Publications

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February 2017
Article

The Throne vs. the Kingdom: Founder Control and Value Creation in Startups

By: Noam Wasserman

Does the degree to which founders keep control of their startups affect company value? I argue that founders face a "control dilemma" in which a startup's resource dependence drives a wedge between the startup's value and the founder's ability to retain control of... View Details

Keywords: Founders; Entrepreneurial Management; Value Creation; Governing and Advisory Boards; Entrepreneurship; Business Startups

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February 2023
Supplement

Peloton Interactive (B)

By: Suraj Srinivasan, Lynn S. Paine and David Lane

Supplements “Peloton Interactive (A)” (HBS No. 323-005), describing company restructuring and changes to management and the board of directors between February 8 and early October 2022. View Details

Keywords: Corporate Governance; Governing and Advisory Boards; Growth Management; Investment Activism; Leadership; Entertainment and Recreation Industry; Sports Industry; United States

January 2018
Supplement

Blue Harbour's Activism at Babcock & Wilcox (B)

By: Suraj Srinivasan and Quinn Pitcher

Follow-up case detailing the changes and performance upswing at BWX Technologies after hedge fund Blue Harbour Group's investment and when the fund’s Managing Director Robb LeMasters (MBA’05) joined its board of directors. View Details

Keywords: Investment Activism; Organizational Change and Adaptation; Energy Industry; Construction Industry; United States

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)

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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October 2018
Supplement

JetBlue: Relevant Sustainability Leadership (B)

By: George Serafeim and David Freiberg

The case outlines JetBlue's decision to disclose according to the Sustainability Accounting Standards Board (SASB) standards and the ESG metrics they began reporting. Data on resulting changes in institutional ownership are also provided. View Details

Keywords: Sustainability; Metrics; Leadership And Change Management; Airlines; Innovation; Purpose; ESG; ESG (Environmental, Social, Governance) Performance; Sustainability Reporting; Change Management; Leadership; Mission and Purpose; Financial Reporting

April 2018 (Revised June 2020)
Case

Tesla's CEO Compensation Plan

By: Krishna G. Palepu and Sarah Mehta

Tesla’s board of directors proposed an unusual compensation plan for the company’s CEO Elon Musk. The plan payouts were entirely contingent on achieving very ambitious market value, sales, and EBIT targets over the next ten years. If all the targets were achieved,... View Details

Keywords: CEO Compensation; Compensation Committee; Corporate Governance; Executive Compensation; Governing and Advisory Boards; Business and Shareholder Relations; Auto Industry; United States

2015
Working Paper

Materiality in Corporate Governance: The Statement of Significant Audiences and Materiality

By: Robert G. Eccles and Tim Youmans

Under the prevailing ideology of "shareholder primacy" most boards of directors believe that they are prevented from considering stakeholders other than shareholders in determining material issues and materiality for strategy and reporting. New research is showing that... View Details

Keywords: Governing and Advisory Boards; Business and Stakeholder Relations; Corporate Governance; Business and Shareholder Relations

SSRN

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March 2018 (Revised September 2019)
Case

Chewy.com (A)

By: Jeffrey F. Rayport and Matthew G. Preble

In late 2013, Ryan Cohen, cofounder and CEO of online pet products retailer Chewy.com, faces a “bet the company decision”—whether to stay with a third-party logistics provider (3PL) for all of its e-commerce fulfillment or to take the function in house. Cohen worries... View Details

Keywords: Pet Food; Pet Products; Retail; Growth and Development Strategy; Service Operations; Decision Choices and Conditions; E-commerce; Retail Industry; Service Industry; Florida; United States

November 2023 (Revised July 2024)
Case

Aviva plc: Examining Net Zero

By: Peter Tufano, Brian Trelstad and Matteo Gasparini

The board of Aviva Plc, one of the world’s largest insurers, must review its climate risk exposures and evaluate next steps. Risk experts at the firm have conducted a robust set of analyses prepared for its regulator, the Bank of England, simulating how various climate... View Details

