6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

November 5, 2004

Commonwealth Bank of Australia-ACN 123 123 124

(Translation of registrant’s name into English)

Level 2, 48 Martin Place
SYDNEY NSW 1155
AUSTRALIA

(Address of principal executive office)

Indicate by check mark whether the registrant files or will fill annual reports under cover of Form 20-F or Form 40-F:
Form 20-F  x  Form 40-F  o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g-3-2(b) under the Securities and Exchange Act of 1934.  Yes  o  No x

TABLE OF CONTENTS

EX-99.1 : CHAIRMAN'S SPEECH-AGM 2004

EX-99.2: CEO'S SPEECH-AGM 2004

EX-99.3: SHAREHOLDERS QUESTIONS

EX-99.4: AGM FINAL RESULTS

Documents Furnished By the Registrant

Exhibit No.	Document
1	Chairman’s speech — AGM 2004
2	CEO’s speech — AGM 2004
3	Shareholder questions
4	AGM Final results

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Commonwealth Bank of Australia
Date: November 5, 2004	/s/ John Damien Hatton
	Name:	John Damien Hatton
	Title:	Company Secretary

Exhibit Index

Exhibit No.	Document
1	Chairman’s speech — AGM 2004
2	CEO’s speech — AGM 2004
3	Shareholders questions
4	AGM final results

EX-99.1 2 y68439exv99w1.htm EX-99.1 : CHAIRMAN'S SPEECH-AGM 2004

Chairman’s Address

2004 Annual General Meeting
5 November 2004

Results

The statutory profit for the last financial year was $2,572 million which was 28% greater than that earned in the prior financial year. The cash net profit, that is, the profit before the increase in assessed value of the wealth management business and goodwill amortisation, was $2,695 million. This was 5% greater than that reported in the prior year and was after expensing $749 million, equivalent to $535 million after tax, for the costs of the Which new Bank transformation program.

The underlying profit, which is before expensing the costs of the Which new Bank program, represented an increase in net profit of 15% over that earned in the previous financial year. This substantial improvement in financial performance reflected the strong operating performance achieved by all of the Bank’s businesses and the gains made in productivity throughout the Bank’s operations.

At last year’s Annual General Meeting I said that, in determining the dividend to be paid out of the profits of the financial year, we would add back the costs of the Which new Bank program. Although these costs are being expensed against current profits we regard the program as being really an investment in the future and, therefore, we said that we would determine the dividend by reference to the profit before charging these costs. This is what we did in declaring a final dividend of $1.04 per share bringing the total dividend for the year to $1.83 per share. This was an increase of 19% in the amount of dividend per share compared with the previous year and continued the unbroken record of higher dividends each year since the Bank was privatised and became a listed public company in 1991.

A number of capital management measures were undertaken during the year under review. The first was the issue of the equivalent of $832 million of hybrid securities into the US Capital Markets in August 2003, and in January, the Bank issued $750 million of “PERLS II” securities. Both instruments qualify as Tier 1 Capital of the Bank. The Bank also undertook a share buy-back which was strongly supported by shareholders who wished to take advantage of this offer, resulting in shares to the value of $532 million being repurchased. A Share Purchase Plan was also implemented during the year for shareholders to top up their shareholdings and, as a result, shares to the value of $467 million were issued by the Bank. Another initiative was the Share Sale Facility which allowed shareholders with small holdings, to sell their shares on a basis favourable to them. The main advantage to the Bank of this arrangement is the saving in the cost of administering these small parcels of shares.

New shares to the value of $389 million were also issued to satisfy the elections that shareholders made under the Dividend Reinvestment Plan.

Which new Bank Transformation Program

The Which new Bank program to which we gave considerable attention at last year’s Annual General Meeting is, as we have emphasised on several occasions during the year, the most significant change within the Bank since privatisation. The successful implementation of this program is vital to positioning the Bank for ongoing success in an increasingly competitive environment in the financial services industry in the period ahead.

The strategy underlying this program can be succinctly expressed as being to provide customers with excellent service through engaged and committed people, using simpler and more efficient processes and systems. How well we provide services to our customers will determine how successful the Bank will be in meeting its objectives towards shareholders, employees and the community. Excellence in service delivery can only be accomplished through the people who actually deal directly with our customers.

This means that the Bank has to ensure that our customer-facing people are given the appropriate training, authority and tools to allow them to deliver this level of service. It carries a responsibility on management to provide the environment for this to happen. Our people have to feel valued, that their ideas are welcomed and that any impediments to doing their best for customers are eliminated. This is a fundamental underpinning of the program.

Your Board is encouraged by the progress that has already been made but we recognise that there is still much to be done and that this is all part of the transformation program in respect of which we are just over one third of the way through. Delivering on the cultural change that underlies this program is a significant challenge which your Board and management do not underestimate but, at the same time, there is a high degree of confidence, based on results to date, that the desired outcome will be fully achieved.

