

 

331,906

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Christine Parker

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

8,932

 

17,015

 

-

 

-

 

22,607

 

25,947

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Targett

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

119,102

 

27,111

 

4,822

 

-

 

46,085

 

151,035

 

2011

 

100,128

 

18,974

 

-

 

-

 

25,178

 

119,102

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

275,734

 

36,149

 

-

 

-

 

142,097

 

311,883

 

2011

 

253,145

 

22,589

 

-

 

-

 

125,734

 

275,734

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jason Yetton2

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

n/a

 

21,990

 

-

 

5,997

 

60,466

 

90,955

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Former Senior Executives

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman2

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

147,206

 

24,047

 

-

 

(98,317

)

-

 

n/a

 

2011

 

n/a

 

10,860

 

-

 

35

 

18,877

 

147,206

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Coombe2

 

 

 

 

 

 

 

 

 

 

 

 

 

2012

 

140,571

 

-

 

-

 

-

 

-

 

n/a

 

2011

 

118,851

 

21,720

 

-

 

-

 

77,530

 

140,571

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bob McKinnon

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

12,834

 

16,290

 

-

 

-

 

29,083

 

29,124

 

1The highest number of shares held by an individual in the above tables is 0.06% of total Westpac ordinary shares outstanding at 30 September 2012.

2This information relates to the period that these individuals were key management personnel during the year.

 

 

 

Total Number Held
at Start of Year

 

RSP Shares Granted
as Compensation

 

Number Received on
Exercise of Equity
Instruments

 

Other Changes
During the Year

 

RSP Shares Held at
End of Year

 

Total Number
Held at 
End of
Year
1

 

Gail Kelly

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

1,319,509

 

82,102

 

57,603

 

-

 

119,415

 

1,459,214

 

2010

 

1,544,883

 

74,626

 

-

 

(300,000

)

120,739

 

1,319,509

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

47,937

 

14,118

 

-

 

3,572

 

22,007

 

65,627

 

2010

 

26,372

 

7,889

 

-

 

13,676

 

7,889

 

47,937

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ilana Atlas2

 

 

 

 

 

 

 

 

 

 

 

 

 

2010

 

199,131

 

-

 

137,480

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Bartlett

 

 

 

 

 

 

 

 

 

 

 

 

 

2010

 

776,424

 

10,127

 

-

 

-

 

28,691

 

786,551

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman2

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

-

 

10,860

 

-

 

35

 

18,877

 

147,206

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

23,067

 

17,919

 

-

 

-

 

40,962

 

40,986

 

2010

 

10,807

 

12,260

 

-

 

-

 

23,043

 

23,067

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philip Coffey

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

320,377

 

26,064

 

-

 

(50,860

)

103,701

 

295,581

 

2010

 

219,767

 

23,987

 

353,213

 

(276,590

)

77,637

 

320,377

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Coombe

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

118,851

 

21,720

 

-

 

-

 

77,530

 

140,571

 

2010

 

300,331

 

13,859

 

319,803

 

(515,142

)

55,810

 

118,851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brad Cooper

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

89,713

 

21,720

 

22,045

 

-

 

36,112

 

133,478

 

2010

 

54,971

 

34,742

 

-

 

-

 

89,713

 

89,713

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

George Frazis

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

58,177

 

-

 

82,023

 

-

 

-

 

140,200

 

2010

 

-

 

-

 

58,177

 

-

 

-

 

58,177

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

70,962

 

17,919

 

-

 

12

 

60,594

 

88,893

 

2010

 

56,938

 

13,859

 

310,479

 

(310,314

)

42,675

 

70,962

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bob McKinnon

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

12,834

 

16,290

 

-

 

-

 

29,083

 

29,124

 

2010

 

-

 

12,793

 

-

 

41

 

12,793

 

12,834

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Greg Targett

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

100,128

 

18,974

 

-

 

-

 

25,178

 

119,102

 

2010

 

95,668

 

6,204

 

-

 

(1,744

)

16,189

 

100,128

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

 

 

 

 

 

 

 

 

 

 

 

 

2011

 

253,145

 

22,589

 

-

 

-

 

125,734

 

275,734

 

2010

 

264,692

 

19,786

 

-

 

(31,333

)

103,145

 

253,145

 

1

The highest number of shares held by an individual in the above tables is 0.05% of total Westpac ordinary shares outstanding at 30 September 2011.

2

The above information relates to the period that these executives were other key management personnel during the year, and therefore the movements will not add to the totals.2012 WESTPAC GROUP ANNUAL REPORT

285

 

284    Westpac Group



 

Notes to the financial statements

NoteNOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

The following table sets out the details of the performance options, performance share rights and unhurdled share rights held at 30 September 20112012 by the CEO and other key management personnel (including their related parties):

 

 

 

Latest Date

 

Number of

 

Number of

 

Exercise Price

 

 

for Exercise

 

Share Rights

 

Options

 

of Options

Gail Kelly

 

1 Feb 2018

 

24,687

 

364,431

 

$25.89

 

 

1 Dec 2018

 

119,731

 

356,125

 

$16.80

 

 

21 Dec 2019

 

166,002

 

-

 

n/a

 

 

1 Oct 2015

 

176,125

 

-

 

n/a

 

 

 

 

 

 

 

 

 

John Arthur

 

1 Oct 2019

 

19,173

 

-

 

n/a

 

 

1 Oct 2015

 

39,138

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Rob Chapman

 

1 Dec 2018

 

5,512

 

-

 

n/a

 

 

1 Oct 2019

 

11,264

 

-

 

n/a

 

 

1 Oct 2015

 

12,263

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Peter Clare

 

1 Oct 2018

 

-

 

81,799

 

$23.40

 

 

1 Oct 2019

 

25,763

 

-

 

n/a

 

 

1 Oct 2015

 

30,006

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Philip Coffey

 

20 Jan 2013

 

-

 

127,308

 

$13.59

 

 

20 Jan 2015

 

-

 

179,791

 

$18.98

 

 

15 Dec 2016

 

-

 

149,567

 

$23.98

 

 

17 Dec 2017

 

-

 

114,786

 

$30.10

 

 

1 Oct 2018

 

-

 

104,805

 

$23.40

 

 

1 Oct 2019

 

35,949

 

-

 

n/a

 

 

1 Oct 2015

 

39,138

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Rob Coombe

 

20 Jan 2015

 

26,827

 

-

 

n/a

 

 

15 Dec 2016

 

-

 

133,220

 

$23.98

 

 

17 Dec 2017

 

-

 

118,796

 

$30.10

 

 

1 Oct 2018

 

-

 

110,224

 

$23.40

 

 

1 Oct 2019

 

33,553

 

-

 

n/a

 

 

1 Oct 2015

 

36,529

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Brad Cooper

 

1 May 2017

 

-

 

-

 

n/a

 

 

17 Dec 2017

 

-

 

104,761

 

$30.10

 

 

1 Oct 2018

 

-

 

92,024

 

$23.40

 

 

1 Oct 2019

 

31,455

 

-

 

n/a

 

 

1 Oct 2015

 

48,923

 

-

 

n/a

 

 

 

 

 

 

 

 

 

George Frazis

 

1 Mar 2019

 

-

 

260,869

 

$16.49

 

 

1 Oct 2019

 

39,953

 

-

 

n/a

 

 

1 Oct 2020

 

53,318

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

15 Dec 2016

 

-

 

55,249

 

$23.98

 

 

17 Dec 2017

 

-

 

68,922

 

$30.10

 

 

1 Oct 2018

 

-

 

78,220

 

$23.40

 

 

1 Oct 2019

 

25,763

 

-

 

n/a

 

 

1 Oct 2015

 

30,006

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Greg Targett

 

1 Dec 2018

 

4,822

 

-

 

n/a

 

 

1 Oct 2019

 

28,759

 

-

 

n/a

 

 

1 Oct 2015

 

39,138

 

-

 

n/a

 

 

 

 

 

 

 

 

 

Rob Whitfield

 

21 Jan 2014

 

22,537

 

81,319

 

$16.34

 

 

20 Jan 2015

 

19,162

 

74,913

 

$18.98

 

 

20 Dec 2015

 

-

 

125,436

 

$20.53

 

 

15 Dec 2016

 

24,886

 

122,596

 

$23.98

 

 

1 Oct 2018

 

-

 

93,984

 

$30.10

 

 

1 Oct 2019

 

35,949

 

61,349

 

$23.40

 

 

1 Oct 2015

 

39,138

 

-

 

n/a

 

 

Latest Date

 

Number of

 

Number of

 

Exercise Price

 

 

 

for Exercise

 

Share Rights

 

Options

 

of Options

 

Gail Kelly

 

1 Feb 2018

 

-

 

364,431

 

$25.89

 

 

 

1 Dec 2018

 

11,973

 

35,612

 

$16.80

 

 

 

21 Dec 2019

 

166,002

 

-

 

n/a

 

 

 

1 Oct 2020

 

176,125

 

-

 

n/a

 

 

 

1 Oct 2021

 

272,929

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

John Arthur

 

1 Oct 2019

 

19,173

 

-

 

n/a

 

 

 

1 Oct 2020

 

39,138

 

-

 

n/a

 

 

 

1 Oct 2021

 

40,433

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Peter Clare

 

1 Oct 2018

 

-

 

81,799

 

$23.40

 

 

 

1 Oct 2019

 

25,763

 

-

 

n/a

 

 

 

1 Oct 2020

 

30,006

 

-

 

n/a

 

 

 

1 Oct 2021

 

50,542

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Philip Coffey

 

20 Jan 2015

 

-

 

179,791

 

$18.98

 

 

 

15 Dec 2016

 

-

 

149,567

 

$23.98

 

 

 

17 Dec 2017

 

-

 

114,786

 

$30.10

 

 

 

1 Oct 2018

 

-

 

104,805

 

$23.40

 

 

 

1 Oct 2019

 

35,949

 

-

 

n/a

 

 

 

1 Oct 2020

 

39,138

 

-

 

n/a

 

 

 

1 Oct 2021

 

66,715

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Brad Cooper

 

17 Dec 2017

 

-

 

104,761

 

$30.10

 

 

 

1 Oct 2018

 

-

 

92,024

 

$23.40

 

 

 

1 Oct 2019

 

31,455

 

-

 

n/a

 

 

 

1 Oct 2020

 

48,923

 

-

 

n/a

 

 

 

1 Oct 2021

 

75,813

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

George Frazis

 

1 Oct 2019

 

29,958

 

-

 

n/a

 

 

 

1 Oct 2020

 

53,318

 

-

 

n/a

 

 

 

1 Oct 2021

 

55,596

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Peter Hanlon

 

15 Dec 2016

 

-

 

55,249

 

$23.98

 

 

 

17 Dec 2017

 

-

 

68,922

 

$30.10

 

 

 

1 Oct 2018

 

-

 

78,220

 

$23.40

 

 

 

1 Oct 2019

 

25,763

 

-

 

n/a

 

 

 

1 Oct 2020

 

30,006

 

-

 

n/a

 

 

 

1 Oct 2021

 

50,542

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Brian Hartzer1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Christine Parker

 

17 Dec 2017

 

-

 

12,832

 

$30.10

 

 

 

1 Oct 2018

 

-

 

12,204

 

$23.40

 

 

 

1 Oct 2019

 

6,223

 

-

 

n/a

 

 

 

1 Oct 2020

 

7,501

 

-

 

n/a

 

 

 

1 Oct 2021

 

11,927

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Greg Targett

 

1 Oct 2019

 

28,759

 

-

 

n/a

 

 

 

1 Oct 2020

 

39,138

 

-

 

n/a

 

 

 

1 Oct 2021

 

60,650

 

-

 

n/a

 

 

Annual Report 20111285Brian Hartzer received an allocation of restricted shares on commencement of employment. He has not yet been awarded any options or share rights.

286

2012 WESTPAC GROUP ANNUAL REPORT



 

NoteNOTES TO THE FINANCIAL STATEMENTS

NOTE 41. Director and other key management personnel disclosures (continued)DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

 

 

Latest Date

 

Number of

 

Number of

 

Exercise Price

 

 

 

for Exercise

 

Share Rights

 

Options

 

of Options

 

Rob Whitfield

 

21 Jan 2014

 

22,537

 

81,319

 

$16.34

 

 

 

20 Jan 2015

 

19,162

 

74,913

 

$18.98

 

 

 

20 Dec 2015

 

-

 

125,436

 

$20.53

 

 

 

15 Dec 2016

 

24,886

 

122,596

 

$23.98

 

 

 

17 Dec 2017

 

-

 

93,984

 

$30.10

 

 

 

1 Oct 2018

 

-

 

61,349

 

$23.40

 

 

 

1 Oct 2019

 

35,949

 

-

 

n/a

 

 

 

1 Oct 2020

 

39,138

 

-

 

n/a

 

 

 

1 Oct 2021

 

60,650

 

-

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Jason Yetton

 

20 Jan 2013

 

6,723

 

-

 

n/a

 

 

 

21 Jan 2014

 

15,277

 

-

 

n/a

 

 

 

20 Jan 2015

 

7,664

 

29,965

 

$18.98

 

 

 

20 Dec 2015

 

9,862

 

50,174

 

$20.53

 

 

 

15 Dec 2016

 

9,954

 

46,538

 

$23.98

 

 

 

17 Dec 2017

 

-

 

37,593

 

$30.10

 

 

 

1 Oct 2018

 

-

 

32,719

 

$23.40

 

 

 

1 Oct 2019

 

9,586

 

-

 

n/a

 

 

 

1 Oct 2020

 

10,437

 

-

 

n/a

 

 

 

1 Oct 2021

 

17,689

 

-

 

n/a

 

2012 WESTPAC GROUP ANNUAL REPORT

287



NOTE 41. DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

Loans to Directors and other key management personnel disclosures

All financial instrument transactions that have occurred during the financial year between the directors and the Westpac Group were conducted on an arm’s length basis in the ordinary course of business and on commercial terms and conditions. These transactions consisted principally of normal personal banking and financial investment services.

 

2012

Details of loans to Directors and other key management personnel (including their related parties) of the Group are:

2011

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Number in Group
at End of Year

 

Balance at
Start of Year
$

 

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Number in Group
at End of Year

 

Directors

 

6,018,345

 

420,860

 

-

 

6,319,623

 

6

 

6,319,623

 

 

395,694

 

-

 

6,465,643

 

3

 

Other key management personnel1

 

5,434,760

 

678,220

 

-

 

13,213,319

 

7

 

12,171,250

 

 

646,721

 

-

 

10,599,642

 

8

 

 

11,453,105

 

1,099,080

 

-

 

19,532,942

 

13

 

18,490,873

 

 

1,042,415

 

-

 

17,065,285

 

11

 

 

1      The balance as at 30 September 2011 previously included $1,042,069 in respect of Bob McKinnon.

Individuals (including their related parties) with loans above $100,000 during the 30 September 2012 financial year were:

 

 

Balance at
Start of Year
$

 

 

Interest Paid and
Payable
 for the Year
$

 

Interest Not
Charged
$

 

Balance at
 End of Year
$

 

Highest
Indebtedness
During the Year
$

 

Directors

 

 

 

 

 

 

 

 

 

 

 

 

Lindsay Maxsted

 

820,800

 

 

61,950

 

-

 

1,205,000

 

1,285,000

 

Gordon Cairns

 

1,475,386

 

 

94,062

 

-

 

1,475,386

 

1,475,386

 

John Curtis

 

3,540,435

 

 

232,254

 

-

 

3,785,257

 

3,907,454

 

Graham Reaney1

 

391,700

 

 

7,305

 

-

 

-

 

392,300

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other key management personnel

 

 

 

 

 

 

 

 

 

 

 

 

Robert Chapman1

 

7,453,760

 

 

200,097

 

-

 

-

 

10,909,659

 

Peter Clare

 

-

 

 

12,119

 

-

 

1,071,166

 

1,890,006

 

Philip Coffey

 

250,000

 

 

15,935

 

-

 

250,000

 

250,000

 

Brad Cooper

 

3,635,836

 

 

274,834

 

-

 

4,949,857

 

5,300,122

 

George Frazis

 

1,056

 

 

8,159

 

-

 

366,106

 

397,787

 

Peter Hanlon

 

683,721

 

 

56,845

 

-

 

1,264,377

 

1,264,377

 

Brian Hartzer1

 

-

 

 

7,323

 

-

 

396,915

 

402,505

 

Christine Parker1,2

 

-

 

 

15,138

 

-

 

502,221

 

956,147

 

Greg Targett

 

148,376

 

 

1,503

 

-

 

-

 

148,376

 

Jason Yetton1

 

-

 

 

52,441

 

-

 

1,799,000

 

1,807,361

 

1This information relates to the period that these individuals were key management personnel during the year.

