Westpac Banking : Becoming a substantial holder

603 page 1/2 15 July 2001

603 page 2/2 15 July 2001

1. Associates

   Thereasonsthepersonsnamed in paragraph3 aboveare associatesof thesubstantial holder are as follows:

   Name andACN/ARSN (if applicable)	Nature of association
   see Annexure A

2. Addresses

Theaddressesof personsnamedin this formareasfollows:

print name Dennis Ivers

capacity Authorised Signatory*

03 / 04

/ 2017

1. If thereareanumber of substantial holders withsimilaror relatedrelevant interests (eg. acorporationandits relatedc orporations, or the manager andtrusteeof an equity trust), thenamescouldbeincludedinanannexure to theform. If therelevant interestsof agroupof personsareessentiallysimilar, theymaybereferredto throughout theformasaspecificallynamedgroupif themembershipof eachgroup, with thenames andaddressesof members isclearlyset out inparagraph7of the form.

2. See thedefinitionof "associate" in section9 of theCorporationsAct 2001.

3. See thedefinitionof "relevant interest" in sections608and671B(7)of theCorporationsAct 2001.

4. Thevotingsharesof acompanyconstituteoneclassunlessdividedintoseparateclasses.

5. Thetotal number of votesattachedtoall thevotingsharesin thecompanyor votinginterests in thescheme(if any)that thepersonor anassociatehasa relevant interest in.

6. Theperson'svotesdividedbythetotal votesin thebodycorporateor schememultipliedby100.

7. Includedetailsof:

8. anyrelevant agreement orother circumstancesbywhichtherelevant interest wasacquired. If subsection671B(4)applies, a copyof anydocument settingout the termsof anyrelevant agreement, anda statement by thepersongiving full andaccurate details of anycontract, scheme orarrangement, must accompany this form, together witha writtenstatement certifyingthiscontract, schemeor arrangement; and

9. anyqualificationof thepower of apersontoexercise, control theexerciseof, or influencetheexerciseof, thevotingpo wersor disposal of thesecuritiesto whichtherelevant interest relates(indicatingclearly theparticular securitiestowhichthequalificationapplies).

   See thedefinitionof "relevant agreement" in section9 of theCorporationsAct 2001.

10. If thesubstantial holder isunable todeterminetheidentityof theperson(eg. if therelevant interest arisesbecauseof anoption)write "unknown".

11. Detailsof theconsiderationmust includeanyandall benefits,moneyandother, that anypersonfromwhoma relevant interest wasacquiredhas, ormay, become entitledto receivein relationto that acquisition. Detailsmust beincludedevenif thebenefit isconditional onthehappeningor not of acontingency. Detailsmust be includedof anybenefit paidonbehalf of thesubstantial holder or itsassociate inrelationto theacquisitions, evenif they arenot paiddirectly to thepersonfromwhom therelevant interest wasacquired.

This is Annexure A of 8 pages referred to in form 603 Notice of initial substantial shareholder			Annexure A
03-Apr-17
Dennis Ivers, Authorised Signatory	Date
3. Details of Relevant Interests
4. Details of present registered holders
6. Associates
Holder of Relevant Interests Name and ACN / ARSN (if applicable)	Nature of Relevant Interest	Registered Holder of Securities	Person entitled to be registered as holder	Class and number of Securities		Person's votes	Nature of Association
BlackRock (Netherlands) B.V.	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BNYM-BANK OF NY BRUS	ord	48,769	48,769	subsidiary of BlackRock Inc.
BlackRock (Netherlands) B.V.	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	JPM-JP MORGAN CHASE - NEW YORK	ord	155,327	155,327	subsidiary of BlackRock Inc.
BlackRock (Netherlands) B.V.	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-SSB NEW YORK INSTITUTIONAL	ord	491,235	491,235	subsidiary of BlackRock Inc.
BlackRock (Singapore) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-STATE STREET LONDON	ord	1,505	1,505	subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BNYM-BONY EUROPE - LONDON	ord	9,940,539	9,940,539	subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	JPM - J.P. Morgan Zurich	ord	248,536	248,536	subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	JPM-JPM CHASE - LONDON	ord	2,074,518	2,074,518	subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	KAS-KAS BANK - AMSTERDAM	ord	38,173	38,173	subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	NT-NORTHERN TRUST UK	ord	890,451	890,451	subsidiary of BlackRock Inc.

WBC page 1 of 8

Holder of Relevant Interests Name and ACN / ARSN (if applicable)	Nature of Relevant Interest	Registered Holder of Securities	Person entitled to be Class and number of Person's Nature of registered as holder Securities votes Association
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	RBC-DEXIA BIL- LONDON	ord	636,332 63	6,332 subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-STATE STREET DUBLIN	ord	7,183,149 7,18	3,149 subsidiary of BlackRock Inc.
BlackRock Advisors (UK) Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	STATE STREET BANK, MUNICH, ZURICH BRANCH	ord	17,523 1	7,523 subsidiary of BlackRock Inc.
BlackRock Advisors, LLC	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BBH-BROWN BROTHERS HARRIMAN & CO - NEW YORK	ord	80,297 8	0,297 subsidiary of BlackRock Inc.
BlackRock Advisors, LLC	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BNYM-THE BANK OF NEW YORK	ord	37,679 3	7,679 subsidiary of BlackRock Inc.
BlackRock Advisors, LLC	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-STATE STREET MUTUAL FUNDS - BOSTON	ord	1,586,677 1,58	6,677 subsidiary of BlackRock Inc.
BlackRock Asset Management Canada Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	NT-NORTHERN TRUST CO. - CHICAGO	ord	3,992	3,992 subsidiary of BlackRock Inc.
BlackRock Asset Management Canada Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-SSB NEW YORK INSTITUTIONAL	ord	124,906 12	4,906 subsidiary of BlackRock Inc.
BlackRock Asset Management Canada Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-STATE STREET SACRAMENTO	ord	1,434,433 1,43	4,433 subsidiary of BlackRock Inc.
BlackRock Asset Management Deutschland AG	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	SSB-STATE STREET BANK, GERMANY	ord	456,141 45	6,141 subsidiary of BlackRock Inc.
BlackRock Asset Management North Asia Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BNYM-BONY EUROPE - LONDON	ord	74,789 7	4,789 subsidiary of BlackRock Inc.
BlackRock Asset Management North Asia Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	BNYM-BONY LUXEMBOURG	ord	847,778 84	7,778 subsidiary of BlackRock Inc.
BlackRock Asset Management North Asia Limited	Power to control the exercise of a right to vote attached to securities and/or the power to dispose of securities as investment manager or trustee.	CITI-CITIBANK, HONG KONG	ord	233,602 23	3,602 subsidiary of BlackRock Inc.

WBC page 2 of 8