Publications

29 Jan 1994
Lecture

Multinational Governance in Global Companies: The Conflict Between Companies that Have Become Global and Boards that are Still National

By: W. Carl Kester

Keywords: Corporate Governance; Global Range; Local Range; Conflict and Resolution

December 1993 (Revised April 2006)
Case

Marriott Corporation (A)

By: Lynn S. Paine and Charles A. Nichols

Marriott Corp.'s chairman and CEO must decide whether to recommend a restructuring of the company to the board of directors. The proposal he is considering would split the Marriott Corp., a premier hotel developer, owner, and manager, into two separate companies by a... View Details

Keywords: Business or Company Management; Restructuring; Governing and Advisory Boards; Decision Making; Ethics; Management Teams; Business and Shareholder Relations; Accommodations Industry

November 1993 (Revised April 2007)
Case

Continental Airlines--1992 (Abridged)

By: Stuart C. Gilson

The CEO is preparing a recommendation to the board regarding several potential outside investments in the company, which is currently operating in bankruptcy. In making his decision, the CEO has to consider various financial and strategic factors, including possible... View Details

Keywords: Capital Structure; Cash Flow; Cost of Capital; Insolvency and Bankruptcy; Investment; Taxation; Risk and Uncertainty; Valuation; Aerospace Industry; United States

October 1993
Case

United Way of America: Governance in the Nonprofit Sector (A), The United Way

Discusses the management practices of William Aramony at the United Way of America (UWA). First, the case describes the United Way movement, focusing on both the local chapters and the national organization. Second, it sets forth the Washington Post reports that lead... View Details

Keywords: Corporate Governance; Nonprofit Organizations; Management Practices and Processes; Managerial Roles; Management Teams; Crisis Management; Public Administration Industry; United States

October 1993
Supplement

United Way of America: Governance in the Nonprofit Sector (B), Kenneth W. Dam Becomes Interim President

Analyzes the measures taken by the United Way of America (UWA) and its board of governors in response to the 1992 Washington Post reports that lead to the UWA scandal. View Details

Keywords: Crime and Corruption; Governance; Governing and Advisory Boards; Newspapers; Nonprofit Organizations; United States

1993
Chapter

Banks in the Boardroom: Germany, Japan, and the United States

By: W. C. Kester

Keywords: Banks and Banking; Governing and Advisory Boards; Germany; Japan; United States

April 1993 (Revised October 1993)
Case

Lukens Inc.: The Melters' Committee (A)

Discusses the Lukens board's involvement in strategic planning. View Details

Keywords: Governing and Advisory Boards; Strategic Planning

March 1993 (Revised September 1993)
Case

Praxair: Creating a Board (A)

Discusses the process a CEO/chairman goes through in creating a new board. Specifically, follows a CEO's decision-making process in selecting board members. Also includes decisions about the selection process for board members and the structure and process of board... View Details

Keywords: Governing and Advisory Boards; Decision Making; Corporate Governance; Conferences; Business or Company Management; Selection and Staffing

March 1993
Supplement

Praxair: Creating a Board (B)

Discusses the final formation of Praxair's board. Lists the members chosen with their backgrounds. Also describes the selection process of board members, and the structure and process of board meetings. View Details

Keywords: Conferences; Governing and Advisory Boards; Selection and Staffing; Management Practices and Processes

September 1992 (Revised August 2004)
Supplement

Martin Marietta: Managing Corporate Ethics (B)

By: Lynn S. Paine

The president of one of Martin Marietta's four main operating companies has learned of procurement irregularities in the company he manages. The problems involve U.S. government contracts the company is working on. After getting legal advice from the company's general... View Details

Keywords: Fluctuation; Crime and Corruption; Ethics; Governing and Advisory Boards; Policy; Contracts; Leadership; United States

1992
Chapter

Bankruptcy, Boards, Banks, and Blockholders: Evidence on Changes in Corporate Ownership and Control When Firms Default

By: S. C. Gilson

Keywords: Insolvency and Bankruptcy; Organizational Change and Adaptation; Ownership; Governing and Advisory Boards; Banks and Banking; Banking Industry

April 1991 (Revised July 1992)
Case

Koito Manufacturing Ltd.

By: W. Carl Kester and Robert W. Lightfoot

Having acquired a 26% stake in Koito Manufacturing, a Japanese automotive parts supplier in the Toyota Group, T. Boone Pickens seeks a seat on Koito's board of directors. Koito's management resists, claiming Pickens is an unhelpful greenmailer, not a true long-term... View Details

Keywords: Acquisition; Debates; Corporate Governance; Production; Supply Chain; Performance Efficiency; Welfare; Auto Industry; Japan; United States

April 1991 (Revised July 1991)
Case

RJR Nabisco Board: Guardians of the Gate? (A)

Charles Hugel, the chairman of RJR Nabisco, receives a call from RJR Nabisco's CEO, Ross Johnson; Johnson plans to present an LBO plan to the board of directors at the board meeting the following week. The case details Hugel's actions as chairman, and describes the... View Details

Keywords: Leveraged Buyouts; Situation or Environment; Bids and Bidding; Decision Making; Managerial Roles; Governing and Advisory Boards; Management Teams; Food and Beverage Industry; Food and Beverage Industry

April 1991 (Revised July 1991)
Supplement

RJR Nabisco Board: Guardians of the Gate? (B)

The special committee of the RJR Nabisco board has extended the bidding deadline for the company by 10 days. The case explains the process by which Kohlberg Kravis Roberts and the management group bid against one another for ownership of RJR Nabisco. The board of... View Details

Keywords: Leveraged Buyouts; Situation or Environment; Bids and Bidding; Decision Making; Managerial Roles; Governing and Advisory Boards; Management Teams; Food and Beverage Industry; Food and Beverage Industry

March 1991 (Revised October 1991)
Case

CEO Evaluation at Dayton Hudson

Describes the Dayton Hudson CEO evaluation process, one of the most intensive in corporate America today. The board of directors' role in the evaluation is examined, as is the question of whether the Dayton Hudson CEO evaluation process should serve as a model for... View Details

Keywords: Performance Evaluation; Governing and Advisory Boards; Management Succession; Management Teams

March 1991 (Revised January 1996)
Case

The General Mills Board and Strategic Planning

Examines the General Mills Board of Directors' role in the General Mills joint venture with Nestle S.A. to sell cereals outside of North America. It raises the more general question of the appropriate role for the board of directors in strategy formulation. View Details

Keywords: Joint Ventures; Trade; Corporate Governance; Managerial Roles; Expansion; Food and Beverage Industry; North America

February 1991 (Revised March 1995)
Case

Alantar, Inc.

The CEO and chairman of Alantar, Inc. is confronted with the problem of how to create a more effective board of directors and also how to provide for his own successor. View Details

Keywords: Governing and Advisory Boards; Management Succession; Agriculture and Agribusiness Industry; Ecuador

February 1991 (Revised March 1995)
Case

Board of Directors: Membership

Keywords: Governing and Advisory Boards

February 1991 (Revised June 1991)
Case

Raymond Jackson (A)

Professor Jackson is offered a spot on the slate of directors that Harold Simmons, Lockheed's largest shareholder, has nominated for Lockheed's board to oppose the slate nominated by Lockheed in the Spring, 1990 elections. Jackson must decide whether to join Simmons'... View Details

Keywords: Business and Shareholder Relations; Corporate Governance; Decisions; Voting; Governing and Advisory Boards; Alliances