9 November 2020
Market Announcements Office
ASX Limited
Level 420 Bridge Street
SYDNEY NSW 2000

Australia and New Zealand Banking Group Limited (ABN 11 005 357 522)(“ANZBGL”) - Annual Financial Report submission under the Disclosure andTransparency Rules of the United Kingdom Financial Conduct Authority (“UKDTR Submission”)

The attached UK DTR Submission will be lodged by ANZBGL with the London Stock
Exchange (“LSE”) today, together with the Group’s Annual Report and ANZBGL’s 2020
Financial Statements for the year ended 30 September 2020. This UK DTR Submission
has been prepared by ANZBGL in order to comply with the applicable periodic reporting
requirements of DTR 4 of the Disclosure and Transparency Rules of the United Kingdom
Financial Conduct Authority in connection with certain debt securities issued by ANZBGL.
For completeness, in addition to lodgement with the LSE, ANZBGL is lodging this UK DTR
Submission with applicable exchanges, including the Australian Securities Exchange andthe New Zealand Stock Exchange today.

Yours faithfully

Simon Pordage
Company Secretary
Australia and New Zealand Banking Group Limited
ANZ Centre Melbourne, Level 9, 833 Collins Street, Docklands Vic 3008
GPO Box 254, MELBOURNE VIC 3001 AUSTRALIA
www.anz.com

Approved for distribution by ANZ’s Board of Directors

Australia and New Zealand Banking Group Limited

ABN 11 005 357 522

9 November 2020
DISCLOSURE AND TRANSPARENCY RULES – ANNUAL FINANCIAL REPORTSUBMISSION
Australia and New Zealand Banking Group Limited (“ANZBGL” or the“Company”) together with its subsidiaries (“ANZ” or the “Group”) – Annual
Financial Report submission under the Disclosure and Transparency Rules(“DTR”) of the United Kingdom Financial Conduct Authority
The following attached documents constitute ANZ’s 2020 Annual Financial Report for the
purposes of the disclosure requirements of DTR 4.1:•

The Group’s 2020 Annual Report for the year ended 30 September 2020;•

The Company’s 2020 Financial Statements for the year ended 30 September 2020;•

A description of the principal risks and uncertainties for the Group provided inaccordance with DTR 4.1.8 (2); and•A responsibility statement of the Directors of ANZBGL provided in accordance withDTR 4.1.12 (3)(b).

1

ANZ’s 2020 Annual Report and ANZBGL’s 2020 Financial Statements
These documents were separately lodged by ANZ with applicable stock exchanges,
including the London Stock Exchange and the Australian Securities Exchange, on 9
November 2020.

2

Principal risks and uncertainties faced by the Group (DTR 4.1.8 (2))
Introduction
The Group’s activities are subject to risks, including risks arising from the coronavirus
pandemic (COVID-19), that can adversely impact its business, operations, results ofoperations, reputation, prospects, liquidity, capital resources, financial performance andfinancial condition (together, the “Group’s Position”).
The risks and uncertainties described below are not the only ones that the Group may face.
Additional risks and uncertainties that the Group is unaware of, or that the Group currently
deems to be immaterial, may also become important factors that affect it.
If any of the specified or unspecified risks actually occur, the Group’s Position may bematerially and adversely affected.
Risks related to the Issuer's business activities and industry
1.

The COVID-19 pandemic has, and future outbreaks of other communicablediseases or pandemics may, materially and adversely affect the Group’s Position
The outbreak of the novel strain of coronavirus in late 2019, specifically identified as SARSCoV-2, with the disease referred to as “COVID-19”, has resulted in governments worldwide
enacting emergency measures to combat the spread of the virus. Due to COVID-19,
governments worldwide, including those in Australia and New Zealand, have imposed wide
ranging restrictions on, suspensions of, or advice against, travel, events, and meetings andmany other normal activities and undertaken substantial and costly monetary and fiscal
interventions designed to stabilise sovereign nations and financial markets. Governments
may in the foreseeable future implement and introduce further measures to contain the
pandemic. The full extent of the duration and impact of the COVID-19 outbreak are
unknown at this time, as is the efficacy of the government and central bank interventions.
Major disruptions to community health and economic activity are having wide ranging
negative effects across most business sectors in Australia, New Zealand and globally, which
in turn has impacted demand for the Group’s products and services and resulted in a
deterioration of the quality of the Group’s credit portfolio. Additionally, many of the Group’s
borrowers have been negatively impacted by the COVID-19 pandemic and the Group is
exposed to an increased risk of credit loss from borrowers, particularly in the following
sectors: transportation (including airlines, shipping, road and rail); ports, tourism and travel(including accommodation, food and beverage); healthcare; agriculture; education; retail(including e-commerce due to a reduction in logistics activity); property (particularly
shopping malls and hotels); construction and contractors. See Notes 1 and 13 of theConsolidated Financial Statements for the financial year ended 30 September 2020 as set
out in the Group’s 2020 Annual Report (“2020 Financial Statements”).
In response to the COVID-19 pandemic, the Group has established a range ofaccommodations and measures designed to assist its personal and business customers but
there can be no assurance that these accommodations and measures will be sufficient toprevent or mitigate further hardship, or ensure the delivery of the Group’s products andservices, and there is a risk that the Group’s Position may be materially and adversely
affected. These accommodations and measures, while supporting the Group’s customers,
may in turn have a negative impact on the Group’s Position, may negatively impact theGroup’s net interest margin, and may result in the Group assuming a greater level of risk
than it would have under ordinary circumstances and the Group’s Position may be materiallyand adversely affected as a result.
Significant requests for assistance from retail and small business customers have been
received by the Group’s customer service team. These requests are anticipated to grow if
the crisis deepens and the Group is addressing additional resourcing and process changes toenable it to support its customers. It is uncertain, at this stage, what percentage of its
lending portfolio will be impacted. In the longer term, asset values may start to deteriorate
if a large quantity of retail and business customers liquidate their investments, either
3during, or immediately after, the crisis or due to a decrease in demand for these assets. In
both scenarios loan-to-value ratios are expected to be impacted.
Substantially reduced global economic activity has already caused substantial volatility inthe financial markets and such volatility may continue to emerge. A deterioration of publicfinances of sovereigns in response to COVID-19 may lead to further increased volatility andwidening credit spreads. COVID-19 has also affected, and can be expected to continue toimpact, the Group’s ability to continue its operations without interruption or delays due toclosure of and restricted access to premises, contagion management and travel restrictions.
Any related illness or quarantine of the Group’s employees or contractors or suspension of
the Group’s business operations at its branches, stores or offices could affect the Group’s
Position.
The ongoing ramifications of COVID-19 are highly uncertain and, as of the date of thisdocument, it is difficult to predict the further spread or duration of the pandemic, including
whether there will be further outbreaks. All or any of the negative conditions related to the
COVID-19 pandemic described above may cause a further reduction in demand for theGroup’s products and services and/or an increase in loan and other credit defaults, baddebts, and impairments and/or an increase in the cost of the Group’s operations. Should
these occur, it is likely that they will result in a material adverse effect on the Group’s
Position.
Actions taken by regulators in response to the COVID-19 pandemic have impacted, and may
continue to impact, the Group. As an example, regulators in some overseas jurisdictions
have exercised their powers to prevent banks from declaring dividends or undertaking sharebuy- backs.
In New Zealand, the RBNZ has frozen the distribution of dividends on ordinary shares by
New Zealand incorporated registered banks during the period of economic uncertainty
caused by COVID-19. This has prevented, and continues to prevent, the Group’s subsidiary,
ANZ Bank New Zealand Limited (“ANZ New Zealand”), from paying dividends and has
had, and is expected to continue to have, a negative impact on the Group’s Level 1 CET1
capital ratio.
In Australia, in July 2020, APRA updated their guidance on capital management, including
capital distributions and indicated that for the remainder of the calendar year ADIs’ Boards
should:•seek to retain at least half of their earnings when making decisions on capital
distributions (and utilise dividend reinvestment plans and other initiatives to offset thediminution in capital from capital distributions where possible);•
conduct regular stress testing to inform decision-making and demonstrate ongoing
lending capacity; and•make use of capital buffers to absorb the impacts of stress, and continue to lend tosupport households and businesses.
To the extent the COVID-19 pandemic continues to adversely affect the Group’s Position, it
may also have the effect of heightening many of the other risks described in these Principal
Risks and Uncertainties.
2.

Changes in political and general business and economic conditions, including
disruption in regional or global credit and capital markets, may adversely affect
the Group’s Position
The Group’s financial performance is primarily influenced by the political and economic
conditions and the level of business activity in the major countries and regions in which theGroup or its customers or counterparties operate, trade or raise funding including, without
limitation, Australia, New Zealand, the Asia Pacific, the United Kingdom, Europe and theUnited States (the “Relevant Jurisdictions”).
The political, economic and business conditions that prevail in the Group’s operating andtrading markets are affected by, among other things, domestic and international economic

