National Australia Bank Limited (ASX:NAB)
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Apr 28, 2026, 4:10 PM AEST
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AGM 2022

Dec 15, 2022

Louise Thomson
Group Company Secretary, National Australia Bank

Good morning, welcome to National Australia Bank Annual General Meeting. I'm Louise Thomson, Group Company Secretary. Before commencing this meeting, I would like to invite Wurundjeri woman, Stacie Piper, to welcome us to Country.

Stacie Piper
Welcome to Country Presenter and First Nations Curator, Wurundjeri Woi Wurrung Cultural Heritage Aboriginal Corporation

Thank you, Louise. That's probably a language you don't hear often. I'd like to share my language and then translate it for you. We, as Wurundjeri people, were not allowed to speak our language on the missions. Sure many of you are aware of the missions around Victoria, but my family descend from the Coranderrk Mission up in Healesville. I particularly descend directly from Barak, William Barak's sister, Annie Borate. All Wurundjeri people come through that maternal line. It's only five generations ago, my grandmother, so my mum's mother, was born on Coranderrk Mission and couldn't speak her language or practice ceremony. My mother then being the first generation off the mission, but, you know, growing up in a very hard time, growing up in poverty.

I'm the first generation that to wake up our language and share it with you know, be a part of a society that's experiencing a huge shift, and I get to be one of those voices to share our language. Also, you know, I don't wanna say reap the rewards, but we get to experience the hard work that my ancestors paved the way for. My mum worked very, very hard to make sure that we had opportunities that we have today. You know, she was an activist. I've got a family full of activists. Our cause is obviously, there's so many different causes that we're all trying to speak to, and for us, it was just about us having the opportunities that everybody else has.

You know, what I can see through NAB, that there's a lot of great work happening with our Black businesses. We call them Black business. You know, a lot of incredible work, I can see it coming through because there's so many, not just through NAB, but a lot of people who are really progressive in that space. I'm so happy, even this Christmas, to see all the Black businesses that are being promoted and people supporting them. It's just incredible. As I said, for us, that's our lane. That's making sure that we have the opportunities to grow and to get our education and start our businesses and just thrive. That's all our ancestors ever wanted. Particularly with language, I'll translate that for you. I introduced myself.

My name's Stacie, and I'm a proud Wurundjeri Dja Dja Wurrung and Ngurai-illam-wurrung woman. I'm also Irish. I acknowledged country first. I acknowledged the Birrarung. The Birrarung is the Woi Wurrung name for, the proper name for the Yarra River. I acknowledge the Liwik, which is our ancestors. We always honor them. I acknowledge your ancestors too. You know, we all have ancestors. We all descend from somewhere, and we walk in their footsteps. I acknowledged the Wilam Biik. Wilam Biik translates to home country, and I acknowledge that. I'm a curator, and I'm also studying at University of Melbourne doing my master's in social policy and social change. It's a hard space, so I know it's hard to navigate so much that's going on, and it's helped me understand more. Things don't happen overnight.

Wilam Biik, I curated an exhibition just to tell a story from a First Nations perspective, but also about the fact that it's all our home. We all belong to Wilam Biik. We all belong to the planet and to the earth. You know, the work, any work that we can do to make it a better place for our next generation is, you know, gonna... You'll see the ripple effects. I also acknowledge the six layers of country. That's the lens that we look at, and I did an event. There was a picture that came up in the video at one of the NAB events with my First Nations peers who work out at that branch, the head office, and we had a 35th floor view. It was really beautiful to see the bird's eye view.

You know, you don't really get to see country from that perspective often. I know a lot of First Nations artists around the country, they paint and even the old artists used to paint the bird's eye view. It's a really important perspective, and I love sort of bringing people's minds into that and, remembering that that's what sustains us. There's six layers of country. We've got the Tharangalk, which is the dreaming or where the ancestors are, country above the clouds. Sky country, Wurru Wurru Biik. Air, wind, Murnmut Biik. Baanj Biik, which is water country. On country, which is Biik-dui, and then the low country, which is the Biik-ut. I could talk all day about culture and, it's not about me today. I just wanted to, yeah, acknowledge country.

Acknowledge the Bubups and Burras, which is our next generation. Every child and baby, you know, is inheriting what we do. I acknowledge them, our future leaders. I also acknowledged the Kirrip, which is our friends and just people that help us amplify our voices. This is a platform for me to speak, and I appreciate having that opportunity on behalf of my ancestors and my elders. I take it very seriously. Welcome to Wurundjeri country. I hope your meeting goes well, and thank you for inviting me to speak.

Louise Thomson
Group Company Secretary, National Australia Bank

Thank you for your welcome, Stacey. This is NAB's first hybrid AGM, allowing shareholders or their proxies to attend in person or online. A significant number of shareholders have already voted and have submitted questions in advance. Thank you. In our notice of meeting, we set out some standards of conduct that we ask attendees to meet. We ask that all attendees are courteous and respectful to others attending the AGM, and that all attendees in the room respect our security measures. Please also respect the privacy of people by not taking photos or audio or video recordings, other than if you are accredited media. That will help with the orderly conduct of the meeting. Earlier in the week, we've seen disruptions at other AGMs.

I remind everyone here today that this is a shareholders' meeting and if anyone persists in disrupting the meeting, the chair will ask them to leave. For those attending in person and for broader awareness of those online, there are several NAB information and help desks located in the foyer outside. The help desk is for customer and shareholder inquiries, and we have information desks on cyber and scam safety, digital banking, and private wealth. All matters for voting today will be by poll. Votes can be submitted at any time from when the chair declares the poll open until 10 minutes after the end of the meeting to provide ample opportunity for shareholders and proxy holders to submit their votes. Christina Piccolo from Computershare will act as the Returning Officer, and the results will be announced later today in an ASX announcement.

I will now explain our procedures for today. For people here with us in the room, when you registered this morning, you will have received a white or green card if you are a shareholder or a proxy holder. You will have received a yellow card if you're a visitor. The white card is for voting. After the chair declares the poll open, please either scan the QR code on the front of the card with your mobile device or complete the reverse of the voting card and put it in the ballot box at the end of the meeting or on your way out. We have Computershare staff available to assist you if you require assistance. Holders of white cards may raise questions at the appropriate point in the meeting. The green card is for joint shareholdings. Holders of a green card may also ask questions if they wish.

We have four microphone points in the room. If you have a white or green card and wish to ask questions during the meeting, please move to the microphone nearest to you when the chair invites questions. If you are unable to get to a microphone point, please raise your hand and a roving microphone will be brought to you. Please show your card and give your name to the microphone attendant, who will introduce you to the meeting at the appropriate point. Please remain in your seats for now, though. Holders of yellow cards are visitors and are not eligible to vote or ask questions, but are welcome to listen to today's meeting. For shareholders and proxy holders attending online, you can vote and ask questions by using the Vote and Q&A action buttons at the top right of your screen and following the instructions and prompts.

You may change your vote up until the time the chair declares voting closed. If you require technical assistance at any point during the meeting, our online meeting guide is easily accessible by clicking the documents icon on your screen or by going to the AGM page of our website. Alternatively, you may call the number displayed on screen now. If you are joining us online and wish to submit a written question, we encourage you to do that now. At relevant points in the meeting, one of my colleagues will read out shareholders' questions and the chair will respond. If you are using the online platform and wish to ask the question orally, you will have pre-registered to obtain the telephone number and PIN. An operator will assist you, the chair will invite questions from the phone line at appropriate points in the meeting.

The chair will take questions from shareholders in the room first, followed by the telephone line, and then online written questions. For efficiency, when there are logical groupings of items of business, the chair will invite questions on these together. The chair will take all questions on climate-related matters at item 6A, so that related topics are discussed together. For the orderly conduct of the AGM and to ensure shareholders attending today have a reasonable opportunity to participate, please ensure your questions are relevant to all shareholders. Limit your questions to two per item of business and keep your questions concise. Questions submitted online will be amalgamated if there are multiple questions on the same topic to avoid repetition. We may also summarize questions if they are lengthy. Given the large number of shareholders and questions expected, it is possible that not all questions will be answered.

The chair will aim to address questions on a broad range of topics. As this is a hybrid meeting, if we experience technical difficulties during the meeting, the chair may decide to pause the meeting, adjourn it to a later time, or continue the meeting. If the chair decides to adjourn, that will be announced on the ASX platform. I would now like to introduce our chair, Mr Philip Chronican.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Good morning and welcome to this meeting. It's after 9:30 A.M., and this is a properly constituted meeting, and a quorum is present. I therefore declare the annual general meeting of National Australia Bank Limited open and welcome shareholders, proxy holders, and guests. It is a pleasure to chair this meeting in person in Melbourne and terrific to see those of you here in this room. Welcome also to those who are joining us online and on the phone. I too would like to acknowledge the traditional owners and custodians of the land on which we are hosting today's meeting, the Wurundjeri people of the Kulin Nation, and I pay my respects to their elders, past, present, and emerging, and I want to thank Stacie for being here to welcome us.

I encourage everyone to consider supporting the From the Heart campaign for an Aboriginal and Torres Strait Islander voice to Parliament that is enshrined in the Constitution. This is how we can move from words supporting our First Nations people to practical action. I will speak more about this later in my address. Before the delivering of my address, though, I would like to make some introductions. On stage with me today are our Group Chief Executive and Managing Director, Mr Ross McEwan, our Group Chief Financial Officer, Mr Gary Lennon, and my fellow non-executive directors, Anne Loveridge, Simon McKeon, Ann Sherry, Peeyush Gupta, Kathryn Fagg, and Doug McKay. On my right, as you have met already, is our Group Company Secretary, Louise Thomson. Unfortunately, one of our directors, David Armstrong, is unable to join us in person today. David has joined us by phone. Hello, David.

David Armstrong
Non-Executive Director, National Australia Bank

Good morning, Phil, and good morning, shareholders.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Also present with us is Sarah Lowe, who's the lead engagement partner of our auditor, Ernst & Young, to answer any questions related to the audit report. NAB's senior leadership team is also present in the room. Assisting us today is Virginia Porter, a senior member of the NAB team, who will be reading out written questions that come through the online platform. As Louise said, all resolutions to be conducted at this meeting will be decided on a poll. I now declare the poll open on all resolutions to give shareholders maximum time to vote. The poll will be open until 10 minutes after the end of the meeting. Thank you again to those shareholders who submitted questions in advance of today's meetings. We received 100 questions, all of which I have personally read.

Many were on similar topics, and I will cover some of the common themes in my address. Today, I would like to reflect on our performance for shareholders during the past year and to discuss the future of our business. NAB has continued its journey to becoming a better bank. NAB today is a much more focused and capable organization than it was three years ago. We have a track record of disciplined execution and are delivering sustained performance while maintaining strong balance sheet settings and keeping the bank safe. This performance is recognized by investors with NAB's total shareholder return of 8.6% in the 12 months to September 2022, against an average return of -12.9% for NAB's major bank peers.

NAB's total shareholder return is also now a clear number 2 among its major bank peers over both 2 years and 5 years. Our progress has been made in a sustainable way while continuing to support our customers and communities, particularly where they need us most. This has included stepping up to help communities devastated by floods and customers experiencing the pressure of cost of living increases. The continuity and strength in our leadership and strategy underpins the stability we now have in the bank. It is improving our business in a variety of ways. NAB's products and processes are simpler for customers and colleagues. Loans are approved more rapidly, and digital banking is more resilient, thanks to the investment in NAB's underlying technology and in our digital data and analytics capabilities. Strong technology platforms help to protect customers against cyberattacks and fraud.

High-profile cyberattacks against large Australian businesses this year demonstrate the need for continued vigilance and cooperation. Every year, we invest tens of millions of AUD to keep our customers and the bank safe. We employ hundreds of people across our cybersecurity, scams, and fraud teams. We work collaboratively with government authorities, including the Australian Cyber Security Centre and the Australian Federal Police. As we have improved the bank, we have not forgotten the lessons of the Financial Services Royal Commission. Many of the issues identified are now addressed, but we need to remain vigilant about getting the basics right. Earlier this year, we entered into an enforceable undertaking with our anti-money laundering regulator, AUSTRAC. This follows an enforcement investigation undertaken by AUSTRAC in relation to NAB's compliance with Australia's anti-money laundering and counter-terrorism financing law. We are on track to deliver the actions agreed with AUSTRAC.

We're acutely aware of the important role the bank plays in monitoring and reporting suspicious and potentially criminal activity. We will continue to make investments that help keep our communities safe. NAB is making excellent progress on our strategy. The board is encouraged to see the operational results that this is delivering. This is reflected in improved earnings, with all businesses contributing to underlying profit growth, significant and sustainable momentum across the group. Our most recent colleague engagement score is 76, which is consistent with our results throughout 2022, although short of the goal that we had of meeting the global top quartile score of 78. The board has determined a final dividend of AUD 0.78 per share, bringing total dividends declared this year to AUD 1.51 per share, returning AUD 4.8 billion to shareholders.

This outcome sits within our target payout ratio in the range of 65%-75% of sustainable cash earnings. NAB delivered a cash return on equity of 11.7% for the 2022 financial year, a pleasing increase of a full 1% on last year. NAB's strong balance sheet settings are integral to keeping the bank safe. Our capital ratio at the end of September 2022 was more than 11.5%, which sits above our target range of 10.75% and 11.25%. Taking into account the remaining AUD 600 million of the announced buybacks and the estimated impact of APRA's revised capital framework, NAB's capital ratio as at 30 September 2022 would have been 11.8%, comfortably above our revised target range from January 2023 of 11%-11.5%.

Executive and employee remuneration outcomes determined by the board for the financial year 2022 reflect an assessment of performance against all of the targets in NAB's 2022 plan. This includes financial performance, customer outcomes, colleague engagement, safe growth, and NAB's performance against its peers. The board awarded a group performance indicator outcome of 92.5%. This reflects a strong performance on financial measures and the fact that challenging colleague and customer targets were not fully met. It was also adjusted downwards in recognition of the impact on financial performance of the rising interest rate environment. In view of the challenges of recent years, economies globally are facing new trials and uncertainty remains. We are actively considering the geopolitical landscape nd its impact locally. Next year could be a little rocky, but I am optimistic for the medium term.

Your board is confident that Ross McEwan and the executive leadership team have the experience and strategy in place to manage the challenges of the future. While we are alert to the issues that rising interest rates, inflation, and geopolitical risks may bring, we have demonstrated our ability to manage through and look after our customers. We're in a strong position to take on the challenges that may arise. Identifying long-term shifts in NAB's broader operating environment and acting appropriately is critical to protecting and building value for shareholders and helping our communities prosper. Climate change is one of, if not the most, significant long-term challenges and opportunities of our time. The federal government's legislated 2030 and 2050 emissions reduction targets and the associated changes provide welcome certainty and send a strong investment signal to businesses and the world.

NAB has an impact through what we choose to finance, we're playing an important role in progressively redirecting funding from emissions-intensive sectors towards low and zero emissions activity. There is no question that this needs to happen. By 2050, Australia's economy will look very different. It will have to be so to achieve net zero. We already see this in the significant growth in renewable energy. NAB continues to fund more projects to expand the global supply of renewable energy than any other Australian bank. Today, more than 73% of our total lending to the power generation sector is for renewables, hydro, solar, and wind. This represents a 58% increase in just five years, it will continue to grow. Decarbonization makes good business sense for our customers, they are taking this seriously too.

We're seeing them increasingly invest and innovate to make the reductions necessary, but also to drive down costs and improve productivity. Australia is at a critical juncture in its transition to a low-carbon economy. If we get it right, the opportunities are immense in protecting our environment and growing our economy. We all have a role to play in delivering on this potential for ourselves and certainly for future generations who demand our attention and action. Another major opportunity in the year ahead is the prospect of a national referendum on the constitutional recognition of Indigenous Australians. To further the board's understanding of this issue, we spent time with land councils, Indigenous businesses, and activists during our annual regional board meeting, which was held in Darwin this year.

I also had the privilege to spend time with one of our Indigenous business bankers and saw firsthand the great work that can be achieved by our bankers who are also affiliated with the Indigenous community. As a bank, we thrive when we operate in cohesive, well-functioning communities. Indigenous recognition is an important step forward, and it's why NAB is supporting the proposed voice to Federal Parliament. Engaging NAB's 29,000 Australian employees about Indigenous recognition is important and is underway. Ensuring that your board is well-appointed to carry the bank forward is a constant focus. Kathryn Fagg, Doug McKay, and I are standing for re-election at the Annual General Meeting today with the full support of the board, and we're anticipating appointments in 2023 that will enhance the diverse skills and experience of directors.

In closing, thank you on behalf of the board to NAB shareholders for your ongoing support. To the team at NAB, thank you for your hard work in serving customers well and in helping our communities prosper. To our customers, thank you for continuing to bank with us. We're not there yet, but we are getting closer to being the bank that we want to be. I will now hand over to our Group Chief Executive Officer, Ross McEwan.

Ross McEwan
Group Chief Executive Officer and Managing Director, National Australia Bank

Thank you, Chair. Good morning, everyone. Welcome to our shareholders who are here with us in person today. It's great to have so many of you joining us following two annual general meetings that have been held only virtually. Thank you also to everyone who is joining us online wherever you may be dialing in from. I would also like to acknowledge the traditional custodians of the land on which we meet today, the Wurundjeri people of the Kulin Nation, and pay my respects to their elders past, present, and emerging. NAB has pledged support for an Indigenous voice to parliament, as we strongly believe that the economic advancement and the financial aspirations of First Nations people reflects our ambition to serve customers and well, and help our communities prosper.

When I spoke at this meeting last year, I was optimistic that after two years of COVID-related interruptions, Australia's economy would rebound strongly in 2022. While there have been setbacks, it has been tremendous to see that the Australian businesses have had a very good year overall. 2022 saw businesses rebound with strong credit growth of 14.7%. It's clear that 2023 will be a year of slower growth than 2022, and challenges will continue to emerge and to evolve. However, I continue to be optimistic about the future for Australia and New Zealand and our customers and communities. Resilient business conditions and a return to higher levels of migration mean Australia is well-positioned to deal with headwinds coming from rising interest rates and higher inflation.

New Zealand looks like its business conditions will face more headwinds, with interest rates rises slowing the economy down considerably. Many of our customers are now facing conditions they have not experienced for a number of years. Higher inflation, rising interest rates, and slower growth are starting to impact both businesses and consumers. Thankfully, the vast majority of our customers are well-positioned to manage. For those in difficulty, my message is very simple: please contact us. The earlier customers experience difficulties speak to us, the quicker and more likely it is that we can help. As the Chair noted, NAB has made good progress this year in making our business stronger, safer, and simpler while remaining firmly focused on our twin peaks of customers and our colleagues. Our recent full year results reflect this progress.

By continuing to execute our strategy, we have delivered better outcomes for customers and colleagues and improved earnings and shareholder returns. Being a relationship bank is core to who we are. To help support this, we added more than 300 customer-facing business bankers this year. This has helped our business and private bank again perform strongly with small and medium business lending and agri gaining on what was already market-leading share. More than 1 in 3 dollars lent in agriculture now comes from NAB. In personal banking, Australian home lending grew at 7.1%, while unconditional approval times were nearly halved in our retail channel. We are well progressed in our journey to becoming a simpler and more digital bank. In particular, we are building and delivering better digital experiences for customers as the use of cash and checks declines further.

Over-the-counter transactions were down a further 18% this year, while the use of checks fell a further 24%. 97% of customer interactions are now through digital channels. During the year, we also completed the acquisition of Citigroup's Australian consumer business, our banking business, and we welcomed 800 new colleagues to NAB and contributing further to our growth. The acquisition will help give us unsecured lending business the scale it needs to provide even better propositions for customers in the future. Our corporate institutional bank had a very disciplined approach to growth, while again ranking number one in the latest Peter Lee survey. This is strong recognition of its ability to deliver customer outcomes while also improving returns. In a challenging market, our New Zealand banking business achieved small and medium business lending growth in line with system and disciplined growth in home lending.

BNZ's overall financial results were very good. NAB's customer Net Promoter Scores ranked first or second of the Australian major banks across key segments, supported by a simpler business and the delivery of more seamless digital experiences for customers. There is still more to do to achieve our objective of being number 1 of the major banks with positive NPS. An area we're increasingly looking to support and protect our customers and banks in is the issue of cybersecurity. I said recently that cyber attacks are the sort of thing that keep a CEO up at night. It is a huge issue for businesses, including ours, for customers, and for society more broadly. We are devoting more resources to combat cyberattacks, fraud, and scams, working within our own bank and as part of a national effort to protect all Australians and New Zealanders.

Our customers and our bank are constantly under attack, we must all be vigilant to this global threat. We do have bankers and experts here today in the foyer ready to share tips and information about scams and fraud prevention. I encourage you all to take the time to talk to them, to learn how to recognize scams, and to keep yourself and your family safe from cybercriminals. Throughout the year, we've continued to focus on serving customers well and supporting those who need help. Devastating natural disasters, including recent floods in Victoria and New South Wales, have impacted many communities, which continue to be there to support people to get back on their feet and to build resilience against future disasters.

Through our NAB Ready Together program and the NAB Foundation, we've provided AUD 4.87 million in support to customers, charities, and communities affected by natural disasters across Australia. We continue to invest in our colleagues to raise the professionalism of our industry, with almost 10,000 having completed the Career Qualified in Banking program, which builds capability and lifts standards. Our distinctive leadership program is about developing great leaders and ensuring we have consistent leadership across the bank. We've trained more colleagues through the Melbourne Business School's Climate program, so we can better support customers through the transition. We've provided training to more than 4,800 colleagues through the NAB Cloud Guild to help transition our technology applications to the cloud, which helps provide more stable technology for customers.

Like many businesses in Australia, we have not been able to find enough people with the appropriate technology and digital skills that are critical to execute our strategy. That's why we've also now operate a technology innovation center in Vietnam, with another being built in India to help supplement capabilities in Australia. Colleagues are one of the twin peaks of our group strategy alongside customers, so it was disappointing that our recent proposed enterprise agreement did not attract the support of the majority. Despite this, I appreciate the high level of engagement with more than 84% of the colleagues voting and that people were able to freely express their views. We have now commenced a process with colleagues to listen and understand their feedback, and we've made the decision to provide the first year of the pay increases and additional benefits proposed in the new agreement.

We will continue to work with the Finance Sector Union on a revised enterprise agreement for the next few years. At our full year results last month, we released our first climate report. Responding to climate change is one of our key priorities. The transition to a low carbon economy as we move to net zero presents environmental and economic opportunities and challenges for our customers and NAB. NAB has announced the appointment of our first chief climate officer. This position reflects the increasing requirements in all parts of the economy and all parts of the bank to help customers make the transition to a low emissions future. Everyone has a role to play in achieving this country's net zero ambition. Government, business, and every household will need to make changes.

Research tells us that around AUD 20 trillion will need to be spent differently in Australia in the next 30 years to get there. We are the number 1 Australian bank for global renewable energy transactions and among the top banks in the world on this measure. We are reducing our exposure to fossil fuels in support of an orderly transition of the energy system. As we look to the year ahead, we expect to continue to have very low unemployment and robust business conditions, though they will be slower than in 2022. As I mentioned earlier, clearly there are headwinds and the economy is slowing, but we do still expect growth. NAB itself is also in good shape. We are staying disciplined, focused on what matters and getting the basics right more often.

We have the right business mix, targeted momentum and a strong balance sheet, which means we can make very deliberate choices about where we invest to continue to grow and to maximize returns in this changing environment. I'm pleased with our progress and excited about what's ahead. Thank you again for being here, and the chair and I look forward to taking your questions, and I'll now hand back to the chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you, Ross. I'll now proceed with the formal business of the meeting. The notice of meeting was made available to shareholders on the ninth of November. I propose that it be taken as read. All items other than item 5 and item 6B are resolutions to be voted on at today's meeting. Item 6B is a conditional item which would only be put to the meeting if item 6A is passed. For item 6A to be passed, at least 75% of the votes validly cast on that item would need to be in favor of that resolution. Voting restrictions were set out in the notice of meeting. Where the chair of the meeting has been nominated as a shareholder's proxy, all open and available proxies have been voted against items 6A and 6B, and in favor of all other items.

That shareholders can see the full picture of direct and proxy votes received in advance of the meeting, direct and proxy voting for each item is now displayed on the screen, including on the conditional item 6B, which may of course not need to be put to a vote later in this meeting. Further detail has been included in our ASX announcement released prior to the start of the meeting. If you're joining us online and haven't already done so, I encourage you to submit questions now. As Louise said, for the orderly conduct of the meeting, I ask that you hold any questions related to climate change, including on our policy position and on our disclosures, until item 6, so that we can keep these related topics together. I also take general questions after the formal items of business.

