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  • March 2014 (Revised May 2014)
  • Teaching Note

The TELUS Share Conversion Proposal

By: Lucy White and Benjamin C. Esty
On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details
Keywords: Proxy Contest; Proxy Battle; Proxy Advisor; ISS; Glass Lewis ＆ Co.; Hedge Fund; Short Selling; Share Lending; Telecommunications; Voting Rights; Empty Voting; Equity Decoupling; Share Unification; Dual Class Shares; Canada; Exchange Ratio; Shareholder Activism; Shareholder Votes; Investment Activism; Public Equity; Capital Structure; Investment Return; Corporate Governance; Corporate Finance; Ownership Stake; Business and Shareholder Relations; Valuation; Telecommunications Industry; Canada; British Columbia; United States; New York (city, NY)
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  • November 2018
  • Case

Governance Transition at Anadolu Group

By: Paul M. Healy and Esel Y. Cekin
Kamil Yazici and Izzet Ozilhan founded and built Anadolu Group Holding—a family business that grew into a multi-billion-dollar regional powerhouse. For 57 years they were equal partners in running the company. They then handed over a leadership role to a next... View Details
Keywords: Family-managed Business; Professionally-run Company; Second-generation; Third-generation; Governance; Governance Changes; Succession Planning; Corporate Culture; Shareholders; Board Of Directors; Long-term Sustainability; Conglomerate; Family Business; Corporate Governance; Change Management; Management Succession; Leadership; Transition; Organizational Structure; Consumer Products Industry; Turkey; Central Asia; Middle East
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  • February 2015 (Revised April 2015)
  • Case

The Board of Directors at Market Basket

By: Jay W. Lorsch and Emily McTague
The firing of Market Basket CEO Arthur T. Demoulas by his cousin, Arthur S. Demoulas, and directors affiliated with him set off employee protests throughout the grocery store chain. Industry specialists estimated that Market Basket was losing close to ten million... View Details
Keywords: Organizational Behavior; Shareholder Votes; Board Of Directors; Board Dynamics; Board Decisions; Boards; Grocery; Organizational Culture; Organizational Structure; Business and Shareholder Relations; Corporate Governance; Food and Beverage Industry; New England
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  • January 2004 (Revised July 2006)
  • Case

Executive Remuneration at Reckitt Benckiser plc

By: Jay W. Lorsch, V.G. Narayanan, Krishna G. Palepu, Lisa Brem and Ashley Robertson
Reckitt Benckiser plc has developed an executive compensation system. This case outlines the structure of the system, its emphasis on performance-based pay and a global outlook, and explains the role of the human resources department, the board of directors, and... View Details
Keywords: Governing and Advisory Boards; Employee Relationship Management; System; Executive Compensation; Retention; Performance; Human Resources; Recruitment; Business and Shareholder Relations
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  • September 2018
  • Supplement

From Beirut With Love (B): The Last Judgment

By: Christina R. Wing, Esel Y. Cekin and Samer Al-Rachedy
Keywords: Family Business; Family Conflicts; Sibling Rivalry; Second-generation; Foundation; Trust; Governance; Work-life Balance; Leadership; Leading Change; Transformation; Succession Planning; Management; Organizational Structure; Corporate Culture; Shareholder; Board Of Directors; Retail; Real Estate; Shopping Mall; Department Store; Growth; Lebanon; Middle East; Non-executive Chairman; Sustainability
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  • January 2018
  • Case

Trian Partners' Proxy Contest at Procter & Gamble

By: Suraj Srinivasan and Quinn Pitcher
In July 2017, activist hedge fund Trian Partners announced that it was launching a proxy fight at U.S. consumer goods giant Procter & Gamble. P&G would be the largest company ever subjected to a proxy fight, as Trian sought to have its CEO, Nelson Peltz, elected to the... View Details
Keywords: Investment; Corporate Governance; Institutional Investing; Investment Activism; Business and Shareholder Relations; United States
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  • November 1990 (Revised June 1993)
  • Case

FMC Corp.: A Recapitalization

By: William J. Bruns Jr. and Julie H. Hertenstein
A proposed recapitalization will use new debt to pay a large dividend to some shareholders in return for a reduction of their voting power. The result will be a highly leveraged financial structure and negative owners' equity. Students can trace the effects of proposed... View Details
Keywords: Financial Statements; Financial Strategy; Asset Management; Financial Management; Business Conglomerates; Borrowing and Debt; Business and Shareholder Relations; Capital Structure; Equity; Private Equity; Chemical Industry
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  • 20 Mar 2021
  • News

US security focus on Chinese state ownership is not productive, advisory panel is told

  • March 2007 (Revised October 2008)
  • Case

The New York Times Co.

