A Theory of Debt and Equity: Diversity of Securities and Manager-Shareholder Congruence
展示企业最优财务结构如何与激励方案互补以约束经理人，并解释证券收益流如何影响持有人干预管理的动机，为理解证券多样性、收益与控制权关联以及经理与股东偏好一致性提供理论依据。
This paper shows how the optimal financial structure of a firm complements incentive schemes to discipline managers, and how the securities’ return streams determine the claim-holders’ incentives to intervene in management. The theory rationalizes (1) the multipUcity of securities, (2) the observed correlation between return streams and control rights of securities, and (3) the partial congruence between managerial and equity-holder preferences over policy choices and monetary rewards as well as the low level of interference of equity in management. The theory also offers new prospects for a reappraisal of the earlier corporate finance literature.