We also recognise that employees, however well intentioned and motivated, cannot deliver excellent service to customers if they do not have the processes and systems to allow them to meet the expectations of customers. A considerable component of the Which new Bank program is devoted to the improvement of the Bank’s systems and practices. There are many discrete projects within the transformation program but one which is critical to providing the information for employees to be able handle customer requirements more quickly and more completely is the Commsee platform. This enables customer facing staff to have a picture of a customer’s relationship with the Bank readily available on a computer screen and eliminates delays and duplication. Commsee is being piloted in Tasmania before being rolled out nationally. Progress to date has been very good with enthusiastic response from staff and customers alike.

David Murray will be telling you more about the program and the achievements in his address shortly.

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Corporate Governance

The Bank’s policies in relation to corporate governance are set out in the Annual Report and are displayed on the Bank’s website. The Bank’s Board has traditionally placed great emphasis on its responsibilities for the corporate governance of the Bank and, as a consequence, did not have to modify its policies or practices in any significant way to meet the recommendations of the ASX Corporate Governance Council. There are measures that can be applied or boxes which can be ticked by those external to the enterprise. But there are aspects that cannot be measured by these people or organisations that are much more critical when it comes to good corporate governance. This is not to say that the principles, as enunciated, are not important but more important are the culture, the ethos and the integrity of those within the organisation.

You can have all the rules and tick all the boxes but if the culture is deficient and if people do not act with integrity then there is significant risk of things going awry. The new rules have, of course, increased employment in one area by giving rise to a new industry of consultants offering companies advice on how to comply and others offering to measure how well companies are complying, and telling shareholders how they should vote, based on how well the boxes are ticked.

At this point I would like to ask your indulgence as I take this last opportunity when I will be addressing you as Chairman to express a concern I have about the direction that the debate and discussion of corporate governance is taking. It is not so much corporate governance itself but the environment in which companies are now operating and its likely impact. The situation is developing where the downside for directors in terms of reputation risk, and even personal financial risk, is becoming much greater than any upside for them. The desire to be able to find somebody to blame is affecting the environment in which companies operate. This is exacerbated as initiatives are considered to transfer more risk to directors personally rather than to companies on whose boards they sit. The consequence is that there is pressure on boards to become more risk averse and opt for courses of action than are more safe.

The role of enterprises in the economy is to take risks for reward and not to act negligently or recklessly. The reward is the financial return that companies earn for their shareholders. If boards become too risk averse the result will be lower returns, less investment and fewer jobs. It is not only shareholders who will lose out. The whole community will be the poorer.

There is another aspect of this that is troubling. A very large part of the fruits of investment goes to funding retirement, whether it is adding directly to personal savings for retirement or via superannuation funds. There is a major problem emerging which, I believe, will be a serious one for the community in the period ten to fifteen years ahead. The population is ageing, and there will be fewer people in the workforce for each person in retirement. The funding requirements for retirement are going to increase significantly because we are

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all living longer. Health costs will be a greater burden on the community because the technology will continue to improve, to cost more as it prolongs health and life, and as it is applied to more people. The last thing we want in these in these circumstances is investment returns that are lower than they might, otherwise, be.

Exacerbating this situation are the various pressures driving for a greater focus on the short term to the detriment of the longer term. Companies and CEOs are under pressure for short term results, or the quick fix. In today’s climate it takes a brave CEO to promote a long term high risk R &D project that will reduce current earnings and deliver the benefits well past his or her tenure. Yet this is what we need if we are to maintain our relative living standards.

Destructive criticism in a super-critical environment is not in the best interest of shareholders. We need to also encourage people, whether they are staff, executives or directors, as well as criticise them when they really deserve it but to do it in a constructive manner. The risk I see for retirees, like many of you and me, is that the best people will not be working for us and earning profits to service our investments, but looking for ways to avoid the hassle. They are more likely to become involved in enterprises funded by private equity or go overseas where the financial rewards can be greater and the tax rates much lower.

Special Resolution

Later in the meeting you will be asked to vote on a special resolution submitted by approximately 900 shareholders at the instigation of the Finance Sector Union. This resolution proposes that an independent expert be engaged by the Bank to conduct an annual review in every business unit in relation to each major change implemented or undertaken during the year. The expert would have discretion to include any matter in the review and would be required to consult with the union in carrying out the review. In the notice of meeting we have set out the reasons why your Board believes that what is being proposed is not in the best interests of the Bank or its shareholders. I will be saying more about this when we come to that item of business.

Outlook

In launching Which new Bank we said that, subject to market conditions continuing over the three years of Which new Bank, the Bank would target a compound annual growth rate in cash earnings per share exceeding 10% per annum, 4-6% compound annual productivity improvement, profitable market share growth across major product lines and increases in the dividend per share each year. Since that time, we have kept our investment spend within the planned expenditure and achieved benefits in excess of plan.

