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    • All HBS Web  (1,988)
      • Faculty Publications  (402)

      Corporate BoardsRemove Corporate Boards →

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      • November 2005 (Revised February 2007)
      • Case

      Governing Sumida Corporation

      By: Lynn S. Paine, Masako Egawa, Chisato Toyama and Kim Bettcher
      Describes the corporate governance changes adopted by Japan's Sumida Corp. between 1999 and 2005, setting them in the context of changes in Japan's commercial code during this period. Sumida was the first Japanese company to adopt a new U.S.-inspired "committee system"... View Details
      Keywords: Governing and Advisory Boards; Corporate Governance; Change Management; Business or Company Management; Management Teams; Law; Japan
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      Paine, Lynn S., Masako Egawa, Chisato Toyama, and Kim Bettcher. "Governing Sumida Corporation." Harvard Business School Case 306-022, November 2005. (Revised February 2007.)
      • November 2005 (Revised July 2007)
      • Case

      Pine Ridge Winery, LLC (A)

      By: Joseph B. Lassiter III and Lauren Barley
      George Scheppler, president and CEO of Pine Ridge Winery, LLC, (the "Company") sat in his office overlooking the steep hillside vineyards of the Pine Ridge Winery in Napa Valley. It was June 2005, and he was preparing for the upcoming board of managers meeting where he... View Details
      Keywords: Governing and Advisory Boards; Brands and Branding; Product Positioning; Corporate Strategy; Napa Valley
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      Lassiter, Joseph B., III, and Lauren Barley. "Pine Ridge Winery, LLC (A)." Harvard Business School Case 806-060, November 2005. (Revised July 2007.)
      • November 2005
      • Case

      Michael Ovitz and The Walt Disney Company (A)

      By: Jay W. Lorsch and Alexis Chernak
      Faced with the need to hire a new president, The Walt Disney Co. pursued Michael Ovitz, a founder of the Creative Artist Agency. Although initially disinterested, Ovitz engaged in negotiations with Michael Eisner, CEO of The Walt Disney Co., in the summer of 1995... View Details
      Keywords: Corporate Governance; Management Teams; Selection and Staffing; Negotiation; Organizational Culture
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      Lorsch, Jay W., and Alexis Chernak. "Michael Ovitz and The Walt Disney Company (A)." Harvard Business School Case 406-065, November 2005.
      • November 2005
      • Case

      Playgrounds and Performance: Results Management at KaBOOM! (A)

      By: Herman B. Leonard, Marc J. Epstein and Laura Winig
      KaBOOM!, a successful playground-building social enterprise funded through corporate partnerships, wants to develop a performance measurement system that will enable the organization to expand its impact substantially. The board of directors and management are trying... View Details
      Keywords: Governing and Advisory Boards; Growth and Development Strategy; Social Enterprise; Performance Evaluation; Management Systems; Design; Construction Industry
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      Leonard, Herman B., Marc J. Epstein, and Laura Winig. "Playgrounds and Performance: Results Management at KaBOOM! (A)." Harvard Business School Case 306-031, November 2005.
      • June 2005 (Revised January 2007)
      • Case

      The Board of Directors at Morgan Stanley Dean Witter (A)

      By: Jay W. Lorsch and Ashley Robertson
      Examines the resignation of Philip Purcell as chairman and CEO of Morgan Stanley as a result of poor performance and cultural problems, as well as his relationship to the board of directors. View Details
      Keywords: Cross-Cultural and Cross-Border Issues; Corporate Governance; Resignation and Termination; Performance; Rank and Position
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      Lorsch, Jay W., and Ashley Robertson. "The Board of Directors at Morgan Stanley Dean Witter (A)." Harvard Business School Case 405-105, June 2005. (Revised January 2007.)
      • April 2005 (Revised May 2005)
      • Case

      Executive Compensation at General Electric (A)

      By: V.G. Narayanan and Michele Jurgens
      Faced with falling share prices and the critical eye of the media focused on Jack Welch's retirement plan, newly appointed CEO Jeff Immelt had the challenge of reassessing GE as a leader of corporate integrity and good governance. Presents the changes Immelt initiated... View Details
      Keywords: Executive Compensation; Employee Stock Ownership Plan; Governing and Advisory Boards; Media; Governance; Corporate Accountability
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      Narayanan, V.G., and Michele Jurgens. "Executive Compensation at General Electric (A)." Harvard Business School Case 105-072, April 2005. (Revised May 2005.)
      • March 2005 (Revised June 2006)
      • Case

