Updated: March 9, 2009
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Microsoft Corporation Corporate Governance Fact Sheet
Size of Board 10
Number of Independent Directors 8
Annual Review of Independence of Board Yes
Separate Chairman and CEO Yes
Lead Independent Director Yes
Charters for Board Committees Yes
Independent Audit Committee Yes
Number of Financial Experts on Audit Committee 3
Independent Finance Committee Yes
Independent Governance and Nominating Committee Yes
Independent Antitrust Compliance Committee Yes
Independent Compensation Committee Yes
Compensation Consultant Independence Policy Yes
Number of Board Meetings Held in FY 2008 11
Independent Directors Hold Meetings Without Management Present Yes
Annual Board Elections Yes
Directors Elected by the Vote of a Majority of Votes Cast in Uncontested Elections Yes
Annual Board Evaluation Yes
Key Committee Self Evaluations Yes
Individual Director Evaluations Yes
Annual Equity Grant to Non-Employee Directors Yes
Director Stock Ownership Guidelines Yes
Executive Stock Ownership and Holding Requirements Yes
Corporate Governance Guidelines Approved by Board Yes
Corporate Compliance Program Yes
Standards of Business Conduct Yes
Finance Code of Professional Conduct Yes
Board Orientation and Education Program Yes

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