In the first four months of trading, home lending has continued to grow solidly, but not at the very high rate we witnessed up until December 2003. In the

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business segment, we are still seeing reasonable growth. We continue to see contraction of margins and the conditions for market trading continue to be quite difficult, with very little volatility in financial markets.

Credit quality remains strong, with personal and corporate defaults at very low levels. The insurance and fund management businesses have made good progress and investment markets have performed above expectations.

Looking forward we see no change in the highly competitive environment for financial services. While continuing difficult market trading conditions and regulatory costs will have implications for the Bank’s target cost to income ratio, we still anticipate achieving the targets for Which new Bank. As stated at the time of the full year profit announcement, for the 2005 financial year, the impact of expenses related to Which new Bank will be significantly lower going forward and benefits will continue to increase. Accordingly, cash earnings should be significantly higher and the Bank expects to increase the dividend per share in each year of the program.

Board Changes

This meeting will be the last for Mr Ross Adler and myself. We both retire from the Board at the end of this meeting. I would like to pay tribute to Ross who has been a diligent Director of the Bank since his appointment in 1990. Ross has been a member of the Remuneration, Audit and Risk committees of the Bank at various times and he could always be relied upon to come well prepared for these meetings as he did for the Board meetings. He brought the experience of operating at senior executive level to the deliberations of the Board. I would to thank him for that and for his constructive support during his time on the Board.

I would also like to thank you, as shareholders, for the opportunity to represent you on the Board over the last 19 years and, particularly, for the honour of chairing the Bank Board for the last five years. I have seen many changes in the industry and the Bank during my period on the Board. Deregulation of the banking industry led to a much more competitive industry. Borrowers have been the big winners with lending margins much lower. Fees have only partly offset the lower interest margins. The banks have had to respond by substantially improving their productivity and efficiency. Technology has made this possible. The Which new Bank program is critical to taking the next step in this transformation, a step that will see this bank in a leading position throughout this decade. I am confident that this program will be successful, with shareholders deriving the promised benefits from this initiative.

During my time on the Board the Bank was transformed from a government owned instrumentality with many restrictive and bureaucratic processes to a publicly listed company operating in a very competitive environment. Another major change was the acquisition of the State Bank of Victoria which substantially increased the Commonwealth Bank’s coverage in that State.

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More recently, the merger with Colonial added further strength to our banking operations as well as significantly increasing the Bank’s participation in the wealth management business, an area which is going to grow more strongly than traditional banking. The price paid for the Colonial group was divided almost equally between the two businesses. The Bank has not stood still and I do not expect it to do so in the future.

I am pleased that the Bank is in such good shape as I leave the Board. As has been announced, John Schubert will become the new Chairman of the Bank from the conclusion of this meeting. John is very familiar with the business of the Bank, having been, among other things, Chairman of the Audit Committee for the past five years. John had a very successful career as a senior executive before retiring from executive life. He was the CEO of Esso Australia, having filled senior positions internationally with the parent group beforehand. He left Esso to become the CEO of Pioneer International where he rebuilt that company into a strong and successful enterprise. John Schubert is a well respected businessman and non Executive Director. This is reflected in his appointments to the Qantas and BHP Billiton boards. John has also been President of the Business Council of Australia.

So he brings a wealth of experience and expertise to the position of Chairman, a position to which he is being elected unanimously by his colleagues. I am pleased to be succeeded by such a capable and suitable person.

I now invite your Managing Director and CEO, Mr David Murray, to address you. Before David comes to the microphone I want to tell you what a pleasure it has been to work with David. He is a very professional banker and is well respected for this not only in his native Australia but also internationally. He is an extremely intelligent and talented person but also listens to advice, distils it and acts appropriately. He has really thrown himself with energy and enthusiasm into ensuring that the Which new Bank program will be a success.

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EX-99.1

EXHIBIT 99.1

EX-99.2

Chief Executive Officer’s Address

2004 Annual General Meeting
5 November 2004

Good morning. I would like to start by recognising my executive team, who are here today. They head very substantial businesses, provide great leadership to our people and represent an outstanding combination of skills and experience in this industry. I would also like to make special mention of John Ralph. In anticipation of his retirement at the end of the meeting, I would like to thank John for his leadership both as Chairman and as a member of the Board since 1985. On behalf of the executive and staff of the Bank, I would like to acknowledge his outstanding contribution to the governance and development of the Bank.

I’d now like to turn to our achievements. In the 2004 financial year, we achieved strong operating performances in all of our businesses. Our banking result was driven by continued growth in the residential housing market, where we achieved record sales volumes. While there was some contraction in the net interest margin, this was anticipated and was mainly driven by non-pricing factors.