2Christine Parker’s loan balance at 1 October 2011 was $878,947.

288

2012 WESTPAC GROUP ANNUAL REPORT



NOTES TO THE FINANCIAL STATEMENTS

NOTE 41. DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL DISCLOSURES (CONTINUED)

2011

Details of loans to Directors and other key management personnel (including their related parties) of the Group are:

 

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Number in Group
at End of Year

 

Directors

 

6,018,345

 

420,860

 

-

 

6,319,623

 

6

 

Other key management personnel1

 

5,434,760

 

678,220

 

-

 

13,213,319

 

7

 

 

 

11,453,105

 

1,099,080

 

-

 

19,532,942

 

13

 

1The balance as at 30 September 2010 previously included $8,004,338 in respect of Greg Bartlett.

 

Individuals (including their related parties) with loans above $100,000 during the 30 September 2011 financial year were:

 

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Highest
Indebtedness
During the Year
$

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
 for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Highest
Indebtedness
During the Year
$

 

Directors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ted Evans

 

151,311

 

1,506

 

-

 

-

 

107,060

 

151,311

 

1,506

 

-

 

-

 

107,060

 

Gordon Cairns

 

1,428,591

 

102,087

 

-

 

1,475,386

 

1,497,386

 

1,428,591

 

102,087

 

-

 

1,475,386

 

1,497,386

 

John Curtis

 

3,207,462

 

231,461

 

-

 

3,540,435

 

3,569,911

 

3,207,462

 

231,461

 

-

 

3,540,435

 

3,569,911

 

Lindsay Maxsted

 

1,022,454

 

56,740

 

-

 

820,800

 

1,023,692

 

1,022,454

 

56,740

 

-

 

820,800

 

1,023,692

 

Graham Reaney

 

208,528

 

25,838

 

-

 

391,700

 

414,237

 

208,528

 

25,838

 

-

 

391,700

 

414,237

 

Peter Wilson

 

-

 

3,227

 

-

 

91,303

 

308,574

 

-

 

3,227

 

-

 

91,303

 

308,574

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other key management personnel

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rob Chapman1

 

-

 

354,881

 

-

 

7,453,760

 

7,909,660

 

-

 

354,881

 

-

 

7,453,760

 

7,909,660

 

Peter Clare

 

-

 

1,443

 

-

 

-

 

103,711

 

-

 

1,443

 

-

 

-

 

103,711

 

Philip Coffey

 

250,000

 

17,167

 

-

 

250,000

 

250,000

 

250,000

 

17,167

 

-

 

250,000

 

250,000

 

Brad Cooper

 

3,911,412

 

234,726

 

-

 

3,635,836

 

3,993,686

 

3,911,412

 

234,726

 

-

 

3,635,836

 

3,993,686

 

Peter Hanlon

 

24,472

 

-

 

-

 

683,721

 

1,543,193

 

24,472

 

-

 

-

 

683,721

 

1,543,193

 

Bob McKinnon

 

921,701

 

53,779

 

-

 

1,042,069

 

1,049,111

 

921,701

 

53,779

 

-

 

1,042,069

 

1,049,111

 

Greg Targett

 

327,175

 

16,224

 

-

 

148,376

 

327,175

 

327,175

 

16,224

 

-

 

148,376

 

327,175

 

 

1     Rob Chapman’sThis information relates to the period that these individuals were key management personnel during the year. The loan balance at 30 September 2010 was $4,061,922.

 

2012 WESTPAC GROUP ANNUAL REPORT

289

 

286Westpac Group



 

Notes to the financial statements

NOTE 42. NOTES TO THE CASH FLOW STATEMENTS

Cash and balances with central banks

 

Note 41. Director and other key management personnel disclosures (continued)

Details of loans to Directors and other key management personnel (including their related parties) of the Group are:

2010

 

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Number in Group
at End of Year

Directors

 

2,633,472

 

306,224

 

-

 

6,018,345

 

5

Other key management personnel

 

13,264,612

 

846,527

 

9,904

 

13,439,098

 

9

 

 

15,898,084

 

1,152,751

 

9,904

 

19,457,443

 

14

Individuals (including their related parties) with loans above $100,000 during the 30 September 2010 financial year were:

 

 

Balance at
Start of Year
$

 

Interest Paid and
Payable
for the Year
$

 

Interest Not
Charged
$

 

Balance at
End of Year
$

 

Highest
Indebtedness
During the Year
$

Directors

 

 

 

 

 

 

 

 

 

 

Ted Evans

 

127,882

 

6,992

 

-

 

151,311

 

186,974

Gordon Cairns

 

738,000

 

59,045

 

-

 

1,428,591

 

1,498,000

John Curtis

 

-

 

141,815

 

-

 

3,207,462

 

3,226,342

Lindsay Maxsted

 

1,630,000

 

84,764

 

-

 

1,022,454

 

1,652,454

Graham Reaney

 

137,590

 

13,608

 

-

 

208,528

 

427,568

 

 

 

 

 

 

 

 

 

 

 

Other key management personnel

 

 

 

 

 

 

 

 

 

 

Ilana Atlas

 

2,500,000

 

71,550

 

-

 

-

 

2,500,000

Greg Bartlett

 

5,602,538

 

473,084

 

9,904

 

8,004,338

 

9,941,389

Peter Clare

 

-

 

1,228

 

-

 

-

 

170,225

Philip Coffey

 

250,000

 

15,300

 

-

 

250,000

 

250,000

Brad Cooper

 

3,925,469

 

221,958

 

-

 

3,911,412

 

4,005,141

Peter Hanlon

 

497,873

 

21,756

 

-

 

24,472

 

1,103,830

Bob McKinnon

 

-

 

16,714

 

-

 

921,701

 

943,219

Greg Targett

 

488,732

 

24,936

 

-

 

327,175

 

987,334

Other transactions with Directors and key management personnel

Certain Directors and other key management personnel have historically invested in Infrastructure Notes issued by subsidiaries of the Group which were financed with limited recourse loans and were subject to forward sale arrangements. The loan repayments and proceeds arising from the forward sale arrangements were subject to legal right of set-off and were presented on net basis in the financial statements. The net amount recognised by the Group in respect of these transactions is the annual contribution paid by the investor in the Infrastructure Notes. These transactions have been undertaken on the same terms and conditions as transactions with customers.

The total annual contributions received from Directors and other key management personnel in respect of Infrastructure Notes for the year ended 30 September 2010 was $2,081,139. During the year ended 30 September 2011 all of the Infrastructure Notes were redeemed and no contributions were received from Directors and other key management personnel.

Annual Report 2011287



Note 42. Notes to the cash flow statements

Cash and balances with central banks

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Cash on hand

 

14,814

 

3,276

 

2,917

 

14,225

 

2,914

 

 

 

11,138

 

 

14,814

 

3,276

 

 

10,816

 

 

14,225

 

Balance with central banks

 

1,444

 

1,188

 

355

 

525

 

779

 

 

 

1,385

 

 

1,444

 

1,188

 

 

177

 

 

525

 

Total cash and balances with central banks

 

16,258

 

4,464

 

3,272

 

14,750

 

3,693

 

 

 

12,523

 

 

16,258

 

4,464

 

 

10,993

 

 

14,750

 

 

Cash and cash equivalents

Reconciliation of net cash (used in)/provided by operating activities to net profit attributable to equity holders of Westpac Banking Corporation is set out below:

 

 

Consolidated

 

Parent Entity

 

 

Consolidated

 

Parent Entity

 

 

2011

 

2010

 

2009

 

2011

 

2010

 

 

2012

 

2011

 

2010

 

2012

 

2011

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

 

$m

 

$m

 

$m

 

$m

 

$m

 

Reconciliation of net cash (used in)/provided by operating activities to net profit

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of net cash provided/(used in) by operating activities to net profit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net profit

 

7,059

 

6,412

 

3,517

 

6,213

 

6,160

 

 

 

6,036

 

 

7,059

 

6,412

 

 

4,952

 

 

6,213

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortisation and impairment

 

721

 

720

 

610

 

643

 

526

 

 

 

850

 

 

721

 

720

 

 

747

 

 

643

 

Increase/(decrease) in sundry provisions and other non-cash items

 

(283

)

(756

)

435

 

(204

)

(2,435

)

 

 

(179

)

 

(283

)

(756

)

 

801

 

 

(204

)

Impairment charges on loans

 

1,053

 

1,506

 

3,287

 

823

 

990

 

 

 

1,316

 

 

1,053

 

1,506

 

 

1,088

 

 

823

 

(Increase)/decrease in trading and fair value assets

 

(8,117

)

1,819

 

12,428

 

(8,996

)

2,932

 

 

 

4,271

 

 

(8,117

)

1,819

 

 

3,112

 

 

(8,996

)

Increase/(decrease) in trading and fair value liabilities

 

4,932

 

(5,936

)

(13,104

)

4,933

 

(4,205

)

 

 

155

 

 

4,932

 

(5,936

)

 

158

 

 

4,933

 

(Increase)/decrease in derivative financial instruments

 

(16,960

)

(2,418

)

15,000

 

(16,732

)

(2,499

)

 

 

5,013

 

 

(16,960

)

(2,418

)

 

4,989

 

 

(16,732

)

(Increase)/decrease in accrued interest receivable

 

(194

)

(357

)

345

 

(248

)

(224

)

 

 

134

 

 

(194

)

(357

)

 

189

 

 

(248

)

Increase/(decrease) in accrued interest payable

 

236

 

1,455

 

(349

)

238

 

1,143

 

 

 

54

 

 

236

 

1,455

 

 

35

 

 

238

 

(Decrease)/increase in current and deferred tax

 

(461

)

(1,977

)

1,168

 

(908

)

(2,513

)

 

 

834

 

 

(461

)

(1,977

)

 

235

 

 

(908

)

Net cash (used in)/provided by operating activities

 

(12,014

)

468

 

23,337

 

(14,238

)

(125

)

 

 

18,484

 

 

(12,014

)

468

 

 

16,306

 

 

(14,238

)

Details of assets and liabilities of controlled entities and businesses acquired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets (financial and tangible) excluding cash

 

-

 

-

 

147,939

 

-

 

131,604

 

 

 

73

 

 

-

 

-

 

 

-

 

 

-

 

Identifiable intangible assets

 

-

 

-

 

2,493

 

-

 

2,229

 

 

 

120

 

 

-

 

-

 

 

-

 

 

-

 

Total liabilities

 

-

 

-

 

(144,845

)

-

 

(139,890

)

 

 

(70

)

 

-

 

-

 

 

-

 

 

-

 

Identifiable net assets acquired

 

-

 

-

 

5,587

 

-

 

(6,057

)

Fair value of identifiable net assets acquired

 

 

123

 

 

-

 

-

 

 

-

 

 

-

 

Goodwill

 

-

 

-

 

6,162

 

-

 

5,849

 

 

 

214

 

 

-

 

-

 

 

-

 

 

-

 

Shares issued

 

-

 

-

 

(12,116

)

-

 

-

 

Reserves

 

-

 

-

 

-

 

-

 

(6

)

Non-controlling interests

 

-

 

-

 

(7

)

-

 

-

 

Cash acquired (net of transaction costs)

 

-

 

-

 

(374

)

-

 

(214

)

Total

 

 

337

 

 

-

 

-

 

 

-

 

 

-

 

Consideration paid

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt and equity instruments issued

 

 

45

 

 

-

 

-

 

 

-

 

 

-

 

Cash paid

 

 

292

 

 

-

 

-

 

 

-

 

 

-

 

Total consideration transferred

 

 

337

 

 

-

 

-

 

 

-

 

 

-

 

Cash paid

 

 

292

 

 

-

 

-

 

 

-

 

 

-

 

Less cash acquired

 

 

(22

)

 

-

 

-

 

 

-

 

 

-

 

Cash paid (net of cash acquired)

 

 

270

 

 

-

 

-

 

 

-

 

 

-

 

 

Business acquired

DuringOn 1 October 2011 BT Investment Management Limited (an entity controlled by Westpac) acquired 100% of the 2009 financial year, Westpac completed its merger with St.George.share capital of J O Hambro Capital Management Limited, a company incorporated in the United Kingdom.

 

On 1 March 2010 Westpac and St.George commenced operating as a single ADI. In conjunction with that process,The results for the legal entity St.George Bank Limited was deregistered and Westpac became its successor in law. This resulted in all of St.George’s assets and liabilities (including all deposits, contracts and debt securities previously issued by St.George) becoming Westpac’s assets and liabilities. All St.George Bank Limited directly owned subsidiaries became directly owned by Westpac.

288Westpac Group



Notes toyear ended 30 September 2012 includes the financial statements

Note 42. Notes to the cash flow statements (continued)

Details of the impact of the merger in 2009 and the impact of transferring the assets and liabilities of St.George to Westpac and the derecognition of Westpac’s investment in St.George in 2010 are set out below:full ownership from 1 October 2011.

 

 

Consolidated

 

Parent Entity

 

 

 

17 November 2008

 

1 March 2010

 

 

 

$m

 

$m

 

Assets

 

 

 

 

 

Cash and balances with central banks

 

423

 

214

 

Receivables due from other financial institutions

 

10,357

 

1,675

 

Derivative financial instruments

 

7,155

 

1,511

 

Trading securities and other financial assets designated at fair value

 

6,702

 

6,048

 

Available-for-sale securities

 

2,250

 

178

 

Loans

 

120,192

 

115,684

 

Life insurance assets

 

59

 

-

 

Due from subsidiaries

 

-

 

18,342

 

Investments in subsidiaries

 

-

 

(13,284

)

Goodwill

 

-

 

5,849

 

Intangible assets excluding goodwill

 

2,493

 

2,229

 

Property, plant and equipment

 

321

 

260

 

Current tax assets

 

63

 

-

 

Deferred tax assets

 

-

 

445

 

Other assets

 

840

 

745

 

Total assets

 

150,855

 

139,896

 

Liabilities

 

 

 

 

 

Payables due to other financial institutions

 

5,756

 

961

 

Deposits

 

84,754

 

70,021

 

Derivative financial instruments

 

3,314

 

2,185

 

Other trading liabilities and other financial liabilities designated at fair value

 

6,838

 

-

 

Debt issues

 

34,579

 

5,017

 

Acceptances

 

3,009

 

212

 

Current tax liabilities

 

-

 

(98

)

Deferred tax liabilities

 

124

 

527

 

Life insurance liabilities

 

38

 

-

 

Due to subsidiaries

 

-

 

56,997

 

Provision for distributions on ordinary shares and hybrids

 

718

 

-

 

Other provisions

 

298

 

285

 

Other liabilities

 

1,653

 

1,548

 

Total liabilities (excluding loan capital)

 

141,081

 

137,655

 

Loan capital

 

 

 

 

 

Subordinated bonds, notes, and debentures

 

3,764

 

2,235

 

Total loan capital

 

3,764

 

2,235

 

Total liabilities and loan capital

 

144,845

 

139,890

 

Net assets

 

6,010

 

6

 

Equity transactions

Refer to Note 24 for details of the shares issued during the year.

NoteNOTE 43. Subsequent eventsSUBSEQUENT EVENTS

On 1 November 2011 Westpac’s New Zealand branch transferred certain business activities and associated employees to Westpac New Zealand Limited, a wholly owned licensed bank incorporatedNo matter or circumstance has arisen since the year ended 30 September 2012 which is not otherwise dealt with in New Zealand. The transfer followed an agreement withthis report, that has significantly affected or may significantly affect the Reserve Bankoperations of New Zealand on the business that should be conducted through Westpac New Zealand Limited. The business transferred relates to institutional customers, debt capital markets, corporate advisory and customer foreign currency accounts. The assets and liabilities are being transferred at their existing carrying value in the Group, and principally comprise loansthe results of approximately $5 billion and depositsits operations or the state of approximately $4 billion.affairs of the Group in subsequent periods.

