New South Wales Consolidated Acts

AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED (NMRB) ACT 1991 - NOTES

Preamble

1. National Mutual Royal Bank Limited ACN 006 525 097 (“NMRB”) and National Mutual Royal Savings Bank Limited ACN 007 394 738 (“NMR Savings Bank”) are companies incorporated in Victoria and are companies within the meaning of the Corporations Law of Victoria and are companies limited by shares.

2. Australia and New Zealand Banking Group Limited ACN 005 357 522 (“ANZ”) and Australia and New Zealand Savings Bank Limited ACN 004 845 685 (“ANZ Savings Bank”) are companies deemed to be incorporated in Victoria and are companies within the meaning of the Corporations Law of Victoria and are companies limited by shares.

3. NMR Savings Bank is a wholly owned subsidiary of NMRB and ANZ Savings Bank is a wholly owned subsidiary of ANZ.

4. ANZ and NMRB each carries on the business of banking in New South Wales and elsewhere in Australia and ANZ Savings Bank and NMR Savings Bank each carries on the business of a savings bank in New South Wales and elsewhere in Australia.

5. On 2 April 1990, ANZ acquired the whole of the issued share capital of NMRB and since that date NMRB has been a wholly owned subsidiary of ANZ.

6. It is expedient in the interests of efficiency in banking that the banking business conducted by NMRB should be transferred to ANZ and that part of the banking business conducted by NMR Savings Bank should be transferred to ANZ Savings Bank and that the other part should be transferred to ANZ.

7. On 5 December 1990, the Treasurer of Australia consented pursuant to section 63 of the Banking Act 1959 (Commonwealth) to the amalgamation of NMRB with ANZ.

8. By the Australia and New Zealand Banking Group Limited (NMRB) Act 1991 of Victoria, provision is made for the vesting of the undertaking of NRMB in ANZ and for the vesting of part of the undertaking of NMR Savings Bank in ANZ and the other part in ANZ Savings Bank.

9. To vest the undertaking of NMRB carried on in New South Wales in ANZ and for the vesting of part of the undertaking of NMR Savings Bank carried on in New South Wales in ANZ and the other part in ANZ Savings Bank, it is expedient to enact the provisions set out herein.

The Legislature of New South Wales enacts:

Historical notes

The following abbreviations are used in the Historical notes:

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