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  • All HBS Web  (1,697)
    • News  (279)
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  • April 1998 (Revised May 2000)
  • Case

Guidant Corporation: Shaping Culture Through Systems

By: Robert L. Simons and Antonio Davila
Guidant is a successful IPO start-up selling pacemakers and defibrillators. The case describes how managers install systems to balance innovation and control. Three parts of a shareholder value strategy are described. Controls include incentive systems, beliefs... View Details
Keywords: Innovation Strategy; Corporate Strategy; Motivation and Incentives; Planning; Risk Management; Management Systems; Business Strategy; Value Creation; System; Service Industry; Financial Services Industry; Medical Devices and Supplies Industry
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Simons, Robert L., and Antonio Davila. "Guidant Corporation: Shaping Culture Through Systems." Harvard Business School Case 198-076, April 1998. (Revised May 2000.)
  • February 2011 (Revised June 2011)
  • Case

Stock Reform of Shenzhen Development Bank

By: Li Jin, Li Liao, Aldo Sesia and Jianyi Wu
Shenzhen Development Bank, China's first publicly traded company, was undergoing the non-tradable share reform. Its current controlling shareholder, private equity firm Newbridge Capital LLC, needs to negotiate with its diverse minority shareholders to find a... View Details
Keywords: Capital; Private Equity; Investment; Corporate Governance; Managerial Roles; Emerging Markets; Negotiation; Business and Shareholder Relations; Conflict of Interests; Banking Industry; China
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Jin, Li, Li Liao, Aldo Sesia, and Jianyi Wu. "Stock Reform of Shenzhen Development Bank." Harvard Business School Case 211-080, February 2011. (Revised June 2011.)
  • November 2007
  • Article

If Private Equity Sized Up Your Business

By: Robert C. Pozen
This article includes a one-page preview that quickly summarizes the key ideas and provides an overview of how the concepts work in practice along with suggestions for further reading. As the dust settles on the recent frenzy of private equity deals (including... View Details
Keywords: Mergers and Acquisitions; Capital Structure; Private Equity; Investment Return; Governing and Advisory Boards; Executive Compensation; Business and Shareholder Relations; Value Creation; Financial Services Industry
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Pozen, Robert C. "If Private Equity Sized Up Your Business." Harvard Business Review 85, no. 11 (November 2007).
  • February 2022
  • Case

Business Roundtable 2019 Statement: A New Paradigm or Business as Usual?

By: Charles C.Y. Wang and Amram Migdal
This note focuses on the antecedents of, reactions to, and clarifications about The Business Roundtable’s August 19, 2019, “Statement on the Purpose of a Corporation.” The note includes background information on corporate governance as practiced in the United States in... View Details
Keywords: Corporate Accountability; Corporate Governance; Business History; Mission and Purpose; Agency Theory; Business and Shareholder Relations; Business and Stakeholder Relations; Corporate Social Responsibility and Impact; United States
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Wang, Charles C.Y., and Amram Migdal. "Business Roundtable 2019 Statement: A New Paradigm or Business as Usual?" Harvard Business School Case 122-023, February 2022.
  • 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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Ferri, Fabrizio, and James Weber. AFSCME vs. Mozilo...and "Say on Pay" for All! (B). Harvard Business School Supplement 109-057, February 2009. (Revised March 2009.)
  • January 2023 (Revised April 2025)
  • Case

Peloton Interactive (A)

By: Suraj Srinivasan, Lynn S. Paine and David Lane
Early in February 2022, the board of Peloton Interactive faced some knotty challenges. Immense pandemic demand for its stationary exercise bicycles and treadmills had prompted the firm to scale up production rapidly. But as gyms reopened and the virulence of the virus... View Details
Keywords: Corporate Governance; Governing and Advisory Boards; Growth Management; Investment Activism; Leadership; Entertainment and Recreation Industry; Sports Industry; United States
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Srinivasan, Suraj, Lynn S. Paine, and David Lane. "Peloton Interactive (A)." Harvard Business School Case 323-005, January 2023. (Revised April 2025.)
  • 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
  • February 2011 (Revised May 2011)
  • Case

Marlin & Associates and the Sale of Riverview Technologies

By: Richard S. Ruback and Royce Yudkoff
Riverview Technologies was a Stockholm, Sweden-based company that had developed software hedge funds. After spending more than a year in an organized sale process, the winning bidder had become increasingly difficult to work with and the closing had been substantially... View Details
Keywords: Mergers and Acquisitions; Entrepreneurship; Negotiation Deal; Negotiation Offer; Negotiation Process; Business and Shareholder Relations; Financial Services Industry
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Ruback, Richard S., and Royce Yudkoff. "Marlin & Associates and the Sale of Riverview Technologies." Harvard Business School Case 211-083, February 2011. (Revised May 2011.)
  • January 2001 (Revised March 2002)
  • Case

Ford Motor Company's Value Enhancement Plan

By: Andre F. Perold
In April 2000, Ford Motor Co. announced a shareholder Value Enhancement Plan (VEP) to significantly recapitalize the firm's ownership structure. Ford had accumulated $23 billion in cash reserves and under the VEP would return as much as $10 billion of this cash to... View Details
Keywords: Restructuring; Forecasting and Prediction; Capital Structure; Cash; Financial Liquidity; Policy; Business and Shareholder Relations; Value; Auto Industry
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Perold, Andre F. "Ford Motor Company's Value Enhancement Plan." Harvard Business School Case 201-079, January 2001. (Revised March 2002.)
  • 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
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Simons, Robert L., and Natalie Kindred. "Pfizer: Letter from the Chairman (A)." Harvard Business School Case 110-003, July 2009. (Revised May 2010.)
  • 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
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Paine, Lynn S., and Giuseppe Dari-Mattiacci. "The Dutch East India Company in 1612 (A)." Harvard Business School Case 320-047, December 2019. (Revised June 2024.)
  • 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
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Kadyrzhanova, Dalida, and Matthew Rhodes-Kropf. "Concentrating on Governance." Journal of Finance 66, no. 5 (October 2011): 1649–1685.
  • October 1999
  • Case

