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- All HBS Web
(1,981)
- Faculty Publications (401)
- September 2017
- Article
Reexamining Staggered Boards and Shareholder Value
By: Charles C.Y. Wang and Alma Cohen
Cohen and Wang (2013) (CW2013) provide evidence consistent with market participants perceiving staggered boards to be value reducing. Amihud and Stoyanov (2016) (AS2016) contests these findings, reporting some specifications under which the results are not... View Details
Keywords: Staggered Boards; Takeover Defense; Antitakeover Provision; Firm Value; Delaware; Airgas; Governing and Advisory Boards; Corporate Governance; Value
Wang, Charles C.Y., and Alma Cohen. "Reexamining Staggered Boards and Shareholder Value." Journal of Financial Economics 125, no. 3 (September 2017): 637–647.
- August 2017 (Revised April 2024)
- Case
Ardian: Portfolio Company Governance
By: Lynn S. Paine, Emer Moloney and Tonia Labruyere
Leaders of the mid-cap buyout group at Ardian, the Paris-based private equity firm led by Dominique Senequier, have been asked to review and assess the governance model the firm uses for majority-owned companies in its portfolio. The case describes the governance model... View Details
Paine, Lynn S., Emer Moloney, and Tonia Labruyere. "Ardian: Portfolio Company Governance." Harvard Business School Case 318-017, August 2017. (Revised April 2024.)
- July 2017 (Revised September 2017)
- Case
Donald Trump Calls Carrier Corporation
By: Andy Zelleke and Brian Tilley
This case examines the influence of political pressure on corporate decision-making. It questions whether fidelity to domestic operations ought to be a corporate social responsibility, and thus it challenges the limits of “social responsibility” as a corporate ideal.... View Details
Keywords: Corporate Social Responsibility; Board Decisions; Political Influence; Layoffs; Offshoring And Outsourcing; Manufacturing; United States; Mexico; Governing and Advisory Boards; Decision Making; Job Cuts and Outsourcing; Political Elections; Corporate Social Responsibility and Impact; Corporate Governance; Technology Industry; Manufacturing Industry; Connecticut; Indiana; Mexico
Zelleke, Andy, and Brian Tilley. "Donald Trump Calls Carrier Corporation." Harvard Business School Case 318-030, July 2017. (Revised September 2017.)
- June 2017
- Case
Maggie Wilderotter: The Evolution of an Executive
By: Boris Groysberg, Sarah L. Abbott and Robin Abrahams
In a career that spanned over 30 years, Maggie Wilderotter served as CEO of two publicly traded companies and served on 32 corporate and 9 association and nonprofit boards of directors. As CEO of Frontier Communications, a U.S. telecom company with over $25 billion in... View Details
Keywords: Leadership; Managing People; Networks; Strategy And Leadership; Personal Development and Career; Personal Characteristics; Leadership Style; Social and Collaborative Networks; Gender; Power and Influence; Telecommunications Industry; United States
Groysberg, Boris, Sarah L. Abbott, and Robin Abrahams. "Maggie Wilderotter: The Evolution of an Executive." Harvard Business School Case 417-091, June 2017.
- June 2017 (Revised September 2021)
- Case
Sales Misconduct at Wells Fargo Community Bank
Set in early 2017, this case examines widespread sales misconduct at Wells Fargo Community Bank. Wells Fargo's governance and controls are described in the lead up to the September 2016 announcement that Wells Fargo had settled with regulators for $185 million in... View Details
Keywords: Corporate Governance; Governance Controls; Governing Rules, Regulations, and Reforms; Governing and Advisory Boards; Executive Compensation; Lawsuits and Litigation; Crisis Management; Mission and Purpose; Organizational Design; Business and Community Relations; Business and Government Relations; Crime and Corruption; Business Organization; Business Model; Ethics; Corporate Accountability; Governance Compliance; Policy; Compensation and Benefits; Resignation and Termination; Laws and Statutes; Legal Liability; Business or Company Management; Risk Management; Business Processes; Organizational Culture; Organizational Structure; Failure; Agency Theory; Business and Shareholder Relations; Business and Stakeholder Relations; Risk and Uncertainty; Salesforce Management; Public Opinion; Banking Industry; North and Central America
Srinivasan, Suraj, Dennis W. Campbell, Susanna Gallani, and Amram Migdal. "Sales Misconduct at Wells Fargo Community Bank." Harvard Business School Case 118-009, June 2017. (Revised September 2021.)
