Publications

Research Summary

Current Research: Issues in Corporate Governance

Effectiveness of shareholder voting

Reform of shareholder voting is a key component of legislation arising from the financial crisis of 2008. Professor Gow examines the effect of shareholder voting on corporate actions, particularly on... View Details

Research Summary

The Corporate Governance Role of Taxes

Dyck introduces evidence that private benefits of control are higher in countries with poor tax enforcement and in ongoing work explores further this correlation using both theory and empirical work from the United States and Russia. This work illustrates that the... View Details

Research Summary

Revitalizing Businesses

By: William E. Fruhan

William E. Fruhan, Jr. is exploring how firms act to enhance shareholder value when competitive pressures or takeovers threaten their operations. The approach most frequently taken involves fixing businesses that can be fixed and advantageously divesting those that... View Details

September 2018
Case

Advent International: Kroton Investment

By: Victoria Ivashina, Ruth Kostas and Priscilla Zogbi

Keywords: Private Equity; Acquisition; IPO; Valuation; Education; Distance Learning; Turnaround; Growth; Exit; PE; Buyer; Middle-class; Low Income; K-12; Entrepreneur; Family Business; University; College; Consolidation; Fragmentation; Penetration; Value; Shares; Control; Negotiation; Equity; Transaction; Board; Majority; Minority; Post-secondary; Leverage; Campus; Deal; Shareholder; Tag Along; Brazil; Latin America

September 2020
Case

Keeping It in the Family at the Hayden Saw Company

By: V.G. Narayanan and John Masko

In 2019, Board Chair and third-generation shareholder Helen Fullerton was preparing for a meeting to discuss Ohio-based Hayden Saw Company’s (Hayden) future as a family business. As the company entered its fifth decade, the Hayden family was dealing with three distinct... View Details

Keywords: Family Business; Corporate Governance; Family Ownership; Business and Shareholder Relations; Family and Family Relationships; Governing and Advisory Boards; Construction Industry; Ohio; United States

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

November 29, 2011
Article

The Role of The Board in Creating a Sustainable Strategy

By: Robert G. Eccles, Ioannis Ioannou and George Serafeim

While conceptually elegant, the belief that a corporation's role is to maximize value for shareholders is under increasing challenge as society's expectations for companies change. An equally elegant new concept that takes account of these dual pressures has yet to... View Details

Keywords: Value Creation; Business and Stakeholder Relations; Corporate Strategy; Business and Shareholder Relations; Corporate Social Responsibility and Impact; Performance Expectations; Governing and Advisory Boards; Management Practices and Processes; Decisions; Risk and Uncertainty; Cost vs Benefits; Information

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October 2021
Supplement

Engine No. 1: An Activist Hedge Fund Pursues Stakeholder Capitalism (B)

By: Mark Kramer

Engine Number 1's proxy fight succeeded in part because Exxon shareholders had lost money in the preceding years and because climate change was a high-profile issue. The B case raises the question of whether Engine No. 1's next target should be Facebook, where social... View Details

Keywords: Proxy Fight; Hedge Fund Activism; Social Impact; Business and Shareholder Relations; Climate Change; Corporate Social Responsibility and Impact; Goals and Objectives

09 Jun 2010
Working Paper Summaries

Agency Costs, Mispricing, and Ownership Structure

Keywords: by Sergey Chernenko, C. Fritz Foley & Robin Greenwood

June 2016
Case

Controversy over Executive Remuneration at BP

By: V.G. Narayanan and Ashley Hartman

In March 2016, BP disclosed that its chief executive officer, Bob Dudley, would receive a $19.6 million compensation package, a 20% increase in total compensation over the previous year. BP justified the amount, emphasizing that the company delivered strong results... View Details

Keywords: Executive Compensation

July 2009 (Revised May 2010)
Case

Pfizer: Letter from the Chairman (A)

By: Robert L. Simons and Natalie Kindred

This case explores maximizing shareholder value as a goal in executive decision making. Over a period of nine years, three different Pfizer CEOs make critical decisions intended to increase shareholder value. But the results are disappointing. To allow students to... View Details

Keywords: Decision Choices and Conditions; Corporate Accountability; Corporate Governance; Annual Reports; Business and Shareholder Relations; Value Creation; Pharmaceutical Industry; United States

February 2009 (Revised March 2009)
Supplement

AFSCME vs. Mozilo...and "Say on Pay" for All! (B)

By: Fabrizio Ferri and James Weber

Union seeks to protect its pension funds through shareholder activism focused on corporate governance and executive compensation. The (B) case updates the (A) case. View Details

Keywords: Executive Compensation; Labor Unions; Corporate Governance

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May 2017 (Revised February 2024)
Case

Battle for the Soul of Capitalism: Unilever and the Kraft Heinz Takeover Bid (A)

By: William W. George and Amram Migdal

This case describes Kraft Heinz Company’s (KHC) February 2017 unsolicited $143 billion takeover offer to acquire Unilever. The offer was made to Unilever CEO Paul Polman by KHC chairman Alexandre Behring, who was also co-founder and CEO of Brazilian-based 3G Capital... View Details

Keywords: Acquisition; Value Creation; Decision Choices and Conditions

21 Jul 2016
Cold Call Podcast

How Small Investors Can Bet Big on Brands They Love

Keywords: Re: Luis M. Viceira; Financial Services

02 Aug 2004
What Do You Think?

For Greater Transparency, Is Section 404 an Effective Response?

transparency for shareholders and other stakeholders. The primary argument is that, without high standards of personal integrity posed from within, Section 404 will be of limited value. As John Louk put it, "I personally believe that... View Details

Keywords: by James Heskett

October 16, 2019
Article

Where ESG Fails

By: Michael E. Porter, George Serafeim and Mark Kramer

We are entering a new stage of understanding of the linkage between investment performance and social impact. Previous approaches, such as socially responsible investing and environmental, social, and governance (ESG) screening, have obscured the opportunities for... View Details

Keywords: ESG; Sustainability; Environment; Social Impact; Impact Investing; ESG (Environmental, Social, Governance) Performance; ESG Reporting; Shared Value; Environmental Sustainability; Social Issues; Investment; Value; Strategy

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March 2012 (Revised September 2014)
Case

Clarks at a Crossroads (A)

By: John A. Davis and Suzanne Stroh

Clarks at a Crossroads (A) describes how this venerable British shoe company falls behind its competition and into financial trouble. The case ends with a pivotal vote by shareholders on whether to sell this family company. View Details

December 2019 (Revised June 2024)
Case

The Dutch East India Company in 1612 (A)

By: Lynn S. Paine and Giuseppe Dari-Mattiacci

The Dutch East India Company’s board of directors must decide what to do about an impending legal requirement to liquidate the company’s assets and return to shareholders their capital and any profits earned during a ten-year lock-up period. The charter granted to the... View Details

Keywords: Corporate Governance; Globalized Firms and Management; Organizational Structure; Laws and Statutes; Financial Markets; Business and Shareholder Relations; Business and Government Relations; Business History; Shipping Industry; Netherlands

October 2011
Article

Concentrating on Governance

By: Dalida Kadyrzhanova and Matthew Rhodes-Kropf

This paper develops a novel trade-off view of corporate governance. Using a simple model that integrates agency costs and bargaining benefits of management friendly provisions, we identify the economic determinants of the resulting trade-offs for shareholder value.... View Details

Keywords: Market Participation; Corporate Governance; Business and Shareholder Relations