 

290

2012 WESTPAC GROUP ANNUAL REPORT

 

Annual Report 2011289



 

Statutory statementsSTATUTORY STATEMENTS

Directors’ declarationDIRECTORS’ DECLARATION

 

In the Directors’ opinion:

 

a.             the financial statements and notes set out in ‘Section 3 – Financial report for the year ended 30 September 2011’2012’ are in accordance with the Corporations Act 2001, including:

 

(i)           complying with Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

 

(ii)        giving a true and fair view of Westpac Banking Corporation and the Group’s financial position as at 30 September 20112012 and of their performance, as represented by the results of their operations, changes in equity and their cash flows, for the financial year ended on that date; and

 

b.             there are reasonable grounds to believe that Westpac will be able to pay its debts as and when they become due and payable.

 

Note 1(a) confirms that the financial statementsreport also complycomplies with International Financial Reporting Standards as issued by the International Accounting Standards Board.

 

The Directors have been given the declaration by the Chief Executive Officer and the Chief Financial Officer required by section 295A of the Corporations Act 2001.

 

This declaration is made in accordance with a resolution of the Directors.

 

For and on behalf of the Board.

 

 

 

 

GRAPHIC

GRAPHICGRAPHIC

Lindsay Maxsted
Chairman

Gail Kelly
Managing Director &
Chief Executive Officer

 

Ted Evans AC

Gail Kelly

Chairman

Managing Director &

Chief Executive Officer

Sydney

2
5 November 20112012

 

 

2012 WESTPAC GROUP ANNUAL REPORT

291

 

290Westpac Group



 

Statutory statements

Management’s report on internal control over financial reporting

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

 

The following report is required by rules of the US Securities and Exchange Commission

 

The management of Westpac is responsible for establishing and maintaining adequate internal control over financial reporting for Westpac as defined in Rule 13a – 15 (f) under the Securities Exchange Act of 1934, as amended. Westpac’s internal control system is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with applicable accounting standards.

 

Westpac’s internal control over financial reporting includes policies and procedures that: pertain to the maintenance of records that in reasonable detail accurately reflect the transactions and dispositions of the assets of Westpac and its consolidated entities; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with applicable accounting standards, and that receipts and expenditures of Westpac are being made only in accordance with authorizations of management and directors of Westpac and its consolidated entities; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the assets of Westpac and its consolidated entities that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Westpac management, with the participation of the CEO and CFO, assessed the effectiveness of Westpac’s internal control over financial reporting as of 30 September 20112012 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on this assessment, management has concluded that Westpac’s internal control over financial reporting as of 30 September 20112012 was effective.

 

The effectiveness of Westpac’s internal control over financial reporting as of 30 September 20112012 has been audited by PricewaterhouseCoopers, an independent registered public accounting firm, as stated in their report which is included herein.

 

292

2012 WESTPAC GROUP ANNUAL REPORT

 

Annual Report 2011   291



STATUTORY STATEMENTS

 

 



 

 

 

 

Independent Auditor’s report to the members of Westpac Banking CorporationINDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF WESTPAC BANKING CORPORATION

 

 

 

 

 

 

 

Report on the financial report

We have audited the accompanying financial report of Westpac Banking Corporation (the ‘Corporation’)Corporation), which comprises the balance sheetsheets as at 30 September 2011,2012, and the income statement,statements, the statementstatements of comprehensive income, the statementstatements of changes in equity and statement of cash flowsflow statements for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors’ declaration for both the Corporation and the Westpac Banking Corporation Group (the Consolidated Entity). The Consolidated Entity comprises the Corporation and the entities it controlled at the year’s end or from time to time during the financial year.

 

 

 

 

 

 

 

Directors’ responsibility for the financial report

 

 

 

The directors of the Corporation are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the consolidated financial statements and notes complyreport complies with International Financial Reporting Standards.Standards as issued by the International Accounting Standards Board.

 

 

 

 

 

 

 

Auditor’s responsibility

 

 

 

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

 

 

 

 

 

 

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

 

 

 

 

 

 

 

Our procedures include reading the other information in the Annual Report to determine whether it contains any material inconsistencies with the financial report.

 

 

 

 

 

 

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

 

 

 

 

 

 

 

Independence

 

 

 

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.

 

 

 

 

 

 

 

Auditor’s opinion

 

 

 

In our opinion:

 

 

 

 

 

 

 

a.

the financial report of the Corporation is in accordance with the Corporations Act 2001,, including:

 

 

 

 

 

 

 

 

 

(i)

giving a true and fair view of the Corporation’s and the Consolidated Entity’s financial position as at 30 September 20112012 and of their performance for the year ended on that date; and

 

 

 

 

 

 

 

 

 

 

(ii)

complying with Australian Accounting Standards (includingStandards—including the Australian Accounting Interpretations)Interpretations and the Corporations Regulations 2001; and

 

 

 

 

 

 

 

 

b.

the financial report and notes also comply with International Financial Reporting Standards as disclosed in Note 1.

 

 

 

 

 

 

 

 

 

 

 

PricewaterhouseCoopers, ABN 52 780 433 757

 

 

 

Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171

 

 

 

T +61 2 8266 0000, F +61 2 8266 9999, www.pwc.com.au

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2012 WESTPAC GROUP ANNUAL REPORT

293

292Westpac Group



 

Statutory statements

 

 

 

 

 

 

 

 

 

 

 

Report on the Remuneration Report

 

 

 

We have audited the Remuneration Report included in the Directors’ report in Section 1 of this Annual Report for the year ended 30 September 2011.2012. The directors of the Corporation are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

 

 

 

 

 

 

Auditor’s opinion

 

 

 

In our opinion, the Remuneration Report of the Corporation for the year ended 30 September 2011,2012, complies with section 300A of the Corporations Act 2001.

 

 

 

 

 

 

 

 

 

 

 

 

GRAPHIC

 

 

 

 

 

PricewaterhouseCoopers

 

 

 

 

 

 

 

 

GRAPHIC

 

 

 

 

 

Ian HammondMichael Codling

 

 

Partner

 

 

 

 

 

 

 

 

GRAPHIC

 

 

 

 

 

Anne Loveridge

 

 

Partner

 

 

 

 

 

 

 

 

Sydney, Australia

 

 

25 November 20112012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PricewaterhouseCoopers, ABN 52 780 433 757

 

 

Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171

 

 

T +61 2 8266 0000, F +61 2 8266 9999, www.pwc.com.au



 

 

Annual Report 2011   293

294

2012 WESTPAC GROUP ANNUAL REPORT



STATUTORY STATEMENTS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Report of independent registered public accounting firmREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

 

 

 

 

 

To the Board of Directors and Shareholders of Westpac Banking Corporation:

 

 

 

 

 

 

 

In our opinion, the accompanying consolidated balance sheets and the related consolidated income statements, consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated cash flow statements present fairly, in all material respects, the financial position of Westpac Banking Corporation (the ‘Corporation’) and its subsidiaries at 30 September 20112012 and 2010,30 September 2011, and the results of their operations and their cash flows for each of the three years in the period ended 30 September 20112012 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Corporation maintained, in all material respects, effective internal control over financial reporting as of 30 September 2011,2012, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Corporation’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included under the heading ‘Management’s Report on Internal Control over Financial Reporting’ in the accompanying Annual Report. Our responsibility is to express opinions on these financial statements and on the Corporation’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States) and International Standards on Auditing. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 

 

 

 

 

 

 

Our audit of the consolidated financial statements of the Corporation and its subsidiaries was conducted for the purpose of forming an opinion on the consolidated financial statements taken as a whole. The Corporation has included parent entity only information on the face of the consolidated financial statements and other parent entity only disclosures in the notes to the financial statements. Such parent entity only information is presented for purposes of additional analysis and is not a required part of the consolidated financial statements presented in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. Such information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements, and, in our opinion, is fairly stated in all material respects in relation to the consolidated financial statements taken as a whole.

 

 

 

 

 

 

 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PricewaterhouseCoopers, ABN 52 780 433 757

 

 

 

Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171

 

 

 

T +61 2 8266 0000, F +61 2 8266 9999, www.pwc.com.au

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

294Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

295



Statutory statements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GRAPHIC

 

 

 

 

 

 

 

 

PricewaterhouseCoopers

Sydney, Australia

 

 

 

 

25 November 20112012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PricewaterhouseCoopers, ABN 52 780 433 757

 

 

 

Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171

 

 

 

T +61 2 8266 0000, F +61 2 8266 9999, www.pwc.com.au

 

 

 

 

 

 

 

 

 

 

 

 

 

 

296

2012 WESTPAC GROUP ANNUAL REPORT



04

 

Annual Report 2011   

295SHAREHOLDING INFORMATION

ADDITIONAL INFORMATION

INFORMATION FOR SHAREHOLDERS

GLOSSARY OF ABBREVIATIONS AND DEFINED TERMS

CONTACT US



 

This page has intentionally been left blank.SHAREHOLDING INFORMATION

 

296WESTPAC ORDINARY SHARES   Westpac Group



Section 4

Shareholding information

Additional information

Information for shareholders

Glossary of abbreviations and defined terms

Contact us

Annual Report 2011    297



Shareholding information

Westpac ordinary shares

Top 20 ordinary shareholders as at 43 October 20112012

 

 

Number of Fully Paid
Ordinary Shares

 

% Held

 

 

Number of Fully Paid
Ordinary Shares

 

% Held

HSBC Custody Nominees (Australia) Limited

 

457,678,453

 

15.10

 

 

513,847,518

 

16.68

JP Morgan Nominees Australia Limited

 

371,801,509

 

12.27

 

 

402,127,084

 

13.06

National Nominees Limited

 

322,630,545

 

10.65

 

 

308,808,079

 

10.03

Citicorp Nominees Pty Limited

 

139,374,084

 

4.60

 

 

132,903,000

 

4.31

Cogent Nominees Pty Limited

 

57,080,520

 

1.88

 

 

82,008,771

 

2.66

RBC Global Services Australia Nominees Pty Limited

 

56,189,223

 

1.85

 

 

44,441,656

 

1.44

AMP Life Limited

 

24,942,451

 

0.82

 

 

28,577,859

 

0.93

Australian Foundation Investment Company Limited

 

18,386,232

 

0.61

 

 

18,306,032

 

0.59

UBS Private Clients Australia Nominees Pty Limited

 

15,912,784

 

0.53

 

 

15,971,362

 

0.52

Australian Reward Investment Alliance

 

13,083,212

 

0.43

 

Bond Street Custodians Limited

 

11,592,302

 

0.38

 

 

11,524,996

 

0.37

UBS Nominees Pty Limited

 

11,269,938

 

0.37

 

Queensland Investment Corporation

 

11,237,063

 

0.37

 

Milton Corporation Limited

 

10,419,617

 

0.34

 

 

10,419,617

 

0.34

Argo Investments Limited

 

9,171,851

 

0.30

 

 

9,351,594

 

0.30

Perpetual Trustee Company Limited

 

8,192,956

 

0.27

 

 

7,934,853

 

0.26

UBS Nominees Pty Limited

 

6,556,519

 

0.21

Navigator Australia Limited

 

6,424,459

 

0.21

Bainpro Nominees Pty Limited

 

6,374,113

 

0.21

Invia Custodian Pty Limited

 

6,754,364

 

0.22

 

 

6,280,394

 

0.20

Tasman Asset Management Limited

 

5,488,378

 

0.18

 

Navigator Australia Limited

 

5,470,338

 

0.18

 

Queensland Investment Corporation

 

6,157,478

 

0.20

Questor Financial Services Limited

 

4,484,596

 

0.15

 

 

4,602,691

 

0.15

Nulis Nominees (Australia) Limited

 

4,481,474

 

0.15

Total of Top 20 registered shareholders

 

1,561,160,416

 

51.52

 

 

1,627,099,549

 

52.82

 

As at 43 October 20112012 there were 572,106563,072 holders of our ordinary shares compared to 572,106 in 2011 and 561,023 in 2010 and 538,953 in 2009.2010. Ordinary shareholders with a registered address in Australia held approximately 98% of our fully paid share capital at 43 October 20112012 (approximately 98% in 20102011 and 98% in 2009)2010).

 

Substantial shareholders as at 43 October 20112012

As at 43 October 20112012 there were no shareholders who had a ‘substantial holding’ of our shares within the meaning of the Corporations Act. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The above table of the Top 20 ordinary shareholders includes shareholders that may hold shares for the benefit of third parties.

Significant changes in ordinary share ownership of substantial shareholders

On 15 October 2009, Barclays Group became a substantial shareholder having relevant interests in 171,119,392 ordinary shares (5.82% of total votes outstanding). They ceased to be a substantial shareholder on 16 November 2009.

 

On 2 December 2009, BlackRock Investment Management (Australia) Limited became a substantial shareholder having relevant interests in 159,356,967 ordinary shares (5.35% of total votes outstanding). They ceased to be a substantial shareholder on 18 May 2010.

On 17 May 2012, National Australia Bank Limited became a substantial shareholder having relevant interest in 178,904,696 ordinary shares (5.86% of total votes outstanding). They ceased to be a substantial shareholder on 18 May 2012.

 

Control of registrant

We are not directly or indirectly owned or controlled by any other corporation(s) or by any foreign government. Refer to the section ‘Exchange controls and other limitations affecting security holders’, which provides information on the Foreign Acquisitions and Takeovers Act 1975, Corporations Act 2001 and Financial Sector (Shareholdings) Act 1998, which impose limits on equity holdings.

 

At 30 September 2011,2012, our Directors and Executive Officers owned beneficially, directly or indirectly, an aggregate of 3,218,277 (0.11%3,660,296 (0.12%) of the fully paid ordinary shares outstanding.

 

298Westpac Group

298

2012 WESTPAC GROUP ANNUAL REPORT



 

Shareholding informationSHAREHOLDING INFORMATION

Analysis by range of holdings of ordinary shares as at 43 October 20112012

 

 

 

Number of Holders

 

Number of

 

Number of holders

 

 

 

Number of Holders

 

 

 

Number of

 

 

 

Number of Holders

 

 

 

of Fully Paid

 

Fully Paid

 

of Share Options

 

 

of Fully Paid

 

 

 

Fully Paid

 

 

 

of Share Options

Number of Shares

Number of Shares

 

Ordinary Shares

%

Ordinary Shares

%

and Rights

Number of Shares

 

Ordinary Shares

 

%

 

Ordinary Shares

 

%

 

and Rights

1

1,000

 

315,912

55.22

132,768,680

4.38

85

1,000

 

308,833

 

54.85

 

128,774,367

 

4.18

 

65

1,001

5,000

 

198,406

34.68

453,084,970

14.95

186

5,000

 

196,156

 

34.84

 

449,480,761

 

14.59

 

188

5,001

10,000

 

34,384

6.01

241,803,297

7.98

61

10,000

 

34,595

 

6.14

 

243,246,066

 

7.90

 

56

10,001

100,000

 

22,718

3.97

481,200,111

15.88

98

100,000

 

22,832

 

4.05

 

484,055,044

 

15.72

 

89

100,001 and over

100,001 and over

 

686

0.12

1,721,368,958

56.81

28

100,001 and over

 

656

 

0.12

 

1,774,636,656

 

57.61

 

27

Totals

 

 

 

572,106

100.00

3,030,226,016

100.00

458

Totals

 

563,072

 

100.00

 

3,080,192,894

 

100.00

 

425

 

There were 13,59010,421 shareholders holding less than a marketable parcel ($500) based on a market price of $19.34$25.16 at the close of trading on 43 October 2011.2012.

Voting rights of ordinary shares

Holders of our fully paid ordinary shares have, at general meetings (including special general meetings), one vote on a show of hands and, upon a poll, one vote for each fully paid ordinary share held by them.

