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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.

In March 2020, the English Premier League football (soccer) season was suspended partway through due to the COVID-19 pandemic. Two months later the season remained in limbo, with a looming deadline to decide whether to attempt to complete the season or curtail it-and if so, how. These decisions had major implications for a number of key stakeholders, each with their own incentive structures. One key point of contention was whether to temporarily cancel the system of relegation (i.e., demotion) from the league for the bottom teams. This case investigates the process by which a decision was reached, considering the role of historical and social context in shaping the eventual conclusion.

In early 2020, James Quincey, the 14th chair of the 133-year old The Coca-Cola Company, was in the midst of a years-long transformation of Coca-Cola from being the leading carbonated soft drink (CSD) beverage company into a total beverage company. The company's flagship product, Coca-Cola, had been the world's best-selling beverage for 100 years, yet some consumers were turning away from CSDs due to health concerns over sugar consumption and a proliferation of other beverage options. The company had both acquired and developed many new beverage brands. It was in the process of changing its culture to be faster moving and more willing to take risks, and a culture where the new brands meant as much to the company as did its flagship product, which was still the company's largest selling beverage. Coca-Cola was also working to improve its environmental sustainability and social consciousness activities, and building a company where people were proud to work. The case also provides a historical look at the company's development, its relations with bottlers, competition with rival PepsiCo, and ends with emerging issues in the early days of the COVID-19 pandemic.

In early 2021, BlackRock-the world's largest asset manager with $9 trillion in assets under management (AUM)-sought to become a leader in promoting environmental and social sustainability. Over the previous ten years, CEO Larry Fink had written an annual open letter to CEOs, pushing them to view sustainability and climate change planning key components of any long-term strategy. He had built an investment stewardship committee to attend portfolio company shareholder meetings and implement these goals. He had also recruited a team of prominent impact investors to BlackRock to lead a new impact investing fund. Now, as the new fund came of age, both the fund's managers and BlackRock's senior leadership faced difficult choices. At the fund level, they needed to define how to implement their two main selection criteria-intentionality and additionality-in choosing the fund's next stocks. At the company level, BlackRock's leaders wrestled with the question of just how much impact BlackRock could have on the companies it invested in, when well above half of BlackRock's AUM were invested passively.

In 2018, the chairman of Sichuan Mt. Emei Zhuyeqing Tea Co., Ltd. (ZT), a tea enterprise founded in 1998, faced a strategic decision. ZT had become an economic entity in China, having successfully integrated tea plantation, cultivation, processing, and marketing. Since 2013, however, ZT had experienced sluggish growth. According to a third-party research report, the company's development bottleneck was caused by fuzzy strategy and an out-of-focus operation. The company's chairman needed to decide the next steps for ZT. Should ZT continue to pursue its cost leadership strategy by developing multiple brands and expanding geographically? Or should ZT adopt a focusing strategy, by building its green tea brand, and moving in stages toward the goal of national market expansion?

In mid-2020, the organizer of the Qingdao International Beer Festival (QIBF) faced a predicament. The QIBF was an annual festival held every August in Qingdao, China; however, due to the COVID-19 pandemic, the organizer had initially abandoned the idea of holding the QIBF in 2020. By the end of March 2020, the spread of the pandemic in China had been basically contained. The organizer then decided to restart the event preparations. However, on June 12, 2020, a second COVID-19 outbreak occurred in Beijing. Could the QIBF be held as expected in August 2020? What should be done to control the pandemic's spread and coordinate the planning and design work of the festival? Based on this predicament, could the organizer meet the festival's goals while safeguarding the health of all participants?

In November 2019, John Fowler, founder and principle of consulting firm Blaise Ventures (Blaise) had been listening to a conference call where the management of Canopy Growth Corporation (Canopy) had reported its financial results for its second quarter ended September 30, 2019. Cannabis companies faced a wide array of complex financial reporting issues, and Fowler felt that being able to understand these issues and explain them to clients was critical to Blaise's success. Armed with Canopy's second quarter financial statements and select financial statement note disclosures, he set out to analyze the issues present in the company's most recent results.

In May 2020, the chief executive officer (CEO) of the liquor delivery company LiqHub was happy with his company's initial success. The company's first steps in the Indian market had been propitious, and the founders were happy with the government's validation of their business model. Now, they needed to determine how to replicate their success on a larger scale across India. The CEO needed to evaluate various growth options and make a decision about which operational strategy would most effectively grow the business during the COVID-19 pandemic and into the future. Should the company focus on diversification, product development, market penetration, or market development?

