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November 2018 (Revised January 2020)
Case

Tesla, Inc. in 2018

By: Siko Sikochi, Suraj Srinivasan and Quinn Pitcher

On August 7, 2018 Elon Musk, Chairman and CEO of Tesla tweeted that he was considering taking Tesla private and had secured funding. Weeks went by without details about a deal and speculation grew that Musk had misled investors. He soon abandoned the idea, but the... View Details

Keywords: Disclosure Regulation; Board Independence; Corporate Governance; Business and Shareholder Relations; Governing and Advisory Boards

September 2018 (Revised November 2018)
Case

From Beirut With Love (A)

By: Christina R. Wing, Esel Y. Cekin and Samer Al-Rachedy

This case describes how Robert Fadel, CEO and chairman of ABC, one of Lebanon’s leading retail and real estate groups, professionalized the family business. Robert was the second son of the company’s founder, Maurice Fadel, who had run it single-handedly. Concerned... View Details

July 2015 (Revised March 2021)
Case

Proxy Contest at DuPont

By: Jay W. Lorsch and Emily McTague

On January 9, 2015, Nelson Peltz of Trian Fund Management launched a proxy fight for four out of the twelve seats on the DuPont board. The fund had previously published a public letter addressed to shareholders outlining its proposal to break the company into three... View Details

Keywords: Board Of Directors; Hedge Fund; Activist Investing; Activist Investors; Proxy Fight; Corporate Governance; Governing and Advisory Boards; Investment Activism; Chemical Industry; United States

February 2018 (Revised October 2024)
Case

Hikma Pharmaceuticals Governance Journey

By: Lynn Paine, Suraj Srinivasan and Gamze Yucaoglu

The case opens with Said Darwazah, chairman and CEO of Hikma Pharmaceuticals, the multinational generics company, anticipating the company’s 2017 AGM and reflecting on changes made over the previous year to address concerns expressed by proxy advisors and some... View Details

Keywords: Boards Of Directors; Pharmaceuticals; Remuneration; Shareholder Engagement; Corporate Governance; Governing and Advisory Boards; Business and Shareholder Relations; Executive Compensation; Business Growth and Maturation; Emerging Markets; Private Sector; For-Profit Firms; Pharmaceutical Industry; Jordan

January 2020 (Revised December 2024)
Case

Governing PG&E

By: Lynn S. Paine and Will Hurwitz

The five commissioners of the California Public Utilities Commission (CPUC) listened intently at a public forum in April 2019 as PG&E Corporation’s out-going chairman Richard Kelly described the company’s proposed new board. PG&E, which provided electricity and natural... View Details

March 2023
Teaching Note

Hikma Pharmaceuticals Governance Journey

By: Suraj Srinivasan and Jonah Goldberg

Teaching Note for HBS Case No. 318108. The case opens with Said Darwazah, chairman and CEO of Hikma Pharmaceuticals, the multinational generics company, anticipating the company’s 2017 AGM and reflecting on changes made over the previous year to address concerns... View Details

Keywords: Jordan; Emerging Market; Private Sector; For-profit Firms; Boards Of Directors; Pharmaceuticals; Remuneration; Shareholder Engagement; Corporate Governance; Governing and Advisory Boards; Business and Shareholder Relations; Executive Compensation; Business Growth and Maturation; Pharmaceutical Industry; Jordan

September 2018
Supplement

From Beirut With Love (B): The Last Judgment

By: Christina R. Wing, Esel Y. Cekin and Samer Al-Rachedy

January 2020 (Revised July 2020)
Case

BlackRock: Linking Purpose to Profit

By: Aiyesha Dey

The case revolves around the actions that Barbara Novick, co-founder and Vice-Chair of Blackrock, and Michelle Edkins, Global Head of Investment Stewardship, would need to take in response to the controversial CEO letters from Laurence (Larry) Fink, Chairman and CEO of... View Details

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

February 1991 (Revised March 1995)
Case

Alantar, Inc.

By: Jay W. Lorsch

The CEO and chairman of Alantar, Inc. is confronted with the problem of how to create a more effective board of directors and also how to provide for his own successor. View Details

Keywords: Governing and Advisory Boards; Management Succession; Agriculture and Agribusiness Industry; Ecuador

March 1994 (Revised January 1995)
Case

Cardinal Health, Inc.

