Corporate governance

We believe that adopting and operating in accordance with high standards of corporate governance is essential for sustainable long-term performance and value creation.

On this page

We believe that adopting and operating in accordance with high standards of corporate governance is essential for sustainable long-term performance and value creation

Our approach

Our approach1

Our approach to sustainability is incorporated in our Woodside Management System including our policies, procedures, Our Values and Code of Conduct.

Our Values underpin our mission, vision and strategic direction and are core to our governance framework. Woodside is committed to a high level of corporate governance and fostering a culture that values ethical behaviour, integrity and respect.

Our performance

Our performance2

Our Board has oversight of our management and business activities. The Sustainability Committee (Committee) assists the Board to meet its oversight responsibilities in relation to our sustainability-related policies, strategies, risk management, reporting and practices. The Committee also monitors our compliance with relevant laws, regulations and accounting standards in respect of these matters.

The Committee reviews, and makes recommendations to the Board on, our policies, performance and reporting in relation to sustainability-related topics. It also oversees the annual publication of the Reconciliation Action Plan Report and Modern Slavery Statement.

As at 31 December 2025, the Committee comprised eight independent, non-executive directors. Details of the Committee’s key activities in 2025 are provided in the Corporate governance Statement.

The Nominations and Governance Committee assists the Board in discharging its responsibilities on matters relating to our corporate governance policies and practices. These principles and practices are reviewed regularly and revised as appropriate to reflect changes in law and developments in corporate governance. The Chair of the Board also chairs the Nominations and Governance Committee and all non-executive directors are currently members.

Business ethics

Business ethics

At Woodside, we live Our Values. The Code of Conduct and Working Respectfully Policy underpin our ethical business practices, decision-making and work related interactions. We support those who speak up about behaviours that fall short of expected standards and follow a process of assessment and investigation to address allegations of misconduct. Please see our People and Culture page for more on our Working Respectfully approach.

Everyone who works for Woodside, including directors, officers, executives, managers, supervisors, employees, contractors and service providers, wherever they are located, must comply with the Code of Conduct, as well as all applicable laws.

Woodside is committed to a safe, inclusive, and respectful working environment. Code of Conduct training is reviewed each year and contains relevant content and case examples to illustrate expected standards of behaviour and the pathways for personnel to speak up.

Woodside personnel (employees, third party contractors and service providers who access Woodside sites or information technology systems) must complete mandatory training on the Code of Conduct every year. Personnel joining Woodside must also complete training on the Code of Conduct as part of their onboarding

Privacy

Privacy

Woodside is committed to recognising and respecting the privacy of our employees and stakeholders. Woodside implements a privacy program to ensure that we handle all personal information in line with applicable privacy regulations.

Speaking up for a better Woodside

Speaking up for a better Woodside

At Woodside, we understand that encouraging all stakeholders to speak up about misconduct supports our detection activities, and our response informs future prevention activities. The Code of Conduct sets out the various ways that personnel can report suspected misconduct. EthicsPoint, our independent whistleblower reporting service, has multi-language and multi-jurisdiction capability and online functionality. Other channels are available, including speaking to human resources team members, line managers or leaders, or a member of the Ethics & Compliance team.

Woodside’s Whistleblower Policy also sets out how people can make protected whistleblower reports under Australian whistleblower laws. Woodside personnel identified as eligible recipients under Australian whistleblower laws are trained in the rights of whistleblowers and their obligations as recipients of protected reports.

All allegations, however reported, are assessed and, where appropriate, investigated under the internal investigation framework, overseen by an investigations steering group. Woodside personnel leading assessments and investigations have received training in trauma informed investigation principles to support personnel who speak up about misconduct and those who participate in the investigation process.

Disciplinary actions, up to and including termination of employment or engagement, may be taken when allegations are substantiated. The Audit & Risk Committee receives a six-monthly update on misconduct investigations.

In 2025, 64 investigations were completed (being a combination of investigations in progress prior to 1 January 2025 and new matters received during 2025). Of the 64 investigations completed, misconduct findings were substantiated in 38 investigations and resulting disciplinary outcomes led to the removal of nine contractor personnel and termination of 10 employees.

2025 SUBSTANTIATED TYPES OF MISCONDUCT BY INDIVIDUALS1

Total
38
substantiated misconduct

1. The numbers above represent the primary misconduct category in an investigation. Some investigations included more than one misconduct type, however only the primary type is reflected in the above.

