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- December 2003 (Revised July 2012)
- Case
Jamie Dimon and Bank One (A)
By: Paul W. Marshall and Todd H Thedinga
On March 27, 2000, Jamie Dimon was hired as CEO to turn around Bank One. Describes the issues he faces, as he prepares to present an action plan to the board. View Details
- December 2003 (Revised August 2004)
- Case
Circon (A) (Abridged)
By: Brian J. Hall, Christopher Rose and Guhan Subramanian
In 1996, U.S. Surgical launched a hostile takeover bid against Circon Corp. CEO Richard Auhll recruited an old HBS friend, George Cloutier, to the Circon board to help him defend the company. Circon's primary defenses include a "poison pill" and a staggered board and... View Details
- November 2003 (Revised August 2005)
- Case
First Commonwealth Financial Corporation
By: Robert S. Kaplan
First Commonwealth Financial Corp., a financial institution in central and southwestern Pennsylvania, implemented the Balanced Scorecard for describing and implementing its new customer-focused strategy. Its founder and chairman decided that the Balanced Scorecard also... View Details
- 2003
- Book
Back to the Drawing Board: Designing Corporate Boards for a Complex World
By: Jay W. Lorsch and Colin Carter
- October 2003 (Revised April 2005)
- Case
Innovation Corrupted: The Rise and Fall of Enron
Presents an historical overview of Enron's rise and fall and summarizes what is currently known about (1) the evolution of Enron's business model, (2) the organizational processes Enron officials relied on to drive and monitor the business, (3) emergent behavior... View Details
- October 2003 (Revised November 2004)
- Case
Joe Bachelder: Executive Pay Negotiator
By: Jason R. Barro, Brian J. Hall and Aaron Zimmerman
Joe Bachelder was the leading executive pay negotiator in the United States, securing generous contracts for CEOs and executives at Fortune 500 companies. The CEO of Victor Sports Co. resigned, and the board offered the job to Charles Suarez, a star executive from a... View Details
- October 2003
- Article
The Determinants of Board Structure at the Initial Public Offering
By: Malcolm Baker and Paul Gompers
This paper describes board size and composition and investigates the role of venture capital in a sample of 1,116 firms' initial public offerings. First, firms backed by venture capital have fewer insider and instrumental directors and more independent... View Details
- September 2003
- Case
Executive Compensation at Reckitt Benckiser plc
By: V.G. Narayanan, Krishna G. Palepu and Lisa Brem
Investors felt betrayed by the increasingly lucrative pay packages awarded to CEOs and other top executives at multinational companies. Yet, board members charged with adequately rewarding executives were forced to compete with rising packages of salaries and stock... View Details
- August 2003
- Case
SEC Proposal for Nomination of Directors by Shareholders
By: Jay W. Lorsch and Ashley Robertson
Describes the U.S. Securities and Exchange Commission's 2003 proposal to allow shareholders to nominate a "short slate" of directors for the board of listed companies. Includes comment letters for and against the proposal. View Details
- August 2003 (Revised January 2004)
- Case
Board of Directors at The Coca-Cola Company, The
By: Jay W. Lorsch, Rakesh Khurana and Sonya Sanchez
Provides a history of the board of directors of the Coca-Cola Co. through 2003. Describes the evolution in the board's membership, practices, and structure and the role it played in the company's governance. Questions are raised about the relationship between the board... View Details
- August/September 2003
- Article
A Plea to Boards to Shift Focus Back to the Customer
By: Gail J. McGovern and John Quelch
- July 2003
- Case
De La Salle Academy
By: Thomas J. DeLong and David Ager
Brother Brian Carty, headmaster and founder of De La Salle Academy, a private school for academically talented, economically disadvantaged children in grades six to eight in New York City, is scheduled to meet with the school's board of directors to discuss how the... View Details
- June 2003 (Revised June 2003)
- Background Note
M & A Legal Context: Basic Framework for Corporate Governance
By: Carliss Y. Baldwin, Constance E. Bagley and James Quinn
Students are introduced to the basic framework for corporate governance. Begins by describing the complex role of the modern corporation, then proceeds by discussing the fiduciary duties to which a board of trustees is bound (duty of care, duty of loyalty, etc.), and... View Details
- May 2003
- Case
Renault-Nissan Alliance, The
By: Michael Y. Yoshino and Perry Fagan
On Wednesday, May 29, 2002, the board of directors of Renault-Nissan BV (RNBV) met for the first time to discuss the state of the alliance between Renault SA and Nissan Motors-two of the world's largest automakers. RNBV was a 50/50 joint venture company established in... View Details
- 2003
- Other Unpublished Work
Limits to Board Effectiveness
By: Krishna G. Palepu and Jay W. Lorsch
Keywords: Governing and Advisory Boards
- April 2003 (Revised September 2003)
- Case
Harold Morton and the Rivendell Board (A)
By: F. Warren McFarlan and Ingrid Vargas
Describes the thoughts of a new trustee prior to his first trustees meeting. View Details
- April 2003 (Revised September 2003)
- Case
Harold Morton and the Rivendell Board (B)
By: F. Warren McFarlan and Ingrid Vargas
Describes what happens as the trustee reflects on his first several years' experience. View Details
- March 2003 (Revised November 2005)
- Case
Bertelsmann AG
By: Bharat N. Anand, Michael G. Rukstad and Christoph Kostring
On July 28, 2002, Bertelsmann announced the firing of its CEO, Thomas Middelhoff, in a move that surprised industry observers, analysts, and many employees. Bertelsmann, a privately held company headquartered in Germany, was one of the largest global media... View Details
- March 2003 (Revised January 2008)
- Case
Northrop versus TRW
By: Carliss Y. Baldwin and James Quinn
TRW, a leading supplier of advanced technology products for the auto, defense, and aerospace markets, receives an unexpected stock-for-stock offer from defense company Northrop Grumman Corp. The $11.4 billion aggregate offer, which represents a 22% premium over the... View Details