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Hbs Martha Steward Case

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HBS Martha Steward Case Assignment Questions 1. In what ways did Stewart’s control of shareholder voting rights disrupt the functioning of the board? How did her control of the board interfere with directors’ carrying out their fiduciary duties?

Stewart highly influenced and controlled all aspects of the company and board of directors. Because Stewart was the founder, major shareholder, and the face of the company it was difficult to bypass her demands and have a fully functional board. The name of the company itself was Martha Steward Living Omnimedia and at the end of the day the firm was founded on her image and work. On top of that, having over 90% of the shareholder voting rights and a big ego proved to be detrimental to the company’s well being. No matter what the board would advise or how good the vision of new CEO’s were she would always decline their plans and eventually make them resign. Furthermore, she appointed most of the board members. Just to name a few people, CEO Sharon Patrick was someone she met on a hiking trip to Kilimanjaro, Frederic Fekkai on the board was Martha’s hairdresser, Charlotte Beers and Michael Goldstein were also appointed by Martha. By her having the most control and appointing a board that back her up no matter what left many executives who wanted to make changes with their hands tied.

2. What changes in the makeup of the board would have improved governance?

Had there been a more diverse group that was searched for by third parties or officials that did not have personal relationships with Martha there might have been more of a push back. They could have worked together to speak to Martha and choose a path to take and stick to it. However, I do not think having a different board would have made that much of a difference being that she controlled shareholder votes and could debunk ideas she was stubborn enough to

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