Fraud, anti-bribery and corruption

Fraud, anti-bribery and corruption

Woodside is committed to ethical business conduct and transparency across our global activities. We maintain a zero-tolerance approach to fraud, bribery and corruption and seek, where possible, to positively influence the actions of our stakeholders through ethical business practices and decision-making.

This approach is underpinned by the Anti-Bribery and Corruption Policy, which applies to all directors, officers, employees and contractors providing a service for or on behalf of Woodside. We include comprehensive business ethics obligations in joint venture and supplier contracts.

Our anti-bribery and corruption (ABC) compliance program includes the requirement for personnel to register and, in some cases, seek pre-approval for the offering and receiving of gifts, entertainment and hospitality to and from counterparties including government officials. The Ethics & Compliance team is responsible for review of these registrations and any approvals, and we report regularly to the Board’s Audit & Risk Committee.

The 2025 Ethics & Compliance Program has been successfully delivered, with highlights including:

  • Rolled out an updated Code of Conduct across the organisation
  • Completed annual mandatory refresher training for all required staff based on the updated Code of Conduct
  • Delivered targeted anti-bribery and corruption face to face training
  • Performed extensive due diligence support to new venture opportunities
  • Continued screening and monitoring of potential sanctions exposure

During 2025, no material violations of applicable anti-bribery and corruption laws were recorded in connection with our operations.

Political contributions

Political contributions

Woodside engages with political parties and participates in public policy discussions in jurisdictions in which it operates.

Where appropriate and approved through Woodside’s established governance arrangements, we pay to attend Western Australian and Australian political party business engagement events as part of our participation in public policy debate.

Woodside does not endorse or donate to campaign funds for any political party, politician or candidate for public office in any country.

Woodside’s approach to political contributions is consistent with Australian law and laws applicable through its secondary listing in the United States

Woodside publishes political contributions through relevant statutory reporting. Australian political financial disclosures are available through the Australian Electoral Commission and the Western Australian Electoral Commission.

Refer to the 2025 Annual Report for Woodside’s political contributions in the 2024/2025 reporting period.

Tax transparency

Tax transparency

Our approach to tax

As a global energy company, we have activities in a number of jurisdictions around the world. We comply with the tax laws and regulations applicable to our business; our publicly available Tax Policy makes this clear. In undertaking this commitment we consider the spirit in which the laws and regulations were legislated.

We believe in paying tax where value is created and applying arm’s length principles to our international related party dealings. We do not support the use of artificial arrangements or the transfer of value to low tax or so-called tax haven jurisdictions. We know that transparency and accountability are core to the interests of our stakeholders. Woodside’s tax transparency has been recognised as being within the leading group of our industry peers.3 In November 2024, the Australian Taxation Office (ATO) singled out Woodside as one of "a number of significant Australian businesses" that has "led the way, embracing voluntary transparency and investing in disclosures over and above agreed requirements"4 . In Australia, Woodside voluntarily reports under the Board of Taxation’s voluntary Tax Transparency Code. Part A of the recommended disclosures is published in our Annual Report and Part B on our website. Stable tax and fiscal settings are required for businesses in Australia to make the large, long-term investments that support energy security, decarbonisation and economic growth.

Tax governance

Woodside’s Audit & Risk Committee (A&RC) supports the Woodside Board in meeting its oversight responsibilities on tax matters. The A&RC achieves this through regular engagement with the Vice President Tax, which includes presentation to committee meetings and by reviewing policies and practices for managing compliance with tax laws.

An independent internal audit team undertakes periodic testing of the compliance, governance and control frameworks managed by the Woodside tax team.

In Australia, where Woodside is headquartered and has substantial economic activity, we are subject to the ATO's Justified Trust program, designed to assure that companies are paying the right amount of tax.

Woodside contributes to the policy debate on matters that are important to our business – this includes tax. We engage with tax policy setters and administrators in an open and constructive manner, and provide submissions to government and parliamentary requests, reviews and inquiries, including through our memberships with the Australian Energy Producers, the Business Council of Australia, the Corporate Tax Association and the International Tax and Investment Center. Refer to our recent submissions and reports available here.

Approximately

A$25 billion

paid in Australian taxes, royalties
and levies since 20111

1. Includes data relevant to the assets acquired through the merger with BHP's petroleum business from 1 June 2022. Denotes cash tax paid to 31 December 2025.

Approximately

A$2 billion

paid in Australian taxes, royalties
and levies in 20251

1. Denotes cash paid from 1 January 2025 to 31 December 2025.
Our Australian tax payments

Our Australian tax payments

The majority of our core producing assets are located in Australia where we generate most of our revenue and therefore pay the majority of our taxes.

