The Qantas Board has today released a report following a review of key governance matters.
The review, which commenced in October 2023 and considered matters over the preceding 12 months, scrutinised the decision-making and governance processes of the Board that led to the loss of trust amongst stakeholders.
The review involved external and internal input on several separate key governance matters identified by the Board. The Board appointed experienced business adviser Tom Saar to review these matters and present areas of improvement to the Board.
The review found that mistakes were made by the Board and management which contributed to the Group's significant reputational and customer service issues. There were no findings of deliberate wrongdoing.
The Board, led by Chairman Richard Goyder and Chairman Elect John Mullen, and the management team have committed to implementing actions to address all 32 recommendations in the report, with many actions already completed or underway. These include:
- Changes implemented to increase more detailed reporting to the Board on customer metrics, employee engagement and key stakeholder relations.
- Amendments made to the Group's remuneration framework.
- Tightened protocols for the approval of share trading by the Group CEO and senior management.
- Enhanced Board consultation and approval required for involvement in significant stakeholder and community issues.
These actions are in addition to organisational changes, including the appointment of two new Independent Non-Executive Directors and the commencement of a transition to a new Chairman and senior management renewal with the early commencement of a new Group Chief Executive Officer.
Update on Board renewal
Qantas Chairman Richard Goyder announced in October 2023 that he would retire prior to the Annual General Meeting (AGM) in October 2024.
Mr Goyder has confirmed that his last day with Qantas as Chairman and Non-Executive Director will be Monday 16 September 2024.
John Mullen, who joined the Board in April this year and has been Chairman Elect, will then assume the role of Chairman. Mr Mullen's position on the Board will be put to a shareholder vote at the AGM.
Comments
Qantas Chairman Elect John Mullen said the review provides clear direction for the Board and management to build a better, stronger Qantas and restore pride in the national carrier.
"It's important that the Board understands what went wrong and learns from the mistakes of the past as it's clear that we let Australians down," Mr Mullen said.
"As the national carrier it is our duty to make sure we always act in the best interest of stakeholders and hold ourselves to the highest level of accountability.
"Vanessa and her new management team have made positive progress towards delivering better outcomes for customers and employees, but there is still a significant amount of work to be done to rebuild the trust of all stakeholders.
"The implementation of the recommendations in the report will result in stronger governance and better decision-making within Qantas and ultimately better outcomes for our stakeholders. I'd like to thank Tom Saar for his work on the review.
"On behalf of the Board, I'd like to recognise the contribution that Richard has made during almost six years as Chairman of the Qantas Board, particularly guiding the airline through the unprecedented challenges faced during the pandemic."
Independent business advisor Tom Saar said: "The task set by the Qantas Board in bringing together the elements of the Governance Review was instigated with a genuine desire to improve the Group and ensure the mistakes of the past led to lessons learned and improved governance.
"Many of the actions taken by Qantas in response to the recommendations are complete or well underway.
While some of the recommendations will take some time to embed across the organisation, if the current momentum is maintained, my expectation is that tangible benefits will occur within a short period."
