Case | HBS Case Collection | August 2011 (Revised June 2012)

Boardroom Battle Behind Bars: Gome Electrical Appliances Holdings—A Corporate Governance Drama

by William C. Kirby and Tracy Yuen Manty

Abstract

Despite widespread news of the incarceration of Gome Electronics' CEO, Huang Guangyu, Bain Capital felt they carefully undertook due diligence before making a significant investment in the company. The venture capital firm was confident that it and the current management could work together to revamp the fortunes of China's leading electronic retailer. However, it did not anticipate the power Huang had behind bars. As the majority shareholder, Huang managed to manipulate shareholder meetings and current management decisions and structure. Was this typical of an investment in China or did Bain Capital just find itself in a unique situation? What can future managers learn from this situation about corporate governance and ethical rules of business in China?

Keywords: China; corporate governance; legal aspects of business; corruption; venture capital; risk; Corporate Governance; Crime and Corruption; Power and Influence; Risk Management; Business and Shareholder Relations; Venture Capital; Ethics; Governing and Advisory Boards; Governing Rules, Regulations, and Reforms; Values and Beliefs; Private Equity; China;

Citation:

Kirby, William C., and Tracy Yuen Manty. "Boardroom Battle Behind Bars: Gome Electrical Appliances Holdings—A Corporate Governance Drama." Harvard Business School Case 312-025, August 2011. (Revised June 2012.)