 

Westpac Stapled Preferred Securities

Westpac SPSWESTPAC STAPLED PREFERRED SECURITIES (WESTPAC SPS)

TopTop 20 holders of Westpac SPS as at 43 October 20112012

 

 

Number of
Westpac SPS

 

% Held

 

 

Number of
Westpac SPS

 

% Held

BT Portfolio Services Limited

 

497,981

 

4.81

 

 

363,662

 

3.51

HSBC Custody Nominees (Australia) Limited

 

318,098

 

3.07

 

UBS Wealth Management Australia Nominees Pty Limited

 

270,509

 

2.61

 

HSBC Custody Nominees Australia Limited

 

302,011

 

2.92

UBS Wealth Management Australia Nominees Limited

 

294,542

 

2.84

JP Morgan Nominees Australia Limited

 

234,630

 

2.26

 

 

203,024

 

1.96

Navigator Australia Limited

 

199,633

 

1.93

 

 

171,531

 

1.66

Invia Custodian Pty Limited

 

166,630

 

1.61

Bond Street Custodians Limited

 

194,191

 

1.87

 

 

132,017

 

1.27

Invia Custodian Pty Limited

 

171,203

 

1.65

 

UBS Nominees Pty Limited

 

130,609

 

1.26

Nulis Nominees (Australia) Limited

 

106,718

 

1.03

 

 

111,012

 

1.07

Perpetual Trustee Company Limited

 

99,254

 

0.96

 

Avanteos Investments Limited

 

105,073

 

1.01

Citicorp Nominees Pty Limited

 

93,473

 

0.90

Austrust Limited

 

90,921

 

0.88

Netwealth Investments Limited

 

80,875

 

0.78

 

 

85,374

 

0.82

JMB Pty Limited

 

80,800

 

0.78

 

JMB Pty Ltd

 

80,800

 

0.78

Eastcote Pty Limited

 

80,000

 

0.77

 

 

80,000

 

0.77

Wiser Equity Pty Limited

 

80,000

 

0.77

 

 

80,000

 

0.77

Avanteos Investments Limited

 

74,466

 

0.72

 

Hayson Super Investment Pty Limited

 

70,000

 

0.68

 

Perpetual Trustee Company Limited

 

73,181

 

0.71

Enterprise No 2 Pty Limited

 

70,000

 

0.68

Namrog Investments Pty Limited

 

60,000

 

0.58

 

 

60,000

 

0.58

National Nominees Limited

 

58,475

 

0.56

 

 

57,262

 

0.55

Burrawong Investments Pty Limited

 

50,000

 

0.48

 

Country Employment Services Pty Limited

 

50,000

 

0.48

 

Domer Mining Company Pty Limited

 

50,000

 

0.48

 

Total of top 20 registered holders

 

2,826,833

 

27.28

 

Total of Top 20 registered holders

 

2,751,122

 

26.55

 

Analysis by range of holdings of Westpac SPS as at 43 October 20112012

 

 

 

 

Number of Holders of

 

Number of

 

 

 

 

Number of Holders of

 

 

 

Number of

 

 

Number of Securities

Number of Securities

 

Westpac SPS

%

Westpac SPS

%

Number of Securities

 

Westpac SPS

 

%

 

Westpac SPS

 

%

1

1,000

 

14,223

91.95

4,408,544

42.54

1,000

 

13,941

 

91.88

 

4,313,209

 

41.62

1,001

5,000

 

1,089

7.04

2,410,783

23.26

5,000

 

1,076

 

7.09

 

2,362,276

 

22.80

5,001

10,000

 

90

0.58

707,485

6.83

10,000

 

93

 

0.61

 

730,041

 

7.05

10,001

100,000

 

61

0.39

1,755,052

16.94

100,000

 

57

 

0.38

 

1,765,038

 

17.03

100,001 and over

100,001 and over

 

5

0.03

1,080,806

10.43

100,001 and over

 

6

 

0.04

 

1,192,106

 

11.50

Totals

 

 

 

15,468

100.00

10,362,670

100.00

 

 

 

15,173

 

100.00

 

10,362,670

 

100.00

 

There were six3 security holders holding less than a marketable parcel ($500) of Westpac SPS based on a market price of $99.46$99.50 at the close of trading on 43 October 2011.2012.

 

Annual Report 2011299

2012 WESTPAC GROUP ANNUAL REPORT

299



 

Westpac SPS II

WESTPAC STAPLED PREFERRED SECURITIES II (WESTPAC SPS II)

Top 20 holders of Westpac SPS II as at 43 October 20112012

 

 

Number of Westpac SPS II

 

% Held

 

Number of
Westpac SPS II

 

% Held

 

BT Portfolio Services Limited

 

416,340

 

4.58

 

348,610

 

3.84

 

Namrog Investments Pty Limited

 

250,000

 

2.75

 

250,000

 

2.75

 

Invia Custodian Pty Limited

 

234,580

 

2.58

 

199,098

 

2.19

 

UCA Cash Management Fund Limited

 

135,101

 

1.49

 

UBS Wealth Management Australia Nominees Pty Limited

 

133,954

 

1.47

 

Questor Financial Services Limited

 

130,800

 

1.44

 

Navigator Australia Limited

 

129,852

 

1.43

 

Bond Street Custodians Limited

 

158,661

 

1.75

 

116,040

 

1.28

 

UBS Wealth Management Australia Nominees Pty Limited

 

140,445

 

1.55

UCA Cash Management Fund Limited

 

135,101

 

1.49

Navigator Australia Limited

 

129,065

 

1.42

Questor Financial Services Limited

 

128,227

 

1.41

HSBC Custody Nominees (Australia) Limited

 

112,682

 

1.24

 

Avanteos Investments Limited

 

112,498

 

1.24

 

81,529

 

0.90

 

HSBC Custody Nominees (Australia) Limited

 

109,686

 

1.21

BKI Investment Company Limited

 

90,165

 

0.99

Amelvan Pty Limited

 

78,898

 

0.87

 

Perpetual Trustee Company Limited

 

79,499

 

0.88

 

76,564

 

0.84

 

Amelvan Pty Limited

 

78,898

 

0.87

RBC Dexia Investor Services Australia Nominees Pty Limited

 

69,311

 

0.76

 

72,493

 

0.80

 

Nulis Nominees (Australia) Limited

 

65,832

 

0.72

 

70,574

 

0.78

 

Alsop Pty Limited

 

60,000

 

0.66

 

60,000

 

0.66

 

Fortis Clearing Nominees Pty Limited

 

56,476

 

0.62

Dimbulu Pty Limited

 

51,000

 

0.56

 

51,000

 

0.56

 

Domer Mining Company Pty Limited

 

50,000

 

0.55

Domer Mining Co Pty Limited

 

50,000

 

0.55

 

Randazzo C&G Developments Pty Limited

 

50,000

 

0.55

 

50,000

 

0.55

 

Total of top 20 registered holders

 

2,465,784

 

27.15

JP Morgan Nominees Australia Limited

 

48,545

 

0.53

 

BKI Investment Company Limited

 

45,000

 

0.50

 

Total of Top 20 registered holders

 

2,240,740

 

24.67

 

 

Analysis by range of holdings of Westpac SPS II as at 43 October 20112012

 

 

Number of Holders of

 

Number of

 

 

 

 

Number of Holders of

 

 

 

Number of

 

 

Number of Securities

Number of Securities

Westpac SPS II

%

Westpac SPS II

%

Number of Securities

 

Westpac SPS II

 

%

 

Westpac SPS II

 

%

1

1,000

 

12,573

91.50

3,703,863

40.77

1,000

 

12,997

 

91.68

 

3,832,416

 

42.19

1,001

5,000

 

1,018

7.41

2,277,174

25.07

5,000

 

1,033

 

7.29

 

2,283,936

 

25.14

5,001

10,000

 

94

0.68

755,464

8.32

10,000

 

94

 

0.66

 

762,023

 

8.39

10,001

100,000

 

50

0.36

1,473,926

16.23

100,000

 

47

 

0.33

 

1,335,855

 

14.71

100,001 and over

100,001 and over

 

6

0.04

872,851

9.61

100,001 and over

 

6

 

0.04

 

869,048

 

9.57

Totals

 

 

 

13,741

100.00

9,083,278

100.00

 

 

 

14,177

 

100.00

 

9,083,278

 

100.00

 

There were two2 security holders holding less than a marketable parcel ($500) of Westpac SPS II based on a market price of $102.95$102.01 at the close of trading on 43 October 2011.2012.

 

300

2012 WESTPAC GROUP ANNUAL REPORT



SHAREHOLDING INFORMATION

WESTPAC CONVERTIBLE PREFERENCE SHARES (WESTPAC CPS)

Top 20 holders of Westpac CPS as at 3 October 2012

 

 

Number of
Westpac CPS

 

% Held

 

UBS Wealth Management Australia Nomines Limited

 

634,643

 

5.34

 

Navigator Australia Limited

 

167,102

 

1.40

 

UCA Cash Management Fund Limited

 

150,181

 

1.26

 

Questor Financial Services Limited

 

149,583

 

1.26

 

Nulis Nominees (Australia) Limited

 

139,386

 

1.17

 

HSBC Custody Nominees (Australia) Limited

 

135,169

 

1.14

 

BT Portfolio Services Limited

 

132,245

 

1.11

 

JP Morgan Nominees Australia Limited

 

127,740

 

1.07

 

RBC Dexia Investor Services Australia Nominees Pty Limited

 

105,199

 

0.88

 

Namrog Investments Pty Limited

 

100,000

 

0.84

 

M F Custodians Limited

 

78,445

 

0.66

 

Dimbulu Pty Limited

 

70,000

 

0.59

 

Grizzly Holdings Pty Limited

 

63,300

 

0.53

 

Mrs Linda Anne Van Lieshout

 

60,000

 

0.50

 

Eastcote Pty Limited

 

50,000

 

0.42

 

Finot Pty Limited

 

50,000

 

0.42

 

JMB Pty Limited

 

50,000

 

0.42

 

Mr Jason Peterson and Mrs Lisa Peterson

 

50,000

 

0.42

 

Randazzo C&G Developments Pty Limited

 

50,000

 

0.42

 

Bond Street Custodians Limited

 

48,420

 

0.41

 

Total of Top 20 registered holders

 

2,411,413

 

20.26

 

Analysis by range of holdings of Westpac CPS as at 3 October 2012

 

 

Number of Holders of

 

 

 

Number of

 

 

 

Number of Securities

 

Westpac CPS

 

%

 

Westpac CPS

 

%

 

1

1,000

 

 

17,454

 

93.14

 

5,162,157

 

43.40

 

1,001

5,000

 

 

1,121

 

5.98

 

2,694,833

 

22.66

 

5,001

10,000

 

 

93

 

0.50

 

764,737

 

6.43

 

10,001

100,000

 

 

64

 

0.34

 

1,794,897

 

15.09

 

100,001 and over

 

7

 

0.04

 

1,476,981

 

12.42

 

Totals

 

18,739

 

100.00

 

11,893,605

 

100.00

 

There were no security holders holding less than a marketable parcel ($500) of Westpac CPS based on a market price of $99.00 at the close of trading on 3 October 2012.

Voting rights of Westpac SPS, and Westpac SPS II and Westpac CPS

In accordance with the terms of issue, holders of Westpac SPS, and Westpac SPS II and Westpac CPS have no right to vote at any general meeting of Westpac except in the following circumstances:

 

a.    on a proposal:

 

   to reduce the share capital of Westpac;

 

   that affectaffects rights attached to Westpac SPS preference shares;shares, Westpac SPS II preference shares or Westpac CPS (as applicable);

 

   to wind up Westpac; or

 

   for the disposal of the whole of the property, business and undertaking of Westpac.

 

b.    on a resolution to approve the terms of a share buy back agreement, other than a buy back agreement relating to Westpac SPS preference shares;shares, Westpac SPS II preference shares or Westpac CPS (as applicable);

 

c.     during a period in which a dividend (or part of a dividend) in respect of the Westpac SPS preference shares, Westpac SPS II preference shares or Westpac CPS (as applicable) is in arrears; and

 

d.    during the winding up of Westpac.

300Westpac Group



Shareholding information

 

When entitled to vote at a general meeting of Westpac in respect of the matters listed above, holders of Westpac SPS, and Westpac SPS II and Westpac CPS are entitled to exercise one vote on a show of hands and one vote for each Westpac SPS, or Westpac SPS II or Westpac CPS held on a poll.

 

Holders of Westpac SPS, and Westpac SPS II and Westpac CPS have the same rights as the holders of Westpac’s ordinary shares in relation to receiving notices, reports and financial statements, and attending and being heard at all general meetings of Westpac.

 

2012 WESTPAC GROUP ANNUAL REPORT

301



Domicile of ordinary shareholders as at 43 October 20112012

 

 

 

 

 

 

Number of

 

% of

 

 

 

 

 

Number of

 

% of

 

 

Number

 

 

 

Issued Shares

 

Issued Shares

 

Number

 

 

 

Issued Shares

 

Issued Shares

 

 

of Holders

 

% of Holdings

 

and Options

 

and Options

 

of Holders

 

% of Holdings

 

and Options

 

and Options

 

Australia

 

541,297

 

94.61

 

2,978,747,505

 

98.02

 

532,899

 

94.64

 

3,028,215,918

 

98.08

 

New Zealand

 

26,294

 

4.60

 

44,196,481

 

1.44

 

25,770

 

4.58

 

43,644,678

 

1.41

 

United Kingdom

 

1,759

 

0.31

 

3,988,107

 

0.13

 

1,717

 

0.31

 

3,906,999

 

0.13

 

United States

 

590

 

0.10

 

2,037,548

 

0.06

 

578

 

0.10

 

1,985,763

 

0.06

 

Other overseas

 

2,166

 

0.38

 

10,553,633

 

0.35

 

2,108

 

0.37

 

9,728,789

 

0.32

 

Totals

 

572,106

 

100.00

 

3,039,523,274

 

100.00

 

563,072

 

100.00

 

3,087,482,147

 

100.00

 

 

 

 

 

 

 

 

 

 

Domicile of holders of Westpac SPS as at 3 October 2012

Domicile of holders of Westpac SPS as at 3 October 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

Number

 

 

 

Number of Issued

 

% of Issued

 

 

of Holders

 

% of Holdings

 

Westpac SPS

 

Westpac SPS

 

Australia

 

15,162

 

99.93

 

10,354,928

 

99.93

 

New Zealand

 

3

 

0.02

 

1,165

 

0.01

 

United States

 

3

 

0.02

 

5,084

 

0.05

 

Other overseas

 

5

 

0.03

 

1,493

 

0.01

 

Total

 

15,173

 

100.00

 

10,362,670

 

100.00

 

 

 

 

 

 

 

 

 

 

Domicile of holders of Westpac SPS II as at 3 October 2012

Domicile of holders of Westpac SPS II as at 3 October 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number

 

 

 

Number of Issued

 

% of Issued

 

 

of Holders

 

% of Holdings

 

Westpac SPS II

 

Westpac SPS II

 

Australia

 

14,168

 

99.94

 

9,081,060

 

99.97

 

New Zealand

 

6

 

0.04

 

1,600

 

0.02

 

United Kingdom

 

2

 

0.01

 

483

 

0.01

 

United States

 

1

 

0.01

 

135

 

0.00

 

Total

 

14,177

 

100.00

 

9,083,278

 

100.00

 

 

 

 

 

 

 

 

 

 

Domicile of holders of Westpac CPS as at 3 October 2012

Domicile of holders of Westpac CPS as at 3 October 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number

 

 

 

Number of Issued

 

% of Issued

 

 

of Holders

 

% of Holdings

 

Westpac CPS

 

Westpac CPS

 

Australia

 

18,728

 

99.93

 

11,886,069

 

99.94

 

New Zealand

 

1

 

0.01

 

500

 

0.00

 

United Kingdom

 

3

 

0.02

 

1,020

 

0.01

 

United States

 

3

 

0.02

 

220

 

0.00

 

Other overseas

 

4

 

0.02

 

5,796

 

0.05

 

Total

 

18,739

 

100.00

 

11,893,605

 

100.00

 

 

Domicile of holders of Westpac SPS as at 4 October 2011

 

 

 

Number

 

 

 

Number of Issued

 

% of Issued

 

 

of Holders

 

% of Holdings

 

Westpac SPS

 

Westpac SPS

Australia

 

15,460

 

99.95

 

10,356,166

 

99.94

New Zealand

 

3

 

0.02

 

795

 

0.01

United States

 

2

 

0.01

 

4,250

 

0.04

Other overseas

 

3

 

0.02

 

1,459

 

0.01

Total

 

15,468

 

100.00

 

10,362,670

 

100.00

302

2012 WESTPAC GROUP ANNUAL REPORT

 

Domicile of holders of Westpac SPS II as at 4 October 2011

 

 

Number

 

 

 

Number of Issued

 

% of Issued

 

 

of Holders

 

% of Holdings

 

Westpac SPS II

 

Westpac SPS II

Australia

 

13,734

 

99.95

 

9,081,153

 

99.98

New Zealand

 

4

 

0.03

 

1,250

 

0.01

United States

 

1

 

0.01

 

135

 

-

Other overseas

 

2

 

0.01

 

740

 

0.01

Total

 

13,741

 

100.00

 

9,083,278

 

100.00

Annual Report 2011301



 

Market price informationSHAREHOLDING INFORMATION

MARKET PRICE INFORMATION

The principal listing of our ordinary shares is on the ASX. American Depositary Shares (ADS), each representing five ordinary shares, are listed on the NYSE.

