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ANZ & ING JV creates unique strategic position
10/4/02 12:59:13 PM

HOMEX - Melbourne
Australia and New Zealand Banking Group Limited (ANZ) and ING Group
today announced the formation of their Joint Venture creating a
unique strategic position in funds management and life insurance in
Australia and New Zealand.

The Joint Venture to be established on 1 May 2002, will be called ING
Australia Limited and will immediately have a leading position in
funds management and life insurance:

* Top 4 position in retail funds management in Australia and the
leading position in New Zealand with total funds under management and
administration of A$38.4 billion

* Top 5 position in life risk insurance in Australia

* An outstanding customer proposition - access and advice through the
customer's channel of choice; product and service from a specialist
provider; and access to global investment capability

* A strong growth platform leveraging diversified distribution - over
6,000 professional financial advisers in Australia and New Zealand,
and through ANZ's bank channels.

Key details of the Joint Venture transaction are:

* ING Australia Limited will be owned 51% by ING Group and 49% by ANZ

* Clear governance principles with both shareholders having an equal
say in strategic decisions

* Equal Board representation with four ANZ nominees and four ING
Group nominees (see attachment)

* ANZ Investments will be transferred to the Joint Venture. ANZ
Investments earnings of A$75 million for 2001 include A$45 million
contributed to the Joint Venture and A$30 million to be retained by

* The Joint Venture has been valued at A$3.75 billion with ING
contributing businesses valued at A$2874 million; ANZ contributing
businesses valued at A$879 million

* ANZ making a capital contribution of A$960 million reflecting the
relative value of the businesses contributed funded entirely from
internal resources.

The Joint Venture is subject to necessary regulatory approvals. FIRB
approval has already been obtained.

For clarification, the following will not be included in the Joint
Venture: ANZ's distribution businesses and financial planners, ANZ
Trustees and Lenders Mortgage Insurance, ING's Australian general
insurance interests, ING Investment Management, ING Real Estate, and
ING's wholesale, investment banking and retail banking operations,
including ING Direct.

Through the Joint Venture and their other entities ING and ANZ's
combined funds under management and administration will be A$45
billion in Australia and A$5 billion in New Zealand.

The Chief Executive Officer of the Joint Venture will be Mr John
Wylie who, since early 2001, has been Managing Director of ING's
business that will become part of the Joint Venture.

"The Joint Venture will leverage the complementary strengths of both
ANZ and ING. The business has the immediate scale, capability and
distribution channels to grow strongly and shape the future of the
industry over the coming years. It is a very exciting time for ING
Australia, as we will be able to generate significant business growth
by leveraging ANZ distribution opportunities as well as ING's strong
relationships with professional adviser networks," Mr Wylie said.

The Joint Venture will provide funds management andinsurance
products to ANZ's corporate and personal businesses under the ANZ
brand and through professional adviser networks under the ING brand.
It will outsource investment management activities to ING Group's
specialist investment business, ING Investment Management, which will
also acquire ANZ's Asset Management business in Australia.

The combined cost base of the Joint Venture in 2001 were
approximately A$360 million and cost synergies created through the
Joint Venture are expected to be 10-15% of this cost base per annum,
to be achieved over a three to four year period, with the majority
achieved by the end of 2004. In addition there are considerable
revenue synergies.

ANZ has an internal goal to triple annual investment inflows by 2005
through aligning distribution with customer needs, expanding its
sales force of qualified financial planners and using the improved
range of products and investment funds offered by ING Australia.

ANZ Chief Executive Officer Mr John McFarlane said: "This is a great
partnership for ANZ. In one move this takes us into the big league in
funds management in Australia and New Zealand - we create a
sustainable top tier position in wealth management and protection
products, access to global investment capability and strengthen our
ability to serve customers in the fast growing funds management and
life insurance sectors in Australia and New Zealand".

"The Joint Venture advances ourspecialisation strategy. We are
creating a distinctive funds management business with a large global
partner and we look forward to working in partnership with ING to
leverage ING Australia organically and through acquisition. This is
not the end game, however, and we now have a platform for further
strategic expansion," Mr McFarlane said.

ING Group Executive Board member, Mr Fred Hubbell, said the
partnership with ANZ continues ING's long-term commitment to growth
in Australia and New Zealand and fulfils a key corporate objective of
securing a top tier position in highly developed markets.

"Australia is one of the most highly developed and fastest growing
wealth management markets in the world and ING has been very
successful here over a long time. This Joint Venture with one of
Australia's leading banks now positions us for even greater growth as
a market leader with distinctive strengths," Mr Hubbell said.

ANZ will retain its strong capital position post the joint venture,
and the investment will be cash EPS positive.

In forming the Joint Venture ING was advised by ING Investment
Banking. ANZ was advised by Deutsche Bank.
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