Comment by chollida1 | Hacker News Reader

Comment by chollida1 | Hacker News Reader

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Also stepped down from the Berkshire board as well.

Given that he stepped away from a day to day role in 2008 and then stepped down as the chairman in 2014, I'm guessing he's focusing on his foundation.

He's still the 8th largest shareholder according to Bloomberg's records(103,000,000 share), which is pretty impressive given that the 7 entities above him are all funds.

Incase you wanted to know who the remaining 12 board members are:

With Gates’ departure, the Board will consist of 12 members, including John W. Thompson, Microsoft independent chair; Reid Hoffman, partner at Greylock Partners; Hugh Johnston, vice chairman and chief financial officer of PepsiCo; Teri L. List-Stoll, executive vice president and chief financial officer of Gap, Inc.; Satya Nadella, chief executive officer of Microsoft; Sandra E. Peterson, operating partner, Clayton, Dubilier & Rice; Penny Pritzker, founder and chairman, PSP Partners; Charles W. Scharf, chief executive officer and president of Wells Fargo & Co.; Arne Sorenson, president and CEO, Marriott International Inc.; John W. Stanton, chairman of Trilogy Equity Partners; Emma Walmsley, CEO of GlaxoSmithKline plc (GSK); and Padmasree Warrior, founder, CEO and president, Fable Group Inc.

Kind of odd, being an employee there, I've never heard of eleven of the twelve board members before.

Most of the board members seem to be partners at various investment firms. Many of them don't seem to even remotely tech people. It's kind of sad that the Microsoft board lacks any external visionaries.

It actually makes a lot of sense. Technical people sometimes think that the higher up you go the bigger the decisions, but normally decision making peters off around the Director level. Above that and it's really about how to keep the company going as a company, or in other words the business of maintaining a structure of people that continues to survive within the regulatory context that the company operates within. And for a large multinational company like Microsoft, that's an enormously big deal. You're generally lucky if the CEO has any technical capabilities at all.

Yes, very much this. As a VP my responsibilities largely revolve around budgeting, org structure and corporate politics. I take the advice of my directors on pretty much everything (and they mostly listen to their managers & engineers), because they and their direct reports are better informed than my responsibilities allow me to be. My involvement in technical decisions is largely limited to testing their decision-making process and the political issues that impact that decision.

I do know how the stuff works in general, but my technical skills are probably a decade out of date because I've spent that time working up the management ladder and learning those skills instead. But management is more about being able to organize a group of people to do a task, not doing the task yourself.

That's a interesting perspective. Can you give examples of regulatory decisions that make a difference to the bottom line on that sort of scale?

https://en.wikipedia.org/wiki/United_States_v._Microsoft_Cor... is kind of the classic example of expensive regulatory decisions

how could they have influenced that one in practical terms?

Not doing illegal shit and spitting in the faces of technically intelligent potential complainants.

They're playing nice now so Windows 10 spyware gets accepted.

i don't think that was a wise decision: as a result of the spyware scourge the concept of native apps in windows is dead and you need a web based app for about anything.

Agreed.

At a huge company like Microsoft the board isn't really a great place for visionaries. It's much better at things like helping the CEO understand the thoughts of large institutional investors that provide Microsoft with capital. A visionary is better suited as a "special advisor" to someone... like the role that Bill Gates is keeping.

With cash on hand of around $140 billion, I'm not sure Microsoft really needs to worry about outside capital. I would think the board could help with how to keep those big companies paying for everyone to have the full Microsoft Office suite and how to custom price it.

They still care about share price, which depends on outside investors willing to buy the shares, which depends on MS having good IR, which some of the board members help with.

At the same time, if the function of the board is to keep the ship from drifting too far off course, or to handle certain problems the company itself seems incapable of or oblivious to (mass cognitive dissonance) it could be useful to have a Jobsesque pitchman who can get a board to be accepting of radical risk taking. A board might lean conservative and risk averse, and sometimes companies need moments of extreme risk. Usually that jump takes a persuader.

Being able to sit in on board meetings, and talk during them would be enough, not necessarily having a vote, maybe thats a special adviser?

> Being able to sit in on board meetings, and talk during them would be enough, not necessarily having a vote, maybe thats a special adviser?

Big multinationals typically have advisory boards / subcommittees that advise them on certain topics. I assume Microsoft has a technology advisory board (and in their case, likely several) that includes at least some high-level engineering talent.

Leadership at the board level involves high level decision-making, but not a lot of actual work. The CFO of PepsiCo has a ton of responsibilities himself; his position on the board of Microsoft is likely only a few hours a month because it's limited to reading reports prepped by the C-suite and its advisors, then voting on decisions. Senior executives and investors are chosen for boards because their day jobs require an understanding of market context and a good bullshit filter to guard against the Jobsesque pitchman scenario.