 

The tables below set forth, for the calendar periods indicated, the reported high and low market quotations for our ordinary shares on the ASX based on its daily official list and for our ADS on the NYSE.

 

 

 

Per Ordinary Share in A$1

 

Per American Depositary Share in US$1

 

Financial year ending

 

High

 

Low

 

High

 

Low

 

September 2011

 

25.60

 

17.84

 

138.40

 

91.63

 

September 2010

 

28.43

 

20.56

 

133.15

 

87.70

 

September 2009

 

26.74

 

14.40

 

115.44

 

45.90

 

September 2008

 

31.32

 

18.36

 

141.98

 

85.28

 

September 2007

 

28.69

 

22.53

 

125.80

 

84.74

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Ordinary Share in A$

 

Per American Depositary Share in US$

 

Quarter ending

 

High

 

Low

 

High

 

Low

 

2011:

 

 

 

 

 

 

 

 

 

March

 

24.69

 

21.77

 

125.10

 

108.50

 

June

 

25.60

 

21.05

 

138.40

 

111.80

 

September

 

22.32

 

17.84

 

120.08

 

91.63

 

2010:

 

 

 

 

 

 

 

 

 

March

 

28.35

 

26.21

 

128.52

 

97.80

 

June

 

28.43

 

20.60

 

133.15

 

88.26

 

September

 

24.49

 

20.56

 

116.24

 

87.70

 

December

 

23.68

 

21.05

 

121.55

 

102.05

 

2009:

 

 

 

 

 

 

 

 

 

March

 

19.89

 

14.40

 

69.81

 

47.90

 

June

 

20.93

 

18.27

 

81.72

 

68.75

 

September

 

26.74

 

18.76

 

115.44

 

73.79

 

December

 

27.57

 

24.67

 

124.91

 

102.45

 

2008:

 

 

 

 

 

 

 

 

 

March

 

28.19

 

20.34

 

122.50

 

94.45

 

June

 

26.25

 

19.92

 

122.19

 

95.29

 

September

 

24.82

 

18.36

 

108.35

 

85.28

 

December

 

24.10

 

14.59

 

91.35

 

45.90

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Ordinary Share in A$

 

Per American Depositary Share in US$

 

Month ending – 2011

 

High

 

Low

 

High

 

Low

 

September

 

20.88

 

18.61

 

109.89

 

91.63

 

August 

 

21.17

 

17.84

 

112.99

 

93.66

 

July

 

22.32

 

20.39

 

120.08

 

108.86

 

June

 

22.32

 

21.05

 

120.16

 

111.80

 

May

 

24.95

 

21.46

 

135.50

 

115.56

 

April

 

25.69

 

24.17

 

138.40

 

125.81

 

 

 

Per Ordinary Share in A$1

 

Per ADS in US$1

 

Financial year ending

 

High

 

Low

 

High

 

Low

 

September 2012

 

24.99

 

19.00

 

130.63

 

92.34

 

September 2011

 

25.60

 

17.84

 

138.40

 

91.63

 

September 2010

 

28.43

 

20.56

 

133.15

 

87.70

 

September 2009

 

26.74

 

14.40

 

115.44

 

45.90

 

September 2008

 

31.32

 

18.36

 

141.98

 

85.28

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Ordinary Share in A$

 

Per ADS in US$

 

Quarter ending

 

High

 

Low

 

High

 

Low

 

2012:

 

 

 

 

 

 

 

 

 

March

 

22.09

 

19.94

 

114.48

 

102.92

 

June

 

23.07

 

20.00

 

119.00

 

97.71

 

September

 

24.99

 

21.25

 

130.63

 

109.53

 

2011:

 

 

 

 

 

 

 

 

 

March

 

24.69

 

21.77

 

125.10

 

108.50

 

June

 

25.60

 

21.05

 

138.40

 

111.80

 

September

 

22.32

 

17.84

 

120.08

 

91.63

 

December

 

23.55

 

19.00

 

122.85

 

92.34

 

2010:

 

 

 

 

 

 

 

 

 

March

 

28.35

 

26.21

 

128.52

 

97.80

 

June

 

28.43

 

20.60

 

133.15

 

88.26

 

September

 

24.49

 

20.56

 

116.24

 

87.70

 

December

 

23.68

 

21.05

 

121.55

 

102.05

 

2009:

 

 

 

 

 

 

 

 

 

March

 

19.89

 

14.40

 

69.81

 

47.90

 

June

 

20.93

 

18.27

 

81.72

 

68.75

 

September

 

26.74

 

18.76

 

115.44

 

73.79

 

December

 

27.57

 

24.67

 

124.91

 

102.45

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Ordinary Share in A$

 

Per ADS in US$

 

Month ending – 2012

 

High

 

Low

 

High

 

Low

 

September

 

24.95

 

23.50

 

129.67

 

121.70

 

August 

 

24.99

 

23.08

 

130.63

 

121.30

 

July

 

23.39

 

21.25

 

122.35

 

109.53

 

June

 

21.30

 

20.00

 

108.81

 

97.71

 

May

 

23.07

 

20.04

 

118.80

 

98.45

 

April

 

22.75

 

21.66

 

119.00

 

110.99

 

1    A$Australian dollar (A$) market price information is intraday high and low trading prices. $USUS dollar (US$) market price information is closing prices.

 

302Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

303



 

Shareholding information

 

Fees and charges payable by a holder of Westpac ADS

The depositary for Westpac’s ADS program, JPMorgan Chase Bank, N.A. (the Depositary), collects fees for delivery and surrender of ADS directly from investors depositing ordinary shares or surrendering ADS for the purpose of withdrawal or from intermediaries acting for them. The Depositary may also collect fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of the distributable property to pay the fees.

 

The charges of the Depositary payable by investors are as follows:

 

Type of Service

Depositary Actions

Fee

Depositing or substituting
the underlying sharesshares.

Delivery of ADS against the deposit of ordinary shares, including deposits and issuances in respect of:

§<share distributions, stock splits, rights, mergers; and

§<exchange of securities or other transactions or events or other distribution affecting the ADS or deposited securities.

 

US$5.00 or less per 100 ADS (or portion thereof) evidenced by the new ADS delivereddelivered.

Receiving or distributing
cash dividendsdividends.

 

Distribution of cash dividendsdividends.

No fee currently payablepayable.

Withdrawing an underlying ordinary shareshare.

Acceptance of ADS surrendered for withdrawal of deposited ordinary sharesshares.

US$5.00 or less for each 100 ADS (or portion thereof) evidenced by the ADS surrenderedsurrendered.

General depositary services, particularly those charged on an annual basisbasis.

 

Other services performed by the Depositary in administering the ADS programprogram.

No fee currently payablepayable.

Expenses of the DepositaryDepositary.

Expenses incurred on behalf of Holders in connection with:

§<taxes and other governmental charges;

§<cable, telex and facsimile transmission/delivery;

§<transfer or registration fees, if applicable, for the registration of transfers or underlying ordinary shares; and

§<expenses of the Depositary in connection with the conversion of foreign currency into US dollars (which are paid out of such foreign currency).

Expenses payable at the sole discretion of the Depositary by billing holders or by deducting charges from one or more cash dividends or other cash distributionsdistributions.

 

Fees and payments made by the Depositary to Westpac

The Depositary has agreed to reimburse certain Westpac expenses related to Westpac’s ADS program and incurred by Westpac in connection with the program, subject to certain limits. In the year ended 30 September 2011, no2012, amounts were reimbursed to Westpac, or amounts paid on its behalf to third parties by the Depositary. The following table below sets out the types of expenses that the Depositary has agreed to reimburse and the amounts reimbursed in the year ended 30 September 2011.for 2012:

 

 

 

Reimbursed for the Year Ended 30 September 20112012

Category of Expense Reimbursed to Westpac

 

US$’000s

Investor relations

 

-44

NYSE listing fees

 

-37

Total

 

-81

 

Under certain circumstances, including removal of the Depositary or termination of the ADS program by Westpac, Westpac is required to repay the Depositary certain amounts reimbursed and/or expenses paid to or on behalf of Westpac. The Depositary has also agreed to waive certain of its fees for standard costs associated with the maintenance and administration of the ADS program.

 

Annual Report 2011303

304

2012 WESTPAC GROUP ANNUAL REPORT



SHAREHOLDING INFORMATION


Exchange controls and other limitations affecting security holders

Australian exchange controls

Australian laws control and regulate or permit the control and regulation of a broad range of payments and transactions involving non-residents of Australia. Pursuant to a number of exemptions, authorities and approvals, there are no general restrictions from transferring funds from Australia or placing funds to the credit of non-residents of Australia. However, Australian foreign exchange controls are implemented from time to time against proscribedprescribed countries, entities and persons. At the present time, these are:include:

 

a.             withholding taxes in relation to remittances or dividends (to the extent they are unfranked) and interest payments;

 

b.             the financial sanctions administered by the RBADepartment of Foreign Affairs and Trade (DFAT) in accordance with the Banking (Foreign Exchange)Autonomous Sanctions Act 2011 and the Autonomous Sanctions Regulations 1959,2011, specifically, in relation to transactions involving the transfer of funds or payments to, by the order of, or on behalf of specified:of:

 

        supporters of the former Federal Republic of Yugoslavia (the Milosevic regime);

 

        ministers and senior officialspersons or entities associated with activities that seriously undermine democracy, respect for human rights and the Mugabe regimerule of law in Zimbabwe;

 

        certain entities and an individualindividuals associated with the Democratic People’s Republic of Korea;

 

        specified Iranian entities and persons;

 

        certain individuals and entities associated with the former Qadhafi regime in Libya;

figures, supporters and associates of the Burmese regime; and

 

        certain individuals and entities associated with the Syrian regime,

 

which are prohibited without the prior approval of the RBA.Minister for Foreign Affairs.

 

c.              the United Nations Security Council (UNSC) financial sanctions administered by the Department of Foreign Affairs and Trade (DFAT)DFAT including:

 

        Terrorist Asset Freezing Regime
In accordance with the Charter of the United Nations Act 1945 and the Charter of the United Nations (Dealings with Assets) Regulations 2008, a person is prohibited from using or dealing with funds, financial assets or economic resources of persons or entities listed as terrorists by the Minister for Foreign Affairs in the Commonwealth of Australia Gazette. It is also a criminal offence to make assets available to such persons or entities.

 

        Country-based sanctions
Under the Charter of the United Nations Act 1945 and associated regulations, UNSC financial sanctions have been implemented. It is an offence to use or deal with funds, financial assets or economic resources of persons or entities associated with certain countries designated by the UNSC. It

is also a criminal offence to make assets available to such persons or entities.

 

Limitations affecting security holders

The following Australian laws impose limitations on the right of non-residents or non-citizens of Australia to hold, own or vote Westpac shares. All these limitations apply to the holders of the American Depositary Receipts (ADR)ADRs evidencing ADS, issued by our Depositary in the United States.

 

Foreign Acquisitions and Takeovers Act 1975

Acquisitions of interests in shares in Australian companies by foreign interests are subject to review and approval by the Treasurer of Australia under the Australian Government’s foreign investment policy, and where required, the Foreign Acquisitions and Takeovers Act 1975 (Cth). That legislation applies to any acquisition by a foreign person, including a corporation or group of associated foreign persons, which results in ownership of 15% or more of the issued shares of an Australian company or the ability to control 15% or more of the total voting power. In addition, the legislation applies to any acquisition by a foreign person that would result in non-associated foreign persons having, together with any associate or associates of any of them, in the aggregate, 40% or more of the total voting power or ownership of an Australian company. The legislation requires any persons proposing to make any such acquisition to first notify the Treasurer of their intention to do so. Where such an acquisition has already occurred, the Treasurer has the power to order divestment.

 

Financial Sector (Shareholdings) Act 1998

The Financial Sector (Shareholdings) Act 1998 (Cth) imposes restrictions on shareholdings in Australian financial sector companies (which includes Westpac). Under that legislation a person (including a corporation) may not hold more than a 15% ‘stake’ in a financial sector company without prior approval from the Treasurer of Australia. A person’s stake in a financial sector company is equal to the aggregate of the person’s voting power in the company and the voting power of the person’s associates. The concept of voting power is very broadly defined. The Treasurer may approve a higher percentage stake if the Treasurer is satisfied that it is in the national interest to do so.

 

In addition, even if a person’s stake in a financial sector company does not exceed the 15% limit, the Treasurer has the power to declare that a person has ‘practical control’ of a financial sector company and require the person to relinquish that control or reduce their stake in that company.company.


 

2012 WESTPAC GROUP ANNUAL REPORT

305




Corporations Act 2001

The Corporations Act 2001 (Cth) prohibits any person (including a corporation) from acquiring a relevant interest in our voting shares if, after the acquisition, that person or any other person would be entitled to exercise more than 20% of the voting power in our shares. The prohibition is subject to certain limited exceptions. In addition, under the Corporations Act, anya person who begins to have, or ceases to have, a substantial holding in us, or if any person already has a substantial holding and there is a movement of at least 1% in their holding, is required to give a notice to us and to the ASX providing certain prescribed information, including their name, and address and details of their relevant interests in our voting shares.shares if they begin to have, or cease to have, a substantial holding in us, or if they already have a substantial holding and there is a movement of at least 1% in their holding. Such notice must, generally, be provided within two business days.days after the person becomes aware of that information.


304Westpac Group



Shareholding information

 


A person will have a substantial holding if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. The concepts of ‘associate’ and ‘relevant interest’ are broadly defined in the Corporations Act and investors are advised to seek their own advice on their scope. In general terms, a person will have a relevant interest in a share if they:

 

a.             are the holder of that share;

 

b.             have power to exercise, or control the exercise of, a right to vote attached to that share; or

 

c.              have power to dispose of, or control the exercise of a power to dispose of, that share.

 

It does not matter how remote the relevant interest is or how it arises. If two or more persons can jointly exercise any one of these powers, each of them is taken to have that power. Nor does it matter that the power or control is express or implied, formal or informal, exercisable either alone or jointly with someone else.

 

The American Depositary Receipts agreement

The Deposit Agreement among JPMorgan Chase Bank of New York as Depositary, and us, and the record holders from time to time of all ADRs, applies all of the provisions of our Constitution to ADR holders. Record holders of ADRs are required by the Deposit Agreement to comply with our requests for information as to the capacity in which such holders own ADRs and related ordinary shares as well as to the identity of any other person interested in such ADRs and related ordinary shares and the nature of such interest.

 

Enforceability of foreign judgments in Australia

We are an Australian public corporation with limited liability. All of our Directors and Executive Officers reside outside the US. Substantially all or a substantial portion of the assets of all or many of such persons are located outside the US. As a result, it may not be possible for investors to effect service of process within the US upon such persons or to enforce against them judgments obtained in US courts predicated upon the civil liability provisions of the federal securities laws of the US. There may be doubt as to the enforceability in Australia, in original actions or in actions for enforcement of judgments of US courts, of civil liabilities predicated upon the federal securities laws of the US.

