Microsoft Corp (MSFT)
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2015 Annual Report
Microsoft Corporation Board Committees
Updated: January 1, 2016
Microsoft's Board of Directors maintains four committees to assist it in discharging its oversight responsibilities: an Audit Committee, a Compensation Committee, a Governance and Nominating Committee, and a Regulatory and Public Policy 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 four committees are independent. In determining the independence of a director, the Board of Directors has adopted director independence guidelines to assist in affirmatively determining that a director has no relationship that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The guidelines include, and either meet or are more restrictive than, the independence requirements of NASDAQ listing standards and SEC rules. 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:
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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Microsoft Board of Directors Committee Structure and Membership
C = Chairperson M = Member      
Director Audit Compensation Governance and Nominating Regulatory and Public Policy
Ms. List-Stoll M   M  
Mr. Morfit M M    
Mr. Noski C   M  
Dr. Panke M     C
Ms. Peterson       M
Mr. Scharf   M M  
Mr. Stanton   C   M
Mr. Thompson     C M
Ms. Warrior   M    
Mr. Gates        
Mr. Nadella