Effective October 1, 2012, QUALCOMM Incorporated completed a corporate reorganization in which the assets of certain of its businesses and groups, as well as the stock of certain of its direct and indirect subsidiaries, were contributed to Qualcomm Technologies, Inc. (QTI), a wholly-owned subsidiary of QUALCOMM Incorporated. Learn more about these changes

Governance

Creating a culture of accountability

By leading with our values, we ingrain responsibility in everything we do. From our Board of Directors to our cross-divisional QSR Leadership Committee, our responsibility efforts begin with the people in charge.

Leading By Example

As a publicly held company, we are governed by a 12-member Board of Directors, which sets high standards for our executive leadership and all of our employees as it acts in the best interests of our stockholders. Our directors serve as prudent fiduciaries and oversee our Company’s management. Board members are expected at all times to act in accordance with our Code of Ethics.

Eleven of our 12 directors are independent, meaning they are not employees, have not been employees within the last three years and do not have any business or consulting arrangements with Qualcomm. The Board includes a presiding director who is independent. The presiding director leads at all meetings of the Board at which the chair is not present, including executive sessions of the independent directors.

The Board has four standing committees: Audit, Compensation, Finance and Governance. Members of all committees except Finance are composed of independent directors. The presiding director serves as chair of one of the three independent committees.

The positions of chairman of the board and chief executive officer are combined and are currently held by Dr. Paul E. Jacobs, who has served as chairman of the board since 2009 and as chief executive officer since 2005. The Board elects the chairman of the board and chief executive officer based on the criteria that it deems appropriate and in the best interests of the Company at the time of election.

Detailed information about our governance structure and policies is available on our corporate website.

Defining Social Responsibility at Qualcomm

Governance structure dedicated to social responsibility

In 2010, we created our cross-divisional Qualcomm Social Responsibility (QSR) governance structure to help ingrain social responsibility in our culture and long-term business goals. Spearheading those efforts is our QSR Leadership Committee, which provides guidance on global citizenship issues and reports annually to the Governance Committee of our Board of Directors. The Committee’s leadership and access to the Board ensures social responsibility issues are an essential component of our business strategy. Four QSR Committees—Company, Workplace, Community and Environment—implement the QSR Leadership Committee’s directives as companywide practices broadly shared with our stakeholders through various communication channels and annual reporting efforts.

In 2011, with input from our QSR Committees and Board of Directors, the QSR Leadership Committee established a set of strategic priorities that further define our commitment to operate responsibly in all aspects of our business. These priorities will also help strengthen management of responsibility-related issues.

Our commitment, as defined by our QSR Leadership Committee, is to:

  • Operate with the highest ethical standards
  • Strive to be a great place to work
  • Be good corporate citizens wherever we conduct business
  • Develop technology that positively transforms the world
  • Continue to drive value for our stockholders

Our four QSR focus areas and priorities:

Our
Company

We strive to meet and exceed industry standards for ethical business practices, product responsibility and supply chain management.

Our
Workplace

We provide a safe and healthy work environment where diversity is embraced and various opportunities for training, growth and advancement are strongly encouraged for all employees.

Our
Community

We are committed to growing strategic relationships with a wide range of local organizations and programs that develop and strengthen communities worldwide.

Our
Environment

We aim to grow our operations while minimizing our carbon footprint, reducing waste and conserving energy and water.

Setting goals and metrics

In 2012, our QSR Committees will develop measurable goals and key performance indicators for each of our QSR priorities so that we can better monitor and report our progress. We’ll also identify the responsibility-related issues that are most relevant to our business strategy and of the greatest importance to our stakeholders. Our ultimate goal? To engage 100 percent of our employees in our social responsibility efforts.

Additional policies that outline our commitment on specific, social responsibilities include:

Reducing risk by acting responsibly

Social responsibility is more than the right thing to do. It is also how we and other forward-thinking companies protect against the risks inherent in our business. Below are some of the ways our responsibility efforts are helping to mitigate risk. For further information about risks to our business, please refer to our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.

Risk:

Our revenues are dependent on the commercial deployment of mobile technologies and upgrades of 2G, 3G and 3G/4G multimode wireless communications equipment, products and services based on these technologies.

How our QSR programs help:

We work with businesses, governments and nonprofit organizations to demonstrate the advantages of mobile technologies in solving various social and environmental concerns. Among other efforts, we’re involved in the evolution toward a smart energy grid in the United States that utilizes solutions based on our technology. Our Wireless ReachTM program supports efforts that use our technologies to address such issues as poverty, disparities in health care and lack of education around the world. Wherever possible, we’re promoting our technologies as part of the solution to some of society’s greatest challenges.

Risk:

Global economic conditions that impact the communications industry could negatively affect the demand for our products and our customers’ products, which may negatively affect our revenues.

How our QSR programs help:

By investing in the places where we do business through our global social responsibility programs, we’re helping to bolster communities against the effects of economic downturns. By hiring locally, we’re providing jobs and stimulating local economies. Meanwhile, by acting as a prudent fiduciary for our Company and our stockholders, our Board of Directors seeks to protect the Company from adverse economic effects.

Risk:

Our industry is subject to competition in an environment of rapid technological change that could result in decreased demand for our products and the products of our customers and licensees, declining average selling prices for our licensees’ products and our products, and/or new specifications or requirements placed upon our products, each of which could negatively affect our revenues and operating results.

How our QSR programs help:

We must continually innovate to compete successfully. And the key to our innovation can be summed up in two words: our people. We help ensure access to the innovators who will define and lead our industry in coming years by: recruiting the best minds in the industry; building a workforce characterized by a diversity of perspectives; maintaining a workplace culture that has been recognized as being among the best in the world; and treating employees fairly, rewarding them well and investing in their continued development. Further, by making our products ever more sustainable and safe, we continue to achieve an imperative for any company that hopes to set the agenda for the industry.

Risk:

We may not be able to attract and retain qualified employees.

How our QSR programs help:

As noted previously, our success depends on our ability to attract, retain and motivate qualified personnel at all levels of our Company and in all of our locations worldwide. Workplace initiatives designed to increase on-the-job health and safety, promote inclusion, encourage work-life integration and enhance professional development all help make us an employer-of-choice for the world’s top talent.

Risk:

We are subject to government regulations. Our business may suffer as a result of changes in laws or regulations, our failure or inability to comply with laws or regulations, or adverse rulings in enforcement or other proceedings.

How our QSR programs help:

Through The Qualcomm Way: Our Code of Business Conduct, which we require all employees to read and acknowledge, we make ethical and regulatory requirements clear and reduce the risk of noncompliance, corruption or ethical breaches. Similarly, our Qualcomm CDMA Technologies (QCT) business’ Supplier Code of Conduct makes explicit our expectations regarding regulatory compliance and ethical behavior among our suppliers. Our ongoing efforts to make our products increasingly safe and sustainable reduce the likelihood that we will violate environmental and safety regulations. Finally, our engagement in developing public policy helps us stay well abreast of any regulations or other policies that could affect our business, and, in some cases, enables us to shape policy in ways that are advantageous to our industry.