GOVERNANCE POLICIES AND COMMITTEES
Trade has the power to change the world. At DP World, we’re reimagining global logistics to make it faster, more sustainable, and more accessible for businesses everywhere.
OUR BOARD COMMITTEES
Our Board is central to our Corporate Governance Framework and is supported by a number of committees to which certain Board responsibilities are delegated. These committees in turn formally report to the Board following each meeting to ensure that the Board remains fully updated on their activities.
The Board considers that the corporate governance framework promotes the prudent and sound management of the Company in the long-term interest of the Company and its shareholders and is effective in promoting compliance with the applicable corporate governance principles and standards.
The Board’s principal committees include the Nominations and Remuneration Committee, Audit and Risk Committee, and Governance and Sustainability Committee, with formally delegated duties and responsibilities and written terms of reference.
From time to time, the Board may set up additional committees to consider specific issues when the need arises. The Group Company Secretary provides support as the secretary for the Board’s principal committees.
Leadership
A balanced board with the necessary skills, knowledge, and industry experience to lead our Group is key to achieving our strategic objectives and long-term goals.
The Board remains committed to effectively leading the Company, ensuring that our business is managed prudently and soundly to drive sustained long-term value for our Shareholders. The balance of skills and expertise on our Board will allow us to continue creating value as we expand our horizons and lead the future of world trade.
Accountability
Our corporate governance practices lay down the framework for creating long-term trust between us and all our stakeholders – our shareholders, customers, employees, suppliers, governments, and communities. We will continue to engage with our stakeholders and encourage effective dialogue with our Shareholders.
As a Board, we are ultimately responsible for determining the Group’s risk appetite and its willingness to accept certain risks in pursuit of achieving the Group’s strategic objectives. The Board is also responsible for maintaining appropriate risk management and internal control systems.
NOMINATIONS & REMUNERATION
The Nominations and Remuneration Committee is responsible for evaluating the balance of skills, knowledge, experience and diversity of the Board, and periodically reviewing the Board’s structure and identifying potential candidates to be appointed as Directors, and preparing a description of the role and capabilities required for a particular appointment.
In addition, the Nominations and Remuneration Committee is responsible for reviewing and making recommendation to the Board on the Company’s remuneration framework and determines and agrees with the Board the framework and broad policy for the remuneration of the Group Chairman and Chief Executive Officer, Group Deputy Chief Executive Officer and Chief Financial Officer, and other members of senior management. The Committee’s policy is to review remuneration based on independent assessment and market practice. The remuneration of Independent Non-Executive Directors is a matter for the Chairman and executive members of the Board. No executive is involved in any decisions as to their own remuneration.
Click here for the Nominations and Remuneration Committee terms of reference.
COMMITTEE MEMBERS, 2024
The membership of the Nominations and Remuneration Committee is comprised of three members, all of whom are Independent Non-Executive Directors.
The Nominations and Remuneration Committee meets formally at least twice a year and otherwise as required.
OUR GOVERNANCE POLICIES
Compliance statement
DP World Limited (the “Company”) is incorporated in the Dubai International Financial Centre (“DIFC”) and was admitted in 2007 to the official list of securities on Nasdaq Dubai. During the financial year, the Company was subject to the regulatory obligations of the DIFC Markets Law, and the various rules made by the Dubai Financial Services Authority thereunder (together with DIFC Markets Law, the “Nasdaq Dubai Rules”).
The Board reviewed and monitored the policies and procedures that were in place during the year to ensure compliance with the Corporate Governance Principles of the Nasdaq Dubai Rules.
For the year ended 31 December 2024, the Company complied with the provisions of the Nasdaq Dubai Rules other than:
paragraph 16 of App 4 to the Nasdaq Dubai Rules (“App 4”) – the roles of Chairman and Chief Executive Officer were held by the same individual. The appointment of the Chairman, Sultan Ahmed bin Sulayem, as Chief Executive Officer was approved by the shareholders at the Company’s Annual General Meeting in April 2016. Furthermore, in accordance with paragraph 17 of App 4, the Board has established measures to ensure that it can properly discharge its function of providing effective oversight of the management of the Company:
- The Board comprises a majority of Independent Non-Executive Directors.
- The Executive Directors and senior managers have objectives and their performance against these objectives is reviewed by the Nominations and Remuneration Committee, which entirely comprises Independent Non-Executive Directors.
Click here to read more.
Code of ethics & anti-corruption
DP World is committed to ensuring that everything it does has a long-lasting positive impact on economies and society. As a result, we set rigorous ethical, professional and legal standards for ourselves and the way we do business. Our DP World Code of Ethics identifies how we maintain international best practice in preventing conflicts of interest, fraud, insider trading, misuse of confidential and personal information, and modern slavery. To read our Code of Ethics, please click here.
In particular, DP World recognises bribery as unethical conduct that has a negative impact on society: it causes political instability, creates social insecurity, weakens institutions, and distorts markets. The senior management of DP World has adopted a non-negotiable commitment to excluding bribery from its business. This commitment to anti-bribery is supported by clear policies, practical procedures, workforce training and regular monitoring and review. To read our Anti-Corruption Policy, click here.
We invite dialogue with communities, industry groups and others around anti-bribery. To contact us, simply email [email protected].
We expect our business partners (vendors, consultants, joint venture partners etc) to share our ethical and anti-bribery values. We invite all stakeholders to raise concerns about unethical or unlawful conduct in relation to our business through our Whistleblowing Hotline – click here for more details.