15.         On November  I I,  2015,  Westpac  filed with the  sEc  its Annual  Report on Form 20-F for the fiscal year ended September 30, 2015  (the "2015  20-F"). Attached to the 2015  20-F were  certificatious  pursuant to  the  Sarbanes-Oxley  Act of 2002  ("SOX")  signed by Defendants Hartzer and King attesting to  the  accuracy  of financial reporting,  the disclosure  of any material changes  to  the  Company's  intemal  control  over  financial  reporting  and  the  disclosure  of all ffraud.  17.         On  November  9,  2016,  Westpac  flled  with  the  SEC  its  Annual  Report  on  Form 20-F for the  fiscal  year ended September 30,  2016  (the "2016 20-F"). Attached to the 2016  20-F were  SOX  certifications  signed  by  Defendants  Hartzer  and  King  attesting  to  the  accuracy  of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud.  19.         On  November  8,  2017,  Westpac  filed  with  the  SEC  its  Annual  Report  on  Form 20-F  for the fiscal year ended September 30, 2017 (the "2017 20-F"). Attached to the 2017 20-F were  SOX  certifications  signed  by  Defendants  Hartzer  and  King  attesting  to  the  accuracy  of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud.  21.         On  November  7,  2018,  Westpac  filed with  the  SEC  its  Annual  Report  on  Form 20-F for the  fiscal  year ended  September 30,  2018  (the "2018  20-F").  Attached to the 2018  20-F were  SOX  certifications  signed  by  Defendants  Hartzer  and  King  attesting  to  the  accuracy  of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud.  23.         The  2018  20-F  stated  the  following  regarding  anti-money  laundering  regulation and related requirements: Westpac  has  a  Group-wide  program  to  manage  its  obligations  under  the  Anti- Money   Laundering   and   Counter-Terrorism   Financing   Act 2006   (Cth).    We continue to actively engage with the regulator, AUSTRAC, on our activities. Our     Anti-Money     Laundering     and     Counter-Terrorism     Financing     Policy (AML/CTF Policy) sets out how the Westpac Group complies with its  legislative obligations. The    AML/CTF    Policy    applies    to    all    business    divisions    and    employees ®ermanent,   temporary  and  third  party  providers)  working   in  Australia,  New Zealand and overseas. United States The USA PATRIOT Act of 2001  requires US financial institutions, including the US  branches  of foreign banks,  to  take  certain  steps  to  preveiit,  detect  and  report individuals   and   entities   involved   in   international   money   laundering   and   the financing  of  terrorism.   The  required  actions  include  verifying  the  identity  of financial    institutions    and    other    customers    and    counteaparties,    terminating correspondent accounts for foreign  `shell banks'  and obtaining information about the owners of foreign bank clients and the identity of the foreign bank's agent for service of process in the US. The anti-money laundering compliance requirements of  the  USA PATRIOT  Act   include   requirements  to   adopt  and  implement  an effective   anti-money   laundering   program,    report   suspicious   transactions   or activities,  and  implement  due  diligence  procedures  for  correspondent  and  other customer  accounts.  Westpac's  New  York  branch  and  Westpac  Capital  Markets LLC maintain an anti-money laundering compliance program designed to address US legal requirements. US  economic  and  trade  sanctions,  as  administered  by  the  Office  of  Foreign Assets Control (OFAC), prohibit or significantly restrict US  financial institutions, including the US branches and operations of foreign banks, and other US persons from  doing  business  with  certain  persons,  entities  and jurisdictions.  Westpac's New   York   branch   and   Westpac capital   Markets   LLC   maintain   compliance programs designed to comply with OFAC sanctions programs, and Westpac has a Group-wide program to ensure adequate compliance.  25.         On  November  6,  2019,  Westpac  filed  with  the  SEC  its  Annual  Report  on  Form 20-F for the fiscal year ended September 30, 2018  (the "2019 20-F"). Attached to the 2019 20-F were  SOX  certifications  signed  by  Defendants  Hartzer  and  King  attesting  to  the  accuracy  of financial reporting, the disclosure of any material changes to the Company's internal control over fiilancial reporting and the disclosure of all fraud.  38.         