Agency and structure
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世界组织机构名称中英对照ACC 行政协调会ACC/SCN 行政协调会营养小组会ACC/SOCA 行政协调会海洋和沿海地区小组会ACC/SWR 行政协调会水资源小组会ACMAD 非洲气象应用中心AsDB 亚银ADIE 环境信息协会AfDB 非银AIM 亚太模式AIT 亚洲技术所ALDA 拉美环境权利协会AMCEN 非洲环境会议AMU 马格里布联盟APCTT 技术转让中心APEC 亚太经合APELL 事故预防方案ASEAN 东盟CAMRE 环境部长理事会CARICOM 加共体秘书处CBD 生物公约CCAD 环发委员会CCD 荒漠化公约CD-ROM 光盘储存器CEDARE 环发中心CEPREDENAC 中美洲防灾中心CESTT 环技转让中心CGIAR 农研顾问组CIDA 加开发署CIEL 环境法中心CILSS 萨赫勒抗旱委员会CIP 项目中心CIS 独联体CITIS 濒危物种贸易公约CMS 养护移栖物种公约COE 欧洲委员会COMESA 东南非共同市场CPA 议会协会CSD 可持续发展委员会DANIDA 丹麦开发署DESA 经社部DHA 人道部DPDL 环境政策和法律司EAP.AP 环评方案-亚太ECA 非洲经委会ECCAS 中非共同体ECE 欧洲经委会ECG 生态养护组ECLAC 拉加经委会ECNC 欧洲自然养护中心ECOLEX 联合环境法信息处ECOWAS 西非经共体EEA 欧洲环境署ESA 欧空局ESCAP 亚太经社会ESCWA 西亚经社会ESRI 环境系统研究所EU 欧盟EU/TACIS 独联体工作队FAO 粮农组织FIDIC 菲迪克GCC 海湾合作会GEC 环境中心GEF 全球环境基金GEO 环境展望GIWA 水域评估GLOBE 环境均衡组织GNET 环技网GPA 保护海洋行动纲领GRID 资源数据库HSF 汉斯基金会ICAM 沿海综管ICC 国际商会IACCA 气候议程委员会IADB 美银IAEA 原子能机构ICETT 环技转让中心ICLEI 环境倡议理事会ICPDR 保护多瑙河委员会ICRAF 农林中心ICRI 珊瑚礁倡议ICSU 科理会ICSU/SCOPE 科理会/环境科委会ICTSD 贸易和发展中心IDRC 发研中心IETC 环境技术中心IFAD 农发基金IFF 森林论坛IFPRI 粮食政策所IGAD 发展局IHP 水文方案IISD 可持续发展所ILEC 湖泊环境委员会ILO 劳工组织IMA 海事所IMA-SIDS 印度洋地中海大西洋小岛国IMI 气象所IMO 海事组织IOC 海洋学委会IOC 国际奥委会IOMC 化学品管理方案IPCC 气候小组IPCS 化学品安全方案IPGRI 植物遗传所IPU 议会联盟ISDR 国际减灾战略ISRIC 土壤资料中心ITFF 森林工作队IUCN 世界保护联盟IULA 地方当局联合会JICA 日本国际协力事业团JRC 联合研究中心LCBC 乍得湖委员会MaESTro 无害环境技术信息系统MMAP 海洋哺乳动物行动计划NASA 美国航天局NATO 北大西洋公约组织NCSD 国家可持续发展理事会NEASPEC 东北亚环境合作方案NOAA 海洋大气局NORAD 瑞典开发署NOWPAP 西北太平洋行动计划OAS 美洲国家组织OAU 非统组织OCHA 人道协调厅OECD 经合组织OECS 东加勒比组织OHCHR 人权专员办事处OSCE 欧安组织OSPAR 东北大西洋环境公约PAHO 泛美卫生组织PANA 泛非新闻社PEBLDS 生物和景观多样性战略PERSGA 保护红海和亚丁湾组织PGA 议员全球行动联盟PIC 知情同意POPs 持久污染物RAMSAR 拉姆萨尔公约REC 中欧和东欧环境中心RIET 区域环境技术所ROE 欧洲办事处ROLAC 拉加办事处ROPME 保护海洋环境区域组织SACEP 南亚环境方案SADC 南部非洲共同体SAFORGEN 撒南非洲森林遗传资源网SCOPE 环境问题科学委员会SCP 可持续城市方案SIDS 小岛屿发展中国家SOPAC 南太地科委SPREP 南太平洋环境方案UCCEE 能源和环境合作中心UNCHS 人居中心UNCRD 区域发展中心UNCTAD 贸发会议UNDCP 药物管制署UNDP 开发署UNDPI 新闻部UNEP 环境署UNESCO 教科文组织UNESCO/IHP 教科文组织/水文方案UNESCO/IOC 教科文组织/海洋学委会UNESCO/ROSTA 教科文组织/非洲科技办事处UN联合国UNF 联合国基金会UNFCCC 气候变化公约UNFF 森林论坛UNFIP 伙伴基金UNFPA 人口基金UNHCR 难民专员办事处UNIC 新闻中心UNICEF 儿童基金会UNICPO 海洋事务非正式协商进程UNIDO 工发组织UNIFEM 妇发基金UNITAR 训研所UNNGLS 非政府组织联络处UNOG 日内瓦办事处UNON 内罗毕办事处UNOPS 项目厅UNSO 防治荒旱处UNU 联合国大学US-EPA 美国环保局USGS 美国地质调查WBCSD 促发世商会WCIRP 气候影响和对应战略方案WCO 海关组织WHO 世界卫生组织WIPO 知识产权组织WMO 气象组织WRI 资源所WTO 世贸组织WWC 水事理事会WWF 世界大自然基金Administrative Committee on Coordination 行政协调委员会ACC Subcommittee on Nutrition 行政协调委员会营养问题小组委员会ACC Subcommittee on Oceans and Coastal Areas 行政协调委员会海洋和沿海地区小组委员会ACC Subcommittee on Water Resources 行政协调委员会水资源问题小组委员会African Centre of Meteorological Applications for Development 非洲气象应用促进发展中心Asian Development Bank 亚洲开发银行Association for Development of Environmental Information 开发环境信息协会African Development Bank 非洲开发银行Asia Pacific Integrated Model 亚洲及平洋综合模式Asian Institute of Technology 亚洲技术研究所AsociaciónLatinamericanade Derecho Ambiental 拉丁美洲环境权利协会African Ministerial