4events, developments in global financial markets, political perspectives, opinions andrelated events and natural disasters.
The COVID-19 pandemic is having, and is expected to continue to have, a significant impact
on the global economy and global markets, as well as on Australia and New Zealand. The
imposition of travel restrictions, border controls, social distancing, quarantine protocols andother containment measures has contributed, and may continue to contribute to acontinuing slowdown in economic conditions across the world and suppress demand forcommodities, interrupt the supply chain for many industries globally, dampen consumer
confidence and suppress business earnings and growth prospects, all of which could
contribute to ongoing volatility in global financial markets. See risk factor 1 “The COVID-19
pandemic has, and future outbreaks of other communicable diseases or pandemics may,materially and adversely affect the Group’s Position.”
A deep global recession has occurred and is continuing. Many countries have experienced
large declines in GDP as they restrict activities to manage the spread of the virus, withsharp increases in unemployment rates. These declines in GDP could be exacerbated byfurther outbreaks of the virus, such as those occurring in Europe, the United States andparts of Asia. Governments have responded and continue to respond with enormous fiscal
stimulus packages/measures as well as traditional and unconventional monetary easing andregulatory forbearance that is designed to offset at least some of the worst effects of thepandemic. Nevertheless, such stimulus measures have not prevented the drop in economic
activity stemming from the widespread restrictions aimed at stalling the spread of virus.
The impact of this shock on credit losses and asset values continues to be very uncertain.
Many of the policies that have been put in place are designed to ‘hibernate’ parts of theeconomy, at different times, so that activity can resume when the pandemic subsides.
However, there is considerable uncertainty about the length of these periods of hibernation,
the most appropriate economic structure once the crisis has passed and the overall impact
on confidence to invest in the future. While the impact of the economic disruption caused by
COVID-19, and the governmental responses to it, remain uncertain, the Group may bematerially adversely affected by a protracted downturn in economic conditions globally and,in particular, in Australia and New Zealand.
The Australian bushfires in late 2019 and early 2020 also impacted a small portion of theGroup’s customers who are suppliers to the agricultural sector as well as those who residein and operate businesses within regional and fire impacted communities. If further
bushfires were to transpire during the upcoming bushfire season in late 2020 and early
2021, that could have further and potentially worse impacts on the Group’s customers.
Even before the Australian bushfires and COVID-19, the impact of the global financial crisis
in 2007 and its aftermath continued to affect regional and global economic activity,
confidence and capital markets. Prudential authorities implemented increased regulations in
an attempt to mitigate the risk of such events recurring, although there can be noassurance that such regulations will be effective. The Group believes that the global
financial crisis has also had a lasting effect on consumer and business behaviour inadvanced economies, including the major countries and regions in which the Group or its
customers or counterparties operate. Consumers in recent years have reduced their savings
rates in the face of weak income growth, while businesses have been reluctant to invest andinflation has remained low. The potential for escalation in geopolitical risks has also
contributed to vulnerability in consumer and business behaviour. Monetary authorities
responded to the global financial crisis by introducing close to zero or below zero interest
rates across most countries, and the major central banks took unconventional steps to
support growth and raise inflation.
This policy history has been an important precedent for the policy response to COVID-19.
The changed behaviour of consumers and businesses, higher debt levels and reduced
monetary policy buffers also leave economies more vulnerable to disruptions that mightdevelop from natural disasters such as bushfires or the transmission of new diseases.
Global political conditions that impact the global economy have led to, and may continue toresult in extended periods of increased political and economic uncertainty and volatility in5the global financial markets, which could adversely affect the Group’s Position. Recent
examples of events that have affected global political conditions include the United
Kingdom’s vote to leave the European Union (“EU”) in a referendum (commonly referred toas “Brexit”) in 2016, the terms of which remain subject to ongoing negotiations, and global
trade developments relating to, among other things, the imposition or threatened
imposition of trade tariffs and levies by major countries, including by those that are
Australia’s significant trading partners. Domestic US politics has also become more polarised
in recent years, and hence a potential source of additional instability. Such global politicalconditions have contributed to economic uncertainty and volatility in the global financial
markets and have negatively impacted and could continue to negatively impact consumer
and business activity within the markets in which the Group or its customers or
counterparties operate, or result in the introduction of new and/or divergent regulatory
frameworks that the Group will need to adhere to.
Trade, and broader geopolitical, relationships between the United States and some of its
trading partners, such as China, remain volatile. The implementation of further protectionist
policies by Australia’s key trading partners and allies may adversely impact the demand forAustralian exports and may lead to declines in global growth.
In anticipation of Brexit, the Group made changes to the structure of its business operations
in Europe, however the financial, trade and legal implications of Brexit remain uncertain andits impact may be more severe than expected given that the terms of the United Kingdom’s
future trading relationship with the EU are still not known and given the lack of comparable
precedent. As a result, there can be no assurance that the changes the Group has made to
the structure of its business operations in Europe will be sufficient to address the financial,trade and legal implications of Brexit, and the Group is subject to the risk that further
changes may be required as a result of the final terms of Brexit.
Political and economic uncertainty has in the past led to declines in market liquidity andactivity levels, volatile market conditions, a contraction of available credit, lower or negativeinterest rates, weaker economic growth and reduced business confidence, each of which
may adversely affect the Group’s Position. These conditions may also adversely affect theGroup’s ability to raise medium or long-term funding in the international capital markets.
Geopolitical instability, including potential or actual conflict, occurring around the world,such as the ongoing unrest and conflicts in Ukraine, the Democratic People’s Republic ofKorea (“North Korea”), Hong Kong, Syria, Egypt, Afghanistan, Iraq, Iran, Nicaragua,
Belarus and elsewhere, as well as the current high threat of terrorist activities, may also
adversely affect global financial markets, general business and economic conditions andconsequently, the Group’s ability to continue operating or trading in an affected country or
region which in turn may adversely affect the Group’s Position.
Should difficult economic conditions in markets in which the Group or its customers or
counterparties operate develop or persist, asset values in the housing, commercial or ruralproperty markets could decline, unemployment could rise and corporate and personal
incomes could suffer. Deterioration in global markets, including equity, property, currency
and other asset markets, may impact the Group’s customers and the security the Groupholds against loans and other credit exposures, which may impact the Group’s ability torecover loans and other credit exposures.
The Group’s financial performance may also be adversely affected if the Group is unable toadapt cost structures, products, pricing or activities in response to a drop in demand or
lower than expected revenues. Similarly, higher than expected costs (including credit andfunding costs) could be incurred because of adverse changes in the economy, generalbusiness conditions or the operating environment in the countries or regions in which theGroup or its customers or counterparties operate.
All or any of the negative political, business or economic conditions described above may
cause a reduction in demand for the Group’s products and services and/or an increase inloan and other credit defaults and bad debts, which may adversely affect the Group’s
Position.

63.

Competition in the markets in which the Group operates may adversely affect theGroup’s Position
The markets in which the Group operates are highly competitive and could become evenmore so.
Examples of factors that may affect competition and negatively impact the Group’s Position
include:•entities that the Group competes with, including those outside of Australia and New
Zealand, could be subject to different levels of regulation and regulatory activity. This
could allow them to offer more competitive products and services, including because
those different levels give them a lower cost base and/or the ability to attract
employees that the Group would otherwise seek to employ;•
digital technologies and business models are changing customer behaviour and thecompetitive environment and emerging competitors are increasingly utilising newtechnologies and seeking to disrupt existing business models in the financial services
sector;•existing companies from outside of the traditional financial services sector may seek
to directly compete with the Group by offering products and services traditionallyprovided by banks, including by obtaining banking licences and/or by partnering withexisting providers;•consumers and businesses may choose to transact using, or to invest in, new forms ofcurrency (such as cryptocurrencies) in relation to which the Group may choose not toprovide financial services; and•Open Banking (as described below) may lead to increased competition (see risk factor
16 “Regulatory changes or a failure to comply with laws, regulations or policies may
adversely affect the Group’s Position”).
The impact on the Group of an increase in competitive market conditions or a technologicalchange that puts the Group’s business platforms at a competitive disadvantage, especiallyin the Group’s main markets and products, could lead to a material reduction in the Group’s
market share, customers and margins and adversely affect the Group’s Position.
Increased competition for deposits may increase the Group’s cost of funding. If the Group is
not able to successfully compete for deposits, the Group would be forced to rely moreheavily on other, less stable or more expensive forms of funding, or to reduce lending. This
may adversely affect the Group’s Position.
The COVID-19 pandemic and future economic disruptions could have a significant impact oncompetition in the financial services sector over the medium-term due to funding cost andprovision increases, structurally low interest rates, insufficient liquidity, implementation ofbusiness continuity plans, changes to business strategies and temporary regulatory safe
harbours. The low-growth environment will likely lead to heightened competitive intensity
and margin compression.
Further, the Australian Government and its agencies have sought to lower lending andfunding costs for both banks and non-banks. These actions may support providers thatcompete with the Group.
Given the importance of a functioning and competitive banking sector, and the AustralianGovernment’s ongoing desire to pursue a pro-growth agenda in response to the economic
disruption caused by the COVID-19 pandemic, it is anticipated that over the longer-term thelevel of competition in financial services will remain a focus area for the AustralianGovernment. Policy reform in this area may result in increased competitive pressure in theGroup’s key markets which may adversely affect the Group’s Position.

4.

Weakening of the real estate markets in Australia, New Zealand or other markets
where the Group does business may adversely affect the Group’s Position
Residential and commercial property lending, together with real estate development andinvestment property finance, constitute important businesses of the Group. Major sub-7

segments within the Group's lending portfolio include:•
residential housing loans (owner occupier and investment); and•commercial real estate loans.
Since 2009, the world’s major central banks have embarked upon unprecedented monetary
policy stimulus. The resulting weight of funds searching for yield continues to be asignificant driver underlying property markets in the Group’s core property jurisdictions(Australia, New Zealand, Singapore and Hong Kong). However, although values forcompleted tenanted properties and residential house prices, particularly in metro east coast
Australian and New Zealand markets, rose steadily until 2018, the fall in Australian house
prices in 2018 was the largest since the global financial crisis. In the latter part of 2019 andearly 2020, property prices across Australia had started to increase, although this trend has
been disrupted by COVID-19 (see risk factor 1 “The COVID-19 pandemic has, and future
outbreaks of other communicable diseases or pandemics may, materially and adversely
affect the Group’s Position”). The social and economic impacts of the spread of the COVID19 pandemic and the related measures in place to control it have the potential to drive amaterial decline in residential property prices due to, among other things, increased
unemployment in Australia and New Zealand which, along with a number of other potential
factors in the medium term, may result in reductions in house prices.
A continued weakening, potentially compounded by the negative impacts of the COVID-19
pandemic, together with the potential for removal of Government economic stimulus which
has deferred the economic impacts, of real estate markets in Australia, New Zealand, andother markets where the Group does business could impact the Group in a number of ways.
These include:•commercial assets could be impacted by weakening tenancy credit profiles andincreasingly volatile property cash flows from lease renewals at lower rates, rental
abatements, increased incentives and tenancy defaults impacting serviceability andincreasing refinance risk;•
declining asset prices could impact customers, counterparties and the value of
security (including residential and commercial property) the Group holds against
these loans, impacting the Group’s ability to recover amounts owed if customers or
counterparties were to default. A decline in valuations will also contribute toincreasing refinance risk. Valuations will be impacted by the combined effect of
reduction in rental income and softening in yields (risk adjusted returns and implicit
rental growth), notwithstanding the low interest rate environment;•
liquidity concerns arising from an emerging capital gap as existing loans arerefinanced or new loans are financed within existing senior lending risk appetiteparameters but against lower valuations, creating a need for additional equity
contributions from owners or developers or alternative sources of funding. This
creates an additional cash flow risk for borrowers and the potential for non-bankfinanciers to disintermediate;•
declining demand for the Group’s residential lending products due to buyer concerns
about decreases in values that may make the Group’s lending products less attractive
to potential homeowners and investors; and•a material decline in residential housing prices may also cause losses in the Group’s
residential development portfolio if customers who are pre-committed to purchasethese dwellings are unable or unwilling to complete their contracts and the Group isforced to re-sell these dwellings at a loss.
The Group's portfolio of commercial property loans may be particularly susceptible to asset
price deflation, tenancy risk (comprising of underlying income generation from tenancy mix
and vacancy levels), delivery risk and settlement risk, which may result in higher credit
losses, refinance risk and deteriorating security values. A significant decrease in commercial
property valuations or a significant slowdown in the commercial real estate markets in the
Relevant Jurisdictions, or specific sectors, could result in a decrease in new lending
opportunities or lower recovery rates. Furthermore, while there has yet to be a significant
downturn of the real estate markets evidenced in the Group’s core property jurisdictions(which comprises Australia and New Zealand) due to the impact of COVID-19, it is expected
over time that this downturn will occur. So far, commercial property assets have not been
forced to market under distressed circumstances because liquidity support has been8

provided. However, continued liquidity support is not guaranteed, and the marketing ofsuch assets under distress may result in a material adverse shift in valuations.
The market has now shifted mindset from the consequences of a relatively short-term
disruption from COVID-19 to the longer term consequences of a deep recession acrossmarket segments. At this point, it is unclear as to timing and magnitude of this downturn. It
is expected however that the longer the pandemic continues the greater the longer term
economic impact will be. The impacts to both the residential and commercial property
portfolios described above may cause a reduction in demand for the Group’s products andservices and/or increased costs through higher credit losses that may in turn materially andadversely impact the Group’s Position.
5.

Sovereign risk events may destabilise global financial markets and may adversely
affect the Group’s Position
Sovereign risk is the risk that governments will default on their debt obligations, be unable
to refinance their debts as and when they fall due or nationalise parts of their economy.
Sovereign risk exists in many economies, including the United States, the United Kingdom,
China, Europe, Australia and New Zealand. Should one sovereign default, there could be acascading effect to other markets and countries, the consequences of which, while difficult
to predict, may be similar to or worse than those experienced during the global financial
crisis and subsequent sovereign debt crises. Significant uncertainties exist relating to the
COVID-19 crisis that is currently unfolding globally. These COVID-19 related uncertainties,
combined with pre-existing sovereign risk have been significantly destabilising global
financial markets, and may continue to do so, which in turn could adversely affect theGroup’s Position. For more information on risks relating to the COVID-19 pandemic see risk
factor 1 “The COVID-19 pandemic has, and future outbreaks of other communicablediseases or pandemics may, materially and adversely affect the Group’s Position”.