Institutional and business lending showed good growth, with asset quality further strengthening during the year. Retail deposits also continued to grow, but within an increasingly competitive market – a trend we see as set to continue. CommSec, our very successful discount broking operation, experienced record trading volumes. As a result of the growth in our banking operations, we maintained our ranking as number one or number two in market share for most of our major domestic product lines.

Our Funds Management result was boosted by a rebound in investment markets during the year which helped to increase our funds under administration. Gross margins remained stable, while tight cost control led to improved productivity. Our mastertrust product, FirstChoice, topped industry platform flows for the year and doubled its funds under administration. Despite some run-off in our legacy businesses, the Bank continues to hold the leading market share in retail funds under management.

The Insurance business achieved significant profit growth during the year, performing strongly across all regions. Drivers of the result included solid growth in annual in-force premiums, an improved claims experience and an improvement in underlying productivity. As a result, the bank maintained its position as market leader in life insurance.

Internationally, ASB Bank in New Zealand continued its strong growth path, increasing both profits and market share. ASB is consistently recognised as number one in customer service in both retail and business banking. Other international operations also made good progress.

Last year, I announced the establishment of the Commonwealth Bank Foundation, which was formed to encourage the development of financial

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literacy skills among young Australians and to create awareness and understanding of the benefits of a more financially literate community. It has a fund of $70 million, the earnings from which will support various activities. Last year, the Foundation provided $350,000 in e-learning grants to primary schools across Australia and supported a number of high school programs that help build students’ financial literacy skills. We are currently completing some very exciting research work showing the link between enhanced financial literacy in the community and growth of national income and wealth.

Looking back, last year was a year of good progress in our markets but, more importantly, it was the year we commenced a fundamental transformation of the Bank to position us for the long term in a dynamic and rapidly changing industry. We asked our shareholders to fund very significant investments from the year’s profits. As a sign of our commitment, we promised to add back those investments in determining the dividend. Today I would like to remind you why the Which new Bank program is so critical, what we are undertaking over three years, and how we are going.

Some time ago, we studied the forces that would shape the future of Australia and our customers. We concluded that the financial needs of our customers would change and the nature of competition in our industry would shift noticeably from the trend which had been in place for 20 years.

The main driver of change for our customers stems from service adaptation to help them achieve higher productivity and deliver higher standards of living. This is important if we are to compete in the world to sell goods and services to our traditional markets and to the rapidly emerging economies, particularly China and India. At the same time, we will have to offset the impact of the ageing population – which tends to reduce productivity potential.

The Commonwealth Bank can make a major contribution to the effort. Households, businesses and governments need financing to underpin the development needed to keep up with demand from our export customers. As we provide funding and increasingly higher value services, we can make a major contribution to national development. This requires:

• A range of services needed by our customers for them to be effective in this changing world;

• Guidance and advice from talented, engaged, enthusiastic and well trained people who enjoy what they do;

• Value for customers by using technologies and systems that themselves support our productivity; and

• Strong leadership to underpin the behaviours and values of trust, honesty and integrity which bind the Bank for the long term.

At the same time, we are in an industry that has responded to a demand for credit which has grown very strongly relative to national income growth for over twenty years. As this rate of credit growth inevitably slows, competition will continue to intensify.

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Although these changes could have been characterised as ‘business as usual’, we felt that the Bank’s response needed to address two critical factors.

First, with investment markets becoming increasingly focussed on the short term, we wanted to clarify our intentions to invest for the long term.

Second, our long term investment would not be of superior value unless it was backed by people and a culture responsive to customer service, engaged and happy in their work, and capable of making continuing improvements every day to justify the investment for the longer term.

We launched Which new Bank in September last year quite deliberately as the most transformational change since the Bank was privatised in 1991.

You can see why this is critical to our future. Now I would like to summarise what we intend to happen over the three years.

The first step has been to simplify our vision to its core element – to excel in customer service. We will deliver this vision namely through the scope and quality of service, the engagement of our people and the effectiveness of our processes.

The scope of the Which new Bank program is deliberately transformational – cutting across everything we do. Using the three themes of customers, people and processes, Which new Bank consists of 20 workstreams, more than 100 initiatives and an investment of $1.5 billion over the life of the three year program. Clear milestones and performance metrics have been announced to the market and are being used to measure our progress. The Chairman has reiterated the financial targets we announced at the launch of the program.

I’d like to summarise some of the most important transformational outcomes, before I turn to our progress on Which new Bank.

We will improve the customer experience, through:

• More modern branches, better suited to community needs;

• Average queue time reductions of 35%;

• Increased branch manager visibility;

• Innovative financial solutions, that are better suited to customer needs;

• A more informed view of the customer, and

•	Greater customer access to financial planning services and advice.
A better experience for our people will come from:

• Enabling frontline people to solve customer problems;

• Investment in development and training;

• Measuring performance on customer outcomes, and

• Recognising and rewarding people for superior service.

