Governance

Good corporate governance is central to the Woolworths Group's approach to enhance long-term shareholder value. The Woolworths Group Board and management are committed to policies and practices that meet high levels of disclosure and compliance.

The Woolworths Group has followed each of the recommendations of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations throughout the reporting period. Further details are set out in the Corporate Governance Statement, which is available on the Woolworths Group website: www.woolworthsgroup.com.au

The members of the board of directors are set out below. Further information about their skills and experience is set out on the the Board skills and experience and Board of Directors pages.

Left to right: Holly Kramer, Kathee Tesija, Richard Dammery (Chief Legal Officer and Company Secretary), Gordon Cairns (Chairman), Jillian Broadbent, Michael Ullmer, Brad Banducci (CEO), Siobhan McKenna and Scott Perkins.

	MEMBER OF:
DIRECTOR	BOARD	AUDIT, RISK, MANAGEMENT & COMPLIANCE COMMITTEE	PEOPLE PERFORMANCE COMMITTEE	SUSTAINABILITY COMMITTEE	NOMINATION COMMITTEE
Gordon Cairns
Brad Banducci		–	–	–	–
Jillian Broadbent			–
Holly Kramer		–
Siobhan McKenna				–
Scott Perkins
Kathee Tesija		–	–	–
Michael Ullmer			–

Chairman of board/committee.
Member of board/committee.

Board Skills and Experience

The board's diverse range of skills, experience and backgrounds supports the effective governance and robust decision-making of the Group. The board has determined that collectively its directors have extensive experience across the key desired areas listed below.

An assessment of the optimum mix of these skills and experience takes place regularly, taking into account the strategic positioning of the Group. Following its most recent review, the board identified that access to greater specialist operating experience in digital, data and technology, and regulatory and public policy would complement the functioning of the board and the Group's strategic focus in those areas.

SKILL/ EXPERIENCE	SUMMARY	COMBINED
Retail Markets	Retail knowledge and experience of customer‑led transformation in the food, drinks or general merchandise sectors.
Governance	Experience and a commitment to exceptional corporate governance standards.
Strategy	Experience defining strategic objectives, assessing business plans and driving execution in large, complex organisations.
Corporate Responsibility, Health & Safety	Commitment to social responsibility and sustainability initiatives and experience monitoring programs for proactive management of workplace safety, mental health and physical wellbeing.
Digital, Data and Technology	Expertise and experience in adopting new technologies or implementing technology projects, digital disruption, leveraging digital technologies or understanding the use of data and data analytics.
Financial Acumen	Understand financial drivers of the business, and experience implementing or overseeing financial accounting, reporting and internal controls.
People and Culture	Experience monitoring a company’s culture, overseeing people management and succession planning, and setting remuneration frameworks.
Regulatory and Public Policy	Expertise indentifying and managing legal, regulatory, public policy and corporate affairs issues.
Risk Management	Experience anticipating and identifying key risks to the organisation and monitoring the effectiveness of risk management frameworks and controls.

LEGEND	Extensive Moderate Low