I'll now turn to the first item of business, re-election of directors. This year, three directors retire at this meeting in accordance with the company's constitution and offer themselves for re-election. The three directors are Kathryn Fagg, Doug McKay, and me. If re-elected, this will be Doug's and my third term serving you on the board, and Kathryn's second term. The board has undertaken an evaluation of the performance of each of the directors standing for re-election. The board also considered their independence and whether they have the capacity to undertake the duties expected of a director of the company. Having considered these factors and the combined skills of the board, the board fully supports each re-election. Details of the qualification, career, experience, and other interests of each of the directors standing for re-election are set out in the notice of meeting and in the annual report.

Kathryn, Doug, and I will each speak to you about what we bring to the collective capability of the board. I will then take questions on the re-elections before asking Anne Loveridge to chair the meeting while the resolutions are carried through relating to the re-elections. I will now address the matter of my re-election. I have now been on the board of NAB for over six years and the last three as your Chairman. Three years ago, we were emerging from the Royal Commission and the significant disruption that this had to our operations and on our leadership. Despite the significant challenges thrown at us by the COVID-19 pandemic and the global logistics challenges that the pandemic has entailed, I am very pleased to say that I think the bank is in a much stronger position today than it was three years ago.

The credit for this, of course, belongs with Ross McEwan and his leadership team, who have done the hard work and served the bank so well. My ambition for the bank was to see it restored to its leadership position and to have a reputation for treating customers, colleagues, and shareholders well, and for embedding discipline into how we manage risk.

We've made good progress on all these dimensions, but we are realistic that it will take continued diligence to ensure that this progress is deeply embedded into the culture of the bank. We will also need to navigate the challenges that the rapidly changing economy will confront us with. I've had extensive experience in banking and finance over the last 40 years and have seen a number of challenging environments, and I'm pleased to be able to bring that experience to bear in my governance role on the NAB board.

In a post Royal Commission world, I am acutely focused on restoring the community standing of both NAB and the industry more broadly. I remain committed to the bank, and I'm offering myself today for re-election, so that we do not lose sight of the goals that we set out. I've been privileged to have had the support of a very good board and you, our shareholders, over the last three years. I continue to have capacity with only one other listed company board in an unrelated industry. It would be an honor to be re-elected for another three-year term. Thank you. Kathryn, would you now like to address the meeting on your re-election?

Kathryn Fagg
Non-Executive Director, National Australia Bank

Thank you, Phil. Good morning, ladies and gentlemen, and fellow shareholders. I am pleased to put myself before you today seeking re-election to the board. I joined the NAB board in December 2019, almost exactly three years ago and a few months before the COVID pandemic was to dramatically change our lives. Since that time, I have sought to contribute to the board and the bank, drawing on my experience from a range of industries and organizations, both as an executive and as a non-executive director. In particular, I have found my executive experience leading large organizations in Australia, New Zealand, and Asia, whether in retail and corporate banking or in industrial companies, providing a robust set of experiences and skills which are very relevant to the issues discussed at the NAB board table.

I have found that my experience outside financial services has brought a different and valuable perspective to our deliberations. Furthermore, as an experienced non-executive director, I enjoy engaging with management and my colleagues on the board and providing the necessary challenge when appropriate as we tackle the tough issues that must be addressed. Delivering strong results in the short term whilst meeting longer-term strategic objectives requires relentless attention and very clear accountabilities, a particular focus of mine. In addition, I would like to call out my experience in technology and innovation. Originally an engineer, I am now chair of the CSIRO, Australia's national science agency. In this role, I am engaged at the forefront of the trends that are transforming our economy, particularly decarbonization and digitalization. I am pleased to be able to bring this perspective to the board.

Finally, drawing on my experience of the last three years and all of the challenging circumstances we have encountered, I am confident that I have the time to devote to the requirements of being a member of the NAB board and of its committees. In my case, the audit and the risk committees, whilst also having the time to participate in additional engagement opportunities with colleagues and customers. Thank you for your support.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you, Kathryn. Doug, would you now like to address the meeting on your re-election?

Doug McKay
Non-Executive Director, National Australia Bank

Thank you, Phil. Good morning, fellow shareholders. In putting myself up for re-election today, I thought I would cover three areas that would be of most interest to you. Firstly, my experience and its relevance. Second, what I believe are my strengths for the NAB board and what has happened since I last spoke to you in 2019. Thirdly, to confirm my enthusiasm and capacity to continue on the NAB board for another term. I have a background of senior executive roles across Australia and New Zealand in various industries. I have dual Australian-New Zealand citizenship, being born in New Zealand, but lived and worked in Australia on three separate occasions. I joined the NAB board in 2016 and have been on the BNZ board since 2013, and chair of BNZ for the last eight years.

My track record at both is positive and contributes to strong and resilient performances over that time. I am not the best or impartial judge of what I personally contribute at the NAB board. What I can say is through our board evaluation process this year, my colleagues said that they appreciate that I am an unconstrained thinker, courageous, commercial, realistic and pragmatic, challenges management effectively, and understands the business levers. I believe I am trusted by my colleagues and bring perspective from a diverse background and career across various industries, and enjoy focusing on operations, customers, execution, and people. I reside in Auckland and have 100% attendance record at NAB. I serve on the audit committee, the customer committee, and have been on the nominations committee and the CEO selection committee.

I can confirm there is no issue with my capacity to commit to and perform at the highest level as your director. I am a full-time independent director and have been working at this level of capacity for 10 years. A portfolio of boards in different industries like I have adds value to all my boards, especially NAB, I learn all the time how to handle challenging board situations and draw on that broad knowledge which reinforces my contribution across all my boards. I look forward to your support in being reappointed today. Thank you very much. Thank you, Doug. I'd now like to invite questions on items 1A, 1B, and 1C, the reelection of directors. If you're in the room and wish to ask a question and are eligible to, please move to the microphone point nearest to you now.

Microphone attendants, are there any questions on the reelection of the three directors? Microphone one.

Speaker 41

Chair, I would like to introduce Mr. Chris Schacht.

Doug McKay
Non-Executive Director, National Australia Bank

Indeed. Mr. Schacht.

Chris Schacht
Shareholder, N/A

Mr. Chairman, it's great to be back at a face-to-face meeting after three years.

Doug McKay
Non-Executive Director, National Australia Bank

I'm very pleased to see you again as well.

Chris Schacht
Shareholder, N/A

I'm not one of those who would join Zoom meetings, et cetera, over the last tw years. I just point out, I've been a customer of this bank since 1970. I'm in my 52nd year as a customer of this bank, and I'm my 20th year as a very small shareholder. I have been coming to these meetings most years for nearly 20 years. The question I have about the reelection, it raises on a matter that I will raise later in the financial report and the audit report. Only recently, we had newspaper reports about people being found guilty of defrauding the bank. An unbelievable scandal in any way you look at it, and an unbelievable damage to the reputation of one of the the second biggest bank in Australia.

When I read about it in 2019, when it first came out, I asked a question. The chairman, the then chairman said, "We can't make any comment about it because it's before the court." I accepted that. Well, now it's been before the court and the two people concerned, one a full-time employee of this bank, is now in jail for 8 years, and the other's just been found guilty in jail waiting sentencing on a further 30 cases of fraud against our bank. My question is, how could the person who was the executive assistant to 2 CEOs get away for several years of defrauding the bank of millions and millions of dollars, had an authority delegated that she could spend up to AUD 20 million a year on her own authority?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

My question is to the three members of the board, and I think Ms. Fagg is only just coming onto the board in 2020, but you, sir, and Mr. McKay were on the board when this was occurring. I want to know, did you know, as members of the board and as an Executive Committee on the Audit and Risk Committee, what did you do that allowed this to happen year after year, and what did you do to the auditors that they didn't find it until a whistleblower somewhere down in the lower level of the bank came forward? I have to say, under whistleblower legislation, the person remains anonymous and protected.

Chris Schacht
Shareholder, N/A

I understand that, I have to say he is the only person I would vote for this year in the remuneration report to get a bonus because he put the finger on it, et cetera. If it hadn't been for him, they may still be doing it. Mr. Chairman, I want to ask you, seeking reelection, you were on the board then, you weren't Chairman. Mr. McKay, you were on the board, and I see on the list you were on the risk committee. Were you both on the risk committee and the board generally that how did this delegation, how did this authority be given to one person without reference back to the board or to the senior manager? To me, it's... To many of my colleagues I've spoke to as shareholders and the general community, everybody scratches their head. Mr.

Chairman, before I vote. You've got 98% of the vote. I wish I got that vote when I was a senator standing for election. What were you doing at that time that you can stand for election and say whatever excuse there is for this scandal that has damaged the standing of the bank in a very bad way on top of many other problems we've had with the Royal Commission and everything else?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. It might surprise you to know that I can do nothing but share your sentiment. I think it was a very sad chapter in the history of this company. It is inexplicable how a single person could have authority of that nature. I can't go back and redo the past other than say to you that when we became aware of it, we significantly overhauled the controls around that. You can rest assured that the person in that position today has nothing like that level of authority. There is much more external scrutiny of every part of the organization. It was a shocking issue to arise, one that has been deeply embarrassing to this company, one we have done our best to ensure could never happen again by completely overhauling all of those controls.

I'm sorry I don't have a better answer for you than that.

Chris Schacht
Shareholder, N/A

It's up to you and Mr. McKay. Mr. McKay's still on the risk committee. Have there been, therefore, a complete examination of all the people who've got delegated authority?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Chris Schacht
Shareholder, N/A

-to make expenditures without reference to either the executive risk committee or the board's risk committee?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I-

Chris Schacht
Shareholder, N/A

Secondly...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The-

Chris Schacht
Shareholder, N/A

Is she the only person who had AUD 20 million?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Um-

Chris Schacht
Shareholder, N/A

Does the CEO have AUD 50 million?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The CEO does have high levels of authority. You should be assured that it's not just a case of an individual being able to expend the money. What we have overhauled is to ensure that there is external scrutiny to anyone spending money, so that the finance community have complete oversight. We did, as you can imagine, we had a completely thorough overhaul of all the control environment when we became aware of that issue, including ensuring that an independent finance function had complete transparency around these delegated authorities. We had one of the major law firms go through, overhaul our processes. We took this issue incredibly seriously because it was as embarrassing as you had highlighted.

Chris Schacht
Shareholder, N/A

Can I ask Mr. McKay, what's his response to my question?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't think Doug's gonna have any different response from me on that one, but I'm happy for him to speak to it if he has any other perspective on it.

Doug McKay
Non-Executive Director, National Australia Bank

I don't have anything to add over and above what Phil has said, Mr. Schacht, be assured I see it as a real blot on my stewardship and career, and I remain standing before you extremely embarrassed at that situation. It is a breakdown. It was a breakdown in our internal controls around that person and those delegations. There has been a comprehensive revamp of that area, and I can assure you, we do have a delegations policy that is properly structured and is fit for purpose. We were subject to fraud. Fraud by its very definition means it has been expertly disguised and covered up and very difficult to find. Eventually, we did through our whistleblowing, as you said, and I'm extremely grateful for that. Once we knew, we moved with all the powers that we have as directors.

Could I just, because you are voting on my re-election today, say that I'm not on the risk committee. I am on the audit committee, however. Thank you.

Chris Schacht
Shareholder, N/A

Does the audit committee deal with the appointment of the auditor?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The appointment of the auditor goes through the full board and indeed is endorsed by the general meeting. The audit committee reviews the work of the external auditors, yes.

Chris Schacht
Shareholder, N/A

External auditor. I'll ask my question to the auditor. I don't know whether Ernst & Young were the auditors back in 2017, 2018 or there was a different company. I know we change auditors every few years for good reason. secondly, I'll have further questions in the financial report about it. I just wanted to.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Chris Schacht
Shareholder, N/A

raise the question

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Chris Schacht
Shareholder, N/A

that board members have to take Clearly, you both take responsibility for it. Finally, on Ms. Fagg, many, many years ago, I was Minister for Science in charge of CSIRO. I had a lot of differences of opinion with the management of CSIRO at the time. I look forward to your chairmanship of improving CSIRO. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thanks very much, Mr. Schacht. Microphone number three.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to introduce William Ross.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

William Ross
Shareholder, N/A

Good morning, everybody.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Good morning.

William Ross
Shareholder, N/A

Thank you for having me. I've got a question for the directors, but open to the whole panel to answer as well. Mr. Chairman, I wanna ask a question on behalf of coal mining organizations and companies like Whitehaven. In the past, NAB has been a big supporter, and provided AUD hundreds of millions of dollars in financing to Whitehaven, my company, Australia's biggest single coal company. Whitehaven has really exciting plans to double its coal exports by the end of the decade with three new coal projects. We're having some issues. tesky activists and lefty socialist orgs like the International Energy Agency are kicking up a huge fuss about the carbon emissions of coal, claiming that Whitehaven is aligned with 3 degrees of global warming.

Can you guarantee that NAB will continue to provide corporate finance to companies like Whitehaven, so they can keep opening up new coal? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Do we have, a question at microphone number 2? Microphone number 2. Thank you.

Speaker 41

Chair, I would like to introduce Luca Lamont.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Can you please go ahead with your question?

Speaker 41

Today, we're here to protest across the New South Wales who have made a very special effort to be here on behalf of Whitehaven to save Whitehaven, to save land, and for continuing to fund Whitehaven to open up a new.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Please, Mr... I'm sorry. Thank you.

Speaker 41

Stop funding coal!

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Speaker 41

Stop funding coal!

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. Can I ask please to leave the meeting?

Speaker 41

Stop funding coal.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Can I ask you please to leave the meeting.

Speaker 41

Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal. Stop funding coal.

Chair, I would like to introduce, Luca Lamont again.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. My apologies for the disruption. Please go ahead.

Speaker 42

Hello. I've traveled all the way from Queensland. I'm a homeowner in Queensland for this question. I've gotta catch a flight, so I've gotta leave straight after this, unfortunately. This question's for Kathryn, but also for the CEO, Ross McEwan, 'cause it includes some of his words.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We've noted, you can't ask Ross a question at this point, but you can ask Kathryn.

Speaker 42

Okay. Certainly. That's fine. We've had record-breaking floods across Eastern Australia throughout 2022 on the back of fires a few years earlier. My insurance premiums went through the roof. These costs have added financial burden on top of high inflation and increasing interest rates. In fact, I have not been able to afford them. Currently have no insurance on my home. A couple of months ago, Mr. McEwan, you told a trans-Tasman business event that, quote, "Climate inaction will continue to be costly. We know too well that natural disasters exacerbated by climate change not only take a human toll, but a huge financial one too." End quote. I'm one of those people currently experiencing that human and financial toll, and I can tell you that it's awful and only getting worse. I'm much better off than other people I know.

It needs to be acknowledged that many people are copping the full brunt of extreme weather, and it's devastating people's lives. My sister's farmhouse near Ballina flooded for the first time. My brother-in-law... Sorry.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. Could you please.

Speaker 42

My brother-in-law-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. Could you please.

Speaker 42

Has been using his weekends to.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Get to the point of your question.

Speaker 42

Yes. I'll get to that. You just need the context, I think. It's quite important.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I think we've heard a lot of context. Can you please get to the point of your question?

Speaker 42

Their neighbors, an elderly couple, lost everything and are living in my sister's garage. Their future is on a pension with no home is bleak. At the same event, at the same trans-Tasman event, you told attendees, "In certain areas, if certain areas are going to be constantly flooded, do we have a problem with our funding of these areas? And will it have a long-term impact on, A, do we fund these areas? And, B, what's the price of funding if we do?" However, based on your own words, NAB is happy to continue to profit off companies making the problem worse. You said that people may not like it, but we're in a commodities boom where coal prices are extraordinary and gas has probably got another 40 years plus. Are NAB fine with being hypocrites and betraying Australian communities?

You've acknowledged that the cost of climate inaction will be an enormous human and financial toll. That's okay, because it's going to be borne by people like me and those who have already suffered much worse, some paying with their lives. All the while, NAB is refusing to play its part in addressing the climate crisis and profit off corporations and projects contributing to the crisis. The lines are clear, Mr. McEwan. You're either on the side of Australian communities or you're on the side of fossil fuel companies. You can't have it both ways. You have a problem with the cost of climate change. I have a big problem with you funding the climate crisis while passing on its cost to me and others like me.

Will NAB do its share to reduce the severity and likelihood of natural disasters by committing to not financing companies who want to build new fossil fuel projects? Will you just keep dumping the cleanup bill on me and people like me as the costs of inaction grow ever higher?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I'll answer that question, because you asked it of Ross, but he's not up for re-election. I am. The answer is that our approach, which is a comprehensive approach to climate change, is set out in our climate report. Thank you for your question. Can we now go to any other question, item one? Microphone one.

Speaker 41

Chair, I would like to introduce Christine Hayden, a volunteer monitor from the Australian Shareholders' Association.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Fantastic. Thank you and welcome.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Good morning, Chair. We have a very simple question, we'd like, through you, to address to Mr. Doug McKay and Ms. Kathryn Fagg. That is, would they please tell us their personal achievements as board members and how that may further the interest of shareholders?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sure. I might ask Doug to go first and then Kathryn Fagg.

Doug McKay
Non-Executive Director, National Australia Bank

Well, I started on the NAB board in 2016, we pretty soon after that headed into the Royal Commission, which was a very challenging time. I was a very resilient and supportive board member through that time and have been part of a team, both executive team and a board team, that saw the need for renewal in our leadership and saw the need to reposition the bank once we had dealt with the aftermath of the Royal Commission. None of that was easy. I never blinked, and I never thought to not give my best for as long as I was able to make a positive contribution to the turnaround that we are so fortunate to be talking about today. We're now on the way to being the bank that we want to be.

In addition to that, I have chaired the Bank of New Zealand since and been on that board since 2013. The Bank of New Zealand has progressively moved from strength to strength in terms of its key performance indicators and its profitability. We continue to beat year-on-year our key benchmarks that we measure our performance by. As the chair, I have led that for the last six, seven-odd years. I stand here before the shareholders today absolutely full of enthusiasm for what will probably be my last term on the NAB board and look to take a part in building from here with the foundations that we have established.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I would add that Doug, in the year 2019, which shareholders may recall, was a very difficult year for the company, Doug was a tower of strength on the board, and along with Ann Sherry, was on the CEO selection committee. Doug, you shouldn't be too modest. One of Doug's greatest achievements is ensuring that we have Ross McEwan here as our chief executive today. Kathryn, you've been on the board for only half the time and haven't chaired a committee, it'll be a different perspective. Can I just say before you speak up that Kathryn brings a real strength to the board through the fact that she uniquely has both industrial and financial services experience, which gives us a really balanced view and is a very solid contributor. Please.

Kathryn Fagg
Non-Executive Director, National Australia Bank

Just very briefly, thank you, Phil, because I do feel that combination of both financial and industrial experience is particularly helpful that I can share at the board table. Like my boy colleagues, I'm very conscious of my responsibility as a board member to provide very effective oversight on the organization and to make sure that what we're doing is in the best interest of the organization. To do that oversight role, what do we bring? We bring years of experience and skills, some tough situations we've dealt with, as well as an inquiring mind. We ask and look to get to the gist of the questions and challenges that are put in front of us and to be comfortable asking, when necessary, those challenging questions, whilst also, at the same time, providing appropriate support and encouragement to the organization.

I can assure you that this board, the NAB board, provides that effective oversight to the organization so that we're making sure that the decisions and actions taken are in its best interest. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Is that okay? Thank you.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Thank you. Thank you very much.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. Can we go to microphone number 3, please?

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to introduce Simon Livesley.

Simon Livesley
Shareholder, N/A

Hello. I've got a question for Kathryn Fagg. I'm just wondering, as a lady, you've got a family. How do they feel about all your boards and the various other jobs and things?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry.

Simon Livesley
Shareholder, N/A

Could you sort of run through that for us, please?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, I'm sorry. I'm not going to allow that question. That's an outrageous question.

Simon Livesley
Shareholder, N/A

Not really.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you. Can I please go to microphone number 2?

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to introduce Peter Starr.

Peter Starr
Shareholder, N/A

good morning, Phil, and

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Morning, Peter.

Peter Starr
Shareholder, N/A

Good morning, ladies and gentlemen and fellow shareholders. The first speaker, Chris Schacht, stole a lot of.

Things that I had to put forward to you, Phil. Certainly in relation to what went on there, under the two previous CEOs was an absolute disgrace. I wonder if you can tell me who was the head of the Risk and Audit Committee from the board, and also who were the auditors? There is no way that that could not have been picked up by Blind Freddy, given that the CEO was approving, the CEO's PA was approving from the same company of the woman who's been found guilty of 60 charges, in the district court two weeks ago. I cannot believe, from the shareholders I represent, how nobody picked it up and it took a whistleblower, as Mr. Schacht said, down the low.

Now, I think, and you've been on the board since 2016, Phil, I know you're not on a lot of other boards, and that's good. Certainly in relation to this, I think you owe the shareholders, because you talk about the dividend. $100 million. Were we covered for insurance to get that back? A $100 million could have gone to dividends to everyone in this room, which are self-managed super funds, ordinary mom and dad investors. It's an absolute disgrace, Phil. Absolute. Not only did Mr. Chris Schacht raise that question, I also raised that and was told the same thing on behalf of the shareholders I represent. One other thing I'd like to say to you, Ms.

Fagg, is that, you have big shoes to fill because David Thodey, who stepped down as the chairman, David and I have been colleagues probably 20 years, as I'm sure you're aware. You have big shoes to fill. Certainly, Phil, I'm seeking some answers, and I think the other shareholders in the room are entitled to have some answers in relation to that. It's an absolute disgrace. I can't believe the shareholders I represent... Peter, are you telling me that nobody, the auditors, nobody on the risk committee of the bank picked it up? Nobody asked any questions? Nobody said, "Oh, this is a bit strange. It's the same person. Oh, it's from the same events company. Oh, it's all right. It's the same..." What?

Hundreds of times over how many years? Really, Phil?

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Thanks, Mr. Staff, for the question. I can say no more than I've already said to Mr. Schacht, which is that was a very embarrassing failure of the control environment over a very long period of time that obviously significantly predated either Doug's or my time on the board, but kept going after we had joined the board. We were as embarrassed as anybody to find out that had been going on. When we found out about it, we moved very rapidly to deal with the individual involved and to completely overhaul the control environment so that it can't happen again. I can do nothing other than apologize to investors for the fact that the company let them down. Thank you.

Peter Starr
Shareholder, N/A

It's appreciated to hear that you've apologized, Phil, and I think that's of some comfort, you know? I would really hope that this can never happen again.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You may recall I stepped in as an acting chief executive in that following year. I personally got to oversee the implementation of the new controls.

Peter Starr
Shareholder, N/A

Just one final thing, just on that, on the re-election of the other two directors. I think it was a very good. I know Ms. Sherry was involved in headhunting Ross McEwan, and I think I said at the time when he was appointed that it was CBA's loss, 'cause had Ross McEwan had got the job, which he should have got the job at CBA, we wouldn't have been hit with all those fines and AUSTRAC things. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We were happy to have him here, thank you. All right, can I go to microphone 1?

Speaker 41

Chairman, I would like to introduce Ms. Shohaag Sengupta.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. Thank you. Ms. Sengupta.

Shohaag Sengupta
Shareholder, N/A

Good morning to the board. I have a question that is relevant to the entire board, but in particular would like a response from you, Philip. Now, this is something that I actually talked to Ross McEwan about 2 weeks ago, and heard the same response that I've heard from you today to read your climate policy regarding the risk of your relationship with Whitehaven Coal. Now, I have read your climate policy and I found no mention of ending corporate finance to companies who are planning to expand thermal coal production. My question relates to NAB's current exposure to Australia's biggest single player coal mining company, Whitehaven Coal.

In February 2020, NAB has loaned AUD 110 million, a loan that is now matured and up for renewal next year. We've heard that Whitehaven Coal is in preliminary discussions with its banking partners about refinancing this loan. Meanwhile, Whitehaven Coal have massive expansion plans for the thermal coal mining sector. These plans, these climate-wrecking plans, have drawn the attention of the Move Beyond Coal movement and campaign, which has brought thousands of community members to NAB branches, having consistent protests to voice their concerns. My question for Phil, really for the entire board, is NAB concerned about the bank's reputation being tarnished by association with Whitehaven Coal?

Has the bank, and have those seeking re-election, considered the risk of losing or failing to recruit staff, customers, and attract ongoing investment due to its ongoing banking relationship with Whitehaven Coal?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you for the question. The co-conduct of this meeting is not going to be talking about any individual customer of this bank, I'm not going to answer the question the way you've asked it. Furthermore, we have published a comprehensive approach to climate and emissions, which way more comprehensive than any question about a single company in Australia. Thank you. Can I also please make a point for the benefit of anyone else who's about to speak that if there are any more questions that relate to the companies or any individual director's approach to climate emission strategy, we will be turning the microphones off and moving on to the next item of business. Do we have any more questions? Microphone 2.

