First Look

May 12, 2009

Business contracts are designed to build trust, right? But sometimes it pays to take a wait-and-see attitude rather than rush to sign on the dotted line, according to professor Deepak Malhotra. His article in the May issue of Harvard Business Review, "When Contracts Destroy Trust," describes how to avoid the predictable damage resulting from excessively detailed agreements and misguided incentives. Contracts that are too rigid, for example, condemn parties to separate camps instead of generating the goodwill that is vital for sustained cooperation. Using examples from entrepreneurship and professional sports, Malhotra says the process of nailing out a contract should be handled more delicately than often happens. "Wisely structured contracts postpone agreement on terms that would be more effectively handled after more information is available, and they include contingencies commensurate with the current level of uncertainty," he writes. In the American Economic Review, HBS professor William R. Kerr coauthors an article investigating what it means for goods, labor, and ideas when firms cluster near one another. Cases this week examine sustainable investing, mergers, nonprofit leadership, and entrepreneurship, among other business topics.
— Martha Lagace

Working Papers

Dishonest Deed, Clear Conscience: Self-Preservation through Moral Disengagement and Motivated Forgetting (revised)


People routinely engage in dishonest acts without feeling guilty about their behavior. When and why does this occur? Across four studies, people justified their dishonest deeds through moral disengagement and exhibited motivated forgetting of information that might otherwise limit their dishonesty. Using hypothetical scenarios (Studies 1 and 2) and real tasks involving the opportunity to cheat (Studies 3 and 4), we find that dishonest behavior increased moral disengagement and motivated forgetting of moral rules. Such changes did not occur in the case of honest behavior or consideration of the behavior of others. In addition, increasing moral saliency by having participants read or sign an honor code significantly reduced or eliminated unethical behavior. While dishonest behavior motivated moral leniency and led to strategic forgetting of moral rules, honest behavior motivated moral stringency and diligent recollection of moral rules.

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Deep Dives: The Role of Top Management in Linking Relevant Capabilities to Core Activities


The inability of established firms to make necessary and obvious changes has been a topic of repeated scholarly inquiry. Compared to new entrants, large firms often encounter difficulties in formulating and committing changes due to the complexity in firms' activities. Beyond cognitive limitations, perhaps the most intriguing type of failure is when managers fully understand the nature of the required change, and the company has already developed the relevant capabilities, but the formation of a new set of core activities is still inhibited. Taking a micro-perspective, the paper argues that there are situations where direct top-down interventions are necessary. Termed as "deep dives", they are interventions targeting implementation of radical routines and resource configuration. Structural arrangements, pre-set change routines, and existing decisional priorities are insufficient to fashion relevant capabilities into new core activities. Ad-hoc problem solving is the key. The paper concludes with a case study, which illustrates how deep dives guide the formation of a set of new core activities in the variation-selection-retention process.

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What Causes Industry Agglomeration? Evidence from Coagglomeration Patterns


Why do firms cluster near one another? We test Marshall's (1920) theories of industrial agglomeration by examining which industries locate near one another, or coagglomerate. We construct pairwise coagglomeration indices for U.S. manufacturing industries from the Economic Census. We then relate coagglomeration levels to the degree to which industry pairs share goods, labor, or ideas. To reduce reverse causality, where co-location drives input-output linkages or hiring patterns, we use data from U.K. industries and from U.S. areas where the two industries are not co-located. All three of Marshall's theories of agglomeration are supported, with input-output linkages particularly important.

The Definitive Guide to Recruiting in Good Times and Bad


Few companies are thinking about hiring right now, but that's a mistake. If history is any guide, staffing will become a front-burner issue once the economic upheaval eases. Even now, companies are running into staffing problems in emerging markets, and many will have to find talented replacements for baby-boom retirees. Will they be able to meet their needs? Not likely, say Fernández-Aráoz of Egon Zehnder and Harvard Business School professors Groysberg and Nohria. Their research, conducted with scores of CEOs, HR executives, and recruiters, found current hiring practices to be haphazard at best and inept at worst. And no wonder. Ignorant of their staffing needs, most companies treat hiring top-level executives as an emergency. That leaves them little choice. One study found that nearly a quarter of the time, the executive selected was the only candidate considered. Far too few companies conduct reference checks; far too many rely on gut reactions when judging qualifications and cultural fit. Hardly anyone considers whether candidates will be good team players. And, shockingly, only half of the top managers recruited by the companies studied were interviewed by anyone in the C-suite. The result: About a third of promising new hires depart within three years of being recruited. As a remedy, the authors offer their best thinking about state-of-the-art hiring practices for the top levels of the organization. Their recommendations cover the entire hiring cycle in seven steps: anticipating the need for new hires, specifying the job, developing a pool of candidates, assessing the candidates, closing the deal, integrating the newcomer, and reviewing hire-process effectiveness. Whatever the future brings, firms that follow these practices successfully will have a distinct advantage over their shortsighted competitors.

