Microsoft president Brad Smith sent the following email to all Microsoft employees following announcements by the U.S. Department of Justice and the U.S. Securities and Exchange Commission that they had reached an agreement with Microsoft to settle claims of violations of the Foreign Corrupt Practices Act.
From: Brad Smith
Sent: July 22, 2019
To: Microsoft – All Employees
Subject: There is no room for compromise when it comes to ethical business practices
I’m disappointed to share some news today that I hope we’ll never need to repeat – about the announcement of an agreement with the U.S. Department of Justice (DOJ) and Securities and Exchange Commission (SEC) to settle claims of violations of the Foreign Corrupt Practices Act, or FCPA.
More specifically, it was announced that our Hungarian subsidiary has entered into a Non-Prosecution Agreement, or NPA, with the DOJ and we have agreed to a Cease and Desist Order with the SEC. This follows Microsoft’s cooperation with a multi-year government investigation, reported previously, into potential violations of the FCPA between 2012 and 2015. (An NPA is a public contract between the DOJ and a company in which the company agrees to take certain actions; it does not involve the filing of any charges in court. The SEC Cease and Desist Order similarly is based on an agreement and doesn’t involve a court filing.)…
But it’s even more important that we take the time to learn from this moment, applying some broader lessons that are even more fundamental:
First, today’s settlements involved employee misconduct that was completely unacceptable. We conducted our own investigation and provided complete information to the DOJ and SEC. In Hungary, where the most concerning conduct took place, we fired four Microsoft Hungary employees over three years ago and terminated relationships with four resellers. Some of the resellers responded by complaining to local regulators in an attempt to restore their business and some of the employees responded by suing us. We’re grateful that local courts and regulators have backed up our decision to cut all ties with individuals and businesses that, in our view, behaved in a wholly unethical manner. We’re also grateful that the agreements with both the DOJ and SEC recognize the extent of our cooperation and the DOJ agreed that we deserved the maximum credit allowable for cooperation in determining a monetary penalty…
Second, we appreciate that strong words need to be backed by effective deeds. The first critical step, taken more than five years ago, was to learn from these issues and identify our own opportunities for improvement, especially in the systems and controls that reduce the risk that even a small number of employees and resellers can evade our policies. We’ve learned a lot from the work leading to today’s announcement and have continued to build on these efforts in a way that’s important for the issues in Hungary, as well as in three other countries described by the SEC today, and more globally as well…
Finally, I want to offer some words to each of you – our more than 140,000 Microsoft employees. Satya and every member of the company’s Senior Leadership Team readily recognize that the overwhelming majority of you are committed to doing business ethically and consistently with our high standards. Today’s announcement is a testament in part to the big problems that can be created by a few people. It took misdeeds by only a few people between 2012 and 2015 to lead to today’s $26 million settlement with two government agencies. That entire amount relates to conduct in Hungary, just one of the more than 120 countries in which we do business…
Ethical business conduct will always remain a team sport. We’re grateful for the support you’ve provided for this work around the world, and as we go forward, it’s critical that every individual employee come to work in the morning with the appreciation that you’re both our first and last line of defense.
It’s a never-ending job that deserves our focus and attention each and every day.