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      • October 2009 (Revised November 2011)
      • Case

      Citigroup-Wachovia-Wells Fargo

      By: Guhan Subramanian and Nithyasri Sharma
      In late September 2008, amidst the spiraling financial crisis, many firms on Wall Street were in a precarious position. One such institution was Wachovia, which entered acquisition talks with Citigroup and Wells Fargo. This case describes the development of these... View Details
      Keywords: Mergers and Acquisitions; Financial Crisis; Insolvency and Bankruptcy; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; Managerial Roles; Banking Industry; United States
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      Subramanian, Guhan, and Nithyasri Sharma. "Citigroup-Wachovia-Wells Fargo." Harvard Business School Case 910-006, October 2009. (Revised November 2011.)
      • September 8, 2009
      • Article

      The New Governance Paradigm

      By: Nathaniel Foote and Michael Beer
      Boards members of failed banks in 2008 or of the many companies like Enron who were caught up in scandals are by and large honorable, well intentioned, and competent people. So what went wrong and what can be done about it. This article argues that the problem lies in... View Details
      Keywords: Corporate Governance; Competency and Skills; Banks and Banking; Failure; Goals and Objectives; Leadership; Management Practices and Processes; Ethics; Performance; Governing and Advisory Boards; Crime and Corruption
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      Foote, Nathaniel, and Michael Beer. "The New Governance Paradigm." Directorship (September 8, 2009).
      • 2009
      • Report

      Conference Board Task Force on Executive Compensation

      By: Lynn S. Paine and other contributors
      Keywords: Executive Compensation
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      Paine, Lynn S., and other contributors. "Conference Board Task Force on Executive Compensation." Report, Conference Board, September 2009.
      • September 2009
      • Other Article

      Perspectives from the Boardroom—2009

      By: Jay W. Lorsch, Joseph L. Bower, Clayton S. Rose and Suraj Srinivasan
      Keywords: Governing and Advisory Boards
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      Lorsch, Jay W., Joseph L. Bower, Clayton S. Rose, and Suraj Srinivasan. "Perspectives from the Boardroom—2009." Harvard Business School Working Knowledge (September 9, 2009).
      • August 2009 (Revised August 2010)
      • Supplement

      Eddie Bauer (B)

      By: Paul M. Healy, Sharon P. Katz and Aldo Sesia
      In February 2007, shareholders of Eddie Bauer, the specialty apparel retailer, were scheduled to vote on management's proposed sale of the company to two private equity firms. More than 50% of outstanding shares in Eddie Bauer needed to be voted in favor of the deal... View Details
      Keywords: Financial Statements; Mergers and Acquisitions; Governing and Advisory Boards; Privatization; Valuation; Apparel and Accessories Industry; Retail Industry; United States
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      Healy, Paul M., Sharon P. Katz, and Aldo Sesia. "Eddie Bauer (B)." Harvard Business School Supplement 110-009, August 2009. (Revised August 2010.)
      • August 2009 (Revised August 2010)
      • Supplement

      Eddie Bauer (C)

      By: Paul M. Healy, Sharon P. Katz and Aldo Sesia
      The Eddie Bauer (C) case describes what happened and the outlook for the retailer. View Details
      Keywords: Mergers and Acquisitions; Decision Choices and Conditions; Voting; Governing and Advisory Boards; Apparel and Accessories Industry; Retail Industry; United States
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      Healy, Paul M., Sharon P. Katz, and Aldo Sesia. "Eddie Bauer (C)." Harvard Business School Supplement 110-010, August 2009. (Revised August 2010.)
      • July 2009 (Revised June 2011)
      • Case

      RiskMetrics Group

      By: Jay W. Lorsch and Kaitlyn Simpson
      RiskMetrics Group, a risk and governance consultancy, had a great deal of influence on U.S. companies. This case examines the history and growth of the company, the governance services it offers, the extent of its impact on shareholders, the controversy surrounding its... View Details
      Keywords: Conflict of Interests; Risk Management; Governing and Advisory Boards; Corporate Governance; Power and Influence; Consulting Industry; United States
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      Lorsch, Jay W., and Kaitlyn Simpson. "RiskMetrics Group." Harvard Business School Case 410-008, July 2009. (Revised June 2011.)
      • June 2009 (Revised January 2011)
      • Case

