Each year, Woolworths Group releases a Corporate Governance Statement that lays out the governance framework adopted by the Board and details its work over the past financial year.

Download the 2023 Corporate Governance Statement

The Woolworths Group Constitution outlines the rules and principles governing our business.

The current Constitution was proposed and adopted by shareholders at the Annual General Meeting (AGM) on 16 November 2007. It was later amended following the 2009 AGM, the 2010 AGM, the 2017 AGM and the 2019 AGM.

• Woolworths Group Constitution

The Board Charter sets out the role, structure, and processes of the Woolworths Group Board or Directors.

It outlines their powers, their responsibilities, and how they can best represent the interests of our shareholders, while regarding international best practice and applicable laws.

• Woolworths Group Board Charter

• Audit & Finance Committee Charter
• Nomination Committee Charter
• People Committee Charter
• Risk Committee Charter
• Sustainability Committee Charter

The Board of Directors act on behalf of the shareholders in supervising the Company and in upholding good corporate governance. The Group Executive Committee is responsible for management decisions and operations.

Further information on the role and composition of the Board of Directors and of the Group Executive Committee can be found below:

• Find out more about our Board of Directors
• Find out more about our Group Executive Committee
  

Woolworths Group has a range of policies that define its committment to good corporate governance and responsible business practices. Further information on the Group's policies can be found below:

• Code of Conduct
• Continuous Disclosure Policy
• Securities Trading Policy
• Inclusion and Belonging Policy
• Safety, Health & Wellbeing Policy
• Speak Up/Whistleblower Policy
• Fraud, Anti-Bribery & Corruption Policy
• Supplier Trading Terms
• Small Supplier Payment Policy

Climate Governance

The Woolworths Group Board is responsible for reviewing, appraising and approving the Group's sustainability-related strategies, targets and material investments to manage actual or potential impacts and opportunities on the Group.

The Board does so based on recommendations from the Board Sustainability Committee (SUSCO). The committee reviews and monitors performance against the Woolworths Group Sustainability Plan 2025, and related strategies, including climate and nature. It oversees the effectiveness of the Group's framework and policies and provides external perspectives on matters within the investment landscape. The CEO and Group Executive Committee, including the Chief Sustainability Officer, have accountability for implementing our sustainability-related strategies and report progress to the Sustainability Committee three times a year.

The Group Sustainability platform inlcudes a dedicated general manager responsible for our climate and nature strategies supported by robust processes for measuring and tracking progress.  

Benefits Governance

The Board may invite Eligible Employees to participate in a grant of Rights, Options, and/or Restricted Shares. 

• Equity Incentive Plan Rules

Team Members

Our team is a top priority at Woolworths Group. This is why we strive to create a supportive environment that ensures everyone can feel valued, respected and have the opportunity to thrive. 

As part of this commitment, our Team Member Speak Up service offers an independent avenue (external to Woolworths Group) where you can confidentially raise matters if you ever feel that a concern you have can’t be dealt with internally.  

To raise a team member concern online, please go to the Speak Up website.

Or via the following toll free phone numbers:

• Australia - 1800 334 319
• New Zealand - 0800 393 76736

To review our Speak Up policy in English, please click here.

Suppliers

At Woolworths, we are committed to open and positive relationships with all of our suppliers. 

We recognise, however, that a situation may arise where a supplier feels an important concern can’t be dealt with directly with us, and where the supplier would prefer to use an independent and confidential avenue for raising the concern. We have created the Supplier Speak Up Service for this purpose.

Suppliers (or their workers) can contact Supplier Speak Up online or by the toll-free numbers below. If required, interpreters are available in other languages in addition to those countries listed below.

To raise a supplier concern online, please go to the Speak Up website.

Or via the following toll free phone numbers:

• Australia (Suppliers) - 1800 772 173 (Supplier Speak Up Policy - English)
• New Zealand - 0800 393 76736 (Supplier Speak Up Policy - English)
• Grocery Code of Conduct - 1800 4GROCERY (1800 447 623)
• China (Hong Kong) - 800 969 643 
• Thailand - 1800 012 655
• Bangladesh - 0800-0000333
• India - 000 800 0501 474
• Malaysia - 1800 81 0010
• Philippines - 1800 1 322 0463
• International - +61 2 8522 9508 (Note: international call charges apply)