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18 December 2014

Company Announcements Office
Australian Securities Exchange
Exchange Centre
Level 420 Bridge Street
SYDNEY NSW 2000
Dear Sir
Annual General Meeting on 18 December 2014
Australia and New Zealand Banking Group Limited
The outcome of the poll conducted on the Items of Business set out in the Notice of 2014
Annual General Meeting held on 18 December 2014 is:Item

Resolution

Result of the poll

Item 2Adoption of the Remuneration Report

Passed as an ordinary resolution

Item 3Grant of Performance Rights to Mr
Michael Smith

Passed as an ordinary resolution

Item 4Election of Board Endorsed Candidates –•Mr Gonski was elected asa Director•

Mr Macfarlane waselected as a Director•

Ms Atlas was elected as aDirector(a) To elect Mr D. M. Gonski(b) To elect Mr J. T. Macfarlane(c) To elect Ms I. R. Atlas
Item 5Resolution requisitioned to amend theConstitution

Not passed as a special
resolution

As required by section 251AA of the Corporations Act and ASX Listing Rule 3.13.2, thefollowing details are provided in respect of each Item of Business in the Notice of 2014 AnnualGeneral Meeting.
Item 2 – Adoption of the Remuneration Report
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,292,020,561•

Votes where the proxy was directed to vote ‘against’ the motion 41,819,160•

Votes where the proxy may exercise a discretion how to vote 29,158,786

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In addition, the number of votes where the proxy was directed to abstain
from voting on the motion was 7,838,160
The result of voting on the motion is as follows:

For personal use only

The motion was carried as an ordinary resolution on a poll the details of which are:
•The number of votes cast ‘for’ the motion was 1,313,807,813•

The number of votes cast ‘against’ the motion was 50,419,146

In addition, the number of votes which abstained from voting was 7,917,837
Item 3 – Grant of Performance Rights to Mr Michael Smith
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,283,926,968•

Votes where the proxy was directed to vote ‘against’ the motion 52,474,674•

Votes where the proxy may exercise a discretion how to vote 28,654,080

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was: 5,776,944
The result of voting on the motion is as follows:
The motion was carried as an ordinary resolution on a poll the details of which are:
•The number of votes cast ‘for’ the motion was 1,305,525,330•

The number of votes cast ‘against’ the motion was 60,909,243

In addition, the number of votes which abstained from voting was 6,051,799
Item 4 – Election of Board Endorsed Candidates
To elect Mr D. M. Gonski
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,329,739,413•

Votes where the proxy was directed to vote ‘against’ the motion 6,738,014•

Votes where the proxy may exercise a discretion how to vote 29,727,488

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 4,642,656
Mr Gonski was elected as a Director.
The details of the poll in relation to the election of Mr Gonski are:
•The number of votes cast ‘for’ the motion was 1,361,765,120•

The number of votes cast ‘against’ the motion was 6,831,736

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In addition, the number of votes which abstained from voting was 4,780,140

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To elect Mr J. T. Macfarlane
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,332,125,870•

Votes where the proxy was directed to vote ‘against’ the motion 4,273,276•

Votes where the proxy may exercise a discretion how to vote 29,774,456

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 4,673,816
Mr Macfarlane was elected as a Director.
The details of the poll in relation to the election of Mr Macfarlane are:
•The number of votes cast ‘for’ the motion was 1,363,529,369•

The number of votes cast ‘against’ the motion was 4,288,779

In addition, the number of votes which abstained from voting was 4,710,899
To elect Ms I. R. Atlas
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,331,072,570•

Votes where the proxy was directed to vote ‘against’ the motion 4,770,812•

Votes where the proxy may exercise a discretion how to vote 29,979,109

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 5,009,363
Ms Atlas was elected as a Director.
The details of the poll in relation to the election of Ms Atlas are:•

The number of votes cast ‘for’ the motion was 1,362,555,948•The number of votes cast ‘against’ the motion was 4,902,230

In addition, the number of votes which abstained from voting was 5,047,604
Item 5 – Resolution requisitioned to amend the Constitution
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 38,903,475•

Votes where the proxy was directed to vote ‘against’ the motion 1,251,172,712•

Votes where the proxy may exercise a discretion how to vote 32,427,684

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In addition, the number of votes where the proxy was directed to abstain
from voting on the motion was 48,334,870

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The special resolution requisitioned to amend the Constitution was not passed.
The details of the poll in relation to the special resolution requisitioned to amend theConstitution are:
•The number of votes cast ‘for’ the motion was 39,036,860•

The number of votes cast ‘against’ the motion was 1,284,578,649

In addition, the number of votes which abstained from voting was 48,426,265

Yours faithfullyJohn PriestleyCompany Secretary

Company Secretary’s Office
ANZ Centre Melbourne, Level 9A, 833 Collins Street
Docklands VIC 3008
www.anz.com
Australia and New Zealand Banking Group Limited ABN 11 005 357 522