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March 2009 (Revised April 2009)
Case

AFSCME vs. Mozilo...and "Say on Pay" for All! (A) (Abridged)

By: Fabrizio Ferri and James Weber

Richard Ferlauto, director of pensions and benefits policy at the AFSCME, the largest public sector workers union in the U.S., was responsible for protecting the pensions of its members. Because pensions were invested for decades, Ferlauto wanted the companies in which... View Details

Keywords: Voting; Investment; Investment Activism; Corporate Governance; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; Executive Compensation; Ownership Stake; Business and Shareholder Relations; United States

2024
Working Paper

Social Movements and Public Opinion in the United States

By: Amory Gethin and Vincent Pons

Recent social movements stand out by their spontaneous nature and lack of stable leadership, raising doubts on their ability to generate political change. This article provides systematic evidence on the effects of protests on public opinion and political attitudes.... View Details

Keywords: Attitudes; Social Issues; Voting; Public Opinion; Social Media

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July 2010
Supplement

Post-Crisis Compensation at Credit Suisse (C)

By: Clayton S. Rose and Aldo Sesia

The (C) case describes the results of Credit Suisse's PIP I program, the value of PAF, shareholders' vote on the new compensation plan supported by management, and the impact of the company's approach to the U.K. banker's tax. View Details

Keywords: Voting; Taxation; Compensation and Benefits; Business and Shareholder Relations; Banking Industry; Financial Services Industry; Switzerland; United Kingdom

March 2023 (Revised September 2023)
Case

Patagonia: 'Earth Is Now Our Only Shareholder'

By: Brian Trelstad, Nien-hê Hsieh, Michael Norris and Susan Pinckney

In September 2022, Yvon Chouinard, the iconoclastic founder of outdoor apparel company Patagonia, announced a new ownership model for his company. Chouinard and his family had held complete control of the company's voting and non-voting stock since its founding 50... View Details

November 1990 (Revised June 1993)
Case

FMC Corp.: A Recapitalization

By: William J. Bruns Jr. and Julie H. Hertenstein

A proposed recapitalization will use new debt to pay a large dividend to some shareholders in return for a reduction of their voting power. The result will be a highly leveraged financial structure and negative owners' equity. Students can trace the effects of proposed... View Details

Keywords: Financial Statements; Financial Strategy; Asset Management; Financial Management; Business Conglomerates; Borrowing and Debt; Business and Shareholder Relations; Capital Structure; Equity; Private Equity; Chemical Industry

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December 2016
Case

Muñoz Group Faces Brexit

By: Forest Reinhardt and Annelena Lobb

In 2016, Muñoz Group, a multifaceted agribusiness company that developed, produced, packed, imported, and exported citrus, flowers, grapes, juice, and ice cream, faced an unexpected new challenge in the British public’s vote for the United Kingdom to exit the European... View Details

Keywords: Agribusiness; Globalization; Intellectual Property; Government and Politics; Agriculture and Agribusiness Industry; Europe

December 2010
Article

Rating the Ratings: How Good are Commercial Governance Ratings?

By: Robert M. Daines, Ian D. Gow and David F. Larcker

Proxy advisory and corporate governance rating firms (such as RiskMetrics/Institutional Shareholder Services, GovernanceMetrics International, and The Corporate Library) play an increasingly important role in U.S. public markets. They rank the quality of firm corporate... View Details

Keywords: Corporate Governance; Markets; Rank and Position; Quality; Business and Shareholder Relations; Voting; Change; Information; Outcome or Result; United States

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February 2015 (Revised December 2016)
Case

1worker1vote: MONDRAGON in the U.S.

By: Rebecca Henderson and Michael Norris

MONDRAGON, the largest cooperative in the world, and the inspiration for several U.S. cooperatives, faces a challenge in 2013 after one of its largest cooperatives votes to leave the group and another goes bankrupt. View Details

Keywords: Cooperatives; Spain; United States; Manufacturing; Cooperative Ownership; Manufacturing Industry; Spain; United States

November 2018 (Revised January 2019)
Supplement

The Weir Group: Reforming Executive Pay (B)

By: Lynn S. Paine and Federica Gabrieli

Supplement to the (A) case. The case describes the events that took place in the run-up to the 2018 Annual General Meeting, the voting outcome, key perspectives on success factors, and the challenges that The Weir Group faced in the near future. View Details

Keywords: Corporate Governance; Human Resources; Management; Executive Compensation; Europe; United Kingdom; Scotland

March 2018
Supplement

China Vanke: Battle for Control (B)

By: Lynn S. Paine, Charles C.Y. Wang, Dawn H. Lau and Anthony K. Woo

China Resources expresses disagreement over the validity of the results of the board vote as announced by China Vanke. It further raises objections to Vanke's handling of the announcement as well as reiterates its doubts about the strategic rationale of the proposed... View Details

