Trust with our investors and the public
Our investors must have confidence that we will create value for them in a responsible and thoughtful way. Earn their trust by protecting our assets and information, accurately stating where we are headed as a company, and honestly communicating with them and the public.
When making decisions, ask yourself: does this strengthen or harm Microsoft’s reputation with investors and the public?
Don’t trade on inside information
To maintain trust with our investors and the public we respect securities laws, which means we do not trade while in possession of material, nonpublic information.
In our work, we may become aware of material, nonpublic information about Microsoft or companies we do business with. Information is “material” if a reasonable investor would consider it important in deciding whether to buy or sell a company’s securities. Information is “nonpublic” if it has not been broadly communicated to the investing public.
Trading Microsoft stock or the stock of any other company based on this information not only breaks trust with our investors and the public, but is also illegal, violates company policy, and is unfair to other investors.
Keep accurate records and contracts
Our records are clear, accurate, and complete. Investors rely on accurate and easily comprehensible information to understand our financial results and where we are headed as a company, and to have confidence in that direction. Keeping accurate records is critical to maintaining investors’ trust, making good business decisions, and meeting our regulatory obligations as a public company.
Communicate accurately to the public
Our public statements and communications are honest and not misleading. What we say and how we say it matters. We will win and preserve the trust of our investors and the public only if they know they can rely on what we tell them.
Safeguard Microsoft’s resources
We are responsible stewards of Microsoft’s resources. We use company resources and money to do our jobs every day. These resources belong to Microsoft; we owe it to our investors to use them responsibly and in ways that preserve trust and add value.
Protect confidential information and intellectual property
We protect and respect the business value of information and ideas, whether they belong to Microsoft or another company. We might lose our competitive advantage if we disclose Microsoft’s confidential information. We lose trust if we disclose confidential information, we learn from the companies we do business with. Protecting information and ideas, whether our own or those of others, is crucial to our business success and builds our reputation as a trustworthy partner.
How to build trust:
- By never buying or selling any securities based on material, nonpublic information of Microsoft or acquired through our employment.
- By never giving someone else (for example, a friend, spouse, or broker) a “tip” regarding material, non-public information.
- By never recommending or suggesting that anyone else trade in securities based on material, nonpublic information of Microsoft or acquired through or our employment, even if we are not sharing the information itself.
Learn more
Insider Trading Policy (internal only)
Restricted Trading Window Policy (internal only)
- We honestly and accurately record and report financial transactions and business information, following applicable laws, regulations, and accounting practices.
- We are transparent about our commitments to our partners and customers, and our written contracts reflect the actual economics of the deal.
- We don’t make side agreements or other “off-the-book” arrangements.
- We use standard agreements and contracting processes or get approval for custom terms.
- We execute financial transactions only with appropriate authorization and record them in compliance with Microsoft’s accounting practices.
- The CEO, CFO, Corporate Controller, and other employees in the finance organization comply with the Finance Code of Professional Conduct.
- When we retain and dispose of documents, we follow established corporate retention requirements that meet our legal obligations and long- term business needs.
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Finance Code of Professional Conduct (internal only)
Custom and Side Agreements (internal only)
Document Retention Policy (internal only)
- We make full, accurate, and timely financial disclosures in reports and documents we submit to the U.S. Securities and Exchange Commission and in other public statements.
- We listen carefully to feedback and questions from investors and other stakeholders.
- We do not speak on behalf of the company unless authorized to do so; we direct analyst and media inquiries to Investor Relations or Public Relations.
- We make sure that any communications about our products and services are honest and accurate.
- If we endorse our products and services on social media, we make our company affiliation clear and state our honest opinion or belief about the endorsed product or service.
- Our advertising and promotional material are accurate and free from false claims.
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Financial Information Disclosure Policy (internal only)
Social Media Guidelines (internal only)
Public Advocacy Policy (internal only)
- By spending Microsoft’s funds wisely and guarding against waste and abuse.
- By exercising good judgment when using company-provided technology resources and using them for personal reasons in accordance with company policy and only if it does not interfere with our job responsibilities or harm our work environment.
- By using our corporate accounts and services, not personal accounts or services, for business correspondence and data.
- By understanding that business-related data is Microsoft’s property, and that it may be accessed, preserved, and reviewed in accordance with our policies and applicable laws.
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Responsible Use of Technology Policy (internal only)
Expense Policy (internal only)
- By using best practices to protect access to confidential information, and avoiding discussing it in common spaces, or with colleagues who don’t need to know it.
- By not using confidential information for non-Microsoft business use and maintaining confidentiality even if we stop working for Microsoft.
- By preserving Microsoft’s own intellectual property rights through copyrights, trademarks, and other forms of intellectual property that protect the value of our innovation.
- By respecting the confidentiality and intellectual property rights of others, and not using use others’ confidential information without authorization.
- By not using or copying third-party copyrighted materials, like software, graphics, videos, and music, without a license or permission from CELA.
Learn more
Confidential Information Policy (internal only)
Copyright Policy (internal only)
Upholding our Trust Code
Employees are expected to uphold this Trust Code, Microsoft policies, and the law. This means you must:
Read, understand, and comply
Read, understand, and comply with this Trust Code, and the policies, laws, and regulations that apply to your job.
Speak up
Speak up when we see possible violations of the Trust Code, Microsoft policies, and legal and regulatory requirements.
Be truthful
Be truthful and cooperate fully in any internal investigations. Do not conceal or destroy information.
Complete training
Complete training on the Trust Code, and attest that you understand and commit to comply with the Trust Code. Failing to read or attest to the Trust Code does not excuse you from these responsibilities.
Microsoft’s Standards of Business Conduct and its Compliance and Ethics Program are endorsed by and have the full support of Microsoft’s Board of Directors. The Board of Directors and management are responsible for overseeing the Compliance and Ethics Program and compliance with these Standards. These Standards apply to Microsoft, its Board of Directors, and all employees, directors, executive officers of Microsoft. When we refer to “Microsoft” we mean Microsoft Corporation and all its subsidiaries and affiliates in which it directly or indirectly owns more than 50% of the voting controls. References to “employees” include the Board of Directors, employees, directors, and executive officers of Microsoft. Only the Board of Directors may waive a provision of these Standards for a director or executive officer. Any waiver that is granted to a director or executive officer will be publicly disclosed as required by NASDAQ listing requirements and applicable laws, rules, and regulations. These Standards are important to us. Violation of these Standards may result in disciplinary action, up to and including termination of employment. Employees are expected to always exercise common sense and good judgment and to act responsibly, irrespective of the existence of a policy that prohibits specific behavior.