Cherrie Lowe
Group secretary

corporate governance

commitment statement

The group subscribes to the highest level of corporate governance and is committed to the establishment and maintenance of effective structures, policies and practices that improve corporate governance and create sustainable value for our shareholders and other stakeholders.

To support the board and management in embedding governance principles and practices throughout the group, there is a corporate governance department which has a team with skills in specialist areas including risk management, internal audit, legal and company secretarial.

The board is of the opinion that the group currently complies with all significant requirements incorporated in the Code of Corporate Practices and Conduct as set out in the second King Report and the JSE Listings Requirements. Details of our compliance are set out in this report.

Governance in Woolworths goes significantly beyond compliance and the implementation of effective practices throughout the group has resulted in a more effective and sustainable business.

corporate governance

There is an ongoing process to review and improve our corporate governance practices, by benchmarking against local and international best practice. New practices are implemented with an added view of enhancing value and improving business practice.

During the year our corporate governance practices were improved by:

  • Implementation of a formal measurement system to enable the board to assess the group’s progress in achieving its Good business journey targets;
  • an independent external assessment of our information technology governance processes against a best practice framework, the outcomes of which will be used to enhance our current processes;
  • implementing a new conflicts of interest policy;
  • implementing a formal process for complaints relating to accounting and/or internal audit matters in terms of the requirements of the Corporate Laws Amendment Act, (No. 24 of 2006); and
  • establishing a Woolworths employee share ownership trust, to oversee the interests of the beneficiaries of our employee share ownership scheme.

We are pleased that the group’s commitment to governance has been recognised externally as follows:

  • We were winner of the “International responsible retailer of the year” at the World Retail Congress in Barcelona, Spain, which was judged by the world’s most respected retailers and industry experts;
  • we were listed in the medium impact category of the JSE’s Social Responsibility Index;
  • we achieved an “Excellent” rating in the Ernst & Young survey of annual reports of the top 100 companies for the fourth successive year; and
  • we achieved 14th position in the Financial Mail’s 2008 Top Companies survey.