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Publications

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    • All HBS Web  (2,323)
      • Faculty Publications  (543)

      Governing and Advisory BoardsRemove Governing and Advisory Boards →

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      • June 2007 (Revised December 2007)
      • Case

      AFL-CIO: Office of Investment and Home Depot

      By: Rakesh Khurana and James Weber
      Describes the AFL-CIO: Office of Investments activities in their campaign to improve governance at Home Depot by calling attention to Home Depot CEO Robert Nardelli's compensation package and the company's poor performance. The AFL-CIO Office of Investments advocates... View Details
      Keywords: Investment; Corporate Governance; Governing and Advisory Boards; Executive Compensation; Labor Unions; Organizational Change and Adaptation; Business and Shareholder Relations
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      Khurana, Rakesh, and James Weber. "AFL-CIO: Office of Investment and Home Depot." Harvard Business School Case 407-097, June 2007. (Revised December 2007.)
      • June 2007 (Revised April 2008)
      • Case

      Say on Pay

      By: Jay W. Lorsch, V.G. Narayanan and Alexis Chernak
      Briefly describes the trend in 2006 and 2007 in the United States to give shareholders an advisory vote on executive compensation. Highlights a few examples where shareholders have successfully garnered a majority in support of an advisory vote measure on company proxy... View Details
      Keywords: Voting; Corporate Governance; Governing and Advisory Boards; Executive Compensation; Business and Government Relations; Business and Shareholder Relations; United States
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      Lorsch, Jay W., V.G. Narayanan, and Alexis Chernak. "Say on Pay." Harvard Business School Case 407-129, June 2007. (Revised April 2008.)
      • April 2007
      • Case

      ABN AMRO Bank N.V.: Global Change Agents

      By: Rosabeth M. Kanter, Lance P. Pierce and Ryan Leo Raffaelli
      ABN AMRO Global Banking Group developed its risk management function in response to expansion, and increasingly focused on environmental and social risks. The head of the function needed to influence policies and business decisions in a highly decentralized context in... View Details
      Keywords: Risk Management; Banks and Banking; Expansion; Change; Governing and Advisory Boards; Social Enterprise; Leadership Development; History; Banking Industry; Service Industry; Brazil; India; United States
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      Kanter, Rosabeth M., Lance P. Pierce, and Ryan Leo Raffaelli. "ABN AMRO Bank N.V.: Global Change Agents." Harvard Business School Case 307-050, April 2007.
      • March 2007 (Revised October 2008)
      • Case

      The Vancouver 2010 Olympics

      By: Anita Elberse, Catherine Anthony and Joshua Callahan
      It is February 2007, exactly three years before Vancouver hosts the 2010 Winter Olympics. Judy Rogers, City Manager for the City of Vancouver and a member of the Board of Directors for Vancouver's Organizing Committee (VANOC), is keen to ensure the Games will have a... View Details
      Keywords: Globalized Markets and Industries; Social Marketing; Business and Government Relations; Business and Stakeholder Relations; Conflict and Resolution; Sports; Public Administration Industry; Sports Industry; Vancouver
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      Elberse, Anita, Catherine Anthony, and Joshua Callahan. "The Vancouver 2010 Olympics." Harvard Business School Case 507-049, March 2007. (Revised October 2008.)
      • February 2007 (Revised March 2007)
      • Case

      UBS and Climate Change--Warming Up to Global Action?

      By: Felix Oberholzer-Gee, Forest L. Reinhardt and Elizabeth Raabe
      Marco Suter, Executive Vice-Chairman, UBS Board of Directors, carefully studied the chart on his desk. It showed the public commitment of major financial institutions to help mitigate global warming. Evidently, UBS lagged behind its competitors. The graph was part of a... View Details
      Keywords: Climate Change; Energy Conservation; Cost vs Benefits; Law; Financial Institutions; Environmental Sustainability; Corporate Accountability; Financial Services Industry
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      Oberholzer-Gee, Felix, Forest L. Reinhardt, and Elizabeth Raabe. "UBS and Climate Change--Warming Up to Global Action?" Harvard Business School Case 707-511, February 2007. (Revised March 2007.)
      • November 2006 (Revised July 2021)
      • Case

      Kerr-McGee

      By: Robin Greenwood and André Perold
      Activist investors Carl Icahn and Barry Rosenstein acquire a stake in Oklahoma-based company Kerr-McGee. They demand two board seats and ask the company to make several operational and financial changes, including the repurchase of equity and divestiture of their... View Details
      Keywords: Investment Activism; Restructuring; Equity; Investment; Management; Governance Controls; Corporate Strategy; Chemical Industry; Energy Industry; United States
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      Greenwood, Robin, and André Perold. "Kerr-McGee." Harvard Business School Case 207-020, November 2006. (Revised July 2021.)
      • November 2006 (Revised May 2007)
      • Case

