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- All HBS Web (371)
- Faculty Publications (96)
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- January 2014 (Revised September 2015)
- Case
Mittal Steel's Pursuit of Arcelor (A)
By: Paul M. Healy and Penelope Rossano
Lakshmi Mittal, CEO of Mittal Steel, a UK-based company with Indian roots, took advantage of a weakened Arcelor that had successfully won a bidding war for Canadian steel company Dofasco, with an unsolicited bid to buy the company. Mittal's plans for acquiring Arcelor... View Details
Keywords: Fiduciary Duty; Steel; India; Europe; Governance; Mergers; Board Decisions; White Knight; Strategy; Negotiation; Mergers and Acquisitions; Corporate Governance; Cross-Cultural and Cross-Border Issues; Steel Industry; Canada; United Kingdom; Russia; India
Healy, Paul M., and Penelope Rossano. "Mittal Steel's Pursuit of Arcelor (A)." Harvard Business School Case 114-056, January 2014. (Revised September 2015.)
- January 2021 (Revised May 2021)
- Case
Delta Air Lines: Navigating the COVID-19 Storm
By: Ted Berk and Ryan Flamerich
This case examines Delta Air Lines’ response as demand for its services plummeted in the face of the COVID-19 pandemic, with a focus on the company’s funding needs and capital structure. Following a series of initial actions, the company’s cash “burn” had reduced from... View Details
Keywords: COVID-19; Health Pandemics; Financial Condition; Capital Structure; Crisis Management; Risk Management; Business and Stakeholder Relations; Air Transportation Industry
Berk, Ted, and Ryan Flamerich. "Delta Air Lines: Navigating the COVID-19 Storm." Harvard Business School Case 221-063, January 2021. (Revised May 2021.)
- November 2023 (Revised January 2024)
- Case
Votorantim: Uniting Family and Business Across Generations
By: Christina R. Wing, Carla Larangeira and Pedro Levindo
Over a 105-year span, the Ermírio de Moraes family built Votorantim, one of Latin America’s largest industrial conglomerates, and among Brazil’s topmost businesses, also credited for helping “build” the country over decades. By early 2023, Votorantim included... View Details
Keywords: Corporate Governance; Family Ownership; Business and Shareholder Relations; Family and Family Relationships; Agriculture and Agribusiness Industry; Chemical Industry; Mining Industry; Financial Services Industry; Latin America
Wing, Christina R., Carla Larangeira, and Pedro Levindo. "Votorantim: Uniting Family and Business Across Generations." Harvard Business School Case 624-050, November 2023. (Revised January 2024.)
- January 2017
- Case
T. Rowe Price and the Dell Inc. MBO (A)
By: Lena G. Goldberg
T. Rowe Price’s mutual funds, separate accounts, institutional investors, and retirement accounts were, in the aggregate, Dell Inc.’s third largest shareholder in 2013 when Dell announced a management-led buyout, or MBO, structured as a merger. In considering whether... View Details
Keywords: Fiduciary Duties; Management Buy-out; Mergers and Acquisitions; Valuation; Business and Shareholder Relations; Financial Services Industry; Computer Industry; Delaware
Goldberg, Lena G. "T. Rowe Price and the Dell Inc. MBO (A)." Harvard Business School Case 317-088, January 2017.
- 02 Aug 2004
- What Do You Think?
For Greater Transparency, Is Section 404 an Effective Response?
transparency for shareholders and other stakeholders. The primary argument is that, without high standards of personal integrity posed from within, Section 404 will be of limited value. As John Louk put it, "I personally believe that... View Details
Keywords: by James Heskett
- December 2019 (Revised June 2024)
- Case
The Dutch East India Company in 1612 (A)
By: Lynn S. Paine and Giuseppe Dari-Mattiacci
The Dutch East India Company’s board of directors must decide what to do about an impending legal requirement to liquidate the company’s assets and return to shareholders their capital and any profits earned during a ten-year lock-up period. The charter granted to the... View Details
Keywords: Corporate Governance; Globalized Firms and Management; Organizational Structure; Laws and Statutes; Financial Markets; Business and Shareholder Relations; Business and Government Relations; Business History; Shipping Industry; Netherlands
Paine, Lynn S., and Giuseppe Dari-Mattiacci. "The Dutch East India Company in 1612 (A)." Harvard Business School Case 320-047, December 2019. (Revised June 2024.)