Speaker 41

Chair, I would like to introduce Billy Greenham.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right.

Billy Greenham
Shareholder, N/A

Good morning to the board.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Good morning.

Billy Greenham
Shareholder, N/A

...and to the three members for re-election. My name is Billy. I'm a sixth-generation beef farmer from Southwest Victoria. Our property includes broad acre grazing with over 400 head of cattle, as well as protected swamps and remnant bushland. My question relates to the impacts we're seeing to the agriculture sector from climate change.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I suggest you hold your question over to item six. Thank you very much for that. Can we now go to Virginia? Do you have a question online?

Speaker 41

Thank you, Chair. We have one question from Mr. James Burne. "Mr. Chairman, how can you have the time to dedicate 100% of your work hours to the NAB shareholders when the shareholders of Woolworths are paying you AUD 260,000 a year for your time on their board?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, thank you. Um, so shareholders, uh, who have at least been following things may, may appreciate that, uh, for most of my time as chair of NAB, I have not had another listed company board. But, uh, shortly over a year ago, I took up one other directorship, and it's my only other public listed company directorship. Uh, the role of chairman of NAB has never been intended to be a full-time executive job, although I have to say there are times it absolutely does feel like that. Uh, but I do, um, do only those two listed company boards. And, uh, in both cases, uh, I have satisfied myself and my fellow directors at each of those companies that I'm able to dedicate myself to them. So thank you for the question.

Shareholders may be somewhat reassured that I'm certainly not seeking any other listed company boards, so I don't intend to add any further to that. Do we have any more questions on the floor? Microphone one. Thank you.

Speaker 41

Chair, I would like to introduce Mr. Michael Sanderson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sure.

Michael Sanderson
Shareholder, National Australia Bank

Howdy. I draw your attention to a question I asked the board back in 2018. A couple of chaps, Andrew Thorburn and Ken Henry, were in charge. I questioned the board diversity back in those days and suggested perhaps you need something more akin to the German model, where you draw resources from within. You're all nice people, you come from an area that is different to what we in the lower echelon are used to. I would suggest that because of that, there's a sort of self-reinforcing groupthink. For instance, do you have anybody on the board that's on the dole, that is renting? I'm sure if you had somebody like that, the conversation within your boardroom would be different. I'm not saying to go to that extreme.

The German model, my understanding, draws from within the organization. One of the suggestions I put at that back in 2018, that perhaps you have a certain percentage of your board drawn from within that these people will be able to say, "Well, in my experience in the branch, this is what's happened." Perhaps this person that caused this little bit of fraud would have been identified a lot sooner than what it. Just a suggestion.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, thank you for that. I think you'd be surprised by 2 things. One is the diversity of the actual experiences that, the life experiences that most of us have had. Secondly, I can assure you that the one thing this board does not have is groupthink in the boardroom. We have active and lively conversations on a whole host of issues. I do take your point and thank you very much for that. All right. Operator, are there any questions on the phone line?

Jeff Wilson
Shareholder, National Australia Bank

Thank you, Chair. We have one question on the phone line. Your question comes from Jeff Wilson, shareholder. Please go ahead.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mr. Wilson.

Speaker 41

Look. Yes, congratulations. I'd just like to sort of talk about new directors and franking credits.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Speaker 41

It's clear the government has started to dismantle the franking system. Both Mr. Albanese and Mr. Chalmers promised before the recent election not to touch franking. Unfortunately, now the government are trying to stop companies paying out their franking credits with two proposed pieces of legislation. One, off-market buybacks, and the other, which I'd like to talk about today, called, you know, franked dividends and capital raisings. The wording for the proposed franked dividend legislation is ambiguous and wide-ranging. They mention ordinary course of business, which isn't defined anywhere, and Treasury and the ATO give no clarity. These new rules move the goalposts and create significant uncertainty with unintended consequences. I mean, one interpretation of the proposed rules means that if you raise any amount of equity before, during, or after you pay a fully franked dividend, then that dividend will be unframed.

My question is really, will the new directors, really the whole board stand up for the about 600,000 NAB shareholders and sue the ATO if they try to stop you paying fully franked dividends due to this legislation?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thanks, Jeff. Let me just say a couple of things. One is, we are strong supporters of franking as it was set out, what it was set out to achieve, which is to avoid our shareholders bearing the double taxation of their dividend income. Measures that threaten that would obviously threaten, would concern us. There's some ambiguity on the second piece of legislation. I appreciate you bringing it to people's attention. The advice that we've received is that the measures would not apply where the distribution in question is in line with the established practice of the entity making the distribution, and the capital raise is directly is seen to be directly related to it. We're not as concerned with the underlying intent of the legislation.

As you would appreciate, and as we often find out, the final form of legislation doesn't always stay true to the intent. We are concerned that there could be potential unintended consequences. We are keeping a close watch on that issue and are acutely aware of the risk that is involved. Certainly, the advice we've received is that the announcement of what was intended would not threaten our normal course of business in passing franking credits on dividends through to our shareholders. Virginia, do we have another online question?

Speaker 41

Chair, we have a question from Paul Hattaway of Faraway Proprietary Limited. "Thank you for your leadership and hard work on behalf of all shareholders during the last few very difficult years, Mr. Chairman. Progress has been impressive. Thank you to your board also.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Oh, thank you, Mr. Hattaway. If there are any further questions? Microphone two.

Speaker 41

Yes, yes, Chair. we have Ms. Emily Cross.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay, thank you.

Emily Cross
Shareholder, N/A

Hello. Okay. Since the NAB board has consulted with the First Nations people and is advocating a voice to Parliament be recognized in our Constitution, I'm looking forward to seeing a First Nations person sitting on the board in the future. Also, I'd like to congratulate you on the ratio of men to women on the board. It's improved. Keep improving it. My question relates to cybersecurity. I have recently had the misfortune of losing over $200,000 from an account at another bank, which I won't mention. They encouraged me to be very digital. I went very digital. The result was a loss of a lot of savings. Despite the reassurance that cybersecurity is wonderful, I have zero confidence in it.

How can I be assured that this bank, or for that matter, any other bank, can keep my money safe, or should I just put it under the proverbial mattress? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you, let me just deal with each of the points you raised. Well, not quite an order. We are very conscious of the gender balance of the board, I'm certainly hopeful that we can further improve it. I also agree with you that it would be a fantastic outcome, when we are able to improve the ethnic diversity of the board, it would be a great achievement to have a First Nations person onto our board. I'm very sorry to have heard about your experience on cyber risk. This, as you appreciate, is one of the most serious challenges that we face, where we have hostile actors out there, both attacking infrastructure and seeking to steal money.

We spend an incredible amount of time and effort into trying to make things safer for our customers. I know as an industry, we don't get everything right, but we are absolutely, and I should be assuring all of our shareholders and customers, we take these issues very seriously and spend a significant amount of time trying to ensure that we can look after our customers and keep them safe. I'm really sorry if that's not worked for you. Item, microphone two, have you got another question?

Speaker 41

Chair, I would like to introduce Craig Corfield.

Good morning, Mr. Chronican, to the board and to all the shareholders. I've got questions that I'll bring up later, but I'm bringing these up because it relates to the board

Craig Corfield
Shareholder, National Australia Bank

I would like to reiterate the points that my colleague Michael Sanderson raised just about board structure. I'd like to endorse the outrage from Mr. Schacht to Mr. Starr, you know, over the, you know, those past horrendous issues. I know that NAB is doing a lot better, and NAB's made a lot of improvements. I don't doubt that. I also know that the skills that have been mentioned when we were talking of Mr. McKay, they would be right. I believe that the board has excellent skills and excellent qualifications, but I don't believe the board has all of those skills and qualifications and experiences covered. I'm a passionate advocate for bank reform, a founder of Bankarriors and an advisor to Bank Reform Now.

Bank Reform Now has 15,000 members and followers. I travel the east coast of Australia. I've been to 25 AGMs. I've met hundreds of victims. We look at things like internal dispute resolution, external dispute resolution, AFCA. I mean, AFCA is a major failure. The board, the members of the board, I don't think clearly see this. Unless you bring some other people onto the board now, I think you could create a sub-board or a sub-committee, but it needs issues to be elevated up. Clearly, with the Helen Rosamond, et cetera, issues didn't raise up. Clearly, I accept that you're definitely earnestly changing things and doing things for the better. We don't know that in six years' time there's going to be other things out there. You make comments, Mr. Chronican, about the Royal Commission. You've certainly made improvements.

It was left that it's like we're post-Royal Commission, and we've still got our eye on the ball. There's dozens of recommendations by Commissioner Hayne that have not been enacted. I'll just mention one. NAB is the leader for agricultural loans in Australia. Farm debt mediation was one of the very clear, simple recommendations. Let's have a national farm debt mediation strategy. We've got a hodgepodge of state systems that work, don't work. Surely one simple system across Australia would be better. I've heard every bank say back from 2016, "Let's have national farm debt mediation, a national standard." Anna Bligh has said that from predating the Royal Commission. No one's done anything about it. I expect National Bank to proactively bring this in. When I hear you, Mr.

Chronican, saying, "Yes, we're past the Royal Commission, we're mindful of things," that's not enough. This is where the board requires extra people like myself or Mr. Sanderson or others that are here to get this alternative mix of views. I hear of strength and courage and challenge. All those are correct, and all of the board members are excellent, and all of the skills are excellent. There are some critical omissions, a little wedge of omissions that needs to be addressed. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thanks, very much, Mr. Corfield. I think, Ross, you probably can follow through on the farm debt mediation issue with the ABA.

Speaker 41

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. I think Ross will take that on board. Thank you very much for the question. Are there any further questions? Microphone two.

Speaker 41

Chair, I'd like to introduce Rita Mazalevskis.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Ms. Mazalevskis, thank you.

Craig Corfield
Shareholder, National Australia Bank

Good morning, chair and board. Nice to be here face to face. My questions I have today are more for the annual report later, but I just want some clarification with the director evaluation process.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Craig Corfield
Shareholder, National Australia Bank

Do you engage independent external facilitators to conduct reviews of the directors, or do you do them in-house?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We do a combination. In every 2 years? Every 3. We do every 3rd year, we do a full external review, and then we do an intermediate update. This year was 1 of the 1 in 3, this year we had a full external review of the board.

Craig Corfield
Shareholder, National Australia Bank

I understand boards get reviewed externally every 3 years. The process, the board process where, the chair would sit with directors and go over their performance.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

Craig Corfield
Shareholder, National Australia Bank

...and their duties.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We do that.

Craig Corfield
Shareholder, National Australia Bank

Seems to be dwindling and moving externally.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, we do that every year, I'm sure every director here will quite consciously remember the last review they've had, because I'm very deliberate about highlighting each of the areas where I thought they've contributed, where they could have done more. We have other elements that we go through, because under the Banking Executive Accountability Regime, each director is required to make certain attestations. We have a very rigid process around annual director reviews, which I conduct.

Craig Corfield
Shareholder, National Australia Bank

Okay, that's great. Thanks.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thanks. Thanks, Ms. Mazalukas.

Speaker 41

Chair, I would like to introduce Nelly Malzahn.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Nelly Malzahn
Shareholder, N/A

Good morning to the board. The first part of my question is directed to the Chair, Mr. Philip Chronican. This question is about comments you made in last year's AGM. In April 2020, NAB was involved in financing TC Energy's highly controversial Coastal GasLink pipeline. This pipeline has been fiercely opposed by traditional owners.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I've asked for those questions to come up.

Nelly Malzahn
Shareholder, N/A

Right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

item six, please.

Nelly Malzahn
Shareholder, N/A

Yes, this is just about something that you personally said about the pipeline-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay.

Nelly Malzahn
Shareholder, N/A

that's been opposed.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Can I ask you to do something? 'Cause I know where your question's headed. Can you read out what you want to say about what I said, and I will give you a response to it?

Nelly Malzahn
Shareholder, N/A

Okay. Mr. Chairman, you assured shareholders last year at the AGM-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Nelly Malzahn
Shareholder, N/A

That funding TC Energy's highly controversial Coastal GasLink pipeline was a historical issue only.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Correct.

Nelly Malzahn
Shareholder, N/A

What did you mean by this is a historical issue only?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

What that says is that it's highly unlikely today we would approve that, because it would fall outside of our policy on financing greenfields gas projects outside of Australia and New Zealand.

Nelly Malzahn
Shareholder, N/A

In July of this year, NAB did.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sorry.

Nelly Malzahn
Shareholder, N/A

the loan for this pipeline.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Can I now interrupt you? We did not, and it's better that you do not make misleading statements like that.

Nelly Malzahn
Shareholder, N/A

My mistake, but my research highlights that-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Your research is incorrect. Nothing changed in July this year.

Nelly Malzahn
Shareholder, N/A

But you are still-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Our original exposure.

Nelly Malzahn
Shareholder, N/A

financing the pipeline currently.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Our original exposure from 2020 has not yet run off, and nothing changed in July this year.

Nelly Malzahn
Shareholder, N/A

You are still funding TC Energy's controversial-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

In line-

Nelly Malzahn
Shareholder, N/A

pipeline, correct?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

In line with the contract that we entered into in 2020.

Nelly Malzahn
Shareholder, N/A

Other banks...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Therefore, what I said last year is absolutely correct.

Nelly Malzahn
Shareholder, N/A

Other banks were changed and exited the deal.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Had nothing to do with us.

Nelly Malzahn
Shareholder, N/A

in July.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, I don't believe anyone exited, or at least I'm not aware of it. My understanding is the only thing.

Nelly Malzahn
Shareholder, N/A

2 banks exited the deal in July this year.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

My understanding is the only thing that changed in July this year is that the borrower brought in a number of new banks.

Nelly Malzahn
Shareholder, N/A

Great. multiple banks exited, which means that they had the opportunity to exit, but you-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, it's.

Nelly Malzahn
Shareholder, N/A

NAB did not exit the deal.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We'd had no opportunity to exit. I'm sorry, your research is incorrect.

Nelly Malzahn
Shareholder, N/A

Right. Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Nelly Malzahn
Shareholder, N/A

Chair, I would like to introduce Julian Vincent.

Speaker 41

Mr. Vincent.

Julian Vincent
Shareholder, National Australia Bank

Morning.

Speaker 41

Welcome.

Julian Vincent
Shareholder, National Australia Bank

Thank you very much. I'd like to ask my question to Kathryn Fagg if possible. If you'd like to take it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, ask it, and I'll determine whether it's appropriate.

Julian Vincent
Shareholder, National Australia Bank

It's because of Ms. Fagg's role on the audit and risk compliance committees.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's fine.

Julian Vincent
Shareholder, National Australia Bank

It relates to human rights and the application of our human rights policy. It refers to a specific example, but I want to reassure you I'm only looking for a response about NAB's processes and policies, not a particular client relationship. The context is that in August, NAB contributed to an AUD 1 billion loan to Santos, which is related to the Barossa Gas project. This was after a case had been filed in federal court in June over concern the Tiwi Islands traditional owners had not been properly consulted. In September, the federal court ruled in favor of the Tiwi Islands traditional owners halting the Barossa Gas project. At the start of this month, the full federal court slapped down an appeal by Santos and upheld the original decision.

Following that decision, a representative of the Munupi clan of the Tiwi Islands said they will continue to fight the project. Did NAB conduct the due diligence required by our human rights policy when considering the August loan to Santos?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The answer, unfortunately, you said you weren't going to ask a question about a specific client, and now you've asked a question about a specific client.

Julian Vincent
Shareholder, National Australia Bank

asking about the policy.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It is incredibly difficult to answer that question, Mr. Vincent. I'm sorry.

Julian Vincent
Shareholder, National Australia Bank

Why? Why can't you answer whether your policy was followed?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I can't tell you. I can't tell you about Santos' business here. I'm not gonna talk about Santos.

Julian Vincent
Shareholder, National Australia Bank

You can tell us whether your policy was followed or not.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I can tell you that our policy was followed, but I can't tell you anything about Santos.

Julian Vincent
Shareholder, National Australia Bank

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I can tell you our policies are followed generally.

Julian Vincent
Shareholder, National Australia Bank

The policy was followed, and NAB still participated in a loan that was contested over human rights issue in the federal court?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have policies that fall over and get contested all the time.

Julian Vincent
Shareholder, National Australia Bank

So-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Frankly, I'm not quite sure what the point of the question is.

Julian Vincent
Shareholder, National Australia Bank

Well, okay. Listen then. Santos and its project partners need-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Julian Vincent
Shareholder, National Australia Bank

the Darwin LNG extension to facilitate this field development-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's not in question.

Julian Vincent
Shareholder, National Australia Bank

which has not gone ahead.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Julian Vincent
Shareholder, National Australia Bank

Will NAB commit to not financing at least the Darwin LNG extension project in light of the human rights issues related to the Barossa Gas to Darwin LNG project?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Julian Vincent
Shareholder, National Australia Bank

No.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Our review of that policy, our review of that transaction will be in accordance with our climate policy, which has been set out. Our human rights policy remains intact. We will follow our human rights policy. Just for the benefit of other shareholders in the room, one of the issues that has arisen in a number of projects, both here in Australia and overseas, is that when people are consulted to ensure that there is free, prior, and informed consent from traditional landholders, there are often disagreements among landholders. You have issues like the Tiwi Islanders, where they are contested. Sometimes the courts take a different view, in which case we react to that. We will follow our policy, and sometimes we will get it wrong.

Julian Vincent
Shareholder, National Australia Bank

You were aware of the court case that was in progress.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It hadn't been won.

Julian Vincent
Shareholder, National Australia Bank

in June.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah, it hadn't been won.

Julian Vincent
Shareholder, National Australia Bank

You could at least hold off on making a transaction decision, a financing decision.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's right.

Julian Vincent
Shareholder, National Australia Bank

until the outcome of that case, surely.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sure the business people will be thinking about it.

Julian Vincent
Shareholder, National Australia Bank

Well, why weren't you thinking about it?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, I have. Thank you. All right. Are there any further questions?

Nelly Malzahn
Shareholder, N/A

Chair, one more here. I would like to introduce Ray Mitchell.

Speaker 41

Thank you. Mr. Mitchell.

Ray Mitchell
Shareholder, National Australia Bank

Thank you. We're very pleased to hear how with the whistleblower uncovered the fraud that was happened previously. I was just very interested to know over the last 8 years, the number of whistleblower complaints that we've had, and are these being investigated internally or externally?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, it depends on the nature of and how serious the issues are, but there is an internal process to deal with them initially. It's independent of the business units, and where the matters are seriously, we bring in external reviewers. Thank you. All right, if there are no further questions. Are there any further questions, Virginia, online?

Speaker 41

No further questions, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Good. All right. I'm now gonna ask Anne Loveridge to take over the chairing of this part of the meeting while the resolution's put.

Anne Loveridge
Non-Executive Director, National Australia Bank

Thank you, Philip. As set out in the notice of meeting, the board recommends that shareholders vote in favor of the re-election of the three directors. Shareholders, I now formally put to you items of business one-A, one-B, and one-C as set out in the notice of meeting. Please record your vote now if you have not already voted. Thank you. I now hand the chairing of the meeting back to the board chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you, Anne. The next three items of business relate to remuneration. Item 2 is the remuneration report. The remuneration report is in the 2022 annual report. Items 3-A and 3-B relate to the deferred rights and the performance rights to be granted to the Group Chief Executive as part of his remuneration package. The explanatory notes in the notice of meeting describe this in detail. One theme in your questions in advance of the meeting was how much our executives receive in pay and benefits. We've set our executive remuneration strategy to meet market benchmarks and to retain and attract talent appropriate to a company of NAB's size and complexity. NAB executive team's remuneration is a combination of fixed and variable remuneration, some of which is short-term and some long-term.

As I said earlier, the variable reward outcomes for the executive team this year reflected very strong financial performance but were moderated for customer and colleague results that did not fully meet the targets set by the board. Before turning to the resolutions, I'd now like to invite questions on the remuneration items. If you're in the room and wish to ask a question, and are eligible to, please move to the microphone point nearest to you now. Microphone attendants, do we have any questions on the remuneration report? Microphone two.

Speaker 41

Chair, I would like to introduce Mrs Justine Sherwood.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mrs. Sherwood.

Justine Sherwood
Bank Officer, National Australia Bank

Good morning, Mr. Chairman. My name is Justine Sherwood, and I'm a proud NAB colleague with 30 years of service, and I'm also a Finance Sector Union member. I'm here today to raise questions on behalf of all my colleagues. At last year's AGM, yourself and the CEO acknowledged the receipt of the FSU's report into excessive hours of working that it was occurring across the bank. The report detailed the experiences of over 1,200 NAB colleagues suffering severe health and well-being consequences as a result of exploitative hours of work practices, which has enabled patterns of work over and above 50+ hours per week, spanning back by 10 years. You said at the time that the health and well-being of colleagues was your highest priority.

In the 12 months since the AGM, the board and executive team have failed to meaningfully respond to this report or adequately address the concerns raised within it. Over the same period, management has sought to cut the real wages of 30,000 NAB colleagues with a below-inflation pay offer and a non-union EA proposal. This is despite the fact that we have posted a AUD 6.8 billion profit and the executive team are in line for an actual pay increase, with the remuneration report providing for increases well above inflation. The NAB board of directors and executive team have a duty of care to their employees, an ultimate responsibility for providing a healthy and safe work environment.

How then do you expect colleagues and shareholders to have faith in the leadership of the organization when you have failed to respond and work with the union on such serious overwork concerns? How do you justify the excessive executive remuneration outcomes and yet expect colleagues to take a real-world pay cut? Will you ensure colleagues will not continue to suffer an erosion of their living standards by delivering pay outcomes in line with the cost of living? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you for your question. I'm just gonna make two points, but I am gonna ask Ross to respond because I think it warrants that. First of all, it is not the intention of the board, and I hope not the intention of the leadership team of this bank, that our staff work excessive hours. Now, we've been through a very unusual period with COVID and absentees and rises in cybercrime and fraud and so on, so I know that there have been some hot areas and it's difficult to get staff. I just want to assure you, we do not expect overwork to be a matter of course in our business, and I'm sorry if that's shown up somewhere.

The second point I want to make is that this year. The senior executive team, because they have a combination of fixed and variable, almost person for person, their variable award has gone down this year. Therefore, it is not fair to describe this as an increase in their pay. The total remuneration of our executive team is lower for 22 person for person than it was last year. Nonetheless, I am gonna ask Ross to comment on the substance of your question. Thank you.

Ross McEwan
Group Chief Executive Officer and Managing Director, National Australia Bank

Thank you, Phil. Thank you very much for actually taking the time to come and ask the question, Justin. I do appreciate it. We have gone through the last three months just for the shareholders' benefit of having conversations with our colleagues through the Finance Sector Union. See if we can find ourselves a position to update the 2016 enterprise agreement. After 3 months, it was put to the vote, actually, our colleagues, to a majority, actually voted it down. I did make the choice, though, at that point in time, to actually pay the money and the benefits that I'd said I would, 'cause I didn't want our colleagues, particularly our level 1s and 2s, going into Christmas not knowing what they were going to be paid next year.

We start again the conversations with our FSU colleagues. There was a meeting yesterday, and there'll be a meeting in February, is my understanding. I thank the FSU for continuing to have those conversations with us. They are very important. On having our enterprise agreement voted down, we have done something close to 500 listening sessions with our colleagues over the last couple of weeks, and they have been very important. One of the issues that's come up is, quite rightly, as Justine's pointed out, is the question about working hours. Whilst we've done a lot of work in the last 12 months, having a look at those areas, I think we still have more work to do. I do acknowledge that, and we will do that work.

I know Susan has responded, but we've also done a lot of work with our own colleagues. It's been an interesting time at NAB over the last year, with COVID and a whole raft of other things that we're having to work very hard on. Yes, getting, like every business, the colleagues that actually are available to work, because the pool of colleagues around is has got low for every business. It's certainly not our intention to having our colleagues overworked. I've made that very clear to my executive. I, myself, have made it clear about what I'm prepared to do work-wise, and I expect everyone to have at least two good days off to refresh and get themselves ready to go again for the next week.

We've got work to do, and I'm quite open about that. We will certainly do that work with our leaders and the FSU. I dropped a note out explaining to all staff what the big issues that they'd raised with us were and what we need to start viewing, looking at next year. Just for our shareholders, the range of pay that we've put out, range from a 5.1% for our level 1s, 5% for our level 2s, 4.6% for our level 3s, right through to a 2.5% for our most senior executives. I do appreciate we didn't get agreement, but I wanted to make sure our colleagues got the recognition and the money in their pockets from 1st or 5th of January, to be precise. Thank you for the question.

We've lots of work to do. It is, one of our two highest priorities, both our colleagues and our customers. We've got work to do still with our colleagues. I do appreciate you asking the question. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. We have a question at microphone number one.

Speaker 41

Chair, I would like to reintroduce Mr. Chris Schacht.

