24 May 2005



25 November 2015


Company Announcements Australian Securities Exchange Level 4

20 Bridge Street

Sydney NSW 2000


Appendix 3Y - Mr Michael Smith


The attached Appendix 3Y refers to the grant of deferred share rights to Mr Smith which form part of his 2015 short term incentive payment previously disclosed in ANZ's 2015 Annual Report lodged with the ASX on 9 November 2015.


In addition, 63,756 shares previously held in trust under the ANZ employee share plan have vested and have been transferred out of trust and into Mr Smith's name.


Yours faithfully


John Priestley Company Secretary‌

Australia and New Zealand Banking Group Limited


Company Secretary's Office

ANZ Centre Melbourne, Level 9, 833 Collins Street, Docklands Vic 3008 GPO Box 254, MELBOURNE VIC 3001 AUSTRALIA

www.anz.com


Australia and New Zealand Banking Group Limited ABN 11 005 357 522

Appendix 3Y Change of Director's Interest Notice



Appendix 3Y Change of Director's Interest Notice

Rule 3.19A.2


Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01 Amended 01/01/11


Name of entity

Australia and New Zealand Banking Group Limited

ABN

11 005 357 522


We Australia and New Zealand Banking Group Limited give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.


Name of Director

Mr Michael Roger Pearson Smith

Date of last notice

18 September 2015


Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust


Note: In the case of a company, interests which come within paragraph (i) of the definition of 'notifiable interest of a director' should be disclosed in this part.


Ordinary Shares:


Direct or indirect interest

Direct - 567

Indirect - 1,002,033

Nature of indirect interest (including registered holder)

Note: Provide details of the circumstances giving rise to the relevant interest.


Ordinary shares 94,329


Ordinary shares 118,392


Ordinary shares 789,312

  • ANZEST Pty Ltd

  • Michael & Maria Smith Superannuation Fund Pty Ltd as trustee for Michael & Maria Smith Superannuation Fund

  • Michael & Maria Smith Pty Ltd as trustee for Michael & Maria Smith Family Trust

- ANZ Employee Share Acquisition Plan





+ See chapter 19 for defined terms.


01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director's Interest Notice



Date of change

i) & ii) 23 November 2015

No. of securities held prior to change

1,002,600

Class

Ordinary shares

Number acquired (direct)

i) Ordinary shares 63,756

Number disposed (indirect)

  • ANZEST Pty Ltd

- ANZ Employee Share Acquisition Plan


ii) Ordinary shares 63,756

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

i) & ii) No consideration was paid in relation to this change.

No. of securities held after change

Direct - Increased (by 63,756)

Indirect - Decreased (by 63,756) Total of interest


64,323

938,277

1,002,600

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

i) & ii) Ordinary shares previously held within ANZ's employee share plan trust which have vested (as well as DRP shares previously issued in connection with Mr Smith's employee share plan trust shares) and which have been transferred out of the trust and into Mr Smith's own name.



+ See chapter 19 for defined terms.


Appendix 3Y Page 2 01/01/2011


Options over unissued ordinary shares:

Appendix 3Y Change of Director's Interest Notice


Direct or indirect interest

Direct - 759,168 Indirect - Nil

Date of change

18 November 2015

No. of options held prior to change

759,168

Class

Options over unissued Ordinary shares

Number of options acquired (direct)

79,892

Number of options disposed (direct)

N/A

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

No amount was payable by Mr Smith

No. of options held after change Direct - Increased (by 79,892) Indirect - Unchanged


839,060

Nil

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

79,892 Deferred Share Rights (options) granted in accordance with the ANZ Employee Share Option Plan as part of short term incentive arrangements for 2014/2015 and exercisable in two tranches at a zero exercise price. The first tranche (38,736 options) is exercisable from 18 November 2016 and before the close of business on 17 November 2018 and the second tranche (41,156 options) is exercisable from 18 November 2017 and before the close of business on 17 November 2019.



Were the interests in the securities or contracts detailed

above traded during a +closed period where prior written clearance was required?

No

If so, was prior written clearance provided to allow the trade to proceed during this period?

N/A

If prior written clearance was provided, on what date was this provided?

N/A

Part 2 - Change of director's interests in contracts - Nil Part 3 - +Closed period


……………………………. John Priestley

Company Secretary

Australia and New Zealand Banking Group Limited 25 November 2015


+ See chapter 19 for defined terms.


01/01/2011 Appendix 3Y Page 3

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