Posted by John SeethoffVice President and Deputy General Counsel
I’ve blogged in the past that we believe effective corporate governance should include regular, constructive conversations with shareholders and other stakeholders. We have put this into practice by actively listening to our shareholders and seeking input several times each year. Shareholders regularly communicate with our board directly via email. Additionally, this year as part of our annual shareholder meeting shareholders can submit questions in advance via our investor relations website.
This ongoing exchange has provided insights that contributed to changes in our corporate governance framework, such as giving shareholders the right to call special shareholder meetings. This ongoing dialogue also played an important role in our decision to hold an advisory vote on executive compensation (also referred to as “Say-on-Pay”). The first vote took place last November at our annual meeting, where nearly 99 percent of the votes received supported our compensation policies.
While our shareholders strongly supported our overall compensation program, we continually consider input from shareholders and review our compensation and other corporate governance policies. Last fall after filing our 2009 proxy statement, we announced an update to our policy on relocation benefits. In a few instances in recent years the company had agreed to accept risk on the re-sale of an executive officer’s former home, but the collapse of the housing market led to unanticipated costs for Microsoft. As a result, we announced that we were extending the period for repayment of certain relocation benefits, so that if an executive voluntarily leaves Microsoft within two years of joining the company we can recover amounts paid for relocation assistance. Our previous policy had been to require reimbursement of relocation assistance only if an executive left Microsoft within one year.
Based on additional input from several shareholders and our ongoing review of our policies, we are now taking additional steps to reduce the company’s exposure on relocation costs by including reasonable caps on the total relocation benefit that would be paid to an executive officer. We also are lengthening the recovery period for any relocation payments to match any longer recovery period that would apply to a signing bonus paid to the executive. For example, if the signing bonus recovery period established for an incoming executive is three years, then under our new policy the recovery period for relocation assistance would also be three years.
Posted by Mary SnappCorporate Vice President and Deputy General CounselExecutive Sponsor for LCA Diversity and Inclusion
Microsoft’s Legal and Corporate Affairs department is very pleased to announce that it has signed the American Bar Association’s “Pledge for Change: Disability Diversity in the Legal Profession. “ As a signatory to the Pledge, Microsoft affirms its commitment to the inclusion of people with disabilities as an integral part of its diversity efforts for the legal department and the legal profession. Microsoft has also committed to encouraging other legal departments and law firms with whom it works to make similar commitments. For more information from the ABA on the Pledge see http://new.abanet.org/disability/Pages/Pledge.aspx.
National Disability Employment Awareness Month provides the perfect moment for Microsoft to reaffirm its view that people with disabilities are equal participants in this industry-wide dialogue and in Microsoft overall effort to promote inclusion and diversity in the legal profession.
Microsoft strives to promote diversity overall within the legal profession. Microsoft is a founding member of the Leadership Council on Legal Diversity www.lcldnet.org and has long been a signatory to the Council’s Call to Action. In addition, Microsoft has developed a Law Firm Diversity Program to encourage diversity within law firms representing Microsoft.
Microsoft is also a proud sponsor of the National Association of Law Students with Disabilities (www.nalswd.com). Disability issues are a regular part of many panels, programs and presentations on legal diversity at Microsoft and we are honored to be recognized for our work in the book Disability and Business: Best Practices and Strategies for Inclusion, by author Charles Riley, who identified Microsoft as one of the top two U.S. employers for people with disabilities.
By Brad Smith Senior Vice President and General Counsel
Today I had the opportunity to speak at the annual regional leadership conference sponsored by the Greater Seattle Chamber of Commerce. Although the name might suggest that this is just about business issues, in fact the conference attendance extended far beyond the leadership of the business community. It included leaders from organized labor, the environmental community, social service organizations, and many other stakeholder groups.
As I had a chance to meet and chat with various conference attendees, I was struck not by our differences, but by what we all have in common. While different individuals sometimes come from different political stripes and have different priorities, everyone shared a genuine desire to make our state the best possible place in which to live, work, and raise a family. And, regardless of the election’s outcomes, it is more important than ever that we continue to come together to think and talk in the broadest possible terms about what is in the best interest of the state.
Of course we’ll never agree on everything when it comes to a vision for what our state should be. But if we can start by focusing on long-term goals and discuss each other’s perspectives, there is a real opportunity to develop a consensus vision that is more powerful than anything that any one constituency can advance by itself.
Posted by Brad Smith Senior Vice President and General Counsel
Microsoft is very pleased to announce another $3 million, three-year donation to Kids in Need of Defense (KIND), just two years after we helped establish the organization with a similar investment.
KIND is a pro bono organization dedicated to providing legal representation to the roughly 8,000 unaccompanied immigrant and refugee children in the U.S. who face deportation hearings. It is great to see the progress KIND has made since its launch. Up and running in seven cities throughout the U.S., KIND has helped nearly 2,000 children, ranging from 2 to 18 years old, from more than 35 countries. This has been possible through the training and support of lawyers from more than 60 law firms and corporate legal departments who have donated their time to represent these children in immigration court proceedings.
Posted by Richard BoscovichSr. Attorney, Digital Crimes Unit
Eighteen years ago, when I first joined the Department of Justice as an assistant U.S. attorney in the southern district of Florida, the concept of cybercrime wasn’t on anyone’s radar. People might have heard the term “hacker,” but with the Internet still in its infancy, the idea that criminals might one day exploit digital technology to commit fraud and theft and to victimize people, including children, on a global scale was more science fiction than looming threat.
As I stated in a recent interview with the blog TechFlash, around 1995, the DOJ initiated a program to focus on computer and telecommunications crime and since that time, the need for law enforcement agencies, at every level and in every jurisdiction, to have the capacity to investigate and prosecute computer-enabled crime has only grown. That need is at the heart of Microsoft’s Digital Crimes Unit and it’s the sole purpose behind DCU’s annual conference, the Digital Crimes Consortium, being held this week in Montreal, Canada.
The Digital Crimes Consortium is a unique gathering of more than 300 law enforcement officials and members of the technology security community from around the world; they convene each year for frank discussions about the evolving cybercrime threat landscape and to share the latest technologies, techniques and thinking on combating digital crime. The event also serves as an opportunity for technical experts to provide training and share information and available resources with law enforcement officers.