6.

Market risk events may adversely affect the Group’s Position
Market risk is the risk of loss arising from adverse changes in interest rates, currency
exchange rates, credit spreads, or from fluctuations in bond, commodity or equity prices.
For purposes of financial risk management, the Group differentiates between traded andnon- traded market risks. Traded market risks principally arise from the Group’s trading
operations in interest rates, foreign exchange, commodities and securities. The non-tradedmarket risk is predominantly interest rate risk in the banking book. Other non-tradedmarket risks include transactional and structural foreign exchange risk arising from capital
investments in offshore operations and non-traded equity risk. Losses arising from theoccurrence of such market risk events may adversely affect the Group's Position.
As a result of COVID-19, in March 2020 there was a substantial impact to market liquidity
across most asset classes as market volatility significantly increased. Over the past six
months, market conditions have stabilised but the future impact of COVID-19 on financial
markets remains uncertain, particularly as many countries in Europe and parts of Asia, as
well as in the United States, are experiencing further outbreaks (see risk factor 1 “TheCOVID-19 pandemic has, and future outbreaks of other communicable diseases or
pandemics may, materially and adversely affect the Group’s Position”).

7.

Changes in exchange rates may adversely affect the Group’s Position
As the Group conducts business in several different currencies, its businesses may beaffected by a change in currency exchange rates. Additionally, as the Group’s annual andinterim reports are prepared and stated in Australian dollars, any appreciation in theAustralian dollar against other currencies in which the Group earns revenues (particularly
the New Zealand dollar and U.S. dollar) may adversely affect the Group’s reported earnings.
While the Group has put in place hedges to partially mitigate the impact of currencychanges, there can be no assurance that the Group’s hedges will be sufficient or effective,
and any further appreciation may have an adverse impact upon the Group’s Position.

8.

The regulation, reform and replacement of benchmark rates could have adverse
9consequences on the Group’s securities issuances and its capital markets andinvestment activities
Interest rate, equity, foreign exchange rate and other types of indices which are deemed tobe “benchmarks” including those in widespread and long-standing use (such as LIBOR),
have been the subject of ongoing international regulatory scrutiny, and initiatives andproposals for reform. Some of these reforms are already in effect while others are still to be
implemented. These reforms may cause benchmarks to perform differently than in the past,or to disappear entirely, or have other consequences which cannot be fully anticipated.
Any of the benchmark reforms which have been proposed or implemented, or the generalincreased regulatory scrutiny of benchmarks, could also increase the costs and risks ofadministering or otherwise participating in the setting of benchmarks and complying withregulations or requirements relating to benchmarks. Such factors may have the effect of
discouraging market participants from continuing to administer or contribute to certain
benchmarks, trigger changes in the rules or methodologies used in certain benchmarks orlead to the disappearance of certain benchmarks. Any of these developments, and any
future initiatives to regulate, reform or change the administration of benchmarks, could
result in adverse consequences to the return on, value of and market for loans, mortgages,
securities, derivatives and other financial instruments whose returns are linked to any suchbenchmark, including those issued, funded or held by the Group.
Various regulators, industry bodies and other market participants globally are engaged ininitiatives to develop, introduce and encourage the use of alternative rates to replacecertain benchmarks. There is no assurance that these new rates will be accepted or widelyused by market participants, or that the characteristics of any of these new rates will besimilar to, or produce the economic equivalent of, the benchmarks that they seek toreplace. If a particular benchmark were to be discontinued and an alternative rate is not
successfully introduced to replace that benchmark, this could result in widespreaddislocation in the financial markets, engender volatility in the pricing of securities,
derivatives and other instruments, and suppress capital markets activities, all of which
could have adverse effects on the Group’s Position. In addition, the transition of a particularbenchmark to a replacement rate could affect hedge accounting relationships between
financial instruments linked to that benchmark and any related derivatives, which could
adversely affect the Group’s Position.
In July 2017, the Financial Conduct Authority (the “FCA”), which regulates LIBOR,
announced that it will no longer persuade or compel banks to submit rates for the
calculation of LIBOR after 2021. There is no certainty as to whether, or on what basis,
LIBOR will be calculated and published up to or after 2021. In a subsequent announcementin July 2018, the FCA emphasised the need for market participants to transition away from
LIBOR before the end of 2021. Such announcements indicate that the continuation of LIBOR
on the current basis cannot and will not be guaranteed after 2021. It is not possible topredict whether, and to what extent, panel banks will continue to provide LIBOR
submissions to the administrator of LIBOR going forward. This may cause LIBOR to performdifferently than it did in the past and may have other consequences which cannot be
predicted.
Vast amounts of loans, mortgages, securities, derivatives and other financial instruments
are linked to the LIBOR benchmark, and any failure by market participants and regulators
to successfully introduce benchmark rates to replace LIBOR and implement effective
transitional arrangements to address the discontinuation of LIBOR could result in disruption
in the financial markets, suppress capital markets activities and give rise to litigation claims,
all of which could have a negative impact on the Group’s Position and on the value of
LIBOR-linked securities or other instruments which are issued, funded or held by the Group.
A large number of loans, securities, derivatives and other financial instruments to which theGroup is a party and which reference discontinuing benchmark rates without robust
provisions for their replacement will need to be transitioned to reference replacement rates
and/or include robust contractual fallback provisions in line with emerging market
standards. The process of transitioning of this large volume of contracts prior to the end of2021 involves operational risks for the Group.
109.

Acquisitions and/or divestments may adversely affect the Group’s Position
The Group regularly examines a range of corporate opportunities, including acquisitions anddivestments, with a view to determining whether those opportunities will enhance theGroup’s strategic position and financial performance.
Integration (or separation) of an acquired (or divested) business can be complex and costly,
sometimes including combining (or separating) relevant accounting and data processing
systems, and management controls, as well as managing relevant relationships with
employees, customers, regulators, counterparties, suppliers and other business partners.
Integration (or separation) efforts could create inconsistencies in standards, controls,
procedures and policies, as well as diverting management attention and resources. There isalso the risk of counterparties making claims in respect of completed or uncompleted
transactions against the Group that could adversely affect the Group’s Position. There canalso be no assurance that any acquisition (or divestment) would have the anticipatedpositive results around cost or cost savings, time to integrate and overall performance. Allor any of these factors could adversely affect the Group’s ability to conduct its businesssuccessfully and impact the Group’s operations or results. Additionally, there can be noassurance that employees, customers, counterparties, suppliers and other business partnersof newly acquired (or retained) businesses will remain post-acquisition (or postdivestment). Further, there is a risk that completion of an agreed transaction may not occur
whether in the form originally agreed between the parties or at all, including due to failureof the counterparty to satisfy its completion conditions or because other completion
conditions such as obtaining relevant regulatory or other approvals are not satisfied. Should
any of these integration or separation risks occur, this could adversely affect the Group’s
Position.
Risks related to the Issuer's financial situation

10.

Credit risk may adversely affect the Group’s Position
As a financial institution, the Group is exposed to the risks associated with extending credit
to other parties, including incurring credit-related losses that can occur as a result of acounterparty being unable or unwilling to honour its contractual obligations. Credit losses
can and have resulted in financial services organisations realising significant losses and insome cases failing altogether.
The risk of credit-related losses may be increased by a number of factors, including
deterioration in the financial condition of the economies in which the Group or its customers
or counterparties operate, a sustained high level of unemployment in the markets in which
the Group or its customers or counterparties operate, more expensive imports into Australia
and New Zealand due to the reduced strength of the Australian and New Zealand dollars
relative to other currencies, a deterioration of the financial condition of the Group’s
customers or counterparties, a reduction in the value of assets the Group holds as
collateral, and a reduction in the market value of the counterparty instruments andobligations it holds.
Less favourable business or economic conditions, whether generally or in a specific industry
sector or geographic region, as well as the occurrence of events such as natural disasters or
pandemics, could cause customers or counterparties to fail to meet their obligations inaccordance with agreed terms.
Some of the Group’s customers and counterparties in or with exposures to the below
mentioned sectors are increasingly vulnerable:•industries impacted by the COVID-19 pandemic and adverse weather conditions (e.g.
bushfires and drought), particularly: transportation (including airlines, shipping, roadand rail); ports, tourism and travel (including accommodation, food and beverage);
healthcare; agriculture; education; retail (including e-commerce due to a reduction inlogistics activity); property (particularly shopping malls and hotels); construction and
11

•
•
•

•

contractors;
industries at risk of sanctions, geopolitical tensions or trade disputes (e.g. technology,
agriculture and communications) and/or declining global growth, disruption to global
supply chains and actions on climate change (e.g. commodity and energy prices);the Australian natural resources sector, which is particularly exposed to any prolonged
slowdown in the Chinese economy and could be materially and adversely impacted bya decline in natural resource prices;
industries reliant on consumer discretionary spend in the markets in which the Group
operates are exposed to a slowdown in spending levels, rising unemployment and a
combination of a slowing housing market, low wage growth and high household debt
or a potential loss in consumer confidence including in the tourism, specialty retail,travel, leisure and the automotive sectors; andindustries exposed to the recent volatility of the United States Dollar as well as theAustralian Dollar and New Zealand Dollar.

The decision by the Group to provide customers impacted by the COVID-19 pandemic theoption of suspending or deferring certain mortgage or loan repayments may lead to anincrease in the level of credit risk related losses. There can be no guarantee that at theconclusion of this period, customers will be able to recommence their loan repayment
obligations, leading to a potential increase in credit risk related losses, which could have amaterial adverse effect on the Group’s Position. See Notes 1 and 13 of the 2020 Financial
Statements.
The Group is also subject to the risk that its rights against third parties may not be
enforceable in certain circumstances, which may result in credit losses. Should material
credit losses occur to the Group’s credit exposures, this may adversely affect the Group’s
Position.
Credit risk may also arise from certain derivative, clearing and settlement contracts that theGroup enters into, and from the Group’s dealings with, and holdings of, debt securities
issued by other banks, financial institutions, companies, governments and government
bodies where the financial conditions of such entities are affected by economic conditions in
global financial markets.
In addition, in assessing whether to extend credit or enter into other transactions withcustomers and/or counterparties, the Group relies on information provided by or on behalfof customers and/or counterparties, including financial statements and other financial
information. The Group may also rely on representations of customers and independent
consultants as to the accuracy and completeness of that information. The Group’s financial
performance could be negatively impacted to the extent that it relies on information that is
inaccurate or materially misleading.
The Group holds provisions for credit impairment that are determined based on current
information and subjective and complex judgements of the impairment within the Group’s
lending portfolio. If the information upon which the assessment is made proves to beinaccurate or if the Group fails to analyse the information correctly, the provisions made for
credit impairment may be insufficient, which may adversely affect the Group’s Position.
11.