Conference on the Environment 非洲部长级环境会议Arab Maghreb Union 阿拉伯马格里布联盟Asian and Pacific Centre for Transfer of Technology 亚洲及太平洋技术转让中心Asia and Pacific Economic Cooperation 亚洲及太平洋经济合作Awareness and Preparedness for Emergencies at Local Level 地方一级事故宣传和预防方案Association of South-East Asian Nations 东南亚国家联盟Council of Arab Ministers Responsible for Environment 阿拉伯国家主管环境事务部长理事会Caribbean Community secretariat 加勒比共同体秘书处Convention on Biological Diversity 生物多样性公约Central American Commission on Environment and Development 中美洲环境和发展委员会Convention to Combat Desertification in those Countries Experiencing Serious Drought and Desertification, particularly in Africa 联合国关于在发生严重干旱和/或荒漠化的国家、特别是在非洲防治荒漠化公约Compact disk read-only memory 只读光盘储存器Centre for Environment and Development in the Arab Region and Europe 阿拉伯区域和欧洲环境与发展中心Coordination Centre for the Prevention of Natural Disasters in Central America 中美洲预防自然灾害协调中心Centre for Environmentally Sound Technology Transfer 无害环境技术转让中心Consultative Group on International Agricultural Research 国际农业研究顾问组Canadian International Development Agency 加拿大国际开发署Centre for International Environmental Law 国际环境法中心Permanent Inter-State Committee on Drought Control in the Sahel 萨赫勒国家间抗旱常设委员会Center for International Projects, Moscow 莫斯科国际项目中心Commonwealth of Independent States 独立国家联合体Convention on International Trade in Endangered Species of Wild Fauna and Flora 濒危野生动植物物种国际贸易公约Convention on Migratory Species of Wild Animals 养护野生动物移栖物种公约Council of Europe 欧洲委员会Common Market for Eastern and Southern Africa 东非和南部非洲共同市场Commonwealth Parliamentary Association 英联邦议会协会Commission on sustainable Development 可持续发展委员会Danish International Development Agency 丹麦国际开发署Department of Economic and Social Affairs 经济和社会事务部Department for Humanitarian Affairs of the United Nations 联合国人道主义事务部Division of Environmental Policy Development and Law (UNEP) (环境署)环境政策拟订和法律司Environment Assessment Programme – Asia Pacific 环境评估方案-亚洲及太平洋Economic Commission for Africa (of the United Nations) (联合国)非洲经济委员会Economic Community of Central African States 中非国家经济共同体Economic Commission for Europe (of the United Nations) (联合国)欧洲经济委员会Ecosystem Conservation Group 生态系统养护小组Economic Commission for Latin America and the Caribbean (of the United Nations) (联合国)拉丁美洲和加勒比经济委员会European Centre for Nature Conservation 欧洲自然养护中心IUCN/UNEP/FAO Joint Environmental Law Information Service 自然保护联盟/环境署/粮农组织联合环境法信息处Economic Community of West African States 西非国家经济共同体European Environment Agency 欧洲环境署European Space Agency 欧洲航天局Economic and Social Commission for Asia and the Pacific (of the United Nations) (联合国)亚洲及太平洋经济社会委员会Economic and Social Commission for West Asia 西亚经济社会委员会Environmental Systems Research Institute 环境系统研究所European Union 欧洲联盟Task Force for Commonwealth of Independent States of the European Union 欧洲联盟独立国家联合体问题工作队Food and Agriculture Organization