Founded in 2015, GreedyGame Media Pvt. Ltd. (GreedyGame) had a mission to develop culturally relevant gaming content into which ads could be seamlessly integrated so as not to compromise the user experience. Through this approach, organizations would also be able to target their users more sharply. The market looked promising, and the opportunity was ample, but gaming as an industry was still new to India, especially for its inclusion in business. There were many challenges from both the gaming side and the advertising side. GreedyGame had to find the right business model to create an ecosystem with cost-sharing between multiple stakeholders and to expand revenue streams beyond advertisers. In 2017, the company's co-founders wondered what their go-to-market strategy should be. Should they raise funds and continue on the same path they had been on, or should they look to find new collaborators and partners?

The General Electric Company's (GE's) iconic Appliances division enjoyed a significant role in the company throughout the 20th century, representing one of the most recognized engines of the GE brand. By the 21st century, however, GE had changed its focus to technology and infrastructure businesses, and GE Appliances' contribution represented less than 5% of GE's revenue and profit. Recognizing GE Appliances' lack of fit with the strategic direction of the company, GE embarked upon a sale process in 2008, but when the financial crisis struck, it pivoted to a spin-off, went back to a sale process, and then canceled the process altogether and decided to invest more than $1 billion in GE Appliances-including new products, renovated factories, and reshored manufacturing. It wasn't long before corporate thinking and an active board of directors pushed to restart the sale process of a more attractive GE Appliances asset. On September 8, 2014, GE announced it had signed an agreement to sell GE Appliances to global consumer-goods company Electrolux for $3.3 billion. This case examines GE Appliances' journey through a 7-month single-party sale negotiation, followed by a 15-month integration planning, government approval, and a court case.

Consolidated Safety Systems (CSS) was a government contractor that consulted in a variety of areas, serving government and private sector institutions. CSS was co-founded by Jolanda Janczewiski and Dennis Lauchner. The two had grown the company for over 30 years to a large and well-respected name in the government contracting business. The company became employee-owned through an Employee Stock Ownership Plan (ESOP), which had scheduled payouts to the two owners. Dennis has received his payout and had a minimal interest in the business. Jolanda's payouts started in 2017. She recognized that the ESOP had created some issues, including servicing the debt associated with the buyout, creating inequities among legacy employees and new hires, which led her to consider whether the ESOP should continue. Jolanda had become increasingly concerned about the expense of the ESOP, which was only expected to increase more in the future. This might be the time to reverse the ESOP if it looked like it had become too burdensome to CSS both in dollars and in potential dissatisfaction among new employees who did not benefit as much as legacy employees. To reverse the ESOP would involve buying back stock from employees, and to do this, while there were many qualitative considerations, Jolanda also needed to know CSS's value in order to make a fully informed decision. The decision to ESOP or not was complex, with strong pros and cons on both sides of the question.

Our Santa Fe River, Inc, is a nonprofit organization committed to protecting the waters and lands supporting the aquifer, springs, and rivers that drain into the Santa Fe River in northern Florida. Michael Roth, president of Santa Fe River, is faced with the decision of how best to lead this organization in protecting the Santa Fe River watershed from Seven Springs Water Company (Seven Springs) and Nestle Waters North America's (NWNA) intent to withdraw 1.152 million gallons of spring water per day for NWNA's bottled water business. Seven Springs Water and NWNA had filed an appeal to the Division of Administrative Hearings (DOAH) preempting the Suwannee River Water Management District's (SRWMD) proposed denial of the renewal of the water use permit to source water from the springs at Devil's Eye Complex, which was part of the watershed for the Santa Fe River. Michael Roth and Our Santa Fe River (OSFR) board needed to decide on the optimal response to support efforts to finalize the denial of this water use permit.

The Sizable Case presents a decision situation. The case setting is Brussels, early November 2017. Marie Martens was at that time the newly appointed CEO of the start-up company Sizable, which was a specialist in men's undergarment made from eco-friendly bamboo, eucalyptus, and organic cotton. Since its start-up in January 2015, the company had shown high growth potential, and Martens felt confident that by further scaling up the business, Sizable could be leveraged into a position in which it would be highly profitable. Martens was not the only one who had faith in Sizable's attractive prospects. Since March 2015, multiple investors had put their money at stake, either directly as private investors in the company or via the company's three crowdfunding campaigns. In November 2017, Sizable needed 100,000 euros of additional financing. Together with the other members of the management team, Martens had prepared a business plan and proposed prompt action to secure extra funding over the month of November. While the decision to move forward with a new crowdfunding campaign was made, Martens worried about the risks of a fourth round of crowdfunding. Failing would not only mean a lack of funds, but also a stained reputation. Martens wondered how she could make this campaign even more successful than the previous rounds. She had several concerns: first, how would the market react to the change in the management team, with the firm now led by a female CEO; second, whether to use a different crowdfunding platform or rely on one of the platforms used in the past; third, would she be able to deal with investors' typical concerns about break-even and dilution; and finally, what share price would be most appropriate. She had to decide very quickly on these issues since the new crowdfunding round was set to begin before the end of the month.

