Governance Framework

Stock InformationMicrosoft Corp (MSFT)
Stock InformationMicrosoft Corp (MSFT)

Governance Framework

Through oversight, review, and counsel, Microsoft’s Board of Directors establishes and promotes our business and organizational objectives.  Corporate governance at Microsoft:

Establishes and preserves management accountability to company owners by appropriately distributing rights and responsibilities among Board members, managers, and shareholders
Provides a structure for management and the Board to set objectives and monitor performance
Strengthens and safeguards our culture of business integrity and responsible business practices
Encourages the efficient use of resources, and requires accountability for stewardship of those resources

Our progressive corporate governance framework

Our corporate governance framework is designed to ensure our Board has the necessary authority and practices in place to review and evaluate our business operations and to make decisions independent of management. Our goal is to align the interests of directors, management, and shareholders, and comply with or exceed the requirements of the NASDAQ Stock Market and applicable law. This framework establishes the practices our Board follows with respect to:
Board composition, director selection and director compensation
Board refreshment and succession planning
Independent Board leadership
Board meetings and involvement of senior management
CEO performance evaluation
CEO and senior executive development and succession planning
Board committees
Board and committee evaluations
Shareholder engagement
Risk oversight
See our Policies and Guidelines page for the following documents:
  • Articles of Incorporation
  • Bylaws
  • Corporate Governance Guidelines
  • Director Independence Guidelines
  • Microsoft Finance Code of Professional Conduct
  • Microsoft Standards of Business Conduct
  • Audit Committee Charter and Responsibilities Calendar
  • Compensation Committee Charter
  • Governance and Nominating Committee Charter
  • Regulatory and Public Policy Committee Charter
  • Stock Ownership and Holding Requirements for Microsoft Corporation Executives
  • Executive Compensation Recovery Policy
  • Compensation Consultant Independence Standards