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Steven Rogers had always thought that someday he would like to own a business with one or both of his daughters. As his eldest daughter, Akilah, finished her final semester at Harvard Business School, she told Rogers that she would like to create with him a Chicago-based real estate venture that included buying, rehabbing and renting homes in the Englewood and South Shore neighborhoods of Chicago. Rogers quickly realized that his biggest challenge was how to equitably structure the ownership of the business. He gathered advice from family business experts and slowly began to build a plan that would benefit each member of his family. Meanwhile, Akilah assumed responsibilities associated with the business as she finished her final semester at HBS. The case ends with Rogers Family Enterprises owning its first three houses.

1. Students learn how to construct an equitable business ownership plan for a family business. 2. Students learn the agreements that family businesses should have in place. 3. Students learn why successful entrepreneurs tend to be those who control the growth of their company while envisioning an empire.

On completion of analysis of this case, students would be able to: appreciate the context of a typical delisting decision of a public company that is part of a large business group; analyze the complex nature of the relationships among the promoter shareholders, minority shareholders, government-controlled financial institutions, independent directors and executive directors in such a situation of transfer of value; and develop the best possible course of action for the promoters, independent directors and public shareholders, keeping into consideration the principles of corporate governance and the objective of shareholders’ wealth maximization.

The case presents an opportunity to examine the corporate restructuring and governance issues associated with the delisting attempt of India-based mining company Vedanta Ltd., by its London-based parent company, Vedanta Resources. The case focuses on the conflict of interests between the promoters of a business group and the public shareholders of a subsidiary, and the pivotal roles independent directors and proxy advisory firms play in supporting the public shareholders.

The case can be discussed in a graduate-level corporate strategy course that deals with restructuring and governance issues in companies, especially large group companies. It can also be discussed in a course of corporate governance where students have the opportunity to understand the potential conflict between promoters and other shareholders, and the moderating roles the independent directors and institutions may play in resolving such conflicts.

Teaching notes are available for educators only.

CSS 11: Strategy.

The case would be specifically useful in courses related to Corporate Governance, Board Dynamics, Leadership, Organizational Behaviour, Corporate Ethics and Strategic Management.

For Post-graduate/Doctoral and Executive Programme/Management Development Programme level courses in Corporate Governance, Board Dynamics, Leadership, Organizational Behaviour, Corporate Ethics and relevant areas of Strategic Management.

The case relates to the imminent departure of Raamit Pell, the founding CEO of Xcelent Services, an educational service provider, to his parental organization at Kozerton after completing his current five-year term. Raamit had moved from Kozerton to become CEO of Xcelent Services. Many of Raamit’s senior executives at Xcelent were not happy about his decision to return. They felt that his departure at this moment might, on the one hand, slow down the ongoing major expansion plans and on the other aggravate a mutiny, under covert Board patronage involving a powerful clique of certain senior executives. The parental agency finally agreed to release him. On the day of Raamit’s farewell, where surprisingly even the clique members were present, many executives appeared sad. Observing the mood, Raamit wondered whether his decision to return to Kozerton was the right one.

To understand the internal governance, leadership and behavioural environment of a company. To understand the impact of internal power equations of a company on the morale of its people. To analyze both the inconsistency between the stated goals of the organization and the revealed actions of its top decision-makers; and the lack of restraint on the power struggle among the top actors of the organization. To identify effective strategies for addressing such issues in future so that their fallouts would be minimized. To relate the behaviour in an organization to the organizational behavioural theories related to leadership, corporate governance, corporate ethics, managerial behaviour and agency problems.

Teaching Notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

CSS 11: Strategy.

In June 2001, the owners of this small rapidly growing sports promotion firm are assessing the financing implications of their growth plans. Threshold Sports organizes professional cycling races, and holds major race franchises for several large U.S. cities. It seeks to expand quickly the number of events that it manages, eventually to build professional cycling in the United States to a level consistent with Europe. The growth outlook creates a financing need of $500,000. The case presents three financing alternatives: debt, common equity, and convertible preferred stock. The task for the student is to assess the alternatives and make a recommendation. The choice hinges importantly on the estimated value of the firm.