Challenges in managing the Group’s capital base could give rise to greater
volatility in capital ratios, which may adversely affect the Group’s Position
The Group’s capital base is critical to the management of its businesses and access tofunding. Prudential regulators of the Group include, but are not limited to, APRA, the RBNZ
and various regulators in the United States, the United Kingdom and the countries in the
Asia Pacific region. The Group is required by its primary regulator, APRA and the RBNZ for
ANZ New Zealand and its subsidiaries (the "ANZ New Zealand Group"), to maintainadequate regulatory capital.
Under current regulatory requirements, risk-weighted assets and expected loan losses
increase as counterparty’s risk grade worsens. These regulatory capital requirements arelikely to compound the impact of any reduction in capital resulting from lower profits in

12

times of stress. As a result, greater volatility in capital ratios may arise and may require theGroup to raise additional capital. There can be no certainty that any additional capitalrequired would be available or could be raised on reasonable terms.
The Group’s capital ratios may be affected by a number of factors, such as (i) lower
earnings (including lower dividends from its deconsolidated subsidiaries such as those in theinsurance business as well as from its investment in associates), (ii) increased asset growth,(iii) changes in the value of the Australian dollar against other currencies in which the Group
operates (particularly the New Zealand dollar and U.S. dollar) that impact risk weighted
assets or the foreign currency translation reserve, (iv) changes in business strategy(including acquisitions, divestments and investments or an increase in capital intensive
businesses), and (v) changes in regulatory requirements.
APRA and the RBNZ have implemented prudential standards to accommodate Basel 3.
Certain other regulators have either implemented or are in the process of implementing
regulations, including Basel 3, that seek to strengthen, among other things, the liquidity
and capital requirements of banks, funds management entities and insurance entities,
though there can be no assurance that these regulations have had or will have theirintended effect. These regulations, together with risks arising from any regulatory changes(including those arising from APRA’s response to the remaining Financial System Inquiry(“FSI”) recommendations, further changes from APRA’s “unquestionably strong”
requirements, the requirements of the Basel Committee on Banking Supervision (“BCBS”),
the RBNZ’s review of capital requirements and the RBNZ’s amendments to ANZ New
Zealand's Conditions of Registration in response to the COVID-19 pandemic, to (among
other things) not permit ANZ New Zealand to make distributions other than discretionary
payments payable to holders of Additional Tier 1 (“AT1”) capital instruments), aredescribed in risk factor 16 "Regulatory changes or a failure to comply with laws, regulations
or policies may adversely affect the Group’s Position".
Any inability of the Group to maintain its regulatory capital may have a material adverse
effect on the Group's Position.
12.

The Group’s credit ratings could change and adversely affect the Group’s ability toraise capital and wholesale funding and constrain the volume of new lending,which may adversely affect the Group’s Position
The Group’s credit ratings have a significant impact on both its access to, and cost of,capital and wholesale funding. They may also be important to customers or counterparties
when evaluating the Group’s products and services. Credit ratings and rating outlooks may
be withdrawn, qualified, revised or suspended by credit rating agencies at any time. The
methodologies used by ratings agencies to determine credit ratings and rating outlooks may
be revised in response to legal or regulatory changes, market developments or for any
other reason.
The Group’s credit ratings or rating outlooks could be negatively affected by a change in thecredit ratings or rating outlooks of the Commonwealth of Australia or New Zealand, theoccurrence of one or more of the other risks identified in this document, a change in ratings
methodologies or by other events. As a result, downgrades in the Group’s credit ratings or
rating outlooks could occur that do not reflect changes in the general economic conditionsor the Group's financial condition. In addition, the ratings of individual securities (including,but not limited to, certain Tier 1 capital and Tier 2 capital securities and covered bonds)
issued by the Group (and other banks globally) could be impacted from time to time bychanges in the regulatory requirements for those instruments as well as the ratings
methodologies used by rating agencies.
In light of the COVID-19 pandemic, Fitch Ratings (“Fitch”) and S&P Global Ratings (“S&P”)
have revised the Group’s ratings and/or outlook as described below.
On 8 April, 2020, ANZBGL confirmed that Fitch changed its ratings of the Australian majorbanks and their New Zealand bank subsidiaries, including the Group, resulting in theGroup’s Long-Term Issuer Default Rating (“IDR”) decreasing one-notch to A+ from AA-.
The Outlook on the Group’s Long-Term IDR remains Negative. The Group’s Short-Term IDR
13

was also downgraded to F1 from F1+. The Group’s subordinated debt was also downgradedto A-.
On 9 April, 2020, ANZBGL confirmed that S&P revised the outlook on the long-term issuer
credit rating for the Commonwealth of Australia to negative from stable. As a result of thesovereign action, S&P has also revised the credit rating outlook of the Australian majorbanks and their New Zealand bank subsidiaries, including the Group, to negative fromstable. S&P reaffirmed the Group’s ‘AA-’ long-term and ‘A-1+’ short term issuer credit
ratings. S&P also reaffirmed all the ratings on debt issued by the Group, including seniorand subordinated debt and hybrid Tier 1 capital instruments.
Any future downgrade or potential downgrade to the Group’s credit ratings or rating
outlooks may reduce access to capital and wholesale debt markets and could lead to anincrease in funding costs, which could constrain the volume of new lending and affect thewillingness of counterparties to transact with the Group which may adversely affect theGroup’s Position.
Credit ratings are not a recommendation by the relevant rating agency to invest in
securities offered by the Group.
13.

Liquidity and funding risk events may adversely affect the Group’s Position
Liquidity and funding risk is the risk that the Group is unable to meet its payment
obligations as they fall due (including repaying depositors or maturing wholesale debt) orthat the Group has insufficient capacity to fund increases in assets. Liquidity and funding risk
is inherent in all banking operations due to the timing mismatch between cash inflows andcash outflows.
Reduced liquidity could lead to an increase in the cost of the Group’s borrowings andconstrain the volume of new lending which may adversely affect the Group’s Position.
Deterioration and volatility in market conditions, including as experienced in March and April
2020 as COVID-19 began to unfold globally and otherwise as a result of COVID-19, and/or
declines in investor confidence in the Group may materially impact the Group’s ability toreplace maturing liabilities and access funding (in a timely and cost effective manner),
which may adversely impact the Group’s Position.
The Group raises funding from a variety of sources, including customer deposits andwholesale funding in domestic and in offshore markets to meet its funding requirements andto maintain or grow its business generally. Developments in major markets can adversely
affect liquidity in global capital markets. For example, in times of liquidity stress, if there isdamage to market confidence in the Group or if funding inside or outside of domestic
markets is not available or constrained, the Group’s ability to access sources of funding andliquidity may be constrained and it will be exposed to liquidity and funding risk.
In response to the economic impacts of COVID-19, major central banks including inAustralia and New Zealand have implemented or expanded the use of alternative monetary
policy tools including quantitative easing and certain other facilities that directly provide
funding to banks in their relevant jurisdiction, including the Group. If these tools were to bewithdrawn or significantly reduced unexpectedly the Group may be required to seek
alternative funding.
The availability of alternative funding, and the terms on which it may be available, will
depend on a variety of factors, including prevailing market conditions and the Group’s credit
ratings at that time (which are strongly influenced by Australia’s and New Zealand’ssovereign credit rating). Even if available, the cost of these funding alternatives may be
more expensive or on unfavourable terms that may adversely affect the Group’s Position.

14.

Changes in the valuation of some of the Group’s assets and liabilities may
adversely affect the Group’s earnings and/or equity, and therefore the Group’s
Position

14

The Group applies accounting standards that require that various financial instruments,
including derivative instruments, assets and liabilities classified as fair value through othercomprehensive income, and certain other assets and liabilities (as per Note 17 of the 2020
Financial Statements) are measured at fair value with changes in fair value recognised inearnings or equity.
Generally, in order to establish the fair value of these instruments, the Group relies onquoted market prices or, where the market for a financial instrument is not sufficiently
active, fair values are based on present value estimates or other valuation techniques thatincorporate the impact of factors that would influence the fair value as determined by amarket participant. The fair value of these instruments is impacted by changes in market
prices or valuation inputs that may have a material adverse effect on the Group’s earnings
and/or equity.
In addition, the Group may be exposed to a reduction in the value of non-lending related
assets as a result of impairments that are recognised in earnings. The Group is required totest the recoverability of goodwill balances and intangible assets with indefinite useful lives
or not yet available for use at least annually and other non-lending related assets including
premises and equipment, investment in associates, capitalised software and other intangible
assets where there are indicators of impairment.
For the purpose of assessing the recoverability of the goodwill balances, the Group uses amultiple of earnings calculation. Changes in the assumptions upon which the calculation isbased, together with changes in earnings, may materially impact this assessment, resulting
in the potential write-off of a part or all of the goodwill balances.
In respect of other non-lending related assets, in the event that an asset is no longer inuse, or that the cash flows generated by the asset do not support the carrying value,
impairment charges may be recorded. This, in conjunction with the other potential changes
above, could impact the Group’s Position.
In making these assessments, the Group considers relevant internal and external
information available. This includes assessing the ongoing impact of COVID-19, and related
responses of governments, regulators and businesses, on the carrying values of the Group’s
assets. There is a high degree of uncertainty associated with the duration and impact of
COVID-19 which may affect the recoverability of Group assets in future periods.
15.

Changes to accounting policies may adversely affect the Group’s Position
The accounting policies that the Group applies are fundamental to how it records andreports its financial position and results of operations. Management must exercise
judgement in selecting and applying many of these accounting policies so that they not only
comply with the applicable accounting standards or interpretations but that they also reflect
the most appropriate manner in which to record and report on the Group’s financial position
and results of operations. However, these accounting policies may be applied inaccurately,
resulting in a misstatement of the Group’s financial position. In addition, the application of
new or revised accounting standards or interpretations may adversely affect the Group’s
Position.
The impact of new accounting standards effective for the first time in the Group’s 2020
financial year is outlined in Note 1 of the 2020 Financial Statements.
In some cases, management must select an accounting policy from two or morealternatives, any of which would comply with the relevant accounting standard orinterpretation and be reasonable under the circumstances, yet might result in reporting
materially different outcomes than would have been reported under the alternative.
Legal and regulatory risk

16.

Regulatory changes or a failure to comply with laws, regulations or policies may
adversely affect the Group’s Position

15

The Group’s businesses and operations are highly regulated. The Group is subject to a
substantial and increasing number of laws, regulations and policies, including industry selfregulation, in the Relevant Jurisdictions in which it carries on business or obtains funding
and is supervised by a number of different authorities in each of these jurisdictions. The
volume of changes, and resources allocated to the regulation and supervision of financial
services groups, such as the Group, and the enforcement of laws against them, has
increased substantially in recent years, including in response to community concern
regarding the conduct of financial services groups in Australia and New Zealand. As a result,
the regulation and supervision of, and enforcement against, financial services groups,
including the Group has become increasingly extensive, complex and costly across theRelevant Jurisdictions. Such regulation, supervision and enforcement continue to evolve.
The exact ramifications of COVID-19 on the regulation and supervision of, and enforcement
against, financial services groups such as the Group remain highly uncertain and, as of thedate of this document, difficult to predict. There have been actual and proposed delays tothe implementation of regulatory reforms in Australia and New Zealand and a re-ranking ofpriorities, including enforcement priorities. Governments worldwide have imposed wide
ranging restrictions on, suspensions of, or advice against, travel, events, and meetings andmany other normal activities and undertaken substantial and costly interventions tostabilise sovereign nations and financial markets. Governments already have and may
continue to implement and introduce further measures to contain the pandemic.
The ongoing COVID-19 pandemic also has the potential to complicate the Group’s dealings
with its regulators in a number of ways. In particular, disruptions to the Group’s business,
operations, third party contractors and suppliers resulting from the COVID-19 outbreak may
increase the risk that the Group will not be able to satisfy its regulatory obligations orprocesses and/or address outstanding issues, potentially increasing the prospect of aregulator taking adverse action against the Group. Although there is continuing engagementwith regulators with respect to banking industry wide loan repayment deferrals andassistance to customers to get back to making their repayments, the Group remains
susceptible to regulatory action where it fails to satisfy its regulatory obligations.

