Caltex

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Caltex / 2014 Annual REPORT

Corporate Governance Statement

The Board is committed to conducting the business and operations of Caltex Australia Limited and its group companies (Caltex) in accordance with high standards of corporate governance, and in the best interests of our shareholders.
The Corporate Governance Statement provides information about the Caltex Group’s corporate governance practices for 2014, including compliance with the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations for the year ended 31 December 2014 and as at the date of this Annual Report.
A graphical representation of Caltex’s Corporate Governance Framework (CG Framework) is set out below.
Delegation

MD & CEO

Board

Independent Advice
• Independent legal or other professional advice

Audit Committee
• Audit Committee Charter

OHS & Environmental Risk Committee
• OHS & Environmental Risk Charter

Oversight through reporting • External auditors
External Auditor Policy
• Internal Audit

• Board Charter
• Board Tenure Policy
• Board Composition, Appointment,
Induction & Election
• Charter of Director Independence
• Delegation of Authority
• Performance Evaluation Process
• Policy for Transactions with Chevron
• Risk Management Summary
• Continuous Disclosure Policy
• Securities Trading Policy
• Shareholder Communications Policy
• Code of Conduct
• Diversity and Inclusion Policy

Human Resources Committee
• Human Resources Committee Charter

Delegation

Accountability
Accountability

Assurance

Delegation

4

Caltex Leadership
Team
(CLT)

Nomination Committee
• Nomination Committee Charter

The CG Framework is regularly reviewed and updated in response to changes in Caltex’s business, Australian corporate governance practice and the law.

1. The Board
1.1 Role of the Board
The Board…...

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