Governance Resources

Board Committees

Audit and Finance Committee Charter
(Download PDF - 130 KB)

 

Compensation Committee Charter
(Download PDF - 132 KB)

 

Executive Committee Charter
(Download PDF - 66.5 KB)

 

Governance Committee Charter
(Download PDF - 115 KB)

 

Public Policy and Strategy Committee Charter
(Download PDF - 110 KB)

 

Sustainability and Corporate Responsibility Committee Charter
(Download PDF - 106 KB)

Board Committees

Audit and Finance Committee Charter
(Download PDF - 130 KB)

 

Compensation Committee Charter
(Download PDF - 132 KB)

 

Executive Committee Charter
(Download PDF - 66.5 KB)

 

Governance Committee Charter
(Download PDF - 115 KB)

 

Public Policy and Strategy Committee Charter
(Download PDF - 110 KB)

 

Sustainability and Corporate Responsibility Committee Charter
(Download PDF - 106 KB)

Guidelines & Policies

Amended & Restated 2012 Omnibus Stock Ownership Plan
(Download PDF - 314 KB)

 

Audit and Non-Audit Services Policy
(Download PDF - 108 KB)

 

Corporate Governance Principles
(Download PDF - 140 KB)

 

Director Selection Process
(Download PDF - 63.2 KB)

 

Director Stock Ownership Guidelines
(Download PDF - 14 KB)

 

Executive Stock Ownership and Retention Policy
(Download PDF - 316 KB)

 

Hedging & Pledging of McDonald's Stock
(Download PDF - 188 KB)

 

Standards on Director Independence
(Download PDF - 87 KB)

Guidelines & Policies

Amended & Restated 2012 Omnibus Stock Ownership Plan
(Download PDF - 314 KB)

 

Audit and Non-Audit Services Policy
(Download PDF - 108 KB)

 

Corporate Governance Principles
(Download PDF - 140 KB)

 

Director Selection Process
(Download PDF - 63.2 KB)

 

Director Stock Ownership Guidelines
(Download PDF - 14 KB)

 

Executive Stock Ownership and Retention Policy
(Download PDF - 316 KB)

 

Hedging & Pledging of McDonald's Stock
(Download PDF - 188 KB)

 

Standards on Director Independence
(Download PDF - 87 KB)

Certificate of Incorporation & By-Laws

By-Laws with effect as of December 6, 2019

(Download PDF - 223 KB)

 

Restated Certificate of Incorporation

(Download PDF - 447 KB)

Corporate Governance Fact Sheet

Size of Board 12
Number of Independent Directors 11
Annual Review of Independence of Board Yes
Separate Chairman and CEO Yes
Independent Chairman Yes
Charters for Board Committees Yes
Independent Audit & Finance Committee Yes
Number of Financial Experts on Audit & Finance Committee 4
Independent Governance Committee Yes
Independent Compensation Committee Yes
Compensation Consultant Independence Policy Yes
Independent Directors Hold Meetings Without Management Present Yes
Annual Board Elections Yes
Directors Elected by the Vote of a Majority of Votes Cast in Uncontested Elections Yes
Annual Board and Committee Evaluations Yes
Annual Individual Director Evaluations Yes
Director Stock Ownership and Holding Requirements Yes
Executive Stock Ownership and Holding Requirements Yes
Corporate Governance Guidelines Approved by Board Yes
Charter Poison Pill No
Corporate Compliance Program Yes
Standards of Business Conduct (which includes special provisions for finance professionals) Yes
Board Orientation and Education Program Yes
Proxy Access Bylaws Yes

Certificate of Incorporation & By-Laws

By-Laws with effect as of December 6, 2019

(Download PDF - 223 KB)

 

Restated Certificate of Incorporation

(Download PDF - 447 KB)

