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April 2020
Case

The Board's Role in Refocusing Bahrain Development Bank

By: Paul M. Healy and Alpana Thapar

In March 2016, Bahrain Development Bank’s (BDB) existing board term came to an end and Khalid Al Rumaihi was appointed the new chairman. Determining a need for change, he immediately overhauled the board and replaced BDB’s long-standing CEO. The new board quickly... View Details

Keywords: Board Of Directors; Governing and Advisory Boards; Organizational Change and Adaptation; Change Management; Banking Industry; Bahrain

04 Mar 2014
Working Paper Summaries

Consequences to Directors of Shareholder Activism

Keywords: by Ian D. Gow, Sa-Pyung Sean Shin & Suraj Srinivasan

2021
White Paper

Report on Racial Inclusion in the Boardroom: A Workshop Convened by Harvard Business School's Leadership Initiative and Board Leadership Project

By: James I. Cash, Linda A. Hill, Hubert Joly, Lynn S. Paine and Suraj Srinivasan

Keywords: Board Of Directors; Inclusion; Organization Culture; Corporate Governance; Diversity; Equity; Governing and Advisory Boards; Race; Fairness; Organizational Culture

January 2016 (Revised January 2019)
Supplement

The Allergan Board Under Fire (B)

By: Lynn S. Paine, Suraj Srinivasan, John C. Coates and David Lane

In 2014, the Allergan Inc. board of directors received a surprise takeover offer from Valeant Pharmaceuticals in alliance with hedge fund activist Bill Ackman's Pershing Square Capital Management. In the unprecedented arrangement between an acquirer and a hedge fund... View Details

August–September 2012
Article

The Future of Boards: Meeting the Governance Challenges of the 21st Century

By: Jay W. Lorsch

Predicting the challenges boards will face in the years ahead requires an understanding of how they and the governance they have provided has evolved in past years, as well as the challenges they face in the years ahead. Since I have been serving on and doing research... View Details

Keywords: Boards Of Directors; Corporate Governance; Governance; Succession; Compensation; Governing and Advisory Boards

January 2016 (Revised January 2019)
Case

The Allergan Board Under Fire (A)

By: Lynn S. Paine, Suraj Srinivasan, John C. Coates and David Lane

In 2014, the Allergan Inc. board of directors received a surprise takeover offer from Valeant Pharmaceuticals in alliance with hedge fund activist Bill Ackman's Pershing Square Capital Management. In the unprecedented arrangement between an acquirer and a hedge fund... View Details

July 2010
Article

Board Interlocks and the Propensity to Be Targeted in Private Equity Transactions

By: Toby E. Stuart and Soojin Yim

In this paper, we examine the propensity for U.S. public companies to become targets for private equity-backed, take-private transactions. We consider the characteristics of 483 private equity-backed deals in the 2000-2007 period relative to public companies, and find... View Details

Keywords: Board Interlocks; Board Networks; Social Networks; Private Equity; Corporate Governance; Public Ownership; Market Transactions; Governing and Advisory Boards; United States

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July 2013 (Revised October 2013)
Supplement

United Rentals (B)

By: Jay W. Lorsch and Kathleen Durante

In April 2012, Jenne Britell, the Chairman of the board of directors of United Rentals, Inc. (NYSE: URI) was preparing her notes for an upcoming stockholders' meeting. It was a meeting unlike most other meetings she had chaired. Stockholders were about to vote on a... View Details

Keywords: Boards Of Directors; Board Committees; Chairman; Governing and Advisory Boards; Corporate Governance; Construction Industry; North America

January 2015
Supplement

Chorus and Telecom: Building the Boards. An Interview with Sarah Naudé and Matt Stanley

By: Boris Groysberg and Sarah L. Abbott

In 2011, Telecom, the largest telecom provider in New Zealand, was being divided into two publicly traded companies. In connection with this split, Sarah Naudé and Matt Stanley worked with the chairman of Telecom, Wayne Boyd, to create two new boards of directors for... View Details

