China Vanke: Battle for Control (C)

Lynn S. Paine; Charles C.Y. Wang; Dawn H. Lau; Anthony K. Woo

Supplement | HBS Case Collection | March 2018

China Vanke: Battle for Control (C)

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

Abstract

Baoneng calls for the removal of China Vanke's board of directors, citing as reasons the directors' mishandling of the Shenzhen Metro proposal as well as the company's various breaches of corporate governance requirements. Vanke defends itself against Baoneng's allegations, and also responds to the Shenzhen bourse's inquiries regarding the validity of the board vote.

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;

Language: English

Format: Print

3 pages

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Citation:

Paine, Lynn S., Charles C.Y. Wang, Dawn H. Lau, and Anthony K. Woo. "China Vanke: Battle for Control (C)." Harvard Business School Supplement 318-119, March 2018.

Founded in 2015 by serial entrepreneur, Colin Huang, Pinduoduo Inc. (PDD) had become China’s fastest-growing e-commerce platform in history. PDD pioneered a new approach to online shopping that allowed shoppers to share products, invite friends to form shopping teams, and purchase together at discounted prices. The company’s rapid development helped it debut on the Nasdaq in July 2018, only three years after its inception. The fast growth was partly boosted by PDD’s heavy investment in marketing and branding, such as through coupons and promotions. How should the company make its competitive advantages more sustainable? Could its business model be replicated outside China?

How corporations govern themselves has become a matter of broad public interest in recent decades. Amid this many commentators and experts still disagree on such basic matters as the purpose of the corporation, the role of corporate boards of directors, the rights of shareholders, and the proper way to measure corporate performance. The issue of how shareholder interests should be considered in corporate decision making is particularly contentious. This article is a resource for understanding today’s key debates around governance and identifying the main areas in which changes are being intended called for. Many readers are grappling with these questions now or may have to address in the near future; in any case, the debates are sure to affect how business operates across the globe.

Ellen J. Kullman, the retired Chairman and CEO of DuPont, describes how she guided the storied science and technology company through a contentious proxy battle with activist investor Trian Partners, which acquired DuPont shares in 2013 and sought to break up the company. Trian’s pursuit of board seats led to a 2015 shareholder vote, which DuPont won under Kullman’s leadership. In a sweeping interview with Professor Lynn S. Paine, Kullman describes lessons from her experiences navigating the proxy contest that captured national attention as well as about working with your board, setting company strategy, leading a large corporation, evaluating time frames for shareholder returns, measuring stakeholder performance, assessing shareholder engagement, considering joining a new board and boardroom dynamics, and understanding how boards have changed over the years.

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China Vanke: Battle for Control (C)

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