of the United Nations 联合国粮食及农业组织International Federation of Consulting Engineers 国际顾问工程师联合会Gulf Cooperation Council 海湾合作委员会Global Environment Centre 全球环境中心Global Environment Facility 全球环境基金Global Environment Outlook 全球环境展望Global International Waters Assessment 全球国际水域评估Global Legislative Organization for a Balanced Environment 全球促进环境均衡立法组织Global Network of Environment and Technology 全球环境和技术网络Global Programme of Action for the Protection of the Marine Environment fromLand-based Activities 保护海洋环境免受陆地活动影响全球行动纲领Global Resource Information Database 全球资源信息数据库Hans Seidel Foundation 汉斯赛伊德尔基金会Integrated Coastal Area Management 沿海地区综合管理International Chamber of Commerce 国际商会Inter-agency Committee on the Climate Agenda 机构间气候议程委员会Inter-American Development Bank 美洲开发银行International Atomic Energy Agency 国际原子能机构International Center for Environmental Technology Transfer 国际环境技术转让中心International Council for Local Environmental Initiatives 国际地方环境倡议理事会International Committee for the Protection of the Danube River 国际保护多瑙河委员会International Centre for Research in Agroforestry 国际农林研究中心International Coral Reef Initiative 国际珊瑚礁倡议International Council for Science 国际科学理事会Scientific Committee on Problems of the Environment of ICSU 科理会的环境问题科学委员会International Centre for Trade and Sustainable Development 国际贸易和可持续发展中心International Development Research Centre 国际发展研究中心International Environmental Technology Centre 国际环境技术中心International Fund for Agricultural Development 国际农业发展基金Intergovernmental Forum on Forests 政府间森林问题论坛International Food Policy Research Institute 国际粮食政策研究所Inter-Governmental Authority on Development 政府间发展管理局UNESCO International Hydrological Programme 教科文组织国际水文方案International Institute for Sustainable Development 国际可持续发展研究所International Lake Environment Committee 国际湖泊环境委员会International Labour Organization 国际劳工组织Institute for Marine Affairs 海事研究所Small island developing States in the Indian Ocean, Mediteranean and Atlantic regions 印度洋地中海和大西洋小岛屿发展中国家International Meteorological Institute 国际气象研究所International Maritime Organization 国际海事组织Intergovernmental Oceanographic Commission 政府间海洋学委员会International Olympic Committee 国际奥林匹克委员会Inter-Organization Programme for the Sound Management of Chemicals 组织间化学品合理管理方案Intergovernmental Panel on Climate Change 政府间气候变化问题小组International Programme on Chemical Safety 国际化学品安全方案International Plant Genetic Resources Institute 国际植物遗传资源研究所Inter-Parliamentary Union 各国议会联盟International Strategy for Disaster Reduction, a United Nations programme proposed by the United Nations Secretary-General to carry out the Economic and Social Council decision on successor arrangements for the International Decade for Natural Disaster Reduction 国际减灾战略,联合国秘书长提出的一个联合国方案,旨在执行经济及社会理事会关于作好接替国际减少自然灾害十年的后续安排的决定International Soil Reference and Information Centre 国际土壤参考资料中心Inter-agency Task Force