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Corporate Governance

Corporate Governance

Corporate Governance

Strong corporate governance is the foundation of our business success. It positions us to make good decisions in the interest of our shareholders and the long-term success of Kimberly-Clark. It also sets the tone for our ethical standards and corporate culture, which permeate across the company.

Our Board of Directors and Global Leadership Team are accountable for ensuring good corporate governance. The Board of Directors and management team are committed to sound, ethical business practices, which ensure we conduct operations with the highest standards and integrity.

Kimberly-Clark was founded in 1872 on the guiding principles of Quality, Service, and Fair Dealing. Those principles remain the same today, and form the foundation for how we work with our partners, our customers, and each other.

All but one of the members of Kimberly-Clark's Board of Directors are independent, in accordance with New York Stock Exchange listing standards. Our chairman and CEO, Michael Hsu, is the only Board member not considered independent. Our Audit, Nominating and Corporate Governance, and Management Development and Compensation Committees consist entirely of independent Board members.

Sustainability Governance

Our Board of Directors has established and approved the framework for our sustainability-related policies and procedures, including those governing climate, energy, and environmental stewardship. Kimberly-Clark’s Nominating and Corporate Governance Committee oversees these efforts, and both the committee and the full Board receive periodic reports from management on significant sustainability actions, goals, and progress.

As part of its focus on long-term business strategy, our Board also oversees the management of climate-related risks and risk-mitigation strategies, including sustainability-driven innovation. The Board considers global risks and opportunities as part of its overall strategic decision-making process.

Kimberly-Clark’s sustainability program is guided by our Sustainability Executive Steering Committee, which comprises members of our Executive Leadership Team. This committee meets at least quarterly to review and adjust the program’s direction, address barriers to success, and assess the health of our long-term strategy. Our Sustainability Advisory Board (SAB) provides an additional, independent review of our sustainability program and insights into potential business risks and opportunities. The SAB membership comprises external thought leaders who bring diverse experiences and expertise aligned with our sustainability strategy.

Climate- and sustainability-related initiatives are operationalized through our Sustainability function, which is led by our Vice President of Safety, Sustainability, and Occupational Health. The function’s team comprises global program leaders who work cross-functionally to coordinate the execution of programs supporting our climate, energy, environmental stewardship, fiber sourcing, water management, and other sustainability efforts. This team collaborates with Kimberly-Clark’s business unit and sector teams and conducts quarterly reviews to assess team targets and align actions for each pillar of our 2030 sustainability ambitions.

Related documentation

For more information on our governance management, policies, and charters, please follow the following links:

Kimberly-Clark Governance Policies

Proxy statement

Board of Directors

Chairman and CEO

Audit Committee Charter

Management Development and Compensation Committee Charter

Nominating and Corporate Governance Committee Charter

Kimberly-Clark Corporation Corporate Governance Policies

Code of Conduct

Complaint Procedures for Accounting and Auditing Matters

Government Relations and Political Spending Disclosure

Stock Option Practices

Hedging and Pledging Policy

Guidelines for Hiring Employees of Independent Auditors

Certificate of Incorporation

By-Laws of Kimberly-Clark Corporation

Contact the Board

Published July 2022