Fostering sustainability through governance

Governance and sustainability

Our governance structure enables independent, experienced and accomplished directors to provide advice, insight, guidance and oversight to advance the interests of the company and our stockholders. We have long maintained sound governance standards and a commitment to transparent financial reporting and strong internal controls.

Board composition and practice

  • We have a declassified Board - all of our Board members are elected annually.
  • We have majority voting for our director elections.
  • We have an independent non-executive Chairman of the Board.
  • 12 of our 13 Board members are independent.
  • Over 20% of our directors are women.
  • Our Board is actively engaged in managing talent and long-term succession planning for executives.
  • We have stock ownership guidelines for executive officers and non-employee directors to further align their interests with the interests of stockholders.

Risk and compliance

  • Our Board actively oversees Mastercard's risk and risk management practices, focused on fostering a risk-aware culture while encouraging thoughtful risk taking.
  • Our Code of Conduct prohibits inappropriate trading activities, including hedging.
  • We provide enhanced political activity disclosure on our website as part of our Political Activity Statement.
  • We have a Privacy and Data Protection Report to explain our information practices and our commitment to privacy and to increase transparency about our business. 

Learn more about Mastercard's governance