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- October 2021
- Article
Board Design and Governance Failures at Peer Firms
By: Shelby Gai, J. Yo-Jud Cheng and Andy Wu
Our study introduces board committees as a crucial determinant of board actions. We examine how directors who structurally link different board committees—referred to as multi-committee directors (MCDs)—explain why some board actions are merely symbolic while others...
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- June 2021
- Case
uBiome
By: Thomas R. Eisenmann and Olivia Graham
uBiome provided clinical tests that sequenced the DNA of human microbiome samples, providing data on health conditions directly to consumers or to prescribing physicians. Founded in 2012, the San Francisco-based startup raised $105 million from top-tier venture capital...
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- April 2021
- Case
Glass-Shattering Leaders: Michele Hooper
By: Boris Groysberg and Colleen Ammerman
Michele Hooper joined the board of the Dayton-Hudson Corporation when she was in her late thirties, becoming the company’s youngest director as well as the only woman and the only person of color in the boardroom. Such “firsts” were not unusual for Hooper, who had been...
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- January 2021 (Revised May 2021)
- 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...
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Keywords:
Automotive Industry;
Bankruptcy Reorganization;
Board Of Directors;
Board Committees;
Board Decisions;
Board Dynamics;
Corporate Boards;
Innovation And Strategy;
Legal Aspects Of Business;
Spin Off;
Strategic Alliances;
Strategic Change;
Strategic Evolution;
Supplier Relationships;
Technological Change;
Corporate Governance;
Governing and Advisory Boards;
Innovation Strategy;
Going Public;
Joint Ventures;
Leadership;
Restructuring;
Technological Innovation;
Transformation;
Auto Industry;
Europe;
United States
- 2019
- Working Paper
Bank Boards: What Has Changed Since the Financial Crisis?
By: Shiva Rajgopal, Suraj Srinivasan and Forester Wong
Several government-mandated committees investigating the financial crisis highlighted four key deficiencies in the composition of bank boards before the crisis: (i) group think among bank board members; (ii) absence of prior banking experience of board members; (iii)...
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- November 2018 (Revised January 2019)
- Case
The Weir Group: Reforming Executive Pay (A)
By: Lynn S. Paine and Federica Gabrieli
In February 2018, the Remuneration Committee together with the full Board of Directors of the Scotland-based engineering company The Weir Group had to decide whether to seek a shareholder vote at the upcoming Annual General Meeting in April on a proposal to reform the...
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Keywords:
General Management;
Board Of Directors;
Executive Committees;
Human Resource Management;
Compensation;
Pay For Performance;
Incentives;
Bonuses;
Incentive Programs;
Employee Stock Ownership Plans;
Performance Measurement;
Corporate Governance;
Governing and Advisory Boards;
Human Resources;
Management;
Executive Compensation;
Change;
Performance Evaluation;
Employee Stock Ownership Plan;
Europe;
United Kingdom;
Scotland
- April 2018 (Revised June 2020)
- Case
Tesla's CEO Compensation Plan
By: Krishna G. Palepu and Sarah Mehta
Tesla’s board of directors proposed an unusual compensation plan for the company’s CEO Elon Musk. The plan payouts were entirely contingent on achieving very ambitious market value, sales, and EBIT targets over the next ten years. If all the targets were achieved,...
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- February 2017 (Revised March 2018)
- Case
BIM: Finding New Ways to Grow
By: Michael Chu and Gamze Yucaoglu
BIM, Turkey’s giant retailer with a hard-discount model for the popular segments, must decide whether to launch a brand-new format challenging the modern supermarkets. Since its founding in 1995, BIM has adhered to a business model based on a relentless focus on costs...
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- December 2016
- Article
Deal Process Design in Management Buyouts
Management buyouts (MBOs) are an economically and legally significant class of transaction: not only do they account for more than $10 billion in deal volume per year, on average, but they also play an important role in defining the relationship between inside and...
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- 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...
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- 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...
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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
- February 2015
- Case
BlackRock: Diversity as a Driver for Success
By: Boris Groysberg and Katherine Connolly
In July 2014, the Global Executive Committee (GEC) for BlackRock, the world's largest asset manager, held a two-day offsite to discuss the state of talent within the firm. A year prior, in 2013, Chairman and CEO Laurence (Larry) Fink had asked Global Head of HR Jeff...
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- July–August 2014
- Article
Sustainability in the Boardroom: Lessons from Nike's Playbook
By: Lynn S. Paine
One surprising role of Nike's corporate responsibility committee is to provide support for innovation. More and more companies recognize the importance of corporate responsibility to their long-term success—and yet the matter gets short shrift in most boardrooms,...
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- March 2014 (Revised September 2019)
- Teaching Note
Say on Pay: Qualcomm, Inc. Shareholders Vote 'Maybe'
By: Suraj Srinivasan and Charles C.Y. Wang
This case centers around Qualcomm shareholders' 2012 Say-on-Pay vote and the dispute between the Institutional Shareholder Services and management regarding the appropriateness of the CEO's compensation plan. Was ISS right that Qualcomm CEO's pay was inflated and...