Keywords: Board Of Directors; Women's Empowerment; Governance; Leadership; Selection and Staffing; Organizational Structure; Decision Making; Human Resources; Diversity; Telecommunications Industry; New Zealand

2012
Book

The Future of Boards: Meeting the Governance Challenges of the Twenty-First Century

By: Jay W. Lorsch

This book is a collection of chapters written by Harvard Business School faculty and alums who have experience with corporate boards. It will provide a uniquely HBS perspective on the future of boards. View Details

Keywords: Corporate Governance; Boards Of Directors; Compensation; Succession; Governing and Advisory Boards; Books; Perspective; Governance

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02 Nov 2016
Working Paper Summaries

The Structure of Board Committees

Keywords: by Kevin D. Chen and Andy Wu

February 2014
Article

Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation

By: Francois Brochet and Suraj Srinivasan

We examine which independent directors are held accountable when investors sue firms for financial- and disclosure-related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over... View Details

Keywords: Independent Directors; Litigation Risk; Class Action Lawsuits; Director Accountability; Reputation; Boards Of Directors; Corporate Governance; Debt Securities; Corporate Accountability; Lawsuits and Litigation

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September 21, 2018
Article

Innovation Should Be a Top Priority for Boards. So Why Isn't It?

By: J. Yo-Jud Cheng and Boris Groysberg

Corporate directors and executives alike recognize that today’s pace of change continues to accelerate and that firms need to innovate to stay ahead. But are boards doing enough to support innovation, as they should? We conducted a survey of over 5,000 board members... View Details

Keywords: Board Of Directors; Innovation; Technology; Innovation and Invention; Corporate Governance; Governing and Advisory Boards; Business Strategy

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11 Jul 2012
Research & Ideas

The Future of Boards

director to serve as a liaison between the other board members and the CEO. As clear-cut as these subjects may seem, the underlying question, as Lorsch sees it, is far more complex: What is the broader... View Details

Keywords: by Julia Hanna

March 1991 (Revised October 2022)
Background Note

Beyond the Myth of the Perfect Mentor: Take Charge and Build Your Personal Board of Directors

By: Linda A. Hill, Nancy A Kamprath and Leticia Garcia

Instead of embarking on an odyssey for the perfect mentor, individuals should pursue a strategy of building a network of developmental relationships. In this note, we explore the process by which such a network can be established and cultivated: 1) What functions can... View Details

Keywords: Relationships; Networks

September 2013
Case

United Rentals (A)

By: Jay W. Lorsch, Kathleen Durante and Emily McTague

In December 1997 United Rentals (URI) went public on the NYSE. Ten years later, during the peak of the economic meltdown, the company's performance was in decline. United Rentals had experienced its share of problems in the prior years and was still struggling to... View Details

Keywords: Board Of Directors; Board Dynamics; Accounting Fraud; Governance; Board Committees; Merger; Corporate Governance; Construction Industry; United States

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

Keywords: Corporate Governance; Management Teams; Business and Shareholder Relations; United States

10 Nov 2016
Working Paper Summaries

Managing Reputation: Evidence from Biographies of Corporate Directors

Keywords: by Ian D. Gow, Aida Sijamic Wahid, and Gwen Yu

January 2013 (Revised March 2013)
Case

Beth Stewart: Navigating the Boardroom

By: Boris Groysberg and Deborah Bell

After rising through the ranks of Corporate America, Beth Stewart has become a corporate director on the board of General Growth Properties. Stewart is struggling with how to address her mounting concerns over the financial health of the growing large publically traded... View Details

Keywords: Career Management; Women Executives; Women And Leadership; Boards Of Directors; Board Dynamics; Career Planning; Independent Directors; Leadership; Corporate Governance; Governing and Advisory Boards; Interpersonal Communication; Leadership Style; Personal Development and Career; Work-Life Balance; Real Estate Industry; United States

17 Jan 2007
Op-Ed

Learning from Private-Equity Boards

oversee the ongoing business. Private-equity directors typically spend more time with their companies after the buyout than many of their public company counterparts. Private-equity View Details

Keywords: by Malcolm Salter; Financial Services

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