Corporate Governance Fact Sheet

Size of Board 12
Number of Independent Directors 11
Annual Review of Independence of Board Yes
Separate Chairman and CEO Yes
Independent Chairman Yes
Charters for Board Committees Yes
Independent Audit & Finance Committee Yes
Number of Financial Experts on Audit & Finance Committee 4
Independent Governance Committee Yes
Independent Compensation Committee Yes
Compensation Consultant Independence Policy Yes
Independent Directors Hold Meetings Without Management Present Yes
Annual Board Elections Yes
Directors Elected by the Vote of a Majority of Votes Cast in Uncontested Elections Yes
Annual Board and Committee Evaluations Yes
Annual Individual Director Evaluations Yes
Director Stock Ownership and Holding Requirements Yes
Executive Stock Ownership and Holding Requirements Yes
Corporate Governance Guidelines Approved by Board Yes
Charter Poison Pill No
Corporate Compliance Program Yes
Standards of Business Conduct (which includes special provisions for finance professionals) Yes
Board Orientation and Education Program Yes
Proxy Access Bylaws Yes

Standards of Business Conduct

McDonald's is committed to conducting business ethically and in compliance with the letter and spirit of the law. This commitment is reflected in McDonald's Values. Inherent in each value is our commitment to be ethical, truthful and dependable and this is reflected through our Standards of Business Conduct which serves as a guide to making good decisions and conducting business ethically.


Each year McDonald's employees certify that they have read and will abide by our Standards of Business Conduct. Employees also complete regular training on the Standards, anti-bribery laws, and various other laws, regulations and company-specific policies. In addition, McDonald's and its employees in all countries must comply with the U.S. Foreign Corrupt Practices Act (FCPA). To ensure compliance, McDonald's has adopted a Global Anti-Corruption Policy, which contains guidance for employees on all applicable anti-bribery laws, including the FCPA. In general, the FCPA prohibits improper payments to government officials for the purpose of obtaining or keeping business or improperly influencing government action. The anti-bribery prohibition applies to corrupt payments made directly or indirectly, through a third party. In addition to the FCPA, the Global Anti-Corruption Policy requires compliance with anti-bribery laws in other parts of the world, such as the UK Bribery Act, which have international jurisdiction and prohibit the giving of bribes to any government official as well as private entities and individuals. Employees in McDonald's international offices complete an annual certification of compliance with their local version of the Standards and complete annual anti-bribery training. McDonald's Global Compliance Office monitors and enforces the company's policies prohibiting money laundering, bribery and doing business with terrorist groups, as directed by the US Patriot Act, the FCPA and Executive Order 13224.

 

Codes of Conduct Resources

Supplier Code of Conduct

(Download PDF - 1.4 MB)

 

Director Code of Conduct

(Download PDF - 80 KB)

 

Business Integrity International Contact Numbers

(Download PDF - 120 KB)

 

