Publications

October 1996 (Revised December 1997)
Case

American Cyanamid (A): Boardroom Response to a Hostile Takeover Offer

American Home Products' (AHP) $9 billion hostile takeover of American Cyanamid (Cyanamid) was the largest mergers and-acquistions transaction in 1994, and made AHP the fourth largest pharmaceutical firm in the United States. At the time of AHP's offer, Cyanamid had... View Details

Keywords: Governing and Advisory Boards; Mergers and Acquisitions; Corporate Governance; Pharmaceutical Industry; United States

August 2011 (Revised October 2015)
Case

Boardroom Battle Behind Bars: Gome Electrical Appliances Holdings—A Corporate Governance Drama

By: William C. Kirby and Tracy Yuen Manty

Despite widespread news of the incarceration of Gome Electronics' CEO, Huang Guangyu, Bain Capital felt they carefully undertook due diligence before making a significant investment in the company. The venture capital firm was confident that it and the current... View Details

Keywords: China; Legal Aspects Of Business; Corruption; Risk; Corporate Governance; Crime and Corruption; Power and Influence; Risk Management; Business and Shareholder Relations; Venture Capital; Ethics; Governing and Advisory Boards; Governing Rules, Regulations, and Reforms; Values and Beliefs; Private Equity; China

07 Aug 2000
Research & Ideas

The Business of Biotech

New Year's Eve 1999 gave revelers a once-in-a-lifetime opportunity for celebration—the exhilarating thrill of ringing in a year that's always had an aura of science fiction mystery. When the champagne corks popped at midnight, however,... View Details

Keywords: by Julia Hanna; Biotechnology; Health; Technology

June 2013
Article

Dysfunction in the Boardroom: Understanding the Persistent Gender Gap at the Highest Levels

By: Boris Groysberg and Deborah Bell

The article examines the gender gap that is present in boardrooms in U.S. corporations and internationally in 2013 as more women attempt to reach executive-level positions. Countries in the European Union are attempting to institute laws regarding the minimum... View Details

Keywords: Equality and Inequality; Governing and Advisory Boards; Gender; United States; European Union

Fall 2020
Article

Climate in the Boardroom: Struggling to Reconcile Business as Usual and the End of the World as We Know It

By: Rebecca Henderson

How does one witness to businesspeople about climate change? Climate change is a problem for the collective and the long term, whereas business often requires a ruthless focus on the individual and the quarter. Climate change is an ethical catastrophe whose solution... View Details

Keywords: Sustainable Business; Climate Change; Corporate Social Responsibility and Impact; Environmental Sustainability

November 1996
Case

Del Webb Corporation (C), The

By: Jay W. Lorsch and Samanta Graff

Dion and the other Del Webb directors were open to having Industrial Equity Pacific (IEP) and Webcott Holdings representation on the board. The IEP representative was perceived as reserved and lacking in sophistication. Cotter of Webcott, however, struck the directors... View Details

Keywords: Crisis Management; Management Succession; Strategic Planning; Governing and Advisory Boards; Horizontal Integration; Conflict Management

Spring 2013
Article

America's Changing Corporate Boardrooms: The Last Twenty-Five Years

By: Jay W. Lorsch

This article outlines several significant changes in corporate boardrooms over the past twenty-five years and uses those lessons to propose a thought experiment about how boards can be shaped in the future. Professor Lorsch argues that the major problems in the last... View Details

Keywords: Boards Of Directors; BEST Practices; Stakeholder Engagement; Governing and Advisory Boards; Problems and Challenges; Business and Stakeholder Relations; Change

2010
Article

Corporate Governance at the World Bank and the Dilemma of Global Governance

By: Ashwin Kaja and Eric Werker

Most major decisions at the World Bank are made by its Board of Executive Directors. While some countries enjoy the opportunity to serve on this powerful body, most countries rarely, if ever, get that chance. This gives rise to the question: does board membership lead... View Details

Keywords: Corporate Governance; Decisions; Governing and Advisory Boards; Banks and Banking; Financing and Loans; Management Analysis, Tools, and Techniques; Governing Rules, Regulations, and Reforms; Voting; Globalized Economies and Regions

21 Sep 2009
Research & Ideas

Excessive Executive Pay: What’s the Solution?

clubby groups that are widely criticized as the handpicked "captives" of self-serving management. With White House support, congressional leaders are intent on shifting the balance of power in... View Details

Keywords: by Roger Thompson

2009
Working Paper

Corporate Misgovernance at the World Bank

By: Ashwin Kaja and Eric D. Werker

We test for evidence of corporate misgovernance at the World Bank. Most major decisions at the World Bank are made by its Board of Executive Directors. However, in any given year the majority of the Bank's member countries do not get a chance to serve on this powerful... View Details

Keywords: Developing Countries and Economies; Banks and Banking; Financing and Loans; International Finance; Corporate Governance; Governing and Advisory Boards

November 1996
Case

Del Webb Corporation (A), The

By: Jay W. Lorsch and Samanta Graff

Begins with a company history, tracing the tenures of founder Del E. Webb and his successor as chairman and CEO, Robert H. Johnson. Johnson inherited a diversified company that was involved in construction, real estate development (including the famous Sun City), and... View Details

Keywords: Management Style; Conflict Management; Governing and Advisory Boards; Management Succession; Crisis Management

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 2004 (Revised July 2005)
Case

Messier's Reign at Vivendi Universal

By: Rakesh Khurana, Vincent Dessain and Daniela Beyersdorfer

Focuses on a crisis in the board at Vivendi. Highlights the difficulties that arise when dramatic pressure from outside the boardroom affects boardroom dynamics. In this case, there are two events. The first is an unexpectedly large financial loss and a pending cash... View Details

Keywords: Corporate Governance; Crisis Management; History; Cash Flow; Acquisition; Performance; Telecommunications Industry; Media and Broadcasting Industry

Fall 2012
Article

How 'Big Data' Is Different

Many people today in the information technology world and in corporate boardrooms are talking about "big data." Many believe that, for companies that get it right, big data will be able to unleash new organizational capabilities and value. But what does the term "big... View Details

Keywords: Big Data; Analytics; Mathematical Methods; Information Management; Information Technology Industry