In Australia:
Prudential Developments
Developments in prudential regulation continue to impact the Group in a material way.
Given the number of items that are currently open for consultation with APRA and the
RBNZ, the potential impacts on the Group remain uncertain. Further changes to APRA’s or
the RBNZ’s prudential standards could increase the level of regulatory capital that the Groupis required to maintain, restrict the Group’s flexibility, require it to incur substantial costs
and/or impact the profitability of one or more business lines any of which may adversely
affect the Group’s Position. Particular points include:•

APRA is impacted by the evolving situation surrounding COVID-19. Certain
engagements are being cancelled, deferred or restructured to limit direct contact.
APRA has limited members of its supervision team from attending its office. Primaryareas of interest include the impact on funding and liquidity, markets, operational
resilience and payments.

•

In October 2019, APRA released a discussion paper on draft revisions to theprudential standard APS111 “Capital Adequacy: Measurement of Capital” (“APS111”)
for consultation. The most material change from APRA’s proposal is in relation to thetreatment of capital investments for each banking and insurance subsidiary at Level 1,
with the tangible component of the investment changing from a 400% risk weightingto:o250% risk weighting up to an amount equal to 10% of ANZBGL’s net Level 1
Common Equity Tier 1 (“CET1”) capital; andothe remainder of the investment will be treated as a CET1 capital deduction.

ANZBGL continues to review the implications for its current investments. The net
impact on the Group is unclear and will depend upon a number of factors including
the capitalisation of the affected subsidiaries at the time of implementation, the final
16

form of the prudential standard, as well as the effect of management actions being
pursued that have the potential to materially offset the impact of these proposals.
Based on ANZBGL’s current investment as at 30 September 2020 in its affectedsubsidiaries and in the absence of any offsetting management actions, the above
proposals imply a reduction in ANZBGL’s Level 1 CET1 capital ratio of up to
approximately A$2.5 billion (approximately 70 basis points). There would be no
impact on the Group’s Level 2 CET1 capital ratio arising from these proposed changes.
The proposed implementation date of 1 January 2021 for these changes is currently
under review by APRA and is expected to be delayed to 1 January 2022.
•

In August 2019, APRA announced that it will amend APS222 “Associations withRelated Entities” to reduce the limits for Australian ADIs’ individual entity exposure to
related ADIs (or overseas equivalents) from 50% of Level 1 total capital to 25% ofLevel 1 Tier 1 capital, and aggregate exposures from 150% of Level 1 total capital to75% of Level 1 Tier 1 capital. As exposures are measured net of capital deductions,the proposed changes to APRA’s capital regulations (contained in APS111) will affectthe measurement of ADI exposures. The implementation date for these changes has
been deferred by APRA to 1 January 2022 (12 month deferral from initial
implementation date of 1 January 2021).

•

In July 2019, APRA announced its decision on loss-absorbing capacity pursuant towhich it will require Australian domestic systemically important banks (“D- SIBs”),
including ANZBGL, to increase their total capital by 3% of risk-weighted assets by
January 2024. Based on the Group’s capital position as at 30 September 2020, thisrepresents an incremental increase in the total capital requirement of approximately
A$7.5 billion, with an equivalent decrease in other senior funding. APRA has statedthat it anticipates that D-SIBs would satisfy the requirement predominantly withadditional Tier 2 capital. APRA is considering, over the next four years, feasible
alternative methods for raising an additional 1% to 2% of risk weighted assets.

•

Implementation of APRA’s revisions to the capital framework for ADIs, resulting fromthe BCBS Basel 3 capital reforms and the recommendations of the FSI, will continue
over the coming years. However in response to the challenging economic environment
resulting from disruption caused by COVID-19, APRA announced a temporary change
to its expectations with regards to ADIs maintaining bank capital ratios at the“unquestionably strong” benchmark of 10.5% for CET1. APRA advised all banks thatduring this period of disruption resulting from the COVID-19 pandemic, APRA would
not be concerned if banks are not meeting this benchmark as the current large buffers
may be needed to facilitate ongoing lending to the Australian economy, provided thatthey continue to meet their other minimum capital requirements.

•

Additionally, as further support for ADIs in dedicating time and resources to maintaintheir operations and support customers, APRA has also deferred its scheduled
implementation of changes to ADIs risk-weighting framework and other capitalrequirements (capital reforms) by one year. The majority of the capital reforms were
initially due for implementation on 1 January 2022, but these have now been revised
to 1 January 2023. APRA has announced that it does not expect that the changes tothe risk weights, when implemented, will necessitate further increases in capital for
ADIs, although this could vary by ADI depending on the final requirements. On 10
August 2020, APRA announced it will recommence public consultations on selectpolicy reforms (including ADI capital reforms incorporating APRA’s unquestionably
strong framework, Basel III and measures to improve transparency, comparability
and flexibility) and begin a phased resumption of the issuing of new licenses.

•

As a result of the COVID-19 disruption, on April 7, 2020, APRA wrote to ADIs andindicated that during the period of the disruption (and at least in the next two months
from the date of the guidance), APRA expects ADIs to seriously consider deferring
decisions on the appropriate level of dividends until the outlook is clearer. In line with
APRA’s guidance, ANZBGL’s Board of Directors deferred its decision on the 2020
interim dividend until there is greater clarity regarding the economic impact of
COVID-19. In July 2020, APRA provided an update which replaces the above guidancefrom April 2020. In the updated guidance, APRA acknowledged that the uncertainty inthe economic outlook has reduced somewhat since April 2020 and APRA had theopportunity to review ADIs’ financial projections and stress testing results. Taking
these and other developments since April 2020 into account, APRA advised ADIs tomaintain caution in planning capital distributions, including dividend payments and17that for the remainder of the calendar year, the ADIs’ Board should:

oseek to retain at least half of their earnings when making decisions on capital
distributions (and utilise dividend reinvestment plans and other initiatives to offset
the diminution in capital from capital distributions where possible);oconduct regular stress testing to inform decision-making and demonstrate ongoing
lending capacity; andomake use of capital buffers to absorb the impacts of stress, and continue to lend
to support households and businesses.
The Group’s 2020 interim dividend of 25 cents per share (paid to shareholders on 30
September 2020) and proposed 2020 final dividend of 35 cents per share (announced
by the Group on 29 October 2020) took into account the updated regulatory guidance
above.

•In March 2020, APRA confirmed that loans that have been granted repayment
deferrals, as part of COVID-19 support measures, would not be treated as
restructured for regulatory capital treatment purposes, to the extent that theborrower has otherwise been meeting their repayment obligations. The above
treatment was announced for an initial period of up to 6 months, but in July 2020,
APRA has advised the extension of this approach to cover a maximum period of theearlier of 10 months from the start of a repayment deferral and 31 March 2021.

•

The RBNZ has completed a comprehensive review of the capital adequacy framework
for registered banks in New Zealand, and released its final decisions on key
components of the capital review in December 2019. The net impact on the Group is
an increase in CET1 capital of approximately A$2.1 billion over the seven year
transition period. The RBNZ has delayed the commencement date of the increased
capital requirements by 12 months to 1 July 2021 in response to the uncertainties
from the COVID-19 pandemic (with further delays possible if the conditions warrant in2021). The net impact will be reduced by approximately A$0.5 billion upon conversionof the NZ$500 million of mandatory convertible perpetual subordinated securities(“Capital Notes”) into new Group ordinary shares scheduled to occur in May 2022.

•

With effect from 2 April 2020, the RBNZ amended ANZ New Zealand's Conditions ofRegistration to (among other things) not permit ANZ New Zealand to make
distributions other than discretionary payments payable to holders of AT1 capital
instruments. This restriction applies to all New Zealand-incorporated registered banks,and is intended to support the stability of the financial system during the COVID-19
pandemic. The RBNZ also informed ANZ New Zealand, and other New Zealandincorporated registered banks, that they should not redeem capital instruments at thistime. Accordingly ANZ New Zealand was not permitted to redeem its Capital Notes in
May 2020, although ANZ New Zealand can continue making interest payments on
those Capital Notes (subject to certain conditions). Further, ANZ New Zealandannounced that it would not exercise its option to convert the Capital Notes in May
2020. The terms of the Capital Notes provide for their conversion into a variable
number of ANZBGL ordinary shares in May 2022 (subject to certain conditions).
Conversion would result in an increase in the Group’s CET1 capital (approximately 10
basis points) at Level 2.

Recalibration of ASIC’s Regulatory Priorities
ASIC announced on 23 March 2020 that it will focus its regulatory efforts on challenges
created by COVID-19. Since then, ASIC has afforded priority to matters where there is therisk of significant consumer harm, serious breaches of the law, risks to market integrity andtime-critical matters. This included a focus on loan deferral programmes and customers
dealing with hardship. ASIC immediately suspended a number of near-term activities which
are not time-critical. These included consultation, regulatory reports and reviews including
ASIC’s close and continuous monitoring program. In April 2020, ASIC announced further
details of changes to its regulatory work and priorities in light of COVID-19, including that it
has stepped up markets supervision work and that enforcement action will continue.
However, ASIC stated that there may be changes to the timing and process ofinvestigations it is conducting to take in account the impact of COVID-19. In May 2020,
ASIC announced that it would defer the commencement date of the mortgage broker bestinterest duty and remuneration reforms and the design and distribution obligations by six
months to January 1, 2021 and October 5, 2021 respectively. In August 2020, ASIC