Codes of Conduct By Market

Australia & New Zealand Code of Conduct - English - PDF 3.5 MB

Austria Code of Conduct - German - PDF 3.5 MB

Belgium Code of Conduct - Dutch - PDF 3.5 MB

Belgium Code of Conduct - French - PDF 3.5 MB

Canada Code of Conduct - English - PDF 3.5 MB

Canada Code of Conduct - French - PDF 3.5 MB

Czech Republic Code of Conduct - Czech - PDF 3.5 MB

France Code of Conduct - French - PDF 3.5 MB

Germany Code of Conduct - German - PDF 3.5 MB

Hungary Code of Conduct - Hungarian - PDF 3.5 MB

Italy Code of Conduct - Italian - PDF 3.5 MB

Korea Code of Conduct - Korean - PDF 3.5 MB

Netherlands Code of Conduct - Dutch - PDF 3.5 MB

Poland Code of Conduct - Polish - PDF 3.5 MB

Portugal Code of Conduct - Portuguese - PDF 3.5 MB

Russia Code of Conduct - Russian - PDF 3.5 MB

Singapore Code of Conduct - English - PDF 3.5 MB

Slovakia Code of Conduct - Slovak - PDF 3.5 MB

Spain Code of Conduct - Spanish - PDF 3.5 MB

Switzerland Code of Conduct - French - PDF 3.5 MB

Switzerland Code of Conduct - German - PDF 3.5 MB

United Kingdom Code of Conduct - English - PDF 3.5 MB

United States Code of Conduct - English - PDF 3.5 MB

United States Code of Conduct - Spanish - PDF 3.5 MB

Ukraine Code of Conduct - Ukrainian - PDF 3.5 MB

Standards of Business Conduct

McDonald's is committed to conducting business ethically and in compliance with the letter and spirit of the law. This commitment is reflected in McDonald's Values. Inherent in each value is our commitment to be ethical, truthful and dependable and this is reflected through our Standards of Business Conduct which serves as a guide to making good decisions and conducting business ethically.


Each year McDonald's employees certify that they have read and will abide by our Standards of Business Conduct. Employees also complete regular training on the Standards, anti-bribery laws, and various other laws, regulations and company-specific policies. In addition, McDonald's and its employees in all countries must comply with the U.S. Foreign Corrupt Practices Act (FCPA). To ensure compliance, McDonald's has adopted a Global Anti-Corruption Policy, which contains guidance for employees on all applicable anti-bribery laws, including the FCPA. In general, the FCPA prohibits improper payments to government officials for the purpose of obtaining or keeping business or improperly influencing government action. The anti-bribery prohibition applies to corrupt payments made directly or indirectly, through a third party. In addition to the FCPA, the Global Anti-Corruption Policy requires compliance with anti-bribery laws in other parts of the world, such as the UK Bribery Act, which have international jurisdiction and prohibit the giving of bribes to any government official as well as private entities and individuals. Employees in McDonald's international offices complete an annual certification of compliance with their local version of the Standards and complete annual anti-bribery training. McDonald's Global Compliance Office monitors and enforces the company's policies prohibiting money laundering, bribery and doing business with terrorist groups, as directed by the US Patriot Act, the FCPA and Executive Order 13224.

 

Codes of Conduct Resources

Supplier Code of Conduct

(Download PDF - 1.4 MB)

 

Director Code of Conduct

(Download PDF - 80 KB)

 

Business Integrity International Contact Numbers

(Download PDF - 120 KB)

 

Codes of Conduct By Market

Australia & New Zealand Code of Conduct - English - PDF 3.5 MB

Austria Code of Conduct - German - PDF 3.5 MB

Belgium Code of Conduct - Dutch - PDF 3.5 MB

Belgium Code of Conduct - French - PDF 3.5 MB

Canada Code of Conduct - English - PDF 3.5 MB

Canada Code of Conduct - French - PDF 3.5 MB

Czech Republic Code of Conduct - Czech - PDF 3.5 MB

France Code of Conduct - French - PDF 3.5 MB

Germany Code of Conduct - German - PDF 3.5 MB

Hungary Code of Conduct - Hungarian - PDF 3.5 MB

Italy Code of Conduct - Italian - PDF 3.5 MB

Korea Code of Conduct - Korean - PDF 3.5 MB

Netherlands Code of Conduct - Dutch - PDF 3.5 MB

Poland Code of Conduct - Polish - PDF 3.5 MB

Portugal Code of Conduct - Portuguese - PDF 3.5 MB

Russia Code of Conduct - Russian - PDF 3.5 MB

Singapore Code of Conduct - English - PDF 3.5 MB

Slovakia Code of Conduct - Slovak - PDF 3.5 MB

Spain Code of Conduct - Spanish - PDF 3.5 MB

Switzerland Code of Conduct - French - PDF 3.5 MB

Switzerland Code of Conduct - German - PDF 3.5 MB

United Kingdom Code of Conduct - English - PDF 3.5 MB

United States Code of Conduct - English - PDF 3.5 MB

United States Code of Conduct - Spanish - PDF 3.5 MB

Ukraine Code of Conduct - Ukrainian - PDF 3.5 MB

Human Rights Policy

Fostering safe, inclusive, and respectful workplaces, wherever we do business, has been integral to the Company for over 60 years and we will continue to hold ourselves to the highest standards. We take seriously our responsibility to act with due diligence to avoid infringing on the rights of others and to address any impact on human rights if they occur.


