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An important decision in starting a business is the choice of legal entity. This case provides a realistic, yet stylized, setting to facilitate a discussion of factors to consider in the entity choice decision, emphasizing legal and tax issues. Two MBA graduates have raised $5.2 million in equity from a small group of investors to buy a company. Upon deciding to buy assets from another company to start their business venture, they must determine the legal entity that best meets the needs of management and the investors. There are three alternative versions of this case, with the only difference being the allocation of profits to the investors. In this B case, the allocations of profits are not allowed for an S corporation given the restriction limiting the entity to one class of stock. This B case provides for a non-pro rata allocation of profits, which equates to management receiving a 20% profit (i.e., carried) interest.

An important decision in starting a business is the choice of legal entity. This case provides a realistic, yet stylized, setting to facilitate a discussion of factors to consider in the entity choice decision, emphasizing legal and tax issues. Two MBA graduates have raised $5.2 million in equity from a small group of investors to buy a company. Upon deciding to buy assets from another company to start their business venture, they must determine the legal entity that best meets the needs of management and the investors. There are three alternative versions of this case, with the only difference being the allocation of profits to the investors. In this C case, the allocations of profits are not allowed for an S corporation given the restriction limiting the entity to one class of stock. This C case provides for a 10% guaranteed return (i.e., hurdle rate) before the non-pro rata allocation of profits interests.

Set in April 2021, this case tells the story of Mauro Botta, a senior manager at PricewaterhouseCoopers (PwC). In 2016, Botta filed a whistleblower claim with the U.S. Securities and Exchange Commission, alleging that PwC had failed to fulfill its obligations to remain independent on several audits dating back to 2012. In 2017, PwC fired Botta. While PwC claimed that the decision had nothing to do with the SEC complaint, Botta believed that the move was retaliatory. In March 2018, he sued PwC for wrongful termination.

Ashish Interbuild Private Limited (AIPL) was a mid-sized founder-driven turnkey fit-out firm based in India. The firm executed prestigious fit-out projects across the country, and it had been making steady progress every year since its founding. Faced with an increasing workload, Ashish Thakkar, the founder and managing director, had decided to change the firm's operating model from an owner-led model to one that was people- and process-driven. To manage the transition smoothly, he had to decide on the most appropriate management control model for the firm. The two management control models proposed to Thakkar stood in stark contrast to each other, each with its own strengths. It was crucial for Thakkar to select the appropriate control fit for AIPL neither too tight nor too loose. An inappropriate model could lead to chaos, employee dissatisfaction, financial loss, a damaged firm reputation, and even potential bankruptcy. Although there were good reasons to pursue either of the two proposed alternatives, it was vital to determine which control system was best suited to the firm.

Ashish Interbuild Private Limited (AIPL) was a mid-sized founder-driven turnkey fit-out firm based in India. The firm executed prestigious fit-out projects across the country, and it had been making steady progress every year since its founding. Faced with an increasing workload, Ashish Thakkar, the founder and managing director, had decided to change the firm’s operating model from an owner-led model to one that was people- and process-driven. To manage the transition smoothly, he had to decide on the most appropriate management control model for the firm. The two management control models proposed to Thakkar stood in stark contrast to each other, each with its own strengths. It was crucial for Thakkar to select the appropriate control fit for AIPL neither too tight nor too loose. An inappropriate model could lead to chaos, employee dissatisfaction, financial loss, a damaged firm reputation, and even potential bankruptcy. Although there were good reasons to pursue either of the two proposed alternatives, it was vital to determine which control system was best suited to the firm.

This exercise provides the financial data of eight major companies operating in Pakistan in 2019 and listed on the Pakistan Stock Exchange. It also provides a list of eight of the country’s main industries. Identify which company operated within which industry to test your understanding of how a company’s financial data can be specific to a particular industry. Using only financial figures, can you identify within which industry each company operated?

This exercise provides the financial data of eight major companies operating in Pakistan in 2019 and listed on the Pakistan Stock Exchange. It also provides a list of eight of the country's main industries. Identify which company operated within which industry to test your understanding of how a company's financial data can be specific to a particular industry. Using only financial figures, can you identify within which industry each company operated?

Spreadsheet to accompany product 8B21B012.

