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As founders of First Interstate BancSystem, which held $8.6 billion in assets and had recently become a public company, and Padlock Ranch, which had over 11,000 head of cattle, the Scott family had to think carefully about business and family governance. Now entering its fifth generation, the family had over 80 shareholders across the US. In early 2016, the nine-member Scott Family Council (FC) and other family and business leaders considered the effectiveness of the Family Governance Leadership Development Initiative launched two years earlier. The initiative's aim was to ensure a pipeline of capable family leaders for the business boards, two foundation boards, and FC.

Seven family members had self-nominated for governance roles in mid-2015. As part of the development initiative, each was undergoing a leadership development process that included rigorous assessment and creation of a comprehensive development plan. As the nominees made their way through the process and other family members considered nominating themselves for future development, questions remained around several interrelated areas, including how to foster family engagement with governance roles while guarding against damaging competition among members; how to manage possible conflicts of interest around dual employee and governance roles; and how to extend the development process to governance for the foundations and FC. The FC considered how best to answer these and other questions, and whether the answers indicated the need to modify the fledgling initiative.

This case illustrates the challenges multigenerational family-owned enterprises face in developing governance leaders within the family. It serves as a good example of governance for a large group of cousins within a multienterprise portfolio. Students can learn and apply insights from this valuable illustration of family values, vision, and mission statement.

In any company, there are conflicts of interest and different opinions on the business strategy. However, a well-established system of corporate governance allows us to minimise those conflicts and enables most disagreements to be solved in a civilised way. The case provides an opportunity to examine the specifics of corporate conflicts in Russia and improves decision-making skills with a view to increase business efficiency.

This descriptive case was written using the secondary sources from the Russian and foreign media, as well as other publicly available information about Norilsk Nickel. No information was disguised in any way.

This case study is a story of a dramatic corporate conflict at the Russian company Norilsk Nickel, one of the world’s leading producers of precious metals. In 2008–2012, the company went through a painful conflict between the majority shareholders (oligarchs Mr Potanin and Mr Deripaska) for the control over the business. The case of Norilsk Nickel was indeed a crucial case for Russia which helped define the “rules of the game”. In 2019, however, the situation looked prone to the escalation of the old conflict. The fact that from 2018 both oligarchs were under the US sanctions added further tensions.

This case is most appropriate for courses in corporate governance, business ethics and doing business in Russia at the undergraduate or graduate level. There is a sufficient number of extenuating circumstances to make for a good discussion of strategic and tactical factors in this type of a corporate governance decision analysis. The complexity of the case is a perfect illustration of the Russian business environment: it is never easy in the Russian business environment to figure out what is important and what is not.

This case is based on primary and secondary sources of information. These sources include interviews with senior executives as well as documents provided by Mondragon and Eroski. The interviews were conducted on-site. In addition, the authors researched the literature on both organizations.

Eroski is the largest of Mondragon Corporation’s coops. Since its founding, Eroski has faced numerous challenges. It has responded to each challenge with out-of-the-box thinking. In response to the pandemic, Eroski become an e-commerce supermarket as well as selectively continuing bricks and mortar stores. As the pandemic is winding down, Eroski is considering how to respond to the “new normal,” which is largely undefined. The question posited at the end of the case is, “Will Eroski be able to hold to its social principles, maintain its unusual governance model and other unusual practices, and survive this latest challenge?”

Eroski of Mondragon is a complex and unusual organization. To appreciate the challenges and how they were overcome by its unique business model, a student must have a minimum background in management, corporate finance and marketing. Thus, this case would fit well into a senior or graduate class on strategic human resource management. It is also recommended for the strategy capstone course usually offered during the last year of a business bachelor’s degree (senior level) to ensure that students are introduced to what Paul Adler refers to as an alternative business model. It can also be targeted for an advanced management course or a strategy course at the MBA and executive levels.

Data for the case came from public sources, including legal proceedings, court filings, company press releases and Securities and Exchange Commission filings.

In June 2020, former Pinterest employees made public charges of gender and racial discrimination. Despite changes implemented by the company, several Pinterest shareholders filed derivative lawsuits charging the company with breach of fiduciary duty, waste of corporate assets, abuse of control and violating federal securities laws. The case provides an overview of the company’s management, board and stock structures, as well as information on the shareholders who sued the company and their concerns. The case raises substantial questions about management’s and board member’s responsibilities in corporate governance, illustrates how stock structures can be used to impede governance and suggests ways to evaluate activist shareholders.

This case is appropriate for graduate, advanced undergraduate or executive education courses in strategy, corporate governance or strategic human resources that discuss corporate governance, fiduciary responsibilities, designing workplace culture or management responses to shareholders. Instructors can apply two sets of theories and frameworks to this case: theories of corporate governance and Hirschman’s (1970) exit, voice or loyalty framework in the context of shareholder activism.

Shanghai ANE Logistics Co., Ltd., established on June 1, 2010, is a business of road part-load logistics for goods from 5 to 300 kilograms. Mr. Wang Yongjun and his management team have spent five consecutive years building ANE into the biggest part-load franchising network in China, and set up a brand new business model, through integration of traditional transport lines, part-load express network and information technology platform.