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- February 2014
- Article
Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation
By: Francois Brochet and Suraj Srinivasan
We examine which independent directors are held accountable when investors sue firms for financial- and disclosure-related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over...
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- September 2013
- Case
United Rentals (A)
By: Jay W. Lorsch, Kathleen Durante and Emily McTague
In December 1997 United Rentals (URI) went public on the NYSE. Ten years later, during the peak of the economic meltdown, the company's performance was in decline. United Rentals had experienced its share of problems in the prior years and was still struggling to... View Details
- July 2013 (Revised October 2013)
- Supplement
United Rentals (B)
By: Jay W. Lorsch and Kathleen Durante
In April 2012, Jenne Britell, the Chairman of the board of directors of United Rentals, Inc. (NYSE: URI) was preparing her notes for an upcoming stockholders' meeting. It was a meeting unlike most other meetings she had chaired. Stockholders were about to vote on a...
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- July 2013 (Revised September 2019)
- Case
Say on Pay: Qualcomm, Inc. Shareholders Vote 'Maybe'
By: Suraj Srinivasan, Charles C.Y. Wang and Kelly Baker
This case centers around Qualcomm shareholders' 2012 Say-on-Pay vote and the dispute between the Institutional Shareholder Services and management regarding the appropriateness of the CEO's compensation plan. Was ISS right that Qualcomm's CEO's pay was inflated and...
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Keywords:
ISS;
Proxy Advisor;
Investor Communication;
Investor Relations;
Peers;
Say-on-Pay;
Benchmarking;
Peer Group;
Compensation Committees;
Board Of Directors;
Governing and Advisory Boards;
Executive Compensation;
Corporate Governance;
Business and Shareholder Relations;
Telecommunications Industry
- June 2013 (Revised September 2016)
- Case
Governance and Sustainability at Nike (A)
By: Lynn S. Paine, Nien-he Hsieh and Lara Adamsons
Two members of Nike's executive team must decide what sustainability targets to propose to Nike's CEO and to the corporate responsibility committee of Nike's board of directors. Set in 2012, the case traces the evolution of Nike's approach to environmental and social...
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Keywords:
Nike;
Hannah Jones;
Mark Parker;
Phil Knight;
Philip Knight;
Eric Sprunk;
Jill Ker Conway;
Phyllis Wise;
Don Blair;
Sustainable Business And Innovation;
SB＆I;
Flyknit;
DyeCoo;
Footwear;
Athletic Footwear;
Apparel;
Athletic Apparel;
Sustainability;
Greenpeace;
Detox Campaign;
Dirty Laundry;
Water;
Water Use;
Water Pollution;
Water Resources;
Corporate Responsibility Committee;
Judgment;
Board Of Directors;
Board Committees;
Environmental And Social Sustainability;
Footwear Industry;
Decision Choices and Conditions;
Decisions;
Ethics;
Fairness;
Globalized Firms and Management;
Multinational Firms and Management;
Globalized Markets and Industries;
Governance;
Corporate Accountability;
Corporate Governance;
Innovation and Invention;
Innovation and Management;
Innovation Leadership;
Innovation Strategy;
Goals and Objectives;
Management Practices and Processes;
Corporate Social Responsibility and Impact;
Performance;
Alignment;
Supply Chain;
Organizational Change and Adaptation;
Judgments;
Apparel and Accessories Industry;
Asia;
China;
United States;
Oregon;
Portland
- June 2013 (Revised September 2016)
- Supplement
Governance and Sustainability at Nike (B)
By: Lynn S. Paine, Nien-he Hsieh and Lara Adamsons
Two members of Nike's executive team must decide what sustainability targets to propose to Nike's CEO and to the corporate responsibility committee of Nike's board of directors. Set in 2012, the case traces the evolution of Nike's approach to environmental and social...
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Keywords:
Nike;
Hannah Jones;
Mark Parker;
Phil Knight;
Philip Knight;
Eric Sprunk;
Jill Ker Conway;
Phyllis Wise;
Don Blair;
Sustainable Business And Innovation;
SB＆I;
Flyknit;
DyeCoo;
Footwear;
Athletic Footwear;
Apparel;
Athletic Apparel;
Sustainability;
Greenpeace;
Detox Campaign;
Dirty Laundry;
Water;
Water Use;
Water Pollution;
Water Resources;
Corporate Responsibility Committee;
Judgment;
Board Of Directors;
Board Committees;
Environmental And Social Sustainability;
Footwear Industry;
Decision Choices and Conditions;
Decisions;
Ethics;
Fairness;
Globalized Firms and Management;
Multinational Firms and Management;
Globalized Markets and Industries;
Governance;
Corporate Accountability;
Corporate Governance;
Innovation and Invention;
Innovation and Management;
Innovation Leadership;
Innovation Strategy;
Goals and Objectives;
Management Practices and Processes;
Corporate Social Responsibility and Impact;
Performance;
Alignment;
Supply Chain;
Organizational Change and Adaptation;
Judgments;
Apparel and Accessories Industry;
Asia;
China;
United States;
Oregon;
Portland