Big strategy shifts, or attempts, like buying Nokia, would go through the board of most companies. If the entire board is conservative investors without vision for pivot and reinvention, your company will slowly stagnate. Ideally you can identify and make those moves before youve become surpassed.

IBM purging its hardware divisions, and then buying Red Hat is another example, where a company maybe waited a little too long between moves. Would a more aggressive board pushed the company to do that earlier?

This is not true. Look at Google board. Very few investor suits but many tech visionaries.

Board members focus on things like governance and fiduciary responsibilities, not on what the next version of Windows is going to be.

You'll find that most VCs are also not "even remotely tech people". Guess what - they also happen to sit on many tech startup boards.

No. Governance squarely lies with CEO and fiduciary responsibility with CFO. Board is supposed to look at these but they are not responsible for it (i.e. Enron board members don't go to jail for fraud but CEO and CFO may). The board does not exist just for administrative purposes. At all time, senior leadership need to behave so that they have confidence of board members. In return, board members are supposed to advice on investments company is making or not making, competative landscape, internal struggles, big problems, earnings expectations etc.

I think this is related to the fact that Microsoft announced a deal few years back that any entity with more than 4% stock ownership automatically gets right to have a seat on the board. During those times, stock was struggling and this might have been strategy to pull some investors who wants to have control as well. In my personal opinion, this was quite unfortunate because such strategies usually invites "activist" investors types. These types are rarely good for long term future of the company as they often enforce short term strategy such as massive buy backs, dividents etc to prop up the stock while actively prevent large capex needed to go after long term big bets.

Padmasree Warrior was CTO at Motorola, and then at Cisco.

Board members aren't there to invent the next iPhone, they're there to determine when the CEO should be fired, and to hire a new CEO when necessary. Right now, the Microsoft board is particularly pointless since Satya Nadella is one of the highest-performing CEOs in the world and isn't close to retirement.

The board is meant to represent the investors and act as a check on the power of top executives so they don't go rogue and act contrary to the investors interests. Their job is certainly easier when the CEO is strong and things are going well, but it's still an important role.

Often the CFO (and sometimes other C-level officers) will also report directly to the board, or at least have a direct line of communication that the CEO isn't allowed to interfere with.

That's not how it works. When CEO wants to take on big bet, he will typically need board approval. You can imagine Steve Jobs standing in board room and presenting costs and promise of iPhone. If your board is all classic investor suits then they might not see through things. They can move to prevent CEO from spending big money because that would reflect in reduced earnings because of higher capex. I think this is one reason Google gets away with far larger R&D capex than Microsoft because their board has real tech folks and ex-founders.

If Satya got hit by a bus this weekend that "pointless" board would become very important very quickly.

Don’t be crazy! All the bus drivers are at home with covid-19 symptoms....

Padmasree Warrior, Reid Hoffman, Satyella Nadalla, I'd expect a decent number of people have heard of. The rest, no. But that's just my bias.

It would definitely be odd if you worked at Microsoft and hadn't heard of Satyella Nadalla :)

Not really. The CEO of Microsoft is Satya Nadella. Satyella Nadalla doesn't seem to exist.

Oh the irony...

That is pretty common. Board members are not involved in day-to-day operations of a company.

Penny Pritzker was the Secretary of Commerce during the Obama admin. She was one of the co-owners of Hyatt, along with other Pritzker family members

https://en.wikipedia.org/wiki/Penny_Pritzker

>Kind of odd, being an employee there, I've never heard of eleven of the twelve board members before.

This is the preferred employee experience.

A large employer is usually more comfortable having executives of other corporations being more familiar with board members compared to its own employees.

Usually you don't. The board is not something that directly affects employees lives.

They do. In a healthy company board is a sort of dampening force that steers CEO away from bad moves and advice him/her so that opportunities are not missed. Elizabeth Holms would be at much better place if board had excercised its authority. They are legally required to be part of almost all big decisions that are being made and they have the authority to at least bring in stockholder vote if they lose confidence in CEO.

I think what they meant was that the board does not usually interact a lot with employees, or in a directly employee-facing way. Usually directors will interact with the board, both in terms of informing them and soliciting advice, and that turns into company direction, which funnels down through multiple layers before getting to ICs.

Few people can have more impact on the company than a board, but it's very typically abstracted away.

> Usually directors will interact with the board

Did you mean "executives"? Directors and The Board are the same thing; it's The Board of Directors.

Plenty of people have "Director" (e.g. "Director of Engineering") in their title without being on the board of directors.

Not all directors are on the board, but sure you can say executives or whatever. That's probably more accurate.

what ? that’s not remotely close to reality

A self-evidently false assertion.