Chris Schacht
Shareholder, N/A

Mr. Chairman, remuneration report. In the years I've been coming here, we've had the remuneration report. I've worked today, and it's not similar for most major companies. There's nearly 40 pages in this annual report dealing with the remuneration report that deals with bonuses for the top 10, 15 people in the bank. There's not 40 pages talking about the remuneration of the tens of thousands of our employees. I know that's a requirement about the remuneration report because of the law, et cetera, payment. It always strikes me that we have more reporting about the remuneration report than our own business plan. We don't mention the Secretary of the union, the FSU. I've mentioned, but I'm not a member of that union, but I've been a member of two trade unions for 55 years.

I declare that interest. I'm sympathetic. I've also said, since I came to these meetings, beginning in 2003, the reason I've stuck with this bank as a customer since 1970 is not because of the board or the chief executive or the senior executives. It's because of the 30,000 employees you have who provide me with the service when I go to the branch or make a phone call and take the call. They are the ones I've reason I have stuck with this bank. If it wasn't for them, you wouldn't exist, and I wouldn't be here. Well, I don't know where I'd go to find another bank, I must say. You've all got the same problem.

I do think it is not unreasonable that you have to be, in this time, if it means I get a less dividend, that you put a bit more money to pay salaries to the 30,000 odd staff or whatever it is, I would forgo a part of the dividend. Because I know in the long run, the bank will survive. If you don't do that, no matter what you do up there, you wouldn't want to bet that you're here in the same form in 10 years time. The only reason this bank hasn't been taken over or sold up in the last 15 years is because the federal government, Labor and Liberal, has a policy. The four banks can't merge or take each other over, and then no foreign bank can come in and buy you.

That's the reason you still exist as it is, because of that policy, which I support, by the way. It means the board has a protection for how many mistakes you make, like the Royal Commission pointed out. Go back to the middle of the last decade, 2005. Remember HomeSide? AUD 3 billion was wiped out in losses because of a stupid investment, not done with proper due diligence about an investment in the home mortgage market in America. The only at that time, you might have been taken over if it had been an absolute free market. I think it's the board has to consider the only reason you've got any goodwill, in my view, a lot of goodwill, is the 30,000 workers who deal with me and everybody else as customers every day.

I am sick of having to come and say that again and again at AGMs. The reason I'm with the bank is not because of the board, it's because of the staff who serve it and serve all of us. I have to say, I've been going to a local branch down to where I live in Adelaide, at the Glen branch. Every time I went into that bank, 4-5 times a year to do something. One of the times I had to pay a speeding fine in bloody Latvia of all places, I had to transfer the money. I couldn't work out because it was in Polish and Latvian. I went to the bank, showed them the form. The woman, the teller said, "Oh yes, Mr. Schacht, I know how to do that." In 35 seconds, she did it.

Transferred the AUD 200 fine. While I was waiting, there was a queue. Every time I've been to that branch, there was a queue of people, I have to say, overwhelmingly of my age group, 50, 60 and 70. Many of them with an ethnic Italian or Greek background. What do we do? What do we do end of last year? We closed the branch. Closed the branch. I thought, hang on, why are we closing a branch when every time I've been there are dozens of people queuing up to get a good service from that bank, those bank tellers. I actually wrote a letter once, congratulating Stacy on helping me, and she was staggered that someone would take the trouble. She's more important to the future of this bank.

I don't know whether she's been laid off now or sacked, but it comes back to the point that you've got to be understanding in the negotiations, and you're still open to that negotiation. If someone said to me, "Don't say to me, 'Look, if we give them more money, you're gonna get a less dividend.'" All I say, if that's the view about your negotiation, you ought to all give up. I think the union has a pretty good case here. Not because they're a union, but because their members have created a bank that survives through all the scandals that we have had. Therefore, I look forward next year, Mr.

Chairman, when I come again, if I'm still alive in this place, that in the report, there is more report giving about what we're doing with the staff and supporting them and their pay and their conditions than the 40 pages for the top 10 executives in the remuneration report. I finish on a comment about Maybe I should stand for the Senate again if they're clapping like that. I just finish on a remark, Mr. Chairman, you've been very indulgent to give me this time. In 2018 at the AGM, I asked again about the remuneration report. Ken Henry was the chair.

I thought Ken Henry, despite his performance at the Royal Commission inquiry, when he was the head of Treasury, he was an outstanding figure, probably the greatest public servant in the previous 20 years of my knowledge. I asked him about the 40 pages. He looked down the board. He paused for 20 seconds and looked down the board and said, "You're right, Mr. Schacht. I'm like you. I don't understand it either." Because I don't think Einstein can work out these formulas. They're all there because you're required legally, partly to do it. That is true. Please, I can't ask you not to do it. You've got to do it under law. How about a few more pages on what you're doing for the staff, what you're doing for maintaining banks or branch offices, etc.

Even if it means that having AUD 3 billion profit next year is AUD 2 and a half billion. The bank will survive longer if you do that. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. All I can do is agree that in fact, one of the conversations we frequently have is why do we spend 40 pages talking about 10 people when we've got 30,000 people keeping the place together? That message is deeply understood and appreciated by all of the senior group, and most particularly those who have to actually pore over the detail of the 40 pages. Thank you. I absolutely endorse that view. I also endorse your comment about the people who make up the day-to-day staffing of this organization. I know Ross and his team and the board spend a lot of time visiting various parts of our organization, and we are always inspired by the energy that our teams in the various places bring to the table.

Can I ask if there are any more questions? Microphone two.

Speaker 41

Yes, Chair. Can I reintroduce Mr. Craig Corfield?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes. Thank you.

Craig Corfield
Shareholder, National Australia Bank

Thank you, Mr. Chronican. Mine has some similarities to Mr. Schott. My first comment was to say that the REM report is simply too long.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Craig Corfield
Shareholder, National Australia Bank

I don't know anyone.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I think we've got unanimity on that one.

Craig Corfield
Shareholder, National Australia Bank

I understand that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Unfortunately, as Mr. Schacht has pointed out, we are required under Australian corporate law to provide all that information, so. Please go on.

Craig Corfield
Shareholder, National Australia Bank

I understand the law, but I'm sure that there's ways that you could still simplify it, bring it back to 30 pages, make some of the formulas simpler. Where Mr. Schacht was talking about employees, and I concur with that, I'm talking about customers. We're talking about millions of customers, and I don't see enough of the proper customer metrics. In Mr. McEwan's opening statement, he talks about our customers' Net Promoter Score, which ranks first or second of the major banks. Can you tell me what is the Net Promoter Score? I haven't had time to go through the whole annual report.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sure. You may recall, if you've been around long enough, that banks used to talk about their customer satisfaction measures.

Craig Corfield
Shareholder, National Australia Bank

Oh, I understand it. I just need the number. Is it four? Is it two? Is it negative one?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. We measure it different for each segment. We have a net promoter score for our mass market personal customers, for our business customers.

Craig Corfield
Shareholder, National Australia Bank

Let's take the personal customers.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The answer for the retail personal customers, and I'm sure I'll get corrected if I get this wrong, hovers around net zero, isn't it? It was around -17. It has got up to around... I think we got to +1 at 1 point, and it's bounced around a little bit like that.

Craig Corfield
Shareholder, National Australia Bank

Mm.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It is in fact showing zero. It's the one area of net zero we appear to have achieved.

Craig Corfield
Shareholder, National Australia Bank

Yeah. Okay. I wouldn't call it much of an achievement myself.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Craig Corfield
Shareholder, National Australia Bank

I think it's the wrong measurement, which is why I'm here.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No. Can I just add to that point? The board has been quite clear with management that we've never been comfortable with having Net Promoter Scores with negatives or 0s in them, that we are seeking to have positive Net Promoter Scores.

Craig Corfield
Shareholder, National Australia Bank

Yeah. I would say don't be comfortable with positive Net Promoter Scores either because the system is gamed. Net Promoter Scores are gamed. People that are unhappy customers. I know with my bank, if I make a complaint, I'm not called up, "Mr. Corfield," you know, "what do you think of the bank," et cetera. If I'm happy, I'm called up. I actually get staff members that, you know, if there's something that's going really well, it's like, "You might be receiving a survey." These numbers are gamed. I do understand Mr. Ross McEwan was comparing them relatively to the other banks. On a relative terms, you've been approved. I get that. On absolute terms. Compared to, say, Bendigo Bank's Net Promoter Score is 24.5. Perpetual is 50.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Craig Corfield
Shareholder, National Australia Bank

Net Promoter Score works-.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We saw some data very recently. In fact, in this board meeting round, we saw some data that said our ubank business is now up around positive 29.

Craig Corfield
Shareholder, National Australia Bank

Yeah. Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

it is doable, but it's been very hard on the mainstream bank.

Craig Corfield
Shareholder, National Australia Bank

Even UBank and its positive number, it is still not an adequate system.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm.

Craig Corfield
Shareholder, National Australia Bank

If I look on page, I think it's 53. There are no page numbers there, but 54, you've got a table on annexure. Why not have 1 table, 1 annexure of a list, a host of 20 measurements of customer metrics? You know, numbers of complaints. Some are in there, but I'm saying it's not adequate. Numbers of complaints, how long are those complaints? Number of customer advocate, how long are they? Number that goes to AFCA, how long does that take? Number of breaches that we've had-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Craig Corfield
Shareholder, National Australia Bank

-how long did they take? We can come up with 20 metrics in a single page, and all the banks could publish it. Let's do something there that gives a better customer feedback because if anyone's talking Net Promoter Score, I know one of the banks, it's 100% Net Promoter Score is the short-term variable REM for the CEO. Something like that's gamed. I'm not saying that's here.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Craig Corfield
Shareholder, National Australia Bank

It's a totally inadequate. It should be discarded. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. You actually made quite an important point, which I'd like to pick up on, Mr. Corfield, which is in the interest of simplicity, we come under pressure to have fewer measures in these scorecards from our investors. When the board interprets them, and the NPS example is a good one, we look at the number that comes up, but then we do say, "Where are we on our AFCA complaints? Where are we on our complaints handling? Where are we on customer attrition? Have we actually gained market share?" While we use that one number in the scorecard, we are alert to the fact that it may be a number in conflict with some other experiences. Similarly, on colleague engagement, which is in the scorecards, we're conscious that that too has risks and because it's survey-based.

We do look at unplanned turnover. We look at our ability to recruit and retain people. The board is, just as when we look at our financials, they might meet the earnings numbers, but we go deeper and say, "Well, how did they meet the earnings numbers? And was it actually the way we wanted to?" The board does exercise its judgment when interpreting the numbers we get. Thank you for your point. I just wanted to give you that reassurance.

Craig Corfield
Shareholder, National Australia Bank

Yeah. Thank you. Thank you for those comments. I would like to see that, you know, furthered simply by being transparent-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I understand.

Craig Corfield
Shareholder, National Australia Bank

With everything here.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Gotcha.

Craig Corfield
Shareholder, National Australia Bank

let me congratulate NAB, because NAB was one of the few banks that actually made their APRA report transparent.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes. Thank you.

Craig Corfield
Shareholder, National Australia Bank

Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. microphone number 1.

Speaker 41

Chair, I'd like to reintroduce Mr. Michael Sanderson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Michael Sanderson
Shareholder, National Australia Bank

Hello again. I'd like to build on Mr. Schacht's comments about staff and branches. Banking is a unique service with unique powers and responsibilities. I put it to NAB it's not possible to digitize a personal interaction, reflect it in a file or do it remotely. National Australia Bank has 286 regional branches still open, but has closed or cut services to a point where the facility is no longer classified as a bank branch to 474 locations. This is a cut of 62% of the original regional network of 760.

My question is, how do NAB branch closures comply with the mandatory, very important word, mandatory contractual warranty of the Banking Code of Practice that states, "We are committed to providing banking services which are inclusive of all people, including, A, older people," and very important to me, "people with disabilities." This is a good one, "Indigenous Australians, including in remote locations, and D, people with limited English." I'm an Alice Springs boy, grew up in the center. I'd like to focus in on Indigenous Australians, including remote locations. Seeing all things Indigenous seems to be flavor of the year. Does NAB have a branch at Yuendumu, Laponia, Areyonga, Docker River, Hermannsburg, Warburton, Santa Teresa? I was just for news, I was the member for Humpty Doo and Bees Creek in the Litchfield Shire Council. Just a comment at the back there. Anyone?

That's my question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I'm not sure I've been to many of the towns that you've just articulated.

Michael Sanderson
Shareholder, National Australia Bank

I'm quite sure you haven't.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Although I have been to some weird and wonderful places this year, including as part of our board's trip to the Northern Territory, but we didn't come as far south as the Red Centre. I did get into some pretty wild places a couple, three hours out of Darwin. Even though our branches' numbers have fallen over years, and that is the inevitable result of the changing pattern of usage, we still have 283 regional branches, which I think still puts us actually ahead of almost all our competitors. More importantly, we have entered into the contractual arrangement with Australia Post to make sure that the post office branches are available to provide some banking activities and services to our customers.

As you appreciate, it's never been possible. We've never been in every community as a bank. The number of branches, I can only hazard a guess that the number of branches will continue to slowly decline over time as fewer and fewer people use them.

Michael Sanderson
Shareholder, National Australia Bank

I just got a follow-up. You mentioned Australia Post. Between 1991 and 1996, Paul, the Keating Labor government sold out working, indeed, all Australians by fully privatizing the Commonwealth Bank. My questions are, would the NAB support the reestablish of a public-owned bank, you know, perhaps through Australia Post, seeing it's doing all the heavy lifting, to offer all Australians bread and butter banking, irrespective of location and circumstance? Would NAB support the reintroduction of modern Glass-Steagall regulation that separates bread-and-butter banking from risky speculative banking?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'll answer the second part of that first, which is, I don't know that we do any risky speculative banking, and therefore there's not much to ring-fence from that. I don't think that the question of opening a government-owned bank has been raised in any other forum, so I've never turned my mind to it.

Michael Sanderson
Shareholder, National Australia Bank

That's probably an indication of your detachment. It's been spoken about quite extensively in Parliament. I actually spent the last week of sittings in Parliament and yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, that's enough.

Michael Sanderson
Shareholder, National Australia Bank

... a lot of chatter. I'd suggest you start to engage a bit lower down, which goes back to my-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. Thank you for that.

Michael Sanderson
Shareholder, National Australia Bank

Thank you very much.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thanks, Mr. Sanderson. Microphone 2.

Speaker 41

Chair, I would like to reintroduce Peter Starr.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mr. Starr, thank you.

Peter Starr
Shareholder, N/A

Thank you, Phil. I'm just wondering if you could comment on July last year, if NAB in Victoria was taken to court in relation to by the Wage Inspector General here in Melbourne, in relation to underpaying the wages for NAB staff?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

actually, I can't... You across the detail of the case? We identified some underpayment issues ourselves and have raised those. Mm-hmm.

Peter Starr
Shareholder, N/A

Is this the actual underpayment of remuneration, or is this-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Was it the casuals? This may well be the case.

Michael Sanderson
Shareholder, National Australia Bank

Yeah, please.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Soon.

Michael Sanderson
Shareholder, National Australia Bank

Mr. Starr, can I just get clarification?

Peter Starr
Shareholder, N/A

Sure.

Michael Sanderson
Shareholder, National Australia Bank

Is this to do with the case that's going before Fair Work on casuals?

Peter Starr
Shareholder, N/A

This related to both NAB and CommSec. Okay? CommSec and NAB, the Wage Inspectorate has launched 10 prosecutions since July last year, including against NAB and CommSec. I don't expect you to comment on CommSec.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, no.

Peter Starr
Shareholder, N/A

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'd probably prefer not to. On that one, the one I'm aware of. There's two things that I'm aware of. One, we've been quite clear over the last couple of years there was underpayment in the sense of we hadn't calculated correctly across quite a number of quite difficult payments that we had to correct, and we've been communicating with colleagues, both present and past, and making payments to them on that. The second one that, when we're aware of Fair Work, is to do with whether casual staff are included for long service, which is actually excluded out of our enterprise agreement specifically, yet, the Fair Work thought it should've been included. That one I'm aware of, but the other one I'm not aware of, but I may be wrong. Those are the ones I'm aware of.

Peter Starr
Shareholder, N/A

Thank you. Just to follow up, if I could please, Phil.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes, please.

Peter Starr
Shareholder, N/A

Just for the benefit of other shareholders in the room, Mr. Corfield and Mr. Sanderson and I believe Mr. Schacht and myself, Certainly, Mr. Corfield and Mr. Sanderson pushed really hard behind the scenes to get the Royal Commission up for the benefit of just ordinary customers and people who had been affected across the board of all banks. I'd just like to just raise that and bring that to the attention. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Quite conscious of the role you played in not only initiating the groundswell for the Royal Commission but, attending on a regular basis. I remember seeing all of you frequently. Thank you. Are there any further questions? Question microphone one. Thank you.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I'd like to introduce Mr Mark McClintock.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Mark McClintock
Shareholder, N/A

Just a very quick question. How do I explain to my grandchildren why if they save money, they'll get 1% and 2%, if they borrow money on a credit card, they're paying 19.9% or? How do we explain to them?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. If I can just say very briefly, credit card debt should never be used as core debt. It's there for convenience, come and go. It is high risk, a very small proportion of the total outstandings on credit cards actually bear interest. I take your point, and personally, I don't recommend that people rely on credit card debt. It should only ever be used as a temporary overdraft type facility. Thank you for the question. I appreciate it. Microphone 1, the next question.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I'd like to introduce Mr Terrence Sawyer.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mr. Sawyer.

Terrence Sawyer
Shareholder, National Australia Bank

Thank you. I'm prompted to ask this question after hearing Mr. Schacht's evaluation of the board. While I recognize the expertise of the board, in the highly unlikely event that the remuneration reports were voted down, would we expect any resignations from the board?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, as you say, in the highly unlikely event, I've seen the pre-voting.

Terrence Sawyer
Shareholder, National Australia Bank

Yes. I said a highly unlikely.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

So I-

Terrence Sawyer
Shareholder, National Australia Bank

It's a theoretical question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We're dealing now purely in the hypothetical situation, and so I can only give you a hypothetical answer, which is I have no idea. Thank you. All right. Virginia, do we have any questions online?

Speaker 41

No further questions, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Operator, are there any questions on the phone line?

Peter Starr
Shareholder, N/A

Chair, there are no phone questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. All right. Well, if there are no further questions, shareholders, I'll now formally put to you items of business 2, 3A and 3B, as set out on the notice of meeting. Please record your vote on these items now if you have not already voted. The next item of business is item 4, which relates to the approval of amendments to the company's constitution. A summary of the amendments is in the explanatory notes to the notice of meeting and the amended constitution, which was available for shareholders to consider on the company's website. The company's constitution was last amended in 2008, and there have been many developments in corporate governance law and practices since then.

The board recommends that the proposed amendments are made so that the company's constitution appropriately reflects these developments and supports the administration of the company and its relationship with shareholders. I now formally table the amended constitution. Thank you. This item is a special resolution. The special resolution requires approval by at least 75% of eligible votes cast on the resolution. I now invite any questions on the amendments to the company's constitution. If you're in the room and wish to ask a question and are eligible, please move to a microphone. Microphone attendant number 2.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to reintroduce Mr. Corfield.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mr. Corfield.

Peter Starr
Shareholder, N/A

Thank you, Mr Chronican. I'm really not across the details of the amendments to the constitution. Yesterday I attended the ANZ annual general meeting, I'm sure you're all aware they introduced there was a separate extraordinary general meeting.

Craig Corfield
Shareholder, National Australia Bank

to introduce a non-operational holding company, NOHC. I would just comment that that's a business still to make money, but I call it a NOHC for profit business. Either way, I'm wondering, is this related to enabling NAB to operate a separate holding company so as to have different or lesser oversight of regulators like APRA?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The answer is no. This has nothing to do with establishing a Non-Operating Holding Company. We have no current intention to pursue that course of action.

Craig Corfield
Shareholder, National Australia Bank

Okay. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Microphone one.

Speaker 41

Chair, I would like to reintroduce Ms. Christine Hayden, a volunteer monitor from the Australian Shareholders' Association.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Hayden.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Thank you, Chair. The proposed changes to the constitution, will you please just ensure that the shareholders who wish to receive their notices of meetings, dividends, notices, etc., still have the option of receiving postal communications?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

There's no change on that? I'm assured by Ms. Thomson that there is no change, envisaged in the way in which shareholders receive their notifications.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Thank you, Chair. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Microphone number two.

Speaker 41

Chair, I would like to introduce David Brown.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mr. Brown.

David Brown
Shareholder, National Australia Bank

Thank you, Mr. Chair. In relation to the unclaimed distribution of dividends, I note that you're talking there in the changes that the amounts under AUD 500 may be given to institutions or organizations. I've got no problems about that. What I'm wondering about is how do you get rid of the people and their stock holdings that continually don't claim their dividends, and how do you know that they're still alive or whatever happened to them? It doesn't seem to be covered in this.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's a very good question, and there's another one I've never turned my mind to. Louise, have you looked at that?

Speaker 41

I will look at that. I need to take it on notice.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. I'm sorry. We do need to take that on notice. I don't know that we have an answer for you on that. I'm sorry.

Speaker 41

Chair, I would like to reintroduce Peter Starr.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Mr. Starr.

Peter Starr
Shareholder, N/A

Thank you, Phil. Just in relation to the adoption of the company's constitution, broadly, I think it's in relation or one of the matters is in the how you receive your communications. I know for some older shareholders, who may not be tech-savvy and things, they still like to get their dividend statements by post and the notice of meeting by post. I think that's really important. As long as that's gonna continue, we won't be opposing it. It maybe this needs to come to Ms. Thomson or you, Phil, in relation to what's the main changes you're seeking to do with the item four as opposed to what was in place? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I think there are a number of changes in the constitution that effectively modernize operations. For example, the original constitution never envisaged things like a hybrid meeting or indeed where we were forced into virtual meetings this year. Let me be very clear, we are not proposing to have virtual only meetings in this constitution. That is not something that our shareholders have indicated support for. We had situations where resolutions could only be passed by people who were present in Australia, which seems nonsensical in a day and age when we could be joining a Zoom call from anywhere in the world, including our New Zealand-based colleague, Mr. McKay.

There were other procedural issues where the changes in the Corps law have changed our procedures required by law, but our constitution was at odds with them. There is nothing particularly earth-shattering, I can assure investors of that. Those who have had the time and the resources to pour into it, you will have seen on the proxy votes and direct votes, it's been well received. I can assure all shareholders that there is nothing controversial in those changes. It is about modernizing for a world in which telecommunications are much more prevalent, and we use alternative means both of conducting meetings and of voting, even within the board.

Peter Starr
Shareholder, N/A

Thanks, Phil. I think it's just good that you clarified that for all the shareholders.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Peter Starr
Shareholder, N/A

Just the other thing, it really is important when we had the COVID lockdown, it's really important that, you know, shareholders, mum and dad shareholders, self-managed superannuation funds can come. Sometimes they'll ask other people who get up and speak, "Would you mind asking a question? Because we don't feel..." We've always been happy to do that, Phil, as you know.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Indeed.

Peter Starr
Shareholder, N/A

I think it's, I think it's just really important, you know? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It may surprise you to know that I actually quite enjoy coming back to physical meetings as well. Thank you.

Peter Starr
Shareholder, N/A

Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Microphone 2.

Chris Schacht
Shareholder, N/A

Chair, we have, I would like to reintroduce Rita Mazalevskis.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. Ms. Mazalevskis.

Craig Corfield
Shareholder, National Australia Bank

The pronouncement of my name is getting closer each time. We'll get there.

Rita Mazalevskis
Shareholder, N/A

I'm just having a look in regards to this item, the conduct of meetings generally, which is proposing to give you a lot more powers within a meeting chair. For example, the amendments expressly set out certain actions the chair may take, including to refuse entry to, require the removal of, or require security measures in respect of a person using a recording device without consent, or if you think someone has reasonable grounds to be removed.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm-hmm.

Rita Mazalevskis
Shareholder, N/A

We attended the ANZ AGM yesterday and the chairman, Mr. O'Sullivan. While some shareholders weren't happy with excessive climate change questions, he promoted freedom of speech and allowed everyone to speak. On Wednesday at the Westpac AGM, the chair, Mr. McFarlane, and members around him instructed security to remove a noisy group within the AGM who refused to leave, and then instructed police to escort them out. I just wanna ask, as chair of the bank, is this not overreach in your role when you hire so much security? The security measures are just incredible at bank AGMs. You think someone's gonna go in there and do something. It's worse than going through an airport. I just don't understand the degree of power for an AGM to be able to dismiss whatever you want, is justifiable really.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Can I make a point, though? There are issues about providing a safe environment for the overwhelming majority of our shareholders who attend these meetings wanting to ask questions about the business, wanting to ask questions about the banking industry, wanting to eyeball the directors and the senior executives on issues that concern them. I have pretty unlimited patience when it comes to taking questions from shareholders. Those of you who were at my first AGM in 2019 that went on for some 5 and a half hours will appreciate that I'm quite happy to be held f account on behalf of the bank.