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In terms of process improvement outcomes, we want to improve our response times by 20 to 50 percent through:

• A reduced number of IT systems;

• Reduced paper handling, and

• Streamlined decision processes for customers.

So, this is where we want Which new Bank to take us. We are now one year into the three year program. I would now like to talk about how we have gone in the first year.

Starting with customer service initiatives, one of our main achievements in the last financial year was to reshape our service and sales approach right across the Bank. Everyone in the Bank now uses the same approach. We work in our teams to identify target areas for service improvement every week and commit to actions that will improve that service.

More than one third of our people undertook intensive service and sales training during the year. In branches, this has resulted in a noticeable improvement in product sales per employee and cross-sale outcomes in a relatively short space of time. Since the start of the calendar year, I have visited and talked individually with more than 2,500 staff in branches, call centres, administration centres and business banking centres across every state and territory, as well as in New Zealand, Hong Kong, and the United Kingdom. During these visits I have also discussed service with a large number of customers. On these visits, I have found tremendous enthusiasm for the service and sales approach as it gives people a structured process by which to go about their work and engage our customers.

Turning next to our branches. As Australia’s most accessible bank, we are committed to keeping branch numbers at the current level of around 1,000. We refurbished 125 branches to a more modern and efficient layout and commenced a more rigorous queue management program. Throughout the course of Which new Bank, branches will be refurbished at over triple the run rate of refurbishment normally undertaken.

In terms of the systems that hold customer information, we have done a lot of work on developing a technology platform that will allow us to bring information from a number of separate systems together as one unified system. Each time a customer contacts us, we want them to have a consistent and valuable experience.

As a result of these initiatives, by the end of the financial year, we had already noticed significant improvement in the measures we use to assess service quality, namely:

• The external measure of customer relationship strength;

• Our internal service quality index, which has been in place for three full years, and

• The external reputation index measured from customer feedback.

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Turning now to our people. The success of Which new Bank hinges on the development of a strong performance culture, where:

• our people are empowered, motivated and skilled to make decisions to serve our customers better;

• they are keen to be recognised for delivering on results, and

• where they thrive on a strong sense of teamwork and collaboration with their peers.

In our first year, we invested almost three months in gathering feedback across the entire organisation, the result of which was changes to our performance review process and talent review system.

Importantly, the performance review process emphasises outcomes – the importance of what our people have achieved – and behaviours – how they have achieved those outcomes. Since sustainable high performance is only driven by the right behaviours, even if outcomes are met, behaviours can now have a significant effect on an overall performance rating.

The Commonwealth Bank has always had a strong commitment to staff training. However, as part of Which new Bank, we have doubled our normal training spend to ensure that our people are skilled and equipped to serve our customers better. We have also introduced new forms of reward and recognition, such as the CEO awards.

The annual CEO awards recognise staff across all operations for behaviours that are consistent with our new service and sales approach. At the first CEO awards in September, 11 winners were drawn from 77 finalists among 260 nominations. I’d now like to show you a brief video of the awards night that will show you what we are trying to achieve.

For meaningful cultural change to occur, it must start at the top. As a result, the Bank’s leadership team have radically changed their day to day activities. Most importantly, we have reorganised our time so that we all spend more time with customer serving staff and are dealing with customer service issues.

I’d now like to talk about the feedback we have received from staff about the Which new Bank program. The transformation we are going through is no easy task. But for a program of this challenge, we have achieved well in excess of our expectations in terms of the buy in from our people.

Since 1999, we have undertaken a staff survey using the independent international system run by the Gallup organisation. This survey helps us to track levels of staff engagement and we have improved our score every year since we started. Significantly, we improved this score in the first year of Which new Bank. Had there been a staff engagement issue, this score would have fallen. Results were particularly good in the branch network, where we have made very significant changes and asked a lot of our people. 84% of our staff participated in the survey, so these results are very encouraging.

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We have also taken care to collect extensive feedback from our people on how they feel about the Which new Bank initiatives, because if they are not seeing and embracing the changes occurring within the organisation, we won’t achieve the level of customer engagement we are seeking.

We are getting feedback through a number of channels, including:

• Regular Board and management visits to the branches, call centres, processing centres and international operations;

• Direct phone calls to staff to ask how they are going or to congratulate them on a job well done;

• The CEO mailbox, which is a way that all staff can contact me directly with their feedback;

• Regular staff surveys, and

• Regular retail banking forums conducted around the country.

From the feedback I have received, an overwhelming majority understand why we need Which new Bank, and feel well informed and positive about it. What pleases me most is that feedback is overwhelmingly about customer service and ideas for improving service.

Turning to our processes, we have done significant work during the year on streamlining our systems, such as our home loan system, so that the end to end process is covered by one process design. As a result, we have found significant improvements in turnaround times and improvements in the service quality index for a number of areas.