Dr. Andrea Pusic, breast cancer reconstruction surgeon, wants to extend outcomes measurement beyond traditional surgical metrics of infections, complications, and survival rates. The case describes her development of a new mobile phone app, which collects patients' responses to questions about their post-surgical outcomes and experiences using BREAST-Q, a statistically-validated patient-reported outcomes survey instrument she helped develop. The app provides patients with immediate feedback about their progress, and access to resources customized to their recovery needs. Dr. Pusic also leads a time-driven activity-based costing study to measure the cost of treating patients for all disease stages and across all stages of care and treatment modalities, including psychosocial oncology and physical therapy services. The case describes several care decisions based on the new information on patient outcomes and preferences, and the costs of care. The case ends with Dr. Pusic deciding whether to undertake a project that would adapt the new app for community cancer care centers, which have limited resources, more diverse patient populations, and worse outcome than urban academic medical centers.

The recommendation of the newly appointed auditors of Paramount Projects Limited ushered in an unexpected dilemma for Sachin Menon, its Chief Financial Officer. The auditors recommended a switch from its existing output-based policy to an input-based policy for measuring the Percentage of Completion of Paramount's construction projects. Accepting the auditors' recommendation appeared a technical exercise that would not impact the company's cash flows or business prospects, hence the bank financing. However, the bank indicated that the accounting change would jeopardize the financing available to Paramount because of the decline in the qualifying assets to support the bank loans. Should Menon recommend going against the recommendation of the auditors that Paramount's board had recently appointed? While the new auditors' rationale for the recommendation to change accounting policy was sound, Paramount's existing policy also complied with accounting principles and was acceptable to the earlier auditors. Should Menon accept the recommendation to change accounting policy even if that entailed higher interest costs? Which accounting policy was conceptually sounder? How would different stakeholders respond to a voluntary change in the accounting policy? How would the change in accounting policy affect Paramount's systems and employee behavior? Menon had to present his final recommendation to the audit committee in its forthcoming meeting. This multidisciplinary case provides an experiential learning opportunity for students to understand that accounting policy decisions often affect other business functions. The case is appropriate for an MBA course in accounting in sessions on accounting policy, revenue recognition, earnings management, or flexibility in financial reporting. It can also be used in undergraduate accounting courses and executive training programs to illustrate the holistic nature of management decisions.

Student Spreadsheet for Case NA0708

Spreadsheet for case 118044.

This case explores how a family business builds a board that includes independent directors that helps to professionalize and strengthen governance in the company. The case relates to One Family Textiles, an Abu Dhabi-headquartered manufacturer of garments. The company was founded in 1975 by Adnan Kalam and his elder brother Ali Kalam; two Kenyan nationals with Indian roots. The company enjoyed impressive growth, and by the early 1980s had several factories in the South-Asian sub-continent and sold to businesses in Asia, the Middle East, North America, and Europe. By the mid-1990s, members of the second generation joined the family business and pushed Adnan to further professionalize the company and strengthen its governance practices. Accordingly, the family sought the help of consultants and hired experienced senior executives, two of whom (first in 2014, and then in 2018) were appointed as the first independent directors of the advisory board. Over the next two years, the board focused on helping revamp operations and instilling sound governance measures. By January 2020, Adnan had stepped back from day-to-day operations and bought out his brother's stake in the company, making him the sole owner of the business. His eldest son was the group CEO and felt it was time for an IPO. The board was divided on this decision; significant improvements in professionalization and governance had been made, but the independent directors foresaw more work to be done. What should Adnan do?

On February 15, 2021, Alina Moss, an analyst who covered the technology company MicroStrategy, pondered a rise in MicroStrategy's share price. Moss had dialed into the company earnings call. When it ended, Moss had more questions than answers. MicroStrategy had recorded a meager operating income of $390,000 in the fourth quarter of fiscal year 2020, yet its non-GAAP operating income was $30.1 million and its share price had climbed 160% during the period. In 2020, MicroStrategy had invested heavily in Bitcoin, and its CEO Michael Saylor said that MicroStrategy would continue using Bitcoin as its primary treasury reserve asset. The accounting treatment of cryptocurrencies was murky as standard setters had not yet decided how firms should account for cryptocurrencies, leaving it up to companies to determine the appropriate accounting. MicroStrategy treated cryptocurrencies as intangible assets on its financial statements, as did many other firms. Accounting rules for intangible assets required reporting downward price shifts as impairment losses but did not require the recording of upswings in price. MicroStrategy disclosed a significant decline in net income as compared to the fourth quarter of 2019 because of impairment losses on Bitcoin. How well was MicroStrategy really doing? Did the current accounting treatment for cryptocurrencies make sense for companies holding Bitcoin? How should investors assess firms' Bitcoin investments?

