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Examines the resignation of Philip Purcell as chairman and CEO of Morgan Stanley as a result of poor performance and cultural problems, as well as his relationship to the board of directors.

Raises issues about the role of boards of directors in compensating CEOs and, specifically, the rewards granted to CEOs for arranging a change-of-control for their companies.

Raises issues about how the nature and function of a board changes as its company moves from ownership by its employees (including the founder) to ownership by a private equity firm, Hellman & Friedman, to public ownership. Teaching Purpose: To consider changes in board membership, board duties, and board responsibilities. A rewritten version of an earlier case.

Supplements the (A) case.

A Hispanic executive is considering whether to join the board of directors of a company and receives advice from several more experienced directors. Teaching Purpose: To focus on the issues related to joining a board of directors.

Examines the changes in corporate governance at WorldCom/MCI as proposed by the company's court-appointed corporate monitor, Richard Breeden. Following the largest bankruptcy ever and the downfall of the company, Breeden wrote "Restoring Trust," a report comprised of 78 recommendations for the future governance of the company. Teaching Purpose: To think about how to improve corporate governance at a specific company.

Reckitt Benckiser plc has developed an executive compensation system. This case outlines the structure of the system, its emphasis on performance-based pay and a global outlook, and explains the role of the human resources department, the board of directors, and company shareholders in determining pay. It raises questions about how to balance incentive remuneration effectively in recruiting and retaining top managers, while addressing shareholder concerns about executive compensation.

Describes the U.S. Securities and Exchange Commission's 2003 proposal to allow shareholders to nominate a "short slate" of directors for the board of listed companies. Includes comment letters for and against the proposal.