Our Corporate Governance Framework

Downer’s governance framework sets clear expectations and accountability:

• The Board is accountable to shareholders for the Company’s operations, performance, and growth.
• Downer Management is accountable to the Board.
• Business risks are identified, assessed, and actively managed.
• We maintain transparent communication with shareholders and the investment community.

Constitution

Our current Constitution, approved by shareholders on 3 November 2010, sets the foundation for how Downer operates.

View our constitution

Corporate Governance Statement

We are committed to meeting the ASX Corporate Governance Council’s Principles and Recommendations.

View the Corporate Governance Statement

Board and Committees

The Board is responsible for providing strategic guidance and protecting and promoting the interests of the Company.

The Board Charter sets out the functions and responsibilities of the Board and the principles for the operation of the Board. It also describes the functions delegated to management.

The Board Committees assist the Board to carry out its responsibilities.

Details of the roles and responsibilities of each Board Committee are set out in their respective charters:

• Audit and Risk Committee Charter 
• Nomination and Corporate Governance Committee Charter
• People and Culture Committee Charter 
• Zero Harm Committee Charter

Board Policies

The board regularly reviews and assesses Downer’s governance structures and processes to identify opportunities for enhancements and to ensure they reflect Downer’ operation and culture.

View our policies