Kelly excluded from board deliberations on St George bid

The corporate governance circus appears to have reached absurd levels of caution in the context of the Westpac bid for St George.

Westpac's managing director, Gail Kelly, stepped down as CEO of St George in August 2008 (having accepted the job as Westpac CEO) and then spent six months gardening leave. Kelly owns a parcel of more than one million St George shares, paid as part of her salary package.

The board of Westpac, on the basis of legal advice, excluded Kelly from the board's critical deliberations on whether to make an offer for St George and then on what price to pay.

Ted Evans, the chair of Westpac's board, appeared to think this was all quite proper and procedural.