Publications

October 2021
Article

Board Design and Governance Failures at Peer Firms

By: Shelby Gai, J. Yo-Jud Cheng and Andy Wu

Our study introduces board committees as a crucial determinant of board actions. We examine how directors who structurally link different board committees—referred to as multi-committee directors (MCDs)—explain why some board actions are merely symbolic while others... View Details

Keywords: Board Committees; Board Monitoring; New Director Nomination; Peer Financial Restatements; Governing and Advisory Boards; Corporate Governance; Performance Effectiveness

January 2015
Article

Are Incentives Without Expertise Sufficient? Evidence from Fortune 500 Firms

By: Emilie R. Feldman and Cynthia A. Montgomery

Agency theory predicts that incentives will align agents' interests with those of principals. However, the resource-based view suggests that to be effective, the incentive to deliver must be paired with the ability to deliver. Using Fortune 500 boards as an... View Details

Keywords: Board Of Directors; Corporate Governance; Incentives; Expertise; Motivation and Incentives; Governing and Advisory Boards; Experience and Expertise; Agency Theory

Web

HBS & the Case Method - Message From the Director | Baker Library | Bloomberg Center | Harvard Business School

Resources Credits HBS & the Case Method - Message From the Director HBS & the Case Method Site Credits Special Collections Search Exhibition Business Education & The Case Method The General Shoe Company, 1921 Case Writing & Industry... View Details

22 Oct 2024
News

Why Breaking Intel in Two Is the Only Way to Save America’s Most Important Manufacturer, According to Its Former Board Directors

January 2013 (Revised March 2013)
Case

Beth Stewart: Navigating the Boardroom

By: Boris Groysberg and Deborah Bell

After rising through the ranks of Corporate America, Beth Stewart has become a corporate director on the board of General Growth Properties. Stewart is struggling with how to address her mounting concerns over the financial health of the growing large publically traded... View Details

Keywords: Career Management; Women Executives; Women And Leadership; Boards Of Directors; Board Dynamics; Career Planning; Independent Directors; Leadership; Corporate Governance; Governing and Advisory Boards; Interpersonal Communication; Leadership Style; Personal Development and Career; Work-Life Balance; Real Estate Industry; United States

Article

Why Boards Aren't Dealing with Cyberthreats

By: J. Yo-Jud Cheng and Boris Groysberg

Keywords: Board Of Directors; Cybersecurity; Corporate Governance; AI and Machine Learning

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August 2013
Case

Pixability: Bettina's Board Walk

By: Noam Wasserman and Yael Braid

Description: Bettina Hein, founder-CEO of Pixability, is meeting with her board of directors to discuss her startup's fundraising prospects and the recent strategic pivot. Though Bettina loves the entrepreneurial exhilaration of "riding a rollercoaster every day,"... View Details

Keywords: Corporate Governance; Board Of Directors; Power And Influence; Entrepreneurship; Negotiation

2013
Chapter

Who Chooses Board Members?

By: Ali Akyol and Lauren Cohen

We exploit a recent regulation passed by the US Securities and Exchange Commission (SEC) to explore the nomination of board members to US publicly traded firms. In particular, we focus on firms’ use of executive search firms versus allowing internal members (often... View Details

Keywords: Boards; Boards Of Directors; Executive Search Firms; Governance; SEC Regulation; Governing and Advisory Boards; Management Succession; Executive Compensation

October 2015
Case

Transpower New Zealand: Evaluating Board Performance

By: Boris Groysberg, Paul M. Healy and Sarah L. Abbott

Mark Verbiest, Chairman of Transpower New Zealand, initiated a performance review of Transpower's board of directors. The review, which took four months to complete, provided board members with individualized feedback on their performance, as well as information on how... View Details

Keywords: Board Of Directors; Performance Evaluation; Governance; Leadership; Performance; Organizations; Human Resources; Decision Making; New Zealand

