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November 2007 (Revised March 2009)
Case

Clear Channel 2006

By: Richard S. Ruback and Leslie Pierson

The Board of Directors of Clear Channel Communications, a radio broadcasting and outdoor advertising company, has to respond to a revised proposal from two private equity firms to take the company private. In November of 2006, the Board had unanimously approved an... View Details

Keywords: Decision Choices and Conditions; Private Equity; Governing and Advisory Boards; Negotiation Offer; Privatization; Business and Shareholder Relations

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April 1994 (Revised August 1996)
Case

American Express (A)

By: Jay W. Lorsch

In January 1993, the American Express board met to decide who would succeed James D. Robinson, III as chairman and CEO. The board needed to act in the spotlight of intense media and investor scrutiny, and after leaks had revealed that there was a conflict among the... View Details

Keywords: Decision Making; Corporate Governance; Resignation and Termination; Leadership; Management Succession; Performance Evaluation

September 2001 (Revised June 2005)
Case

Stevenson Industries (A)

By: John A. Davis and Kacie LaChapelle

Simon Carlson, chairman of the board of his family's fourth-generation industrial company, must decide how to deal with his conflict with the company's nonfamily CEO. Hired by the board just 15 months earlier to pursue growth more aggressively, CEO Paul Steel has upset... View Details

Keywords: Family Business; Management Succession; Management Style; Governing and Advisory Boards; Management Teams; Rank and Position; Organizational Culture; Decision Making; Manufacturing Industry

20 Apr 2009
Research & Ideas

Misgovernance at the World Bank

Getting a seat at the table often makes all the difference in the world. New research from Harvard Business School suggests that this idea holds true literally at the World Bank, where the 24 countries serving on the Board of Executive... View Details

Keywords: by Martha Lagace

April 1991 (Revised July 1991)
Supplement

RJR Nabisco Board: Guardians of the Gate? (B)

By: Jay W. Lorsch

The special committee of the RJR Nabisco board has extended the bidding deadline for the company by 10 days. The case explains the process by which Kohlberg Kravis Roberts and the management group bid against one another for ownership of RJR Nabisco. The board of... View Details

Keywords: Leveraged Buyouts; Situation or Environment; Bids and Bidding; Decision Making; Managerial Roles; Governing and Advisory Boards; Management Teams; Consumer Products Industry; Food and Beverage Industry

November 2007 (Revised March 2008)
Case

Tyco International: Corporate Governance

By: Rakesh Khurana and James Weber

Examines how Tyco and its board recovered from its corporate scandals. Describes how its CEO and board set out to institute processes, guidelines, and a culture that would make Tyco into a company widely recognized for its world class corporate governance. View Details

Keywords: Crime and Corruption; Corporate Governance; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; Business Processes; Organizational Culture

June 2020
Case

Recovering Trust After Corporate Misconduct at Wells Fargo

By: Suraj Srinivasan and Jonah S. Goldberg

The case describes widespread misconduct at Wells Fargo Community Bank in the period leading up to 2017 and the company’s subsequent attempts to improve internal controls, company culture, and corporate governance. The case examines the potential causes of large scale... View Details

Keywords: Corporate Misconduct; Internal Controls; Banks and Banking; Crime and Corruption; Corporate Governance; Organizational Culture; Governance Compliance; Management Systems; Organizational Change and Adaptation; Performance Improvement; Governing and Advisory Boards

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

April 1991 (Revised July 1991)
Case

RJR Nabisco Board: Guardians of the Gate? (A)

By: Jay W. Lorsch

Charles Hugel, the chairman of RJR Nabisco, receives a call from RJR Nabisco's CEO, Ross Johnson; Johnson plans to present an LBO plan to the board of directors at the board meeting the following week. The case details Hugel's actions as chairman, and describes the... View Details

Keywords: Leveraged Buyouts; Situation or Environment; Bids and Bidding; Decision Making; Managerial Roles; Governing and Advisory Boards; Management Teams; Consumer Products Industry; Food and Beverage Industry