The Sulzberger family owns 20% of the New York Times Co. (NYT) but controls 70% of the board through a dual-class share structure. At the company's April 2006 annual shareholder meeting, Morgan Stanley Investment Management (MSIM) and other investors, holding 28% of... View Details
Keywords: Family Business; Investment Activism; Corporate Governance; Governance Controls; Governing and Advisory Boards; Business and Shareholder Relations; Publishing Industry; New York (city, NY)
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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
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  • 24 Nov 2003
  • Research & Ideas

Boards and Corporate Governance: A Balanced Scorecard Approach

Companies can create shareholder value through more effective governance, and through boards that do not simply ensure compliance, but focus their time and efforts on the most critical strategic areas. Past board results have often not... View Details
Keywords: Re: Robert S. Kaplan & Krishna G. Palepu
  • 17 Sep 2012
  • News

Dual threat to a happy EADS-BAE union

  • December 2014 (Revised April 2015)
  • Case

Apple, Einhorn, and iPrefs

By: Carliss Y. Baldwin, Hanoch Feit, Edward A. Minasian and Brandon Van Buren
In March 2013, Apple Computer has a very large cash balance, and is under pressure to return cash to shareholders. Hedge fund manager David Einhorn thinks Apple can "unlock value" by issuing perpetual preferred stock, dubbed iPrefs. Henry Blodget, CEO of Business... View Details
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  • February 2024
  • Case

Adventures Inc: 21st Century Brand Building

By: Boris Groysberg and Sarah L. Abbott
Founded in 2020, Adventures worked with celebrities in Brazil to create and launch digitally native brands. The idea was to match the celebrity’s skill in creating content and entertaining fans with Adventures’ skill in consumer packaged goods marketing and operations.... View Details
Keywords: Digital Brand; Influencer Marketing; Growth And Scaling; Capital Constraints; Brand Portfolio Strategy; CPG; Start-up; Celebrity Endorsement; Digital Marketing; Growth and Development Strategy; Entrepreneurship; Advertising; Social Media; Business Startups; Joint Ventures; Brands and Branding; Brazil
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  • 14 Jun 2016
  • First Look

June 14, 2016

over 11,000 firms in 34 countries. We find large cross-country differences in the adoption of basic management practices, with the U.S. having the highest size-weighted average management score. We present a formal model of “Management as a Technology," and View Details
Keywords: Sean Silverthorne
  • March 2002
  • Case

Unified Energy System at Russia

On April 4, 2000, at a board of directors' meeting, CEO Anatoly Chubais, Russia's legendary reformer, announced his plan to break up the Russian joint stock company Unified Energy System (UES). The plan envisioned breaking up the giant energy monopoly along two lines... View Details
Keywords: Risk and Uncertainty; Energy Industry; Russia
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  • March 2024
  • Supplement

ELCA's Series A Cap Table Exercise (Instructor Version)

By: Raymond Kluender and Anke Becker
In ELCA, the company must decide between two term sheets: one put forth by STV and one put forth by ESV.

This exercise is an analysis of the implications of these two term sheets on the ownership structure and the payouts of common and preferred... View Details
Keywords: Analysis; Venture Capital; Investment; Ownership Stake
Related
  • 2015
  • Chapter

Thirty Years of Evolution in the Roles of Institutional Investors in Corporate Governance

By: John C. Coates
This chapter presents evidence that shifts in the composition and roles of institutions have been at least as important, if not more so, than aggregate increases in institutional ownership. Over the past 30 years, institutions have come to play more varied roles in... View Details
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  • October 2008 (Revised November 2010)
  • Case

NEC Electronics

By: C. Fritz Foley, Robin Greenwood and James Quinn
Why do shares in NEC Electronics, a publicly listed subsidiary of Japan conglomerate NEC, trade at a discount to their fundamental value? Can Perry Capital, a U.S. hedge fund, restructure this subsidiary and generate significant returns? This case provides students... View Details
Keywords: Restructuring; Private Equity; Investment Return; Ownership Stake; Business and Shareholder Relations; Financial Services Industry; Japan
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  • March 2024
  • Supplement

ELCA's Series A Cap Table Exercise (Student Version)

By: Raymond Kluender, Anke Becker and Johnson Elugbadebo
In ELCA, the company must decide between two term sheets: one put forth by STV and one put forth by ESV.

This exercise is an analysis of the implications of these two term sheets on the ownership structure and the payouts of common and preferred... View Details
Keywords: Analysis; Venture Capital; Investment; Ownership Stake
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