Taxation

Australian taxation

The following discussion is a summary of certain Australian taxation implications of the ownership and disposition of ordinary shares (including ADS) for shareholders holding their shares on capital account. This discussion is based on the laws in force at the date of the Annual Report and the Convention between the Government of Australia and the Government of the United States of America for the Avoidance of Double Taxation and The Prevention of Fiscal Evasion with respect to Taxes on Income (the Tax Treaty), and is subject to any changes in Australian law and any change in the Tax Treaty occurring after that date.

 

This discussion is intended only as a descriptive summary and does not purport to be a complete analysis of all the potential Australian tax implications of owning and disposing of ordinary shares. The specific tax position of each investor will determine the applicable Australian income tax implications for that investor and we recommend that investors consult their own tax advisers concerning the implications of owning and disposing of ordinary shares.

 

Taxation of dividends

Under the Australian dividend imputation system, Australian tax paid at the company level is imputed (or allocated) to shareholders by means of imputation credits which attach to dividends paid by the company to the shareholder. Such dividends are termed ‘franked dividends’.

 

When an Australian resident individual shareholder receives a franked dividend, the shareholder receives a tax offset to the extent of the franking credits, which can be offset against the Australian income tax payable by the shareholder. An Australian resident shareholder may, in certain circumstances, be entitled to a refund of excess franking.

 

The extent to which a dividend is franked typically depends upon a company’s available franking credits at the time of payment of the dividend. Accordingly, a dividend paid to a shareholder may be wholly or partly franked or wholly unfranked.

 

Fully franked dividends paid to non-resident shareholders are exempt from Australian dividend withholding tax. Dividends paid to a non-resident shareholder which are not fully franked are subject to dividend withholding tax at the rate of 30% (unless reduced by a double tax treaty) to the extent they are unfranked. In the case of residents of the US, the rate is reduced to 15% under the Tax Treaty, provided the shares are not effectively connected with a permanent establishment or a fixed base of a non-resident in Australia through which the non-resident carries on business in Australia or provides independent personal services. In the case of residents of the US that have a permanent establishment or fixed base in Australia where the shares in respect of which the dividends are paid are attributable to that permanent establishment or fixed base, there is no dividend withholding tax. Rather, such dividends will be taxed on a net assessment basis and, where the dividends are franked, entitlement to a tax offset may arise.


 

306

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011305



 

SHAREHOLDING INFORMATION


Fully franked dividends paid to non-resident shareholders and dividends that have been subject to dividend withholding tax should not be subject to any further Australian income tax.

 

There are circumstances where a shareholder may not be entitled to the benefit of franking credits. The application of these rules depend upon the shareholder’s own circumstances, including the period during which the shares are held and the extent to which the shareholder is ‘at risk’ in relation to their shareholding.

 

Gain or loss on disposition of shares

Generally, any profit made by a resident shareholder on disposal of shares will be subject to capital gains tax. However, if the shareholder is regarded as a trader or speculator, or carries on a business of investing for profit, any profits may be taxed as ordinary income.

 

A discount may be available on capital gains on shares held for 12 months or more by individuals, trusts or complying superannuation entities. The discount is one half for individuals and trusts, and one third for complying superannuation entities. Companies are not eligible for the capital gains tax discount. For shares acquired prior to 1 October 1999, an alternative basis of calculation of the capital gain may be available which allows the use of an indexation formula.

 

Normal rates of income tax would apply to capital gains so calculated. Any capital loss can only be offset against capital gains. Excess capital losses can be carried forward for offset against future capital gains.

 

Generally, subject to two exceptions, a non-resident disposing of shares in an Australian public company will be free from income tax in Australia. The main exceptions are:

 

§                   shares held as part of a trade or business conducted through a permanent establishment in Australia. In such a case, any profit on disposal would be assessable to ordinary income tax. Losses would constitute an allowable deduction; and

 

§                   shares held in public companies where the shareholder and its associates have held (for at least 12 months in the 24 months prior to disposal) a holding of 10% or more in the company and more than 50% of the company’s assets are represented by interests in Australian real property (which is unlikely to be the case for Westpac). In such a case, capital gains tax would apply.

United States taxation

The following discussion is a summary of certain United StatesUS federal income tax implications of the ownership and dispositionsdisposition of ordinary shares (including ADS) by US holders (as defined below) that hold the ordinary shares as capital assets. This discussion is based on the US Internal Revenue Code of 1986, as amended (the Code), its legislative history, existing and proposed regulations, published rulings and court decisions, and the Tax Treaty, all as currently in effect and all of which are subject to change, possibly on a retroactive basis.

 

This discussion is intended only as a descriptive summary. It does not purport to be a complete analysis of all the potential United StatesUS federal income tax consequences of owning and disposing of ordinary shares and does not address United StatesUS federal income tax considerations that may be relevant to US holders subject to special treatment under United StatesUS federal income tax law (such as banks, insurance companies, real estate investment trusts, regulated investment companies, dealers in securities, tax-exempt entities, retirement plans, certain former citizens or residents of the United States,US, persons holding ordinary shares as part of a straddle, hedge, conversion transaction or other integrated investment, persons that have a ‘functional currency’ other than the US dollar, persons that own 10% or more (by voting power) of our stock, or persons that generally mark their securities to market for United StatesUS federal income tax purposes)purposes or persons that receive ordinary shares as compensation). WeAs this is a complex area, we recommend investors consult their own tax advisers concerning the US federal, state and/or local implications of owning and disposing of ordinary shares.

 

For purposes of this discussion you are a US holder if you are a beneficial owner of ordinary shares and you are for United StatesUS federal income tax purposes:

 

§                   an individual that is a citizen or resident of the United States;US;

 

§                   a corporation created or organised in or under the laws of the United StatesUS or any state thereof or the District of Columbia;

 

§                   an estate, the income of which is subject to United StatesUS federal income taxation regardless of its source; or

 

§                   a trust, if a United StatesUS court can exercise primary supervision over the trust’s administration and one or more United StatesUS persons are authorised to control all substantial decisions of the trust, or certain electing trusts that were in existence on 19 August 1996 and were treated as domestic trusts on that date.

.

If an entity treated as a partnership for United StatesUS federal income tax purposes owns the ordinary shares, the United StatesUS federal income tax implications of the ownership and disposition of ordinary shares will generally depend upon the status and activities of such partnership and its partners. Such an entity should consult its own tax adviser concerning the United StatesUS federal income tax implications to it and its partners of owning and disposing of ordinary shares.


 

2012 WESTPAC GROUP ANNUAL REPORT

307

306Westpac Group



 


Shareholding information

 


Taxation of dividends

Under the United States federal income tax laws, ifIf you are a US holder, you must include in your gross income as a dividend, the gross amount of any distributions paid by us out of our current or accumulated earnings and profits (as determined for United StatesUS federal income tax purposes) without reduction for any Australian tax withheld from such distribution. If you are a non-corporate US holder, dividends paid to you in taxable years beginning on or before 31 December 2012 that constitute qualified dividend income generally will be taxable to you at a maximum tax rate of 15% so long as certain holding period and other requirements are met. Dividends we pay with respect to the ordinary shares generally will be qualified dividend income. Each non-corporate US holder should consult itstheir own tax advisor regarding the possible applicability of the reduced tax rate and the related restrictions and special rules.

 

Dividends paid by us constitute ordinary income that must generally be included in income when actually or constructively received. Such dividends will not be eligible for the dividends-received deduction generally allowed to corporate shareholders with respect to dividends received from US corporations. The amount of the dividend that you must include in your income as a US holder will be the US dollar value of the Australian dollar payments made, determined at the spot Australian dollar/US dollar rate on the date the dividend distribution is included in your income, regardless of whether the payment is in fact converted into US dollars. Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date you include the dividend payment in income to the date you convert the payment into US dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. This gain or loss generally will be income from sources within the United StatesUS for foreign tax credit limitation purposes. Distributions on an ordinary share in excess of current and accumulated earnings and profits, as determined for United StatesUS federal income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in such ordinary share and thereafter as capital gain.

 

Subject to certain limitations, the Australian tax withheld in accordance with the Tax Treaty and paid over to Australia will be creditable against your United StatesUS federal income tax liability. Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to the maximum 15% tax rate. A US holder that does not elect to claim a US foreign tax credit for Australian income tax withheld may instead claim a deduction for such withheld tax, but only for a taxable year in which the US holder elects to do so with respect to all non-US income taxes paid or accrued in such taxable year.

 

Dividends we pay generally will be income from sources outside the United StatesUS for foreign tax credit limitation purposes. Under the foreign tax credit rules, dividends will, depending on your circumstances, be ‘passive category’ or ‘general category’ income for purposes of computing the foreign tax credit.

 

The rules relating to US foreign tax credits are very complex, and each US holder should consult itstheir own tax adviser regarding the application of such rules.

Taxation of capital gains

If you sell or otherwise dispose of your ordinary shares, you will generally recognise capital gain or loss for United StatesUS federal income tax purposes equal to the difference between the US dollar value of the amount that you realise and your tax basis, determined in US dollars, in your ordinary shares. Capital gain of a non-corporate US holder is generally taxed at a maximumreduced rate of 15% if recognised before 1 January 2013 if the holder has a holding period greater than one year. The deductibility of capital losses is subject to limitations. Such capital gain or loss generally will be income from sources within the United States,US, for foreign tax credit limitation purposes.

 

Passive foreign investment company considerations

We believe that we will not be treated as a passive foreign investment company (PFIC) for United StatesUS federal income tax purposes, and this discussion assumes we are not a PFIC. However, the determination as to whether we are a PFIC is made annually at the end of each taxable year and therefore could change. If we were to be treated as a PFIC, a US holder of ordinary shares could be subject to certain adverse tax consequences.

 

Disclosure requirements for specified foreign financial assets

Individual US holders (and certain US entities specified in US Internal Revenue Service (IRS) guidance) who, during any taxable year, hold any interest in any specified foreign financial asset, generally will be required to file with their US federal income tax returns a statement setting forth certain information on IRS Form 8938 if the aggregate value of all such assets exceeds US$50,000.certain specified amounts. ‘Specified foreign financial asset’ generally includes any financial account maintained with a non-US financial institution and may also include the ordinary shares if they are not held in an account maintained with a US financial institution. Substantial penalties may be imposed, and the period of limitationlimitations on assessment and collection of US federal income taxes may be extended, in the event of a failure to comply. US holders should consult their own tax advisers as to the possible application to them of this filing requirement.

 

Information reporting and backup withholding

Under certain circumstances, information reporting and/or backup withholding may apply to US holders with respect to payments on or the proceeds from the sale, exchange or other disposition of the ordinary shares, unless an applicable exemption is satisfied. US holders that are corporations generally are excluded from information reporting and backup withholding.

 

Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a refund or credit against a US holder’s United StatesUS federal income tax liability if the required information is furnished by the US holder on a timely basis to the IRS.


 

308

2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011307



 

Additional informationADDITIONAL INFORMATION


Our constitution

OUR CONSTITUTION

Overview

We were incorporated in 1850 under the Bank of New South Wales Act, a special piece of legislation passed by the New South Wales Parliament at a time when there was no general companies’ legislation in Australia. On 23 August 2002, Westpac became registered under the Corporations Act 2001 (Cth) as a public company limited by shares.

 

As part of the process of becoming a company regulated under the Corporations Act, shareholders adopted a new constitution at the AGM on 15 December 2000, which came into operation on 23 August 2002 and was subsequently amended by shareholders on 15 December 2005 and 13 December 2007.

 

Our objects and purposes

Our constitution does not contain a statement of our objects and purposes. As a company regulated by the Corporations Act, we have the legal capacity and powers of an individual both within and outside Australia, and all the powers of a body corporate, including the power to issue and cancel shares, to issue debentures, to distribute our property among our equity holders (either in kind or otherwise), to give security by charging our uncalled capital, to grant a floating charge over our property and to do any other act permitted by any law.

Directors’ voting powers

Under clause 9.11(a) of our constitution, subject to complying with the Corporations Act regarding disclosure of and voting on matters involving material personal interests, our Directors may:

 

a.             hold any office or place of profit in our company, except that of auditor;

 

b.             hold any office or place of profit in any other company, body corporate, trust or entity promoted by our company or in which it has an interest of any kind;

 

c.              enter into any contract or arrangement with our company;

 

d.             participate in any association, institution, fund, trust or scheme for past or present employees or Directors of our company or persons dependent on or connected with them;

 

e. ��    act in a professional capacity (or be a member of a firm that acts in a professional capacity) for our company, except as auditor; and

 

f.                participate in, vote on and be counted in a quorum for any meeting, resolution or decision of the Directors and be present at any meeting where any matter is being considered by the Directors.

 

Under clause 9.11(b) of our constitution, a Director may do any of the above despite the fiduciary relationship of the Director’s office:

 

a.             without any liability to account to our company for any direct or indirect benefit accruing to the Director; and

b.without affecting the validity of any contract or arrangement.

Under the Corporations Act,, however, a Director who has a material personal interest in any matter to be considered at any Board meeting must not be present while the matter is being considered or vote on the matter, unless the other Directors resolve to allow that Director to be present and vote or a declaration is made by the ASIC permitting that Director to participate and vote. These restrictions do not apply to a limited range of matters set out in section 191 of the Corporations Act,, where the Director’s interest:

 

a.             arises because the Director is a shareholder of the company in common with other shareholders;

 

b.             arises in relation to the Director’s remuneration as a Director of the company;

 

c.              relates to a contract the company is proposing to enter into that is subject to shareholder approval and will not impose obligations on the company if not approved by shareholders;

 

d.             arises merely because the Director is a guarantor or has given an indemnity or security for all or part of a loan (or proposed loan) to the company;

 

e.             arises merely because the Director has a right of subrogation in relation to a guarantee or indemnity referred to in (d);

 

f.                relates to a contract that insures, or would insure, the Director against liabilities the Director incurs as an officer of the company (but only if the contract does not make the company or related body corporate the insurer);

 

g.             relates to any payment by the company or a related body corporate in respect of certain indemnities permitted by the Corporations Act or any contract relating to such an indemnity; or

 

h.             is in a contract or proposed contract with, or for the benefit of, or on behalf of, a related body corporate and arises merely because the Director is a Director of that related body corporate.

 

If there are not enough Directors to form a quorum for the board meeting because of the interest of Directors in a particular matter, a general meeting for shareholders may be called to consider the matter and interested Directors are entitled to vote on any proposal to requisition such a meeting.

 

Under clause 9.7 of our constitution, the maximum aggregate amount of annual remuneration to be paid to our Non-executive Directors must be approved by our shareholders. This aggregate amount is paid to the Non-executive Directors in such manner as the Board from time to time determines. Directors’ remuneration is one of the exceptions under section 191 of the Corporations Act to the prohibitions against being present and voting on any matter in which a Director has a material personal interest.


b.without affecting the validity of any contract or arrangement.

308Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

309



 

Additional information

 


Directors’ borrowing powers

Clause 10.2 of our constitution empowers our Directors, as a Board, to exercise all the powers of Westpac to borrow or raise money, to charge any property or business of Westpac or all or any of its uncalled capital and to issue debentures or give any other security for a debt, liability or obligation of Westpac or of any other person. Such powers may only be changed by amending the constitution, which requires a special resolution (that is, a resolution passed by at least 75% of the votes cast by members entitled to vote on the resolution and notice of which has been given in accordance with the Corporations Act)Act).

 

Minimum number of Directors

Our constitution requires that the minimum number of Directors is determined in accordance with the Corporations Act or other regulations. Currently the Corporations Act prescribes three as a minimum number of Directors and APRA governance standards specify five as the minimum number of Directors for APRA regulated entities. Westpac’s current number of Directors is above these prescribed minimums.

Share rights

The rights attaching to our ordinary shares are set out in the Corporations Act and in our constitution, and may be summarised as follows:

a)      Profits and dividends

Holders of ordinary shares are entitled to receive such dividends on those shares as may be declared by our Directors from time to time. Dividends that are paid but not claimed, may be invested by our Directors for the benefit of Westpac until required to be dealt with in accordance with any law relating to unclaimed monies.

 

Our constitution requires that dividends be paid out of our profits. In addition, under the Corporations Act,, Westpac must not pay a dividend unless our assets exceed our liabilities immediately before the dividend is declared and the excess is sufficient for payment of the dividend. In addition, the payment must be fair and reasonable to the company’s shareholders and must not materially prejudice our ability to pay our creditors.

