Investor Presentaiton

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES Key risks (cont) Disputes: In the course of its operations, BOQ may be involved in disputes and possible litigation. There is a risk that any material or costly dispute or litigation could adversely affect the value of the assets or future financial performance of BOQ. BOQ was party to a number of actions in NSW courts commenced by former owners of OMBS. The claims included allegations of misleading and deceptive conduct by BOQ and BOQ was successful in defending those claims. As a franchisor, BOQ may be subject to similar claims in the future. On 22 December 2010, the Australian Securities and Investment Commission ("ASIC") lodged legal proceedings against parties including BOQ, arising out of the collapse of Storm Financial. One proceeding has been heard and BOQ is awaiting judgment. The proceedings are regulatory in nature. At this stage no estimate of any potential liability can be made. On 6 December 2012 a class action was commenced against BOQ, also arising out of the collapse of Storm Financial. BOQ's intention is to defend this action vigorously. At this stage no estimate of any potential liability can be made. Reputation: Reputation risk may arise through the actions of BOQ and adversely affect perceptions of BOQ held by the public, shareholders, regulators or rating agencies. These issues include appropriately dealing with potential conflicts of interests, legal and regulatory requirements, ethical issues, money laundering laws, trade sanctions legislation, privacy laws, information security policies and sales and trading practices. Damage to BOQ's reputation may have an adverse impact on BOQ's financial performance, capacity to source funding and liquidity, cost of sourcing funding and liquidity and by constraining business opportunities. Reduction in dividends: If the earnings and cash flows of BOQ are substantially reduced (for example, due to a decline in operating earnings or due to a large one-off or cumulative asset impairment or write-off), BOQ may not be in a position to pay dividends, which may in turn have an impact on the trading price of BOQ's shares. In addition, dividends declared by BOQ are subject to APRA regulation. Holders of ordinary shares rank behind holders of Convertible Preference Shares for payment of dividends. Failure to pay dividends on these preference shares may result in restrictions on the future payment of ordinary share dividends. Credit ratings: The credit ratings assigned to BOQ by rating agencies are based on an evaluation of a number of factors, including its financial strength. A credit rating downgrade could also be driven by the occurrence of one or more of the other risks discussed in this Presentation or by other events. If BOQ fails to maintain its current corporate credit ratings, this could adversely affect its cost of funds and related margins, liquidity, competitive position and access to capital markets. Acquisition risks Completion risk: There is a risk that the acquisition of Investec Bank (Australia) Limited (IBAL) may not complete due to a failure to satisfy a condition precedent in the sale and purchase agreement. The conditions precedent include a number of regulatory approvals including the approval of the Commonwealth Treasurer under the Financial Sector (Shareholdings) Act as well as other conditions. The entitlement offer is not contingent on the acquisition completing. If the acquisition does not complete, there is no guarantee that BOQ will seek to return that capital, even if it has excess capital as a result. Key employees: IBAL has a core management team with key experience in the markets in which IBAL operates and responsibility for some key client relationships. Failure to retain some of the core management team post acquisition may have a material adverse effect on BOQ's ability to deliver the expected benefits of the acquisition in the short to medium term. Reliance on information provided: BOQ undertook a due diligence process in respect of IBAL, which relied in part on the review of financial and other information provided by the vendors of IBAL. Despite making reasonable efforts, BOQ has not been able to verify the accuracy, reliability or completeness of all the information which was provided to it against independent data. Similarly, BOQ has prepared (and made assumptions in the preparation of) the financial information relating to IBAL on a stand-alone basis and also the financial information relating to BOQ post-acquisition included in this Presentation in reliance on limited financial information and other information provided by IBAL. BOQ is unable to verify the accuracy or completeness of all of that information. If any of the data or information provided to and relied upon by BOQ in its due diligence process and its preparation of this Presentation proves to be incomplete, incorrect, inaccurate or misleading, there is a risk that the actual financial position and performance of BOQ and the enlarged group may be materially different to the financial position and performance expected by BOQ and reflected in this Presentation. Investors should also note that there is no assurance that the due diligence conducted was conclusive and that all material issues and risks in respect of the acquisition have been identified. Therefore, there is a risk that unforeseen issues and risks may arise, which may also have a material adverse effect on BOQ. 35 IT'S POSSIBLE to LOVE A BANK BOQ

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