Code of Conduct for the Board of Directors 

The members of the Board of Directors of McDonald’s Corporation acknowledge and accept the scope and extent of our duties as Directors. We have a responsibility to carry out our oversight responsibility in the interests of all McDonald's shareholders, within the scope of our authority and consistent with our fiduciary duties and our governance documents.  The Board of Directors has adopted the following Code of Conduct and our Directors are expected to adhere to the standards of loyalty, good faith, and the avoidance of conflict of interest that follow:

Board Members will:

A Director who has concerns regarding compliance with this Code should raise those concerns with the Chairman of the Board and the Chair of the Governance Committee, who will determine what action shall be taken to deal with the concern. In the extremely unlikely event that a waiver of this Code for a Director would be in the best interest of the Company, it must be approved by the Governance Committee. 

Directors will annually sign a confirmation that they have read and will comply with this Code.

Originally Adopted by the Board of Directors

As of May 22, 2003

Revised by the Board of Directors

As of July 19, 2010