I do find that it's not in the interest of the majority of our shareholders to have disruptions in the meeting that interfere with the conduct of the meeting, because it doesn't give people like yourself, people like, our colleague who was here asking questions on behalf of the FSU, our Australian Shareholders' Association representative, and those who want to ask us questions in earnest about our approaches to major issues. I think they need to have a fair hearing and do it in a safe and constructive environment. That is why the constitution gives powers to the Chair to allow that to be done. Thank you.

Rita Mazalevskis
Shareholder, N/A

I agree but you already have those powers. Don't you already have those powers, like all the other 8 bank chairs?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Uh, we-

Rita Mazalevskis
Shareholder, N/A

You can just ask anyone to remove someone or people to be quiet or...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, you can ask people to be quiet, but this makes it quite explicit in the constitution.

Rita Mazalevskis
Shareholder, N/A

Oh, you can have people removed as well because it's your meeting. You're chairing the meeting.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, it's the shareholders meeting.

Rita Mazalevskis
Shareholder, N/A

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm representing here the shareholders.

Rita Mazalevskis
Shareholder, N/A

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Rita Mazalevskis
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I've been attending bank AGMs for 20, actually 30 something years, and some very long ones I might add as well. I appreciate the important role they play for our, particularly for our retail shareholders, who only once a year get an opportunity to come along and see the leadership of the bank that they have been faithful shareholders to. I want to make sure they and their time is treated respectfully. Thank you. Are there any further questions in the room? Microphone one.

Speaker 41

Chair, I'd like to introduce Ms. Joanna Richardson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Ms. Richardson.

Joanna Richardson
Shareholder, National Australia Bank

I want to follow up on that last one because I was at the Westpac one, it does seem that you do already have powers to remove people who are particularly disruptive, and I support that. When you put it into the constitution and make such an issue of it's a bit like some of the things we see overseas where you do get worried that it is going to be a power that is capable of being abused.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Joanna Richardson
Shareholder, National Australia Bank

You're making it fairly clear that certain forms of dissent are not tolerated.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It's certainly not our intention. I expect dissent at meetings like this, and I've never been disappointed. Thank you. Are there any further questions in the room? No. Virginia, are there any questions online?

Speaker 41

No further questions, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Operator, are there any questions from shareholders on the phone for item four?

Speaker 41

Chair, there are no phone questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Indeed. All right. Well, if in the absence of any further questions, I'll now formally put to you the item of business 4 as set out in the notice of meeting. Please record your vote now if you've not already voted. I'll now turn to the next item of business, item 5, which is the consideration of the Financial Report, the Directors' Report, and the Auditor's Report. The Corporations Act requires the directors to lay before the annual general meeting the Financial Report, the Directors' Report, and the Auditor's Report for the last financial year. I confirm that NAB has not received any written questions for the auditor. If you're in the room and you wish to ask a question on the financial reporting suite and are eligible to, please move to the microphone point nearest to you now. Microphone 1, do you have a question?

Speaker 41

Thank you, Chair. I'd like to reintroduce Mr. Chris Schacht.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Chris Schacht
Shareholder, N/A

Thank you, Mr. Chairman. I was at the Westpac meeting two days ago when the demonstration took part. I thought for five minutes, fine, make their point. If it was gonna go on for 30 minutes, I would have said, you know, "Piss off." because I think they made their point, and I believe in demonstration where you make your point, et cetera. I don't, and I respect your remarks. there are some other companies, public companies, not in the banking sector I see elsewhere that have very restrictive processes that make it very difficult for an ordinary shareholder to ask more than one question before they're ruled out by the chair, et cetera. we don't wanna go that, and I respect you doing it for 30 years. It means you might be a bit of a masochist, Mr.

Chairman, to do all of that. I think other people have made the comment. A heavy hand will do more damage to the reputation of the bank than being a bit more open and letting the demonstration go for a few minutes if it is. My question is to the auditor, as I gave earlier, about the unfortunate scandal, et cetera. This is about... Ernst & Young is our auditor now. Were they the auditor back in 2016, 2017, 2018?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Chris Schacht
Shareholder, N/A

Right. My question to the auditor is: how did you miss it? What were you doing when you get paid a large sum of money and lots of people to go through the accounts? How did you miss it? If you have missed it, which you clearly have, until a whistleblower way down the system pointed it out itself. I want them to say, explain how they missed it. 2, what have they done since the scandal became public to do anything in changing their auditing processes that catches it in the future? In particular, have they insisted that the list of all the delegated authorities to individuals to be able to make payments without reference to the audit committee of the executive or of the board? What are the limits they put on now how much can be delegated?

I don't expect them to chase down the local branch manager of the Glen Bank, who's no longer there, of course, having the right to delegate to spend AUD 50,000 a year on painting the office or bloody something. If someone gets AUD 20 million, I wanna know that that is being checked and that no one else at that sort of level of millions of dollars of delegated authority, including the chairman, the chief executive, and the other top executives that are in the bank. Those are the One, how did you miss it? Two, is the bank seeking a refund from Ernst & Young for missing it? The damage done to the brand of the National Bank, that is extraordinary. I think if you're not asking for it, Mr.

Chairman, you should, I think you should take legal action because they have done by their incompetence, and that's what I call it, they have done damage to the bank's standing. It's done damage to the business for it. Third question is, they're still the auditor, and I'm amazed they still are. I think you ought to review whether they should continue the auditing, Mr. Chairman. What have they done to monitor the delegated authority of all the staff who have delegated authority to spend what most ordinary people would see is considerable sums of money? I'll ask that question now, leave, I got some others on the general report.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay, fine. I am going to allow Ms. Lowe to respond to your question after I just make one very important point. The primary accountability for the production of the financial reports and the financial statements is with the company. It is not the responsibility of the auditor. Therefore, it is our fault that that control failed, and it is our accountability. Now, that's not to say that the auditors then have a process which they go through, but I just want to be very clear that it is the primary responsibility for the financial control of this company rests with the board and the management of the company. The auditors don't do that work on our behalf. Sarah, is there anything you'd like to say?

Sarah Lowe
Lead Engagement Partner, Ernst & Young

Thank you, Mr. Schacht, for your question, and I'm sure it's of interest to all shareholders. Let me start by summarizing our audit responsibility under the Corporations Act, which is to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement. To help users of the financial statements better understand our scope and procedures, our audit opinion is on page 245 to 252 of the annual report. It also summarizes the key audit matters which were most significant in our audit for the current year. In relation to your specific question, and in accordance with ASA 240, the auditor's responsibility is relating to fraud in an audit of a financial report.

The auditor is responsible for obtaining reasonable assurance that a financial report taken as a whole is free from material misstatement, whether caused by fraud or error. The fraud that you've related to is immaterial to NAB's group financial statements in both the year it was identified, as well as in each of the preceding years of which the alleged fraud is proposed to have occurred. I remain satisfied that the audit opinion for the year ending 30 September 2022, as well as the previous reporting period's audit report, still remains appropriate.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you, Sarah.

Chris Schacht
Shareholder, N/A

Mr. Chairman, I, in the past, I've chaired a number of, not-for-profit organizations, and we have an auditor. I have to say, the auditors I've dealt with, and these are small more not-for-profit, have asked questions about the accounts.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Chris Schacht
Shareholder, N/A

what was paid and double-checked. They asked informally. I'm a bit amazed that all this delegated stuff was not asked. If it was, I hope it was. Now that the scandal has happened, they should go back as an independent auditor and say, "That's not an unreasonable thing for you now to check." Finally.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I, could I just reiterate my point?

Chris Schacht
Shareholder, N/A

Mr. Chairman, I know what you said. The bank takes full responsibility what happened.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

This is the bank's issue.

Chris Schacht
Shareholder, N/A

I accept that. I accept that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Chris Schacht
Shareholder, N/A

Why are we paying an auditor just to go through the process at the end of each year to say, "Everything's reasonable. We had a good look at it. In the general picture, the financial cost, losing a few tens of millions of AUD for the bank, this fraud, in a bank turnover of several billion AUD is not material to the survival of the bank," et cetera. It is material in that it did damage.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Chris Schacht
Shareholder, N/A

the standing of the brand name of the NAB. That is material. I accept that you have apologized and-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm-hmm.

Chris Schacht
Shareholder, N/A

Doug has also apologized, et cetera, and has said how embarrassed you are. I think that's wonderful you've done that today. I think that improves the standing of the bank by doing it. I do believe, I don't know what we pay the auditor, probably, whatever it is, it's a big job. Of course.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It's in the report.

Chris Schacht
Shareholder, N/A

Pardon?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It's in the report.

Chris Schacht
Shareholder, N/A

In the report.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Chris Schacht
Shareholder, N/A

which I've forgotten to read that part, I suppose you might say, or missed it. I just want to leave it, is that under the Corporations Act, or under the arrangements of ASIC or wherever it is, how often do you have to change the auditor?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We're not required to change the audit firm under the current guidelines. You may recall there was a parliamentary committee inquiring into that issue, which did not make any firm recommendation about changing audit firms. Nonetheless, the firms are required to change the lead partner every five years. This, in fact, is the last year that Ms. Lowe is our signing partner, and we have a new signing partner, Mr. Dring, who's also sitting in the front row here today.

Chris Schacht
Shareholder, N/A

One last question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Last time we changed firms.

Chris Schacht
Shareholder, N/A

Uh-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I believe was around 2004, 2005.

Chris Schacht
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Shortly after the issues that arose in 2003-

Chris Schacht
Shareholder, N/A

One other quick review. I'm sure, there's a, the answer will be absolutely no. We have not employed Ernst & Young to do any other consulting work.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Chris Schacht
Shareholder, N/A

for the business of the bank other than the audit. Is that correct?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have a very tight process around the employment of Ernst & Young. They are required to do the audit. There are some audit-related services that apply, and there are some smaller activities that are, it is usual and normal for an audit firm to provide. We do not employ Ernst & Young for any general consulting work.

Chris Schacht
Shareholder, N/A

Great. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. Then I think there is one exception to that.

Chris Schacht
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

which occurred through a joint industry project in New Zealand, and it's been articulated in the report.

Chris Schacht
Shareholder, N/A

Okay. Mr. Chairman, I don't have any more questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Chris Schacht
Shareholder, N/A

You've more than adequately dealt with in view of it, and you've been very open about the scandal. I want to ask you now a question about buybacks.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Yes.

Chris Schacht
Shareholder, N/A

At the Westpac meeting I went to two days ago, I pointed out that it was in their report earlier this year, they completed a buyback. They spent three and a half billion dollars, in the report it says only 5% of the shares were bought back. They spent three and a half billion dollars buying them back. They spent less than AUD 3 billion to pay the dividends to the whole 100% of us in that bank. I raised the question, is that an efficient use of the profits of the bank and the financial, that 5% of the shareholders got an extra three and a half billion on top of their dividend and the rest of us didn't? I've come to the conclusion some time ago, many countries in the Western world actually ban buybacks.

I think I've come to the conclusion it'd be straighter for everybody that we didn't have it. I just want to say, do we have a policy in the future, in the foreseeable future, you're gonna put up a proposal for a buyback? If you do, I hope... Well, I hope you don't, but if you do, I do not want the buyback being used to boost the payment to the senior staff. Because it's a clear-cut way to boost the salaries of the top executives to say, "Oh, we had a buyback. There's now less shares. There's now less shares. The share price has gone up.

Therefore, you get a bonus 'cause the share price has gone up." I only think you should get a bonus under strong conditions if you've improved the business of the bank, not by using a buyback. Now, the chairman, Mr. McFarlane, took on note what I said. He didn't disagree. He didn't agree with me, but he did note the point I was making, for it. I just wanna know where we are on buybacks, if they are in the foreseeable future in the planning of the bank.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Let me just provide some additional context before I come to the direct answer. Over a number of years leading up to 2020, NAB was involved in what you might call the opposite of buybacks, which is that through dividend reinvestment plans and various measures, we were continually issuing new shares. The effect of that was to dilute our shareholders' investments in the company, because each year, more and more shares were on the books, and therefore, we were paying the earnings out across more and more shares. As a strategic position, we've set an objective to try and stop doing that. What we are now seeking to do, and we will occasionally use buybacks to achieve this, is to make sure that the share count, rather than continually increasing, remains stable or slightly decline.

It's not our intent to use the off-market buyback mechanism, which in any event, the government has recently sought to make less attractive for consumption of franking credits. I cannot say that we're not going to do buybacks, because it will be a way for making sure that when we are forced into situations of issuing shares, it enables us to ensure that the share count doesn't continue to grow and dilute our shareholders' interests.

Chris Schacht
Shareholder, N/A

A pretty reasonable answer, you've taken a warning that at least one shareholder might be back here in the near future if you try. I also presume we do not provide money, lending facilities to companies that are into short selling, where they buy shares, they borrow money, buy shares, or not buy. They borrow shares for three or four, six months. Once they get the money, pay immediately, sell those shares at that price, then spend three months doing everything to force the price down, so when they have to return the shares, it only cost us AUD 2 less a share, they make a profit. They've wrecked the performance of the company. They destabilized it. For companies that are in long-term manufacturing, et cetera, that can be a very untoward outcome.

I just wondered, I presume that you don't lend people money to go and be short sellers.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I presume so, too. I would be very disappointed if that was the case, so. David, I presume that you would be, too. no.

Chris Schacht
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The head of our institutional business says that he agrees with us.

Chris Schacht
Shareholder, N/A

Mr. Chairman, I, one other matter. You talked about briefing about briefing the market, et cetera, to the, you know, the financial advisors, the investment consultants, et cetera. They can all phone into when you or particularly the CEO or CIO, the chief on it, gives a briefing to the market. Is it possible that mug shareholders like me can join that briefing you give to the market about the performance of the bank from time to time? Is there a way in which we can register to at least listen?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't know.

David Armstrong
Non-Executive Director, National Australia Bank

They can.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. The answer is yes, you can.

Chris Schacht
Shareholder, N/A

Okay. It's just a normal way to-- You don't have to have a code to get in or anything?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't believe so. If you do, there'll be instructions on the website.

Chris Schacht
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

In the website on the shareholder calendar, it should say that there's a results briefing at a given point in time.

Chris Schacht
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Details of how to log in are there. I've done it from home, so I presume it's doable.

Chris Schacht
Shareholder, N/A

Yeah. Okay, fine. You're the chairman. I would expect you to have no problem.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah, sometimes I haven't told them I'm looking in on it, so.

Chris Schacht
Shareholder, N/A

Very good. Very good. I finish these remarks on the general report. I have got one later on when we get to the resolution 6.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Chris Schacht
Shareholder, N/A

I have a comment as I made similar at the Westpac. You talked about board composition. Other people have made it. I'm very pleased to hear your open-mindedness about some indigenous background. When I look along the names, whether male or female of the board, all but one are a white Anglo-Saxon-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

Chris Schacht
Shareholder, N/A

...name. That's almost impossible to avoid in view of getting experience, et cetera. Mr. Gupta, I don't think I could.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I prefer to use the term Anglo-Celtic, myself.

Chris Schacht
Shareholder, N/A

Yes, of course. I do think in the changes that are going on, and particularly you've emphasized the climate change issue.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah

Chris Schacht
Shareholder, N/A

...all the thing that goes with it, you can't stand still as a board of what the traditional structure of a board is. We can have 40% women, 40% men, that's fine, you do need a broader range.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I-

Chris Schacht
Shareholder, N/A

Is it possible, very hard, can you find somebody who's not in my age group, is in the age group of the 30s, et cetera, the millennials, as they're described elsewhere or whatever, not us old baby boomers, to be on the board? Chairman, you've made some very good comments about the need to renew the structure of the board. I appreciate that, and good luck to it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you, Mr. Schacht. Microphone three.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to reintroduce Simon Livesley.

Simon Livesley
Shareholder, N/A

Yeah. Good, afternoon, I suppose it is now.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Simon Livesley
Shareholder, N/A

Just a story. When I started work, 55 odd years ago, few doors down the road, there was a bank branch, and you'd get paid just before lunch. You'd go down to the bank, put your money in. They'd write it in a little pass book and stamp it and then initial it. Off you go. Anyhow, one day I went down, banked my bank, I banked my pay, and then thought about a bit later on in the day I needed some money out. I went down there and the normal teller wasn't there, but somebody else was. He said there was a bit of a problem with this.

Can you come back in an hour?" I went back an hour later, and as I was going in the door, the original teller was escorted out of the bank by two burly detectives. I said to the new teller, I said, "What happened there?" He said, "Oh, he was betting on the horses. He was using your money to fix somebody else's account that he'd taken money out of the day before. Tomorrow he'll get somebody else's money put in your account." Well, my question is, this was 55 years or more ago, how much fraud goes on in the bank, and why don't we hear about it? The second question is, how many shares that are on issue get voted in the annual meeting?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'll answer the second question for you first. The answer is 53% of our shares have been voted in this meeting.

Simon Livesley
Shareholder, N/A

It's not many, is it?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, that means that 47% aren't.

Simon Livesley
Shareholder, N/A

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

you're right.

Simon Livesley
Shareholder, N/A

Yeah. Need to do more about that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm very keen to have more voting. The very largest shareholders do vote. I suspect that the missing shareholders are the smaller investment firms and the bigger retail investors. That's the best evidence that we have. Small retail investors are usually okay at voting, probably only in the 50% range, but the very largest shareholders, the top sort of 30 or 40, do vote.

Simon Livesley
Shareholder, N/A

Back to the fraud.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Fraud. Both internal fraud and external fraud is an ongoing bane of our lives. The reduction in the use of cash in banking, which and checks over the last 30, 40 years means that fraud now shows up in different ways. We very rarely see fraud of the nature that you're talking about, which is misuse of cash in a branch environment. It's not to say it never happens, but we. It's simply not an ongoing problem. We would. Most of the cost of fraud that we bear is where people, it's credit card fraud, where some criminal gets hold of somebody's credit card number. That would be the largest consistent source of fraud. That's an external fraud, not an internal one.

Internal ones are quite rare, which is why it was particularly disappointing, the one that was, that's been talked about in this meeting today, because, you know, that clearly was an aberration.

Simon Livesley
Shareholder, N/A

Another question is just, Chris brought it up. Does the bank lend shares to short sellers?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Simon Livesley
Shareholder, N/A

No.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The bank does not. No.

Simon Livesley
Shareholder, N/A

Any division of the bank?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We don't really have an area of the bank involved in that type of activity. I mean, the only areas that engage in shares at all are our online broker, which clearly doesn't, and our JBWere business, and it's not a feature of their business.

Simon Livesley
Shareholder, N/A

Okay, thanks.

Speaker 41

Microphone number 2.

Chair, I would like to reintroduce Craig Corfield.

Thank you.

Craig Corfield
Shareholder, National Australia Bank

Thank you. My heart skipped a beat when I heard the response from the auditor to Senator Schacht's question that AUD 20 million was not meaningful. That means the external, there's no external auditing done, and given that there's two people in jail, there's no internal auditing that was sufficient then. I'm flabbergasted. That leads me to think that if AUD 20 million is not meaningful, what is meaningful in the bank's business is home lending. That is the biggest part of the bank. We know that in some, a minority, not the majority, but in some home lending, there is fraud.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Craig Corfield
Shareholder, National Australia Bank

We've heard of liar loans. Liar loans could be the borrower that is fraudulent in their application. Sometimes it's the broker. Sometimes it's the bankers. UBS has reported that liar loans could be up to AUD 200 billion. On the back of the auditor's comments, I would like to know from the auditor, how many loan application files does the auditor interrogate? And of those loan application files, how many are found to be fraudulent?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I do need to be clear, it is not the role of the external auditor to review loan application files. Let me just describe the risk management framework in a large organization. There are what are called three lines of accountability. The first line of accountability is the business itself. The people who run the home loans business are responsible for the integrity of the home loan process. It's their job to ensure that there are controls in place to make sure that fraud is either prevented or, if it sneaks through, is detected. There's then what's called the second line of accountability, these are the functions within the bank, be it the risk function or an internal audit function, that check on those processes to see whether or not they're working.

The role of the external auditor is to provide an assurance on the end result, which is the financial statements of the bank. As part of that, they will review the overall framework for controls, but it is not the job of the external auditor to do a file-by-file review of the home loan book. It is the responsibility of the people running the home loan business to have in place a control environment, and it is the responsibility of our risk function and our internal audit function to periodically check that those processes work. I just want to be clear, I just don't want Sarah being put in a position of asking questions that are simply not appropriate for her. I'm happy, and I know that Ross or Gary would be happy to take the question, which is: how do our review processes work?

As you appreciate, we did discover in the Royal Commission that there were issues around frauds in the home loan process from introducers, and we shut that program down.

Craig Corfield
Shareholder, National Australia Bank

Well, yeah, thank you for explaining the 3 lines of defense. I now understand that the auditor doesn't look at any of the loans and that that's done internally.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Craig Corfield
Shareholder, National Australia Bank

Yesterday at the ANZ AGM, they mentioned that using artificial intelligence, they found in the current year or a year recently, 3,500 loan applications that contained fraud. They've used this new technology to find that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm-hmm.

Craig Corfield
Shareholder, National Australia Bank

Is NAB using this technology to find fraud in loan applications?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Ross?

Ross McEwan
Group Chief Executive Officer and Managing Director, National Australia Bank

Thank you very much for the question. We do, but we also have a very thorough process at the front end, be it through our own personal bankers that do the application. There's a lot of technology that is used to validate the information that the customer puts in or that the broker has put in via the customer, 'cause that is where the fraud will come. It's around income validation that we have to do the checking on. The second validation is does the property exist, and is the valuation of the property the right valuation or within a band? That's something else that we do to check again through fraud, 'cause some of the fraud comes through from putting valuations in that are incorrect. That's the second check we do.

We also have a team that do the second assurance, as the chairman has said, to make sure that we're going through and checking files. When you're looking at a new lender, you do considerable file checking, i.e., 100%, until they are experienced. Then you're constantly going through on a base of I think about 5% of checking files to make sure fraud, also that we're following our responsible banking requirements. We're using more and more data searching that actually is enabling us to, A, be quicker, and tw, to find exactly what you're looking, you're talking about. That is not the external auditor's role. It's role done by our businesses and their accountability.

Craig Corfield
Shareholder, National Australia Bank

Thank you.

Ross McEwan
Group Chief Executive Officer and Managing Director, National Australia Bank

Thanks, Mr. Ross McEwan. The verification, I understand the valuations and confirming the property. In my CBA loan, I later found out, only obtaining it through Freedom of Information, there was a property added in my loan that I never owned and never knew about. These things happen, and verification is required, so that's good to hear. Some more granular insurances for this verification. I see this across the board that verification failures occur. Thank you for responding to that, and I would like to hear more on that later, privately.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Craig Corfield
Shareholder, National Australia Bank

Microphone number 1.

Speaker 41

Chair, I'd like to reintroduce Mr. Michael Sanderson.

Craig Corfield
Shareholder, National Australia Bank

Mr. Sanderson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Hello.

Michael Sanderson
Shareholder, National Australia Bank

I'd just like to build a bit on what Mr. Corfield has just pointed out, from the perspective of your customer consumer. It goes to the issue of access to justice when things go wrong, and issues of disproportionate power. AFCA, Australian Financial Complaints Authority, is perceived by banks, bank consumers to be a bias in favor of its members. Banks routinely claim that AFCA is independent and impartial. Some examples that the banks are wrong are: a former AFCA case manager, who I'll call RC, worked for NAB for 29 years before working for AFCA for two years. He took up a position with Bankwest. Just prior to leaving AFCA, RC found in favor of a Bankwest matter as a case manager.

Gerard Brody of Consumer Action Law Centre, CALC, found that of all home lending complaints made to AFCA in the year 2020, there were no determinations that favored the consumer. In March of this year, 2020, an AFCA ruling was overturned by the New South Wales Supreme Court due to the absence of impartiality and independence. I would say that if more consumers had access to the courts, that would be a commonplace finding. I personally know as a complainant and as an ex-member of AFCA that AFCA is biased to the point of corruption. I don't say that lightly. There's no meaningful AFCA merits review of NAB cases and other bank cases for that matter outside the courts, is NAB prepared to consider funding a merits review of NAB AFCA cases in the federal court?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, I've never contemplated that. If you want us to look at that, you can write to us and ask us that, and I can give it some thought. Certainly not prepared to commit to it today, no.

Michael Sanderson
Shareholder, National Australia Bank

I'd like, probably a little bit more, focus. I'd like to write to somebody 'cause you don't write to an organization.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. You can write to Ms. Sharon Cook.