Plaintiff brings  this  action  as  a  class  action  pursuant  to  Federal  Rule  of Civil Procedure  23(a)  and  (b)(3)  on behalf of a class  consisting of all  persons  other than  defendants who  acquired  Westpac  securities  publicly  traded  on  NYSE  during  the  Class  Period,  and  who were  damaged thereby  (the  "Class").  Excluded  from the Class  are Defendants,  the  officers  and directors of Westpac, members of the Individual Defendants'  immediate families and their legal representatives,   heirs,   successors   or   assigns   and   any   entity   in   which   Officer   or   Director Defendants have or had a controlling interest.  39.         The  members  of  the  Class  are  so  numerous  that  joinder  of  all  members   is impracticable.  Throughout the Class Period,  Westpac  securities were actively traded on NYSE. While  the  exact  number  of Class  members  is  unknown  to  Plaintiff  at  this  time  and  can  be ascertained only through appropriate discovery, Plaintiff believes that there are hundreds, if not thousands of members in the proposed Class.  40.         Plaintiff's  claims  are  typical  of the  claims  of tlie  members  of the  Class  as  all members  of the  Class  are  similarly  affected  by  defendants'  wrongful  conduct  in  violation  of federal law that is complained of herein.  42.         Common  questions  of  law  and  fact  exist  as  to  all  members  of the  Class  and predominate  over  any  questions  solely  affecting  individual  members  of the  Class.  Among  the questions of law and fact common to the Class are: whether the Exchange Act were violated by Defendants' acts as alleged herein; whether statements made by Defendants to the investing public  during the  Class Period  misrepresented  material  facts  about  the  flnancial  condition  and  business ofwestpac; whether Defendants'  public  statements  to  the  investing  public  during  the  Class Period  omitted material facts necessary to make the  statements  made,  in  light of the circumstances under which they were made, not misleading; whether  the  Defendants  caused  Westpac  to  issue  false  and  misleading  fllings during the Class Period; whether Defendants acted knowingly or recklessly in issuing false filings; whether the prices of westpac securities during the Class Period were artificially inflated because of the Defendants' conduct complained of herein; and whether the members of the Class have sustained damages and, if so, what is the proper measure of damages.  44.        Plaintiff will  rely,  in  part,  upon  the  presumption  of reliance  established  by  the fraud-on-the-market doctrine in that: •            Westpac  shares  met  the  requirements  for  listing,  and  were  listed  and  actively traded on the NYSE, an efficient market; As a public issuer, Westpac filed periodic public reports; Westpac  regularly  communicated  with  public  investors  via  established  market communication   mechanisms,   including   through   the   regular   dissemination   of press  releases   via  major  newswire   services   and   through   other  wide-ranging public  disclosures,  such  as  communications  with  the  financial  press  and  other similar reporting services; Westpac's  securities  were  liquid  and  traded  with  moderate  to  heavy  volume during the Class Period; and Westpac  was  followed  by  a  number  of securities  analysts  employed  by  major brokerage  firms  who  wrote  reports  that  were  widely  distributed  and  publicly available.  45.         Based  on  the  foregoing,  the  market  for  Westpac  securities  promptly  digested current  information  regarding  Westpac  from  all  publicly  available  sources  and  reflected  such information in the prices of the shares, and Plaintiff and the members of the Class are entitled to a presumption of reliance upon the integrity of the market.  47.         Plaintiff repeats  and  realleges  each  and  every  allegation  contained  above  as  if fully set forth herein.  48.         This  Count  is  asserted  against  Defendants  is  based  upon  Section  loo  of the Exchange Act,15 U.S.C.  §  78j¢), and Rule  lob-5 promulgated thereunder by the SEC.  49.           During  the  Class  Period,  Defendants,  individually  and  in  concert,  directly  or indirectly,  dissemmated or approved the  false  statements  specified  above,  which they  knew or deliberately disregarded were misleadmg in that they contained misrepresentations and failed to disclose   material   facts   necessary   in   order   to   make   the   statements   made,   in   light   of  the circumstances under which they were made, not misleading.  