The Allocation of Control Rights in Venture Capital Contracts
研究风险资本家为何常拥有解雇创业者等广泛控制权，以及创业者自愿放弃控制权的条件。模型表明控制权可防止创业者敲竹杠，激励风投寻找更优管理团队，并解释了股权归属和低遣散费现象。
Venture capitalists often hold extensive control rights over entrepreneurial companies, including the right to fire entrepreneurs. This article examines why, and under what circumstances, entrepreneurs would voluntarily relinquish control. Control rights protect the venture capitalists from hold-up by the entrepreneurs. This provides the correct incentives for the venture capitalists to search for a superior management team. Wealth-constrained entrepreneurs may give up control even if the change in management imposes a greater loss of private benefit to them than a monetary gain to the company. The model also explains why entrepreneurs accept vesting of their stock and low severance.