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This paper investigates the role of boards of directors of conglomerate subsidiaries in emerging markets. The paper based on a case study of AFK Sistema—a large diversified Russian business group including subsidiaries in 15 sectors. We show that creating corporate governance institutions at the subsidiary level can have unexpected advantages for the group as a whole and can be used to improve the quality of decision-making in the group. Sistema implemented corporate governance at this level to attract capital and to satisfy the demands of the minority shareholders, but over time started to use the already established institutions of the corporate governance as a tool of corporate management.

The Unintended Benefits of Empowering Boards in Conglomerates: The Case Study of AFK Sistema