Publications

February 1999 (Revised October 2009)
Case

Royal Dutch/Shell in Nigeria (A)

By: Lynn S. Paine and Mihnea C. Moldoveanu

Working with Shell's country manager for Nigeria, the company's Committee of Managing Directors must decide how to respond to the Nigerian government's decision to impose the death sentence on Ken Saro-Wiwa and eight other leaders of a movement for the rights of the... View Details

Keywords: Ethics; Multinational Firms and Management; Courts and Trials; Rights; Corporate Social Responsibility and Impact; Business and Government Relations; Environmental Sustainability; Social Issues; Nigeria

February 1999 (Revised April 1999)
Case

Guaranty Trust Bank PLC Nigeria (A)

By: Lynn S. Paine and Hal Hogan

Fola Adeola, the CEO of Nigeria's Guaranty Trust Bank and one of its founders in 1991, is considering what should be done to maintain the bank's original vision and vitality in the face of its rapid growth and success in the marketplace. Known for its high ethical... View Details

Keywords: Banks and Banking; Organizational Culture; Ethics; Planning; Expansion; Business Processes; Law; Banking Industry; Nigeria

September 1998 (Revised May 2004)
Case

Becton Dickinson: Ethics and Business Practices (A)

By: Lynn S. Paine

Becton Dickinson's Global One-Company Operations Group must decide on the company's global policy on gifts, gratuities, and business entertainment. A central issue is whether the policy should be established centrally and made uniform worldwide or whether it should be... View Details

Keywords: Policy; Ethics; Law; Organizational Culture; Business Strategy; Philanthropy and Charitable Giving; Global Strategy; Trade; Business or Company Management

June 1998 (Revised December 2006)
Case

Clear Communications Ltd. vs. Telecom Corporation of New Zealand Ltd. (A)

By: Willis M. Emmons III and Martin Calles

Features the challenges facing an entrant in the New Zealand telecommunications market during the period 1989-1994. Clear Communications Ltd. (CCL), a joint venture owned by Bell Canada, MCI, New Zealand Television Corp., and Todd Companies, begins offering long... View Details

Keywords: Market Entry and Exit; Competition; Emerging Markets; Privatization; Monopoly; Mobile and Wireless Technology; Corporate Strategy; Business or Company Management; Expansion; Law; Telecommunications Industry; New Zealand

June 1998 (Revised June 1998)
Background Note

Bankruptcy: A Debtor's Perspective

By: Howard H. Stevenson and Michael J. Roberts

Describes the business and legal context surrounding personal and corporate bankruptcy. View Details

Keywords: Insolvency and Bankruptcy; Financial Condition; Legal Liability; Personal Finance; Loss; Business or Company Management

April 1998 (Revised July 2005)
Case

Acquisition of Consolidated Rail Corporation (A), The

By: Benjamin C. Esty, Lori A. Flees and Mathew M Millett

On October 15, 1996, Virginia-based CSX and Pennsylvania-based Consolidated Rail (Conrail), the first and third largest railroads in the eastern United States, announced their intent to merge in a friendly deal worth $8.3 billion. This deal was part of an industry-wide... View Details

Keywords: Valuation; Mergers and Acquisitions; Decisions; Contracts; Rail Industry; United States

April 1998 (Revised May 2001)
Supplement

Acquisition of Consolidated Rail Corporation (B), The

By: Benjamin C. Esty, Lori A. Flees and Mathew M Millett

Eight days after CSX announced it was going to buy Consolidated Rail (Conrail) for $88.65 per share, Norfolk Southern made a hostile $100 per share bid for Conrail. Over the next several months, the potential acquirers upped their bids while exchanging criticism in the... View Details

Keywords: Law; Valuation; Rail Transportation; Bids and Bidding; Governance Controls; Mergers and Acquisitions; Business Strategy; Corporate Finance; Rail Industry; United States

February 1998
Background Note

Contracting and Control in Venture Capital

By: Paul A. Gompers

Discusses the control mechanisms and contracts utilized by venture capitalists. The emphasis is on understanding potential conflicts of interest and how the contracts mitigate those conflicts. View Details

Keywords: Venture Capital; Governance Controls; Contracts; Business or Company Management; Conflict of Interests

February 1998 (Revised December 1998)
Case

Atlantic Energy/Delmarva Power & Light (A)

By: Benjamin C. Esty, Mathew M Millett and Tracy Aronson

Delmarva Power & Light and Atlantic Energy are neighboring electric utilities based in Delaware and New Jersey, respectively. In early 1996, they entered into merger negotiations, but were unable to reach an agreement on price because they could not agree on what... View Details

Keywords: Valuation; Negotiation Offer; Government Legislation; Risk and Uncertainty; Mergers and Acquisitions; Contracts; Utilities Industry; Delaware; New Jersey

