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March 2020 (Revised May 2020)
Case

Board Director Dilemmas—Family Affairs

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case focuses on a new director who must help resolve a disagreement between two generations of leaders in a family business. The case raises questions of the proper role and approach for a director trying to manage a legitimate disagreement between shareholders... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Family Business

March 2020 (Revised September 2020)
Case

Board Director Dilemmas—Pushing Senior Management

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case explores a new board director who wants more detail from the management team than his fellow directors are willing to press for. New board director Sam Pesca is frustrated that CFO Alex Marotta provides only a minimal two-page financial summary at board... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Management Teams

March 2020 (Revised May 2020)
Case

Board Director Dilemmas—Incorrigible CEO

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case focuses on a new director who, along with fellow directors, struggles with the inappropriate behavior of an otherwise competent—even brilliant—founder and CEO. This case is part of a series of vignettes that capture different dilemmas faced by directors as... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards

March 2020 (Revised October 2020)
Case

Board Director Dilemmas—Digging into Detail

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case explores a new board director who asks a detailed question about a footnote in the lengthy board packet distributed to directors by management. The case allows for discussion about the amount of information and level of detail provided by management, the... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards

February 2021
Case

Board Director Dilemmas—New Year, New Timing

By: Suraj Srinivasan, David G. Fubini and Amram Migdal

This case focuses on a junior partner at a private equity (PE) firm who sits on the board of one of the firm’s portfolio companies. In the case, the board member asks the CEO to accelerate a cost-cutting initiative and looks to a seasoned industry veteran who is also a... View Details

Keywords: Board Directors; Governing and Advisory Boards; Strategy; Decision Making

March 2020 (Revised May 2020)
Case

Board Director Dilemmas—Sharing Expertise

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case focuses on a new director who was invited to the board specifically due to her expertise in a technical area. The case allows for discussion of the board director’s appropriate role: to advise and direct management or to ask thoughtful questions about... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Experience and Expertise

February 2021 (Revised April 2021)
Case

Board Director Dilemmas—Back the SPAC?

By: Suraj Srinivasan, David G. Fubini and Amram Migdal

This case focuses on a board director of a diversified holding company. The firm’s longtime CEO had always exhibited a cautious, methodical approach to growth. Now, the CEO is raising the idea of joining with a special purpose acquisition company (SPAC) to spin off... View Details

Keywords: Board Director; Strategy; Change Management; Decision Making

2016
Working Paper

Consequences to Directors of Shareholder Activism

By: Ian D. Gow, Sa-Pyung Sean Shin and Suraj Srinivasan

Using a comprehensive sample for 2004–2012, we examine the impact of shareholder activist campaigns on the careers of directors of targeted firms. We find that activism is associated with directors being almost twice as likely to leave—and performance-sensitivity of... View Details

Keywords: Shareholder Activism; Hedge Funds; Independent Directors; Director Reputation; Accountability; Shareholder Voting; Voting; Retention; Investment Funds; Management Teams; Investment Activism

2016
Working Paper

Managing Reputation: Evidence from Biographies of Corporate Directors

By: Ian D. Gow, Aida Sijamic Wahid and Gwen Yu

We examine how corporate directors manage reputation through disclosure choices in biographies in proxy statements filed with the SEC. Directors are more likely to withhold information about directorships at firms that experienced adverse events. Withholding such... View Details

Keywords: Director Monitoring; Strategic Disclosure; Management; Corporate Disclosure; Reputation

2016
Working Paper

What Factors Drive Director Perceptions of Their Board's Effectiveness?

By: Boris Groysberg, Paul M. Healy and Richard Ellis Crum

We use a survey of directors to collect data on their ratings of board effectiveness as well as board internal dynamics and key processes. Controlling for many of the governance metrics examined by prior research, we find that directors’ ratings of their boards’... View Details

Keywords: Board Of Directors; Corporate Governance; Performance Effectiveness; Perception; Risk Management

April 2015
Teaching Note

The Board of Directors at Market Basket

By: Jay Lorsch and Emily McTague

Teaching Note for the Board of Directors at Market Basket Case. View Details

Keywords: Board; Board Of Directors; Corporate Governance; Governing and Advisory Boards; Food and Beverage Industry; North America

Research Summary

Directors Survey

By: Jay W. Lorsch

This project, which is just beginning, will be a questionnaire survey of directors of public companies in the U.S. The goal of the survey will be to understand the views of directors about their jobs and the changing legal, regulatory, and institutional climate in... View Details

February 16, 2016
Article

The Political Issues Board Directors Care Most About

By: Boris Groysberg and J. Yo-Jud Cheng

Keywords: Board Of Directors; Political Issues; Corporate Governance

Register to Read

October 2023 (Revised January 2024)
Case

McDonald's Board of Directors (A)

By: Lynn S. Paine and Will Hurwitz

In October 2019, the McDonald’s Corporation board of directors, chaired by Enrique Hernandez, Jr., gathered to learn the results of their outside counsel’s investigation into the conduct of the CEO. On the surface, the iconic fast-food chain was thriving as growing... View Details

Jan 25 2019
Tout

Earn the Corporate Director Certificate

February 2015 (Revised April 2015)
Case

The Board of Directors at Market Basket

By: Jay W. Lorsch and Emily McTague

The firing of Market Basket CEO Arthur T. Demoulas by his cousin, Arthur S. Demoulas, and directors affiliated with him set off employee protests throughout the grocery store chain. Industry specialists estimated that Market Basket was losing close to ten million... View Details

Keywords: Organizational Behavior; Shareholder Votes; Board Of Directors; Board Dynamics; Board Decisions; Boards; Grocery; Organizational Culture; Organizational Structure; Business and Shareholder Relations; Corporate Governance; Food and Beverage Industry; New England

Aug 08 2019
Brochure

Corporate Director Certificate Brochure

2006
Chapter

Interlocking Directorates

By: Mark Mizruchi and Christopher Marquis

Keywords: Business Organization; Organizational Structure; Governing and Advisory Boards

January 2021 (Revised October 2024)
Case

Aptiv PLC Board of Directors (A)

By: Lynn S. Paine and Will Hurwitz

Aptiv’s board must decide whether a joint venture with an auto maker is the right next step in the company’s efforts to develop and commercialize a production-ready autonomous driving system. While many commentators believed that Aptiv’s self-driving technologies had... View Details

04 Mar 2014
Working Paper Summaries

Consequences to Directors of Shareholder Activism

Keywords: by Ian D. Gow, Sa-Pyung Sean Shin & Suraj Srinivasan

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