 

Subject to the Corporations Act,, the constitution, the rights of persons (if any) entitled to shares with special rights to dividend and any contrary terms of issue of or applying to any shares, our Directors may determine that a dividend is payable, fix the amount and the time for payment and authorise the payment or crediting by Westpac to, or at the direction of, each shareholder entitled to that dividend.

 

If any dividends are returned unclaimed, we are generally obliged, under the Unclaimed Money Act 1995 (NSW), to hold those amounts as unclaimed monies for a period of six years. If at the end of that period the monies remain unclaimed by the shareholder concerned, we must remit by 31 October in each year those monies to the Office of State Revenue. Upon such payment being made, we are discharged from further liability in respect of that amount.

Our Directors may, before paying any dividend, set aside out of our profits such sums as they think proper as reserves, to be applied, at the discretion of our Directors, for any purpose for which the profits may be properly applied. Our Directors may carry forward so much of the profits remaining as they consider ought not to be distributed as dividends without transferring those profits to a reserve.

 

The following restrictions apply to our ability to declare and/or pay dividends:

 

i)(i)            if the payment of the dividend would breach or cause a breach by us of applicable capital adequacy or other supervisory requirements of APRA. Currently, one such requirement is that a dividend should not be paid without APRA’s prior consent if payment of that dividend, after taking into account all other dividends (if any) paid on our shares and payments on more senior capital instruments, in the financial year to which they relate, would cause the aggregate of such dividend payments to exceed our after tax earnings for the financial year, as reflected in our relevant audited consolidated financial statements; and

 

ii)(ii)         if, under the Banking Act 1959 (Cth), we are directed by APRA not to pay a dividend; and

 

iii)(iii)      if the declaration or payment of the dividend would result in us becoming insolvent.

b)      Voting rights

Holders of our fully paid ordinary shares have, at general meetings (including special general meetings), one vote on a show of hands and, upon a poll, one vote for each fully paid share held by them.

c)      Voting and re-election of Directors

Under our constitution, at each AGM one-third of oureligible Directors (or if their number is not a multiple of three, the number nearest to one-third) and any other Director who has held office for three years or more since the Director’s last election, must retire from office. In determining the number of Directors to retire, no account is to be taken of a Director who holds office in order to fill a casual vacancy or the Managing Director. A retiring Director holds office until the conclusion of the meeting at which that Director retires but is eligible for re-election at the meeting.

 

Under the ASX Listing Rules, no Executive or Non-executive Director of a listed entity, apart from the Managing Director, may continue to hold office, without offering himself or herself for re-election, past the third AGM following their appointment or three years, whichever is the longer.

 

Under the Corporations Act,, the election or re-election of each Director by shareholders at a general meeting of a public company must proceed as a separate item, unless the shareholders first resolve that the elections or re-elections may be voted on collectively. A resolution to allow collective voting in relation to elections or re-elections is effective only if no votes are cast against that resolution. Any resolution electing or re-electing two or more Directors in contravention of this requirement is void.


 

Annual Report 2011309

310

2012 WESTPAC GROUP ANNUAL REPORT



ADDITIONAL INFORMATION

 


d)      Winding up

Subject to any preferential entitlement of holders of preference shares on issue at the relevant time, holders of our ordinary shares are entitled to share equally in any surplus assets if we are wound up.

e)      Sinking fund provisions

We do not have any class of shares on issue that is subject to any sinking fund provisions.

Variation of rights attaching to our shares

Under the Corporations Act,, unless otherwise provided by the terms of issue of a class of shares, the terms of issue of a class of shares in Westpac can only be varied or cancelled in any way by a special resolution of Westpac and with either the written consent of our shareholders holding at least three quarters of the votes in that class of shares or with the sanction of a special resolution passed at a separate meeting of the holders of that class of shares.

Convening general meetings

Under our constitution, our Directors may convene and arrange to hold a general meeting of Westpac whenever they think fit and must do so if required to do so under the Corporations Act and ASX Listing Rules. Under the Corporations Act,, our Directors must call and arrange to hold a general meeting of Westpac if requested to do so by our shareholders who hold at least 5% of the votes that may be cast at the general meeting or 100 shareholders entitled to vote at the meeting. Shareholders who hold at least 5% of the votes that may be cast at a general meeting may also call and arrange to hold a general meeting of Westpac at their own expense.

 

At least 28 days notice must be given of a meeting of our shareholders. Written notice must be given to all shareholders entitled to attend and vote at the meeting. All ordinary shareholders are entitled to attend and, subject to the constitution and the Corporations Act,, to vote at general meetings of Westpac.

Limitations on securities ownership

A number of limitations apply in relation to the ownership of our shares, and these are more fully described in the section ‘Limitations affecting security holders’.

Change in control restrictions

Restrictions apply under the Corporations Act,, the Financial Sector (Shareholdings) Act 1998 and the Foreign Acquisitions and Takeovers Act 1975.

 

For more detailed descriptions of these restrictions, refer to the sections ‘Limitations affecting security holders’, Foreign Acquisitions and Takeovers Act 1975, Financial Sector (Shareholdings) Act 1998, and Corporations Act 2001.

Substantial shareholder disclosure

There is no provision in our constitution that requires a shareholder to disclose the extent of their ownership of our shares.

 

Under the Corporations Act,, however, any person who begins or ceases to have a substantial holding of our shares must notify us within two business days after they become aware of that information. A further notice must be given to us if there is an increase or decrease of 1% in a person’s substantial holding. Copies of these notices must also be given to the ASX. A person has a substantial holding of our shares if the total votes attached to our voting shares in which they or their associates have relevant interests is 5% or more of the total number of votes attached to all our voting shares. For more details, refer to the section Corporations‘Corporations Act 2001’.

 

We also have a statutory right under the Corporations Act to trace the beneficial ownership of our shares by giving a direction to a shareholder, or certain other persons, requiring disclosure to us of, among other things, their own relevant interest in our shares and the name and address of each other person who has a relevant interest in those shares, the nature and extent of that interest and the circumstances that gave rise to that other person’s interest. Such disclosure must, except in certain limited circumstances, be provided within two business days after the direction is received.

Australian Company and Business Numbers

All Australian companies have a unique nine-digit identifier, referred to as an Australian Company Number (ACN), which must be included on public documents, eligible negotiable instruments and the company’s common seal. In addition, entities can apply for registration on the Australian Business Register and be allocated a unique eleven-digit identifier known as an Australian Business Number (ABN). For Australian companies, the last nine digits of their ABN are identical to their ACN. The ABN may be quoted on documents in lieu of the ACN.

 

Our ACN is 007 457 141 and our ABN is 33 007 457 141.

Documents on display

We are subject to the disclosure requirements of the US Securities Exchange Act of 1934, as amended. In accordance with these requirements, we file Annual Reports with, and furnish other information to, the United States SEC. These materials and other information furnished by us, may be inspected and copied at the SEC’s Conventional and Electronic Reading Room at 100 F Street, N.E., Room 1580, Washington, D.C. 20549 at prescribed rates. The public may obtain information on the operation of the SEC’s Conventional and Electronic Reading Room by calling the SEC in the United States at 1-800-SEC-0330. The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the SEC. Since April 2002, we have filed our reports on Form 20-F and have furnished other information to the SEC in electronic format which may be accessed through this website.


 

310Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

311



 


Additional information

Exchange rates

EXCHANGE RATES

For each of the years indicated, the high, low, average and year-end noon buying rates1 for Australian dollars were:

 

 

Year Ended 30 September

 

 

Year Ended 30 September

 

 

2012²

 

2011

 

2010

 

2009

 

2008

 

2007

 

 

2013²

 

2012

 

2011

 

2010

 

2009

 

2008

 

 

(US$ per A$1.00)

 

 

(US$per A$1.00)

 

High

 

1.0707

 

1.1026

 

0.9714

 

0.8824

 

0.9797

 

0.8855

 

 

1.0397

 

1.0806

 

1.1026

 

0.9714

 

0.8824

 

0.9797

 

Low

 

0.9453

 

0.9594

 

0.8172

 

0.6073

 

0.7831

 

0.7434

 

 

1.0188

 

0.9453

 

0.9594

 

0.8172

 

0.6073

 

0.7831

 

Average3

 

n/a

 

1.0318

 

0.9003

 

0.7400

 

0.9065

 

0.8163

 

 

n/a

 

1.0371

 

1.0318

 

0.9003

 

0.7400

 

0.9065

 

Close (on 30 September)4

 

n/a

 

0.9744

 

0.9640

 

0.8824

 

0.7904

 

0.8855

 

 

n/a

 

1.0388

 

0.9744

 

0.964

 

0.8824

 

0.7904

 

 

For each of the months indicated, the high and low noon buying rates for Australian dollars were:

 

 

Month        

 

 

October

 

September

 

August

 

July

 

June

 

May

 

 

October

 

September

 

August

 

July

 

June

 

May

 

 

2011²

 

2011

 

2011

 

2011

 

2011

 

2011

 

 

2012²

 

2012

 

2012

 

2012

 

2012

 

2012

 

 

(US$ per A$1.00)

 

 

(US$per A$1.00)

 

High

 

1.0707

 

1.0750

 

1.0930

 

1.1026

 

1.0737

 

1.0970

 

 

1.0397

 

1.0561

 

1.0591

 

1.0522

 

1.0236

 

1.0345

 

Low

 

0.9453

 

0.9744

 

1.0192

 

1.0565

 

1.0439

 

1.0496

 

 

1.0188

 

1.0195

 

1.0301

 

1.0131

 

0.9688

 

0.9709

 

1The noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank of New York.

2Through to 26 October 2012. On 26 October 2012, the noon buying rate was A$1.00 = US$1.0358.

3The average is calculated by using the average of the exchange rates on the last day of each month during the period.

4The noon buying rate at such date may differ from the rate used in the preparation of our consolidated financial statements at such date. Refer to Note 1(a)(vi) to the financial statements.

 

1

The noon buying rate in New York City for cable transfers in Australian dollars as certified for customs purposes by the Federal Reserve Bank of New York.

 

 

2312

Through to 28 October 2011. On 28 October 2011, the noon buying rate was A$1.00 = US$1.0707.

 

3

The average is calculated by using the average of the exchange rates on the last day of each month during the period.

4

The noon buying rate at such date may differ from the rate used in the preparation of our consolidated financial statements at such date. Refer to Note 1(a)(vi) to the financial statements.2012 WESTPAC GROUP ANNUAL REPORT

Annual Report 2011311



 

SignaturesADDITIONAL INFORMATION

 

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorised the undersigned to sign this Annual Report on its behalf.

 

WESTPAC BANKING CORPORATION

 

By:

/s/ Les Vance

Les Vance

Authorised Representative

Dated November 11, 2011

312    Westpac Group



Information for shareholders

Financial calendar

Annual General Meeting

Record date for final ordinary share dividend

11 November 20111

The Westpac Annual General Meeting (AGM) will be held in the Bayside Auditorium, Level 1, at the Sydney Convention & Exhibition Centre, Darling Drive, Darling Harbour, on Wednesday, 14 December 2011, commencing at 10:00am.

The AGM will be webcast live on the internet at www.westpac.com.au/investorcentre and an archived version of the webcast will be placed on the website to enable the AGM proceedings to be viewed at a later time.

Annual General Meeting

14 December 2011Rebecca Lim

 

 

 

 

Final ordinary share dividend payableRebecca Lim

19 December 2011

Authorised Representative

Dated November 5, 2012

 

 

2012 WESTPAC GROUP ANNUAL REPORT

313

 



INFORMATION FOR SHAREHOLDERS

Record date for Westpac SPS and SPS II quarterly distribution

23 December 2011

FINANCIAL CALENDAR

 

 

Payment date for Westpac SPS and SPS II quarterly distribution

3 January 2012

Record date for Westpac SPS and SPS II quarterly distribution

23 March 2012

 

 

 

 

 

 


Half Year end

31 March 2012

Westpac ordinary shares

 

 

 

Record date for final ordinary share
dividend

15 November 20121

 

 

Payment date for Westpac SPS and SPS II quarterly distributionAnnual General Meeting

2 April13 December 2012

 

 

Final ordinary share dividend payable

20 December 2012

 

 

Half Year end

31 March 2013

 

 

Interim results and ordinary share dividend announcement

3 May 2012

2013

 

 

Record date for interim ordinary share dividend

1817 May 201220132,3

Record date for Westpac SPS and SPS II quarterly distribution

22 June 2012

Payment date for Westpac SPS and SPS II quarterly distribution

2 July 2012

 

 

Interim ordinary share dividend payable

2 July 201220133

Record date for Westpac SPS and SPS II quarterly distribution

22 September 2012

 

 

Year end

30 September 2012

2013

Payment date for Westpac SPS and SPS II quarterly distribution

2 October 2012

 

 

Final results and ordinary share
dividend announcement

54 November 2012

2013

 

 

Record date for final ordinary share dividend

1514 November 201220134,5

 

 

Annual General Meeting

13 December 201220136

 

 

Final dividend payable

2019 December 201220134

1Record date for 2012 final ordinary share dividend in New York – 14 November 2012.

2Record date for 2013 interim ordinary share dividend in New York – 16 May 2013.

3Dates will be confirmed at the time of announcing the 2013 interim results.

4Dates will be confirmed at the time of announcing the 2013 final results.

5Record date for 2013 final ordinary share dividend in New York – 13 November 2013.

6Details regarding the location of this meeting and the business to be dealt with will be contained in the separate Notice of Meeting sent to shareholders in November 2013.

Westpac Convertible Preference Shares (Westpac CPS)

 

 

1

Record date for 2011 final ordinary shareMarch 2013
semi-annual dividend in New York – 10 November 2011.

22 March 2013

 

Payment date for March 2013

2 April 2013

semi-annual dividend

Record date for September 2013

20 September 2013

semi-annual dividend

Payment date for September 2013

30 September 2013

semi-annual dividend

 

 

 

Westpac SPS and Westpac SPS II

 

 

2

Record date for 2012 interim ordinary share dividend in New York – 17 May 2012.Westpac SPS and
SPS II quarterly distribution

21 December 2012

 

 

Payment date for Westpac SPS and
SPS II quarterly distribution

31 December 2012

 

 

3Record date for Westpac SPS and
SPS II quarterly distribution

Dates will be confirmed at the time of announcing the 2012 interim results.22 March 2013

 

 

Payment date for Westpac SPS and
SPS II quarterly distribution

2 April 2013

 

 

4Record date for Westpac SPS and
SPS II quarterly distribution

Dates will be confirmed at the time of announcing the 2012 final results.21 June 2013

 

 

Payment date for Westpac SPS and
SPS II quarterly distribution

1 July 2013

 

 

5

Record date for 2012 final ordinary share dividend in New York – 14 November 2012.Westpac SPS and
SPS II quarterly distribution

20 September 2013

 

 

Payment date for Westpac SPS and
SPS II quarterly distribution

30 September 2013


 

ANNUAL GENERAL MEETING

The Westpac Annual General Meeting (AGM) will be held in the Grand Ballroom at the Hilton Sydney, 488 George Street, Sydney, on Thursday, 13 December 2012, commencing at 10:00am.

The AGM will be webcast live on the internet at www.westpac.com.au/investorcentre and an archived version of the webcast will be placed on the website to enable the AGM proceedings to be viewed at a later time.

 

 

6314

Details regarding the location of this meeting and the business to be dealt with will be contained in the separate Notice of Meeting sent to shareholders in November 2012.

 

2012 WESTPAC GROUP ANNUAL REPORT

 

Annual Report 2011313



 

Information for shareholdersINFORMATION FOR SHAREHOLDERS

 

UsefulUSEFUL INFORMATION

Key sources of information for shareholders

 

Westpac Investor Relations

Key sources of information for shareholders

 

We report to shareholders each year, in late October or early November, in two forms: an Annual Review and Sustainability Report, and an Annual Report. We also report half-yearly to shareholders via a newsletter, in conjunction with the dividend payments in July and December.

 

Electronic communications

 

Shareholders can elect to receive the following communications electronically:

 

§Annual Review and Annual Report;

 

§Dividend statements when paid by direct credit or via Westpac’s Dividend Reinvestment Plan (DRP);

 

§Notices of Meetings and proxy forms; and

 

§Shareholder Newsletters and major company announcements.

