Rethinking the Implication of Corporate Governance
回顾现代企业理论,提出公司治理应包含治理结构和治理机制,前者是产权安排,后者是机制设计与执行,以解决不完全契约和信息不对称下的激励问题。
There is divergence on the implication of corporate governance in existing literatures and it leads to a series of theoretical and empirical disputes.This paper rethinks the implication of corporate governance based on reviewing the modem firm theory and the primary tasks of the corporate governance.The author suggests that corporate governance should include both governance structure and governance mechanisms.The former represents arrangement of the property rights,while the latter indicates design and enforcement of corporate governance mechanisms.It is consistent with the argument of the firm theory that modern corporations in face of incomplete contract and asymmetric information need to provide the incentive to investors by arranging the property rights on the one hand,and the incentives to the management for hard work by designing the incentive contracts on the other hand.The combination of governance structure and mechanisms embodies the original idea by Coase that governance is the arrangement and enforcement of the authority.