Microsoft Corporation Board Committees

Related Links • Corporate Governance at Microsoft Corporation

Microsoft's Board of Directors maintains five committees to assist it in discharging its oversight responsibilities: an Antitrust Compliance Committee, an Audit Committee, a Compensation Committee, a Governance and Nominating Committee, and a Finance Committee. The Board may add new committees or remove existing committees as needed to fulfill its responsibilities.

The directors who serve on each of the five committees are independent. In determining the independence of a director, the Board of Directors applies the definition of "independent director" used in the listing standards of the Nasdaq Stock Market or, if higher, those of the New York Stock Exchange, as well as applicable laws and regulations. The Board will also consider other relevant facts and circumstances bearing on independence.

Each committee performs its duties as assigned by the Board in compliance with Microsoft's Bylaws and its charter. The specific duties of each committee are described on the following pages:

•	Antitrust Compliance Committee Charter and Responsibilities Checklist
•	Audit Committee Charter and Responsibilities Calendar
•	Compensation Committee Charter
•	Finance Committee Charter
•	Governance and Nominating Committee Charter

The chart below sets forth the composition of Microsoft's Board of Directors, and its current committee structure and membership information. To learn more about individual directors, go to the Board of Directors Biographies and Photographs page.

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