 

Shareholders who wish to register their email address should go to www.westpac.com.au/investorcentre and click on ‘Register your email’ under ‘Shareholder News’, or contact the Westpac share registry.Registrar. For registryRegistrar contact details see opposite.

 

Online information

Australia

 

Westpac’s internet site www.westpac.com.au provides information for shareholders and customers, including:

 

§access to internet banking and online investing services;

 

§details on Westpac’s products and services;

 

§company history, results, economic updates, market releases and news; and

 

§corporate responsibility and Westpac in the community activities.

 

Investors can short cut to the Investor Centre at www.westpac.com.au/investorcentre. The Centre includes the current Westpac share price and charting, and links to the latest ASX announcements and Westpac’s share registries.Registrars.

 

New Zealand

Westpac’s New Zealand internet site www.westpac.co.nz provides:

 

§access to internet banking services;

 

§details on products and services, including a comprehensive home buying guide;

 

§economic updates, news and information, key financial results; and

 

§sponsorships and other community activities.

 

Stock exchange listings

Westpac ordinary shares are listed on:

 

§Australian Securities Exchange, (code WBC);

 

§New York Stock Exchange (NYSE), as American Depositary Shares, (code WBK); and

 

§New Zealand Exchange Limited, (code WBC).

 

 

Information other than that relating to your shareholding can be obtained from:

 

Westpac Investor Relations
Level 20, 275 Kent Streett
Sydney NSW 2000 Australia
Telephone: +61 2 8253 3143
Facsimile: +61 2 8253 1207
Email: investorrelations@westpac.com.au

 

Share registries

 

For information about your shareholding or to notify a change of address etc., you should contact the appropriate share registry.Registrar. Please note that, in Australia, broker sponsored holders are required to contact their broker to amend their address.

 

Australia – Ordinary shares on the main register, and Westpac SPS and Westpac SPS II

 

Link Market Services Limited
Level 12, 680 George Street
Sydney NSW 2000
Postal address: Locked Bag A6015,
Sydney South NSW 1235
Website: www.linkmarketservices.com.au

 

Shareholder enquiries:
Telephone: 1800 804 255 (toll free in Australia)
International: +61 2 8280 7070
Facsimile: +61 2 9287 0303
Email: westpac@linkmarketservices.com.au

 

New Zealand – Ordinary shares on the New Zealand branch register

 

Link Market Services Limited
Level 16, Brookfields House
19 Victoria Street West
Auckland 1142, New Zealand
Postal address: P.O. Box 91976, Auckland 1030, New Zealand
Website: www.linkmarketservices.comwww.linkmarketservices.co.nz

 

Shareholder enquiries:
Telephone: 0800 002 727 (toll free in New Zealand)
International: +64 9 375 5998
Facsimile: +64 9 375 5990
Email: lmsenquiries@linkmarketservices.com

 

Depositary in USA for American Depositary Shares (ADS)1

 

Listed on New York Stock Exchange
(code WBK - CUSIP 961214301)

 

JPMorgan Chase Bank, N.A.
PO Box 64504, St Paul
MN 55164-0504, USA

 

ADS holder enquiries:
Telephone: 1 800 990 1135
(toll free: non-US callers will be charged IDD)
Telephone: +1 651 453 2128
(Hearing impaired: +1 866 700 1652)
Email: jpmorgan.adr@wellsfargo.com
Website: www.adr.com

 

1Each ADS is comprised of five fully paid ordinary shares.

 

2012 WESTPAC GROUP ANNUAL REPORT

315

 

314    Westpac Group



 

Glossary of abbreviations and defined terms

GLOSSARY OF ABBREVIATIONS AND DEFINED TERMS

 

 


AASB


AASB


Australian Accounting Standards Board

 

 

ABN

Australian Business Number

 

 

ABS

Asset-backed securities

 

 

ACCC

Australian Competition and Consumer Commission

 

 

ACN

Australian Company Number

 

 

ADI

Authorised Deposit-taking Institution

 

 

ADRADRs

American Depositary ReceiptReceipts

 

 

ADS

American Depositary Shares

AFS

Australian Financial Services

 

 

AGAAP

Australian Generally Accepted Accounting Principles

 

 

AGM

Annual general meeting

 

 

A-IFRS

Australian Equivalents to International Financial ReportingAccounting Standards

 

 

AIRB

Advanced Internal Ratings Based

 

 

ALCO

Westpac Group Asset & Liability Committee

 

 

ALM

Asset and Liability Management

 

 

AMA

Advanced Measurement Approach

 

 

ANZSIC

Australian and New Zealand Standard Industrial Classification

APRA

Australian Prudential Regulation Authority

 

 

APS

Australian Prudential Standard

 

 

ASIC

Australian Securities and Investments Commission

 

 

ASX

Australian Securities Exchange

 

 

ASX Limited

Operates under the brand name Australian Securities Exchange

ASXCGC

ASX Limited’s Corporate Governance Council

 

 

ATMATMs

Automatic teller machines

 

 

ATO

Australian Taxation Office

 

 

AUSTRAC

Australian Transaction Reports and Analysis Centre

 

 

AUD

Australian dollar

 

 

BAC

Board Audit Committee

 

 

BBSW

Bank Bills Swap reset Rate

 

 

BCBS

Basel Committee on Banking Supervision

 

 

BankSA

Bank of South Australia

BoT

Board of Taxation

 

 

BRMC

Board Risk Management Committee

 

 

BTFG

BT Financial Group Australia

 

 

BTIM

BT Investment Management Limited

 

 

CAD

Canadian dollar

 

 

CAPs

Collectively assessed provisions

 

 

Capital Trust III

Westpac Capital Trust III

 

 

Capital Trust IV

Westpac Capital Trust IV

 

 

Cash EPS

Cash Earnings per share

 

 

CCCCash EPS CAGR

Community Consultative CouncilCompound Annual Growth in Cash EPS

CCCFA

Credit Contracts and Consumer Finance Act 2003

 

 

CCE

Commodity, Carbon and Energy trading

 

 

CDO

Credit defaultCollateralised debt obligations

 

 

CDS

Credit default swap

 

 

CEO

Chief Executive Officer

 

 

CEOPP

Chief Executive Officer Performance Plan

 

 

CEO RSP

Chief Executive Officer Restricted Share Plan

 

 

CFO

Chief Financial Officer

 

 

CGU

Cash-generating unit

 

 

CHF

Swiss franc

 

 

CIR

Commissioner of Inland Revenue

 

 

CLO

Credit linkedCollateralised loan obligations



Corporations Act

Australian Corporations Act 2001

 

 

COSO

Committee of Sponsoring Organizations of the Treadway Commission

 

 

CPM

Credit Portfolio Management

CPS

Convertible Preference Shares

 

 

CREDCO

Westpac Group Credit Risk Committee

 

 

CRG

Customer Risk Grade

 

 

CRO

Chief Risk Officer

 

 

CVA

Credit valuation adjustment

 

 

DFAT

Department of Foreign Affairs and Trade

 

 

DKK

Danish Krone

Dodd-Frank Act

Dodd-Frank Wall Street Reform and Consumer Protection Act

 

 

DRP

Dividend Reinvestment Plan

 

 

D-SIBs

Domestic Systematically Important Banks

DVA

DerivativeDebit valuation adjustment

 

 

EAA

NSW Energy Administration Amendment (Water & Savings) Act 2005

 

 

EAD

Exposure at Default

 

 

EEO Act

Energy Efficiency Opportunities Act 2006 (Cth)

 

 

EFTPoSEFTPOS

Electronic Funds Transfer Point ofOf Sale

 

 

EPS

Earnings per share

 

 

ESG

Environmental, Social and Governance

 

 

ESP

Employee Share Plan

 

 

EUR

European Union euro

 

 

FATCA

Foreign Account Taxation Compliance Act

 

 

FCS

Financial Claims Scheme

FFIs

Foreign Financial Institutions

 

 

FIRsTSFMCB

Fixed Interest Resettable SecuritiesFinancial Markets Conduct Bill

 

 

FMTR

Financial Markets and Treasury Risk

FOFA

Future of Financial Advice

 

 

FSB

Financial Stability Board

 

 

FTE

Full time equivalent employees

 

 

FUA

Funds under administration

 

 

FUM

Funds under management

 

 

Funding Trust III

Tavarua Funding Trust III

 

 

Funding Trust IV

Tavarua Funding Trust IV

 

 

FX

Foreign Exchange

 

 

GBP

British pound

 

 

GHG

Greenhouse gas

 

 

G-SIBs

Global Systemically Important Banks

G-SIFI

Global systemically important financial institution

 

 

Hastings

Hastings Funds Management Limited

 

 

Henry Review

Australia’s Future Tax System Review

 

 

HKD

Hong Kong dollar

 

 

HS&W

Health, Safety and Wellbeing (HS&W)

 

 

IAPs

Individually Assessed Provisions

 

 

IASB

International Accounting Standards Board

 

 

IBA

US International Banking Act of 1978

 

 

ICAA

Institute of Chartered Accountants in Australia

 

 

ICAAP

Internal Capital Adequacy Assessment Process

 

 

IFRS

International Financial Reporting Standards

 

 

IGA

Intergovernmental Agreement

IRRBB

Interest Rate Risk in the Banking Book

 

 

IRS

Internal Revenue Service

 

 

ISDA

International Swaps and Derivatives Association


Annual Report 2011315

316

2012 WESTPAC GROUP ANNUAL REPORT



 

Glossary of abbreviations and defined terms

GLOSSARY OF ABBREVIATIONS AND DEFINED TERMS

 


 

JPY

Japanese Yen

 

 

KMP

Key management personnel

 

 

LCR

Liquidity Coverage Ratio

 

 

LGD

Loss Given Default

 

 

LIASB

Life Insurance Actuarial Standard Board

 

 

LIBOR

London InterBank Offer Rate

 

 

LTI

Long-term incentive

 

 

LTIFR

Lost time injury frequency rate

 

 

LVR

Loan to value ratio

 

 

MARCO

Westpac Group Market Risk Committee

 

 

MRM

Market Risk Management

 

 

Moody’s

Moody’s Investors Service

 

 

NaR

Net interest income-at-risk

 

 

NII

Net interest income

 

 

NOK

Norwegian krone

 

 

NPS

Net Promoter Score

 

 

NSFR

Net Stable Funding Ratio

 

 

NYSE

New York Stock Exchange

 

 

NZ

New Zealand

 

 

NZD

New Zealand dollar

 

 

NZ ETS

New Zealand Emissions Trading Scheme

 

 

NZSX

New Zealand Stock Exchange

 

 

NZX

New Zealand Exchange

 

 

OBR

Open Bank Resolution

 

 

OHS

Occupational Health and Safety

 

 

OPCO

Westpac Group Operational Risk and Compliance Committee

 

 

OTC

Over the Counter

 

 

PD

Probability of Default

 

 

PFIC

Passive foreign investment company

 

 

PPSA

Personal Property Securities Act

PwC

PricewaterhouseCoopers

 

 

QFEs

Qualifying financial entities

 

 

RAMS

RAMS Home Loans

 

 

RBA

Reserve Bank of Australia

 

 

RBNZ

Reserve Bank of New Zealand

 

 

RECs

Renewable energy certificates

 

 

RMBS

Residential Mortgage Backed Securities

 

 

ROC

Westpac Group Remuneration Oversight Committee

 

 

RSP

Restricted Share Plan

 

 

S&P

Standard & Poor’s

 

 

SCG

Specialised Capital Group

 

 

SEC

US Securities and Exchange Commission

 

 

SGD

Singapore dollar

 

 

SGPSF

St.George Staff sub-plan of the Plum Superannuation Fund

 

 

SIFI

Systematically important financial institution

 

 

SIPs

Strategic Investment Priorities, an investment portfolio of 15 major strategic programs aimed at delivering business and technology capabilities across the Group to improve the customer experience

 

 

SME

Small to medium enterprises

 

 

SOSPS

Senior Officers’ Share Purchase Scheme

 

 

SOX

Sarbanes Oxley Act 2002

 

 

SPS

Stapled Preferred Securities

 

SPVs

Special purpose vehicles

 

 

SRAs

Settlement Residue Auctions

 

 

SSCM

Sustainable and Supply Chain Management

 

 

St.George

St.George Bank Limited and its subsidiaries, unless context clearly means just St.George Bank Limited

 

 

STI

Short-term incentive

 

 

TCE

Total committed exposures

 

 

The Group

Westpac Banking Corporation Group

 

 

TOFA

Taxation of financial arrangements rules contained in the Tax Laws Amendment (Taxation of Financial Arrangements) Act 2009

 

 

2003 TPS 2003

Trust Preferred Securities 2003

 

 

2004 TPS 2004

Trust Preferred Securities 2004

 

 

2006 TPS 2006

Trust Preferred Securities 2006

 

 

TSR

Total shareholder returnShareholder Return

 

 

UKSS

UK Staff Superannuation Scheme

 

 

UN PRI

United Nations Principles for Responsible Investment

 

 

UNSC

United Nations Security Council

 

 

US

United States

 

 

USD

American dollar

 

 

US Federal Reserve

US Federal Reserve System

 

 

VaR

Value at riskRisk

 

 

WAL

Weighted average life

 

 

WBC

Westpac Banking Corporation

Westpac CPS

Westpac Convertible Preference Shares

WGP

Westpac Group Plan

Westpac RBB

Westpac Retail & Business Banking

 

 

WIB

Westpac Institutional Bank

 

 

WNZL

Westpac New Zealand Limited

 

 

WNZS

Westpac New Zealand Superannuation Scheme

 

 

WPP

Westpac Performance Plan

Westpac RBB

Westpac Retail & Business Banking

 

 

WRP

Westpac Reward Plan

 

 

WSNZL

Westpac Securities NZ Limited

 

 

WSSP

Westpac Staff Superannuation Plan

 

 

WNZSHL

Westpac NZ Securitisation Holdings Limited

 

 

WNZSL

Westpac NZ Securitisation Limited

 

 

ZAR

South African rand


316    Westpac Group

2012 WESTPAC GROUP ANNUAL REPORT

317



NOTES

318

2012 WESTPAC GROUP ANNUAL REPORT



 

 

 

Item 19. Exhibits Index

 

 

 

1.

 

Constitution (as amended) incorporated by reference to our Form 6-K/A filed on 20 December 2007.

 

 

 

4(c).1

 

Form of Access and Indemnity Deed between Westpac Banking Corporation and Director, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2001.

4(c).2

Access and Indemnity Deed between Westpac Banking Corporation and Elizabeth Bryan dated 30 November 2006, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2007.

 

 

 

4(c).3.2

 

Form of Access and Indemnity Deed between Westpac Banking Corporation and Director, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2008.

 

 

 

4(c).4.3

 

Indemnity Deed Poll dated 10 September 2009, of Westpac Banking Corporation, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2009.

 

 

 

4(c).5.4

 

Westpac General Management Share Option Plan Rules, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2006.

 

 

 

4(c).6.5

 

Westpac Employee Share Plan (WESP) – Stage One Regulations and Rules for Participation amended on 11 December 2002, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2006.

 

 

 

4(c).7.6

 

Senior Officers’ Share Purchase Scheme Rules, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2006.

4(c).8

Employment Agreement between Westpac Banking Corporation and Rob Coombe dated 6 October 2004, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2005.

 

 

 

7.

 

Computation of ratios of earnings to fixed charges.

 

 

 

8.

 

List of controlled entities – refer note 38 to the financial statements in this Annual Report.

 

 

 

11.

 

Code of ethics, incorporated by reference to our Annual Report on Form 20-F for the year ended 30 September 2006.Accounting Practice and Financial Reporting

 

 

 

12.

 

Certifications pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.

 

 

 

13.

 

Certifications pursuant to 18 U.S.C. Section 1350.

 

 

 

15.

 

Auditor consent dated 25 November 2011.2012.

 

 

 

 

 

Copies of any instrument relating to the long-term debt of Westpac Banking Corporation that is not being attached as an exhibit to this Annual Report on Form 20-F and which does not exceed 10% of the total consolidated assets of Westpac Banking Corporation will be furnished to the SEC upon request.