Governance

Mars Associates having a meeting - Mars products on shelves in the background
Our Five Principles guide all our activities and decisions

Mars, Incorporated is a private, family-owned company with a strong values-based culture.

Corporate Governance

Mars is governed by a Board of Directors who are members of the Mars family, and who receive independent advice from four external Board Advisors. Day-to-day operations are run by the global Mars Leadership Team led by Co-Presidents, Paul S.Michaels and Grant F.Reid.

Our Board uses committees comprised of Board members and external advisors to fulfill key aspects of its mandate. There are committees for Audit; Technology; Remuneration; and Benefits Funding and Investment Oversight.

  • The Audit Committee helps the Board ensure integrity in our accounting and reporting processes and compliance with the law and relevant regulations. It oversees internal auditors and independent accountants, and is responsible for maintaining communication between the Board of Directors and the Company's financial management, internal auditors and independent accountants.

  • Our Technology Committee assists the Board with strategic oversight of Mars’ technology platforms and initiatives including those relating to the functional areas of Research and Development, Supply, Commercial and Science.

  • The Remuneration Committee helps the Board ensure that competitive compensation and benefits programs are in place and that these align with Mars' objectives and principles.

  • The Benefits Funding and Investment Oversight Committee helps the Board to ensure that benefit plan funding and investment strategies are legally compliant, with sensitivity to Mars objectives and principles.

For more information about the Board and Mars Leadership Team, visit the Global Leadership page of our website.

Our Five Principles – Quality, Responsibility, Mutuality, Efficiency, and Freedom – unite the business across generations, geographies, cultures and languages. These Principles reflect the values of the Mars Family. Together with our business objective to create a mutuality of benefits for all stakeholders, described in the 1947 letter by Forrest E. Mars Sr., they guide the decisions our Associates make every day. These Principles, our 1947 objective, the stewardship of the Mars Family and our Leadership Team inspire all of us to make a difference to people and the planet through our performance. This governing model has helped us become a successful global food business and will help us continue to build a sustainable business that will endure for generations to come.

Five Principles of Mars organization chart

Business Integrity

Our longstanding commitment to our Five Principles has consistently fostered a culture of ethics and integrity. This makes us proud to be Mars Associates. Our business continues to grow globally, often in places where cultural norms may differ and regulations may be less stringent than our own standards. We know how important it is to equip our Associates with the training and tools to make decisions that live up to the high ethical standards we expect of everyone at Mars.

As Co-President Paul S. Michaels emphasizes, “in spirit and practice, Mars complies with the law. We regard being a compliant organization as not only a legal imperative, but as a business imperative.”

Paul underscores that remaining a compliant company “requires effective training in the regulatory requirements; continuous assessment to ensure that our policies and programs are consistent with these requirements; and personnel policies that embody a zero-tolerance approach to any willful disregard of the law.”

By making our Five Principles and adherence to the spirit and letter of the law top priorities, and by equipping Associates with the tools to guide them through complex business environments, we continue to nourish a culture that holds ethics and integrity at the core of our business.

Ensuring Compliance

A key part of nurturing our ethical culture is ensuring all Associates are familiar with our Five Principles and what it means to incorporate them into our decision making. This begins with “Essence of Mars” training for new Associates. Our Five Principles and other expectations of Mars leaders are also woven into all Senior Leadership Programs.

However, we recognize that a culture that fosters responsible business behavior alone is not sufficient. Today’s global, diverse and fast-paced business environment brings evolving and increasingly complex legal requirements in areas such as competition law and anti-corruption compliance. It has never been more important for our Associates to understand their legal and ethical responsibilities.

Our Supplier Code of Conduct ensures all of our suppliers globally understand and apply our policies. For Associates, we offer a continuing program of issue-specific training, to ensure we all understand our responsibility and accountability to comply with the laws and regulations that govern our business operations worldwide. Examples include our Improper Payments Policy (IPP) and Competition Law Compliance Program. Consistent with the Responsibility Principle, Mars adopted the IPP to reaffirm our commitment to comply with laws such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act. The IPP includes training for Associates, guidelines for government relations, a tailored third-party due diligence program. It establishes robust review procedures for corporate gifts and donations.

Together, these measures help us deliver on our commitment to doing good business, wherever we do business.

Policy Development

Our business segments are very different, each putting strategies and resources in place to manage its specific impacts on people and the planet and to contribute to areas such as health and wellbeing. Our Corporate Reputation Steering Group coordinates these approaches across the business to ensure best practices are shared and that policy commitments are consistent. It is chaired by Co-President Paul S. Michaels and its members include the Vice Presidents of Corporate Affairs, People and Organization, and Supply, Research and Development and Procurement.

The Sustainability Leadership Team (SLT) agrees companywide strategy and policies related to sustainability. Its membership consists of the Chief Sustainability Officer, senior functional heads from manufacturing, procurement, sales, marketing, corporate affairs, and science, and a senior representative of each business segment. A Sustainability Working Group, chaired by the Chief Sustainability Officer, supports the SLT and is comprised of corporate-level sustainability directors plus representatives from each segment. Its role is to develop policies and practices for approval by the SLT, with input from advisory groups that develop strategies for specific issues, such as product packaging and eco-labeling.

The Global Public Policy Group, led by our Vice President of Public Affairs, ensures that Mars has globally consistent positions, policies and standards across all aspects of public policy. The group’s members represent all major functions and business segments. Download all our policies here.

External Input into Policy Development

There are two formal external advisory groups that advise Mars on significant developments, issues, and opportunities relevant to its business and help shape a business response. Recommendations on strategy and policy are made as a result of these interactions, which are then considered in our overall business plans.

The Mars Global Advisors are an advisory-only group of external experts who engage the senior management of Mars, Incorporated in strategic dialogues regarding major public policy, geopolitical, and macroeconomic issues and trends, and how they affect business strategies and priorities. The Global Leadership page of our website lists current members of the Mars Global Advisors group.

The Mars Science Advisory Council (MSAC) comprises world-renowned scientists from fields relevant to the Mars business. They engage with the science leadership throughout the business to advise and influence on matters related to research programs, scientific policy development, and product developments. Our work on the cocoa genome is one example of MSAC involvement.

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