Publications

January 2022
Background Note

The Florange Law: Encouraging Long-Termism in Equity Markets?

By: Charles C.Y. Wang and Tonia Labruyere

This note provides background information on a French law (“the Florange law”) passed in 2014 that the French government said would encourage long-term shareholdings. The note describes the law, what led to it, the reactions it evoked, and similar initiatives in other... View Details

Keywords: Equity; Financial Markets; Investment Activism; Institutional Investing; Corporate Governance; Policy; Rights; Laws and Statutes; Business and Government Relations; Accounting Industry; France

21 Dec 2012
News

Robert G. Eccles recognized for impact on corporate governance

03 Aug 2016
News

When capitalism only rewards shareholders, it’s time for reform

November 2020
Case

Valuing Celgene's CVR

By: Benjamin C. Esty and Daniel Fisher

When Bristol-Myers Squibb (BMS) acquired Celgene Corporation in November 2019, Celgene shareholders received cash, BMS stock, and a contingent value right (CVRs) that would pay $9 if the U.S. Food and Drug Administration (FDA) approved three of Celgene’s late stage... View Details

Keywords: Mergers and Acquisitions; Value; Valuation; Judgments; Decision Making; Cash Flow; Financial Instruments; Cognition and Thinking; Pharmaceutical Industry; Biotechnology Industry; United States

Research Summary

Executive Compensation

By: Tatiana Sandino

Professor Sandino’s other stream of research examines players that influence the design of an executive’s compensation. She has examined the role shareholder activists can play in influencing CEO pay and found that a compensation-related shareholder proposal could... View Details

July 2023 (Revised February 2024)
Case

Equity Restructuring at Dell Technologies: Buy Out, Buy Up, Buy In (A)

By: Stuart C. Gilson and Sarah L. Abbott

In November 2018, Dell Technologies was poised to re-enter the public markets by means of a complex recapitalization that would replace an entire class of publicly-traded “tracking stock,” with new shares that would trade publicly without the need of a formal IPO. The... View Details

Keywords: Technology; M＆A; Recapitalization; MBO; Equity Issues; Private Equity Buyouts; Public Ownership; Stock Shares; Mergers and Acquisitions; Equity; Technology Industry; United States

July–August 2014
Article

Obamacare Rules Pose Challenges for S Corp Owners

By: Josh Baron, Steve Salley and Judith L. Walsh

The article offers information financial impacts of tax by the U.S. Affordable Care Act (ACA) applied in January 2013 on family business shareholders and owners of S Corp. It discusses suggestions in tax planning to equalize tax burden including establishing family... View Details

Keywords: Ownership Type; Family Ownership; Compensation and Benefits; Taxation; Government Legislation

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January 2018
Supplement

OldTown Berhad

By: Benjamin C. Esty and Greg Saldutte

In December 2017, Jacobs Douwe Egberts (JDE, a Dutch coffee company) made an offer to acquire OldTown Berhad (OTB), a Malaysian coffee company. Three large shareholders, representing more than half of the outstanding shares, have agreed to tender their shares and... View Details

March 2009 (Revised September 2010)
Case

HOYA Corporation (A)

By: W. Carl Kester and Masako Egawa

In 2007, HOYA of Japan must decide whether to change its friendly exchange offer for Pentax into a hostile cash tender offer. A surprising sequence of events had caused a friendly merger agreement to fall apart, resulting in a boardroom coup at Pentax and the... View Details

Keywords: Mergers and Acquisitions; Investment Activism; Corporate Governance; Governance Controls; Governing and Advisory Boards; Negotiation Tactics; Business and Shareholder Relations; Valuation; Japan

September 2007
Article

Related Lending and Economic Performance: Evidence from Mexico

By: Noel Maurer and Stephen Haber

Related lending, a widespread practice in LDCs, is widely held to encourage bankers to loot their banks at the expense of minority shareholders and depositors. We argue that neither looting nor credit misallocation are necessary outcomes of related lending. On... View Details

Keywords: Crime and Corruption; Developing Countries and Economies; Financial Crisis; Financing and Loans; History; Business and Shareholder Relations; Banking Industry; Mexico

Article

Are Buybacks Really Shortchanging Investment?

By: Jesse M. Fried and Charles C.Y. Wang

It’s no secret that the American economy is suffering from the twin ills of slow growth and rising income inequality. Many lay the blame at the doors of America’s largest public corporations. The charge? These firms prefer to distribute cash generated from their... View Details

Keywords: Economy; Investment; Stocks; Business and Shareholder Relations; Equality and Inequality; United States

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01 Feb 2017
News

The Morning Risk Report: Corporate Cash Distribution Isn’t Short-Termism Culprit

Teaching Interest

Overview

Professor Sherman was an assistant professor of the faculty at the MIT Sloan School of Management prior to joining Northeastern. He has been a visiting professor at INSEAD (France), the Naval Postgraduate School (Monterey, CA), Technion (Israel), Univ. of Auckland, and... View Details

March 2020 (Revised May 2020)
Case

Board Director Dilemmas—Family Affairs

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case focuses on a new director who must help resolve a disagreement between two generations of leaders in a family business. The case raises questions of the proper role and approach for a director trying to manage a legitimate disagreement between shareholders... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Family Business

September 2002 (Revised March 2003)
Technical Note

Technical Note on Equity-Linked Consideration, Part 3: Cash-and-Stock Deals

By: Carliss Y. Baldwin

The consideration paid by an acquiring company to a target can be a combination of cash and stock. During the 1980s and 1990s, for example, approximately 12% to 13% of all deals between public companies involved both cash and stock. This case series describes the basic... View Details

Keywords: Price; Acquisition; Business and Shareholder Relations

25 Jul 2012
News

Seeking a cure for capitalism

February 7, 2023
Editorial

Business Schools are Ignoring Students’ Changing Aspirations: They Must Focus on Management as a Calling

By: Andrew J. Hoffman

Many management students today are concerned about the mounting threats of climate change, income inequality, health care, and more. They increasingly see business as a place to make a difference in the world. Andrew Hoffman writes that business schools are slow to... View Details

Keywords: Business Education; Social Issues; Values and Beliefs; Mission and Purpose

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Article

Professionalism, Fiduciary Duty, and Health-Related Business Leadership

By: Joshua D. Margolis

Expanding fiduciary duty to leaders of health-related businesses can help leaders meet the challenges of caring for not only the corporation and shareholders but also the patients and medical professionals. How should leaders of health-related businesses weigh the... View Details

May 2020
Article

The Creation and Evolution of Entrepreneurial Public Markets

By: Shai Bernstein, Abhishek Dev and Josh Lerner

This paper explores the creation and evolution of new stock exchanges around the world geared towards entrepreneurial companies, known as second-tier exchanges. Using hand-collected novel data, we document the proliferation of these new stock exchanges that were... View Details

Keywords: Stock Exchanges; Entrepreneurship; Finance; Initial Public Offering; Capital; Entrepreneurial Finance