Corporate Governance

Governance Structure

At MassMutual, our standard for ethics and integrity starts with our leaders and Board of Directors. Every year, directors are nominated for re-election by the Board's Corporate Governance Committee based on character, judgment, business acumen and experience. They stand for election at the Annual Meeting in April where members of the company vote to re-elect the nominees. Our Corporate Governance Guidelines mandate that at least 75 percent of the Board members must be independent directors.

All directors, as well as officers of the company, are expected to reveal any material conflicts between their own interests and those of the company. They’re also expected to recuse themselves from discussing or voting on matters that might involve those interests. All identified conflicts of interest are reviewed by our legal officers to ensure compliance with conflict-of-interest statutes. Each of our subsidiary companies also has a board of directors that is responsible for managing company affairs for the benefit of their shareholders. MassMutual’s Board of Directors maintains oversight of its subsidiaries through a carefully structured reporting system.

Ethics

Trust is at the core of our business. By doing business ethically, we work to maintain the trust our policyowners and customers have in us. Preserving that trust begins with the MassMutual Code of Conduct. It’s the cornerstone of our decision-making and sets the standard for our actions. The Code of Conduct is part of an extensive employee education program that helps ensure ethics and compliance in all aspects of our business. Through this program, we help employees identify compliance or ethics issues and report any concerns through the appropriate channels.

One avenue to report any compliance and/or ethics issues or concerns on an anonymous or identified basis is by calling the Compliance & Ethics Reporting toll-free hotline at 1-800-422-1381 (United States, Canada, Guam, and Puerto Rico).

Related Information

Compensation Statement

MassMutual named a 2020 World's Most Ethical Company

If not managed properly, both financial and nonfinancial risks can be a threat — to us and our policyowners. We take a broad approach to identifying and proactively managing risks, including analyzing business trends, studying key performance metrics, and measuring the capabilities of key competitors.

MassMutual’s goal is to help our policyowners and customers protect the ones they love, and we do that by assuring them we’ll be here when they need us most, whether that’s tomorrow or 50 years from now.

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Through the most prosperous and turbulent of financial times, our mutual ownership structure has been the foundation of our business strategy. As a mutual company, MassMutual doesn’t have shareholders. We do business with the long-term interests of our customers and policyowners in mind, and we work every day to make decisions in order to meet their needs in the future. Because we’re a mutual company, our eligible participating policyowners have the opportunity to share in any dividends we declare. Although dividends are not guaranteed, we’ve paid dividends to our eligible participating policyowners consistently since the 1860s.

At MassMutual, we’ve followed a prudent investment strategy for over 160 years. This approach has given our policyowners confidence that we’ll deliver on our long-term commitments. And, this strategy has enabled us to consistently earn some of the highest financial strength ratings of any company in the industry.

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