on Forests 机构间森林工作队World Conservation Union 世界保护联盟International Union of Local Authorities 国际地方当局联合会Japan International Cooperation Agency 日本国际协力事业团Joint Research Centre of the European Communities 欧洲共同体联合研究中心Lake Chad Basin Commission 乍得湖流域委员会Environmentally Sound Technologies information system 无害环境技术信息系统Marine Mammal Action Plan 海洋哺乳动物行动计划National Aeronautics and Space Administration, USA 美国国家航空和宇宙航行局National Commission for Sustainable Development 国家可持续发展理事会North-East Asian subregional Programme of Environmental Cooperation 东北亚分区域环境合作方案National Oceanic and Atmospheric Administration, USA 美国国家海洋和大气局Norwegian Agency for International Development 瑞典国际开发署Northwest Pacific Action Plan 西北太平洋行动计划Organization of American States 美洲国家组织Organization of African Unity 非洲统一组织Office for the Coordination of Humanitarian Affairs 人道主义事务协调厅Organization for Economic Cooperation and Development 经济合作与发展组织Organisation of Eastern Caribbean States 东加勒比国家组织Office of the High Commissioner for Human Rights 联合国人权事务高级专员办事处Organization for Security and Cooperation in Europe 欧洲安全与合作组织Convention for the Protection of the Marine Environment of the North-East Atlantic (OSPAR Convention) 保护东北大西洋海洋环境公约Pan American Health Organization 泛美卫生组织Pan African News Agency 泛非新闻社Pan-European Biological and Landscape Diversity Strategy 泛欧生物和景观多样性战略Regional Organization for the Conservation of the Environment of the Red Sea and Gulf of Aden 保护红海和亚丁湾环境区域组织Parliamentarians for Global Action 议员全球行动联盟Prio Informed Consent 事先知情同意Persistant Organic Pollutants 持久性有机污染物International Convention on Wetlands of International Importance Especially as Waterfowl Habitat (Ramsar Convention) 关于具有国际重要性、特别是作为水禽生境的湿地的国际公约(拉姆萨尔公约)The Regional Environmental Centre for Central and Eastern Europe (Budapest) 中欧和东欧区域环境中心(布达佩斯)Regional Institute of Environmental Technology 区域环境技术研究所Regional Office for Europe 欧洲区域办事处UNEP Regional Office for Latin America and the Caribbean 环境署拉丁美洲及加勒比区域办事处Regional Organization for the Protection of the Marine Environment 保护海洋环境区域组织South Asia Cooperative Environment Programme 南亚环境合作方案Southern African Development Community 南部非洲发展共同体Sub-Saharan Africa Forest Genetic Resources Network 撒哈拉以南非洲地区森林遗传资源网Scientific Committee on Problems of the Environment of the International Council of Scientific Unions 国际科学联合会理事会的环境问题科学委员会Sustainable Cities Programme 可持续城市方案Small Island Developing States 小岛屿发展中国家South Pacific Applied Geoscience Commission 南太平洋应用地球科学委员会South Pacific Regional Environment Programme 南太平洋区域环境方案UNEP Collaborating Centre on Energy and the Environment 环境署能源和环境合作中心United Nations Centre for Human Settlements (Habitat) 联合国人类住区(人居)中心United Nations Centre for Regional Development 联合国区域发展中心United Nations Conference on Trade and Development 联合国贸易和发展会议United Nations International Drug Control Programme 联合国国际药物管制规划署United