Publications
Publications
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- All HBS Web
(2,323)
- Faculty Publications (543)
- August 2010 (Revised March 2012)
- Supplement
The Dow Acquisition of Rohm and Haas (B)
By: Jay W. Lorsch and Melissa Barton
The Dow Board made a bid for Rohm and Haas Company in order to transition its portfolio away from commodity chemicals towards specialty chemicals. View Details
- August 2010 (Revised March 2012)
- Supplement
The Dow Acquisition of Rohm and Haas (D)
By: Jay W. Lorsch and Melissa Barton
Dow's board and management team worked on arranging appropriate financing to complete the acquisition of Rohm and Haas. Meanwhile, the board of Rohm and Haas filed suit against Dow after it delayed the completion of the acquisition. View Details
- 2010
- Working Paper
Corporate Governance When Founders Are Directors
By: Feng Li and Suraj Srinivasan
We examine CEO compensation, CEO retention policies, and M&A decisions in firms where founders serve as a director with a non-founder CEO (founder-director firms). We find that founder-director firms offer a different mix of incentives to their CEOs than other firms.... View Details
- 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
- March 2010 (Revised January 2012)
- Case
Bank of America-Merrill Lynch
By: Guhan Subramanian and Nithyasri Sharma
In September 2008, as Lehman Brothers struggled to survive, John Thain, CEO of Merrill Lynch, realized that his bank was also on the brink of failure. Throughout the weekend of September 13–14, 2008, Thain successfully negotiated a deal with Ken Lewis, CEO of Bank of... View Details
- February 2010 (Revised May 2010)
- Case
Bardhaman (A): Shrachi and the West Bengal Housing Board
By: John D. Macomber and Viraal Balsari
A real estate developer decides whether to enter into a public private partnership with the government of West Bengal to develop a township on farmland. The decisions include whether to expand operations from the company's base in Kolkata to Bardhaman, 100 km away;... View Details
- December 2009 (Revised March 2013)
- Case
Woolf Farming and Processing
By: David E. Bell, Laura Winig and Mary Louise Shelman
Woolf Farming Company, a privately owned family farming business in California's Central Valley, found its business threatened by a lack of water, brought on by a combination of drought, poor quality well water and unavailability of surface water due to federally... View Details
- November 2009 (Revised July 2012)
- Case
Board Leadership at Entergy Corporation
By: Jay W. Lorsch and Melissa Barton
Wayne Leonard became CEO of Entergy in 1999. After serving as CEO for close to eight years, the Entergy Board named Leonard Chairman and CEO. View Details
- 2009
- Working Paper
Management and the Financial Crisis (We have met the enemy and he is us...)
The financial crisis of 2008-9 has revealed that our broad model of corporate governance is broken, independent of the shortcomings in the regulatory system. Managers and boards of directors in scores of systemically important firms failed to protect employees,... View Details
- October 2009 (Revised June 2011)
- Case
Zappos.com 2009: Clothing, Customer Service, and Company Culture
By: Frances X. Frei, Robin J. Ely and Laura Winig
On July 17, 2009, Zappos.com, a privately held online retailer of shoes, clothing, and other soft line retail categories, learned that Amazon.com, a $19 billion multinational online retailer, had won its board of directors' approval to offer to merge the two companies.... View Details
- October 2009 (Revised November 2011)
- Case
Citigroup-Wachovia-Wells Fargo
By: Guhan Subramanian and Nithyasri Sharma
In late September 2008, amidst the spiraling financial crisis, many firms on Wall Street were in a precarious position. One such institution was Wachovia, which entered acquisition talks with Citigroup and Wells Fargo. This case describes the development of these... View Details
- September 8, 2009
- Article
The New Governance Paradigm
By: Nathaniel Foote and Michael Beer
Boards members of failed banks in 2008 or of the many companies like Enron who were caught up in scandals are by and large honorable, well intentioned, and competent people. So what went wrong and what can be done about it. This article argues that the problem lies in... View Details
- September 2009
- Other Article
Perspectives from the Boardroom—2009
Keywords: Governing and Advisory Boards
- August 2009 (Revised August 2010)
- Supplement
Eddie Bauer (B)
By: Paul M. Healy, Sharon P. Katz and Aldo Sesia
In February 2007, shareholders of Eddie Bauer, the specialty apparel retailer, were scheduled to vote on management's proposed sale of the company to two private equity firms. More than 50% of outstanding shares in Eddie Bauer needed to be voted in favor of the deal... View Details
- August 2009 (Revised August 2010)
- Supplement
Eddie Bauer (C)
By: Paul M. Healy, Sharon P. Katz and Aldo Sesia
The Eddie Bauer (C) case describes what happened and the outlook for the retailer. View Details
- July 2009 (Revised June 2011)
- Case
RiskMetrics Group
By: Jay W. Lorsch and Kaitlyn Simpson
RiskMetrics Group, a risk and governance consultancy, had a great deal of influence on U.S. companies. This case examines the history and growth of the company, the governance services it offers, the extent of its impact on shareholders, the controversy surrounding its... View Details
- June 2009 (Revised January 2011)
- Case
Target Corporation: Ackman versus the Board
By: Krishna G. Palepu, Suraj Srinivasan and James Weber
After 15 years of great performance, Target's faltering performance during an economic downturn led an activist shareholder to initiate a proxy fight. Target Corporation, the second largest discount store retailer in the U.S., had competed successfully against industry... View Details
- June 2009
- Case
The Role of the Audit Committee in Risk Oversight
By: Jay W. Lorsch and Kaitlyn Simpson
An audit committee chair considers how he can help his committee become more effective given the increasing regulatory demands on audit committees. He also wrestles with the lack of specificity in audit committee duties and whether his committee should take on... View Details
- Article
Mission-Driven Governance
By: Raymond Fisman, Rakesh Khurana and Edward Martenson
The purpose of this paper is to provide a useful, easily applied theory of governance performance. The existing model is fundamentally adversarial, rooted in the paradigm of principal-agent conflict. At its base is an image of governance as a never-ending struggle... View Details
- May 2009
- Article
Synchronicity and Firm Interlocks in an Emerging Market
By: Tarun Khanna and Catherine Thomas
Stock price synchronicity has been attributed to poor corporate governance and a lack of firm-level transparency. This paper investigates the association between different kinds of firm interlocks, control groups, and synchronicity in Chile. A unique data set... View Details