Our Business and Broader Impact Best Practices for a Better World
Financial Environmental Social
Emissions Footprint 4R Plus Program Sustainable Farming Practices
ESG at CF Industries Corporate Governance Leadership

Corporate Governance

Board Structure & Governance

  • All directors independent, except CEO
  • All standing Board committees independent
  • Separate Independent Chairman of the Board and CEO
  • Annual Board and committee self assessments and peer evaluations
  • Regular assessments of Board composition and attributes, including diversity

Director elections

  • Annual election of directors
  • Majority voting for directors in uncontested elections
  • No supermajority voting provisions in charter or bylaws

Director participation

  • 7 Board meetings and 18 committee meetings during 2019
  • Independent directors meet regularly in executive session without management present
  • Board review and approval of company strategy
  • Board oversight of risk management, including climate change risk

shareholder rights

  • Shareholder ability to call special meeting
  • Policy on adoption of a shareholder rights plan
  • Shareholder ability to include their own director
    nominees in our proxy materials

corporate responsibility

  • Code of Corporate Conduct for all directors,
    officers and employees
  • Annual Sustainability Report and discussion of
    corporate responsibility on our website
  • Disclosure of charitable contributions, corporate
    political contributions and trade association dues
    used for lobbying or political activity

Stock ownership

  • Stock ownership requirements for directors and
    executive officers
  • No hedging or pledging of common stock by directors and executive officers
  • Robust clawback policy covering incentive awards

CF Industries is
committed to implementing sound corporate governance practices that enhance the effectiveness of our Board and management while engaging with our shareholders on matters of corporate governance.

shareholder rights corporate responsibility Stock ownership Director elections Director participation Board Structure & Governance

Detailed EHS review at every meeting
and regular monthly updates

Develop environmental, occupational
safety, process safety, security and
emergency services strategies
and best practices

Conduct audits and
facilitate best practices

Facilitate philanthropic and
social outreach initiatives