The Qantas Board of Directors is responsible for ensuring that Qantas has an appropriate corporate governance structure to ensure the creation, protection and enhancement of shareholder value. This requires that appropriate accountability and control systems are in place.
The Board endorses each of the Australian Securities Exchange (ASX) Corporate Governance Council's Corporate Governance Principles and Recommendations, 2nd Edition (ASX Principles). In response to the ASX Principles, Qantas publicly discloses each of its corporate governance tools. This Corporate Governance section exemplifies Qantas' commitment to corporate governance.
At Qantas, the Board maintains, and ensures that Qantas management maintains, the highest level of corporate ethics. As such, the various charters and policies located under this Corporate Governance section will be reviewed, and where necessary, updated, on a regular basis.
The Qantas Constitution is Qantas' key governance document. The Board must ensure that it and Qantas complies at all times with the provisions of the Constitution.
The Qantas Sale Act requires the Constitution to contain specific provisions designed to protect Qantas' position as an Australian designated airline.
Corporate Governance Statement
The Board adopts a Corporate Governance Statement annually.
Qantas' Executive Remuneration Philosophy
The Board also adopts an Executive Remuneration Philosophy. Qantas' 2012 Executive Remuneration Philosophy was adopted by the Board in September 2012. It is included in the Directors' Report section of the 2012 Annual Report.
The Qantas Board
The Board comprises a majority of independent Non-Executive Directors who, together with the Executive Directors, have extensive commercial experience and bring independence, accountability and judgement to the Board's deliberations to ensure maximum benefit to stakeholders including shareholders, customers, suppliers, employees, government regulators and members of the community where Qantas operates.
Board Committee Members
- Audit Committee: Garry Hounsell (Chairman), Patricia Cross, Paul Rayner and Barbara Ward
- Nominations Committee: Leigh Clifford (Chairman), Patricia Cross, Richard Goodmanson and Garry Hounsell
- Remuneration Committee: Patricia Cross (Chairman) and Paul Rayner
- Safety, Health, Environment and Security Committee: Richard Goodmanson (Chairman), Alan Joyce, Peter Cosgrove, William Meaney and Barbara Ward
Board Committee Charters
The Board adopted its Board Charter on 1 September 2003 and it was last revised on 22 August 2012.
Committees are responsible for considering detailed issues and making recommendations to the Board. The Board has approved charters for each Committee:
- Audit Committee Charter
- Nominations Committee Charter
- Remuneration Committee Charter
- Safety, Health, Environment and Security Committee Charter
Qantas Group Business Practices Document
The Qantas Group is committed to complying with all applicable laws and regulations, and to conducting business with the highest levels of ethics and integrity. The Qantas Group Business Practices Document provides an overview of Qantas' values and business practices and highlights the standards to be upheld by all employees, including in relation to Continuous Disclosure, Employee Share Trading, Risk Management, Safety, Whistleblower Protection and Stakeholder Communications.
Qantas Diversity Statement
The Qantas Group is committed to promoting diversity in its workforce. The Qantas Diversity Statement provides an overview of Qantas' diversity-related initiatives and practices as they relate to Recruitment and Selection, Talent and Inclusion and Flexible Work Arrangements.
The following Corporate Governance related material is also available through the Investors section:
- Announcements made to the Australian Securities Exchange by Qantas
- Shareholder Information
- Annual Reports
- Annual General Meeting