- Editorial
ExxonMobil's Shareholder Vote Is a Tipping Point for Climate Issues
By: George Serafeim and Sakis Kotsantonis
Serafeim, George, and Sakis Kotsantonis. "ExxonMobil's Shareholder Vote Is a Tipping Point for Climate Issues." Harvard Business Review (website) (June 7, 2017).
- Article
The Error at the Heart of Corporate Leadership
By: Joseph L. Bower and Lynn S. Paine
Agency theory, a new model of governance promulgated by academic economists in the 1970s, is behind the idea that corporate managers should make shareholder value their primary concern and that boards should ensure they do. The theory regards shareholders as owners of... View Details
Bower, Joseph L., and Lynn S. Paine. "The Error at the Heart of Corporate Leadership." Harvard Business Review 95, no. 3 (May–June 2017): 50–60. (Reprinted in HBR’s 10 Must Reads: The Definitive Management Ideas of the Year from Harvard Business Review 2019, Boston, Mass: Harvard Business Review Press, 2019, pp. 165-192.)
- March 2017
- Supplement
eBay vs. Carl Icahn, 2014: Interview with John Donahoe, eBay CEO 2008-2015
By: David B. Yoffie, Eric Baldwin and Tom Ryder
This video, a supplement to HBS Case No. 717-417, features an interview with former eBay CEO John Donahoe, providing his perspective on eBay's response to activist investor Carl Icahn's attack on eBay, which began in January 2014. After giving some of his own... View Details
Keywords: Activist Shareholder; Activist Investors; Technology; Strategy; Corporate Strategy; Investment Activism; Financial Services Industry; Retail Industry; Technology Industry
Yoffie, David B., Eric Baldwin, and Tom Ryder. "eBay vs. Carl Icahn, 2014: Interview with John Donahoe, eBay CEO 2008-2015." Harvard Business School Multimedia/Video Supplement 717-801, March 2017.
- February 2017 (Revised May 2017)
- Case
Rapid7
By: Mitchell Weiss, Paul Gompers and Silpa Kovvali
That Corey Thomas, vice president at Boston-based Rapid7, Inc., was about to enter his investor’s boardroom to negotiate a potential acquisition of Metasploit, LLC, was already an unlikely achievement of sorts. After all, Rapid7 was a venture-backed, corporate... View Details
- Article
Why Boards Aren't Dealing with Cyberthreats
By: J. Yo-Jud Cheng and Boris Groysberg
Cheng, J. Yo-Jud, and Boris Groysberg. "Why Boards Aren't Dealing with Cyberthreats." Harvard Business Review (website) (February 22, 2017). (Excerpt featured in the Harvard Business Review. May–June 2017 "Idea Watch" section.)
- Article
Understanding Boards of Directors: A Systems Perspective
By: Jay W. Lorsch
In this essay, my goal is to explore why, despite the tireless efforts of talented people, research on corporate governance has been slow and uneven, and where that research should turn to next to be most valuable to practitioners. My belief is that the most fruitful... View Details
Keywords: Corporate Boards; Business Admnistration; Social Systems; Corporate Governance; Governing and Advisory Boards; System
Lorsch, Jay W. "Understanding Boards of Directors: A Systems Perspective." Annals of Corporate Governance 2, no. 1 (February 2017): 1–49.
- January 2017 (Revised January 2019)
- Case
The Rise and Fall of Lehman Brothers
By: Stuart C. Gilson, Kristin Mugford and Sarah L. Abbott
With nearly $700 billion in assets, Lehman was the largest U.S. bankruptcy in history. In 2007, Lehman achieved record earnings of over $4 billion on revenues of $60 billion. By September 2008 the fourth largest investment bank in the world was bankrupt. How had a... View Details
Keywords: Bankruptcy; Financial Distress; Accounting Policies; Business Ethics; Financial Reporting; Volatility; Judgments; Financial Crisis; Insolvency and Bankruptcy; Financial Liquidity; Investment Banking; Financial Management; Financial Strategy; Corporate Accountability; Corporate Disclosure; Corporate Governance; Crisis Management; Risk Management; Failure; Business and Government Relations; Ethics; Banking Industry; New York (city, NY)
Gilson, Stuart C., Kristin Mugford, and Sarah L. Abbott. "The Rise and Fall of Lehman Brothers." Harvard Business School Case 217-041, January 2017. (Revised January 2019.)
