Corporate Governance and Ethics - Woolworth Groups

This report examines the various questions mainly with respect to the Woolworth Groups such its annual report as well as the remuneration reports. It also entails information regarding the remuneration policy of the company along with its relationship between remuneration and board performance. Further the other question ascertains the stakeholder and details as to how their interests are impacted.

Corporate Governance
and Ethics

Contents
INTRODUCTION...........................................................................................................................3
TASK 1: Board Committee.............................................................................................................3
1.Examine the annual report and inclusive remuneration report of Woolworth Groups.......3
2.Describe the various board committees...............................................................................3
3.Explain the company’s remuneration policy. Clarify the relationship between remuneration
and board performance and how it is aligned to the creation of value for shareholders........4
TASK 2: Shareholder & Stakeholder..............................................................................................4
1.Examine the annual report and sustainability report of Woolworth Groups.......................4
2.Identify various stakeholders and discuss how their interests might impact on the selected
company.................................................................................................................................5
3.What considerations would you recommend the board of directors to take with these
stakeholders............................................................................................................................5
CONCLUSION................................................................................................................................6
REFERENCES................................................................................................................................7

INTRODUCTION
Corporate governance is a set of rules, measures as well as the various practices which helps
in detailing the fact as to how the company needs to be controlled and directed. Primarily it takes
care of the balancing of firm’s individuals such as their shareholders, financiers, suppliers,
stakeholders, customers, etc. moreover, by the way of outlining of corporate governance the
effective attainment of the company’s objectives can also be ensured. It also aids in
encompassing the each and every domain of the management starting from action plans to
internal controls (Ajili & Bouri, (2018)). The following report is going to examine the various
questions mainly with respect to the Woolworth Groups such its annual report as well as the
remuneration reports. It also entails information regarding the remuneration policy of the
company along with its relationship between remuneration and board performance. Further the
other question ascertains the stakeholder and details as to how their interests are impacted.
TASK 1: Board Committee
1.Examine the annual report and inclusive remuneration report of Woolworth Groups.
The board of directors of the company reviews that remuneration framework is very import
and it has successfully identified the opportunities for strengthening the performance measure for
simplifying the objectives and to comply with the requirements of the company and to satisfy the
directors and the committee members. The disruption of Covid – 19 has causes the firm and
announced the investment of the launch of healthy Life and Pet Culture. The transition of
remuneration arrangements of the executives and give the growth of the shareholders’ value in
the organisation. It helps in delivering the value to the shareholders and helps in creating more
experience for making the future of the company better (Argento and et.al. (2019)).
2.Describe the various board committees.
1. Remuneration Committee: The committee is formed for the managing the terms and
conditions for the appoin5tment for the director’s remuneration. It is based on the
recommended that the company has made the policy of paying it, through the package of
remuneration in terms of salary, benefit, commission, perquisites and many more.

2. Audit Committee: This committee is gives the oversight o0f the financial statement and
finds the integrity of the company. It is formed for the reporting of the monetary
documents internally, that the reporting done in accurate or not. It performance of the
audit function is registered and the legal and regulatory requirements should be complied
with the company’s performance.
3. Risk Committee: It haves a three independent non – executive directors also the financial
director and chief executive. The monitoring of the risk policy and the implement of the
plans and polices are widely used for the risk management systems which incurred the
prices of strategy, ethics, compliance, operations, reporting and sustainability (Ingersoll
and et.al. (2019)).
3.Explain the company’s remuneration policy. Clarify the relationship between remuneration and
board performance and how it is aligned to the creation of value for shareholders.
The shareholders of the organisation have a pool of $4000000 approved by the
shareholders of the organisation which was approved in the AGM on 18 Nov 2010. Total amount
of board and committee fees is paid during the financial year 2021 which were $3208114.
Non- Executive Directors of the company will not receive any variable pay and Executive
directors have not paid any directors’ fees.
Non-Executive Director will hold a minimum number of shareholders aligned to the other
shareholders. The minimum shareholding requirement is explained as below:
 For a chair member it is 200% of the annual chair fee.
 Non- Executive Director will get 100% of the annual base fee within a period of starting
3 years from the appointment.
At the end of the year all the Non- Executive Directors will be checked with the
shareholdings and current shareholdings of the directors (Jones & Mandell, (2020)).
TASK 2: Shareholder & Stakeholder
1.Examine the annual report and sustainability report of Woolworth Groups.
According to the sustainability report, it can be seen that the Non-Managerial average
salary for females have decreased from the last year from 97.89% to 96.64% in the year 2021. In