When Contracts Destroy Trust


Contracts exist to foster trust, but they can actually do the opposite. Overly detailed contracts leave no room for spontaneous acts of kindness to create goodwill between parties; too-rigid contracts leave parties unable to respond to the unanticipated; and, strangely enough, incentives can end up being just plain insulting.

Interpersonal Authority in a Theory of the Firm


This paper develops a theory of the firm in which a firm's centralized asset ownership and low-powered incentives give the manager, as an equilibrium outcome, interpersonal authority over employees (in a world with open disagreement). The paper thus provides micro-foundations for the idea that bringing a project inside the firm gives the manager control over that project, while explaining concentrated asset ownership, low-powered incentives, and centralized authority as typical characteristics of firms. The paper also leads to new perspectives on the firm as a legal entity and on the relationship between the Knightian and Coasian views of the firm.


Cases & Course Materials

Appellation Shanxi: Grace Vineyard

Harvard Business School Case 309-075

Grace Vineyard was a rare family-owned, private winery in China that was set on establishing itself as a world-renowned, quality vintner. Judy Leissner, the second-generation company leader, was at a crossroads in how she wanted to grow the business that her father founded in 1997. Their wines were rapidly growing a strong following and had won international awards. How could the company capitalize on this success? Should Grace expand its operations to multiple Chinese provinces? Should Grace continue as a premium boutique winery serving a growing but ultimately limited niche market in China, or should it seek to make a mark internationally? Or should Grace respond to buy-out offers?

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Backchannelmedia: Making Television 'Clickable'

Harvard Business School Case 509-026

Backchannelmedia (BCM), a three-year-old start-up, intended to completely disrupt the world of advertising by transforming the way Americans watched television. BCM had developed a technology to make television "clickable," enabling viewers to interact with the content on their television screens. By April 2009, BCM had conducted consumer studies and field tests and the results were very promising. However, the industry was dominated by large players who could impede the introductions of new technologies. BCM's founders would have to make critical decisions about how quickly to roll out their technology, and to whom. Which industry players were allies? How would BCM monetize the value they would create? Would investors see as much potential in BCM as its founders? And how would the company's cash constraints impact the strategy in the current economic environment?

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Bob Beall at the Cystic Fibrosis Foundation

Harvard Business School Case 409-107

Bob Beall is the Chief Executive Officer of the Cystic Fibrosis Foundation (CFF). CFF is an extremely successful organization, but Beall has to determine how to manage the organization through the financial crisis of 2008-2009. In this situation, donations are likely to decline, investment surplus has declined and biotech partners are challenged to finance joint projects as well as their own operations. Beall is striving to find a cure for cystic fibrosis while also determining what priorities he must emphasize and what trade-off decisions he must make in managing through the current period. He is preparing for a meeting with his board of trustees where he plans to discuss the current situation and the key decisions the organization needs to make.

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Dave and Millie: A Tale of Two Entrepreneurs

Harvard Business School Case 809-109

Two entrepreneurs have just been told by their venture capital backer to prepare a list of possible cuts to help them weather the 2008-2009 economic downturn. The impact on each firm is very different: one is a later-stage company with revenues in excess of $100 million; the other a pre-revenue company trying to raise its first institutional round. The entrepreneurs must consider their options and the impact on their companies' growth and, perhaps, survival.

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Evaluating M&A Deals: Floors, Caps, and Collars

Harvard Business School Note 209-138

As equity consideration has become more popular in acquisitions, so has the use of the "pricing-protection" mechanisms, such as floors, caps, and collars. These contractual devices provide insurance to the shareholders of the target and may protect the buyer as well. The purpose of this note is to define the main categories of price protection and explain their impact on the payoffs and value of the deal to the target's shareholders.

