Publications
Publications
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- All HBS Web
(1,982)
- Faculty Publications (401)
- March 2020 (Revised May 2020)
- Case
Board Director Dilemmas—Family Affairs
By: David G. Fubini, Suraj Srinivasan and Amram Migdal
This case focuses on a new director who must help resolve a disagreement between two generations of leaders in a family business. The case raises questions of the proper role and approach for a director trying to manage a legitimate disagreement between shareholders... View Details
- March 2020 (Revised May 2020)
- Case
Board Director Dilemmas—Incorrigible CEO
By: David G. Fubini, Suraj Srinivasan and Amram Migdal
This case focuses on a new director who, along with fellow directors, struggles with the inappropriate behavior of an otherwise competent—even brilliant—founder and CEO. This case is part of a series of vignettes that capture different dilemmas faced by directors as... View Details
- March 2020 (Revised September 2020)
- Case
Board Director Dilemmas—Pushing Senior Management
By: David G. Fubini, Suraj Srinivasan and Amram Migdal
This case explores a new board director who wants more detail from the management team than his fellow directors are willing to press for. New board director Sam Pesca is frustrated that CFO Alex Marotta provides only a minimal two-page financial summary at board... View Details
- March 2020 (Revised May 2020)
- Case
Board Director Dilemmas—Sharing Expertise
By: David G. Fubini, Suraj Srinivasan and Amram Migdal
This case focuses on a new director who was invited to the board specifically due to her expertise in a technical area. The case allows for discussion of the board director’s appropriate role: to advise and direct management or to ask thoughtful questions about... View Details
- March 2020 (Revised April 2021)
- Case
Odebrecht's 'Transformation Journey' (A)
By: Suraj Srinivasan, Lynn S. Paine, Ruth Costas and Mariana Cal
At the center of one of the largest corruption scandals in Latin America, Brazilian conglomerate Odebrecht signed a leniency agreement with American, Swiss and Brazilian prosecutors in 2016 admitting to paying bribes in 12 countries. In an effort to regain financial... View Details
Keywords: Board Of Directors; Organizational Transformations; Business Ethics; Corruption; Internal Controls; Business And Government; International Business; Engineering And Construction; Family Businesses; Corporate Misconduct; Corporate Governance; Governing and Advisory Boards; Transformation; Organizational Culture; Crisis Management; Ethics; Engineering; Family Business; Crime and Corruption; Emerging Markets; Construction Industry; Brazil; Latin America
- February 2020 (Revised June 2020)
- Case
Shaping the Governance Debate at ISS
By: Suraj Srinivasan, Jonah S. Goldberg and Calvin O. Liou
ISS is the world’s largest provider of corporate governance research, data, analytics, and voting services. The case uses the effort of the Securities and Exchange Commission (SEC) to impose an array of new regulations that would severely restrict the functioning of... View Details
- February 2020 (Revised January 2022)
- Case
Mission Related Investments at the Ford Foundation (A)
By: Shawn Cole, Michael Norris and T. Robert Zochowski
In 2017, Darren Walker, president of the Ford Foundation, one of the largest philanthropic foundations in the world, was preparing to meet with his board of directors to discuss beginning a mission related investments (MRI) program. Walker hoped to devote $1 billion of... View Details
Keywords: Mission-Related Investing; Philanthropy; Foundation; Endowments; Socially Responsible Investing; Investment; Institutional Investing; Investment Activism; Governance; Corporate Social Responsibility and Impact; Mission and Purpose; Social Enterprise; Philanthropy and Charitable Giving; United States; New York (city, NY)
- 2019
- Article
Go-Shops Revisited
By: Guhan Subramanian and Annie Zhao
A go-shop process turns the traditional M&A deal process on its head: rather than a pre-signing market canvass followed by a post-signing “no shop” period, a go-shop deal involves a limited pre-signing market check, followed by a post-signing “go shop” process to find... View Details
- 2020
- Working Paper
Directors' Perceptions of Board Effectiveness and Internal Operations
By: J. Yo-Jud Cheng, Boris Groysberg, Paul M. Healy and Rajesh Vijayaraghavan
- 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
- January 2020 (Revised July 2020)
- Case
BlackRock: Linking Purpose to Profit
By: Aiyesha Dey