Michael Sanderson
Shareholder, National Australia Bank

Okay. I do have a another issue here. I'm just flicking. Here we go. Regarding NAB risk going forward, with particular focus on the mandatory contractual warranty of the bank, the Banking Code of Practice. Does the NAB board acknowledge that NAB and its internal and external lawyers are mandatory required to comply with clause 35 of the code? If not, why not? If so, is NAB aware of any occasion where its lawyers have not fully complied with clause 35 of the code in the past?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. I don't know the answer to that question, but I believe that we would comply.

Michael Sanderson
Shareholder, National Australia Bank

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You've asked about in the past indefinitely. I would have to be able to go back and do a review to answer that. I have no idea.

Michael Sanderson
Shareholder, National Australia Bank

Okay. The mandatory Code of Banking Practice states that disputes handling will be free of charge and meet the standards set out in the Australian Standard AS 4269-1995. Just for your information, you've got to buy that stand. Costs you AUD 170 to buy an Australian Standard offshore. I just find that perverse. It features in the Code of Banking Practice.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Right.

Michael Sanderson
Shareholder, National Australia Bank

My understanding that while in dispute, NAB also uses its credit issuing powers and routinely issues additional credit to some borrowers and charges them interest to pay for their lawyers. Effectively, what they do is they issue credit to the loan account to pay the lawyers. My experience is, this is my case with Bank of Queensland. The Bank of Queensland netted AUD 115,000 from a farm they valued at AUD 900,000. When the legal costs reached AUD 115,000, the Bank of Queensland wrote off the debt and discontinued legal action. I understand from that point, the Bank of Queensland would have had to use their own capital to continue.

apart from the obviously abuse of the bank's credit issuing powers, can NAB explain how this is not a breach of the code and the standard? Would NAB agree that such a practice is an abuse of power, which further amplifies the inequity or equality of arms in the court?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Is that the extent of the question?

Michael Sanderson
Shareholder, National Australia Bank

That's it. That's it. Yeah. Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you. Well, I can't provide any answer to any of that question. You've asked me a hypothetical as to whether something would be a breach. If it was set out that way, the way you've described it, that's probably the case. I have no knowledge of the underlying facts you're talking about.

Michael Sanderson
Shareholder, National Australia Bank

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Perhaps we can go to the next question. Thank you.

Michael Sanderson
Shareholder, National Australia Bank

I'll just make a comment that, like the fact that you're unable to answer the question, obviously demonstrates a disconnect and lack of knowledge of what's actually going on out there.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah. I appreciate that, you know, you sit there and prepare a very convoluted hypothetical question, but I'm just not in a position to answer questions like that.

Michael Sanderson
Shareholder, National Australia Bank

That's all right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sorry.

Michael Sanderson
Shareholder, National Australia Bank

Is there a possibility to, talk again?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You can look, you can provide those questions in writing. You can come up to us and ask us afterwards. In fact, the sooner we get through the questions, the sooner we'll be able to come and have conversations with our shareholders.

Michael Sanderson
Shareholder, National Australia Bank

Good. Thank you very much.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Speaker 41

Microphone 2.

Chair, I would like to reintroduce Peter Starr.

Peter Starr
Shareholder, N/A

I'll be brief, Phil and shareholders.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Peter Starr
Shareholder, N/A

Can you, Phil, can you just elaborate on what Project Eagle was all about?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

In the context of the Rosamond fraud-

Peter Starr
Shareholder, N/A

Absolutely.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Project Eagle was the term used for the onboarding of a former executive of ours.

Peter Starr
Shareholder, N/A

Which was Mike Baird, correct?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That is correct.

Peter Starr
Shareholder, N/A

In the process of this recruitment of Mike Baird.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Baird. Yes.

Peter Starr
Shareholder, N/A

Can you confirm for the shareholders, that Ms. Rosamond attained AUD 2.2 million by billing NAB for fraudulent expenses relating to a plan codenamed Project Eagle?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's correct, and that was in the court, proceedings.

Peter Starr
Shareholder, N/A

Thank you. Here's the question. If we have the former executive to 2 CEOs, and they were long-term CEOs, and the other lady billing the bank through the same company that she'd set up and nobody picks it up. You know, the shareholders I represent, Phil, scratch their heads with just disbelief because the thing is, the common sense thing, you would think that somebody would say, "Well, hang on. There's a recurring invoice for this. It's a same thing, same thing, same thing, same thing." Nobody picks it up. Whether it be the audit. Can you tell the shareholders, and everyone in the room and everyone who's listening, who was in charge on the board as the head of risk, and who was in charge of risk within the executive? We can't be blaming Mr.

McEwan 'cause he wasn't here.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'll broaden the question for you.

Peter Starr
Shareholder, N/A

Yes

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

the, there's both a risk issue and an audit and controls issue here. The people in charge of the risk committee through that time would have varied because there would've been between 2013 when it started and 2017 when it was broken out, I think we would have had three different chairs of the risk committee. For the last year of that, the 12 months leading into the blowing, I was the chair of the risk committee.

Peter Starr
Shareholder, N/A

Can you confirm, please, Phil?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

Peter Starr
Shareholder, N/A

... that the whistleblower actually informed you?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No. No.

Peter Starr
Shareholder, N/A

The-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

... the whistleblower process goes to the chair of the audit committee.

Peter Starr
Shareholder, N/A

Right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The Audit Committee Chair was Mr. David Armstrong, and he was the person who received and dealt with the whistleblower complaint.

Peter Starr
Shareholder, N/A

The reason I asked you that, Phil, was because the widescale fraud came undone in December 2017 after the whistleblower informed NAB executives and the bank's chairman.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Peter Starr
Shareholder, N/A

The reason I asked you that wasn't to try and trap you or anything like that, Phil. It's not the purpose. The purpose I raised these issues on behalf of the shareholders I represent and all the other shareholders in the room, is that I still find that gobsmacking. I appreciate you've apologized, and I accept the apology on behalf of the shareholders that I represent. I look at it, Phil, with all due respect to you, as a simple common sense, Phil. Like, I try to apply common sense in most things I do with the clients I interact with. It seems that either common sense was missing here or people were just asleep at the wheel 'cause I still can't understand that.

The shareholders I represent say to me, "Peter, are they seriously telling us or hoodwink us?" I'm not trying to labor the point.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Peter Starr
Shareholder, N/A

I'm just.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Of course.

Peter Starr
Shareholder, N/A

... trying to make you understand, as.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Peter, you can take my assurance, I was as gobsmacked as you are when I discovered what was going on. I fully understand why you would be because it's earth-shattering.

Peter Starr
Shareholder, N/A

It is. It absolutely is.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You know, I'm a former chief financial officer myself. I've been in charge of financial control environments. It was unbelievable that we had a situation where that was allowed to occur. That's why I have apologized. That's why I have had an overhaul of all of the controls around the way in which expenditures operate.

Peter Starr
Shareholder, N/A

Just one final thing. Are we entitled, and I think Chris has already raised this?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm-hmm

Peter Starr
Shareholder, N/A

Do we have insurance or do we have some way of recouping that AUD 100?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Can I just be clear? The overbilling was AUD 20 million, not AUD 100 million. All right?

Peter Starr
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I appreciate that you may have felt that the auditor's comments around materiality were concerning, but if you have AUD 20 million over a five-year period, it is actually understandable why an external auditor looking only at the macro picture wouldn't have drilled down to that level. That doesn't excuse it. It's inexcusable. I don't think it was covered by insurance. We do have insurance, but an act like this, I'm not sure we would have...

Peter Starr
Shareholder, N/A

To recover.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sorry? We're still seeking to recover. Okay. I mean, the bank does have insurance, but you can imagine like most insurance policies, there are deductibles that need to be taken into account.

Peter Starr
Shareholder, N/A

Sure. I understand that you might have to pay $1,000 if you make a home claim or something like that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

Peter Starr
Shareholder, N/A

... like, if it's AUD 20 million and we had to make

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah

Peter Starr
Shareholder, N/A

... a AUD 250,000 payment, I think that it's worth it to get the AUD 20 million back for the shareholders, Phil.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. All right. Thank you. microphone number one.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I'd like to introduce Mr. Linton Freeman.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mr. Freeman.

Linton Freeman
Shareholder, National Australia Bank

Phil, in the early part of the 2000s, the bank was accused of manufacturing a way of taking money from Ireland and converting it into loans and then returning it back to Ireland with no tax paid on it. AFCA did a report into it, and they found that the bank was not explaining properly to AFCA or anyone else. They labeled you with a corporate culture of doing things and then covering it up. The problem we have here is that in 2004 to 2011, you paid 36 refunds to customers, reported to be the full cost to the bank as AUD 1 billion. Since then, these things have happened again, and the bank's accounts are incorrect for individuals.

You now got this situation where you're before the courts for what happened between 2015 and 2019 on PPEs. The court has returned it to you for a discussion for more money or whatever it may be. There was no fine yet. How many others between 2011 and 2015 have been caught with the same thing, with incorrect accounting, and the bank continues it?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry, I really don't understand what.

Linton Freeman
Shareholder, National Australia Bank

The bank statement situation to people aren't correct, and you're not doing anything to correct it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The bank's accounts are not correct?

Linton Freeman
Shareholder, National Australia Bank

The bank statements that you are issuing to people are incorrect.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry.

Linton Freeman
Shareholder, National Australia Bank

You're not doing anything to fix it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. In what way are they not correct?

Linton Freeman
Shareholder, National Australia Bank

The quantum. In 2015 to 2019 claim is for PPEs, an extra cost on PPEs. These things are continuing.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry. I do not understand the point you're making.

Linton Freeman
Shareholder, National Australia Bank

All right. Okay. The point is that you're charging fees that don't exist. Not in any of your contracts, they don't exist. When you get pulled up for it, you cover it up.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, that's not true. I mean, there have been...

Linton Freeman
Shareholder, National Australia Bank

It is true.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

There have been a couple of items, including there was a court case on periodic payment fees, where it was determined that we were not entitled to charge those fees, and we have settled that and remediated customers. I'm not... I don't get your point.

Linton Freeman
Shareholder, National Australia Bank

The point is, the point is that in between 2011 and 2015, there was a lot of other people that were damaged by the same sort of problem, and you haven't yet found a way to sort it out, so it doesn't become an issue.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. Well, I'm sorry, but you'll have to provide us with some more information, and we'll follow through.

Linton Freeman
Shareholder, National Australia Bank

I'll talk to you afterwards.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Linton Freeman
Shareholder, National Australia Bank

That's fine.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Item. Microphone two.

Rita Mazalevskis
Shareholder, N/A

Chair, I would like to reintroduce Rita Mazalevskis.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Ms. Mazalevskis, how are we doing?

Rita Mazalevskis
Shareholder, N/A

Hello. Good. How are you doing?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm fine.

Rita Mazalevskis
Shareholder, N/A

That's good. How's your powers going?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Uh, well-

Rita Mazalevskis
Shareholder, N/A

I don't want to start calling you Mr. Morrison.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That'll be my powers will be settled after the meeting, apparently, when the voting closes.

Rita Mazalevskis
Shareholder, N/A

See, you don't need anymore. You're fine. You're creasing along. Okay. I just want to discuss the AUSTRAC issue.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Rita Mazalevskis
Shareholder, N/A

I just wanna read a little bit of this out just for the audience. In April this year, AUSTRAC accepted an enforceable undertaking from NAB to lift its compliance with anti-money laundering and counter-terrorism financing laws. Following its investigation into compliance with certain AML/CTF requirements by certain reporting entities within the group, AUSTRAC's enforcement investigation identified concerns about NAB's AML/CTF program, systems, and controls. AUSTRAC identified non-compliance in targeted compliance assessments, as well as through self-disclosures from NAB. AUSTRAC states NAB has undertaken to implement a comprehensive remedial actual action plan, which will see improvements to its systems, controls, and record keeping, including applicable customer identification procedures, customer risk assessment and enhancement, and enhanced customer due diligence, sorry, transaction monitoring, governance and assurance, and the NAB Designed Business Group AML/CTF program.

Further in the annual report, under financial crime, it states, "Financial crime has a devastating impact on the group's customers and community. The group has zero tolerance for criminal activity and remains dedicated to effectively managing financial crime risk and ultimately keeping customers, communities, and the financial system safe." I would like to highlight to the board and make them aware that you would have a lot of aggrieved customers out there who have been harmed through this exact AML/CTF non-compliance through their loan process, and which some, which would include fraud, which is not easily found, as we've ascertained today, and which some have had their homes repossessed. I wanted to find out, with this AUSTRAC issue and the undertaking, what is the structure of the remediation plan for this issue?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

For the benefit of other shareholders, who may be aware, NAB was found to have a number of shortcomings in its AML processes, and we have entered into a remediation action plan to correct those. Ms Mazalevskis has already articulated many of those which are about customer identification processes, ongoing customer due diligence, and in high-risk customers, enhanced customer due diligence. Very little of the AML CTF legislation applies to. It does apply to loan accounts, but that's not itself a significant risk area. Most of the AML controls relate to properly identifying customers and then monitoring their activities, particularly payment activities.

Bearing in mind that AML is essentially trying to identify where money laundering may exist and CTF is to prevent the financing of terrorism, and that typically involves payments. The particular controls are most significant in terms of payments offshore or payments outside of the banking group. That's not to say that there aren't some areas of lending that are covered by AML fraud because purchasing of a property and then reselling it may well be a money laundering activity if not done properly.

Rita Mazalevskis
Shareholder, N/A

Mm.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's different from other forms of home loan fraud. Make sure we don't confuse those.

Rita Mazalevskis
Shareholder, N/A

Okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have a program which we agreed with our regulator, and we're proceeding to implement that program. We have a structure in place where the board oversees that on a regular basis.

Rita Mazalevskis
Shareholder, N/A

We're now in December 2022. Given what happened to Westpac and CBA, how has there been so much timeframe between these issues for this to only just rise now, about now?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Oh, it didn't just arise now.

Rita Mazalevskis
Shareholder, N/A

Right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We started, as I recall, in our 2017 annual report. We put in place a contingent liability disclosure, identifying that we had some of these issues underway, and we've been working with AUSTRAC pretty consistently on those to resolve them. It's been going on for some time.

Rita Mazalevskis
Shareholder, N/A

Okay. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Microphone number one.

Jonathan Moylan
Corporate Campaigner, Healthy Futures

I'd like to introduce Mr. Jonathan Moylan. I might defer to you on where I should ask this because my question is actually about nature-related risk.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sorry, about?

Jonathan Moylan
Corporate Campaigner, Healthy Futures

Nature-related risk.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Jonathan Moylan
Corporate Campaigner, Healthy Futures

Is this an appropriate place to ask?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah, go ahead.

Jonathan Moylan
Corporate Campaigner, Healthy Futures

On Monday, NAB was identified in a benchmarking report as the only one of the big four banks to have really started to engage in the process of identifying and assessing nature-related risks. That's an important first step. Obviously, there's a long way to go. It's why at the moment, world leaders are gathered in Montreal and are on the cusp of coming to agreement on mandatory nature-related risk disclosure, which is a board-level issue. We heard last week from Treasurer Jim Chalmers that, you know, it's likely that some of this will come under the ambit of regulation around there'd be oversight by possibly the AASB or another regulator. It's not hard to understand why this would be the case, consider the impact that, you know.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep

Jonathan Moylan
Corporate Campaigner, Healthy Futures

...the critical importance of pollination, of water filtration, of the potential loss of ecosystems like the Great Barrier Reef, the Murray-Darling Basin, upon which entire sectors of the economy...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep

Jonathan Moylan
Corporate Campaigner, Healthy Futures

depend. I guess it's really a two-part question. The first one is: to what extent does the independent auditor have, is expected to have oversight of material misstatement when it comes to risks that were once perceived to be tangential, not core business for banks, like nature-related risks? The other question is really perhaps more for you, Mr. Chair or Mr. McEwan, around whether it would be prudent for the bank to consider the consistency with internationally agreed standards like the UN High-Level Expert Group recommendations on Net Zero Emissions, which precludes finance or credit to deforestation, given the high level of interest by regulators in the integrity of environmental claims by financial institutions and others.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Jonathan Moylan
Corporate Campaigner, Healthy Futures

Thanks.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you for raising that. This has been something that we are alert to. In fact, for over 10 years, we've been a signatory for Natural Capital Declaration. We are a large lender in the agricultural sector, and therefore, the long-term sustainability of agriculture is very much dependent on ensuring environmental protection and the encouragement of biodiversity and supporting biodiversity. I know Ross and I have both done a number of customer visits, where we've seen firsthand, some very good work that's been done on regeneration of bush in order to improve soil productivity through improving soil moisture retention, for example.

Your question about the role of the external auditor, as you would be aware, there's been a Taskforce on Nature-related Financial Disclosures. We've been an active participant in the work of the TNFD. That will ultimately, much as the rest of the climate-related disclosure work, the Task Force on Climate-Related Disclosures, that work will end up with the International Sustainability Standards Board, which is likely to come out with reporting standards. At the point those standards are clear and they're adopted in Australia, it will then be the role of the external auditor to ensure that our disclosures are consistent with those standards and are accurate.

At the moment, they are not part of the formal financial reporting suite. That's not to say that the external auditor doesn't review all of our disclosures to make sure or help us identify any potential material misstatements. The formal obligation on the auditor is not likely to occur until those standards are adopted. We are very alert to the issue, and thank you for raising it.

Speaker 41

The second part of the question was really about whether it would be prudent for the bank to, if it has assessed that there is exposure to deforestation.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Speaker 41

of its agricultural lending portfolio, whether it would be a standard condition.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You know, we support the direction of the question you're saying. For no other reason than it is fundamentally a risk issue. If we're active in the agricultural sector, the long-term sustainability of the sector is going to be dependent on, quality environmental controls. We are looking at it not just from an altruistic viewpoint, but in fact from a risk management viewpoint. Thank you.

Speaker 41

Thanks very much.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Microphone 2.

Speaker 41

Chair, I'd like to reintroduce Peter Starr.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Right.

Peter Starr
Shareholder, N/A

Thank you, Phil. Is the board aware, two weeks ago that settlement was reached with Commonwealth Bank, ANZ, and Westpac in relation to an AUD 126 million settlement? That's the first question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

On what?

Peter Starr
Shareholder, N/A

In relation to a class action brought by Slater and Gordon. Some of those banks that have to pay that money was in relation to issues to do with customers. Thankfully, not from NAB. Has the AUSTRAC investigation given us an undertaking that they are not going to pursue NAB for a financial penalty? That's.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

In fact prior to signing the enforceable undertaking, they said they were not pursuing civil penalties at that time. Signing the enforceable undertaking then puts us in a position where they are not pursuing civil penalties in respect of past activity, but we of course have to complete the remediation action plan that we've agreed to.

Peter Starr
Shareholder, N/A

That's correct.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Until we do that, we can't say that there won't be any penalty.

Peter Starr
Shareholder, N/A

The reason I raise that, Phil, is because the board or yourself may not be aware, Ross may be aware, that a case has just finished in the Federal Court that's been going for nearly eight weeks that involve that AUSTRAC and what happened to shareholder value against the Commonwealth Bank. I just wanted to know, given where that AUSTRAC matter now sits with NAB.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, you can imagine we're acutely aware of the issues there. That's why we've worked so hard to make sure that we can satisfy AUSTRAC.

Peter Starr
Shareholder, N/A

Right. If we do satisfy, is it your understanding that they will not pursue a civil penalty? The reason I ask this question is that are any of the other regulatory bodies that oversight the banks, are there any other actions that are coming down the thing that we don't know about, please?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Are there any that you don't know about? The answer I'm pretty confident would be no. You may recall that ASIC had a number of actions against NAB off the back of the Royal Commission.

Peter Starr
Shareholder, N/A

That's correct.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The last of those, to my understanding, was in court recently. It was to do with periodic payment fees.

Peter Starr
Shareholder, N/A

That's correct.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The judgment has been finalized only a matter of weeks ago, and all we are at the moment is awaiting the final penalty hearing. I'm not aware of any other ASIC action against us. I don't believe any other regulators in Australia have any issues on foot, and I'm not aware of any other others either. I've got my general counsel shaking her head, so I'm taking that as assurance that I'm right, so.

Peter Starr
Shareholder, N/A

Just on that penalty, with the General Counsel shaking her head, any idea of what the penalty is likely to be? 'Cause that will impact obviously all the shareholders in the room.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah. look, no is the answer. I don't wanna speculate...

Peter Starr
Shareholder, N/A

Sure.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

it's really not helpful.

Peter Starr
Shareholder, N/A

Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. microphone number one.

Speaker 41

Chair, I'd like to reintroduce Ms. Christine Hayden, our volunteer monitor from the Australian Shareholders' Association.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right, thank you. Ms. Hayden.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

Thank you, Chair. It's pleasing to see such the stronger, safer, and simpler bank strategies working for us all. Our question is in terms of the dividend, which is still below the dividend amount that was paid pre-COVID and before the APRA caps that were put on dividends. Will you please give us some further detail on the dividend policy? I know the target payout ratio is 65, I think, to 70%, something like that. Could you just give us some more thinking about the board's strategy in this respect? Can you just sort of elaborate.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sure.

Christine Hayden
Volunteer Monitor, Australian Shareholders Association

a bit on that, please?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Just to provide some additional context to the question, and it really cuts back to a question Mr. Schacht asked earlier, which is our cash earnings are now above where they were in that pre-Royal Commission period, but our dividend is below that. That's because the number of new shares that were issued over a long period of time means that we're paying that dividend across a larger number of shares than we would have been. This approach of the bank is, as I indicated earlier, to stop that continual dilution of our shareholders' interests and actually have the share count falling rather than growing.

Therefore, we should be able to sustain dividends as long as the earnings are sustained. We say that we will pay around 65%-75% of sustainable earnings because there are periods in which the bad debt charges can be quite volatile. For example, at the moment, irrespective of some of the issues in the economy, our bad debt charges are actually quite low. Therefore, we're slightly at the lower end of the range because we have to anticipate they might rise, and we don't want the dividend to be too volatile. As earnings grow, and if we are successful in our strategy of containing the share count, then we should see dividends grow through time.

It certainly is my aspiration, if possible, to get back to a pre-2018 levels of dividend, 'cause I think that would be a great place to get our shareholders back to. Thank you.

Speaker 41

Thank you, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Microphone number 2.

Speaker 41

Chair, I would like to introduce Rowan Bowen.

Rowan Bowen
Shareholder/attendee, Unknown

Thank you, Chair, shareholders, board. What I'm about to ask is probably applied to a number of the items already. I'm listening closely to your hope that a lot of what I would like to say might relate to item 6. I've got a plane to catch back to Narrabri this afternoon. If I could just ask for your indulgence.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sure a number of us have planes to catch.

Rowan Bowen
Shareholder/attendee, Unknown

One little per piece. Yes. Well, and unfortunately, look, after, as I said, I've traveled here representing, not only myself as a shareholder, and others, but also to represent some of the rural communities that we've already talked about. You recently just mentioned quite a lot about the importance of the agricultural sector. As you would be aware, and most people would be aware that the Maules Creek and the Narrabri communities host mines, funded by NAB. These mines have created very significant removal of groundwater across a very large area of country, and new mines are going to see significantly greater impacts. 100,000 hectares of great farming land has been removed by NAB-funded projects.

One local primary school is now down to one pupil for next year because of this depopulation. All of these fundamental risks or fundamental tasks that a rural community once shared broadly are now shared by one or two stalwarts. Sporting clubs are gone like the groundwater that was once abundant. Just over a year ago, Chair, and quite recently, you've articulated a lot of promise and a lot of hope, and this is what I really want to get to. This is the fundamental part of my question. That new vision was about renewable energy and how really important it was for the bank and for the rural and for the Australian economy generally. You've actually said that the scale of action is far broader than the Industrial Revolution, but we've got half of that time.

I, you know, I think this is a really good way of characterizing what we're against and what we're up for, but there's a great opportunity.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Rowan Bowen
Shareholder/attendee, Unknown

Where we're talking about the directors, I'm really hoping that the directors can actually equip themselves, particular Director Fagg, who's now in CSIRO. I think that's a tremendously good move, to... There's a, there's a great deal of technology, and I'm, I have a concern here, and this is what I was going to bring up before, is that the board really doesn't understand or I don't think has the capacity to understand the, the actual size of the question that you really put well, I think.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Rowan Bowen
Shareholder/attendee, Unknown

But people like me are already leading the charge. Okay? This is why I'm a large-scale developer of renewable energies in the northwest. I would wonder whether there is an opportunity for yourself, your executive, and board members to equip themselves with and listen to some of the people who really know what the future's gonna look like. I'm developing currently with my group bioenergy that will future, be the future fuel of the global shipping area, and that will come from the Narrabri district. What I'm saying is there is a future after fossil fuels.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Rowan Bowen
Shareholder/attendee, Unknown

How would you see the bank acquitting itself to actually learn from the people who've got the checkbooks, the people who that you would be lending to, and would you then come to Narrabri and listen to the story of what the future really does look like, what this industrial revolution will become?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. I just want to make a couple of quick comments. One which is a comment to others in the room. The sooner we can deal with item 5, the sooner we can get on to item 6, and everyone can be fairly treated. I am going to ask if we can now be in the last couple of questions on item 5. Actually, I'd love to go to Narrabri. I think I might have said that on the phone line 2 years ago. I will point out that I did spend quite a lot of time this year, both in the Northern Territory and Queensland, visiting businesses, in some cases agricultural businesses, that are doing quite concrete things, including some of the biofuel activity. The answer is I absolutely agree, it's important.