      Hewlett-Packard Company: The War Within

      By: Krishna G. Palepu, Jay W. Lorsch, Carin-Isabel Knoop and Eliot Sherman
      In September 2006 it was revealed that the Hewlett-Packard Company (HP) had been carrying out an extended investigation of its own employees, board members, and journalists outside the company. The investigation was launched in response to a series of leaks to the... View Details
      Keywords: Problems and Challenges; Employee Relationship Management; Corporate Accountability; Corporate Governance; Governing and Advisory Boards; Management Analysis, Tools, and Techniques; Corporate Social Responsibility and Impact; Communication Technology; Conflict and Resolution; Newspapers; Computer Industry; Information Technology Industry
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      Palepu, Krishna G., Jay W. Lorsch, Carin-Isabel Knoop, and Eliot Sherman. "Hewlett-Packard Company: The War Within." Harvard Business School Case 107-030, November 2006. (Revised May 2007.)
      • October 2006 (Revised January 2008)
      • Case

      Allianz AG: Becoming a European Company

      By: Jay W. Lorsch and Alexis Chernak
      Focuses on the decision made by leadership at Allianz AG, the German insurance and financial services company, to complete a cross-border merger with the Italian insurance and financial services company, RAS. Allianz, however, could not complete the cross-border merger... View Details
      Keywords: Mergers and Acquisitions; Business Organization; Decision Choices and Conditions; Cross-Cultural and Cross-Border Issues; Governing and Advisory Boards; Laws and Statutes; European Union; Germany; Italy
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      Lorsch, Jay W., and Alexis Chernak. "Allianz AG: Becoming a European Company." Harvard Business School Case 407-049, October 2006. (Revised January 2008.)
      • September 2006 (Revised February 2008)
      • Case

      Philips Electronics N.V.

      By: Jay W. Lorsch and Alexis Chernak
      Looks at the multinational company, Philips Electronics, which is headquartered in the Netherlands, as an example of a company with a two-tiered board. The company is governed by both a supervisory board and a board of management. Examines the role, dynamic, and best... View Details
      Keywords: Multinational Firms and Management; Corporate Governance; Governing and Advisory Boards; Business or Company Management; Management Teams; Netherlands
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      Lorsch, Jay W., and Alexis Chernak. "Philips Electronics N.V." Harvard Business School Case 407-047, September 2006. (Revised February 2008.)
      • September 2006 (Revised November 2007)
      • Case

      Board of Directors of Medtronic, Inc.

      By: Jay W. Lorsch and Alexis Chernak
      The board of directors of Medtronic, Inc., a company known for its commitment to effective corporate governance, must prepare for the departure of Chairman and CEO Bill George and the retirement of four long-time directors. The company had experienced rapid growth in... View Details
      Keywords: Change Management; Corporate Governance; Governing and Advisory Boards; Management Succession; Organizational Culture
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      Lorsch, Jay W., and Alexis Chernak. "Board of Directors of Medtronic, Inc." Harvard Business School Case 407-045, September 2006. (Revised November 2007.)
      • May 2006 (Revised June 2006)
      • Case

      Codon Devices

      By: Joseph B. Lassiter III and David Kiron
      In December 2005, 40-year-old John Danner was about to make his first presentation to the board of directors of Codon Devices, a one-year-old biotechnology start-up based in Cambridge, Massachusetts. After a month as the company's CEO, Danner was prepared to lay out... View Details
      Keywords: Strategic Planning; Venture Capital; Intellectual Property; Governing and Advisory Boards; Genetics; Competitive Advantage; Science-Based Business; Business Startups; Growth and Development Strategy; Biotechnology Industry; Cambridge
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      Lassiter, Joseph B., III, and David Kiron. "Codon Devices." Harvard Business School Case 806-198, May 2006. (Revised June 2006.)
      • May 2006
      • Article

      The Board of Directors and the Company Lawyers

      By: Jay W. Lorsch and John L. Howard
      Keywords: Governance; Employees; Law
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      Lorsch, Jay W., and John L. Howard. "The Board of Directors and the Company Lawyers." Directors Monthly 30, no. 5 (May 2006): 1–6.
      • January 2006 (Revised February 2006)
      • Case