      Sun Microsystems, Inc.: Web Services Strategy

      By: Thomas R. Eisenmann and Fernando Suarez
      Microsoft and IBM have excluded Sun Microsystems from the board of the Web Services Interoperability Organization (WS-I), an industry consortium that will shape the evolution of Web services standards. Sun managers must decide whether to join WS-I as a contributing... View Details
      Keywords: Information Technology; Standards; Corporate Governance; Power and Influence; Web Services Industry; Information Technology Industry
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      Eisenmann, Thomas R., and Fernando Suarez. "Sun Microsystems, Inc.: Web Services Strategy." Harvard Business School Case 805-095, March 2005. (Revised June 2006.)
      • February 2005 (Revised March 2005)
      • Case

      The P&G Acquisition of Gillette

      By: Jay W. Lorsch and Ashley Robertson
      Raises issues about the role of boards of directors in compensating CEOs and, specifically, the rewards granted to CEOs for arranging a change-of-control for their companies. View Details
      Keywords: Governing and Advisory Boards; Acquisition; Corporate Governance; Consumer Products Industry; United States
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      Lorsch, Jay W., and Ashley Robertson. "The P&G Acquisition of Gillette." Harvard Business School Case 405-082, February 2005. (Revised March 2005.)
      • February 2005 (Revised March 2006)
      • Case

      PCAOB, The (A)

      By: Lynn S. Paine and Kim Bettcher
      Members of the Public Co. Accounting Oversight Board--a private-sector, nonprofit body created by the Sarbanes-Oxley Act of 2002--must determine the form and content of a new auditing standard on internal control that will fulfill the requirements of Section 404 of the... View Details
      Keywords: Law; Financial Reporting; Corporate Governance; Standards; Government Administration; Accounting Audits
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      Paine, Lynn S., and Kim Bettcher. "PCAOB, The (A)." Harvard Business School Case 305-025, February 2005. (Revised March 2006.)
      • 2005
      • Chapter

      The Professionalization of Corporate Directors

      By: Martin Lipton and Jay W. Lorsch
      Keywords: Management Teams; Governing and Advisory Boards
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      Lipton, Martin, and Jay W. Lorsch. "The Professionalization of Corporate Directors." In Restoring Trust in American Business, edited by Jay W. Lorsch, A. Zelleke, and Leslie Berlowitz. Cambridge: American Academy of Arts and Sciences, 2005.
      • November 2004 (Revised July 2005)
      • Case

      Messier's Reign at Vivendi Universal

      By: Rakesh Khurana, Vincent Dessain and Daniela Beyersdorfer
      Focuses on a crisis in the board at Vivendi. Highlights the difficulties that arise when dramatic pressure from outside the boardroom affects boardroom dynamics. In this case, there are two events. The first is an unexpectedly large financial loss and a pending cash... View Details
      Keywords: Corporate Governance; Crisis Management; History; Cash Flow; Acquisition; Performance; Telecommunications Industry; Media and Broadcasting Industry
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      Khurana, Rakesh, Vincent Dessain, and Daniela Beyersdorfer. "Messier's Reign at Vivendi Universal." Harvard Business School Case 405-063, November 2004. (Revised July 2005.)
      • October 2004 (Revised July 2005)
      • Case

      Kinetic Concepts, Inc.

      By: Jay W. Lorsch, Dwight B. Crane and Ashley Robertson
      Raises issues about how the nature and function of a board changes as a company moves from ownership by its employees, including the founder, to ownership by a private equity firm, Fremont Partners, culminating in a highly successful IPO. Gives students the opportunity... View Details
      Keywords: Private Equity; Governing and Advisory Boards; Initial Public Offering; Behavior; Organizations; Employee Ownership; Health Care and Treatment; Medical Devices and Supplies Industry; Health Industry; United States
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      Lorsch, Jay W., Dwight B. Crane, and Ashley Robertson. "Kinetic Concepts, Inc." Harvard Business School Case 405-042, October 2004. (Revised July 2005.)
      • 21 Jul 2004
      • Lecture

      Governance and Corporate Responsibility: Opportunities for Board Leadership." Panelist. "Role of the Corporation in the 21st Century: Corporate Governance in the Face of New Social Values

      By: Lynn S. Paine
      Keywords: Governance; Leadership; Corporate Social Responsibility and Impact
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      Paine, Lynn S. Governance and Corporate Responsibility: Opportunities for Board Leadership." Panelist. "Role of the Corporation in the 21st Century: Corporate Governance in the Face of New Social Values. Lecture at the Forum Barcelona, Barcelona, Spain, July 21, 2004.
      • June 2004 (Revised June 2004)
      • Case