I really wanna see if we can get off item five.

Rowan Bowen
Shareholder/attendee, Unknown

Yes.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Then have a more thorough discussion on item 6. The answer is yes. We are doing work on the board to make sure that they are further informed, and we are trying to build up the skill levels of the board, and we are trying to engage with people who are active in the area. Seriously, if we could close off item 5 in the next, 2 minutes, we can get on to item 6, and then have a really thorough discussion on it. Microphone number 1.

Speaker 41

I'd like to reintroduce Ms. Joanna Richardson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Rita Mazalevskis
Shareholder, N/A

I'm also interested in item 6. Hopefully this is pretty quick. It's a follow-up to a point Mr. Sanderson made, 'cause I've got a particular interest in Independent Merits Review. What is the rate of success of merits review with the Australian Financial Complaints Authority for the bank?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Two.

Rita Mazalevskis
Shareholder, N/A

'Cause if it's no one, that's just shocking.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't know the answer to that, but it would be reviewed by the committee. Anne?

Speaker 41

I know the answer.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't know the answer to the question.

Rita Mazalevskis
Shareholder, N/A

I know it's not no one.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sorry? It's not no one.

Rita Mazalevskis
Shareholder, N/A

It's not, certainly not no one.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Rita Mazalevskis
Shareholder, N/A

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It certainly isn't no one. There are definitely reviews that.

Rita Mazalevskis
Shareholder, N/A

Can I follow?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

... positive outcomes

Rita Mazalevskis
Shareholder, N/A

Can I follow it up with someone?

Speaker 41

Yes.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You can. Anne Sherry is the chair of our customer committee, and they're the people who review the processes for complaints handling.

Rita Mazalevskis
Shareholder, N/A

Thank you.

Speaker 41

Chair, Mr. Chris Schacht.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I'm gonna take.

Chris Schacht
Shareholder, N/A

Appreciate-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Item, 3, we'll take 1. I've got 1 online, and then we'll move on to the next item.

Chris Schacht
Shareholder, N/A

Okay. As the chair, I appreciate the deadline, 'cause I've gotta drive back to Adelaide shortly.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's right.

Chris Schacht
Shareholder, N/A

It's an 8-hour drive, and I don't wanna be, you know...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No, I don't want you driving late at night either, so-

Chris Schacht
Shareholder, N/A

Yes

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'd like to see you again next year.

Chris Schacht
Shareholder, N/A

I do ask you to meet at the AGM next year in Adelaide would be very nice. By the way, I also noticed that you've had 3 big banks Wednesday, Thursday, Friday, meeting in Melbourne. For many people, retail got shares in a number. That's very convenient to come to one city and have 3 eggs in one go. You know what I mean? You've gotta talk to other banks. I wanna come back to the question you just about share issue, about the structure. I accept what you say about giving the dividend, people convert it into shares, right? Therefore, the share numbers keep going up. The capitalization doesn't change that much.

What about instead of saying to people, like, if you don't want to increase the number of shares, say to people, "Well, you got a good dividend. Rather than issuing to it shares which increase the share value, use your money to go and buy shares in the marketplace," so you, that you are bidding in the marketplace, in the stock market, to buy extra shares of the existing number of shares. Two things will happen, I suspect. Some people will do it, some won't, but the share price might go up and the rest of us will be happy about that. Is that a way to deal with.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep

Chris Schacht
Shareholder, N/A

... this issue other than another way is to say, "We've got 3, 2 billion share," whatever the number. "We're gonna halve every share down till we've got a smaller number of shares." Still the same value in capitalization. I do wanna just raise that with you and then as I'll make one other... When you have the item 6-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep

Chris Schacht
Shareholder, N/A

I'll speak briefly on that. I just wanna point out, you've been very good in saying the bank's policy to support Indigenous, the Voice, and that I think that's fantastic. I do want to say I've been a long-term member of the Australian Republic Movement, therefore, I hope sometime in the near future, without too much controversy, I do note that our CEO is a CBE, Commander of the British Empire. I hope that one day he can change that to be an Order of Australia, and therefore support the Australian Republic Movement. That's a very idiosyncratic comment, but, I'll leave it at that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's fine. All right. Virginia, do we have any questions online?

Speaker 41

Chair, we have a question from Mr. Andrew Haywood. Is the CEO aware of any further misconduct investigations that may result in material additional remediation to customers?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The answer is no material. The harder and harder we dig into all of the issues that we've worked on since the Royal Commission, we have found a long tail of some very small errors and problems. None of them have been material. This is, for example, how we found some of the issues with the payroll issue. We have, we are now well through the big remediations, which were largely relating to the financial planning and advice, and in some cases superannuation industry. No, there are no new material issues that we're aware of. We have had a large number of smaller ones, I have to say. Microphone two. I'm sorry, but if we... Who is the question coming from?

Speaker 41

It was... Sorry, Rita just had a follow-up question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. I am gonna close this item after this.

Rita Mazalevskis
Shareholder, N/A

Can I ask you to process with AFCA?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yeah.

Rita Mazalevskis
Shareholder, N/A

No one had an answer. Once there's a determination...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Right

Rita Mazalevskis
Shareholder, N/A

... or recommendation given, there's nowhere else for a complainant to go. A bank that has the most complaints lodged with AFCA pays the highest fees.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Correct

Rita Mazalevskis
Shareholder, N/A

and has the biggest say.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I don't think we get much say for the fees we pay, from my memory.

Rita Mazalevskis
Shareholder, N/A

Yeah. Well, we've had other evidence in regards to that. I just wanted to ask, before you go to AFCA, the bank has removed the customer advocate. Have you put a role in place of that?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We haven't removed the advocate.

Speaker 41

No, we're replacing it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We're currently replacing it.

Rita Mazalevskis
Shareholder, N/A

Is it still in place?

Speaker 41

Yes.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The role's there. We just, the person who was in that role has decided to retire from that role.

Rita Mazalevskis
Shareholder, N/A

Oh, okay.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We're hiring somebody.

Rita Mazalevskis
Shareholder, N/A

Okay. Are they actively doing complaints for customers as a customer advocate?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Um, so the, so-

Rita Mazalevskis
Shareholder, N/A

The reason I ask is 'cause ASIC changed their guidelines-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

Rita Mazalevskis
Shareholder, N/A

... that in a complaints process, that they must respond. The bank

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep, we have the obligation.

Rita Mazalevskis
Shareholder, N/A

... it's been cut from 45 days to 30.

Speaker 41

Some of the banks have removed that process because they can't meet that schedule because it's too short for them.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay.

Speaker 41

We have a team who's doing that work.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Maybe if I can get you to talk with Anne and maybe Jocelyn, who can-

Speaker 41

Oh, yeah. No, sorry I brought that up. It's just that because of that-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay.

Speaker 41

people are pushed to AFCA.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. No, thank you. All right. Operator, are there any questions, on the phone line in respect of this item? Looks like we've lost the operator. Understandable. Okay. If there are no questions on the phone line. Virginia, there are no further questions online?

Speaker 41

No further questions, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right. I declare the financial report, directors report, and auditors report have been received and considered. The next items of business are items 6A and 6B, which were requisitioned by a group of shareholders. These resolutions relate to an amendment to the company's constitution and climate disclosures. I'll briefly explain the board's position on these resolutions before inviting questions from shareholders on these items and on NAB's climate change policies or disclosures more broadly. Item 6A is a special resolution and requires approval by at least 75% of eligible votes cast on that resolution. Item 6B is conditional upon item 6A being approved, but I will still speak to this item even if the resolution for 6B isn't required to be put to a vote, but we will deal with them together.

The resolutions for items 6A and 6B are not endorsed by the board. While the board respects the rights of shareholders to requisition a resolution to amend the company's constitution, the board believes the proposed resolution is not in the best interest of the company and shareholders as a whole, and recommends that shareholders vote against it for the reasons outlined in the notice of meeting. In short, under the company's constitution, the power to manage the business of the company is vested in the directors who are required to make decisions and manage risks in the best interests of the company and shareholders as a whole. To discharge the duty, the board must consider a range of issues having regard to the nature and complexity of NAB's business and its operations in a global environment.

The proposed amendment would provide a platform for groups of shareholders to promote any number of matters that may not be in the best interest of the company and shareholders as a whole. The board considers that it would be inappropriate for any one issue being promoted by shareholders to be given increased prominence over another. NAB encourages transparency and appropriate shareholder discussion and provides shareholders with several avenues to raise issues or concerns. These are described in our notice of meeting. The board recommends that shareholders vote against the proposed resolution for item 6 A. Item 6 B, being conditional upon item 6 A being passed by shareholders, relates to the disclosure of information on how the company's financing will not be used for the purposes of new or expanded fossil fuel projects.

The Board of Management recognize that climate change is a significant risk to the planet and a major challenge for society to address. The company's climate ambition is to act as a catalyst for climate action, supporting emissions reduction and aligning with pathways to net zero by 2050, consistent with maximum temperature rise of one and a half degrees above pre-industrial levels by 2100. NAB is working to support its customers to decarbonize and build their climate resilience while creating prosperity for customers, colleagues and communities. Working towards this ambition, NAB updated its climate strategy this year to further embed consideration of climate change into its business and deliver a whole-of-bank response to climate change.

The company also set interim 2030 sectoral decarbonization targets for four of the most emissions-intensive sectors in its lending portfolio: power generation, oil and gas, thermal coal mining and cement production. NAB prioritize these sectors as they represent the majority of financed emissions attributable to its lending portfolio and are among the most emissions-intensive sectors. This is disclosed in NAB's 2022 climate report and summarized in the explanatory notes in the notice of meeting. I'd like to address the inaccurate implication of the Market Forces' explanatory statement before asking shareholders and proxy holders to vote. First, Market Forces' claims that there is a gap between NAB's action and the requirements of the International Energy Agency's Net Zero Emissions 2050 scenario, which outlines a path for the global energy sector to limit temperature rises to 1.5 degrees by 2050. This is simply not correct.

NAB has used the IEA's Net Zero Emissions by 2050 Scenario as the reference scenario to inform its target setting for its first tranche of interim sector decarbonization targets published in November 2022, and this is made clear in NAB's 2022 climate report. NAB will publish targets for the remaining sectors as part of its membership of the Net-Zero Banking Alliance. These targets will be informed by relevant reference scenarios aligned to 1.5 degrees. Secondly, Market Forces' claims that NAB is being left behind when compared to other financial institutions. In fact, NAB is the only major Australian bank to have capped its oil and gas extraction exposures. NAB has also put clear restrictions on direct financing of greenfield oil and gas extraction. From 1st October 2025, new lending and renewals will require oil and gas customers to have a transition plan in place.

NAB has capped thermal coal mining exposure at 2019 levels and is reducing it to effectively zero by 2030, apart from some residual performance guarantees to rehabilitate existing coal mines. Over the last 3 years, our thermal coal mining exposure has reduced by 44%. Across its lending portfolio, NAB is supporting the transition to net zero by assisting customers to accelerate their decarbonization plans. The company is working to rebalance its portfolio exposure to customers with lower emissions intensities. It will consider selectively reducing exposure to high-emitting customers that have been unable to demonstrate how they are aligned with NAB's sector targets.

The board considers that it is appropriate for the company to take an orderly and considered approach to responding to climate change, acknowledging the important role that NAB plays as a bank in supporting customers to decarbonize, build climate resilience, and help achieve the goals of the Paris Agreement. The board supports the continuation of the current approach that the company has adopted with respect to climate change action. Accordingly, the board recommends that shareholders vote against the proposed resolution item 6 B. Having put forward the board's position, I'll now invite Michelle Surowick, a representative for Market Forces, to the microphone nearest to her to briefly address the meeting on these items. Is Michelle here?

Michelle Surowick
Representative / Campaigner, Market Forces

Thank you, Chair. Greetings to the board and fellow shareholders. The first step in solving a problem is admitting to it. Fortunately, NAB is clearly aware of the threat of runaway climate change. The second step is to prevent making the problem any worse than it already is, and it's here, at only the second step, that NAB fails miserably. This resolution, filed on behalf of hundreds of shareholders, doesn't ask NAB to fix the climate crisis overnight or stop all financing to the fossil fuel industry immediately. It simply asks the bank, through its financing, to stop making the problem any worse. This would align not just with the science and economic analysis of climate change, but NAB's own preexisting commitments.

The International Energy Agency made clear in 2021 that there is no room to expand fossil fuels if we are to meet the goal of net zero emissions by 2050. It reaffirmed these findings even during a global energy crisis just a few months ago. Yet NAB is actively involved in financing companies and projects that increase the scale of the fossil fuel industry, violating the International Energy Agency's conclusions, as well as NAB's own commitments. Whether it's financing Global Infrastructure Partners' investment in the Pluto LNG2 project that effectively allowed that project to go ahead, or refinancing a Santos loan for the Barossa Gas field, a project that has been rejected in the federal court for failing to adequately obtain free, prior, and informed consent from traditional owners.

Our ongoing exposure to Whitehaven Coal, a company whose business strategy is built on expanding thermal coal mining. It seems that if there's a new fossil fuel project on the table or a company trying to make the problem worse, you'll find NAB ready to hand over its customers' money. This pattern of destructive behavior goes back even further. Over the seven years since the Paris Agreement was signed, this bank has loaned nearly AUD 2 billion for new or expanded coal, oil, and gas projects. Over their lifetime, these projects will enable 5 billion tons of CO2, equivalent to 9 times Australia's 2020 greenhouse gas emissions. We have read your policy and know that it fails to rule out finance for coal expansion by providing corporate finance for companies building new coal projects.

We have read your policies and seen how it gives companies planning to rush through new oil and gas projects another 3 years to produce transition plans without any clarity over what those plans need to contain to be considered satisfactory. We have read and seen the details of your lending, which paints a picture of a bank enthusiastically financing its way towards climate catastrophe. What's difficult to understand is how a bank that promotes itself so heavily as an agribusiness lender is willing to exacerbate one of the biggest risks to the agricultural sector in the form of physical climate risk. Have you read the study published by your peer, Commonwealth Bank, which highlights that by 2060, grain-growing regions are at risk of productivity declines of up to 50% below the 2018 baseline due to changes in rainfall?

In fact, the physical impacts of climate change that threaten NAB's balance sheet and the financial security of our clients stretches much further. The bank itself reported on page 91 of the 2022 annual report that Australia's exposure to physical climate risks, including drought, bushfires, and flooding, will have a profound impact on NAB's own loan book, stating, "The impact of these extreme weather events can be widespread and ultimately may impact the group's ability to recover its funds when loans default." That doesn't sound good. It seems like NAB hasn't even read the climate science or the IEA's net zero by 2050 scenario.

If we had, we wouldn't be continuing to bankroll companies like Whitehaven Coal, whose business strategy aligns with a world where global warming exceeds 4 degrees Celsius. Surely that is a scenario where those extreme weather events will impact default rates and put our own balance sheet in peril. Why would we want to do anything that incentivizes this outcome? I commend this proposal to my fellow shareholders as it merely encourages our company to take the most obvious of steps towards protecting our customers and own asset base from the physical impacts of climate change. I would like to just ask 1 question of you at this point. Whitehaven Coal's corporate facility is due to be refinanced in the next year, and currently NAB is among the lenders.

On behalf of shareholders, those experiencing extreme weather events, the farmers worried about groundwater impacts from mining projects and changing rainfall patterns, and young people everywhere, your children and grandchildren, I ask you to commit here and now that NAB will no longer be exposed to Whitehaven Coal after this AUD 1 billion loan matures next year. That perhaps may give some small hope that the bank is moving in the right direction. What will it be?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Thank you. I'll reaffirm, we have made a commitment in our climate report to have taken our thermal coal exposure to zero by 2030. Next question from microphone number 3.

Speaker 41

Chair, I would like to introduce Amanda Richman.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Amanda Richman
Representative/Investor, Australian Ethical Investment

Hello. Thanks, Philip. I'm speaking on behalf of Australian Ethical Investment. Australian Ethical holds almost 3 million shares in NAB, and we were a co-filer of the climate resolution. Regulators are looking closely at greenwashing claims and have made it clear they are looking to set an example. NAB has committed publicly to act as a catalyst for climate action, as you said, support emissions reductions, and align its pathways to net-zero by 2050. At the same time, as we've heard, NAB is prepared to renew financing and provide new financing to fossil fuel companies that are actively planning and developing new fossil fuel projects. This conflicts with the UN expert group on net-zero emissions commitments by non-state actors, which makes clear that finances claiming net-zero alignment cannot lend to new fossil fuels, irrespective of other positive lending activities.

I understand the bank's exposure to the fossil fuel sector is relatively small. My question is, what is the motivation or justification? Why is it good for the company to risk the bank's reputation, to risk regulators investigating the bank for greenwashing, for potentially risking directors being held personally liable for being knowingly concerned in misleading and deceptive conduct? What is the rationale for taking on these risks and at the same time foregoing the opportunity to be a leader simply to provide new or renewed finance to companies exposed to fossil fuels when that's such a small part of your overall lending?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I'll just reiterate, which I suspect I'll be doing a bit of today. We have a plan to reduce our exposures to the fossil fuel sector, and we've made commitments about not financing, greenfields developments or new major expansions, and that remains the case. The premise for your question, unfortunately, is not sound.

Amanda Richman
Representative/Investor, Australian Ethical Investment

No, sorry. My question is, why are you prepared to provide new financing and new lending to companies-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well-

Amanda Richman
Representative/Investor, Australian Ethical Investment

involved in expanding fossil fuels?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

So-

Amanda Richman
Representative/Investor, Australian Ethical Investment

It's that corporate lending.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We are not financing new projects.

Amanda Richman
Representative/Investor, Australian Ethical Investment

I understand you're not providing new projects.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

in this area. So... I, and I'm not gonna discuss individual customers. So-

Amanda Richman
Representative/Investor, Australian Ethical Investment

I'm not asking you to discuss-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Amanda Richman
Representative/Investor, Australian Ethical Investment

I'm sorry. I'm not asking you to discuss-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Amanda Richman
Representative/Investor, Australian Ethical Investment

individual customers. I'm asking you to discuss that loophole where you're prepared to provide financing to fossil fuel companies, not specific projects.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Amanda Richman
Representative/Investor, Australian Ethical Investment

I'm asking why that is good for the company. I'm not asking for specific detail.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It's fine.

Amanda Richman
Representative/Investor, Australian Ethical Investment

the individual customers.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Look, I'll just reiterate. We have published a report about what we are prepared, what we are planning on doing. It's comprehensive, and it deals with a wide range of situations. I'm not gonna walk down a word track with you.

Amanda Richman
Representative/Investor, Australian Ethical Investment

It's not-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We've published.

Amanda Richman
Representative/Investor, Australian Ethical Investment

It's not a word track.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry.

Amanda Richman
Representative/Investor, Australian Ethical Investment

There's international guidance saying-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have published-

Amanda Richman
Representative/Investor, Australian Ethical Investment

that what you're doing is misleading.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have published our transition plans for how we are going to reduce our exposure to fossil fuels.

Amanda Richman
Representative/Investor, Australian Ethical Investment

Yes.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

how we're going to increase our lending for renewables

Amanda Richman
Representative/Investor, Australian Ethical Investment

Yeah.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Importantly, how we're going to deal with other emissions intensive sectors in things like the concrete and cement industry. We will in due course with heavy industry. Our plan is a comprehensive plan.

Amanda Richman
Representative/Investor, Australian Ethical Investment

it leaves-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's the approach we have taken.

Amanda Richman
Representative/Investor, Australian Ethical Investment

It leaves that loophole.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, you call it a loophole.

Amanda Richman
Representative/Investor, Australian Ethical Investment

lending to-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We have a plan.

Amanda Richman
Representative/Investor, Australian Ethical Investment

...individual customers that are still expanding fossil fuels.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Amanda Richman
Representative/Investor, Australian Ethical Investment

My question is not for you to comment on those.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Amanda Richman
Representative/Investor, Australian Ethical Investment

-individual companies, but to comment on the risk-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No.

Amanda Richman
Representative/Investor, Australian Ethical Investment

that poses to the company for misleading and deceptive conduct.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Question, microphone number two.

Michelle Surowick
Representative / Campaigner, Market Forces

Chair, I'd like to reintroduce Rowan Boehm.

Rowan Bowen
Shareholder/attendee, Unknown

Thank you, Chair. Just a quick follow-up from my comments about Narrabri. I can guarantee that you and the board would be welcome. What I really see is the one of the vital risks here is just a lack of knowledge within the organization about how to deal with it. I'll give you one example. In Tamworth, I've got a large project that's taking a malthouse from coal-fired power to 100% renewable. I have not found anybody in NAB that really understands the importance of that, because this is a global company and they're looking for this solution that we have. That's one. We're looking at setting up a biofuels industry. There is no knowledge within the organization about that. I can understand you've got a policy, I can understand you've written it all up.

I understand that you've said that AUD 70 billion has to be disinvested by the Australian economy first or the banking system first. I can understand that. They are the plans. The actions, I believe, begin at the top. And I really believe that unless the board is totally familiar with the gravity of these situations, just this week, the federal government announced, made announcements that really put storage into the picture. Now, storage is the big one. That's where the really big dollars are involved, billions. And last week, we revised our own group's requirement for funding to just under AUD 3 billion, Newcastle to Narrabri. So these are real things. I just want to know whether you can really commit your bank to really understanding the gravity of what you yourself say, great things you've done across the rest of the organization.

This is the step change. It's now.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Rowan Bowen
Shareholder/attendee, Unknown

2023 is the next year. That's seven left.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I absolutely-

Rowan Bowen
Shareholder/attendee, Unknown

Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

endorse that. Can I just reassure you, we are actively looking at upgrading the knowledge and skill set of both the board and our bankers. We've done a program in conjunction with the University of Melbourne to expose our business bankers to what, understanding climate from a credit risk and lending viewpoint and some of the climate issues. I'm sure any of the executives down the front here who have got accountability for these areas would be very happy to have a conversation with you after the meeting. Thank you.

Rowan Bowen
Shareholder/attendee, Unknown

All right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Microphone one.

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I'd like to reintroduce Mr. Chris Schacht.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. Thank you.

Chris Schacht
Shareholder, N/A

Chairman, you don't have the resolution printed up on the screen. I, from what I understand, I support resolution 1. 6A, sorry, but not 6B. I'll explain why. I think it's irrespective of a climate change issue. I do not think it's unreasonable that in publicly listed companies, that a group of shareholders, not a small number, you might say 2% or 3% of the total shares held or 1,000 signatures, can put a resolution on for debate, which is not binding. It's an advisory to be debated at the annual general meeting. I think that is quite reasonable, irrespective of the importance of the climate issue itself, which would be, I would imagine, have a fair number of resolutions coming.

At the Westpac Bank meeting on Wednesday, when they had exactly the similar case put, I put to the chairman that I support 1, it was 1 A, but now 6 A. He said, "Well, actually, Mr. Schacht, the board in the last few months considered ourselves putting up a similar resolution to change the Constitution." He said we didn't have enough time. He said, "By the time we meet next year, there will be a resolution in similar words." He said, "It'll of course, be my last meeting as chairman of Westpac." I said, "Well, that's." I thought that was a very big step forward in the arguments going on. I hope you, another one of the major 4 banks, might look at doing, 'cause you got 98% against it today.

That's a misleading vote, I must say, about where opinion is moving in the community. I do think it goes down, but you ought to come back next year and be on the front foot of an appropriate resolution with the explanation of who can put it forward at what numbers, blah, blah. I also put it then, I'll put it to you. This is such an important issue in governance on these sort of issues. I asked him, would the board put it to the Australian Government to amend the corporations law that a similar resolution is put in all public listed comp-- in the constitu-- of all companies that are publicly listed, so that there is, not just on this issue. Mr. McFarlane, you might say, "Well, he's leaving in a year.

Why?" He said, "Yes, the Board will consider it for it." I leave those two points that I'll vote for it here. It's already going down, I think the Board would be stupid, if I may use that word, not to come back on the front foot at the next meeting, 'cause this is moving at such a rate in the community, you don't wanna get caught short and look like your last man jumping off the cliff or whatever you wanna call it. The second one, B, I oppose because it's dealing specifically with coal and gas, well, as I understand it. I think there's gotta be some discretion. The lady who moved it said you can't stop tomorrow every gas and coal, et cetera.