By: Jay W. Lorsch

Robert D. Walter, chairman and CEO of Cardinal Health, Inc., responds to questions regarding Cardinal's board and its influence on the acquisition of and merger with Whitmire Distribution. View Details

Keywords: Mergers and Acquisitions; Governing and Advisory Boards; Power and Influence; Management Teams; Distribution Industry; Medical Devices and Supplies Industry; Health Industry

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September 2010
Case

Bush Brothers & Company

By: Lena G. Goldberg and Chad Carr

The chairman and CEO of Bush Brothers grapples with leading and managing changes in strategy, governance and board composition, as well as succession, compensation and ownership issues, as he takes the family owned/family operated business into its fourth generation.... View Details

Keywords: Family Business; Change Management; Decision Making; Selection and Staffing; Leading Change; Management Succession; Governing and Advisory Boards; Wages; Values and Beliefs; Growth and Development Strategy

June 2002 (Revised January 2010)
Case

Delphi Corporation (A)

By: Jay W. Lorsch, Rakesh Khurana and Sonya Sanchez

The Delphi Corp.'s board of directors faces a transition as lead director Thomas Wyman approaches mandatory retirement. Chairman and CEO J.T. Battenberg reflects on Delphi's history and its successful reinvention by Wyman and Battenberg when it separated from its... View Details

Keywords: Corporate Governance; Governing and Advisory Boards; Leadership; Management Succession; Management Teams; Relationships; Corporate Strategy

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

October 2010 (Revised October 2011)
Case

Ken Langone: Member, GE Compensation Committee

By: Suraj Srinivasan and Lizzie Gomez

On September 2003, Richard Grasso stepped down as chairman and CEO of the New York Stock Exchange, following weeks of intense public criticism over the size of his $190 million compensation package. As chairman of the committee that oversaw Grasso's payout, Ken Langone... View Details

Keywords: Accounting; Corporate Governance; Governing and Advisory Boards; Employee Stock Ownership Plan; Executive Compensation; Governing Rules, Regulations, and Reforms; Labor and Management Relations; Wages; Change Management; Energy Industry; New York (city, NY)

October 1997 (Revised November 1997)
Case

NAACP, The

By: James E. Austin, Paul Barese, Stephanie L. Woerner and Elaine V. Backman

In February 1995, the National Association for the Advancement of Colored People (NAACP), the largest civil rights organization in the United States, was in the midst of a crisis. The executive director had been fired due to financial improprieties amid charges of... View Details

Keywords: Crime and Corruption; Capital; Governance Controls; Resignation and Termination; Selection and Staffing; Rights; Leadership; Management; United States

October 1998
Case

CRA Managed Care, Inc. (C)

By: Myra M. Hart and Susan Harmeling

Chronicles an entrepreneur's transition from chairman/CEO of a large privately held company, to chairman of a public company, to board member, to president of several major nonprofit boards, to founder of a new nonprofit for women business owners and founder of a new... View Details

Keywords: Transition; Leadership; Nonprofit Organizations; Governing and Advisory Boards; Entrepreneurship; Personal Development and Career; Gender; Management Skills; United States

December 1993 (Revised April 2006)
Case

Marriott Corporation (A)

By: Lynn S. Paine and Charles A. Nichols

Marriott Corp.'s chairman and CEO must decide whether to recommend a restructuring of the company to the board of directors. The proposal he is considering would split the Marriott Corp., a premier hotel developer, owner, and manager, into two separate companies by a... View Details

Keywords: Business or Company Management; Restructuring; Governing and Advisory Boards; Decision Making; Ethics; Management Teams; Business and Shareholder Relations; Accommodations Industry

December 1996 (Revised June 1997)
Case

Trinity College (A)

By: F. Warren McFarlan and Jaan Elias

Trinity College was an elite, private, liberal-arts college of some 1,800 students located in Hartford, CT. When Tom Gerety was chosen as Trinity's 17th president in 1989, he pledged to stay for ten years. Now less than five years at the job, Gerety announced he was... View Details

Keywords: Higher Education; Crisis Management; Management Succession; Planning; Social Enterprise; Education Industry; Connecticut

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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