Royal Dutch/Shell in Transition (A)

By: Lynn S. Paine
After the Brent Spar episode and the 1995 events in Nigeria, Shell undertakes an intensive review of its values and business principles. At the same time, it conducts the largest multi-stakeholder consultation in its history in an effort to better understand society's... View Details
Keywords: Corporate Governance; Corporate Accountability; Corporate Social Responsibility and Impact; Social Issues; Public Opinion; Moral Sensibility; Values and Beliefs; Transformation; Environmental Accounting; Energy Industry
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Paine, Lynn S. "Royal Dutch/Shell in Transition (A)." Harvard Business School Case 300-039, October 1999.
  • November 2007 (Revised March 2009)
  • Case

OppenheimerFunds and Take-Two Interactive (A)

By: Jay W. Lorsch, Andrew Hill and Kaitlyn Simpson
Describes the dilemma faced by Emmanuel Ferreira, a fund manager at OppenheimerFunds. As the largest shareholder and a long-time investor in software publisher Take-Two Interactive, Ferreira contemplates whether or not to get involved with other investors in trying to... View Details
Keywords: Restructuring; Decision Choices and Conditions; Investment; Corporate Governance; Governing and Advisory Boards; Business and Shareholder Relations
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Lorsch, Jay W., Andrew Hill, and Kaitlyn Simpson. "OppenheimerFunds and Take-Two Interactive (A)." Harvard Business School Case 408-074, November 2007. (Revised March 2009.)
  • Article

Agency Costs, Mispricing, and Ownership Structure

By: Sergey Chernenko, C. Fritz Foley and Robin Greenwood
Standard theories of corporate ownership assume that because markets are efficient, insiders ultimately bear all agency costs that they create and therefore have a strong incentive to minimize conflicts of interest with outside investors. We argue that if equity is... View Details
Keywords: Business and Shareholder Relations; Ownership; Conflict of Interests; Investment; Valuation
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Chernenko, Sergey, C. Fritz Foley, and Robin Greenwood. "Agency Costs, Mispricing, and Ownership Structure." Financial Management 41, no. 4 (Winter 2012): 885–914.
  • July 2008 (Revised September 2008)
  • Case

Recent Developments in the Ranbaxy Case

By: Robert C. Pozen
This brief case describes settlements Indian drug maker Ranbaxy has made with Pfizer and AstraZeneca, as well as Daiichi Kangyo's purchase of a majority shareholding in Ranbaxy in 2008. View Details
Keywords: Mergers and Acquisitions; Patents; Lawsuits and Litigation; Ownership Stake; Pharmaceutical Industry; India
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Pozen, Robert C. "Recent Developments in the Ranbaxy Case." Harvard Business School Case 609-010, July 2008. (Revised September 2008.)
  • February 2014
  • Article

Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation

By: Francois Brochet and Suraj Srinivasan
We examine which independent directors are held accountable when investors sue firms for financial- and disclosure-related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over... View Details
Keywords: Independent Directors; Litigation Risk; Class Action Lawsuits; Director Accountability; Reputation; Boards Of Directors; Corporate Governance; Debt Securities; Corporate Accountability; Lawsuits and Litigation
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Brochet, Francois, and Suraj Srinivasan. "Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation." Journal of Financial Economics 111, no. 2 (February 2014): 430–449.
  • 2013
  • Working Paper

Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation

By: Francois Brochet and Suraj Srinivasan
We examine which independent directors are held accountable when investors sue firms for financial and disclosure related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over... View Details
Keywords: Debt Securities; Lawsuits and Litigation; Legal Liability
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Brochet, Francois, and Suraj Srinivasan. "Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation." Working Paper, 2013. (Harvard Business School Working Paper, No. 13-104, June 2013.)
  • November 2004
  • Case

Deere & Company

By: Ray A. Goldberg and Hal Hogan
John Deere & Co. wants to improve shareholder value and provide incentives to do so. The task is difficult in a volatile agriculture and construction industry. It also wants to be more global and provide machinery that traces commodities from the field to the consumer. View Details
Keywords: Factories, Labs, and Plants; Volatility; Machinery and Machining; Multinational Firms and Management; Goods and Commodities; Goals and Objectives; Strategic Planning; Agriculture and Agribusiness Industry; Construction Industry
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Goldberg, Ray A., and Hal Hogan. "Deere & Company." Harvard Business School Case 905-406, November 2004.
  • November 1990 (Revised June 1993)
  • Case

FMC Corp.: A Recapitalization

By: William J. Bruns Jr. and Julie H. Hertenstein
A proposed recapitalization will use new debt to pay a large dividend to some shareholders in return for a reduction of their voting power. The result will be a highly leveraged financial structure and negative owners' equity. Students can trace the effects of proposed... View Details
Keywords: Financial Statements; Financial Strategy; Asset Management; Financial Management; Business Conglomerates; Borrowing and Debt; Business and Shareholder Relations; Capital Structure; Equity; Private Equity; Chemical Industry
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Bruns, William J., Jr., and Julie H. Hertenstein. "FMC Corp.: A Recapitalization." Harvard Business School Case 191-084, November 1990. (Revised June 1993.)
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