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Stress test your leadership team before the stakes are real


When Should a Board Separate the CEO and Chair Roles?
PepsiCo's stock decline has sparked questions about strategy, leadership, and accountability. But the most important issue may be one that extends far beyond Pepsi: at what point should a board conclude that independent oversight has become more valuable than unified leadership? The hardest governance decision is often not combining the CEO and chair roles, but knowing when to separate them.

Merlin @GovernanceCentral
2 days ago7 min read


The Boardroom Doesn’t Need More Specialists. It Needs More Enterprise Leaders with Relevant Domain Depth.
Boards increasingly recognize that they have expertise gaps. Yet simply adding AI, cybersecurity, or other specialists may not solve the problem. The more important question is whether boards have enough enterprise leaders with the domain depth to challenge management on the issues that increasingly shape corporate strategy.

Merlin @GovernanceCentral
Sep 289 min read


Warren Buffett and the Case for Less Corporate Governance
What if the best corporate governance involves less governing? Warren Buffett's approach at challenges the assumption that more oversight, more committees, and more intervention necessarily produce better companies. His alternative was built around ownership, trust, capital allocation, candor, and directors willing to say “no” when it truly mattered.

Merlin @GovernanceCentral
Sep 2210 min read


P&G’s Governance Model: A Powerful CEO, a CEO-Heavy Board, and Jimenez as Lead Director
P&G is returning to a familiar governance model: one person serving as both Chairman and CEO, supported by a Lead Independent Director and a board rich in CEO and CFO experience. The real question is whether Joseph Jimenez and the independent directors can do more than oversee Shailesh Jejurikar. They must also add value.

Merlin @GovernanceCentral
Jul 309 min read


McKinsey's Governance Reform: A Case Study in Separating Power, Strengthening Oversight, and Streamlining Decision-Making
McKinsey & Company—one of the world's most influential private partnerships—has undertaken a major governance overhaul. By separating the roles of Chair and Global Managing Partner, reducing its shareholder council from approximately 30 members to 12, and extending leadership terms, the firm is redesigning how power, oversight, and decision-making work at the top. The reforms offer important lessons for boards, CEOs, and governance professionals navigating the future of insti

Merlin @GovernanceCentral
Jul 24 min read


GameStop’s Bid for eBay: How Corporate Governance Is Supposed to Work in a $55 Billion Deal
GameStop’s attempt to acquire eBay is less a strategic move and more a test of corporate governance under pressure.
At stake is not just whether the deal can work—but whether the board is enforcing the kind of discipline, risk control, and independent judgment that prevents ambition from becoming exposure.

Merlin @GovernanceCentral
Jul 14 min read


Allbirds’ AI Pivot Explained: Execution Risk, Stock Surge, and Shareholder Lawsuit Exposure
Allbirds’ dramatic shift from footwear to AI infrastructure sent its stock soaring—but the real story isn’t the pivot itself. It’s whether the company can execute in a highly competitive market, and whether gaps between narrative and reality could expose it to shareholder lawsuits.

Merlin @GovernanceCentral
Jun 223 min read


Ericsson CEO Exit: What Börje Ekholm’s Departure Really Signals
Ericsson’s CEO exit isn’t a disruption story—it’s a control story. Börje Ekholm is stepping down after stabilizing the company, handing it to a successor built for execution in the AI era. In capital-intensive industries, timing like this is not accidental. It’s discipline.

Merlin @GovernanceCentral
Jun 183 min read


Starbucks May Spin Its Japan Platform: Capital, Control, and Conviction
Starbucks Japan’s IPO highlights important questions in corporate strategy, strategic options, and capital allocation. The case shows how boards and executives can evaluate growth, ownership structure, market positioning, and long-term value creation.

Merlin @GovernanceCentral
Jun 113 min read


Should Heineken’s Board Hire an Outside CEO?
Yes—Heineken’s CEO search is best understood as a corporate governance decision, not just a management transition. The central issue is whether the board should preserve its tradition of promoting insiders or appoint an external CEO in response to investor pressure for change. That makes the story especially relevant for boards thinking about succession planning, leadership evaluation, and how governance should respond when long-standing company norms collide with shareholder

Merlin @GovernanceCentral
Jun 91 min read
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