September 2017 (Revised March 2018)
Case

Chai Point: Disrupting Chai

By: Shikhar Ghosh, Ramana Nanda and Rachna Tahilyani

Chai Point is India’s largest organized chai retailer. It has missed its target for retail store openings by approximately 25%, goals that are very important to its investors who are also board members. However, it has developed an exciting new internet-based tea... View Details

13 Sep 2006
Op-Ed

Rising CEO Pay: What Directors Should Do

Ask any thoughtful corporate board member what they are most concerned about these days, and it is not Sarbanes-Oxley. It is CEO pay. Directors worry because shareholders continue to express outrage, and the media attention to the issue... View Details

Keywords: by Jay W. Lorsch

August 2023
Case

Kariyer.net: Recruiting AI

By: Shunyuan Zhang, Fares Khrais and Namrata Arora

In 2017, Fatih Uysal (AMP 2021) became CEO of Kariyer.net. By then, the business was already the industry leading online job board in Turkey. However, faced with stalling growth, a turbulent macroenvironment, and growing competition from international players, Uysal... View Details

05 Jul 2006
Op-Ed

Corporate Governance Activists are Headed in the Wrong Direction

votes cast in order to be elected. Contrast that, these activists warn, with the prevailing procedure that puts a candidate on a board with just a plurality of votes. They claim that under these conditions, directors can be elected with... View Details

Keywords: by Joseph Hinsey

March 2018
Case

Sachem Head's Activism at Autodesk

By: Suraj Srinivasan and Quinn Pitcher

In 2015, activist hedge fund Sachem Head Capital, led by founder Scott Ferguson, launched an activist campaign at computer aided design (CAD) software maker Autodesk. The activist campaign, waged mainly in private, was over Autodesk's lackluster financial performance,... View Details

Keywords: Shareholder Activism; Investing; Activist Investing; Technology; CEO Turnover; Hedge Fund Activism; Benchmarking; Corporate Governance; Information Technology; Investment Activism; Performance Improvement; Management Succession; United States

09 Sep 2009
Working Paper Summaries

Perspectives from the Boardroom--2009

Keywords: by Jay W. Lorsch, Joseph L. Bower, Clayton S. Rose & Suraj Srinivasan

November 2000 (Revised April 2004)
Case

Airbus A3XX: Developing the World's Largest Commercial Jet (A)

By: Benjamin C. Esty and Michael Kane

In July 2000, Airbus Industries' supervisory board is on the verge of approving a $13 billion investment for the development of a new super jumbo jet known as the A3XX that would seat from 550 to 1,000 passengers. Having secured approximately 20 orders for the new jet,... View Details

Keywords: Risk and Uncertainty; Investment; Forecasting and Prediction; Capital Budgeting; Valuation; Government and Politics; Demand and Consumers; Product Development; Product Positioning; Air Transportation Industry; Manufacturing Industry

October 2010 (Revised July 2012)
Case

Hewlett-Packard Company: CEO Succession in 2010

By: Jay W. Lorsch, Krishna G. Palepu and Melissa Barton

Mark Hurd resigned as the CEO of Hewlett Packard in 2010 after the board discovered that he had misfiled expense reports and paid an H.P. contractor for unsubstantiated work. After Hurd left H.P., he joined Oracle, an H.P. competitor. Soon thereafter, the H.P. board... View Details

Keywords: Ethics; Governing and Advisory Boards; Leadership Development; Management Succession; Competitive Strategy; Technology Industry

October 6, 2020
Article

COVID-19 Is Rewriting the Rules of Corporate Governance

By: Lynn S. Paine

Boards are facing a complex new reality as a result of COVID-19. The new environment is characterized by pressures and demands from various stakeholder groups, heightened expectations for societal engagement and corporate citizenship, and radical uncertainty about the... View Details

Keywords: Health Pandemics; Corporate Governance; Governing and Advisory Boards

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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

August 2000
Case

Mannesmann AG

By: Jay W. Lorsch and Katharina Pick

Explores the functioning of a German supervisory board in the context of a takeover bid made by a British company. View Details

Keywords: Corporate Governance; Mergers and Acquisitions; Governing and Advisory Boards; Cross-Cultural and Cross-Border Issues; Germany; United Kingdom

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