50.         Defendants violated §10(b) of the  1934 Act and Rule  lob-5 in thatthey: employed devices, schemes and artifices to defraud; made untrue  statements of material  facts  or omitted to  state material facts necessary   in   order   to   make   the   statements   made,    in   light   of   the circumstances under which they were made, not misleading; or engaged in acts, practices and a course of business that operated as a fraud or  deceit  upon  plaintiff and  others  similarly  situated  in  connection  with their purchases of Westpac securities during the Class Period.  52.           Individual   Defendants,   who   are  the   senior  officers   and/or   directors   of  the Company,  had  actual  knowledge  of the  material  omissions  and/or  the  falsity  of the  material statements set forth above, and intended to deceive Plaintiff and the other members of the Class, or, in the alternative, acted with reckless disregard for the truth when they failed to ascertain and disclose the true  facts  in  the  statements  made by them or other Westpac personnel to members of the investing public, including Plaintiff and the Class.  53.         As   a   result   of  the   foregoing,   the   market   price   of  Westpac   securities   was artificially   inflated   during   the   Class   Period.   In   ignorance   of  the   falsity   of  Defendants' statements,  Plaintiff  and  the  other  members  of the  Class  relied  on  the  statements  described above and/or the integrity  of the market price  of Westpac  securities  during the  Class Period in purchasing Westpac  securities  at prices that were artificially inflated as  a result of Defendants' false and misleading statements.  55.          As  a result of the wrongful  conduct alleged herein, Plaintiff and other members of the Class have suffered damages in an amount to be established at trial.  56.         By reason  of the  foregoing,  Defendants  have violated  section  lo(b)  of the  l934 Act and Rule  lob-5 promulgated thereunder and are liable to the plaintiff aiid the other members of the  Class  for  substantial  damages  which  they  suffered  in  connection  with  their purchase  of Westpac securities during the Class Period. 57.         Plaintiff  repeats   and   realleges   each   and   every   allegation   contained   in   the foregoing paragraphs as if fully set forth herein.  58.         During  the  class  period,  the  Individual  Defendants  participated in  the  operation and  management  of Westpac,  and  conducted  and  participated,  directly  and  indirectly,  in  the conduct of Westpac's business affairs. Because  of their senior positions, they knew the adverse non-public  information about Westpac's  misstatement of revenue  and profit and false  financial statements.  59.         As   officers   and/or   directors   of  a   publicly   owned   company,   the   Individual Defendants   had   a   duty   to   disseminate   accurate   and   truthful   information   with   respect   to Westpac's  financial  condition  and  results  of operations,  and  to  correct  promptly  any  public statements issued by Westpac which had become materially false or misleading.  61.         By reason of the above conduct, the Individual  Defendants are  liable pursuant to Section 20(a) of the Exchange Act for the violations committed by Westpac. pRAyER FOR RELlnF WHEREFORE,  plaintiff,  on behalf of hiinself and the  Class,  prays  for judgment and relief as  follows: (a)         declaring  this  action  to  be  a  proper  class  action,  designating  plaintiff as  Lead Plaintiff and certifying plaintiff as  a class representative under Rule 23  of the Federal Rules  of Civil Procedure and designating plaintiff s counsel as Lead Counsel; (b)         awarding damages  in  favor of plaintiff and the  other class  members  against  all defendants, jointly and severally, together with interest thereon; awarding  plaintiff and  the  Class  reasonable  costs  and  expenses  incurred  in  this  action, including counsel fees and expert fees; and (d)         awarding plaintiff and other members of the class such other and further relief as the Court may deem just and proper. For Violations of Section loo) And Rule lob-5 Promulgated Thereunder Against All Defendants  Materially False and Misleading Statements Issued During the Class Period  Violations of Section 20(a) of the Exchange Act Against the Individual Defendants 