Interestingly however, the area where we are exceeding our own expectations is where our people are reinventing their processes themselves. Very simple techniques have yielded very significant results. Just to name a few, we have achieved turnaround improvements of:

• 70% in approving and installing EFTPOS facilities for merchants;

• 32% in approving applications for credit;

• 50% in approving and generating home loan offers, and

• 40% in cheque handling.

What has been most rewarding about process redesign and all of the Which new Bank activities is the level of staff interest in embedding continuous improvement within the organisation. This is because they realise that it makes their job easier and at the same time, more engaging. This is the only sustainable way of improving service and securing long term returns for you – our shareholders.

As the Chairman stated, we still anticipate meeting the targets for Which new Bank and achieving a significant increment in cash earnings this year in line with the outlook presented last August.

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Successful execution of the Which new Bank program will differentiate us from our competitors, putting our people at the heart of superior service. The way we do this is to exercise leadership around a single objective to excel in customer service. That in itself makes a big difference.

I want you to know that we are doing this because we want the Commonwealth Bank to be different, competitive and sustainable.

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EX-99.3

Chairman’s Responses to Written Shareholder Questions

2004 Annual General Meeting
5 November 2004

I would like to thank shareholders for responding to our invitation to submit questions ahead of the meeting. Over 920 shareholders responded, asking around 1,200 questions.

Executive remuneration

Several shareholders have submitted questions concerning executive remuneration, with some specifically referring to the remuneration of the Chief Executive Officer, David Murray. They asked how the remuneration was set, and what the performance hurdles were. There have also been questions about the remuneration of non-executive directors, which I will address later.

There is considerable detail in relation to remuneration provided in the Annual Report. This has been expanded significantly in the current report. A general description can be found in the Directors Report in the Concise Annual Report on pages 19-21 with further detail of the arrangements on pages 31-35. Further detail of the remuneration of the Bank’s executives and directors is set out in Note 5 to the accounts on pages 55 to 72. Because of the number of questions we have received on the subject, I will summarise briefly and refer you to the pages in the Annual Report I have mentioned for more detailed information.

Remuneration of the senior executives, including that of the CEO, is set on a competitive basis to attract, motivate and retain high calibre people. Independent external advice is obtained to assist the Remuneration Committee in framing its recommendations to the Board. The external adviser is engaged directly by the Remuneration Committee of the Board, independent of management. The Board considers the recommendations of the advisor and the Remuneration Committee and ultimately determines the remuneration. The Remuneration Committee consists only of non-Executive Directors. The Chief Executive Officer attends meetings by invitation but not when matters affecting him are discussed and decided. Consequently, he does not participate in setting his own salary or bonus entitlements, despite what you might read in the press about senior executives deciding what they will pay themselves.

The remuneration of executives, including the CEO, consists of three components, as described in the Annual Report:

Fixed salary, or base pay, which is calculated on a total cost basis including fringe benefits tax on any benefits received by the executive;

A short term incentive bonus, half of which is paid in cash and half in deferred shares. Fifty per cent of the deferred shares vest one year later and the balance a year after that. Generally, an executive has to remain in the employ of the Bank for two years after the bonus determination to receive the whole amount of the short term bonus;

The third component is an annual allocation of performance shares which only vest if performance targets are achieved. Vesting of these shares occurs only between the third and fifth anniversaries of the allocation. If the Total Shareholder Return on the third

anniversary date exceeds the median of that achieved by a comparator group of companies, shares will vest to the executive. During the two year vesting period if the Bank’s return for shareholders reaches the median, 50% of the allocated shares will vest. At the 67th percentile 75% of the shares will vest. If top quartile performance is achieved 100% of the allocated shares will vest. If Total Shareholder Return does not exceed the median on the third anniversary date but is exceeded in the two year period, 50% of the allocated shares will vest but not more than 50% will vest, the other 50% will lapse irrespective of the subsequent level of performance.

The ratio of incentives to base pay varies according to the level of the executive in the organisation. The ratio of remuneration at risk to base pay increases as one progresses up the levels in the organisation. The actual short term bonus paid depends upon the actual performance measured against key performance indicators as described in the Annual Report and which are agreed at the beginning of the year based upon the annual plan (or budget) established for the Bank. There is a rigorous process so that executives do not automatically receive their potential bonus but an amount related to how performance measures up against targets set a year earlier. This same process applies to the other executives in the Bank.

The value the executive derives from the long term incentive depends on the performance of the Bank in delivering value to shareholders. Unless shareholders do at least as well from investing in the Bank as they would from investing in the aggregate of the comparator group over the three to five year period none of the allocated shares will vest to the executive. This aligns the interest of the executive with that of the shareholders. The bias in the long term incentive against the short term incentive is to mitigate against short-termism in the approach to managing the Bank.