      Utah Symphony and Utah Opera: A Merger Proposal

      By: Thomas J. DeLong and David L. Ager
      Anne Ewers, general director of Utah Opera, is awaiting the decision of the members of the board of the Utah Symphony and Utah Opera about whether to merge Utah's top two arts organizations. If the vote favors the merger, Ewers will be asked to assume the helm of the... View Details
      Keywords: Mergers and Acquisitions; Change Management; Organizational Culture; Human Resources; Management; Fine Arts Industry; Music Industry; Utah
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      DeLong, Thomas J., and David L. Ager. "Utah Symphony and Utah Opera: A Merger Proposal." Harvard Business School Case 404-116, June 2004. (Revised June 2004.)
      • April 2004 (Revised September 2007)
      • Case

      Accounting Fraud at WorldCom

      By: Robert S. Kaplan and David Kiron
      The principal players in WorldCom's accounting fraud included CFO Scott Sullivan, the General Accounting and Internal Audit departments, external auditor Arthur Andersen, and the board of directors. The case provides sufficient detail to allow for a full discussion of... View Details
      Keywords: Governance Controls; Governing and Advisory Boards; Crime and Corruption; Ethics; Financial Reporting; Organizational Culture; Corporate Governance; Accounting Audits
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      Kaplan, Robert S., and David Kiron. "Accounting Fraud at WorldCom." Harvard Business School Case 104-071, April 2004. (Revised September 2007.)
      • December 2003 (Revised August 2004)
      • Case

      Circon (A) (Abridged)

      By: Brian J. Hall, Christopher Rose and Guhan Subramanian
      In 1996, U.S. Surgical launched a hostile takeover bid against Circon Corp. CEO Richard Auhll recruited an old HBS friend, George Cloutier, to the Circon board to help him defend the company. Circon's primary defenses include a "poison pill" and a staggered board and... View Details
      Keywords: Motivation and Incentives; Governing and Advisory Boards; Executive Compensation; Trust; Relationships; Acquisition; Business and Shareholder Relations; Medical Devices and Supplies Industry; United States
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      Hall, Brian J., Christopher Rose, and Guhan Subramanian. "Circon (A) (Abridged)." Harvard Business School Case 904-023, December 2003. (Revised August 2004.)
      • November 2003 (Revised August 2005)
      • Case

      First Commonwealth Financial Corporation

      By: Robert S. Kaplan
      First Commonwealth Financial Corp., a financial institution in central and southwestern Pennsylvania, implemented the Balanced Scorecard for describing and implementing its new customer-focused strategy. Its founder and chairman decided that the Balanced Scorecard also... View Details
      Keywords: Balanced Scorecard; Corporate Strategy; Customers; Corporate Governance; Governing and Advisory Boards; Customer Relationship Management; Executive Compensation; Financial Services Industry; Banking Industry; Pennsylvania
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      Kaplan, Robert S. "First Commonwealth Financial Corporation." Harvard Business School Case 104-042, November 2003. (Revised August 2005.)
      • 2003
      • Book

      Back to the Drawing Board: Designing Corporate Boards for a Complex World

      By: Jay W. Lorsch and Colin Carter
      Keywords: Design; Governance
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      Lorsch, Jay W., and Colin Carter. Back to the Drawing Board: Designing Corporate Boards for a Complex World. Boston, MA: Harvard Business School Press, 2003.
      • October 2003 (Revised April 2005)
      • Case

      Innovation Corrupted: The Rise and Fall of Enron

      By: Malcolm S. Salter
      Presents an historical overview of Enron's rise and fall and summarizes what is currently known about (1) the evolution of Enron's business model, (2) the organizational processes Enron officials relied on to drive and monitor the business, (3) emergent behavior... View Details
      Keywords: Business Model; Behavior; Governing and Advisory Boards; Success; Transformation; Failure; Business Processes; Energy Industry; United States
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      Salter, Malcolm S. "Innovation Corrupted: The Rise and Fall of Enron." Harvard Business School Case 904-036, October 2003. (Revised April 2005.)
      • September 2003
      • Case

      Executive Compensation at Reckitt Benckiser plc

      By: V.G. Narayanan, Krishna G. Palepu and Lisa Brem
      Investors felt betrayed by the increasingly lucrative pay packages awarded to CEOs and other top executives at multinational companies. Yet, board members charged with adequately rewarding executives were forced to compete with rising packages of salaries and stock... View Details
      Keywords: Design; Stock Options; Investment Activism; Corporate Accountability; Compensation and Benefits; Employee Stock Ownership Plan; Management Teams; Business and Shareholder Relations; Consumer Products Industry; Netherlands; United States
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      Narayanan, V.G., Krishna G. Palepu, and Lisa Brem. "Executive Compensation at Reckitt Benckiser plc." Harvard Business School Case 104-006, September 2003.
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