Page 129 - Annual Report 2020

2.8 Board evaluation

The Board is committed to transparency in assessing the The evaluation considers the balance of skills, experience,
performance of Directors. The Board conducts regular evaluations independence and knowledge of the Group and the Board, Strategic Report
of its performance, the performance of its Committees, the Group its diversity, including gender diversity, and how the Board
Chair, Directors and the governance processes that support the works together as a unit.
Board’s work.
Evaluation process

Assessment Review
2
Year one: Year two: Each year, review of:
1 Committee and 2 Whole Board • Directors for re-election
• Board and committees for compliance with the
assessment*
individual Director
assessment* Board Governance Document and committee Governance at BHP
terms of reference
* May be internally or externally facilitated assessment. Our approach is to conduct an externally facilitated assessment of the Board or Directors
and committees at least every three years.

External Board review Director review
As set out in last year’s Annual Report, the Board conducted In FY2020, an assessment was conducted of Directors’ performance Remuneration Report
an external evaluation using Consilium Board Review (Consilium), with the assistance of an external service provider (Lintstock).
which considered Board, committee and Chair effectiveness, Lintstock does not have any other connection with the Group
and assessed the Directors’ contribution. Consilium does not or individual Directors. It has been used previously by the Group.
have any other connection with the Group or individual Directors. The assessment of Directors focused on the contribution of each
This evaluation was completed in FY2020 with improvements Director to the work of the Board and its Committees, and the
agreed and implemented, including the reintroduction of an expectations of Directors as specified in BHP’s governance
annual strategy day (in addition to the existing strategy sessions framework. The performance of Directors was assessed against
held at each Board meeting); and additional deep dives on criteria including those described in the first three points in
BHP’s operations. Actions undertaken during FY2020 included section 2.7. Directors’ Report
an annual strategy day between the Board and the ELT, which In addition, the assessment focused on whether each Director
was heavily focused on the portfolio, climate change and the contributes to Board cohesion and effective relationships with
impacts of COVID-19. In addition, the Board had a deep dive fellow Directors, commits the time required to fulfil their role and
on WAIO in February 2020 and site visits (including by new effectively performs their responsibilities. Directors were asked
Directors) as described in the Training and Development table to comment on areas where their fellow Directors contribute the
in section 2.9. greatest value and on potential areas for development.
It was considered that Board composition could be improved Lintstock sought feedback from and provided feedback to the
by appointing Directors with experience in technology, Asian Chair and the Senior Independent Director, which was then
markets and mining. These factors were taken into account discussed with the Directors.
in the appointments of Gary Goldberg, Dion Weisler and
Xiaoqun Clever. For more information, refer to section 2.1. As a result of these outcomes, the review supported the Board’s Financial Statements
decision to endorse those Directors standing for re-election.
Committee assessments
Following an assessment of its work, each committee concluded
it had met its terms of reference in FY2020. Additional information

BHP Annual Report 2020 127 Shareholder information