Corporate Governance

Polycom has always operated under the belief that strong corporate governance practices are the foundation of a successful, well run company. Ensuring that Polycom is seen as an entity with high ethical standards by investors, customers, vendors and its employees is of significant importance to everyone at Polycom.

In addition, Polycom has always been diligent in establishing, maintaining and auditing our financial accounting policies which are consistent with requirements of the United States Generally Accepted Accounting Principles and for reporting our results with objectivity and the highest degree of integrity. We are committed to providing financial information that is transparent, timely, complete, relevant and accurate.

Further, Polycom is committed to establishing an operating framework which exercises appropriate oversight of responsibilities at all levels throughout the company and to managing its affairs consistent with the highest principles of business ethics. Features of this framework include:

• Documented Corporate Governance Principles which are available on our Web site
• Six of our eight board members are non-management as well as considered independent according to the rules of the NASDAQ Stock Market
• Every board member is elected for a one-year term
• All members of our board committees (Audit, Compensation, Corporate Governance and Nominating, and Strategic Matters Committees) are non-management and independent directors under the rules of the Nasdaq Stock Market
• The charters of our board committees clearly establish their respective roles and responsibilities
• The independent members of our board of directors meet regularly without the presence of management
• We have an independent Chairman of the Board, David G. DeWalt
• Our board conducts a self assessment regularly
• Equity compensation plans are presented to stockholders for approval
• We have a code of business ethics and conduct policy which clearly states the high ethical standards under which we conduct business and all of our employees must affirm annually their acceptance of the code of conduct
• We have an ethics hotline available to all employees to facilitate anonymous reporting of any suspected violation of our policies
• PricewaterhouseCoopers LLP, our independent registered public accounting firm, reports directly to the Audit Committee and meets regularly with our Audit Committee without management present
• Our internal audit group reports directly to our Audit Committee and meets regularly with our Audit Committee without management present

We are dedicated to maintaining high standards of financial accounting and reporting, including disclosures. Our culture requires integrity and a commitment to strong internal practices and policies. We have the highest confidence in our financial reporting and the underlying system of internal controls, but most importantly, we have high confidence in our people who are the foundation of our success.