At McDonald’s, we conduct our activities in a manner that respects human rights as set out in the United Nations Declaration of Human Rights. Our commitment to respect human rights is defined in our Human Rights Policy, which applies to McDonald’s Corporation and our wholly-owned subsidiaries worldwide.

Our Policy is guided by internationally recognized standards, including the United Nations Guiding Principles on Business and Human Rights, the International Bill of Human Rights, and the principles set out in the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work. Where the Company may impact the human rights of particularly vulnerable groups, such as migrant laborers, indigenous peoples, women, or children, we are also guided by other international standards that elaborate on their rights.

 

Human Rights Policies by Market

Canada Human Rights Policy - French - PDF 212 KB

Czech Republic Human Rights Policy - Czech - PDF 214 KB

France Human Rights Policy - French - PDF 210 KB

Germany Human Rights Policy - German - PDF 211 KB

Italy Human Rights Policy - Italian - PDF 207 KB

Latin America Human Rights Policy - Spanish - PDF 209 KB

Netherlands Human Rights Policy - Dutch - PDF 208 KB

Poland Human Rights Policy - Polish - PDF 212 KB

Portugal Human Rights Policy - Portuguese - PDF 215 KB

Russia Human Rights Policy - Russian - PDF 388 KB

Slovakia Human Rights Policy - Slovak - PDF 214 KB

Spain Human Rights Policy - Spanish - PDF 210 KB

Switzerland Human Rights Policy - German - PDF 217 KB

Ukraine Human Rights Policy - Ukrainian - PDF 386 KB

United States Human Rights Policy - English - PDF 221 KB

 

Human Rights Policy Reports

Human Rights Report

(Download PDF - 143 KB)

Human Rights Policy

Fostering safe, inclusive, and respectful workplaces, wherever we do business, has been integral to the Company for over 60 years and we will continue to hold ourselves to the highest standards. We take seriously our responsibility to act with due diligence to avoid infringing on the rights of others and to address any impact on human rights if they occur.


At McDonald’s, we conduct our activities in a manner that respects human rights as set out in the United Nations Declaration of Human Rights. Our commitment to respect human rights is defined in our Human Rights Policy, which applies to McDonald’s Corporation and our wholly-owned subsidiaries worldwide.

Our Policy is guided by internationally recognized standards, including the United Nations Guiding Principles on Business and Human Rights, the International Bill of Human Rights, and the principles set out in the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work. Where the Company may impact the human rights of particularly vulnerable groups, such as migrant laborers, indigenous peoples, women, or children, we are also guided by other international standards that elaborate on their rights.

 

Human Rights Policies by Market

Canada Human Rights Policy - French - PDF 212 KB

Czech Republic Human Rights Policy - Czech - PDF 214 KB

France Human Rights Policy - French - PDF 210 KB

Germany Human Rights Policy - German - PDF 211 KB

Italy Human Rights Policy - Italian - PDF 207 KB

Latin America Human Rights Policy - Spanish - PDF 209 KB

Netherlands Human Rights Policy - Dutch - PDF 208 KB

Poland Human Rights Policy - Polish - PDF 212 KB

Portugal Human Rights Policy - Portuguese - PDF 215 KB

Russia Human Rights Policy - Russian - PDF 388 KB

Slovakia Human Rights Policy - Slovak - PDF 214 KB

Spain Human Rights Policy - Spanish - PDF 210 KB

Switzerland Human Rights Policy - German - PDF 217 KB

Ukraine Human Rights Policy - Ukrainian - PDF 386 KB

United States Human Rights Policy - English - PDF 221 KB

 

Human Rights Policy Reports

Human Rights Report

(Download PDF - 143 KB)