We have robust governance structures and policies in place to manage our business in a responsible and ethical way. These strengthen our company, build a strong foundation for our sustainability strategy and help us address environmental and social issues.

Nic Lutsey smiling at the camera

“It’s a great feeling to get to align our company goals and public policy related to electric vehicles and the environment—and to have such an awesome team to work through the challenges each day.”

Nic LutseyManager, Climate and Environment Policy

Corporate Governance

The Board is elected by GM’s shareholders to oversee and provide guidance on GM’s business and affairs. It is the ultimate decision-making body of the company, except for those matters specifically reserved for shareholders.

Among other things, the Board oversees company strategy and execution of the strategic plan. In addition, it oversees management’s proper safeguarding of the assets of the company, maintenance of appropriate financial and other internal controls, proper governance and compliance with applicable laws and regulations.

The Board is committed to sound corporate governance policies and practices that are designed and routinely assessed to enable GM to operate its business responsibly, sustain our success and build long-term shareholder value. The Board also works with management to integrate environmental, social and governance (ESG) principles into the company’s business strategy. This includes agenda items and discussions related to ESG topics at Board and committee meetings.

Board Diversity

GM’s Board is composed of directors that have strong ESG expertise and possess a broad range of skills, qualifications and attributes that support our ambitious electric vehicle (EV) transition, growth strategy, sustainability and diversity, equity and inclusion (DEI) goals.


Board members are women, including the Chair and Independent Lead Director


Board members who are women identify as racially or ethnically diverse


Board committees are chaired by women

Risk Management

The Board has overall responsibility for risk oversight and focuses on the most significant risks facing GM. It discharges these responsibilities, in part, through delegation to its committees.

The company’s risk governance is facilitated through a top-down and bottom-up communication structure, with our CEO serving as chief risk officer. GM’s Senior Leadership Team (SLT) appoints members to our Risk Advisory Council, an executive-level body with delegates from each business unit, to discuss and monitor the most significant business and emerging risks in a cross-functional setting. They are tasked with championing risk management practices and integrating them into their functional or regional business units.

We contemplate climate-related risks in our enterprise risk framework and continuously monitor changes to our overall risk landscape.

ESG Governance

The Board oversees ESG principles throughout the enterprise and has delegated specific ESG oversight responsibilities to each of its six committees: the Executive Committee, Governance and Corporate Responsibility Committee, Audit Committee, Executive Compensation Committee, Finance Committee and Risk and Cybersecurity Committee.

At the management level, the SLT establishes and executes our ESG strategy. This cross-functional group of senior leaders drive GM’s ESG initiatives throughout the company, supported by our Office of Sustainability and ESG Disclosure Committee.

  • GM’s vice president sustainable workplaces and chief sustainability officer develops and coordinates sustainability strategy and efforts across the company.
  • GM’s chief of diversity, equity and inclusion develops and coordinates DEI strategy and efforts across the company.
  • The Office of Sustainability is a cross-functional group that uses a “team of teams” approach to guide sustainability initiatives across the company.
  • The ESG Disclosure Committee is a cross-functional group that oversees GM’s ESG disclosures.
Find out more in our 2023 Proxy Statement

External Stakeholder Dialogue

For the past decade, our Global Sustainability Team has engaged with stakeholders through Ceres, a nonprofit organization dedicated to transforming the economy to build a sustainable future for people and the planet. In December 2022, Ceres convened a diverse group of stakeholders to provide recommendations and feedback that we will use to inform our goals and progress on climate, mobility and connectivity, human rights, diversity and governance.

The objectives of this dialogue were to:

  • Understand what actions certain stakeholders expect GM to take and what influence they expect it to exert
  • Determine areas where GM is seen as a sustainability leader and should continue its current strategy
  • Identify any perceived gaps to continue to enhance GM’s sustainability disclosure
  • Highlight evolutions in stakeholder expectations and emerging sustainability trends for GM to consider


Our business is built upon our vision, core values and behaviors, and we believe that the tone for our ethical performance culture starts at the top.

Our Code of Conduct—Winning with Integrity—is a guide for how all employees, including the Board and SLT, play their part in fostering our ethical performance culture across GM and protecting our reputation for integrity in the marketplace.

Our Chair and CEO, and other members of our SLT, regularly emphasize to all employees the importance of knowing the Code and striving to do the right thing. We monitor the presence and practice of our ethical culture by conducting surveys every few years and will conduct the next survey in 2023.

We encourage our employees to speak up and provide resources to do so. Our internal Report Concerns site helps employees quickly identify the most effective way to report their concern. Another resource, the GM Awareline—operated by an independent third party—allows employees and others to anonymously (where permitted by law) report concerns in over a dozen languages at any time by phone, web or email.

Two people talking at an event
Governance section of the 2022 Sustainability Report

More on Governance in Our 2022 Sustainability Report

Environmental Compliance

As a global company with operations in diverse regions, we must act in accordance with a wide spectrum of legislation, and aim to match or exceed global best practice.

Cybersecurity and Privacy

As connectivity becomes embedded in transport, new digital risks are emerging, making cybersecurity and data protection a critical aspect of our operations.

Public Policy

Our global commitment to advancing an all-electric, zero-emissions future is unwavering. GM has consistently and publicly advocated for policies that support the adoption of EVs and help to address climate change.