As an energy producer in Australia, we are subject to a complex mix of taxes. This includes:

  • Corporate income tax (30% on overall company taxable profits).
  • Petroleum resource rent tax (PRRT) (40% on taxable profits of offshore oil and gas projects in Australia).
  • Federal royalties (which are levied at 10–12.5% on the wellhead value of petroleum products from the North West Shelf (NWS) project).
  • Federal excise (applies to up to 30% per barrel of crude oil and condensate from the NWS project).

The amount of tax we pay each year is dependent on various factors, including changes to production, operating fields and commodity prices impacting revenues, as well as cost of sales and capital investment impacting expenditures.

Woodside is subject to the PRRT deductions cap legislation which was enacted in May 2024, under which the Pluto and Wheatstone projects are paying PRRT.

OCTOBER 2025 MEDIA RELEASE

Australian Taxation Office 2023–24 Report of entity tax information

The latest ATO data release (October 2025) shows Woodside was the eighth largest corporate income taxpayer in the country and the number one payer of PRRT.5

Woodside Energy

Our Tax Contribution

Approximately

A$25 billion

paid in Australian taxes, royalties
and levies since 20111

1. Includes data relevant to the assets acquired through the merger with BHP's petroleum business from 1 June 2022. Denotes cash tax paid to 31 December 2025.

We are among Australia's largest taxpayers paying

A$3.5 billion

inclusive of taxes, royalties and
levies for the 2023-2024 year2

This could pay for the Australian Government's
commitment under the National Housing Accord,
which targets adding 1.2 million homes (equivalent to
the size of Brisbane) to Australia's housing supply.3
2. Includes corporate income tax, PRRT, federal royalties, federal excise, offshore petroleum levies, payroll tax and fringe benefits tax.
3. Budget 2024/25. Budget Paper No 1, page 121.

When Woodside performs,
Australia benefits

The 2023-24 ATO data ranks
our Contribution as

#1 for PRRT

#8 for corporate income tax

Since 2011 Woodside has paid approximately A$25 billion in Australian taxes, royalties and levies6. In this same time period, Woodside has also paid wages to Australian employees which have generated approximately A$5 billion in Pay as you go (PAYG) withholding – which goes back into towns, communities and cities all over Australia.

Woodside paid approximately A$2 billion in Australian taxes, royalties and levies to the Federal and State governments in 2025. These significant payments demonstrate that when Woodside performs, the Federal and State governments, and more importantly Australian communities, enjoy significant benefits too.

Did you know? Since the PRRT has applied, Woodside has paid approximately A$22 billion across our merged portfolio.7

Did you know? The Woodside operated NWS project has paid more than A$42 billion in federal royalties and excise since starting production (100% venture).8

Australian tax contribution by tax type, over the last 5 years (A$ million)9,1020252024 202320222021
Corporate Income Tax1,0362,8683,521989333
Petroleum Resource Rent Tax4716626817200
Federal Royalties230347486534212
Federal Excise8311714839248
Offshore Petroleum Levy778482n/an/a
Payroll Tax6562646060
Fringe Benefits Tax75775
Total1,9694,1454,9892,702658

Effective income tax rate

As a large Australian company, Woodside's taxable profits are subject to corporate income tax in Australia at 30%. However, a company’s effective income tax rate will not necessarily be 30% of its reported profit. This is due to differences between tax laws (which govern the calculation of taxable profits) and accounting standards (which govern the calculation of reported profit). In 2025, Woodside’s effective income tax rate on its reported Australian profits was 29.5%. Further details are contained in Woodside’s 2025 Annual Report.

Woodside also has activities in foreign jurisdictions and as a result pays taxes overseas – learn more in the section below, including our global normalised all-in effective tax rate.

2025 Australian Tax contribution (A$ Million)1

Total
A$1,969
million

1. Figures are reported on a cash basis (net of any refunds received, for example, refunds of tax overpaid in prior years) and are round to the nearest million.

2025 Australian all-in effective tax rate1

44%

1. Determined by total tax expense, royalties, excise, levies and other taxes, divided by profit before such taxes, adjusted for one off items.

Our international taxes

Woodside has activities in several jurisdictions outside of Australia, including the United States, Mexico and Senegal. Our Annual Report 2025 contains a full list of Woodside’s subsidiaries, their country of incorporation, tax residency and our ownership interest.