In February 2020, Pan-China Consulting Services Co. Ltd. (Pan-China) was entering its third decade in operation. Pan-China’s founder was reviewing the firm’s evolution and discussing several key opportunities with his team. Over the previous two decades, the company had shown solid performance in providing financial and capital markets advice to over 200 companies. It had generated strong returns for its key investors, who ensured that every deal was financially secured by the company’s auditing, financial, and consulting expertise. However, the founder and his two senior advisers had to make some decisions. Should Pan-China participate in a new round of private placement investment? Should it consider investing in a second opportunity? Which fund issuance would be the best fit for Pan-China? Was its consulting and investment business model sustainable?

This case describes the movement towards dual-class listings on Asian stock exchanges and the efforts of the Asian Corporate Governance Association (ACGA), a not-for-profit shareholder advocacy group, to discourage this trend. As a not-for-profit organization with no formal regulatory or incentive setting powers, ACGA had been successful in helping to elevate the governance standards in Asian capital markets through its advocacy work, educational efforts, and its biennial publication ("CG Watch") that rated Asian countries' corporate governance quality. With the 2018 decisions by Hong Kong and Singapore to allow for dual-class share listings, which ACGA and its members have previously strongly opposed, ACGA worried about how it could prevent corporate governance standards in the region from deteriorating. Was this a "race to the bottom" by Asian stock exchanges due to their desire to attract listings, or were the proposed safeguards effective in balancing shareholder rights against protecting managers from market pressures? What additional levers of influence should the organization pursue to ensure that shareholder rights were protected or to make corporate governance less of a compliance exercise but more of a value-add in the eyes of corporate managers in Asia?

Clarke Building and Supplies Limited was a multi-generational family-owned building supply and contracting company headquartered in the western region of the island of Newfoundland, Canada. After the death of the company’s founder and chief executive officer, it fell to the founder’s son to take the helm of the company. With his engineering background, this son noticed inefficiencies and lax controls within the company. He was especially worried about the possibility of a more tightly run national store entering the market and outcompeting his family’s business. Complicating any decision to tighten operations was the community culture of the business, which included many long-time employees, friends, and family members. He could see that there were issues in the company, but he lacked the business acumen and distance to separate symptoms from causes and develop a plan to keep the company healthy and strong for generations to come. He knew he needed to achieve buy-in from the managers so he could implement any solutions he devised.

In February 2017, four co-founders were deciding whether or not to launch their new custom suit business, Hudson St. Clair. The company would manufacture made-to-measure suits in Detroit, Michigan, and sell them online, across the United States. The co-founders approached Hulin Partners, a private equity company to see if it would be interested in investing in the idea, but the company offered instead to buy the business. The four founders need to determine whether they would infuse their own equity and grow the business or sell the business plan and existing contracts to Hulin Partners. To decide what to do, the team first needed to understand the current business environment, evaluate the product and marketing strategy, and project the new venture's financial performance for the first three years of operations.

The case describes the SMU Challenge game, a digital simulation game that students can play anytime and anywhere, to revise their knowledge of concepts they had learnt earlier. Under the Financial Accounting topic of the app, the concepts that are covered include transaction analysis, double entry accounting system, accounting for cash, and financial statement analysis. Among the concepts tested in the Management Accounting topic are basic cost concepts, product costing classifications, cost accumulation, and cost-volume-profit relationships. As for the Audit and Assurance topic, concepts that students are tested on include audit planning, risk assessment, audit testing, reporting, and quality control. These concepts are covered in the following courses offered by Singapore Management University (SMU): ACCT 111/101 Financial Accounting, ACCT 112/102 Management Accounting, and ACCT 331 Audit and Assurance.