This case offers students an opportunity to observe employee engagement through key events that took place at YellowStarr Financial Services before and during a software platform migration. Steve Keldan, who served as CEO of YellowStarr, founded the company in 2002. Lisa Murphy was hired as the Human Resources Director for YellowStarr in 2011. In her first few years, Murphy was challenged with building a human resource team that could manage more than 100 new employees for the growing company. In 2015, YellowStarr needed to undergo a software platform migration with FinanceConnect, its proprietary customer data web-based software that presented retirement plans, investment options and pricing in a simple, easy-to-navigate way. As Human Resources Director, Murphy was tasked with the duty of supporting the migration from an employee standpoint, which meant hiring new talent, minimizing employee turnover, and promoting a healthy, positive culture that encouraged employee engagement. Before and during the migration, Murphy made decisions that appeared to both help and hurt engagement. Implementations included fewer training initiatives, relaxed dress code, and employee-led activity committees. As of 2018 with the migration project almost complete, YellowStarr faced high employee turnover rates. No longer having to deal with the firefighting associated with the migration, Murphy needs to decide what steps to take both short-term and long-term to improve upon YellowStarr's employee engagement so the company is an employer of choice for new and existing employees.

RJ Tuckerton, a graduate student, claimed in October 2019 that the student's privacy and other university rights were violated when a faculty member "outed" Tuckerton, who was gender transitioning. The protagonist in the case, John Schuler, was now faced with investigating Tuckerton's claims of university policy violations and a claim of retaliation for filing a complaint. The events of this case present the reader with claims made by Tuckerton, the statements by those alleged to have violated Tuckerton's rights, the statements of other witnesses, and with the university's relevant human resource policies. In studying the case, students will be confronted with an array of input, and will have to place themselves in the position of Schuler and determine if there are policy violations and make policy recommendations. The case presents an emerging issue in organizations-that of non-discrimination of transgender employees, and, with it, privacy and other protections asserted by an organization-and how an organization's policies are or are not responsive to employees.

Monday, January 13, 2020, was David Calhoun's first day on the job as President and CEO of Boeing, Incorporated. Prior to Calhoun's first day, two separate Boeing 737 MAX planes had crashed, killing 346 people. In the wake of the second crash, all 737 MAX planes worldwide had been grounded. Something had gone terribly wrong with Boeing's best-selling airplane. Calhoun will need to investigate and evaluate Boeing's actions preceding and following the two crashes to identify a strategy that restores the company's reputation, repairs relations with its stakeholders, and returns the 737 MAX to worldwide service.

The longest corporate takeover battle in the history of Switzerland - and possibly the world - pitted Sika, a Swiss chemicals manufacturer, against Saint-Gobain, a French conglomerate. At the heart of the dispute was a family business. Sika was a very successful family-controlled firm whose fourth-generation descendants decided to sell their stake in the company. The sale created a quandary for Sika's board of directors, however. How could the board reconcile the wishes of the family owners with the interests of the other shareholders and the company itself? The case highlights the governance dilemma faced by Paul Hälg, the Chairman of Sika's board of directors, and discloses how all parties came to an agreement after a protracted legal dispute lasting 41 months.

There has been a growing interest in fintech companies in recent years. The case describes how Privé Technologies has grown from a fintech startup to gain a firm foothold in Hong Kong and become a leading innovator in the financial and wealth management industries. The company was co-founded by Charles Wong and Julian Schillinger in 2011. The company uses modules similar to Lego building blocks to enable financial institutions to meet their customers' needs throughout the wealth management process, from customer onboarding, portfolio construction and recommendation to portfolio reporting and execution. With more than 100 staff and 6 offices in Asia and Europe, Privé has served over 60 financial institutions and its system has been used by over 3,000 financial advisors. This case study sheds light on how a fintech startup in Hong Kong can cope with different challenges and how to search and grasp growth opportunities and sell their products and services effectively.

Allstate's Data, Discovery, and Decision Making group (D3) had started as a small group of data scientists helping to quantify insurance risk accurately, but by 2017 the group had ballooned to 300 employees offering data capabilities to the firm's business verticals (e.g., Claims or HR). Allstate's senior leadership team had recently defined the strategic objectives that should be driving D3 projects, but it quickly became apparent that D3's current structure was incongruent with these strategic goals. Both D3 members and leadership agreed: A reorganization was necessary. However, an earlier reorganization, which had reassigned employees without their input, had left them feeling burned. Senior leaders didn't want to make the same mistake twice but knew they didn't have time to post and review applications for each position in the new structure.