What do they do exactly?

Chat, meet and get a ton of money. E.g. stop crazy managers to buy a Finnish mobile phone company if they are good ;)

https://www.thebalancesmb.com/what-does-a-corporate-board-of...

Yikes, no that's not how boards work.

You have to wonder what a suit from Pepsi has to offer to a technology company.

Pepsi sells sugar water that is causing obesity at scale. Pepsis most recent investment is a $4 billion energy brand called Rockstar.

That romance between Jobs and the Pepsi CEO was in hindsight also a Hindenburg idea.

What happend to we are changing the world with technology?

Business is business. No one on the board is debugging C++. Most of what they talk about is financials.

Gates can still code. Larry and Sergei can still code. Zuckerberg can still code. Being to do this is still relevant for a tech company ceo or leader.

Boards don't run companies. They represent the shareholders.

> What happend to we are changing the world with technology?

Well, we did. Are you sure you want more?

The Pepsi exec at Apple was CEO, the top executive of the company. This one is a mere board member, boards don't run companies.

Whats the advantage or strategy behind having someone from Marriott?

Marriott is a typical example of the type of large corporate customers who buy a lot of Microsoft products and services. Having customers on the board is one way to help validate market strategy and gain insight into future IT purchasing trends.

Boards serve in part to guide networking and policy for executives, and some are required to be external. It makes complete sense to have executives from other large corporations like Marriott.

Marriott doesn't seem to stand out as any further away from software than any of the other board members, so maybe I'm not understanding your question; what about Marriott specifically caught your eye?

He would probably like to know why it makes sense to hire these external heads. If you were talking about the most outlandish of these board members, why would you say they deserve to be on the board? (I'm genuinely asking here as I don't know why myself)

Boards are required, and there are different kinds of board members, some of them are are appointed and/or voted in by shareholders. So it's not exactly a question of being "deserving". While Microsoft is probably going to have some sway, this process is not necessarily about Microsoft picking people to guide their development strategy, or picking people who are in their best interests. This is sometimes shareholders putting in people who can (among other things) - 1) oversee the corporate governance, make sure the company is playing fair with their stock, 2) put in people who are successful and can guide the company toward business success, 3) create a network for hiring & replacing executives when they leave for any reason. That said, having diverse input from other large businesses seems like it's always going to be an advantage.

Nothing. It's a way for the C-class to give each other more money.

I always find this paper kind of funny, showing that academics on corporate boards are correlated with both higher company performance and lower CEO compensation: https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2226411

I can't speak for them, but I'd imagine an international hotel chain would have some unique views on things like travel trends.

I doubt it has anything to do with travel trends anymore than GSk being there has anything to do with pharma. These are business executives whose specific domain of expertise is business, not travel or pharma or banking, etc.

They can also represent the enterprise software needs for those industries.

Yes, but probably quite incompetently. And the Marriott board member probably knows how to make mediocre cup of coffee with the machine in their hotel room, but would be insulted if you asked them to make you a cup. But Microsoft has other experts who are competent to speak about those things (both enterprise software and good coffee), fortunately.

...which are immediately relevant to the interests of Microsoft because...?

As a software giant Microsoft's products intersect most parts of most economies. A hotel chain has its own technology needs and has views of the technology needs of its customers.

Whether a high-placed member of Marriott has specific insights to Microsoft I don't know, but I don't think it takes much imagination to fill in hypothetical reasons the person could be helpful.

You often see people sitting on boards from entirely different industries. One reason might be having a entirely different perspective on your business. When you have a board that entirely from the same sector, you end up with a lot of group think.

> He's still the 8th largest shareholder according to Bloomberg's records(103,000,000 share), which is pretty impressive given that the 7 entities above him are all funds.

Steve Ballmer has a far larger position in Microsoft than Gates does. Ballmer has $52.9 billion in Microsoft stock presently (333m shares), per Bloomberg. A little over three times that of Gates.

Ballmer appears to be the third largest holder, behind Blackrock (which has 515m shares).

Can public view the data on Bloomberg or is this from the terminal? The closest I got is from Yahoo Finance (https://finance.yahoo.com/quote/MSFT/holders?ltr=1) & that is all different.

If my understanding is not wrong, board members are representing shareholders and they themself are also share-holders.

So, is Pepsi Cola, Gap Jeans, GSK (Sensodyne) & Marriott Hotel (just the household brands I recognised) shareholders of Microsoft or are the people Shareholders of Microsoft and their day job is at those companies?

Seems microsoft is jointly controlled by a whole bunch of other companies.

That's how boards of directors work.

Wait until you read the attendee list of the Bilderberg Meeting!

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