• Crisis at Away (A)

    When should a board of directors push for a CEO change? This case explores the experiences of the board of directors of a popular and successful lifestyle-brand start-up as it grapples with a public-relations crisis after a young female CEO makes serious missteps in a public forum. This case allows for a discussion of the role and responsibilities of a board of a start-up backed by venture capital (VC), when and how to remove a CEO, and the evolution of executive leadership as a company rapidly scales up and approaches a potential IPO. Through the case discussion, students take the perspective of the board of directors to come to a decision about whether (and how) to implement a CEO transition amid an unexpected crisis. A supplemental B case (UVA-S-0362) presents what the board chose to do next and provides an opportunity to discuss the longer-term leadership challenges that followed the initial crisis.
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  • Crisis at Away (B)

    This case is a follow-up to "Crisis at Away (A)" (UVA-S-0361), which explores the lifestyle-brand start-up Away as it grapples with a public-relations crisis. Its CEO has made serious missteps in a public forum and the board of directors must come to a decision about whether (and how) to implement a CEO transition amid an unexpected crisis. This case presents what the board chose to do next, and provides an opportunity to discuss the longer-term leadership challenges that followed the initial crisis.
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  • Internationalization Analysis

    How do firms decide where to compete internationally? What challenges arise when competing across borders? What are different ways to enter a new foreign market? How should the firm compete in that new market? What factors make a foreign market "flat" versus "lumpy"? This technical note follows the format of The Strategist's Toolkit in laying out a framework for analyzing the "where" and "how" of international strategy. Thinking carefully about both local responsiveness and global integration can help managers successfully navigate the tension between these imperatives.
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  • Vignettes: Board Dynamics and Culture (B)

    The realities of boardroom dynamics can often reveal a different story than how things appear on paper. Boards need the right dynamics and culture to effectively carry out their responsibilities. At their best, boards can catch budding issues before they negatively impact the firm and can partner with management to lead through change, like they did with Indra Nooyi's transformation of PepsiCo. Given the dual mandate of boards to both monitor and advise management, how can boards strike the right balance? This case begins with a brief discussion of director and board performance, along with an analysis of the role of government regulation in promoting healthy board dynamics. Then you are asked to act as a consultant to evaluate the board dynamics and culture of three companies presented below in vignettes: GE, Theranos, and PepsiCo. The GE and Theranos vignettes focus on governance challenges, while the PepsiCo vignette focuses on a successful board-management partnership. The B case explores subsequent governance changes that were made at each company and allows for a discussion of governance evolution.
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  • USA Track & Field: Getting Its Governance on Track

    This public-sourced case set in May 2020 examines various corporate governance issues that have arisen for the nonprofit USA Track & Field (USATF). The case's protagonist is board member Tricia Myers who considers how the board can better serve its constituents as they are inundated with a torrent of issues around CEO compensation, fundraising, and governance regulations. The board faces a fire drill as CEO Max Siegel's high compensation has just been made public, surprising the board and requiring a response. Students can use the data provided in the case to evaluate whether Siegel's compensation package is "fair and reasonable" for a nonprofit executive and recommend next steps. The board also grapples with whether Nike's influence over USATF has grown too large after Siegel signed a long-term sponsorship contract with the company that provided the bulk of USATF's total revenues but also created potential conflicts of interest and polarized USATF's elite athletes. Lastly, the board contemplates regulatory changes imposed by the US Olympic and Paralympic Committee and the implications for its membership base. This case allows for a rich discussion about a nonprofit's mission statement and business model, aligning stakeholder interests, and the role of nonprofit board members.
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  • Introduction to Corporate Governance

    This note provides an introduction to corporate governance from a managerial perspective, covering key aspects of board responsibilities and board composition, the regulatory environment and legal duties of directors, and changes in governance systems over time, with a focus on publicly traded firms in the United States.
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  • WeWork: But Does the Corporate Governance Work?

    This public-sourced case describes the lapses in board oversight that led to the dramatic rise and fall of collaborative office space company WeWork and its charismatic leader, Adam Neumann. The case is set in September 2019 and follows board member Mark Schwartz into a critical board meeting to discuss many of the issues facing the company as it tries to raise billions through an IPO: lapses in governance oversight and fiscal discipline, CEO Neumann's erratic behavior, and perhaps even fraud. The case offers an opportunity to evaluate WeWork's strategy and path to future profitability; the board and other stakeholders' role in WeWork's hypergrowth and rapid fall from grace; differences in corporate governance in private versus public companies; and the governance changes that occur in preparation for an IPO. With WeWork on the brink, students are put in Schwartz's shoes in the board meeting and challenged to answer the question: What would you do and why?
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  • Vignettes: Board Dynamics and Culture

    The realities of boardroom dynamics can often reveal a different story than how things appear on paper. Boards need the right dynamics and culture to effectively carry out their responsibilities. At their best, boards can catch budding issues before they negatively impact the firm and can partner with management to lead through change, like they did with Indra Nooyi's transformation of PepsiCo. Given the dual mandate of boards to both monitor and advise management, how can boards strike the right balance? This case begins with a brief discussion of director and board performance, along with an analysis of the role of government regulation in promoting healthy board dynamics. Then you are asked to act as a consultant to evaluate the board dynamics and culture of three companies presented below in vignettes: GE, Theranos, and PepsiCo.
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  • CEO Succession at Cisco (A): From John Chambers to Chuck Robbins

    A smooth transition from former CEO John Chambers to new CEO Chuck Robbins had put Cisco in a position of strength. Looking back, the board reflected on what they had done well and what they might have done differently, and pondered whether another company might be able to implement a similar CEO transition process. This case reviews the specific steps taken by the board of directors and other stakeholders during the selection process. Participants in the process included John Chambers, who was the company's CEO at the time, the Cisco board of directors, Cisco's human resources group, and the executive search firm Spencer Stuart. The process occurred in several stages, including an informal stage during which the board became familiar with candidates, followed by a 16-month formal process with goal-setting and clear definition of roles for all involved, various interactions with and evaluations of possible candidates, and voting.
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  • CEO Succession at Cisco (B): Announcement Strategy

    Supplements the (A) case (417-031). This case supplement describes Cisco's communications strategy around the CEO announcement, which focused on controlling the narrative and avoiding leaks. The strategy included both internal and external processes aimed at introducing the new CEO to employees and the general public, respectively. Externally, the process unfolded without media leaks and with a modest stock market reaction.
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  • CEO Succession at Cisco (C): Chuck Robbins' First 100 Days

    Supplements the (A) case (417-031). This case supplement describes new CEO Chuck Robbins' earliest days after being announced as Cisco's new chief executive. During this time, Robbins focused on building a leadership team featuring people with complementary skills and the disclosure of top executive departures during the transition period. Chambers also assumed his new role as executive chairman during this time frame.
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  • Cisco Systems: In Search of the Next CEO

    It's August 2014 and John Chambers is expected to announce his retirement after 17 years as CEO of global technology giant Cisco Systems. Under Chambers's leadership, Cisco has grown from $2.2 billion in annual revenues and under 4,000 employees to revenues of $46 billion and more than 66,000 employees. With Chambers's retirement imminent, Cisco's board of directors must design a detailed succession process that will allow a smooth transfer of power. What type of selection process should the board members use? Which qualities should they look for in potential candidates? Who should the board select for their shortlist of final candidates? In addition to exploring the history of Cisco, its current market position, and profiles of potential candidates, the case provides an overview of different types of succession planning processes.
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