      Deutsche Borse and the European Markets

      By: Dwight B. Crane and Monika Stachowiak
      In December 2004, Deutsche Borse proposed an offer for the London Stock Exchange. Some shareholders opposed the acquisition, leading to the offer's withdrawal and replacement of management, including the CEO and board members. Written from the viewpoint of Deutsche... View Details
      Keywords: Mergers and Acquisitions; Strategy; Governing and Advisory Boards; Capital Structure; Stocks; Valuation; Corporate Governance; Price; Change Management; Commercialization; Financial Services Industry; Europe
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      Crane, Dwight B., and Monika Stachowiak. "Deutsche Borse and the European Markets." Harvard Business School Case 206-082, January 2006. (Revised February 2006.)
      • First Quarter, winter 2006
      • Article

      Corporate Social Responsibility Strategy and Boards of Directors

      By: Herman B. Leonard and V. Kasturi Rangan
      Keywords: Strategy; Governance
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      Leonard, Herman B., and V. Kasturi Rangan. "Corporate Social Responsibility Strategy and Boards of Directors." Directors & Boards 3, no. 4 (First Quarter, winter 2006).
      • Article

      Oversight and Delegation in Corporate Governance: Deciding What the Board Should Decide

      By: M. Useem and A. Zelleke
      Keywords: Corporate Governance
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      Useem, M., and A. Zelleke. "Oversight and Delegation in Corporate Governance: Deciding What the Board Should Decide." Corporate Governance 14, no. 1 (January 2006): 2–12.
      • 2005
      • Chapter

      Empowering the Board, Revisited

      By: Jay W. Lorsch
      Keywords: Corporate Governance; Governing and Advisory Boards
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      Lorsch, Jay W. "Empowering the Board, Revisited." In The Accountable Corporation, Vol. 1: Corporate Governance, edited by Marc J. Epstein and Kirk O. Hanson. Praeger, 2005.
      • December 2005 (Revised January 2007)
      • Case

      Ben & Jerry's: Preserving Mission & Brand within Unilever

      By: James E. Austin and James Quinn
      In the months after Ben & Jerry's was acquired by Unilever, Ben & Jerry's head social mission faces challenges and opportunities unique in the company's history, including: how to manage employee morale; whether to include synthetic ingredients to meet consumer... View Details
      Keywords: Brands and Branding; Problems and Challenges; Mergers and Acquisitions; Mission and Purpose; Social Enterprise; Management Teams; Governing and Advisory Boards; Value Creation; Corporate Governance; Employee Relationship Management; Food and Beverage Industry; Food and Beverage Industry; Food and Beverage Industry; United States
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      Austin, James E., and James Quinn. "Ben & Jerry's: Preserving Mission & Brand within Unilever." Harvard Business School Case 306-037, December 2005. (Revised January 2007.)
      • November 2005 (Revised February 2006)
      • Case

      Oracle vs. PeopleSoft (A)

      By: Lynn S. Paine, Guhan Subramanian and David Millstone
      Focuses on the hotly contested takeover battle between software rivals Oracle and PeopleSoft in 2003 and 2004. Raises novel issues of takeover law under Delaware corporate law as well as issues of fair competition under California law. A central issue is whether the... View Details
      Keywords: Takeover; Fiduciary Duty; Mergers and Acquisitions; Applications and Software; Ethics; Law; Governing and Advisory Boards; Customer Focus and Relationships; Competition; Strategy; Information Technology Industry; United States
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      Paine, Lynn S., Guhan Subramanian, and David Millstone. "Oracle vs. PeopleSoft (A)." Harvard Business School Case 306-058, November 2005. (Revised February 2006.)
      • November 2005 (Revised July 2009)
      • Case

      Cutter & Buck (A)

      By: William A. Sahlman and Victoria Winston
      Only three short months into her new position as CEO of publicly traded golf apparel manufacturer Cutter & Buck, Fran Conley discovers accounting irregularities that call into question the reliability of this company's financial statements. Working closely with her... View Details
      Keywords: Financial Statements; Crime and Corruption; Corporate Disclosure; Governing and Advisory Boards; Lawsuits and Litigation; Organizational Change and Adaptation; Going Public
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      Sahlman, William A., and Victoria Winston. "Cutter & Buck (A)." Harvard Business School Case 806-028, November 2005. (Revised July 2009.)
      • November 2005 (Revised February 2007)
      • Case

      Governing Sumida Corporation

      By: Lynn S. Paine, Masako Egawa, Chisato Toyama and Kim Bettcher
      Describes the corporate governance changes adopted by Japan's Sumida Corp. between 1999 and 2005, setting them in the context of changes in Japan's commercial code during this period. Sumida was the first Japanese company to adopt a new U.S.-inspired "committee system"... View Details
      Keywords: Governing and Advisory Boards; Corporate Governance; Change Management; Business or Company Management; Management Teams; Law; Japan
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      Paine, Lynn S., Masako Egawa, Chisato Toyama, and Kim Bettcher. "Governing Sumida Corporation." Harvard Business School Case 306-022, November 2005. (Revised February 2007.)
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