I have gone into some detail because of the interest displayed in the issue. As I have said, here is a lot more detail in the annual report. I believe there is considerable rigour in the system employed in the Bank.

I appreciate the concern that some shareholders have expressed about the size of contemporary remuneration packages for senior executives. It is in the interest of shareholders for the Board to ensure that our remuneration arrangements are competitive with what is being paid in the market. If we were to do otherwise we could not be in a position to recruit and retain high quality talent.

I hope that I have demonstrated that the Board takes its responsibilities in this area very seriously and that it has rigorous and transparent processes that tie actual payment and benefits to performance.

Directors fees

There were some questions raised in relation to the increase in the aggregate annual limit of directors’ fees. I will address these issues when we come to them on the agenda for the meeting.

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Why are so many senior staff resigning?

There has been some media comment, and questions have also been raised by several shareholders about some well reported departures from the Bank’s senior management ranks. Public attention became focussed on this issue when two senior executives of the Bank were headhunted to become the Chief Executive Officers of two other Australian banks approximately three years ago. Naturally, we would prefer not to lose people of this ability but, on the other hand, it says something about the quality of the bank’s management that, when other financial institutions are looking for people to lead their organisations, they target the Commonwealth Bank. We could regard it as kind of quality audit.

There have been some other departures, some of which have been for similar reasons. We have, by the way, also recruited some very good people from other banks. The important issue on which we believe we have to focus is the development of the people in the Bank so that they are able to take on increased responsibility, and the succession planning to ensure we have people ready and able to fill positions as they become vacant whether because of resignation, retirement or promotion. I believe that the only source of sustainable competitive advantage in a world of rapidly transferable technology resides in the people within an organisation.

This makes it imperative that there is an effective program of staff development and succession planning, including exposing managers and executives to different kinds of experiences so that they are better prepared to fill more senior roles as they develop in their careers. From the Bank’s viewpoint, this kind of development and the attendant evaluation more clearly identifies those likely to succeed in holding more senior roles and those less likely. It leads to a higher quality team. There is a downside in that the Bank probably becomes a larger target for poaching, but I believe the benefits of this kind of development and succession program far outweigh the costs.

The Bank has been putting considerable effort into this aspect of its operation and this focus is fully supported by your Board. I can assure you that David Murray, who himself is a very capable and talented executive, is currently supported by a very capable management team which, in my view, is as strong as it has ever been in the 19 years I have been on the Board of the Bank.

More women in director and senior executive roles

One of the questions which quite a number of shareholders raised is why there are not more women in senior executive positions and on the Board. The Commonwealth Bank is an equal opportunity employer, and the Board and management of the Bank take very seriously the need to attract, motivate and retain high quality executives. Our approach is merit based, and we choose those directors and executives who have the appropriate skills and experience for the role. We have two women on the Board who are excellent directors. They were not chosen because they are women but because of the experience and expertise they bring to the Board.

At the manager level, women now comprise almost one-third, at executive level, slightly over one-fifth and at senior executive level about 16%. Ten years ago, women

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represented only 2.6% and 1.1% of executive and senior executive appointments. So there has been substantial change and I would expect to see this continuing as more women have entered the professional and managerial ranks.

Customer service

We have received comments from a number of shareholders who are also Commonwealth Bank customers who were very pleased with the service they are receiving at their branch. Others wanted to know more about staff morale and customer service. Regular feedback from our people shows us that an overwhelming majority of staff understand why we need to transform the Bank. We have been surveying on a regular basis significant samples of staff across the Bank, since Which new Bank commenced, including managers and non-managers and those in customer and non-customer serving roles. Around eighty per cent of our people tell us that they feel informed and understand the need for Which new Bank. Two-thirds of those surveyed feel motivated and inspired to participate in the change, and those who indicate that they are taking action to support Which new Bank are doing so by providing improved customer service.

There will always be people with frustrations and concerns, particularly in the context of major transformation and change programs and we are addressing root causes through simplification, better technology, less bureaucracy and engaging our people.

In David’s speech he mentioned the many different ways in which senior executives have changed the way they go about their work.

Queues in branches

There was a number of questions relating to queue lengths in branches. As part of the Which new Bank program, we have developed and have been implementing a program to help with faster customer service. We have also developed a program for our branch managers, who now aim to spend 80% of their time in the customer serving area of the branch, helping to manage customer service and actively managing queue times. Over the last year we have reached some important milestones. Since June 2003, average teller queue times have reduced from around 2.5 minutes to around 1.5 minutes, and 97% of customers are served within 5 minutes (this number was 86% in June 2003). We have improved the matching of staff numbers to demand, so that more staff are available at peak times, and we have increased front line authorisations.

We realise that averages don’t tell the whole story and that some customers are there for longer than the average time, particularly during peak periods, but the branch managers are all involved in a program to reduce the time customers have to spend in queues. We realise that queue time is a major determinant of the way customers feel about service and I can assure you that management is seriously addressing this issue.