      Target Corporation: Ackman versus the Board

      By: Krishna G. Palepu, Suraj Srinivasan and James Weber
      After 15 years of great performance, Target's faltering performance during an economic downturn led an activist shareholder to initiate a proxy fight. Target Corporation, the second largest discount store retailer in the U.S., had competed successfully against industry... View Details
      Keywords: Financial Crisis; Investment Activism; Governing and Advisory Boards; Business and Shareholder Relations; Business Strategy; Value; Retail Industry
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      Palepu, Krishna G., Suraj Srinivasan, and James Weber. "Target Corporation: Ackman versus the Board." Harvard Business School Case 109-010, June 2009. (Revised January 2011.)
      • June 2009
      • Case

      The Role of the Audit Committee in Risk Oversight

      By: Jay W. Lorsch and Kaitlyn Simpson
      An audit committee chair considers how he can help his committee become more effective given the increasing regulatory demands on audit committees. He also wrestles with the lack of specificity in audit committee duties and whether his committee should take on... View Details
      Keywords: Accounting Audits; Corporate Governance; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; Laws and Statutes; Risk Management
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      Lorsch, Jay W., and Kaitlyn Simpson. "The Role of the Audit Committee in Risk Oversight." Harvard Business School Case 409-016, June 2009.
      • Article

      Mission-Driven Governance

      By: Raymond Fisman, Rakesh Khurana and Edward Martenson

      The purpose of this paper is to provide a useful, easily applied theory of governance performance. The existing model is fundamentally adversarial, rooted in the paradigm of principal-agent conflict. At its base is an image of governance as a never-ending struggle... View Details

      Keywords: Corporate Governance; Governing and Advisory Boards; Knowledge Management; Standards; Mission and Purpose; Organizational Change and Adaptation; Performance Effectiveness; Performance Evaluation
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      Fisman, Raymond, Rakesh Khurana, and Edward Martenson. "Mission-Driven Governance." Stanford Social Innovation Review 7, no. 3 (Summer 2009).
      • May 2009
      • Case

      Montgomery County Business Roundtable for Education

      By: Allen S. Grossman and Geoff Eckman Marietta
      Montgomery County Business Roundtable for Education (MCBRE) was a business-public education partnership with Montgomery County Public Schools (MCPS) that promoted cross-sector knowledge sharing and academic excellence. Its suite of core student programs, such as “720,”... View Details
      Keywords: Business Ventures; Knowledge Sharing; Leadership; Partners and Partnerships; Education; Business and Community Relations; Education Industry; United States
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      Grossman, Allen S., and Geoff Eckman Marietta. "Montgomery County Business Roundtable for Education." Harvard Business School Case 309-105, May 2009.
      • May 2009
      • Article

      Synchronicity and Firm Interlocks in an Emerging Market

      By: Tarun Khanna and Catherine Thomas
      Stock price synchronicity has been attributed to poor corporate governance and a lack of firm-level transparency. This paper investigates the association between different kinds of firm interlocks, control groups, and synchronicity in Chile. A unique data set... View Details
      Keywords: Stocks; Price; Corporate Governance; Governance Controls; Governing and Advisory Boards; Resource Allocation; Emerging Markets; Ownership Stake; Chile
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      Khanna, Tarun, and Catherine Thomas. "Synchronicity and Firm Interlocks in an Emerging Market." Journal of Financial Economics 92, no. 2 (May 2009).
      • April 2009 (Revised May 2017)
      • Case

      Skyhook Wireless

      By: Shikhar Ghosh and Thomas R. Eisenmann
      Ted Morgan, the founder of Skyhook Wireless just received a call from Steve Jobs of Apple asking for a meeting. Ted must decide how to prepare for a meeting that could finally give Skyhook an anchor customer. Ted and his team have worked for three years to build a new... View Details
      Keywords: Mobile and Wireless Technology; Information Technology; Business Ventures; Business Startups; Technology Industry
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      Ghosh, Shikhar, and Thomas R. Eisenmann. "Skyhook Wireless." Harvard Business School Case 809-119, April 2009. (Revised May 2017.)
      • April 2009 (Revised June 2010)
      • Case

