Discover how to boost your power at the bargaining table in this free special report, Dealmaking: Secrets of Successful Dealmaking in Business Negotiations, from Harvard Law School.
The following items are tagged negotiations.
Sometimes the courts will be unwilling to get involved in the substantive terms of the deal but will impose procedural constraints on the more powerful party.
Consider the case of a controlling shareholder in a publicly traded company – someone who holds more than 51% – who wants to “cash out” the minority shareholders.
Under the corporate law of every state, the board of directors and majority shareholders must approve the terms of the offer.
Consider the following hypothetical negotiation scenarios, in which you seem to hold all the cards:
- One of your customers has just landed a lucrative new contract, and you’re the only supplier who can add a critical component to that customer’s production process.
- You own a controlling interest in a publicly traded company and are seeking to buy out the minority shareholders and take the company private [LINK to Michael Dell’s Negotiations with Shareholders article].
- You sell umbrellas, and a man in a well-tailored suit rushes into your shop at the start of a downpour.
What’s the problem, you might reasonably ask?
In a related maneuver aimed at protecting the weaker party to the deal, courts might infer additional terms within the contract or expand common-law notions of fiduciary duty.
Consider the famous case of the Page brothers – let’s call them “Big Page” and “Little Page” for simplicity – who started a linen supply company in Santa Maria, California, in the late 1940s.
Big Page was the brains of the operations; Little Page supplied equal capital but deferred to his older brother’s expertise.
Business was slow for several years, and the partnership lost money.
A recent ruling by a regional branch of the National Labor Relations Board (NLRB) raises the question of whether college football and basketball players will engage in the kind of collective dealmaking with university administrations that is found in business and government.
In March, the NLRB in Chicago sided in favor of a group called the College Athletes Players Association (CAPA), which had petitioned for Northwestern University’s scholarship football players to be allowed to unionize as employees. The regional NLRB director, Peter Ohr, ruled that Northwestern’s players should be considered employees rather than students because of the amount of time they devoted to team activities and the fact that coaches control their scholarships.
This three-step approach to managing process issues in negotiations will reap significant rewards at the bargaining table.
Join us for a conversation with Ambassador Tommy Koh of Singapore, the recipient of the 2014 Great Negotiator Award. This public program will feature panel discussions with Ambassador Koh and faculty from the Program on Negotiation and the Future of Diplomacy Project. The award recognizes Ambassador Koh for his work as chief negotiator for the United States-Singapore Free Trade Agreement, for chairing the negotiations that produced a charter for the Association of Southeast Asian Nations (ASEAN), for key actions that resolved territorial and humanitarian disputes in the Baltics and Asia, and for successfully leading two unprecedented global megaconferences: the Third U.N. Conference on the Law of the Sea and the U.N. Conference on the Environment and Development, also known as the Rio Earth Summit.
When most of us think about preparing for a negotiation, we consider the substance of the issues under discussion.
Depending on your industry, such issues might include price terms, warranties, liquidated damages clauses, benefits, or wage increases.
By contrast, the negotiation-process issues concern how parties go about resolving the various points that have brought them together in the first place.
In February, the news that Facebook would pay an astounding $19 billion to acquire text-messaging start-up WhatsApp caused jaws to drop across the tech world and beyond.
Jan Koum, a Ukrainian immigrant, and his friend Brian Acton launched WhatsApp in 2009 with the goal of creating a text-messaging application that would connect users with family and friends abroad at a low cost. Since its inception, WhatsApp has been ad-free. It now has 450 million global users who pay a 99-cent annual fee for this service.
Beyond Walking Away: Facing Difficult Negotiation Tactics Head-On: Coping with Lies, Threats, and Insults? Here’s How to Change the Game.
Get Past “Us” versus “Them”: A New Book Applies an Old Philosophy to Resolving Moral Conflicts.
Facebook’s Purchase of WhatsApp: Behind the Eye-Popping Acquisition.
Dear Negotiation Coach: Cooling Off After Conflict.