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November 2024
Background Note

Nonprofit Governance: Some Basics

By: Lynn S. Paine and Will Hurwitz

This background note discusses basics about the prevalence, purpose, and unique legal, governance and regulatory dynamics of nonprofits and their boards of directors. The note describes both similarities and differences between for-profit and non-profit governance,... View Details

Keywords: Corporate Governance; Leadership; Mission and Purpose; Nonprofit Organizations; United States

July 2024
Case

Board Director Dilemmas: Strategic Leadership

By: David G. Fubini and Patrick Sanguineti

Professor John Michaels, a distinguished scholar of corporate strategy, has served on the Board of OmniCo, a diversified industrial giant, for four years. Three months ago, the Board appointed a new CEO, Andrew Bennett, to lead growth, develop a more cooperative... View Details

Keywords: Board; Board Dynamics; Strategic Leadership; Governing and Advisory Boards; Corporate Strategy; Organizational Culture; Leadership Style; Management Succession

March 2024 (Revised June 2024)
Case

Governing OpenAI (A)

By: Lynn S. Paine, Suraj Srinivasan and Will Hurwitz

In late November 2023, OpenAI’s new board of directors took stock of the situation. The company, which sought to develop artificial general intelligence (AGI)—computer systems with capabilities exceeding human abilities—was looking to regain its footing after a chaotic... View Details

April 27, 2020
Article

A Crisis Playbook for Family Businesses

By: Josh Baron and Ben Francois

In a business crisis, the power of family business owners is magnified. Unlike public companies, which typically focus on maximizing shareholder value, family owners value objectives that usually go well beyond financial returns (e.g., family legacy, reputation). This... View Details

Keywords: COVID-19 Pandemic; Crisis Management; Family Ownership; Family and Family Relationships

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March 2022 (Revised October 2022)
Case

Transforming Kimball International, Inc. (A)

By: Lynn S. Paine and Will Hurwitz

Kimball International, Inc. (KII), led by CEO Kristie Juster, and its board of directors, chaired by Kim Ryan, faced critical questions about KII’s future in the spring of 2021. Two years earlier, the board had appointed Juster as the new CEO of KII, a publicly traded,... View Details

March 2022
Supplement

Transforming Kimball International, Inc. (B)

By: Lynn S. Paine and Will Hurwitz

Supplements the (A) case. View Details

February 2022
Case

Cleveland Clinic Abu Dhabi

By: Linda A. Hill and Emily Tedards

In 2006, the Cleveland Clinic and Mubadala Investment Company partnered with a bold ambition to deliver world class healthcare in the United Arab Emirates. In 2015, after nearly a decade of planning and construction, Cleveland Clinic Abu Dhabi opened its doors. By... View Details

Keywords: Organizational Behavior; Culture; Alignment; Organizational Effectiveness; Purpose; Impact; Leadership Development; Diversity; Collaboration; Co-creation; Learning Organizations; Empowerment; Teams; Team Dynamics; Teamwork; Team Effectiveness; Trust; Talent; Talent Development And Retention; Psychological Safety; Organizational Evolution; Coaching; Board; Analytics; Innovation; Data; Data Visualization; Digital Technology; Digital; Customer Experience; Experimentation; Change Management; Data-driven Decision-making; Debates; Ecosystem; Partnership; Telemedicine; Sustainability; Global Organizations; Local; Hospital; Healthcare; United Arab Emirates; Health Care and Treatment; Partners and Partnerships; Globalization; Quality; Organizational Culture; Mission and Purpose; Innovation and Management; Information Technology; Joint Ventures; Leadership; Performance Effectiveness; Abu Dhabi; United Arab Emirates

February 2022
Case

Cleveland Clinic Abu Dhabi (Abridged)

By: Linda A. Hill and Emily Tedards

In 2006, the Cleveland Clinic and Mubadala Investment Company partnered with a bold ambition to deliver world class healthcare in the United Arab Emirates. In 2015, after nearly a decade of planning and construction, Cleveland Clinic Abu Dhabi opened its doors. By... View Details

Keywords: Organization Behavior; Culture; Alignment; Organizational Effectiveness; Purpose; Impact; Leadership Development; Diversity; Collaboration; Co-creation; Learning Organizations; Empowerment; Teams; Team Dynamics; Teamwork; Team Effectiveness; Trust; Talent; Talent Development And Retention; Psychological Safety; Organizational Evolution; Coaching; Board; Analytics; Innovation; Data; Data Visualization; Digital Technology; Digital; Customer Experience; Experimentation; Change Management; Data-driven Decision-making; Debates; Ecosystem; Partnership; Telemedicine; Sustainability; Global Organizations; Local; Hospital; Healthcare; United Arab Emirates; Health Care and Treatment; Partners and Partnerships; Globalization; Quality; Organizational Culture; Mission and Purpose; Innovation and Management; Information Technology; Joint Ventures; Leadership; Performance Effectiveness; Abu Dhabi; United Arab Emirates

January 2021 (Revised October 2024)
Case

Aptiv PLC Board of Directors (A)

By: Lynn S. Paine and Will Hurwitz

Aptiv’s board must decide whether a joint venture with an auto maker is the right next step in the company’s efforts to develop and commercialize a production-ready autonomous driving system. While many commentators believed that Aptiv’s self-driving technologies had... View Details

March 2020 (Revised October 2020)
Case

Board Director Dilemmas—Digging into Detail

By: David G. Fubini, Suraj Srinivasan and Amram Migdal

This case explores a new board director who asks a detailed question about a footnote in the lengthy board packet distributed to directors by management. The case allows for discussion about the amount of information and level of detail provided by management, the... View Details

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards

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

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Family Business

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

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards

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

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Management Teams

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

Keywords: Board Of Directors; Corporate Governance; Governing and Advisory Boards; Experience and Expertise

January 2020 (Revised October 2023)
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

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

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

2016
Working Paper

What Factors Drive Director Perceptions of Their Board's Effectiveness?

By: Boris Groysberg, Paul M. Healy and Richard Ellis Crum

We use a survey of directors to collect data on their ratings of board effectiveness as well as board internal dynamics and key processes. Controlling for many of the governance metrics examined by prior research, we find that directors’ ratings of their boards’... View Details

Keywords: Board Of Directors; Corporate Governance; Performance Effectiveness; Perception; Risk Management

August 2015
Article

Hospital Board and Management Practices Are Strongly Related to Hospital Performance on Clinical Quality Metrics

By: Thomas C Tsai, Ashish K. Jha, Atul A. Gawande, Robert S. Huckman, Nicholas Bloom and Raffaella Sadun

National policies to improve health care quality have largely focused on clinical provider outcomes and, more recently, payment reform. Yet the association between hospital leadership and quality, although crucial to driving quality improvement, has not been explored... View Details

Keywords: Hospitals; Quality; Governing and Advisory Boards; Management Practices and Processes; Service Delivery; Health Care and Treatment; Health Industry

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February 2015 (Revised April 2015)
Case

The Board of Directors at Market Basket

By: Jay W. Lorsch and Emily McTague

The firing of Market Basket CEO Arthur T. Demoulas by his cousin, Arthur S. Demoulas, and directors affiliated with him set off employee protests throughout the grocery store chain. Industry specialists estimated that Market Basket was losing close to ten million... View Details

Keywords: Organizational Behavior; Shareholder Votes; Board Of Directors; Board Dynamics; Board Decisions; Boards; Grocery; Organizational Culture; Organizational Structure; Business and Shareholder Relations; Corporate Governance; Food and Beverage Industry; New England

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