- November 2007
- Article
If Private Equity Sized Up Your Business
By: Robert C. Pozen
This article includes a one-page preview that quickly summarizes the key ideas and provides an overview of how the concepts work in practice along with suggestions for further reading. As the dust settles on the recent frenzy of private equity deals (including... View Details
Keywords: Mergers and Acquisitions; Capital Structure; Private Equity; Investment Return; Governing and Advisory Boards; Executive Compensation; Business and Shareholder Relations; Value Creation; Financial Services Industry
Pozen, Robert C. "If Private Equity Sized Up Your Business." Harvard Business Review 85, no. 11 (November 2007).
- January 2001 (Revised March 2002)
- Case
Ford Motor Company's Value Enhancement Plan
By: Andre F. Perold
In April 2000, Ford Motor Co. announced a shareholder Value Enhancement Plan (VEP) to significantly recapitalize the firm's ownership structure. Ford had accumulated $23 billion in cash reserves and under the VEP would return as much as $10 billion of this cash to... View Details
Keywords: Restructuring; Forecasting and Prediction; Capital Structure; Cash; Financial Liquidity; Policy; Business and Shareholder Relations; Value; Auto Industry
Perold, Andre F. "Ford Motor Company's Value Enhancement Plan." Harvard Business School Case 201-079, January 2001. (Revised March 2002.)
- Research Summary
Environmental Management
Forest L. Reinhardt is exploring the strategic and operational problems of firms in environmentally significant industries. His book, Down to Earth: Applying Business Principles to Environmental Management (published in 2000 by Harvard Business School Press),... View Details
- January 2014 (Revised October 2014)
- Supplement
Mittal Steel's Pursuit of Arcelor (B)
By: Paul M. Healy and Penelope Rossano
Lakshmi Mittal, CEO of Mittal Steel, a UK-based company with Indian roots, took advantage of a weakened Arcelor that had successfully won a bidding war for Canadian steel company Dofasco, with an unsolicited bid to buy the company. Mittal's plans for acquiring Arcelor... View Details
- 21 Sep 2009
- Research & Ideas
Excessive Executive Pay: What’s the Solution?
clubby groups that are widely criticized as the handpicked "captives" of self-serving management. With White House support, congressional leaders are intent on shifting the balance of power in the boardroom away from management. Senator Chuck Schumer's (D-NY)... View Details
Keywords: by Roger Thompson
- May 2015
- Case
Venture Republic, 2011
By: W. Carl Kester and Mayuka Yamazaki
In December 2011, the founders of Venture Republic, a Japanese developer and operator of on-line search engines for shopping and travel, faced a decison about whether or not to take the company private in a management buyout transaction just three years after an... View Details
- 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
Eccles, Robert G., and Tim Youmans. "Materiality in Corporate Governance: The Statement of Significant Audiences and Materiality." Harvard Business School Working Paper, No. 16-023, September 2015.
- February 2007
- Case
IBM Culture in Its Architecture
By: A. Eugene Kohn and Kerry Herman
In 1992, Lou Gerstner was the CEO of IBM during a period where the firm was losing money and a turnaround was desperately needed. In a bold decision, Gerstner chose to build a new headquarters in Armonk, NY that had strict limits on expandability. His idea was to use... View Details
Keywords: Design; Leadership; Job Design and Levels; Organizational Structure; Buildings and Facilities; Business Headquarters; Decisions; Organizational Culture; Corporate Strategy; Expansion; Information Technology Industry; New York (state, US)
Kohn, A. Eugene, and Kerry Herman. "IBM Culture in Its Architecture." Harvard Business School Case 207-026, February 2007.
- 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
Crane, Dwight B., and Monika Stachowiak. "Deutsche Borse and the European Markets." Harvard Business School Case 206-082, January 2006. (Revised February 2006.)
- January 2020 (Revised December 2024)
- Case
Governing PG&E
By: Lynn S. Paine and Will Hurwitz
The five commissioners of the California Public Utilities Commission (CPUC) listened intently at a public forum in April 2019 as PG&E Corporation’s out-going chairman Richard Kelly described the company’s proposed new board. PG&E, which provided electricity and natural... View Details
Keywords: Bankruptcy; Board Of Directors; Board Dynamics; Business Ethics; Business Model Innovation; Corporate Boards; Energy Efficiency; Environmental And Social Sustainability; Government And Business; Hedge Funds; Institutional Investors; Legal Aspects Of Business; Regulated Monopolies; Regulation; Shareholders; Stakeholder Management; Strategy And Execution; Utilities; Insolvency and Bankruptcy; Governing and Advisory Boards; Ethics; Capital Structure; Climate Change; Corporate Accountability; Corporate Governance; Environmental Sustainability; Executive Compensation; Leadership; Management; Safety; Business and Government Relations; Energy Industry; Utilities Industry; California; United States
Paine, Lynn S., and Will Hurwitz. "Governing PG&E." Harvard Business School Case 320-024, January 2020. (Revised December 2024.)