- 2016
- Working Paper
The Structure of Board Committees
By: Kevin D. Chen and Andy Wu
We document and analyze board committee structures utilizing a novel dataset containing full board committee membership for over 6,000 firms. Board committees provide benefits (specialization, efficiency, and accountability benefits) and costs (information... View Details
Keywords: Board Of Directors; Board Committees; Specialization; Accountability; Information Segregation; Overloaded Directors; Multi-commitee Directors; Sarbanes-Oxley Act; Corporate Accountability; Governing and Advisory Boards; Accounting; Corporate Governance
Chen, Kevin D., and Andy Wu. "The Structure of Board Committees." Harvard Business School Working Paper, No. 17-032, October 2016.
- September 2016
- Case
Financial Services at Falabella (A)
By: C. Fritz Foley and Agustin M. Hurtado
In 2010, the board and senior management team of Falabella, a leading retailer with operations throughout Latin America, faced choices about what to do with its financial services division. More than 4.5 million customers had CMR credit cards that could be used in... View Details
Keywords: Consumer Credit; Financial Institutions; Personal Finance; Financial Management; Financial Strategy; Corporate Strategy; Banking Industry; Retail Industry; Latin America; Chile; Argentina; Colombia; Peru
Foley, C. Fritz, and Agustin M. Hurtado. "Financial Services at Falabella (A)." Harvard Business School Case 217-016, September 2016.
- August 2016 (Revised July 2019)
- Case
Alere
By: Raffaella Sadun, Catherine Slater and Channing Spencer
The Board of Alere, Inc., a leading medical diagnostic firm, is evaluating the offer made by Ron Zwanziger, the firm’s founder and former CEO, to acquire the company and take it private. The offer arrives at the end of a tumultuous year for the company, which saw... View Details
- August 23, 2016
- Article
7 Charts Show How Political Affiliation Shapes U.S. Boards
By: J. Yo-Jud Cheng and Boris Groysberg
Cheng, J. Yo-Jud, and Boris Groysberg. "7 Charts Show How Political Affiliation Shapes U.S. Boards." Harvard Business Review (website) (August 23, 2016).
- August 2016
- Case
CSI Ingenieros
By: Jay Lorsch and Emily McTague
CSI's business unit managers gathered around the downstairs conference room for the company's weekly meeting to discuss project bids. Cristina WaldAshley Hartman, who was in charge of finding projects for the engineering firm to work on, read through several she had... View Details
Keywords: Corporate Governance; Board; Board Committees; Board Dynamics; Organization; Organization Alignment; Dynamic Capabilities; Organization Design; Organizational Prototyping; Organizational Silence; Organizational Learning; Organization Behavior; Organizational Change and Adaptation; Organizational Culture; Manufacturing Industry; South America; Uruguay
- August 2016 (Revised May 2017)
- Case
eBay vs. Carl Icahn, 2014
By: David B. Yoffie and Eric Baldwin
This case explores Carl Icahn's attack on eBay, starting in January 2014. The case examines how John Donahoe, CEO of eBay, should respond to Icahn's demand that eBay spin off PayPal and accept Icahn's two nominees to the board of directors. View Details
Keywords: Activist Shareholder; Activist Investors; Technology; Strategy; Corporate Strategy; Investment Activism; Financial Services Industry; Retail Industry
Yoffie, David B., and Eric Baldwin. "eBay vs. Carl Icahn, 2014." Harvard Business School Case 717-417, August 2016. (Revised May 2017.)
- August 2016
- Article
Independent Directors' Dissent on Boards: Evidence from Listed Companies in China
By: Juan Ma and Tarun Khanna
In this paper, we examine the circumstances under which so-called "independent" directors voice their independent views on public boards in a sample of Chinese firms. First, we ask why independent directors dissent, i.e. how they justify such dissent to public... View Details
Ma, Juan, and Tarun Khanna. "Independent Directors' Dissent on Boards: Evidence from Listed Companies in China." Strategic Management Journal 37, no. 8 (August 2016): 1547–1557.
- July 2016
- Case
'Golden Leash' Pay for Directors at The Dow Chemical Company
By: Ian Gow, Suraj Srinivasan and Neeraj Goyal
In November 2014, The Dow Chemical Company was faced with the prospect of a proxy battle with prominent hedge fund and activist investor Third Point Management. The activist had criticized Dow’s recent performance and advocated that the company split itself to maximize... View Details
Keywords: Motivation and Incentives; Governing and Advisory Boards; Executive Compensation; Investment Activism; Chemical Industry
Gow, Ian, Suraj Srinivasan, and Neeraj Goyal. "'Golden Leash' Pay for Directors at The Dow Chemical Company." Harvard Business School Case 117-029, July 2016.