The case revolves around the actions that Barbara Novick, co-founder and Vice-Chair of Blackrock, and Michelle Edkins, Global Head of Investment Stewardship, would need to take in response to the controversial CEO letters from Laurence (Larry) Fink, Chairman and CEO of... View Details
Keywords: Boards Of Directors; Institutional Investors; Disclosure; Transparency; Corporate Purpose; Corporate Profits; ESG; ESG Disclosure Metrics; Corporate Sustainability; Engagement Strategy Of Institutions; Stewardship Role Of Institutions; BlackRock; Corporate Governance; Governing and Advisory Boards; Institutional Investing; Accounting; Corporate Disclosure; Mission and Purpose; Profit; Environmental Sustainability; Climate Change; Diversity; Corporate Accountability; Financial Services Industry; United States
- 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
- December 2019 (Revised May 2020)
- Case
Income Inequality and the CEO Pay Ratio at TJX Cos
By: Ethan Rouen and Akari Furukawa
TJX Companies reported a CEO pay ratio of 1,596-to-1 in 2019, leaving board chair Carol Meyrowitz with a host of questions about whether, and how, she could take action to address concerns raised by having one of the highest pay ratios in the S&P 500. As a retail... View Details
- December 2019 (Revised June 2025)
- Case
Mãe Terra and Unilever (A)
By: Lynn S. Paine, Ruth Costas and Priscilla Zogbi
The case concerns the sale of Mãe Terra, one of Brazil's leading brands for packaged organic foods, to the consumer goods giant Unilever in 2017. Working with Unilever management, Mãe Terra’s CEO Alexandre Borges must determine whether and how to keep Mãe Terra's B... View Details
Keywords: Mergers ＆ Acquisitions; Brand Management; Sustainability; Mergers and Acquisitions; Mission and Purpose; Social Enterprise; Corporate Governance; Governing and Advisory Boards; Environmental Sustainability; Organizational Culture; Food and Beverage Industry; Agriculture and Agribusiness Industry; Brazil; Latin America
- December 2019
- Supplement
Mãe Terra and Unilever (B)
By: Lynn S. Paine, Ruth Costas and Mariana Cal
Unilever is making strides to integrate the operations of Mãe Terra—one of Brazil's leading brands for packaged organic foods—into its own structures, after acquiring the company in 2017. Mãe Terra’s CEO, Alexandre Borges, must decide whether to implement his original... View Details
Keywords: Brand Management; Sustainability; Mergers and Acquisitions; Mission and Purpose; Social Enterprise; Corporate Governance; Governing and Advisory Boards; Environmental Sustainability; Organizational Culture; Food and Beverage Industry; Agriculture and Agribusiness Industry; Brazil; Latin America
- December 2019
- Case
WeWork Files for an IPO
By: Lynn S. Paine and Will Hurwitz
For the board of The We Company—better known as WeWork—August 14, 2019, promised to be a pivotal day. It was then that WeWork’s IPO prospectus, known as an S-1 filing, would be made public, giving potential investors, the media, and the general public a window into the... View Details
- November 2019
- Supplement
Hapag-Lloyd AG: Complying with IMO 2020
By: Benjamin C. Esty, Mette Fuglsang Hjortshoej and Emer Moloney
A new environmental regulation known as IMO 2020 was creating what one industry analyst called “the biggest shakeup for the oil and shipping industries in decades.” According to the new regulation, all ocean-going ships would have to limit their sulfur emissions by... View Details
- November 2019
- Case
Hapag-Lloyd AG: Complying with IMO 2020
By: Benjamin C. Esty, Mette Fuglsang Hjortshoej and Emer Moloney
A new environmental regulation known as IMO 2020 was creating what one industry analyst called “the biggest shakeup for the oil and shipping industries in decades.” According to the new regulation, all ocean-going ships would have to limit their sulfur emissions by... View Details
- October 14, 2019
- Article
A Guide to the Big Ideas and Debates in Corporate Governance
By: Lynn S. Paine and Suraj Srinivasan
How corporations govern themselves has become a matter of broad public interest in recent decades. Amid this many commentators and experts still disagree on such basic matters as the purpose of the corporation, the role of corporate boards of directors, the rights of... View Details
- October 2019 (Revised February 2025)
- Case
A Conversation with Ellen J. Kullman, Chair & CEO of DuPont, 2009-2015
By: Lynn S. Paine and Will Hurwitz
Ellen J. Kullman, the retired Chairman and CEO of DuPont, describes how she guided the storied science and technology company through a contentious proxy battle with activist investor Trian Partners, which acquired DuPont shares in 2013 and sought to break up the... View Details