International tax payments

Woodside paid approximately US$600 million in international corporate taxes, royalties and production entitlements in 2025 (excluding Australia), as presented in the data table below.

International tax contribution (US$ million), in 202511,12Taxes13RoyaltiesProduction
entitlements
Other14Total
United States71252 14337
Trinidad and Tobago0 24 24
United Kingdom55   55
Senegal5 129 134
Singapore41
  41
Other152   2
Total17425215314593

 

International tax contribution (US$ million), in 2024TaxesRoyaltiesProduction
entitlements
OtherTotal
United States106268 11385
Trinidad and Tobago0 82 82
United Kingdom96   96
Senegal0 53 53
Singapore13
  13
Other1   1
Total21626813511630

 

Woodside publishes annually a report on Payments to Governments.16 Woodside paid approximately US$1.9 billion to governments around the world in 2025. We are steadfast in our belief that governments and local communities should receive a fair return for the finite resources we extract.

Global all-in effective tax rate

Taking into account the complex mix of taxes applicable to Woodside (in addition to corporate income tax), Woodside’s normalised global all-in effective tax rate in respect of its 2025 global profits is approximately 45% compared to 48% in 2024.17

International related party arrangements

International related party arrangements

Woodside’s Australian and foreign subsidiaries provide services to international related parties in support of business priorities. The services are typically of a supporting nature and are delivered primarily from Australia, our headquarters, or another location where our personnel might be based such as in the United States and United Kingdom. The total value of these services is minor when compared to the revenue from our production activities.

Through its close proximity to the customer market, Woodside’s Singaporean office continues to perform integrated marketing, trading and shipping activities to enhance the marketability of Woodside’s portfolio. Woodside’s Singapore trading entity purchases crude oil, condensate, LNG and LPG from Australian operations, and elsewhere, for sale to third party customers. The profits from Australian cargoes are subject to tax in Australia.

Woodside’s Singaporean and United Kingdom offices also provide marketing, trading and shipping services in respect of crude oil produced at the Sangomar Field Development Phase 1 in Senegal, and seaborne ammonia produced at the Beaumont New Ammonia project in the United States .

In respect of our Atlantic production, Woodside’s US-based trading entity provides marketing services to related parties producing oil and ammonia sold domestically in the United States.

Woodside’s projects, developments and activities also require funding for capital and operating expenditure. Woodside’s Australian and foreign entities provide funding for expenditure through both debt, short and long term depending on the project requirements, and equity. Woodside considers the investment profile and funding needs of its subsidiaries among other factors before making decisions about providing either debt or equity.

Woodside applies arm’s length principles to its related party, cross-border dealings.

Extractive Industries Transparency Initiative

Extractive Industries Transparency Initiative

Improving transparency and governance in the extractive sector is key to enhancing the social and economic benefits for communities that rely on natural resources extraction, while helping to maintain the trust of stakeholders.

The Extractive Industries Transparency Initiative (EITI) is a collaborative effort between governments, corporations and civil society groups committed to promoting transparent and accountable extractive sector management. This is achieved through the implementation of broadly recognised standards. The EITI Standard sets out expectations for the oil, gas and mining industries relating to the public disclosure of taxes, revenues and expenditures, by countries and businesses.

Woodside became an EITI Supporting Company in 2008. We are an active member in Senegal, Timor-Leste and Trinidad and Tobago multi-stakeholder groups.

Industry associations

Industry associations

Woodside holds a range of memberships with industry associations that support our business objectives. Memberships provide value through the development and review of technical standards, facilitating of best practice discussions, offering forums for a range of business related matters and advocating on key policy issues.

Woodside has an internal governance process that manages our global industry association memberships. This includes a process to approve and record our joining of new associations, and a review of current memberships upon membership renewal.

Our 2025 industry association review focused on a review of selected associations based on an evaluation against our climate approach and an external ratings source. No organisations reviewed were found to be misaligned with Woodside’s climate approach.

A summary of the review is provided to Woodside’s Executive Leadership Team and Board’s Sustainability Committee.

Regulatory compliance

Regulatory compliance

We operate in a complex regulatory landscape, with business activities spanning 60 jurisdictions globally. Across these jurisdictions, active monitoring for legislation change relevant to our business activities is undertaken.

In 2025, 64 occurrences were assessed against our non-compliance event classification framework as a potential or actual non-compliance, of which 17 involved regulator notifications. No substantial financial penalties or sanctions with a detrimental impact to our activities have been incurred.

Footnotes

    Footnotes