Director's Independence
The Board has adopted a Policy on Independence of Directors, the purpose of which is to:
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describe how the Board will assess the independence of each Director;
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identify the information that will be collected from each Director to make the assessment of independence; and
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outline the disclosure to shareholders of the assessment of each Director's independence, including the disclosure of any relationships and associations that may be perceived to affect the independence or objectivity of a Director.
The policy provides that the independence of a Woodside Director will be assessed with reference to whether the Director is not a member of management and is free of any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the independent exercise of their judgement. Click here for a copy of the Policy on Independence of Directors.
For information on the independence status of Woodside Directors refer to the Corporate Governance Statement of the 2007 Annual Report.
Access to independent advice
To assist Directors in making informed and independent judgments the Directors are entitled to obtain independent legal, accounting or other professional advice at Woodside's expense.
Conflicts of Interest
The Board has approved Conflict of Interest Guidelines which apply if there is, or may be, a conflict between the personal or other interests of a Director and the business of Woodside.
A Director with an actual or potential conflict of interest in relation to a matter before the Board does not receive the Board papers relating to that matter and when the matter comes before the Board for discussion, the Director withdraws from the meeting for the period the matter is considered and takes no part in the discussions or decision-making process.
Minutes reporting on matters in which a Director is considered to have a conflict of interest are not provided to that Director.However, the Director is given notice of the broad nature of the matter for discussion and is updated in general terms on the progress of the matter.