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November 1997
Case

Borden Ranch: Balancing Private Property Rights and Social Interests in Ag

By: Ray A. Goldberg, Don Daniels and Diane Richmond

Angelo Tsakopoulos wanted to convert grazing land to crop agriculture. He received different advice from different government agencies and became involved in legal battles. View Details

Keywords: Property; Social Entrepreneurship; Rights; Agribusiness; Social Issues; Interests; Governing Rules, Regulations, and Reforms; Business and Government Relations; Agriculture and Agribusiness Industry

September 1997 (Revised August 2007)
Case

Bankruptcy and Restructuring at Marvel Entertainment Group

By: Benjamin C. Esty and Jason Auerbach

Marvel Entertainment Group is the leading comic book publisher in the United States, with superheros like Spider-Man, the Incredible Hulk, the X-Men, and Captain America. It is also one of the leading manufacturers of sports and entertainment trading cards under the... View Details

Keywords: Restructuring; Decision Choices and Conditions; Borrowing and Debt; Insolvency and Bankruptcy; Governance Controls; Courts and Trials; Planning; Entertainment and Recreation Industry

August 1997 (Revised July 1999)
Case

Hewlett-Packard's Santa Rosa Systems Division (A): The Trials and Tribulations of a Legacy

By: Michael Beer

Describes the process of transforming a recently formed division of Hewlett-Packard. View Details

Keywords: Business Divisions; Transformation; Courts and Trials; Information Technology Industry

February 1997 (Revised April 1997)
Case

Harrington Financial Group

By: Robert C. Merton and Alberto Moel

In early 1997, Harrington Bank, a small Indiana savings and loan (thrift) wondered what its next move should be. Harrington was acquired in 1988 by the principals of Smith Breeden Associates, a money-management and consulting firm specializing in the application of... View Details

Keywords: Banks and Banking; Mergers and Acquisitions; Price; Risk Management; Mortgages; Contracts; Asset Management; Investment; Financial Services Industry

December 1995
Case

Assessing Foreign Business Practices

By: Debora L. Spar

As businesses expand worldwide, corporations are increasingly being forced to grapple with definitions of "acceptable" foreign conduct. What differentiates a "bribe" from a "commission"? Should managers abroad refer to local custom or their own national laws in... View Details

Keywords: Crime and Corruption; Cross-Cultural and Cross-Border Issues

December 1995 (Revised November 1996)
Background Note

Corporate Purpose and Responsibility

By: Lynn S. Paine

Presents several conceptions of corporate purpose and responsibility as articulated by a variety of groups and individuals during the period 1970-95. Included are materials from the Business Roundtable, the American Law Institute, the Royal Society of Arts and... View Details

Keywords: Mission and Purpose; History; Corporate Social Responsibility and Impact

November 1995
Case

"Marketing" at Wachtell, Lipton, Rosen & Katz

By: Jay W. Lorsch and Samanta Graff

Describes the history and unique operating principles of the most successful corporate law firm in the country. Closes with a lengthy quotation by Martin Lipton, who is one of the firm's founding partners and who is described in an American Lawyer article as the "Elvis... View Details

Keywords: Marketing Strategy; Reputation; Business Strategy; Legal Services Industry

October 1995
Article

Start-ups, Spin-offs, and Internal Projects

By: James J. Anton and Dennis Yao

We examine the incentive problem confronting a firm and employee when the employee privately discovers a significant invention and faces a choice between keeping the invention private and leaving the firm to form a new company (start-up), or transferring knowledge and... View Details

Keywords: Business Startups; Projects; Motivation and Incentives; Rights; Employees; Innovation and Invention; Compensation and Benefits; Knowledge Sharing; Capital; Profit

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August 1995
Case

Hutton Branch Manager (D)

By: Lynn S. Paine and Jane Palley Katz

Describes the actions taken by E.F.Hutton management in response to the Bell Report, a study prepared by former Attorney General Griffin Bell and his law firm after Hutton pleaded guilty to 2,000 counts of mail and wire fraud in connection with its cash management... View Details

Keywords: Legal Liability; Crime and Corruption; Moral Sensibility; Acquisition; Decisions; Business or Company Management; Financial Services Industry

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July 1995
Background Note

Managerial Duties and Business Law

By: Joseph L. Badaracco Jr. and Jerry Useem

Consists of excerpts from Principles of Corporate Governance, a set of legal guidelines that enumerates the principal duties of corporate managers and directors, including fiduciary duty, duty of care, and duty of fair dealing. Also addresses legal obligations relating... View Details

Keywords: Ethics; Corporate Governance; Retention; Common Law; Business or Company Management; Goals and Objectives; Managerial Roles