Publications

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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

Keywords: Framework; Corporate Governance

2017
Working Paper

Explaining the Vertical-to-Horizontal Transition in the Computer Industry

This paper seeks to explain the technological forces that led to the rise of vertically integrated corporations in the late 19th century and the opposing forces that led to a vertical-to-horizontal transition in the computer industry 100 years later. I first model the... View Details

Keywords: Organizational Design; Business History; Vertical Integration; Horizontal Integration; Digital Platforms; Computer Industry

July 2003 (Revised February 2004)
Background Note

M&A Legal Context: Hostile Takeovers

By: Carliss Y. Baldwin, Constance E. Bagley and James Quinn

Introduces students to the main tactical maneuvers used by hostile bidders, including bear hugs, proxy fights, tender offers, and toeholds. Also describes how, in the United States, tender offers are regulated by the federal government via the Williams Act. View Details

Keywords: Acquisition; Cash; Governing Rules, Regulations, and Reforms; Code Law; Bids and Bidding; United States

18 Dec 2007
First Look

First Look: December 18, 2007

to other firms than non-star analysts. Purchase the paper from SSRN.com ($5): http://papers.nber.org/papers/w13633 The Impact of Component Modularity on Design Evolution: Evidence from the Software Industry Authors:Alan MacCormack, John Rusnak, and View Details

Keywords: Martha Lagace

September 2002 (Revised March 2003)
Technical Note

Technical Note on Equity-Linked Consideration, Part 3: Cash-and-Stock Deals

The consideration paid by an acquiring company to a target can be a combination of cash and stock. During the 1980s and 1990s, for example, approximately 12% to 13% of all deals between public companies involved both cash and stock. This case series describes the basic... View Details

Keywords: Price; Acquisition; Business and Shareholder Relations

2010
Working Paper

When Open Architecture Beats Closed: The Entrepreneurial Use of Architectural Knowledge

This paper describes how entrepreneurial firms can use superior architectural knowledge to open up a technical system to gain strategic advantage. The strategy involves, first, identifying "bottlenecks" in the existing system, and then creating a new open architecture... View Details

Keywords: Entrepreneurship; Investment Return; Growth and Development Strategy; Product Design; Organizational Design; Competitive Advantage; Technology Industry

2019
Working Paper

Design Rules, Volume 2: How Technology Shapes Organizations: Chapter 15 The IBM PC

The IBM PC was the first digital computer platform that was open by as a matter of strategy, not necessity. The purpose of this chapter is to understand the IBM PC as a technical system and set of organization choices in light of the theory of how technology shapes... View Details

Keywords: IBM; Personal Computer; Digital Platforms; System; Strategy

2020
Working Paper

Design Rules, Volume 2: How Technology Shapes Organizations: Chapter 5 Ecosystems and Complementarities

The purpose of this chapter is to introduce two new building blocks to the theory of how technology shapes organizations. The first is a new layer of organization structure: a business “ecosystem.” The second is the economic concept of “complementarity.” Ecosystems are... View Details

Keywords: Business Ecosystems; Complementarity; Modularity; Information Technology; Organizations

2020
Working Paper

Design Rules, Volume 2: How Technology Shapes Organizations: Chapter 4 The Mirroring Hypothesis: Linkages Inside and Across Transaction Free Zones

A technology is a specific way to achieve a material goal. It describes a feasible path—a recipe—by which a group of people can arrive at a goal that none could achieve individually. Technical recipes thus require linkages between and among the various contributors to... View Details

Keywords: Modularity; Mirroring Hypothesis; Information Technology; Organizations

July 2014
Case

Paramount Equipment, Inc.