Keywords: China Vanke; China Resources; Hostile Takeover; Board Of Directors; Shareholding Structure; Shareholder Rights; Asset Restructuring; Corporate Governance; Governing and Advisory Boards; Valuation; Business and Shareholder Relations; Real Estate Industry; China

July 2020 (Revised March 2021)
Case

Board Diversity at Amazon (A)

By: Aiyesha Dey and Anu Atluru

The case revolves around the decisions that the board of directors of ecommerce giant Amazon would need to make in response to the controversial letter that activist shareholder CtW investment group sent to Amazon’s shareholders, urging them to vote in favor of a... View Details

Keywords: Board Of Directors; Boards; Governing and Advisory Boards; Diversity; Gender; Race; United States

21 May 2008
Research & Ideas

Going Negative in Political Advertising

their strong suit. Negative ads ask us to vote against someone rather than for someone. This lesser-of-two-evils approach to political marketing inevitably breeds cynicism and sometimes backfires, but it often works against new candidates... View Details

Keywords: by John Quelch

Research Summary

Current Research: Issues in Corporate Governance

Effectiveness of shareholder voting

Reform of shareholder voting is a key component of legislation arising from the financial crisis of 2008. Professor Gow examines the effect of shareholder voting on corporate actions, particularly on... View Details

March 2008
Case

Cambrian House

By: Peter A. Coles, Karim R. Lakhani and Andrew P. McAfee

Cambrian House builds internet-based products and services by relying entirely on its user community for all aspects of its innovation and new product development process. Users suggest ideas for new products and services and also participate in a monthly voting... View Details

Keywords: Decision Choices and Conditions; Voting; Technological Innovation; Knowledge Management; Marketing Strategy; Open Source Distribution; Product Development; Strategic Planning; Business and Community Relations; Internet

March 2007 (Revised October 2008)
Case

The New York Times Co.

The Sulzberger family owns 20% of the New York Times Co. (NYT) but controls 70% of the board through a dual-class share structure. At the company's April 2006 annual shareholder meeting, Morgan Stanley Investment Management (MSIM) and other investors, holding 28% of... View Details

Keywords: Family Business; Investment Activism; Corporate Governance; Governance Controls; Governing and Advisory Boards; Business and Shareholder Relations; Publishing Industry; New York (city, NY)

2007
Working Paper

The Impact of Shareholder Activism on Financial Reporting and Compensation: The Case of Employee Stock Options Expensing

By: Fabrizio Ferri and Tatiana Sandino

In this paper we examine the economic consequences of over 150 shareholder proposals to expense employee stock options (ESO) submitted during the proxy seasons of 2003 and 2004–the first case where the SEC has allowed an accounting matter to be subject to an advisory... View Details

Keywords: Executive Compensation; Financial Reporting; Employee Stock Ownership Plan; Corporate Governance; Investment Activism; Business and Shareholder Relations

2021
Case

Starbucks: Opposing a Local Tax to Address Homelessness while Promoting Social Justice

By: Andrew J. Hoffman

In 2018, the Seattle City Council unanimously voted 9-0 for a tax that would require companies whose annual revenue surpassed $20 million to pay the city $275 per employee per year. The tax money would then be used to combat homelessness in Seattle. In response,... View Details

Keywords: Taxation; City; Welfare; Wealth and Poverty; Corporate Social Responsibility and Impact; Seattle

Research Summary

Say on Pay

By: Jay W. Lorsch

This project is examining, on a continuing basis, the evolving practice of allowing shareholders to have a vote on top executive compensation. The expected product will be an article explaining the limitations of this effort to give shareholders voice. View Details

August 2002 (Revised May 2003)
Case

New Wachovia (B), The

By: Carliss Y. Baldwin and Jeremy Swinson

On August 3, 2001, after a hotly contested proxy fight, Wachovia Corp.'s shareholders voted to merge with First Union Corp. The managers of the two banks then turned to face the challenges of integrating the two organizations. Their task was to implement a "merger of... View Details

Keywords: Integration; Mergers and Acquisitions; Problems and Challenges; Banks and Banking; Banking Industry; North Carolina

October 2021 (Revised October 2022)
Case

The Opioid Settlement and Controversy Over CEO Pay at AmerisourceBergen

By: Suraj Srinivasan and Li-Kuan Ni

In 2020, AmerisourceBergen Corporation, a Fortune 50 company in the drug distribution industry, agreed to settle thousands of lawsuits filed nationwide against the company for its opioid distribution practices that critics alleged had contributed to the nationwide... View Details

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