Keywords: Analysis; Climate Change; Insurance; Governing and Advisory Boards; Risk Management; Adaptation; Financial Services Industry; Insurance Industry; Europe; United Kingdom

November 2010 (Revised September 2015)
Case

American International Group - 2010

By: Jay W. Lorsch and Melissa Barton

The AIG Board underwent significant restructuring after the company was bailed out by the U.S. government in September 2008 in the midst of the financial crisis. View Details

Keywords: Financial Crisis; Insolvency and Bankruptcy; Business and Government Relations; Governing and Advisory Boards; Management Teams; Restructuring; Financial Services Industry

2010
Working Paper

Corporate Governance When Founders Are Directors

By: Feng Li and Suraj Srinivasan

We examine CEO compensation, CEO retention policies, and M&A decisions in firms where founders serve as a director with a non-founder CEO (founder-director firms). We find that founder-director firms offer a different mix of incentives to their CEOs than other firms.... View Details

Keywords: Business Startups; Governing and Advisory Boards; Executive Compensation; Retention; Managerial Roles; United States

SSRN

September 2018
Supplement

Advent International: Kroton Investment

By: Victoria Ivashina, Priscilla Zogbi and Ruth Kostas

Keywords: Private Equity; Acquisition; IPO; Valuation; Education; Distance Learning; Turnaround; Growth; Exit; PE; Buyer; Middle-class; Low Income; K-12; Entrepreneur; Family Business; University; College; Consolidation; Fragmentation; Penetration; Value; Shares; Control; Negotiation; Equity; Transaction; Board; Majority; Minority; Post-secondary; Leverage; Campus; Deal; Shareholder; Tag Along

24 Oct 2005
Research & Ideas

Building an IT Governance Committee

In a recent Harvard Business Review article, authors Richard Nolan and Warren McFarlan explored the role of the board of directors in IT governance—and how most "fall into the default mode of applying a set of tacit or explicit rules... View Details

Keywords: by Richard Nolan & Warren McFarlan

March 2023
Case

Azenta Life Sciences: The Road to Transformation

By: Gary P. Pisano and Catherine Piner

When the Board brought Steve Schwartz in as President of Brooks Automation in 2010, they gave him a clear mission: strengthen the company’s core semiconductor equipment business and find a new industry to enter. Over the course of the next decade, Schwartz and the... View Details

Keywords: Transformation; Business and Shareholder Relations; Market Entry and Exit; Organizational Change and Adaptation; Segmentation; Technology Industry

May 2002 (Revised October 2002)
Background Note

Incentive Strategy II: Executive Compensation and Ownership Structure

By: Brian J. Hall

This case analyzes incentive strategy from the perspective of a company's board of directors and owners. The focus is the role that executive compensation and ownership structure (the composition of, and financial structure between, a company's owners) play in... View Details

Keywords: Governing and Advisory Boards; Executive Compensation; Ownership; Behavior; Motivation and Incentives; Perspective; Strategy; Value Creation

November 1989 (Revised December 1996)
Supplement

Wisconsin Central Ltd. Railroad and Berkshire Partners (B): LBO Associations and Corporate Governance

By: Michael C. Jensen

Describes the resolution of the default situation. Further examines the internal control mechanisms and distinct role of the board of directors of a typical LBO association. View Details

Keywords: Corporate Governance; Leveraged Buyouts; Rail Industry

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; Agriculture and Agribusiness Industry; Retail Industry; United States

April 1996 (Revised May 1997)
Case

Netscape's Initial Public Offering

By: W. Carl Kester and Kendall Backstrand

In August 1995, Netscape's board of directors was confronted with a decision about what price to offer the company's shares in its initial public offering (IPO). Preliminary demand for shares was high, but the company had not generated any positive earnings at the time... View Details

Keywords: Initial Public Offering; Information Technology; Problems and Challenges; Valuation; Governing and Advisory Boards; Information Technology Industry