18

released its Corporate Plan for 2020 through 2024 which outlines actions ASIC are taking toaddress the impact of the COVID-19 pandemic as well as longer term threats and harms in
the regulatory environment. A key stated consideration of ASIC is to support the long term
recovery of the Australian economy. Strategic priorities responding to the COVID-19
pandemic include: (i) protecting consumers from harm at a time of heightened vulnerability;(ii) maintaining financial system resilience and stability; (iii) supporting Australianbusinesses to respond to the effects of the COVID-19 pandemic; (iv) continuing to identify,
disrupt and take enforcement action against the most harmful conduct; and (v) continuing
to build ASIC organisational capacity in challenging times.
Royal Commission
The Royal Commission made 76 recommendations concerning law reform, self-regulatory
standards and the operations of ASIC and APRA, some of which have already been
implemented. The Australian Government Treasury stated that most of the remaining
recommendations are proposed to be implemented between 2020 and 2022, subject tocertain six-month deferrals announced by the Treasury on 8 May 2020. In addition, theRoyal Commission has led or may lead to regulators commencing investigations into various
financial services entities, including the Group. The recommendations could result in
additional costs and may lead to further exposures, including exposures associated withfurther regulator activity or potential customer exposures such as class actions, individual
claims or customer remediation or compensation activities. The recommendations may also
lead to adjustments in the competitive environment of the Group. The outcomes and total
costs associated with these possible exposures and changes remain uncertain and theirimpact may adversely affect the Group’s Position.
Competition Laws, Regulations and Inquiries
There is a strong focus on the regulation of competition in the financial services sector. In
October 2019, the Australian Government directed the Australian Competition & Consumer
Commission (“ACCC”) to immediately commence an inquiry into home loan pricing of the
major Australian banks, which includes the Group. The ACCC released its interim report withrespect to the inquiry on 27 April 2020 and reviewed factors influencing interest rate setting
decisions and the pricing of mortgages, however the interim report did not containrecommendations. The final report is expected to examine the impediments consumers facewhen switching lenders and will provide recommendations focused on driving further
competition in the home loan market. In light of the COVID-19 pandemic, the timeframe of
the inquiry’s final report has been extended to 30 November 2020. In July 2019, the ACCC
released its final report of its Digital Platforms Inquiry. This report recommended reforms to
privacy and certain consumer protections. The Australian Government in December 2019
committed to adopting the key recommendations from the inquiry, with reforms that will
focus on promoting competition and enhancing consumer protections. A final report fromthe ACCC on customer loyalty schemes was released in December 2019. Legislative,
regulatory or supervisory changes in response to each of these reports could adversely
affect the Group's Position.
Product Laws, Regulations and Inquiries
There remains a strong focus on the suitability of products offered by financial services
providers, including the Group. Regulatory policy development and monitoring of
responsible consumer lending has increased significantly, and continues to drive the review
of, and changes to, business practices. If any additional changes in law, regulation or policy
are implemented, as a result of the development and monitoring of responsible consumer
lending, such changes may impact the manner in which the Group provides consumer
lending services in the future that may in some respects adversely affect the Group’s
operations in this area and consequently, the Group’s Position. ASIC published updated
regulatory guidance on responsible lending laws in December 2019. In September 2020,
the Government announced proposed changes to Australia’s credit framework, includingchanges to the responsible lending obligations for ADIs, where APRA will continue toregulate ADIs in relation to existing standards, while ASIC will regulate non ADIs in relation
to new standards. Stricter anti-hawking laws are proposed in relation to financial products
and a deferred sales model for add on insurance. The design and distribution obligation
legislation will introduce requirements on product issuers and distributors to, among otherthings, identify appropriate target markets for financial and credit products and distribute
those products so that they likely reach the relevant target market. There are significant
penalties for non-compliance and such legislation could impact the Group’s ability to issue
19and market financial products in the future. Increased compliance costs resulting fromfinancial product distribution requirements may adversely impact the Group’s Position.
Increasing Regulatory Powers, Corporate Penalties and Funding for Regulators
There are increased penalties for breaches of laws in Australia, as well as increased powers
to regulators and funding for regulators to prosecute breaches. Increasing regulatory
powers include ASIC’s product intervention power and proposed expansions of ASIC
directions powers and breach reporting laws. The Australian Consumer Law was amended toincrease penalties for breaches of consumer law from September 2018. The increased
penalties relate to unconscionable conduct, false or misleading representations about goods
or services, unfair practices, the safety of consumer goods and product-related services andinformation standards. The Australian Government announced in March 2019 that ASIC
would be provided with more than A$400 million and APRA with more than A$150 million in
additional funding to support enforcement, regulation and supervision. The Treasury Laws
Amendment (Strengthening Corporate and Financial Sector Penalties) Act 2019 significantly
increased the sanctions applicable to the contravention of a range of corporate and financial
sector obligations. The imposition of such penalties on the Group may adversely affect theGroup’s Position.
Senior Executive Accountability Laws and Regulations
There are increasing penalties and specialised rules applicable to senior executives in thebanking sector. The Banking Executive Accountability Regime (“BEAR”) was introduced as a
new responsibility and accountability framework for the directors and most senior executives
in ADI groups. The Australian Government announced in January 2020 that BEAR will be
replaced by the Financial Accountability Regime (“FAR”), which proposes to extend theregime to other APRA-regulated entities. FAR would be jointly administered by APRA and
ASIC and could impose larger civil penalties for any breaches, including for individuals.
Potential risks to the Group from the BEAR legislation and FAR include the risk of penalties
and the risk to the Group’s ability to attract and retain high-quality directors and senior
executives.
Other Government or regulatory interventions in the financial sector
There remain ongoing Australian Government and regulator led inquiries and interventions
into Australia’s banks. These inquiries are wide ranging and could lead to legislative or
regulatory changes or measures that may adversely affect the Group’s Position, including
through taxes and levies. Scrutiny of banks also increased substantially following thecommencement by the AUSTRAC1 of civil penalty proceedings in 2017 and 2019 against two
major Australian banks relating to alleged past and ongoing contraventions of the AntiMoney Laundering and Counter-Terrorism Financing Act 2006 (Commonwealth). See alsorisk factor 18 “Significant fines and sanctions in the event of breaches of law or regulation
relating to anti-money laundering, counter-terrorism financing and sanctions may adversely
affect the Group’s Position” below.
Industry self-regulation
There is continued focus on industry best practice guidance and standards impacting retailand small business banking. Changes to self-regulatory instruments, including industry
codes and practice guidelines, is requiring considerable Group resources to implement andmonitor compliance. A new Australian Banking Code came into effect from July 2019, withfurther changes to certain retail and small business products and processes introduced in
March 2020. Industry guidance on working with vulnerable customers is also evolving. Suchchanges may impact the products that the Group is able to offer to its customers and theoperational costs associated with delivery, which may adversely impact the Group’s Position.
Draft legislation implementing key recommendations of the Financial Services Royal
Commission includes legislation under which certain industry code provisions (including the
Banking Code of Practice) can be deemed as ‘enforceable code provisions’, the breach ofwhich would attract civil penalties.

1 AUSTRAC is an Australian government financial intelligence agency set up to monitor financialtransactions to identify money laundering, organised crime, tax evasion, welfare fraud and terrorism
financing.

20

Open Banking Laws
Open Banking is part of a new consumer data right in Australia that was made law in August
2019. The consumer data right it establishes seeks to improve consumers’ ability tocompare and switch between products and services. From 1 July 2020, individual customers
can request their bank share their data for deposit and transaction accounts and credit anddebit cards. Additional data availability is scheduled over the coming months. It is expected
to reduce the barriers to new entrants into the banking industry in Australia. Open Banking
may lead to increased competition that may adversely affect the Group’s Position.
Outside of Australia:
New Zealand Developments
The New Zealand Government and regulatory authorities have proposed significant
legislative and regulatory changes for New Zealand financial institutions. These changes
include, among other things: the RBNZ’s reform of capital requirements, the RBNZ’s revised
outsourcing policy (“BS11”), ANZ New Zealand's revised conditions of registration, theenactment of the Financial Services Legislation Amendment Act 2019 (“FSLAA”) andreplacement of the Financial Advisers Act 2008, proposed conduct regulations for financial
institutions under the Financial Markets (Conduct of Institutions) Amendment Bill, thereview and proposed replacement of the Reserve Bank of New Zealand Act 1989 and theenactment of the Credit Contracts Legislation Amendment Act 2019 ("CCLA Act"). Suchchanges may adversely affect the ANZ New Zealand Group, potentially impacting its
corporate structures, businesses, strategies, capital, liquidity, funding and profitability, cost
structures, and the cost and access to credit for its customers and the wider economy. Thisin turn may adversely affect the Group's Position. In response to COVID-19, the RBNZ
deferred external-facing work on most of its regulatory initiatives, and delayed the startdate for the increased capital requirements for New Zealand banks to 1 July 2021 (withfurther delays possible). The RBNZ has also extended the transition period for BS11 to 1
October 2021, and there have been delays to the commencement of the CCLA Act and the
FSLAA.
Other Offshore Developments
Other offshore regulatory developments include changes to financial regulations in the
United States (including legislative changes to the Dodd-Frank Act and revision to its
Volcker Rule), changes to senior executive accountability in Singapore, Hong Kong, and theUnited Kingdom, changes to English and European law in connection with Brexit,
introduction of greater data protection regulations in Europe, implementation of further
phases of the initial margin requirements for uncleared OTC derivatives in a number of theRelevant Jurisdictions and the requirement that banks prepare for the reform of EURIBOR
and SIBOR, and the discontinuation of LIBOR and other such interbank offered rates bytransitioning to risk free rates.
A failure by the Group to comply with laws, regulations or policies in any of the Relevant
Jurisdictions could result in regulatory investigations, legal or regulatory sanctions, financial
or reputational loss, litigation, fines, penalties, restrictions on the Group’s ability to dobusiness, revocation, suspension or variation of conditions of relevant regulatory licences orother enforcement or administrative action or agreements (such as enforceable
undertakings) that may adversely affect the Group’s Position.
The impact of the COVID-19 pandemic on the Group’s operations may result in delays to theimplementation of regulatory changes or steps required to address commitments made toregulators or publicly. Any delays will be dependent on how regulators choose to adjust theprioritization, timing and deployment of their supervisory mandate or legislative change.
Such failures may also result in the Group being exposed to the risk of litigation brought by
third parties (including through class action proceedings). The outcome of any litigation(including class action proceedings) may result in the payment of compensation to third
parties and/or further remediation activities. For information in relation to the Group’s
litigation and contingent liabilities, see risk factor 17 “Litigation and contingent liabilities
may adversely affect the Group’s Position” and Note 33 of the 2020 Financial Statements.
17.

Litigation and contingent liabilities may adversely affect the Group’s Position
21

From time to time, the Group may be subject to material litigation, regulatory actions, legal
or arbitration proceedings and other contingent liabilities that may adversely affect theGroup’s Position.
The Group had contingent liabilities as at 30 September 2020 in respect of the matters
outlined in Note 33 of the 2020 Financial Statements.
Note 33 includes, among other things, descriptions of:•regulatory and customer exposures;•
benchmark/rate actions;•capital raising actions;•consumer credit insurance litigation;•
Esanda dealer car loan litigation;•
the Royal Commission;•
security recovery actions; and•warranties and indemnities.
In recent years there has been an increase in the number of matters on which the Group
engages with its regulators. There have also been significant increases in the nature andscale of regulatory investigations, surveillance and reviews, civil and criminal enforcement
actions (whether by court action or otherwise), formal and informal inquiries, regulatory
supervisory activities and the quantum of fines issued by regulators, particularly against
financial institutions both in Australia and globally. The Group has received various notices
and requests for information from its regulators as part of both industry-wide and Groupspecific reviews and has also made disclosures to its regulators at its own instigation. The
nature of these interactions can be wide ranging and, for example, currently include a rangeof matters including responsible lending practices, regulated lending requirements, productsuitability and distribution, interest and fees and the entitlement to charge them, customer
remediation, wealth advice, insurance distribution, pricing, competition, conduct in financial
markets and financial transactions, capital market transactions, anti-money laundering andcounter-terrorism financing obligations, reporting and disclosure obligations and productdisclosure documentation. There may be exposures to customers which are additional to
any regulatory exposures. These could include class actions, individual claims or customer
remediation or compensation activities. The outcomes and total costs associated with such
reviews and possible exposures remain uncertain.
There is a risk that contingent liabilities may be larger than anticipated or that additional
litigation, regulatory actions, legal or arbitration proceedings or other contingent liabilities
may arise.
18.