Investing in China/offshore

There were a few shareholders who wanted to know more about our investment in Jinan City Commercial Bank in China.

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The Commonwealth Bank has been represented in China for almost ten years through our Beijing Representative Office. Since that time, we have extended our presence and we now have a total of over $500 million invested in over 10 businesses in the Greater China market (i.e. including Hong Kong).

We undertook a comprehensive analysis of the specific opportunities in the retail banking market. The outcome was the proposed investment in Jinan City Commercial Bank as one of the avenues through which our strategy will be put into effect.

Jinan City Commercial Bank is one of the ten largest city commercial banks in China and is located in the capital city of Shandong Province. Jinan has a population of 6 million people and Shandong Province 98 million.

The Bank believes that investment in a city commercial bank represents a manageable entry strategy for the PRC banking sector. Our due diligence process, and subsequent meetings of the Board and senior management with both the Chinese company’s management and local government, has confirmed our belief in the quality of our relationship and the strength of both parties’ commitment to working together.

Shareholder discounts

A number of shareholders have asked why we do not offer shareholder discounts. This matter was also raised last year, and we advised shareholders at last year’s AGM that we believe shareholders are most appropriately compensated via the yield on their shares.

Shareholders, like customers, have different needs and it would be near impossible to design a shareholder benefits package, which would be of equal benefit to all our shareholders.

Services for older people

We understand the needs of our older customers – and they are quite diverse. Increasingly, they are using electronic and internet banking services (more than 65% of new customers over the age of 55 choose to use electronic banking). However, we also appreciate that there are some who value face to face banking services and we have committed to maintaining the largest branch network and we continue to offer passbook style banking accounts.

We offer our pensioner customers exemptions from Monthly Account Fees and additional over the counter access (two further free transactions).

Since 1996 we have held more than 2,000 information seminars for older persons, explaining how to use electronic banking.

The Bank provides large print brochures to assist our elderly customers and those customers with sight impairment.

We are also the major supporter of the COTA (Council of the Ageing) online learning centre, based in Sydney.

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Security (including internet security)

Some shareholders asked about security, in particular as it relates to internet transactions. There has been no successful hacking of our systems, but we have experienced in common with others, some identity fraud. No customer has experienced any losses as a result of any fraud.

The NetBank login screen contains detailed security information including precautions for our customers to take. NetBank call centres have rigorous ID processes, and if a customer cannot identify themselves, they must attend a branch. We also suggest that customers install virus protection and firewalls on home computers.

In relation to personal loans, applications are monitored to determine unusual applications. With credit cards we use the latest application fraud detection system, and we contact customers where activity is outside their normal spending patterns. The Bank works with the card schemes such as MasterCard, Visa and BankCard, and the industry, to develop best practice in card fraud prevention and detection.

Whilst all banks incur losses from fraud, however we do have appropriate controls and we benchmark our fraud losses against peers internationally to ensure that control systems are as effective as possible.

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EX-99.4

Commonwealth Bank of Australia
ACN 123 123 124

5 November 2004

The Manager
Company Announcements Platform
Australian Stock Exchange 20 Bridge Street SYDNEY NSW 2000

Dear Sir

Re: Commonwealth Bank of Australia Annual General Meeting

I confirm at today’s Annual General Meeting, that resolutions 2(a), 2(b), 3, 4 and 5 were passed and resolution 6 was lost. All resolutions were decided on a by way of poll.

Attached are details of proxies lodged in connection with the meeting and the results of the polls.

Yours sincerely

J D Hatton
Company Secretary

Commonwealth Bank of Australia

Annual General Meeting – 5 November 2004

										Vote at
Agenda		Total Valid				Proxies		Proxies		Proxies		Votes on		Votes on Poll		Votes on Poll
Item	Decision	Proxies		Proxies For		Against		Abstaining		Discretion		Poll For		Against		Abstaining
2 (a)	Passed on Poll		446,527,601		400,630,747		3,861 ,764		798,809		42,035,090		444,190,121		3,958,043		798,809
2(b)	Passed on Poll		443,501,575		395,682,818		5,752,826		3,824,835		42,065,931		439,272,453		5,847,315		3,824,835
3	Passed on Poll		429,353,667		327,837,110		75,959,650		2,910,351		25,556,907		352,381,490		76,911,615		2,910,351
4	Passed on Poll		430,128,516		259,018,424		145,727,220		2,348,062		25,382,872		283,342,248		146,728,761		2,348,062
5	Passed on Poll		446,424,929		376,673,835		26,667,410		902,009		43,083,684		420,444,936		27,587,780		902,009
6	Lost on Poll		437,866,843		46,870,224		349,814,137		9,433,743		41,182,482		47,401,210		392,052,080		9,433,743