WESTPAC BANKING CORPORATION

ANZ, CBA, NAB and Westpac – shares in joint venture and interests in Joint Cash Pool

ANZ, CBA, NAB and Westpac (together, the Major Banks) propose to enter into a joint venture for the establishment of a new joint single cash pool (Joint Cash Pool) between the Major Banks with respect to wholesale and ‘commercial cash’ distribution (Proposed JV). Currently, the Major Banks purchase banknotes from the RBA and coins from the Mint directly and each Major Bank has its own cash reserves, which are managed as four separate ‘virtual’ cash pools.  Each Major Bank uses its own cash pool to support the supply of cash to its own branches and ATMs, and on to customers. In order to establish the Proposed JV, the Major Banks’ existing cash holdings would be amalgamated into the Joint Cash Pool and the Major Banks would each acquire a 25% shareholding in an incorporated operating entity (JVCo) and a 25% interest in the Joint Cash Pool (together, the Acquisitions). JVCo’s operations and the Joint Cash Pool will form part of the broader cash distribution system, following Westpac’s decision to cease its current arrangements as the sole supplier of commercial cash. Conduct related to the establishment and operation of JVCo is also the subject of a separate application for authorisation (AA1000729) under section 88 of the Competition and Consumer Act 2010 (Cth) (CCA). Once JVCo is established, and subject to the separate ACCC authorisation application, it is proposed that JVCo: will hold the cash in the Joint Cash Pool as bailee for the Major Banks as joint bailors; would supply cash from the Joint Cash Pool to each of the Major Banks (in their capacity as customers of JVCo), in order to meet their cash requirements for their own branches and ATMs, and to in-scope commercial cash distributors for supply to their business cash customers such as major retailers, small businesses and smaller banks; and would become the sole supplier of commercial cash from the Joint Cash Pool.