Significant fines and sanctions in the event of breaches of law or regulation
relating to anti-money laundering, counter-terrorism financing and sanctions may
adversely affect the Group’s Position
Anti-money laundering (“AML”), counter-terrorism financing (“CTF”) and sanctions
compliance have been the subject of significant regulatory change and enforcement inrecent years. The increasingly complicated environment in which the Group operates hasheightened these operational and compliance risks. Furthermore, the increasedtransparency of the outcomes of compliance breaches by financial institutions both
domestically and globally and the related fines and settlement sums mean that these risks
continue to be an area of focus for the Group.
In recent years, there has been an increase in action taken by key AML/CTF regulators
against “reporting entities” (in Australia, a ”reporting entity” constitutes a legal entity thatprovides at least one “designate service” to a customer, such as opening a bank account orproviding a loan). AUSTRAC continues to publically communicate its view that many
reporting entities in Australia have underinvested in systems and controls required to
identify, mitigate and manage their AML/CTF risks.
In late 2019, AUSTRAC commenced civil penalty proceedings against a major Australian22

bank relating to alleged past reporting contraventions of the Australian Anti-Money
Laundering and Counter-Terrorism Financing Act 2006. This matter is nearing legal
completion with agreed outcomes published and has resulted in the largest financial penalty
to a financial institution in Australia’s history (A$1.3 billion, almost twice the amount of theprevious largest AUSTRAC financial penalty) confirming AUSTRAC’s continued efforts topenalise significant non-compliance with the AML/CTF regime. Additionally, since 2018
AUSTRAC has had the power to issue infringement notices pursuant to which it can impose
significant penalties. It has used this approach twice issuing infringement notices toreporting entities despite the number of breaches in each case being relatively small (lessthan 100). Further, AUSTRAC and other regulators have exhibited a willingness to promptly
exercise their enforcement powers by instituting civil penalty proceedings.
Similarly, the RBNZ has stated that its appetite for taking formal enforcement action forbreaches of the New Zealand Anti-Money Laundering and Countering Financing of Terrorism
Act 2009 has increased, and the propensity for other regulators (including in Asia and thePacific) to take action for non-compliance with their local AML/CTF laws has increased.
While the COVID-19 pandemic continues to evolve at different paces in many of thejurisdictions in which the Group operates, close monitoring of the levels and types offinancial crimes continues across the Group. To date, the most notable impact has been thechanging types of scams with criminals targeting vulnerable customers using COVID-19 as acover, as well as identity theft and false applications for Government support. There is acontinuing risk that the management of alerts for potential money laundering or terrorism
financing activities may be slowed due to both resource availability and/or changed working
arrangements. This, and possible challenges in accessing customers for information andidentification, may warrant discussion with the regulators within the different jurisdictions
within which the Group operates, to garner their support for temporary changes to rules or
guidance. It is not expected that this will increase the risk of fines or penalties, however theGroup will need to ensure adequate arrangements to remain compliant with AML/CTF laws.
The risk of non-compliance with AML/CTF and sanction laws remains high given the scaleand complexity of the Group and the lack of clarity around some mandatory reporting
requirements. Emerging technologies, such as virtual currency issuers/exchangers andwallet providers as well as increasingly complex remittance arrangements via fintechs andother disruptors, may limit the Group’s ability to track the movement of funds, develop
relevant transaction monitoring, and meet reporting obligations. Additionally, thecomplexity of the Group’s technology, and the increasing frequency of changes to systems
that play a role in AML/CTF and sanctions compliance puts the Group at risk of inadvertently
failing to identify an impact on the systems and controls in place. A failure to operate arobust program to report the movement of funds, combat money laundering, terrorism
financing, and other serious crimes may have serious financial, legal and reputational
consequences for the Group and its employees.
Consequences can include fines, criminal and civil penalties, civil claims, reputational harmand limitations on doing business in certain jurisdictions. These consequences, individuallyor collectively may adversely affect the Group’s Position. The Group’s foreign operations
may place the Group under increased scrutiny by regulatory authorities, and subject theGroup to increased compliance costs.
19.

Changes in monetary policies may adversely affect the Group’s Position
Central monetary authorities (including the RBA, the RBNZ, the United States Federal
Reserve, the Bank of England and the monetary authorities in the Asian jurisdictions inwhich the Group operates) set official interest rates or take other measures to affect thedemand for money and credit in their relevant jurisdictions. In addition, in somejurisdictions, currency policy is also used to influence general business conditions and thedemand for money and credit. These measures and policies can significantly affect theGroup’s cost of funds for lending and investing and the return that the Group will earn on
those loans and investments. These factors impact the Group’s net interest margin and canaffect the value of financial instruments it holds, such as debt securities and hedging
instruments. The measures and policies of the central monetary authorities can also affect
the Group’s borrowers, potentially increasing the risk that they may fail to repay loans.

23

Many central monetary authorities have actively reduced official interest rates injurisdictions in which the Group operates and are currently considering, implementing or
expanding the use of unconventional monetary policies. Central banks worldwide, including
the RBA, the U.S. Federal Reserve and the RBNZ cut interest rates during 2019 in response
to slowing economic growth and again in 2020 in response to emerging risks to growth fromCOVID-19. On 3 November 2020, the RBA cut the cash rate to the Australian historic low
rate of 0.1%, in response to the ongoing effect of the COVID-19 outbreak on the Australianeconomy. The RBNZ also cut the New Zealand Official Cash Rate (“OCR”) to a record low of
0.25% in March 2020. The RBNZ has stated they will hold the OCR at that level until atleast March 2021 and negative interest rates remain a possibility in the future. Low ornegative interest rates would likely put pressure on the Group’s interest margins andadversely affect the Group’s Position.
Changes in interest rates and monetary policy are difficult to predict and may adversely
affect the Group’s Position.
20.

Increasing compliance costs, the risk of heightened penalties and ongoingregulatory scrutiny with respect to the significant obligations imposed by global
tax reporting regimes (which are still evolving), may adversely affect the Group’s
Position
There have been mandatory and substantial changes to, and increasing regulatory focus on,compliance by all global Financial Institutions (“FIs”), including the Group, with global tax
transparency reporting regimes, including the U.S. Foreign Account Tax Compliance Act(“FATCA”), the OECD’s Common Reporting Standard (“CRS”) and similar anti-tax
avoidance regimes. This includes enforcement and implementation of detailed global tax
reporting rules and frameworks to close down global tax reporting regime circumventions
and deter, detect and penalise non-compliance.
As an FI, the Group operates in a high volume and globally interlinked operating
environment. In this context, the highly complex and rigid nature of the obligations underthe various global tax reporting regimes present heightened operational and compliancerisks for the Group. This may be coupled with the current increased regulatory scrutiny ofFIs (including the Group), the increasing trend in compliance breaches by FIs and relatedfines for non-compliance in general. Accordingly, compliance with global tax reporting
regimes will continue to be a key area of focus for the Group.
Increasing OECD Government level peer reviews and other regulatory financial institution
compliance review requirements are increasing scrutiny on financial institutions, resulting infurther tightening of existing obligations and focus on CRS compliance. Each country of
adoption is being pushed to ensure its penalty regime is sufficient to deter and penalise
non-compliance.
Under FATCA and other U.S. Treasury Regulations, the Group could be subject to:•a 30% withholding tax on certain amounts (including amounts payable to customers),
and be required to provide certain information to upstream payers, as well as otheradverse consequences, if the ongoing detailed obligations are not adequately met;
and•broader compliance issues, significant withholding exposure, competitive
disadvantage and other operational impacts if the FATCA Intergovernmental
Agreements between the United States and the applicable jurisdictions in which theGroup operates cease to be in effect.
Under the CRS, the Group:•

faces challenges in developing countries where the Group has operations, such as the
Pacific region. The local regulators in these countries are generally assisted by a‘partner’ country which may introduce standards that can be challenging to
implement;•

must deal with considerable country specific variations in local law and regulatory
implementation, with significant local regulatory penalties for non-collection or failed
reporting in respect of prescribed customer information; and24

•along with other FIs, is under increasingly stringent regulatory scrutiny and measures
as regulators turn their focus from the initial establishment of the CRS to its effective
implementation. This tightening of the regulatory focus can lead to significant
negative experience for affected customers (including unilateral account blocking andclosure), may adversely affect the Group’s Position and if not similarly implemented
by other FIs, may present a significant competitive disadvantage.

The scale and complexity of the Group, like other FIs, means that the risk of inadvertent
non-compliance with the FATCA, CRS and other tax reporting regimes is high. A failure to
successfully operate the implemented processes could lead to legal, financial andreputational consequences for the Group and its employees. Consequences include fines,
criminal and civil penalties, civil claims, reputational harm, competitive disadvantage, lossof business and constraints on doing business.
On a global scale, COVID-19 challenges have resulted in limited staff access to systems,
tools and information, and have impacted on the delivery of regulatory obligations torequisite timeframes, including mandatory FATCA and CRS regulatory reporting, customer
follow-up strategies, resolution and action of regulatory recommendations, as well as
continuous improvement activities required to achieve the zero rate of error expected byregulators. The Group’s global taxation obligations in relation to the enterprise’s own tax
lodgements and payments may similarly be impacted. While some level of leniency fromglobal regulators is anticipated, there is an increasing risk of additional regulatory scrutiny,
associated penalties and reputational ramifications resulting from any deficiencies or delays
in meeting regulatory obligations to the level of quality and within the timeframes required.
These consequences, individually or collectively, may adversely affect the Group’s Position.
21.

Unexpected changes to the Group’s licence to operate in any jurisdiction may
adversely affect the Group’s Position
The Group is licensed to operate in various countries, states and territories. Unexpectedchanges in the conditions of the licenses to operate by governments, administrations or
regulatory agencies that prohibit or restrict the Group from trading in a manner that waspreviously permitted may adversely impact the Group’s Position.
Internal control, operations and reputational risk

22.

Operational risk events may adversely affect the Group’s Position
Operational risk is the risk of loss and/or non-compliance with laws resulting frominadequate or failed internal processes, people and systems or from external events. Thisdefinition includes legal risk, and the risk of reputational loss or damage arising frominadequate or failed internal processes, people, and/or systems, but excludes strategic risk.
Operational risk events include:•internal fraud (for example, involving employees or contractors);•
external fraud (for example, fraudulent loan applications or ATM skimming);•
employment practices, loss of key staff, inadequate workplace safety and failure toeffectively implement employment policies;•
impacts on clients, products and business practices (for example, misuse of customer
data or anti-competitive behaviour);•business disruption (including systems failures);•damage to physical assets; and•execution, delivery and process management (for example, processing errors or data
management failures).
Loss from operational risk events may adversely affect the Group’s Position. Such losses can
include fines, penalties, loss or theft of funds or assets, legal costs, customer compensation,
loss of shareholder value, reputation loss, loss of life or injury to people, and loss ofproperty and/or information.

25

On a global scale, COVID-19 challenges have resulted in a number of changes in terms of
how the Group is undertaking its operations. For the majority of the organisation, theGroup’s focus was to enable a work from home capability to allow all functions to continue
to operate normally. However, no assurance can be given that the steps being taken will beadequate, nor can the Group predict the level of disruption which may occur. The decision
to move the majority of staff globally to work from home, required some updates to existing
systems to support a significantly higher volume of users than had previously been planned.
The number of staff working from home continues to vary in line with changing
circumstances and associated government restrictions. As at 29 October 2020 excluding
branch staff, the Group had approximately 92% of staff working from home.
Other challenges that the Group may face include:••

limited staff access to systems, tools and information, and/or impact on the deliveryof customer services and regulatory obligations to requisite timeframes, including the
day to day operations of the institution, financial reporting, management andoversight of internal controls, and resolution and action of regulatory
recommendations; andensuring ongoing availability of staff to undertake their requisite activities that may
result from loss of physical access to branches or offices or due to health related
issues.

All or any of the impacts described above may cause a reduction in productivity or delays incompleting important activities or increased regulatory scrutiny, which could subsequently
result in customer remediation activities, or fines, all of which may adversely affect theGroup’s Position.
23.