By: Carliss Y. Baldwin and Wei Wang

Paramount Equipment, Inc., based in Fort Wayne, Indiana, is a large manufacturer of cranes and compact construction equipment, aerial work platforms, and food service equipment. Founded in 1987, Paramount now had manufacturing operations in 24 countries. However, it... View Details

November 2005 (Revised October 2012)
Case

The Auction for Burger King (A)

By: Carliss Y. Baldwin and James Quinn

Paul Walsh, CEO of Diageo, must evaluate bids received in an auction of the Burger King restaurant unit. Describes how Diageo came to own Burger King, the attempts to turn the unit around, the strategic reasons for its sale, the auction process, and various bidders'... View Details

Keywords: Management Teams; Leveraged Buyouts; Bids and Bidding; Valuation; Auctions; Decision Choices and Conditions; Negotiation Tactics; Service Industry; Food and Beverage Industry

2019
Working Paper

Design Rules, Volume 2: How Technology Shapes Organizations: Chapter 8 Rationalizing Flow Processes

The purpose of this chapter is to examine the value structure of flow production processes and to explain why it is necessary to rationalize flow processes using the tools of systematic management. I first explain the problems facing managers of multi-step flow... View Details

Keywords: Flow Processes; Bottlenecks; Systematic Management; Production; Management; Problems and Challenges

Article

Exploring the Duality Between Product and Organizational Architectures: A Test of the 'Mirroring' Hypothesis

By: Alan MacCormack, Carliss Y. Baldwin and John Rusnak

A variety of academic studies argue that a relationship exists between the structure of an organization and the design of the products that the organization produces. Specifically, products tend to "mirror" the architectures of the organizations in which they are... View Details

Keywords: Organization Design; Architecture; Modularity; Open Source Software; Communication; Design; Governance; Management Practices and Processes; Open Source Distribution; Product Design; Mission and Purpose; Organizational Structure; Performance; Problems and Challenges; Behavior; Software

2016
Article

The Mirroring Hypothesis: Theory, Evidence, and Exceptions

By: Lyra J. Colfer and Carliss Y. Baldwin

The mirroring hypothesis predicts that organizational ties within a project, firm, or group of firms (e.g., communication, collocation, employment) will correspond to the technical dependencies in the work being performed. This article presents a unified picture of... View Details

Keywords: Modularity; Mirroring Hypothesis; Organization Design; Conway's Law; Knowledge Boundaries; Relational Contracts; Open Source Software; Organizational Design; Organizational Structure; Boundaries; Knowledge Management; Applications and Software

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February 2012 (Revised December 2013)
Case

Saks Incorporated

By: Carliss Baldwin and Stefon Burns

Saks Fifth Avenue, a luxury department store chain, has been hard hit by the 2008 financial crisis and stock market crash. Speculation about impending bankruptcy is rampant in the press. The CEO, Stephen Sadove, must decide how to respond. View Details

Keywords: Retail; Fashion; Insolvency and Bankruptcy; Financial Crisis; Fashion Industry; Retail Industry; United States

2019
Working Paper

Design Rules, Volume 2: How Technology Shapes Organizations: Chapter 17 The Wintel Standards-based Platform

The purpose of this chapter is to use the theory of bottlenecks laid out in previous chapters to better understand the dynamics of an open standards-based platform. I describe how the Wintel platform evolved from 1990 through 2000 under joint sponsorship of Intel and... View Details

Keywords: Open Platforms; Bottlenecks; Wintel Platform; Disintermediation; Information Infrastructure; Applications and Software; Business History; Digital Platforms; Computer Industry

05 Feb 2019
First Look

New Research and Ideas, February 5, 2019

Modularity By: Baldwin, Carliss Y. Abstract— This is the first chapter in Part 3. Its purpose is to contrast the value structure of platform systems with step processes from a technological perspective. I... View Details

Keywords: Dina Gerdeman

18 Mar 2014
First Look

First Look: March 18

Robert, Carliss Y. Baldwin, Alan MacCormack, and David Dreyfus Abstract—In this paper, we test a method for visualizing and measuring software portfolio architectures and use our measures to predict the... View Details

Keywords: Sean Silverthorne

Research Summary

Distributed Innovation in Open Systems—The Role of Modularity