      U.S. Subprime Mortgage Crisis: Policy Reactions (B)

      By: Laura Alfaro and Renee Kim
      In March 2009, the U.S. economy was in a severe recession not seen since the Great Depression after the subprime mortgage crisis had spiraled out of control. The situation had dramatically changed in one year since the Federal Reserve Board had helped to bailout... View Details
      Keywords: Financial Crisis; Central Banking; Mortgages; Globalized Economies and Regions; Policy; United States
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      Alfaro, Laura, and Renee Kim. "U.S. Subprime Mortgage Crisis: Policy Reactions (B)." Harvard Business School Case 709-045, April 2009. (Revised June 2010.)
      • April 2009
      • Case

      Young Presidents' Organization

      By: Mikolaj Jan Piskorski, John D. Macomber and David Chen
      The board of Young Presidents' Organization needs to decide on the future of its Networks Initiative, designed to connect its geographically dispersed membership base through 60 different interest-based networks. So far, one half of these networks have been considered... View Details
      Keywords: Decision Choices and Conditions; Governing and Advisory Boards; Leadership Development; Growth and Development Strategy; Organizations; Social and Collaborative Networks
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      Piskorski, Mikolaj Jan, John D. Macomber, and David Chen. "Young Presidents' Organization." Harvard Business School Case 709-444, April 2009.
      • March 2009
      • Case

      Aderans

      By: Robin Greenwood, Rakesh Khurana and Masako Egawa
      Steel Partners is a U.S.-based hedge fund that has made a large investment in Japan-based wigmaker Aderans. The case is set at the close of the annual meeting in May 2008, when shareholders have voted against all incumbent board members. Steel Partners must act... View Details
      Keywords: Voting; Investment; Corporate Governance; Governing and Advisory Boards; Ownership Stake; Business and Shareholder Relations; Japan
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      Greenwood, Robin, Rakesh Khurana, and Masako Egawa. "Aderans." Harvard Business School Case 209-090, March 2009.
      • March 2009 (Revised December 2009)
      • Case

      Relational Investors and Home Depot (A)

      By: Jay W. Lorsch and Kaitlyn Simpson
      In 2006, amidst shareholder upset over CEO Robert Nardelli's compensation and Home Depot's declining stock price, Relational Investors decided to further investigate the situation. As experts in turning around underperforming and undervalued companies, Relational's... View Details
      Keywords: Restructuring; Financial Management; Investment; Corporate Governance; Governing and Advisory Boards; Organizational Change and Adaptation; Ownership Stake; Business and Shareholder Relations; Corporate Strategy
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      Lorsch, Jay W., and Kaitlyn Simpson. "Relational Investors and Home Depot (A)." Harvard Business School Case 409-076, March 2009. (Revised December 2009.)
      • March 2009
      • Case

      Baosteel Group: Governance with Chinese Characteristics

      By: Lynn S. Paine and G.A. Donovan
      The new outsider-dominated board of directors of China's state-owned Baosteel Group must decide whether to modify the Group's structure. With the completion of a pending acquisition, the Group will control four publicly listed steel-producing subsidiaries, and board... View Details
      Keywords: Business Subsidiaries; Corporate Governance; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; State Ownership; China
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      Paine, Lynn S., and G.A. Donovan. "Baosteel Group: Governance with Chinese Characteristics." Harvard Business School Case 309-098, March 2009.
      • 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
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      Kester, W. Carl, and Masako Egawa. "HOYA Corporation (A)." Harvard Business School Case 209-065, March 2009. (Revised September 2010.)
      • 2009
      • Chapter

      Leadership: The Key to Effective Boards

      By: Jay W. Lorsch
      Keywords: Leadership; Governing and Advisory Boards
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      Lorsch, Jay W. "Leadership: The Key to Effective Boards." Chap. 1 in Boardroom Realities: Building Leaders Across Your Board. 1st ed. Edited by Jay A. Conger, 25–50. Jossey-Bass, 2009.
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