April 2019
Technical Note

A Note on Boards in VC-Backed Ventures

By: Shikhar Ghosh, Ramana Nanda, Suraj Srinivasan and Terrence Shu

What is the value of a Board, and why does a company need one? The note documents the formal role of a Board of Directors as going beyond simply acting as legal representation of corporate ownership. Moreover, this role changes as the company moves through different... View Details

Keywords: Founders; Business Startup; Board; Board Of Directors; Business Startups; Governing and Advisory Boards; Venture Capital; Entrepreneurship

April 2010
Article

Executive Pay and 'Independent' Compensation Consultants

By: K. J. Murphy and Tatiana Sandino

Executive compensation consultants face potential conflicts of interest that can lead to higher recommended levels of CEO pay, including the desires to "cross-sell" services and to secure "repeat business." We find evidence in both the US and Canada that CEO pay is... View Details

Keywords: Compensation Consultants; Conflicts Of Interest; CEO Pay; Board Of Directors; Director Pay; Disclosure; Conflict of Interests; Governing and Advisory Boards; Corporate Disclosure; Executive Compensation; Corporate Governance; Consulting Industry; Canada; United States

SSRN

July 2013 (Revised October 2013)
Supplement

United Rentals (B)

By: Jay W. Lorsch and Kathleen Durante

In April 2012, Jenne Britell, the Chairman of the board of directors of United Rentals, Inc. (NYSE: URI) was preparing her notes for an upcoming stockholders' meeting. It was a meeting unlike most other meetings she had chaired. Stockholders were about to vote on a... View Details

Keywords: Boards Of Directors; Board Committees; Chairman; Governing and Advisory Boards; Corporate Governance; Construction Industry; North America

July 2020
Supplement

Board Diversity at Amazon (B): The Board's Decision

By: Aiyesha Dey and Anu Atluru

Keywords: Board Of Directors; Diversity; Gender

August 23, 2016
Article

7 Charts Show How Political Affiliation Shapes U.S. Boards

By: J. Yo-Jud Cheng and Boris Groysberg

Keywords: Board Of Directors; Political Affiliation; Corporate Governance

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2000
Other Unpublished Work

New Trading Practices and the Short-run Predictability of the S&P 500: Market Volatility and Investor Confidence, Report to the Board of Directors of the New York Stock Exchange, Inc.

By: André Perold

Keywords: Stocks; Financial Markets; Governing Rules, Regulations, and Reforms; Capital Markets; Volatility; Market Timing

Spring 2013
Article

America's Changing Corporate Boardrooms: The Last Twenty-Five Years

By: Jay W. Lorsch

This article outlines several significant changes in corporate boardrooms over the past twenty-five years and uses those lessons to propose a thought experiment about how boards can be shaped in the future. Professor Lorsch argues that the major problems in the last... View Details

Keywords: Boards Of Directors; BEST Practices; Stakeholder Engagement; Governing and Advisory Boards; Problems and Challenges; Business and Stakeholder Relations; Change

February 2018 (Revised October 2024)
Case

Hikma Pharmaceuticals Governance Journey

By: Lynn Paine, Suraj Srinivasan and Gamze Yucaoglu

The case opens with Said Darwazah, chairman and CEO of Hikma Pharmaceuticals, the multinational generics company, anticipating the company’s 2017 AGM and reflecting on changes made over the previous year to address concerns expressed by proxy advisors and some... View Details

Keywords: Boards Of Directors; Pharmaceuticals; Remuneration; Shareholder Engagement; Corporate Governance; Governing and Advisory Boards; Business and Shareholder Relations; Executive Compensation; Business Growth and Maturation; Emerging Markets; Private Sector; For-Profit Firms; Pharmaceutical Industry; Jordan

2012
Book

The Future of Boards: Meeting the Governance Challenges of the Twenty-First Century

By: Jay W. Lorsch

This book is a collection of chapters written by Harvard Business School faculty and alums who have experience with corporate boards. It will provide a uniquely HBS perspective on the future of boards. View Details

Keywords: Corporate Governance; Boards Of Directors; Compensation; Succession; Governing and Advisory Boards; Books; Perspective; Governance