Yes, the 'Secondhand Software Presentation' does sound like it might be an adverse document...
The legal dispute between secondhand software reseller ValueLicensing and Microsoft took another turn this week: a consent order was published with demands for documents from past and present Microsoft head honchos, and a planned case management conference was canceled.
Several requests in the order revolved around a historic, potentially explosive internal document written by Microsoft entitled the "Second-Hand Software" (SHS) Presentation.
ValueLicensing and Microsoft agreed to vacate the case management conference ahead of its scheduled date on September 14, 2026. The result is the Consent Order [PDF], which, unsurprisingly, focuses on locating and asking for the disclosure of Microsoft documents that may bear on the reseller's allegation that the company offered incentives for customers to shift to subscription services in return for not selling their pre-owned licenses.
The confidentiality designation applied to several documents in the case has also been lifted.
In addition, there are many references to a June 2013 document that Microsoft disclosed on December 22, 2025, entitled "Second-Hand Software Presentation" (SHS Presentation).
June 2013 was a busy time for Microsoft: it had launched the Office 365 subscription service two years previously, but there was a question over what to do about those customers with perpetual licenses that Microsoft wanted to move into the new world of "an always-up-to-date cloud service, at a predictable monthly subscription."
While the content of the SHS Presentation has yet to be made public, the Consent Order treats it as a "Known Adverse Document," meaning it is unlikely to be good news for Microsoft. Furthermore, the consent order requires Microsoft to explain by October 31 why it had not said it earlier. This case was filed in 2021 and yet it took until the end of 2025 for Microsoft to produce the presentation.
Microsoft was also asked to conduct extensive, unredacted disclosure searches across its corporate mailboxes and SharePoint accounts of high-level executives for search terms including "antitrust," "used licenses," "second hand", and "Value Licensing," between July 3, 2012 and June 1, 2020. It has until November 30 to produce any documents found during the search.
Execs whose mailboxes and document repositories must be searched include Richard Chin, currently a Corporate VP at Microsoft responsible for the company's monetization approach and who was a General Manager between 2012 and 2020 working on pricing, licensing, and the business models in the Cloud and AI world. Kevin Turner, who was Chief Operating Officer at Microsoft from 2005 to 2016, is also on the list.
As for confidentiality, the consent order stated, "No blanket or default designation of such documents as 'Restricted' or 'Confidential' shall be applied." Instead, it'll be on a document-by-document basis and "limited to the precise words, figures or passages said to be sensitive; and be supported by specific reasons rather than general assertions."
"Defendants shall disclose by no later than 4pm on 30 November 2026 any further documents they have identified relating to the same or similar matters addressed in the SHS Presentation."
Microsoft will also keep ValueLicensing apprised of its progress every 21 days. Microsoft told The Register it had no comment to make on the Consent Order.
ValueLicensing boss Jonathan Horley said, "ValueLicensing have been working to get appropriate disclosure for some years and this Order is the result of that work and more recently disclosed documents.
"This is a further stage enabling a better understanding of how Microsoft dealt with the second-hand software market which brings a liability trial one stage closer."
The case has had several twists over the years, not least Microsoft's "Hail Mary" attempt to make it about copyright rather than the allegation that it deliberately stifled the sale of secondhand software licenses. This latest turn might eventually give an intriguing insight into how the US biz dealt with the market while encouraging customers to embrace subscriptions.
Time to break out the popcorn, perhaps? ®