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Fighting Malnutrition and Hunger in the Developing World

Harvard Business School Note 909-406

The millennium objectives of reducing poverty and malnutrition are not being met. How do the private, public, and NGO sectors of society work together to achieve better results and include the recipients in the process?

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Generation Investment Management

Harvard Business School Case 609-057

Examines the investment process of Generation Investment Management, a "sustainable" investing firm established in 2004 by David Blood and U.S. Vice President AI Gore. Places students in the position of David Lowish, director of global industrials, who must decide whether to recommend an investment in ABB India. The decision pits economic development—supplying energy to impoverished rural areas in India, against environmental damage-caused by the use of coal-fired power plants.

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GSK's Acquisition of Sirtris: Independence or Integration?

Harvard Business School Case 809-026

An executive from pharmaceutical company GSK must choose how much to integrate a recently acquired biotechnology firm, Sirtris. Moncef Slaoui, GSK's global head of R&D, championed the acquisition of Sirtris to gain access to its potentially revolutionary science. Slaoui must balance the need to recoup shareholder value after paying a two-times premium for Sirtris with his desire to retain Christoph Westphal, Sirtris's co-founder and CEO, and other key individuals at the company. His desire to protect Sirtris from GSK's size and bureaucracy occurs in a period when GSK has launched major changes in its R&D organization, which focus on decentralizing and externalizing R&D, as well as revamping the resource allocation process to parallel more of a venture capital-based model. The case also explores the views of Christoph Westphal on the early challenges of the integration and the impact GSK was having on Sirtris. Can be used in conjunction with a separate case that focuses on Sirtris's business model.

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Intel NBI: Intel Corporation's New Business Initiatives (B)

Harvard Business School Supplement 609-102

No abstract is available at this time.

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Linden Lab: Crossing the Chasm

Harvard Business School Case 809-147

In early 2008, managers at Linden Lab, creator of the virtual world Second Life, faced decisions about the company's growth strategy. Despite profound initial skepticism about demand for a user-generated virtual world that was not a traditional game, Second Life had achieved profitability and strong growth. However, sustaining growth would prove challenging. Growth had strained Linden Lab's technical infrastructure. Also, although Second Life had attracted a large, loyal base of early adopters, it was unclear whether their preferences were similar to those of mainstream consumers. In this context, management faced choices about platform strategy and target markets. Should Linden Lab continue to offer an open platform or build its own solutions for customers? Should it target adult consumers, teens, enterprise customers, or the education market?

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Managing Your Own Human Capital: Executive Interview Exercise

Harvard Business School Exercise 409-040

This note contains instructions for an exercise in which students interview C-level executives on how they have managed their careers.

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Harvard Business School Case 809-031

This case describes a decision confronting the founder of Nantero, a company developing a new semiconductor technology. The company needs to raise additional venture capital. Potential investors have competing visions for the company, and its business model. Some investors want the company to license its technology to semiconductor companies. Others want the company to become a "lableless" semiconductor company producing and selling its own products. The question for the team at Nantero is, what model makes sense and which investor offers the most attractive terms?

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Note on the Global Wind Industry

Harvard Business School Note 709-005

This note provides background information on the global wind industry and is meant to accompany HBS cases "The Suzlon Edge" (708-051); "Cape Wind: Offshore Wind Energy in the USA" (708-022); and "Supergrid" (707-016).

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Note on Socially Responsible Investing

Harvard Business School Note 609-060

This note describes Socially Responsible Investing, providing a brief history, description of different socially responsible investing approaches, and overview of selected players and institutions involved in the socially responsible investing field. It has been written to provide background for the case study on Generation Investment Management.

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Planned Parenthood Federation of America in 2008

Harvard Business School Case 309-104

As with many national non-profits, Planned Parenthood is organized as 100 separate 501(c)3 organizations. What is the best structure for Planned Parenthood to fulfill its mission?

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Real Property Negotiation Game: Buyer Case, Celia Hernandez (A)

Harvard Business School Case 209-034

The Real Property Negotiation Game simulates the experience negotiating the sale, purchase, or financing of a property. The class competes as either a lender, buyer, or one of two groups of sellers, Raleigh, North Carolina and Las Vegas, Nevada. This is the buyer case for the Real Property Negotiation Game. Celia Hernandez must decide which of two properties to purchase.