- 2022
- Article
Pills in a World of Activism and ESG
By: Guhan Subramanian and Caley Petrucci
Easterbrook and Fischel’s The Economic Structure of Corporate Law advances their now famous passivity thesis, which posits that managers should remain passive in the face of an unsolicited tender offer for the company’s shares. Consistent with the broader... View Details
Subramanian, Guhan, and Caley Petrucci. "Pills in a World of Activism and ESG." University of Chicago Business Law Review 1 (2022): 417–439.
- August 2015 (Revised June 2021)
- Case
Amazon.com, 2021
By: John R. Wells, Benjamin Weinstock, Gabriel Ellsworth and Galen Danskin
In February 2021, Amazon announced 2020 operating profits of $22,899 million, up from $2,233 million in 2015, on sales of $386 billion, up from $107 billion five years earlier (see Exhibit 1). The shareholders expressed their satisfaction (see Exhibit 2), but not all... View Details
Keywords: Strategic Analysis; Retail; E-commerce; Amazon; Internet; Amazon.com; AmazonFresh; Jeff Bezos; Cloud Computing; Marketplaces; Streaming; E-reader Market; Digital Media; Mobile App; Online Retail; Shipping; Database; Tablet; Kindle; Kindle Fire; Smartphone; Delivery; Digital Platforms; Competition; Internet and the Web; Corporate Strategy; Digital Marketing; Business Growth and Maturation; Business Model; Business Organization; For-Profit Firms; Film Entertainment; Games, Gaming, and Gambling; Music Entertainment; Television Entertainment; Profit; Revenue; Global Strategy; Multinational Firms and Management; Taxation; Business History; Human Resources; Resignation and Termination; Books; Human Capital; Working Conditions; Business or Company Management; Goals and Objectives; Growth and Development Strategy; Growth Management; Management Practices and Processes; Industry Growth; Industry Structures; Media; Distribution; Distribution Channels; Order Taking and Fulfillment; Infrastructure; Logistics; Product Development; Supply Chain; Supply Chain Management; Organizational Culture; Public Ownership; Work-Life Balance; Problems and Challenges; Labor and Management Relations; Strategy; Adaptation; Business Strategy; Competitive Strategy; Diversification; Expansion; Integration; Horizontal Integration; Vertical Integration; Information Infrastructure; Information Technology; Mobile and Wireless Technology; Price; Applications and Software; Marketing; Marketing Strategy; Working Capital; Customer Focus and Relationships; Customer Value and Value Chain; Retail Industry; Advertising Industry; Distribution Industry; Electronics Industry; Entertainment and Recreation Industry; Information Technology Industry; Manufacturing Industry; Motion Pictures and Video Industry; Music Industry; Publishing Industry; Shipping Industry; Technology Industry; Video Game Industry; Web Services Industry; United States; Washington (state, US); Seattle
Wells, John R., Benjamin Weinstock, Gabriel Ellsworth, and Galen Danskin. "Amazon.com, 2021." Harvard Business School Case 716-402, August 2015. (Revised June 2021.)
- 2021
- Working Paper
No-fault Default, Chapter 11 Bankruptcy, and Financial Institutions
By: Robert C. Merton and Richard T. Thakor
This paper analyzes the costs and benefits of a no-fault-default debt structure as an alternative to the typical bankruptcy process. We show that the deadweight costs of bankruptcy can be avoided or substantially reduced through no-fault-default debt, which permits a... View Details
Keywords: No-fault Default; Chapter 11; Insolvency and Bankruptcy; Borrowing and Debt; Governing Rules, Regulations, and Reforms; Financial Institutions; Contracts
Merton, Robert C., and Richard T. Thakor. "No-fault Default, Chapter 11 Bankruptcy, and Financial Institutions." NBER Working Paper Series, No. 28341, January 2021.
- 2015
- Other Unpublished Work
Do Managers Have a Role to Play in Sustaining the Institutions of Capitalism?
By: Rebecca Henderson and Karthik Ramanna
In a capitalist system based on free markets, do managers have responsibilities to the system itself? If they do, should these responsibilities shape their behavior when they engage in the political processes that structure the institutions of capitalism? The... View Details
Keywords: Capitalism; Lobbying; Leadership; Economic Systems; Managerial Roles; Business and Government Relations
Henderson, Rebecca, and Karthik Ramanna. "Do Managers Have a Role to Play in Sustaining the Institutions of Capitalism?" Governance Studies, The Initiative on 21st Century Capitalism, No. 20, Brookings Institution, 2015.