Reputational risk events as well as operational failures and regulatory compliance
failures may give rise to reputational risk, which may adversely affect the Group’s
Position
Reputational risk may arise as a result of an external event or the Group’s actual or
perceived actions and practices, which include operational and regulatory compliance
failures. The occurrence of such events may adversely affect perceptions about the Group
held by the public (including the Group’s customers), shareholders, investors, regulators or
rating agencies. The impact of a risk event on the Group’s reputation may exceed any direct
cost of the risk event itself and may adversely impact the Group’s Position.
The Group may incur reputational damage where one of its practices fails to meet
community expectations. As these expectations may exceed the standard required in order
to comply with applicable law, the Group may incur reputational damage even where it has
met its legal obligations. A divergence between community expectations and the Group’s
practices could arise in a number of ways, including in relation to its product and services
disclosure practices, pricing policies and use of data. Further, the Group’s reputation may
also be adversely affected by community perception of the broader financial services
industry.
While the extent of the ongoing impacts of COVID-19 are yet to be fully realized, it ispossible there may be unintended consequences from the Group’s actions which may giverise to negative perceptions about the Group.
Additionally, certain operational and regulatory compliance failures or perceived failures,may give rise to reputational risk. Such operational and regulatory compliance failures
include, but are not limited to:
•
•
•
•
•

failures related to fulfilment of identification obligations;failures related to new product development;
failures related to ongoing product monitoring activities;
failures related to suitability requirements when products are sold outside of thetarget market;
market manipulation or anti-competitive behaviour;
26

•
•
•
•
•
•

failure to comply with disclosure obligations;inappropriate crisis management/response to a crisis event;
inappropriate handling of customer complaints;
inappropriate third party arrangements;
privacy breaches; andunexpected risks (e.g. credit, market, operational or compliance).

Damage to the Group’s reputation may have wide-ranging impacts, including adverse
effects on the Group’s profitability, capacity and cost of funding, increased regulatory
scrutiny, regulatory enforcement actions, additional legal risks and availability of new
business opportunities. The Group’s ability to attract and retain customers could also be
adversely affected if the Group’s reputation is damaged, which may adversely affect theGroup’s Position.
24.

Conduct-related risk events or behaviours may adversely affect the Group’s
Position
The Group defines conduct-related risk as the risk of loss or damage arising from the failureof the Group, its employees or agents to appropriately consider the interests of consumers,
the integrity of the financial markets, and the expectations of the community in conducting
the Group’s business activities.
Conduct-related risks can result from:•the provision of unsuitable or inappropriate advice to customers;•
the representation of, or disclosure about, a product or service which is inaccurate, ordoes not provide adequate information about risks and benefits to customers;•a failure to deliver product features and benefits in accordance with terms,
disclosures, recommendations and/or advice;•a failure to appropriately avoid or manage conflicts of interest;•
sales and/or promotion processes (including incentives and remuneration for staff
engaged in promotion, sales and/or the provision of advice);•the provision of credit, outside of the Group’s policies and standards; and•trading activities in financial markets, outside of the Group’s policies and standards.
There has been an increasing regulatory and community focus on conduct-related risk
globally and in particular, in Australia and New Zealand. For example, the Group is currently
undertaking a variety of customer remediation programs, of which some relate to conduct
issues that have been identified from reviews to date and these reviews remain on-going.
Conduct-related risk events may expose the Group to regulatory actions, restrictions orconditions on banking licences and/or reputational consequences that may adversely affect
the Group's Position. Remediation programs may not be implemented appropriately or may
lead to further remediation work being required, resulting in litigation, regulatory action
and/or increasing cost to the Group, all of which may adversely affect the Group’s Position.
The COVID-19 pandemic has led to rapid changes to employees working remotely which
may impact employee behaviour and/or Group systems and processes, which in turn may
result in customer detriment, impact market integrity, or cause the Group to fail to live up
to community expectations.
For further discussion of the increasing regulatory focus on conduct-related risk, see risk
factor 16 “Regulatory changes or a failure to comply with laws, regulations or policies may
adversely affect the Group’s Position” and risk factor 17 “Litigation and contingent liabilities
may adversely affect the Group’s Position”.

25.

Disruption of information technology systems or failure to successfully implement
new technology systems could significantly interrupt the Group’s business, which
may adversely affect the Group’s Position
The Group’s day-to-day activities and its service offerings (including digital banking) arehighly dependent on information technology (“IT”) systems. Therefore, there is a risk that27

disruption of IT systems, or the services the Group uses or is dependent upon, will result in
the Group failing to meet customers’ banking requirements and/its compliance obligations.
Threats to IT systems are continuously evolving and cyber threats and the risk of attacks
are increasing. The attacks against organizations can range from simple attacks up to state
owned attacks, which are generally much more sophisticated. The Group may not be able toanticipate or implement effective measures to prevent or minimise disruptions caused bycyber threats due to the techniques used being highly sophisticated and those perpetuating
the attacks being well-resourced.
The Group has an ongoing obligation to maintain its IT systems and to identify, assess andrespond to risk exposures caused by the use of technology including IT asset lifecycle, IT
asset project delivery, technology resilience, technology security, use of third parties, dataretention/restoration or business rules and automation. Inadequate responses to these risk
exposures could lead to unstable or insecure systems or a decrease in the Group’s ability toservice its customers, increased costs, and non-compliance with regulatory requirements,
which may adversely affect the Group’s Position. As an example, in response to the COVID19 pandemic, more of the Group’s staff and third party contractors are required to work
remotely or from alternative work sites, which has put additional stress on the Group’s
productivity and remote access to systems.
The Group has disaster recovery and business continuity measures in place to ensure thatcritical IT systems will continue to operate during both short-lived and prolonged disruption
events. The COVID-19 pandemic event has highlighted that these arrangements must caterfor vast and improbable events, like a global pandemic, and ensure critical information
systems can be supported and accessed by a large number of multi-jurisdictional
technology and business users for an extended period. If such measures cannot beeffectively implemented, then this may adversely affect the Group’s Position.
In addition, ANZ New Zealand relies on the Group to provide a number of IT systems. A
failure of the Group’s systems may affect ANZ New Zealand, which may in turn, adversely
affect the Group's Position.
26.

Risks associated with information security including cyber-attacks, may adversely
affect the Group’s Position
The primary focus of information security is to protect information and technology systems
from disruptions to confidentiality, integrity or availability. As a bank, the Group handles aconsiderable amount of personal and confidential information about its customers and its
own internal operations, from across multiple geographies that the Group operates. This
information is processed and stored on both internal and third party hosted environments.
Any failure of security controls operated by the Group or its third parties could adversely
affect the Group’s business.
The risks to systems and information are inherently higher in certain countries where, forexample, political threats or targeted cyber-attacks by terrorist or criminal organisations are
greater.
The Group is conscious that cyber threats, such as advanced persistent threats, distributed
denial of service, malware and ransomware, are continuously evolving, becoming moresophisticated and increasing in volume. The COVID-19 pandemic has increased the numberof staff working offsite for an extended period, which may increase information security
risks to the Group. Cyber criminals may attempt to take advantage through pursuing
exploits in end point security, spreading malware, and increasing phishing attempts.
Any failure in the Group’s cybersecurity policies, procedures or controls, may result in major
business or operational disruptions, damage to the Group’s technology infrastructure, aninability to deliver customer services, or loss of data or other sensitive information(including as a result of an outage) and may cause associated reputational damage. Any ofthese events could result in significant financial losses (including costs relating to
notification of, or compensation for customers), regulatory investigations or sanctions or
may affect the Group’s ability to retain and attract customers, and thus may adversely28affect the Group’s Position.
Environmental, social and governance risks
27.

Impact of future climate events, geological events, plant, animal and humandiseases, and other extrinsic events may adversely affect the Group’s Position
The Group and its customers are exposed to climate-related events. These events include
severe storms, drought, fires, cyclones, hurricanes, floods and rising sea levels. The Groupand its customers may also be exposed to other events such as geological events (including
volcanic seismic activity or tsunamis), plant, animal and human diseases or a pandemic
such as COVID-19, which is causing significant impacts on the Group’s operations and its
customers. The COVID-19 pandemic has resulted in a widespread health crisis that could
continue to adversely affect the economies and financial markets of many countries,
including Australia and New Zealand, resulting in an economic downturn that could affect
the Group and its customers. See risk factor 1 “The COVID-19 pandemic has, and future
outbreaks of other communicable diseases or pandemics may, materially and adversely
affect the Group’s Position” for further details regarding the different impacts from COVID19.
Depending on their severity, these extrinsic events may continue to interrupt or restrict theprovision of some local services such as the Group branch or business centres or Group
services, and may also adversely affect the Group’s financial condition or collateral position
in relation to credit facilities extended to customers, which in turn may adversely affect theGroup’s Position.

28.

The Group’s risk management framework may fail to manage all existing risks
appropriately or detect new and emerging risks fast enough, which could
adversely affect the Group’s Position
Risk management is an integral part of all of the Group’s activities and includes theidentification and monitoring of the Group’s risk appetite and reporting on the Group’s risk
exposure and effectiveness of identified controls. However, there can be no assurance that
the Group’s risk management framework will be effective in all instances including inrespect of existing risks, or new and emerging risks that the Group has not anticipated or
identified, and for which its controls may not be effective. Failure to manage risks
effectively could adversely impact the Group’s reputation or compliance with regulatory
obligations.
The effectiveness of the Group’s risk management framework is also connected to theestablishment and maintenance of a sound risk management culture, which is supported byappropriate remuneration structures. If the remuneration structures are not designed or
implemented effectively, then this could have an adverse impact on the Group’s risk culture
and effectiveness of the Group’s risk management frameworks.
The Group seeks to continuously improve its risk management framework. It has
implemented, and regularly reviews, its risk management policies and allocates additional
resources across the Group to manage and mitigate risks (including conduct risk). However,such efforts may not insulate the Group from future instances of misconduct and noassurance can be given that the Group’s risk management framework will be effective. A
failure in the Group’s risk management processes or governance could result in the Groupsuffering unexpected losses and reputation damage, and failing to comply with regulatory
obligations, which could adversely affect the Group’s Position.
While these principles still continue to underpin the Group’s risk management framework,
the ongoing COVID-19 pandemic requires the Group to continue to maintain good practices
and a robust risk management framework as its operational activities continue to evolve tomanage the impacts of the pandemic both to its workforce and customers. In thesecircumstances, a failure in the Group’s risk management processes or governance could
adversely affect the Group’s Position.

29.

Risks associated with lending to customers that could be directly or indirectly29impacted by climate risk may adversely affect the Group’s Position
The risks associated with climate change are subject to increasing regulatory, political andsocietal focus. Embedding climate change risk into the Group’s risk management framework
in line with expectations, and adapting the Group’s operation and business strategy toaddress both the risks and opportunities posed by climate change and the transition to a
low carbon economy could have a significant impact on the Group.
The Group’s most material climate-related risks result from its lending to business and retailcustomers, including credit-related losses incurred as a result of a customer being unable orunwilling to repay debt, or impacting the value and liquidity of collateral.
The risk to the Group through credit-related issues with the Group’s customers could result
directly from climate-related events, and indirectly from changes to laws, regulations, orother policies such as carbon pricing and climate risk adaptation or mitigation policies,
which may impact the customer’s supply chain. This may result in credit-related losses as aresult of the customer being unable or unwilling to repay debt, which may adversely affect
the Group’s Position.

30

Responsibility statement of the Directors of ANZBGL in accordance with Rule4.1.12 (3)(b) of the Disclosure and Transparency Rules of the United Kingdom
Financial Conduct Authority
The Directors of Australia and New Zealand Banking Group Limited confirm to the best of
their knowledge that:
ANZ’s 2020 Annual Financial Report (as defined on page 1 of this DTR Annual Financial
Report submission) includes:(i)a fair review of the development and performance of the business and theposition of the Group and the undertakings included in the consolidation taken asa whole; together with(ii)

a description of the principal risks and uncertainties faced by the Group.

Signed in accordance with a resolution of the Directors.

Paul D O’Sullivan
ChairmanShayne C ElliottManaging Director

4 November 202031