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Real Property Negotiation Game: Lender Case, Porus Bank

Harvard Business School Case 209-031

The Real Property Negotiation Game simulates the experience negotiating the sale, purchase, or financing of a property. The class competes as either a lender, buyer, or one of two groups of sellers, Raleigh, North Carolina and Las Vegas, Nevada. This is the lender case for the Real Property Negotiation Game. Porus Bank must decide to which buyers they must learn and at what terms.

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Real Property Negotiation Game: Seller Case, Las Vegas Pines (A)

Harvard Business School Case 209-038

The Real Property Negotiation Game simulates the experience negotiating the sale, purchase, or financing of a property. The class competes as either a lender, buyer, or one of two groups of sellers, Raleigh, North Carolina and Las Vegas, Nevada. This is the seller case, Las Vegas, for the Real Property Negotiation Game. David Stephens must decide whether and at what price to sell his property.

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Real Property Negotiation Game: Seller Case, Raleigh Commons (A)

Harvard Business School Case 209-039

The Real Property Negotiation Game simulates the experience negotiating the sale, purchase, or financing of a property. The class competes as either a lender, buyer, or one of two groups of sellers, Raleigh, North Carolina and Las Vegas, Nevada. This is the seller case, Raleigh Commons, for the Real Property Negotiation Game. Steve Stroud must decide whether and at what price to sell his property.

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Symbian, Google & Apple in the Mobile Space (A)

Harvard Business School Case 909-055

Symbian, maker of a leading mobile smartphone operating system, faces new competition from Google and Apple. Symbian evaluates changes to its software and its relationships with distributors in order to meet these competitors.

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The Rejuvenated International Monetary Fund

Harvard Business School Note 709-050

The International Monetary Fund was dismissed as almost irrelevant to the global economy, but during the 2008 financial crisis, it returned to center stage, providing financial rescues for developing countries.

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Relational Investors and Home Depot (A)

Harvard Business School Case 409-076

In 2006, amidst shareholder upset over CEO Robert Nardelli's compensation and Home Depot's declining stock price, Relational Investors decided to further investigate the situation. As experts in turning around underperforming and undervalued companies, Relational's principals saw opportunities for Home Depot to improve its stock price through changes in strategy, corporate governance, and capital allocation. In particular, Relational felt Nardelli's growth plan for the company had caused the decline in the stock price. Relational decided to invest in Home Depot and intended to initiate a proxy fight if the board did not reassess the company's strategy. Shortly thereafter, Nardelli left Home Depot and the board offered Relational a board seat. This case describes Relational's analysis of the problems at Home Depot, why they decided to invest, and how they went about getting their recommendations implemented.

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Sermo, Inc.

Harvard Business School Case 809-142

Sermo operates the leading online professional network for physicians in the United States. Doctors use Sermo free of charge to post surveys regarding diagnostic and treatment concerns and to discuss these concerns, as well as challenges with managing their practices. Sermo earns revenue by charging clients who would value early information regarding the effectiveness of new drugs and medical devices-investment managers, pharmaceutical companies, and regulatory authorities. Clients cannot participate in doctors' online discussions, but they can view survey results and post their own surveys to Sermo's physician members. The case discusses challenges confronting Sermo in mobilizing this two-sided platform and in balancing the sometimes conflicting needs of the platform's two sides.

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Supply Chain Partners: Virginia Mason and Owens & Minor (A)

Harvard Business School Case 109-076

Virginia Mason Medical Center (VM) hired Owens & Minor (O&M) as its alpha vendor for medical/surgical supplies in 2004. By 2005, O&M was performing Just-in-Time and Low Unit of Measure services for VM, but they believed the pricing model in the industry was outdated. VM and O&M partnered to create the Total Supply Chain Cost (TSCC) pricing program, an activity-based model that assigned all the cost drivers of distribution and inventory handling to VM, but also assured O&M of a profit. The TSCC incented VM to streamline its distribution activities, since these would directly impact its fee. After beta testing the TSCC for one year, VM's Daniel Borunda and O&M's Michael Stefanic believed that TSCC was a better and more cost-effective pricing model, but could they convince their companies to continue to invest in TSCC?

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