comparison the male average salary has increased from 102.68% in the year 2020 to 104.29% in
the year 2021. In Comparison with the Managerial Male and Female the change is insignificant.
From the report it can be seen the number of female employees are more as compared to the
male employees.
From the annual report it can be seen that total net assets employed have reduced from
25162 in the year 2020 to 16008 in the year 2021. Total Equity of the organisation have also
reduced from the year 2020 in the year 2021 which means that the organisation is has reduced
the equity from the business funds.
2.Identify various stakeholders and discuss how their interests might impact on the selected
company.
The various stakeholders in the Woolworth along with their impact can be explained below:
 Customers: Customer are the actual stakeholders of the Woolworth group as their need
will decide the quality of services of product and services they offered in the market.
 Employees: They have the direct stake in the business of Woolworth as they provide their
input in the business and against this they receive salary from the business. Not only this
the other non-monetary benefits they get depending upon the nature of business they are
working.
 Investors: The investors of the Woolworth group include both the shareholders and
debenture holders. Shareholders will invest in the business against the risk they have
made in them and debtholders will provide loan to the business and against that they will
receive interest over the tenure of such debentures (Secinaro and et.al. (2020)).
 Suppliers and vendors: The suppliers and vendors provide goods and services to the
Woolworth group that works as an input for them and after processing such raw material
the final product will be prepared. They play the major part in operation of their business
as they are connected with operations of the entity.
3.What considerations would you recommend the board of directors to take with these
stakeholders.
The recommendation that would be suggested to the board of directors has been explained
below:

 They hold around 1453 store across the globe for selling their products and services and
this figure need to be enhanced because the product sales has been made not only
dependent upon offline store but also from online market. Hence they need to focus on
online market and their sales too in the changing environment.
 They are majorly source their business on the basis of issue of debt, hence it is
recommended to the business that the balance must be maintained between equity and
debt in order to reduce the risk they may get into in their business.
 They are holding almost 45000 people in their business as an employee working on
different position in the group, the recommendation could be that the needs of such
employees must be fulfilled in timely basis as they play the vital role their success and
failure. Timely monetary benefits must be provided to them so that they can trust the
organisation for the longer period.
CONCLUSION
From the above report, it could be asserted that determining of various committees and their
reports are very crucial for the company. It helps in analysing and making the decisions faster.
The stakeholders of the company are very crucial in determining the stakeholder’s value and
helps in creating a better future for the business entity.

REFERENCES
Books and Journals
Ajili, H., & Bouri, A. (2018). Assessing the moderating effect of Shariah Board on the
relationship between financial performance and accounting disclosure. Managerial
Finance.
Argento, D. and et.al. (2019). Sustainability disclosures of hybrid organizations: Swedish state-
owned enterprises. Meditari Accountancy Research.
Ingersoll, A. R. and et.al. (2019). Power, status and expectations: How narcissism manifests
among women CEOs. Journal of Business Ethics, 158(4), 893-907.
Jones, D. R., & Mandell, D. S. (2020). To address racial disparities in autism research, we must
think globally, act locally. Autism, 24(7), 1587-1589.
Secinaro, S. and et.al. (2020). Impact of climate change mitigation policies on corporate financial
performance: Evidence‐based on European publicly listed firms. Corporate Social
Responsibility and Environmental Management, 27(6), 2491-2501.