Resource-based view (RBV) theory (Barney, 1991; Barney and Mackey, 2016; Nagano, 2020) states that a firm’s tangible and intangible resources can represent a sustainable competitive advantage (SCA), a long-term competitive advantage that is extremely difficult to duplicate by another firm, when it meets four criteria (i.e. not imitable, are rare, valuable and not substitutable). In the context of this case, we believe there are three sources of SCA to be discussed using RBV – the major league soccer (MLS) team player roster, the use of artificial intelligence (AI) technologies to exploit this roster and the league’s single-entity structure: • MLS players: it has been widely acknowledged that a firm’s human resource talent, which includes professional soccer players (Omondi-Ochieng, 2019), can be a source of SCA. For example, from an RBV perspective, a player on the Los Angeles Galaxy roster: > cannot play for any other team in any other league at the same time (not imitable and are rare), > would already be a competitive player, as he is acquired to play in the highest professional league in the country (valuable) and > it would be almost impossible to find a clone player matching his exact talent characteristic (not substitutable) anywhere else. Of course, the roster mix of players must be managed by a capable coach who is able to exploit these resources and win championships (Szymanski et al., 2019). Therefore, it is the strategic human resource or talent management strategies of the professional soccer team roster that will enable a team to have the potential for an SCA (Maqueira et al., 2019). • Technology: technology can also be considered a source of SCA. However, this has been a source of contention. The argument is that technology is accessible to any firm that can afford to purchase it. Logically, any MLS team (or for that matter any professional soccer team) can acquire or build an AI system. For many observers, the only obvious constraint is financial resources. As we discuss in other parts of the case study, there is a fan-based assumption that what transpired in major league baseball (MLB) may repeat in the MLS. The movie Moneyball promoted the use of sabermetrics in baseball when making talent selection (as opposed to relying exclusively on scouts), which has now evolved into the norm of using technology-centered sports analytics across all MLB teams. In short, where is the advantage when every team uses technology for talent management? However, if that is the case, why are the MLB teams continuing to use AI and now the National Basketball Association (NBA), National Football League (NFL) and National Hockey League are following suit? We believe RBV theorists have already provided early insights: > “the exploitation of physical technology in a firm often involves the use of socially complex firm resources. Several firms may all possess the same physical technology, but only one of these firms may possess the social relations, cultural traditions, etc., to fully exploit this technology to implementing strategies…. and obtain a sustained competitive advantage from exploiting their physical technology more completely than other firms” (Barney, 1991, p. 110). • MLS League Single-Entity Structure: In contrast to other professional soccer leagues, the MLS has one distinct in-built edge – its ownership structure as a single entity, that is as one legal organization. All of the MLS teams are owned by the MLS, but with franchise operators. The centralization of operations provides the MLS with formidable economies of scale such as when investing in AI technologies for teams. Additionally, this ownership structure accords it leverage in negotiations for its inputs such as for player contracts. The MLS is the single employer of all its players, fully paying all salaries except those of the three marquees “designated players.” Collectively, this edge offers the MLS unparalleled fluidity and speed as a league when implementing changes, securing stakeholder buy-ins and adjusting for tailwinds. The “socially complex firm resources” is the unique talent composition of the professional soccer team and most critically its single entity structure. While every team can theoretically purchase an AI technology talent management system, its application entails use across 30 teams with a very different, complex and unique set of player talents. The MLS single-entity structure though is the resource that supplies the stability required for this human-machine (technology) symbioses to be fully accepted by stakeholders such as players and implemented with precision and speed across the entire league. So, there exists the potential for each MLS team (and the MLS as a league) to acquire SCA even when using “generic” AI technology, as long as other complex firm factors come into play.

This case relied on information that was widely reported within media, press interviews by MLS officials, announcements by various organizations, journal articles and publicly available information on MLS. All of the names and positions, in this case, are actual persons.

MLS started as a story of dreaming large and of quixotic adventure. Back in 1990, the founders of the MLS “sold” the league in exchange for the biggest prize in world soccer – the rights to host the 1994 Fédération Internationale de Football Association World Cup before they even wrote up the business plan. Today, the MLS is the highest-level professional men’s soccer league competition in the USA. That is a major achievement in just over 25-years, as the US hosts a large professional sports market. However, MLS has been unable to attract higher broadcasting value for its matches and break into the highest tier of international professional soccer. The key reason is that MLS matches are not deemed high quality content by broadcasters. To achieve higher quality matches requires many inputs such as soccer specific stadiums, growing the fan base, attracting key investors, league integrity and strong governance, all of which MLS has successfully achieved since its inception. However, attracting high quality playing talent is a critical input the MLS does not have because the league has repeatedly cautioned that it cannot afford them yet to ensure long-term financial sustainability. In fact, to guarantee this trade-off, the MLS is one of the only professional soccer leagues with an annual salary cap. So, the question is: how does MLS increase the quality of its matches (content) using relatively low cost (low quality) talent and still be able to demand higher broadcast revenues? One strategy is for the MLS to use AI playing technology to extract higher quality playing performance from its existing talent like other sports leagues have demonstrated, such as the NFL and NBA. To implement such a radical technology-centric strategy with its players requires the MLS to navigate associated issues such as human-machine symbioses, risking fan acceptance and even altering brand valuation.

The case is written and designed for a graduate-level (MBA) class or an upper-level undergraduate class in areas such as contemporary issues in management, human resource management, talent management, strategic management, sports management and sports marketing. The case is suitable for courses that discuss strategy, talent management, human resource management and brand strategy.

This case illustrates the rationale for adopting employee ownership, and difficulties in implementing employee empowerment beyond investment. In the beginning it focuses on why Jerry Pritchett, one of the co-founders of Pritchett Controls, decided to convert it to an employee-owned company. In the body of the case, it details the efforts of the company to operate under its new ownership structure in an increasingly competitive environment. Although Pritchett established employee owners, only selected High Performance Work Systems (HPWS) practices have been implemented. The issue that reader must grapple with is whether other HPWS practices should be adopted or not.