I'm involved as a shareholder and one company. There's a couple in Australia who are developing using gas to make fertilizer called urea. Urea is imported at the moment, made from gas in the Persian Gulf, I still use that name. It's selling to farmers at AUD 1,300 a ton.

Farmers across Australia, particularly in the cereal. As we're the biggest lenders to farmers, a lot of farmers who you support will use the money at AUD 1,300 to buy urea because they can't afford not to because of the productivity improvement of their crop, et cetera. I think therefore there's gotta be some discretion of your move, is that if you say no more gas for urea in Australia, then we have to say, "No more urea imported from the Gulf out of gas in the Persian Gulf." You tell every farmer, which I wouldn't wanna be in the front of you doing this because you'll get bulldozed. No urea for any farmer in Australia. You wouldn't want to say that around the place too strongly. You've gotta have some discretion in the plan that we take forward.

I'm told by the two potential producers of urea that they could probably produce it at AUD 200-300 a ton to farmers. That's AUD 1,000 a ton improvement to their own. As you're a lender to them, why wouldn't you wanna support it? I think that's why one of the reasons I oppose a blanket number 6 B, because you just can't cut it. You've gotta plan it and be careful you don't throw something out, you know, the old saying, baby with the bath water. More importantly, 6 A, if you don't, it's not gonna be carried today. If you don't come back in 12 months with a form of words that the bank board is leading, well, you're gonna be another way rolled over.

David Armstrong
Non-Executive Director, National Australia Bank

Thank you. Microphone 2.

Speaker 41

Chair, I'd like to reintroduce Billy Greenham.

Billy Greenham
Shareholder, N/A

Good afternoon this time. My name is Billy. I'm a sixth-generation beef farmer in Southwest Victoria. Our property includes broad acre grazing with over 400 head of cattle, as well as protected swamps and remnant bushland. My question relates to the impacts we are seeing to agriculture sector from climate change. Research from the Australian Bureau of Agricultural and Resource Economics found that in the last 2 decades, agricultural productivity in Australia has decreased by an annual average of 23% or almost AUD 30,000 per farm due to climate change. The IPCC found that under a 1.5 degree scenario, the frequency of droughts in Australia will double from once every 10 years to once every 5. Under a 2 degree scenario, droughts will be 2.5 times more likely.

Despite this, in your climate change report, NAB said that its risk analysis for agribusiness customers did not consider acute physical impacts such as extreme weather events, compounding climate events or physical tipping points. As a farmer, that seems like a significant oversight. The cost will ultimately be borne by farmers like me, who are already bearing the physical, psychological and economic burden of runaway climate change. I have two questions regarding this matter. Firstly, can you answer why NAB did not consider these acute physical impacts?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The methodologies are evolving. These, when we're able to assess those impacts, we will no doubt do so.

Billy Greenham
Shareholder, N/A

Would you have a timeframe for this?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, no, because we need to understand how you would model them. They're not the methodologies are not stable enough that we're in that position yet. We will look to do that.

Billy Greenham
Shareholder, N/A

My second question is, does NAB see an inherent contradiction in claiming to be meeting its net zero trajectory whilst financing new and expanding fossil fuel projects that will lock in massive growth in CO2 emissions for multiple decades after the bank has assisted in getting these companies and projects up and running by financing them at the outset? Put simply, is there an inherent contradiction in NAB financing new and expanding fossil fuel projects while stating to be committed to net zero by 2050?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. The answer to your second part is much more straightforward, which is we're not financing new and expanded projects, and some of the other questioners have already identified that. The criticism is that we are financing companies or have banking facilities, in some cases with companies not even financing them, those companies are looking at that expansion. We're not planning on expanding new projects, other than as set out in our climate report. Thank you. We've had a question online for some time. Virginia, do you want to read it out?

Speaker 41

Thank you, Chair. We have a question from Mrs. Margaret McArthur. My question is NAB aware that EU nations are withdrawing from the energy charter? France, Netherlands, Sweden and Germany. The recent floods are similar to those of us who were growing up in the late 1950s. My husband and myself attended a lecture in New Zealand in 2006 at the Franz Josef Glacier, where we were told that although the glacier was receding at that point, we were actually heading for another Ice Age. This has been supported by recent core samples on Greenland going back 10,000 years by scientists from Denmark. It included the Ice Age 500 years ago. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. The reference to countries in the EU pulling out of the, I presume that mean the Paris Agreement, certainly does not accord with my recent experience. We had a visit from a delegation from the European Parliament who were in fact quite the opposite, very focused on ensuring, as part of the Australia European Union trade negotiations, that we had credible climate commitments and biodiversity commitments, including deforestation. My dealings with the Europeans don't support that. The last time I was at the Franz Josef Glacier, I was disappointed to see how far it had receded.

If anyone is unconvinced of human induced climate change, I invite them to visit the glaciers. Closest to us, both Fox and Franz Jose, certainly since when I visited them as a schoolchild until now, they've receded quite markedly. Rossi would have seen that as well. I cannot support the contention that climate change is not real. Perhaps if we go to microphone number three.

Speaker 41

Chair, I would like to introduce Audrey Van Herwaarden.

Audrey Van Herwaarden
Attendee, Unknown

Thank you. I'd like to thank the Board for taking questions on climate. I understand that there are many important items of business to be discussed today, and it's great that climate's been recognized as one of those. My question is in regards to nature-related risks, which is inextricably linked to climate. I'd like to understand whether the bank has conducted a sector or location-based materiality assessment of its exposures to nature-related risks through its lending and investments. When does the bank plan to set and report on nature-related targets?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

We've been working with the Taskforce on Nature-related Financial Disclosures, hopefully those standards for disclosure will be coming in the not-too-distant future. I'm afraid I don't know what the timeframe for that is. We are absolutely interested in that because we are a large agribusiness banker, and therefore, the sustainability of agribusiness through time is a function of the, for example, you know, the quality of soil. We don't want to see further soil degradation. Biodiversity is important and forestation is important. I just agree with the contention, and we are certainly working to improve our disclosures in that area as and when standards emerge.

Audrey Van Herwaarden
Attendee, Unknown

Thank you for that response. If I may, I'd just like to ask a follow-up question. I believe that one way the bank would be able to demonstrate its commitment to protecting biodiversity would be adopting a policy that outlines a zero tolerance to deforestation through its lending portfolio. I just wonder whether that would be something that the bank could commit to in the short term.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I always avoid the word zero because it just creates the potential for a compliance breach. Certainly, deforestation is an issue, and we are absolutely concerned with it. I'm not gonna declare here and now a zero tolerance because you appreciate when we make those sorts of commitments, you have to have processes in place to be able to support them. We absolutely share the concern, thank you.

Audrey Van Herwaarden
Attendee, Unknown

Thanks.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Perhaps we go to item, microphone number one.

Speaker 41

Chair, I would like to introduce Miss Millie Hasborough and Mr. Austin Cayetano.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Millie Hasborough
Attendee, Unknown

This question is to the CEO and the board. My name is Millie Hasborough, I'm 17 years old, and I strike from school for the climate because as a young person, I've grown up constantly in fear of climate change, and I'm terrified of what it's doing to the world and people around me. In March, I was part of a group of school students who met with Ross McEwan on behalf of School Strike I Climate to discuss our concerns. You told us all about your sustainable office building and how you have children yourself, so you very much understand how we feel. Whenever we asked for proof of real climate action, you'd only tell us to read the policy.

From reading NAB's policy and climate report for 2022, it's clear that you have not yet ended your relationship with companies like Santos and Whitehaven, who are expanding their fossil fuel production. NAB's climate policy still enables you to fund these companies, despite the warnings that we must stop all new fossil fuels to have a chance of a livable future. NAB, every day longer that you wait to divest from these companies, every dollar more that you give them is putting more lives at risk. You may be able to trick people with your fancy wording, but you can't trick the science. Your actions will still have the same impact. No matter how hard you try to hide them in your wording, they will still impact as many lives.

Your greenwashing is obvious, and continuing as you are sends a clear message to young people across the country that you would rather prioritize your profits over our futures. My question is, will NAB live up to its rhetoric on climate policy and rule out further finance for companies expanding the fossil fuel industry? If not, can you explain why your profits are more important than our futures? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. I think I've answered that question about seven times today, so you can take the answer as read. We are earnest in our desires to see emissions reduction, and we are operating comprehensively, but we are not making commitments in respect of individual companies. We have said that we're not gonna be financing major projects expansion or new projects other than as set out in the policy. Thank you. Item, question, sorry, microphone number 2.

Speaker 41

Chair, I would like to introduce Helen Lester.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Speaker 42

Thank you, Chair. Good afternoon, everyone. In September 2020, the Science Based Targets network issued interim science-based targets for nature, including zero deforestation and zero conversion of all natural habitats from 2020 as a first step towards nature-positive targets. Given the agricultural sector's contribution to NAB's Scope 3 emissions and the pressure that land clearing associated with pasture expansion places on our environment, has NAB implemented conditions within a loan agreement to prevent deforestation or sustainability-linked loans to promote nature positivity?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

The answer is no for the first part of it, I'm not quite sure I understand the context of the sustainability-linked loan one.

Speaker 42

Loans towards projects that will promote net zero.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Certainly, we are lending on reforestation projects. That's absolutely the case, yes. We are encouraging companies to embark on sustainability-related projects so that we can either lend or onsell as sustainability-linked bonds. Yes, we absolutely support that. Thank you.

Speaker 42

May I ask why you haven't yet implemented conditions within a loan agreement to prevent deforestation?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

No. It's not an appropriate question. It's a very detailed question about a loan agreement. It's not the sort of thing to be dealt with in the annual general meeting. Thank you. Microphone one.

Austin Cayetano
Youth Climate Activist / Speaker, Unknown

Chair, I'd like to introduce Mr. Austin Cayetano.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Austin Cayetano
Youth Climate Activist / Speaker, Unknown

Hi. This question is for the CEO and the board. My name is Austin Cayetano, I'm 15 years old, and I strike from School Strike 4 Climate. As young people, we are really aware already and are exposed to the harsh reality of the climate crisis. With bushfires, floods and droughts getting worse every year, we already have a taste of what the years ahead are going to look like. Earlier this year, I met with Ross McEwan, with other students who are part of School Strike 4 Climate, to discuss NAB's ongoing funding for companies like Whitehaven Coal and Santos that expanding their fossil fuel production. Mr Ross McEwan indicated that there would be lots of updates released in November as part of the climate report. I've read both the coal policy and the climate report, and it was clear that there are gaps in NAB's policies enable...

The gaps in NAB's policies enable their relationship with companies like Whitehaven Coal and Santos that are expanding fossil fuel production to continue. NAB's climate policy still enables NAB to finance companies that are trying to lock in climate catastrophe. My question is: Will Ross McEwan meet with me and School Strike for Climate again to discuss these ongoing relationships, loopholes, and how NAB plans to end finance with destructive fossil fuel companies that are putting our future at risk?

Ross McEwan
Group Chief Executive Officer and Managing Director, National Australia Bank

Thank you very much. As I indicated when we did have the meeting, I was happy to catch up again. I'm delighted that the team have read our policies, because at the time, I think there was a gap between what you understood and what we'd said. We have since then put out our climate report, and are very happy to give you the update of where we are on the 4 sectors that we've now disclosed, and also give you an update on what we're doing with the next 5-6 sectors as well. Very happy to meet at the appropriate time. Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Our shareholders have been very patient. It's now five minutes to 2. I'm going to take 2 more questions, one from microphone 2 and one from microphone 1, and then I'm gonna draw this meeting to a close. Thank you.

Speaker 41

Chair, I'd like to introduce Morgan Pickett.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Morgan Pickett
Campaigner, Market Forces

Thank you. let me start by just saying, we've been very patient as well, Phil. We'd really appreciate if you could answer all remaining questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, I can't do that because the questions are very repetitive, and therefore it's very diff-.

Morgan Pickett
Campaigner, Market Forces

Well, you don't know that till they've been asked.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Well, they have been.

Morgan Pickett
Campaigner, Market Forces

Respectfully.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

They have been.

Morgan Pickett
Campaigner, Market Forces

Let them be asked.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

They have been.

Morgan Pickett
Campaigner, Market Forces

You can make that judgment. Thank you. I wanna open by stating that I have read NAB's policy on climate change, and I'm very familiar with it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Morgan Pickett
Campaigner, Market Forces

I know it's about as watertight as a teabag. I noticed that 2 weeks ago, Ross McEwan, you were presented with an award for being a greenwasher. I had to look up the term myself, discovered this. The Corporate Finance Institute defines the term greenwashing as when the management team within an organization makes false, unsubstantiated, or outright misleading statements or claims about the sustainability of a product or a service, even about a business's operations more broadly. I also noted that the day after your run-in with activists, NAB published a news release titled Facts in Relation to NAB's Lending to the Thermal Coal and Oil and Gas Sectors. In this statement, you make the following claim: that NAB is not financing any new thermal coal mining projects and has not done so since 2015. This claim is very misleading.

Ross, I assume that making such false, misleading, and untrue claims such as this is one of the reasons you received your award for greenwashing. While NAB might not be directly financing new coal mines, the bank is directly financing at least 10 companies who are rapidly expanding the fossil fuel projects through co-corporate financing. NAB is still financing Whitehaven Coal, the biggest undiversified coal mining company on the Australian share market. This is a company which does nothing other than mine coal and is using NAB's money, that is AUD hundreds of millions of our shareholder dollars right now to develop 3 new massive coal mines, thermal coal mines, Vickery, Narrabri Stage 3, and Winchester South.

These are projects that NAB is getting off the ground right now and would operate for many decades to come, even when they are no longer on NAB's books. I have 2 questions that I would like answered. As I've said, I've read your climate policy. Have you read the International Institute for Sustainable Development's report, which was a comprehensive review of pathways that limit warming to 1.5 degrees and stated that developing new oil and gas fields is incompatible with limiting temperature rises to 1.5 degrees? Or have you read the International Energy Agency's report that states that no new coal mines, oil or gas fields can be developed under a 1.5 degree warming limit? If you have read these, how do you justify financing companies with new and expanding coal projects?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. You failed your own test, so the question was substantially the same as the previous ones.

Morgan Pickett
Campaigner, Market Forces

Can I-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Can I go to microphone number one, please?

Morgan Pickett
Campaigner, Market Forces

My second question to that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Go ahead, sir.

Morgan Pickett
Campaigner, Market Forces

My second question is...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

I'm sorry.

Morgan Pickett
Campaigner, Market Forces

Will you commit to stop corporate financing-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Oh

Morgan Pickett
Campaigner, Market Forces

... to companies who are building new and expanding fossil fuel projects that will operate well beyond NAB's financial involvement?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Again.

Morgan Pickett
Campaigner, Market Forces

I appreciate it.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You have failed your own test, so thank you.

Morgan Pickett
Campaigner, Market Forces

Can you point out how I failed my own test, please?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

You've asked the same question that every other questioner has asked. Can we go to microphone one, please?

David Armstrong
Non-Executive Director, National Australia Bank

Chair, I would like to introduce Mr. John Phillipson.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

John Phillipson
Shareholder, Unknown

Good afternoon. Thank you for responding to questions. I'm talking here on behalf of the silent majority in this room. I have investments that pay for my life. I'm obviously retired. I'm getting on in years. I come here to these meetings to check on how those investments are progressing. As I can see, you're doing a good job. When I come, and more and more, I'm getting all this stuff about climate change, and that is dominating clearly the AGM. I understand you have a policy. I must admit, I haven't read it. It seems from what I'm hearing is that there are some holes in it that maybe the bank is doing the opposite of what it says. I can't verify that, but that's certainly the comments that are being made here.

I think it's really bad that that sort of comment is being made, and that the bank might be doing that, 'cause it gives the bank a very bad name to think that it's being inconsistent and saying one thing and doing another. Saying that it's not gonna fund fossil fuel projects, but in fact then just funding the company that's doing that. However, that doesn't really bother me. I just. I'm not worried about the climate aspect. I'm just worried about what appears to be...

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Sure

John Phillipson
Shareholder, Unknown

An inconsistency.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

John Phillipson
Shareholder, Unknown

Now, I think the best way to solve this problem is to just scrap the whole climate policy. Why do you have the climate policy? I agree with the science. I agree that burning fossil fuels is increasing the temperature of the Earth. I agree that funding fossil fuel projects is gonna exacerbate that process. It would seem that funding any fossil fuels is a bad idea. The thing is that these people who have been getting up and talking, all they want, all they want is a safe future and a safe future for their children. How selfish is that? That's absolutely selfish. I won't be around in 10 or 20 years' time, so my objective is to get as much money as I can, and I don't care about all this climate stuff.

I'm sure that most people in this room, the older people, particularly my age, would have the same feeling. My children can look after themselves. The Earth, well, so what? I won't be around to see it, so who cares? Three things. First of all, three questions. Will you ensure that any other policies that you make will be consistent and reflect the bank's actual position and don't just kowtow to internal pressure-

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes

John Phillipson
Shareholder, Unknown

external pressure?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Correct.

John Phillipson
Shareholder, Unknown

Will you scrap the climate policy so that then you can invest more heavily in coal and increase my income? Will you get rid of all these protesters?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right.

John Phillipson
Shareholder, Unknown

are around the front.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

All right.

John Phillipson
Shareholder, Unknown

and everywhere else?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

John Phillipson
Shareholder, Unknown

Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Let me just say we're. The point of having the climate policy is it says what we are going to do, and we will do that. The criticism from many protesters today or questioners today is that they want our policy to say something else, which we're not prepared to do. I appreciate your comments about wanting as much as you can now. Unfortunately, our job is to be stewards of this company for the long run, and some of us do look towards the future, so unfortunately, we are going to continue to have that policy. Appreciate that point as well. I do want to assure you that when we put something in a report, we're serious about it, and we will do what we've said. Thank you for that.

phone operator, are there any questions on the phone line?

David Armstrong
Non-Executive Director, National Australia Bank

There are no phone questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Great. Virginia, do we have any further questions on items 6 A and B?

Speaker 41

No further questions, Chair.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. Shareholders, I'm now formally putting to you item of business 6A as set out in the notice of meeting. Please record your vote now if you have not already voted. Based on the results of the proxy and direct votes that we've already received, we're able to determine that resolution 6A has failed, and therefore, as 6A was not successful, 6B will not be put to the meeting. That now covers all the formal business of the AGM. Were there any questions on any other general related issue that anyone had?

David Armstrong
Non-Executive Director, National Australia Bank

chair, I would like to introduce Rodney Hamilton.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you.

Rodney Hamilton
Attendee, Unknown

Thank you for your patience, Mr. Chairman.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's all right.

Rodney Hamilton
Attendee, Unknown

It's been a long day. My name is Rodney Hamilton. I was farming in, on the Western Downs in Queensland. My question is, NAB has been named in a federal court case for overcharging customers' accounts.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yes.

Rodney Hamilton
Attendee, Unknown

I went into negotiations in farm debt mediation, where the bank stated my debt, and on the 20th of August, 2014, closed my trading account. In fact, kept it open until July 2015, charging further interest and fees to that account. One of these was an annual package fee of AUD 500. On the 27th of March, 2015, the mediation was finalized on 16th of February 2015, where the properties were to be sold by the 20th of March 2015. The issue being, we could not have used the package because the bank had made us agree to sell at mediation. Where I had a heart condition and my wife was showing symptoms relating to her brain cancer. We had very capable children at home to carry on the farm.

This was just one of the bank's practices we're involved in involuntarily. Recently, NAB again has been involved in this problem with incorrect values of debt with an ANZ judgment in 2020 in the federal court. The then ANZ claims to be paid back to 2004 were to be paid. Does this mean closed NAB account mistakes will be corrected and refunds paid? Carrying on from the ANZ judgment, the BBSW or bank bill rate variations, which we were involved in because on the thirtieth of December 2013, when your bank admitted to a possible manipulation on that date and charging on the account was over 1.1% in daily variations.

Will all these problems be corrected and proper refunds paid, or will the bank have to resist further court actions and possibly one for contracts being void of uncertainty? Thank you.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you. To the best of our knowledge, we have remediation programs in place for every identified area of shortfall. If there's anything specific you want to raise, I know that Jocelyn or any of the rest of the complaints team would be happy to go through it with you. We have a number of remediation programs in place that deal with identified issues, and our expectation is that where there is a, you know, evidence that incorrect charging has occurred, there are programs in place for that. Not many of them relate to the BBSW, I have to say, because there was no evidence of customer harm identified in that.

Rodney Hamilton
Attendee, Unknown

I'd certainly appreciate the ability to have a meeting with that.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Mm-hmm.

Rodney Hamilton
Attendee, Unknown

Our concerns have been put forward and ignored to this stage.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Okay. Thank you. Microphone number two.

Speaker 41

Chair, I'm reintroducing Craig Corfield.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Craig Corfield
Shareholder, National Australia Bank

Thank you, Mr. Chronican. I've withheld a question when you said you were closing the previous one, so this seems to be the opportunity. It's my last question.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

It's probably the last question.

Craig Corfield
Shareholder, National Australia Bank

Right.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

If you ask it quickly, we might have an opportunity to have a conversation with you outside.

Craig Corfield
Shareholder, National Australia Bank

It's regarding core banking. The Reserve Bank's eight consecutive interest rate rises have not impacted NAB customers largely at this stage. Rising food, fuel, and energy prices are likely to increase hardship. This wave of rising costs eventually takes its toll. We're expecting after-Christmas spending, there'll probably be a drop-off in retail spending.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Yep.

Craig Corfield
Shareholder, National Australia Bank

I would think confidence might drop off too. The Reserve Bank pumped AUD 200 billion at artificially low interest rates, and a lot of this was 2- and 3-year fixed loans that are starting to expire now. A cohort of NAB customers will be transitioning from 2% fixed rates to 6% variable rates. That's a 200% increase in their costs. Very unprecedented in such a short time. All customers with loans are understandably anxious. Some customers might be able to draw on savings, lines of credit or tap into credit card debt, sell off a boat in the backyard, that type of thing, to get their way through. This will simply delay the impacts. Combine COVID uncertainty and geopolitical tensions, and it's understandable that mental health consequences will arise. I provided evidence to the Primary Production Lending inquiry in Roma.

Depression and suicide, especially in rural areas, are a tragic consequence. NAB is the leading agricultural lender in Australia. These traumatic impacts go beyond financial hardship. This is psychological hardship. Drawing on my own experiences of CBA's behavior, my request for financial hardship was refused. My offer to pay all arrears was refused. My request for farm debt mediation was refused. CBA lodged court orders to repossess my farm. I've been fighting back a long time. I'm saying this because it relates to the psychological damage that occurs. I know how deep this goes. I and many others have found internal dispute resolution, external dispute resolution, AFCA are inconsistent, they're not fit for purpose, and they're costly for banks and for the shareholders. My questions are: How does NAB's systems, policies, and processes address the emotional and psychological hardships beyond the financial hardships?

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Thank you very much for asking that question because for many of our customers, this is a big risk issue as we enter into the new year, as you identify with cost of living pressures and interest rate rises. We encourage any customer who even thinks that they might be facing into some form of financial hardship to contact the NAB Assist area. I want to assure you that we do not just look at this as a financial issue, but we have a range of groups that work with NAB Assist that are there very much to provide support to customers going through hardship, and that can include providing support on some of the psychological pressures that hardship does bring to bear.

I've been down, spent some time with the teams, and they really do. They draw on financial counselors. They draw on support people. They can draw on people who can help people to get into employment. They can draw on people, some of the community groups, for example, that can provide emergency support and draw on people who can provide psychological support to customers under stress. Often, of course, we have customers under stress who are going through difficult marital situations. It's not always just financial. We are acutely aware, Mr. Corfield, of those issues, and I think our approach to handling customers has matured a lot over the last decade.

Craig Corfield
Shareholder, National Australia Bank

Thank you. Well, thank you for that awareness, and I look forward to meeting you and the directors outside.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

Indeed. Thank you. All right, assuming no questions online and phone operator, no further questions on the phone?

Speaker 41

There are no further questions.

Philip Chronican
Chair and Non-Executive Director, National Australia Bank

That's fantastic. Well, on behalf of the board, I'd like to thank you all for coming along, for shareholders for their continued support of the bank, and I'll now formally declare this AGM closed and confirm that voting will remain open for another 10 minutes to allow for ample time for shareholders and proxy holders to submit any final votes. Shareholders, the few of you left in the room, if you've written on your voting cards, please place them in the poll boxes that are being circulated around the auditorium, and the results will be released at the ASX and will be available on the AGM page of our website.

I'll now welcome shareholders who are here with us to share some refreshments in the foyer and to visit some of the stalls we have set up outside for cyber and scam safety and digital banking. Thank you also to my fellow directors, the executive team, and all the NAB people that are here for your hard work and commitment in 2022. Thank you all.

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