17 December 2015
Company Announcements Office
Australian Securities Exchange
Exchange Centre
Level 420 Bridge Street
SYDNEY NSW 2000
Dear Sir
Annual General Meeting on 17 December 2015
Australia and New Zealand Banking Group Limited
The outcome of the poll conducted on the Items of Business set out in the Notice of 2015
Annual General Meeting held on 17 December 2015 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
Shayne Elliott

Passed as an ordinary resolution

Item 4(a)Approval of CPS2 First Buy-Back SchemePassed as a special resolution

Item 4(b)Approval of CPS2 Second Buy-BackScheme

Passed as a special resolution

Items
5(a) and5(b)Re-election of Board EndorsedCandidates•Ms Dwyer was re-elected
as a Director•

Mr Lee was re-elected asa Director(a) To re-elect Ms P. J. Dwyer(b) To re-elect Mr Lee Hsien Yang

Item 6(a)Special resolution - Amendment toConstitution

Not passed as a specialresolution

Item 6(b)Ordinary resolution – Climate change
issuesAs Item 6(a) was not passed,
item 6(b) was not put to theMeeting

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 2015 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 1,110,922,740

Page 2•

Votes where the proxy was directed to vote ‘against’ the motion 208,097,699•

Votes where the proxy may exercise a discretion how to vote 26,490,517

In addition, the number of votes where the proxy was directed to abstain
from voting on the motion was 52,694,586
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 1,137,549,157•

The number of votes cast ‘against’ the motion was 208,295,418

In addition, the number of votes which abstained from voting was 52,792,323
Item 3 – Grant of Performance Rights to Mr Shayne Elliott
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,322,117,469•

Votes where the proxy was directed to vote ‘against’ the motion 36,594,817•Votes where the proxy may exercise a discretion how to vote 26,209,957

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 13,300,157
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 1,348,584,201•

The number of votes cast ‘against’ the motion was 36,814,953

In addition, the number of votes which abstained from voting was 13,428,717
Item 4(a) – Approval of CPS2 First Buy-Back Scheme
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,351,579,997•

Votes where the proxy was directed to vote ‘against’ the motion 5,409,654•

Votes where the proxy may exercise a discretion how to vote 26,852,352

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 14,143,137
The result of voting on the motion is as follows:
The motion was carried as a special resolution on a poll the details of which are:
•The number of votes cast ‘for’ the motion was 1,372,205,116

Page 3•The number of votes cast ‘against’ the motion was 5,425,989

In addition, the number of votes which abstained from voting was 15,822,455
Item 4(b) – Approval of CPS2 Second Buy-Back Scheme
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,352,247,075•

Votes where the proxy was directed to vote ‘against’ the motion 5,359,894•

Votes where the proxy may exercise a discretion how to vote 26,772,838

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 14,162,699
The result of voting on the motion is as follows:
The motion was carried as a special resolution on a poll the details of which are:•

The number of votes cast ‘for’ the motion was 1,372,098,290•

The number of votes cast ‘against’ the motion was 5,425,994

In addition, the number of votes which abstained from voting was 15,747,161
Items 5(a) and 5(b) – Re-election of Board Endorsed Candidates
To re-elect Ms P. J. Dwyer
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,331,220,175•

Votes where the proxy was directed to vote ‘against’ the motion 9,783,535•

Votes where the proxy may exercise a discretion how to vote 27,225,236

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 29,998,309
Ms Dwyer was re-elected as a Director.
The details of the poll in relation to the re-election of Ms Dwyer are:
•The number of votes cast ‘for’ the motion was 1,359,853,651•

The number of votes cast ‘against’ the motion was 9,828,545

In addition, the number of votes which abstained from voting was 30,029,502
To re-elect Mr Lee Hsien Yang
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 1,347,782,141

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Votes where the proxy was directed to vote ‘against’ the motion 10,626,624•

Votes where the proxy may exercise a discretion how to vote 27,263,471

In addition, the number of votes where the proxy was directed toabstain from voting on the motion was 12,563,024
Mr Lee was re-elected as a Director.
The details of the poll in relation to the re-election of Mr Lee are:
•The number of votes cast ‘for’ the motion was 1,376,475,628•

The number of votes cast ‘against’ the motion was 10,655,176

In addition, the number of votes which abstained from voting was 12,597,115
Item 6(a) – Special resolution – Amendment to Constitution
The total number of votes exercisable by all validly appointed proxies was:•Votes where the proxy was directed to vote ‘for’ the motion 143,106,486•

Votes where the proxy was directed to vote ‘against’ the motion 1,189,068,748•

Votes where the proxy may exercise a discretion how to vote 27,656,446

In addition, the number of votes where the proxy was directed to abstain
from voting on the motion was 38,391,570
This item was not passed as a special resolution.
The details of the poll in relation to the Amendment to the Constitution are:
•The number of votes cast ‘for’ the motion was 143,226,445•

The number of votes cast ‘against’ the motion was 1,218,018,186

In addition, the number of votes which abstained from voting was 38,414,433
Item 6(b) – Ordinary resolution – Climate change issues
As Item 6(a) was not passed, item 6(b) was not put to the Meeting.
Yours faithfullyJohn PriestleyCompany Secretary
Company Secretary’s Office
ANZ Centre Melbourne, Level 9A, 833 Collins StreetDocklands VIC 3008
www.anz.com
Australia and New Zealand Banking Group Limited ABN 11 005 357 522