Primary data were collected by interviewing eight managers including the current and former CEO at two of the firm’s three locations. Secondary data were used to supplement industry and competitive information.

Human resources courses, especially those that focus on strategic human resource management, organizational development, and how high performance organizations can be built, would be most appropriate for this case.

The primary theoretical foundations for this submission are shared entrepreneurship and HPWS. Knowledge of leadership, employee ownership, human resources, corporate governance, organizational culture and strategy would also be helpful in analyzing this case.

The impact of corporate governance on internal controls and quality of financial disclosures.

Analysis of a real financial fraud event for a non-US multinational corporation. The case relies on accessing and analyzing annual reports for the firm, both before and after the fraud. Additional information on industry governance characteristics are provided in the case itself so that students can compare the firm to the industry.

This business case is centered on the analysis of Schneider Electric, a French multinational corporation, which had to restate their financial statements in 2011 because of accounting fraud. Following this event, Schneider undertook major changes in their board structure to improve internal control mechanisms. This pedagogical business case familiarizes students with international differences in ownership and board structure and emphasizes potential corporate governance changes after financial statement fraud.

Managerial finance, corporate finance, international finance, auditing. This case is more appropriate for upper-level undergraduate and graduate courses.

A student can evaluate the variables related to the corporate governance decision for the future of the companies while simultaneously facing other internal factors, such as understanding the owner's address style. In addition, the student will be able to balance and weigh current resources, understanding that the conceptual frameworks of agency theory, resource dependence theory, agency and transaction costs, as well as the types of leadership and power are useful to understand this type of companies, common in emerging markets.

This case describes the actions of Nestor Salcedo Guevara, founding partner of Industrial Andina S.A. and owner of NSG Service Stations, companies focused on industrial manufacturing and retail fuel sales, respectively. The case covers a period of 40 years, from the founding of Industrial Andina S.A. in 1978, its restructuring into a family business in 1982, the strategic decisions concerning the political and economic situations from the eighties to the new millennium, and the creation of NSG Service Stations in the year 2000, until August 2018, when Nestor faced the decision to expand NSG Service Stations and reactivate Industrial Andina SA with new projects. Therefore, Nestor must decide the next steps for the future of both companies. This case study highlights several challenges of business economics and administrative strategy facing entrepreneurs or experienced managers and allows to discuss in class concepts of corporate governance such as ownership structure, incomplete contracts, management styles and defensive strategies associated with the power of the CEO - Owner.

Undergraduate students in Business Administration or Economics and post-graduate MBA. Business Economics courses, Strategic Management, Corporate Governance courses.

Teaching Notes are available for educators only.

CSS 11: Strategy.

Corporate finance, financial management.

The case is suitable for Master's level corporate finance or financial management courses. Sufficient prior theoretical knowledge of corporate finance concepts is required.

Väätsa Agro AS is an Estonian dairy farming company. Although the company had operated successfully in the past, its ownership changed significantly in 2006 leading to changes in the company's capital structure. Starting from 2008 milk prices on global markets decreased and this trend had also affected the company's profits. As a result of these developments the company's financial situation had deteriorated since 2008 and towards the end of 2009 the company had problems in meeting its obligations. On 1 September 2009 its owners hired a consultancy firm represented by Karl Kukk to tackle the company's problems.

The case should help students to: understand the risks of LBOs; understand the importance of an appropriate capital structure of a firm; evaluate a company's financial situation and compare it with competitors; understand the alternatives facing firms in financial distress; and choose the best course of action for a distressed firm considering the pros and cons of each alternative for each stakeholder group.

Teaching notes are available; please consult your librarian for access.

Carris Reels, a reel-manufacturing company headquartered in Vermont, had long-standing goals of being employee owned and governed. They also had a strong organizational (ownership) culture. The Corporate Steering Committee (CSC), a committee composed of representatives from management and non-management employees, and the board of directors had a decision to make about adding two new members to the board. With these new members, the board of directors would be made up of both members of management and non-management employees. Was Carris forfeiting wiser outside counsel in favor of company insiders? What about for the future of the company?

The data for this case were collected from discussions and informal interviews with Carris Reels employees, and archival data from the company intranet which includes an archival of company newsletters, meeting minutes and announcements. Information on the Employee Stock Ownership Plan (ESOP), board of directors, the CSC, and ESOP trustees from these sources were also used.

This case is suitable for strategic management, and social responsibility and social enterprise-focused courses for upper-level undergraduates and MBA students.

The sources, development, and outcomes of a strong organizational culture are important to this case. Schein (1989) and others (Harris and Ogbanna, 1999) address the role of a company’s founder in development of the company’s culture. Research addressing ownership and participation in the context of an ownership culture indicates positive outcomes to employees and to their companies (Logue and Yates, 2005; Ownership Associates, 1998).