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Financial Report Annual Financial Report 1999 Form 20F Cross Reference Index 2

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Financial Report Annual Financial Report 1999 Form 20F Cross Reference Index 2 Westpac Australia’s First Bank Official Partner Official Bank of the 2000 Sydney 2000 Olympic Games Paralympic Games 1999 Annual Financial Report Annual Financial Report 1999 Form 20F cross reference index 2 Description of business 3 Financial review 9 Selected consolidated financial and operating data 10 Management’s discussion and analysis of financial condition and results of operations 14 Overview of performance 14 Profit and loss review 15 Balance sheet review 18 Business group results 19 Risk management within Westpac 22 Board of Directors 30 Corporate governance 32 Directors’ report 35 Five year summary 44 Financial report 45 Shareholding information 118 In this report references to ‘Westpac’, ‘we’, ‘us’ and ‘our’ are to Westpac Banking Corporation. References to ‘Westpac’, ‘we’, ‘us’ and ‘our’ under the captions ‘Description of business’, ‘Financial review’ and ‘Shareholding information’ include Westpac and its consolidated subsidiaries unless they clearly mean just Westpac Banking Corporation. We are providing our report to shareholders in two parts: • a Concise Annual Report • an Annual Financial Report Both parts will be lodged with the Australian Stock Exchange Limited (ASX) and the Australian Securities and Investments Commission (ASIC) and are available on www.westpac.com.au The Annual Financial Report includes the disclosure requirements for both Australia and the United States Securities and Exchange Commission (SEC). It will be lodged with the SEC as an Annual Report on form 20F. Westpac Banking Corporation ARBN 007 457 141 1 Form 20F cross reference index (for the purpose of filing with the US SEC) 20-F item number and caption Page Currency of presentation, exchange rates and certain definitions 126 Part I Item 1. Description of business 3 Item 2. Description of properties 6 Item 3. Legal proceedings 7 Item 4. Control of registrant 120 Item 5. Nature of trading market 122 Item 6. Exchange controls and other limitations affecting security holders 123 Item 7. Taxation 125 Item 8. Selected financial data 10 Item 9. Management’s discussion and analysis of financial condition and results of operations 13 Item 9A. Disclosure of market risks 22 Item 10. Directors and officers of the registrant 127 Item 11. Compensation of directors and officers 107, 108 Item 12. Options to purchase securities from registrant or subsidiaries 75 Item 13. Interest of management in certain transactions 106, 107 Part II Item 14. Description of securities to be registered Not applicable Part III Item 15. Defaults upon senior securities Not applicable Item 16. Changes in securities and changes in security regulated securities Not applicable Part IV Item 17. Financial statements Not applicable Item 18. Financial statements 45 Item 19. Financial statements and exhibits 46, 116 Report of independent auditors 117 Consolidated statements of income for the years ended 30 September 1999, 1998 and 1997 47 Consolidated balance sheets as at 30 September 1999 and 30 September 1998 48 Consolidated statements of cash flows for the years ended 30 September 1999, 1998 and 1997 49 Consolidated statements of changes in shareholders’ equity for the years ended 30 September 1999, 1998 and 1997 50 Notes to the financial statements 51 Disclosure regarding forward-looking statements This report contains forward-looking statements, within the meaning of the United States Private Securities Litigation Reform Act of 1995, with respect to Westpac, including its business operations and strategy and financial performance and condition. These statements appear under the headings ‘management’s discussion and analysis of financial condition and results of operations’, as well as elsewhere in this report and in documents incorporated by reference in this report. Forward-looking statements can generally be identified by the use of forward-looking words such as ‘may’, ‘will’, ‘expect’, ‘intend’, ‘plan’, ‘estimate’, ‘anticipate’, ‘believe’ or ‘continue’, or other similar words. We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are, however, subject to risks, uncertainties and assumptions that could cause actual results to differ materially from our expectations described in such forward-looking statements. The factors that could cause this to occur include, among other things, the following: • unanticipated changes in customer preferences; • demographic changes; • changes in competitive conditions in any of the major markets in which we operate; • changes in the regulatory environment in any of the major markets in which we operate; • changes in political, social and economic conditions in any of the major markets in which we operate; • legislative proposals for reform of the financial services industry in any of the major markets in which we operate; and • various other factors beyond our control. We are under no duty to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, after the date of this report. 2 Description of business Overview We are a leading provider of banking and financial services in Australia and New Zealand. We are one of the four major banking organisations in Australia and one of the three largest banks in New Zealand based on total assets as at 30 September 1999. We provide a broad range of banking and financial services in Australia and New Zealand, including: • retail, commercial and institutional banking; • investment management and insurance; and • finance company activities. We have branches and affiliates throughout the Pacific region and maintain offices in key financial centres around the world. As at 30 September 1999, our market capitalisation was $17.5 billion. Our operations comprise three key areas of business, through which we serve over seven million customers. These three areas of business are: • Australian Retail Financial Services which provides banking, investment, insurance and other financial services to individuals and small to medium-sized businesses in all states of Australia; • Institutional Banking provides banking and financial services to corporate, institutional and government customers and also supplies products to small and medium-sized businesses, primarily in Australia and New Zealand; and • New Zealand Retail and Pacific Regional Banking which provides a full range of retail and commercial services to customers throughout New Zealand and other banking services throughout the south pacific region. We were founded in 1817 and were the first bank to be 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 acquired the Commercial Bank of Australia Limited and changed our name to Westpac Banking Corporation. Our principal office is located at 60 Martin Place, Sydney, New South Wales, 2000, Australia and its telephone number is (61) (2) 9226 3311. The following tables present, for each of the three key areas of business, based on unaudited management accounts, the net profit for and assets at the financial years ended 30 September 1999, 1998 and 1997. See also note 25 of notes to the financial statements for our net income and assets by a geographic segment. 1 Operating profit after tax and before abnormals 1999 1998 1997 Year ended 30 September $m $m $m Australian Retail Financial Services 818 741 655 Institutional Banking 243 177 173 New Zealand Retail and Pacific Regional Banking 326 284 285 Other 2 69 140 178 Operating profit after tax and before abnormals 1,456 1,342 1,291 1 Internal charges and transfer pricing adjustments have been reflected in the operating profit reported for each of our business groups. 2 Other includes the general provision for bad and doubtful debts (see note 12 of notes to the financial statements) and the results of the Group Treasury, Global Transactions and Treasury Services and Head Office functions. Assets 1999 1998 1997 As at 30 September $bn $bn $bn Australian Retail Financial Services 80 72 57 Institutional Banking 36 41 35 New Zealand Retail and Pacific Regional Banking 17 19 20 Other 1 7 57 Total assets 140 137 119 1 See note 2 above. 3 Australian Retail Financial Services Australian Retail Financial Services represents the combined results of our Australian Regional Banks, Australian Guarantee Corporation and Westpac Financial Services. We conduct our activities via a nationwide network of 970 branches, banking centres and in-store branches, approximately 1,500 automatic teller machines or ATMs and over 44,000 electronic funds transfer terminals, as well as a national telephone banking service. We service our business customers via a network of specialised business banking managers, and provide private banking and financial planning services for high net worth customers. These activities are undertaken via a series of Regional Banks operating under the broad ‘Westpac’ banner, but placing management and service delivery close to customers. Our retail banking operations include deposit taking, transaction accounts and lending. Our retail lending activities consist primarily of long term residential mortgage loans (at both variable and fixed rates), overdraft accounts, term loans and other forms of consumer and small business loans (both secured and unsecured). Commercial lending is targeted at medium-sized businesses with finance requirements of up to $20 million. Investment management, insurance products and services are also
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