The case “Corporate Governance Failure at Ricoh India: Rebuilding Lost Trust” discusses the series of events post disclosure of falsification of the accounts and violation of accounting principles, leading to a loss of INR 11.23bn for the company, eroding over 75 per cent of its market cap (Financial Express, 2016). The case provides an opportunity for students to understand the key components of corporate governance structure and consequences of poor corporate governance. The case highlights the responsibility of the board of directors, audit committee and external auditors and discusses the changes required in the corporate governance structure necessary to ensure that such incidents do not take place. The case also delves into the classic dilemma of degree of control that needs to be exercised by the parent over its subsidiaries and freedom of independence given to the subsidiary board, which is a constant challenge all multinationals face. Such a dilemma often leads to the challenge of creating appropriate corporate governance structures for numerous subsidiaries.

The case is intended for MBA courses on corporate governance, business ethics and also for the strategic management courses in the context of multinational corporations. The case can be used to develop an understanding of the essential of corporate governance with special focus on the role of the board of directors, audit committee and external auditors. The case highlights the consequences and cost of poor corporate governance. The case can also be used for highlighting governance challenges in the parent subsidiary relationship for multinational corporations. The case can be used for executive training purposes on corporate governance and leadership with special focus on business ethics.

This case presents the challenges faced by the newly appointed Chairman Noboru Akahane of Ricoh India. In July 2016, Ricoh India, the Indian arm of Japanese firm Ricoh, admitted that the company’s accounts had been falsified and accounting principles violated, leading to a loss of INR 11.23 bn for the financial year 2016. The minority shareholders were agitating against the board of directors of Ricoh India and were also holding the parent company responsible for not safeguarding their interest. Over a period of 18 months, Ricoh India had been in the eye of a storm that involved delayed reporting of financials, auditor red flags regarding accounting irregularities, a forensic audit, suspension of top officials and a police complaint lodged by Ricoh India against its own officials. Akahane needed to ensure continuity of Ricoh India’s business and also act quickly and decisively to manage the crisis and ensure that these incidents did not recur in the future.

The case provides an opportunity for students to understand the key components of corporate governance structure and consequences of poor corporate governance. More specifically, the case addresses the following objectives: provide an overview of corporate governance structure; highlight the role of board of directors, audit committee and external auditors; appreciate the rationale behind mandatory auditor rotation; appreciate the consequences of poor corporate structure; explore the interrelationship between sustainability reporting and transparency in financial disclosures of a corporation; understand management and governance of subsidiaries by multinational companies; and understand the response to a crisis situation.

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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.

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CSS 11: Strategy.

HSBC (The Hong Kong and Shanghai Banking Corporation Limited) Holdings Plc. is a part of various trade finance consortia which aimed to digitise the traditional paper-based trade finance process. It had successfully executed multiple trade finance pilots using a blockchain based platform Voltron and was launching its Contour blockchain trade finance platform as a service to its clients. The trade finance market was estimated to be USD 18 trillion on an annual basis and HSBC had a 12% share in the trade finance transactions worldwide. This case revolves around the challenges facing banks/consortia while porting the traditional trade finance process to the blockchain based system. The crux is how the banks form the consortia, implement blockchain and facilitate trading globally given that it is a new technology and will require bringing all the stakeholders involved in the trade finance value chain to the blockchain based platform. HSBC is facing some decision questions on the formation, governance and management of the consortium, on the interoperability between consortia and on how to price its services to its customers.

This case has multiple theoretical linkages at the micro-organizational behavior level (e.g. job enrichment), but it is best analyzed and understood when examined at the organizational level. Students will learn about shared entrepreneurship, high performance work systems, shared leadership and virtuous organizations, and how they can develop a sustainable competitive advantage.

The case was prepared using a qualitative approach. Data were collected via the following ways: literature search; organizational documents and published historical accounts; direct observations by a research team; and on-site audio recorded and transcribed individual and group interviews conducted by a research team (the authors) with organization members at multiple levels of the firm.

John Lewis Company has been in business since 1864. In 1929, it became the John Lewis Partnership (JLP) when the son of the founder sold a portion of the firm to the employees. In 1955, he sold his remaining interest to the employee/partners. JLP has a constitution and has a representative democracy governance structure. As the firm approaches the 100th anniversary of the trust, it is faced with multiple challenges. The partners are faced with the question – How to respond to the environmental turmoil?

This case has environmental issues – How to respond to competition, technological changes and environmental uncertainty and an internal issue – How can high performance work practices provide a sustainable competitive advantage? Both issues can be examined in strategic management courses after the students have studied traditionally managed companies. This case could also be used in human resource management courses.

In early 2014, the family leadership of Bush Brothers & Company, a leading player in canned vegetables (its Bush's Best line dominated the canned-beans market), faced questions about the family's vision for the future in light of an imminent leadership transition: third-generation member, longtime board chair, and, until recently, CEO Jim Ethier planned to leave his role as early as 2015. The family was into its sixth generation, with nearly sixty family shareholders spread across four branches. On the business side, the first non-family CEO was overseeing development of a growth strategy, including ongoing ventures into competitive new markets such as Hispanic foods. Its fourth-generation leaders including Drew Everett (vice president of human resources and shareholder relations, and likely board chair successor), Sarah (chair of the family senate), and Tony (chair of the family's private trust company) faced questions about whom to involve in developing a future vision, how to formulate the vision effectively, and what vision would best serve business and family interests. These questions represented underlying strategic dilemmas, such as whether to have a select group of leaders craft the vision or to solicit input from a wider range of shareholders, and how much to allow the business vision to drive the ‘people’ vision all framed by recent unsuccessful attempts to develop a shared vision. Resolving these dilemmas successfully would help the family frame and advance its established traditions of leadership, governance, and culture within a truly shared vision that boosted unity and long-term commitment. Students working on the case will gain insights into the framework, process, and challenges associated with developing a shared vision for a complex, multigeneration family enterprise.