Nations Development Programme 联合国开发计划署United Nations Department of Public Information 联合国新闻部United Nations Environment Programme 联合国环境规划署United Nations Educational, Scientific and Cultural Organisation 联合国教育、科学及文化组织International Hydrological Progamme of UNESCO 教科文组织国际水文方案Intergovernmental Oceanographic Commission of UNESCO 教科文组织国际海洋学委员会Regional Office for Science and Technology in Africa of UNESCO 教科文组织非洲科学技术区域办事处United Nations Foundation 联合国基金会United Nations Framework Convention on Climate Change 联合国气候变化框架公约United Nations Forum on Forests 联合国森林论坛United Nations Fund for International Partnerships 联合国国际伙伴关系基金United Nations Population Fund 联合国人口基金Office of the United Nations High Commission for Refugees 联合国难民事务高级专员办事处United Nations Information Centre 联合国新闻中心United Nations Children’s Fund联合国儿童基金会United Nations open-ended Informal Consultative Process on Ocean Affairs 联合国海洋事务不限成员名额非正式协商进程United Nations Industrial Development Organization 联合国工业发展组织United Nations Development Fund for Women 联合国妇女发展基金United Nations Institute for Training and Research 联合国训练研究所United Nations Non-Governmental Liaison Service 联合国非政府组织联络事务处United Nations Office at Geneva 联合国日内瓦办事处United Nations Office at Nairobi 联合国内罗毕办事处United Nations Office for Project Services 联合国项目事务厅UNDP Office to Combat Desertification and Drought (formerly the United Nations Sudano-Sahelian Office) 防治荒漠化和干旱办事处(前联合国苏丹-萨赫勒办事处) United Nations University 联合国大学United States Environmental Protection Agency 美国环境保护局United States Geological Survey 美国地质调查World Business Council for Sustainable Development 促进可持续发展世界商业理事会World Climate Impact Assessment and Response Strategies Programme 世界气候影响评估和对应战略方案World Customs Organization 世界海关组织World Health Organization 世界卫生组织World Intellectual Property Organization 世界知识产权组织World Meteorological Organization 世界气象组织World Resources Institute 世界资源所World Trade Organization 世界贸易组织World Water Council 世界水事理事会Worldwide Fund for Nature 世界大自然基金联合国机构名称中英对照International Court of Justice 国际法院Security Council 安全理事会General Assembly 联合国大会Secretariat 秘书处Office of the Secretary General 秘书长办公室Office of Legal Affairs 法务局Department of Political and Security Council Affairs 政治安全局Department of Economic and Social Affairs 经济社会局Office of Public Information 公共资料处Department of Conference Services 会议局Office of General Services 总务处United Nations Conference on Trade and Development Secretariat 联合国贸易开发事物局Unite Nations Industrial Development Organization 联合国工业开发机构United Nations Administrative Tribunal 联合国行政裁判所International Law Commission 国际法委员会United Nations Commission on International Trade Law 国际贸易法委员会Committee on the peaceful Uses of the Seabed and the Ocean Floor beyond the Limits of National Jurisdiction 公海海底海床和平利用特别委员会Enlarged Committee for Program and Coordination, ECPC 扩大计划调整委员会Economic and Social Council 经济社会理事会Statistical Commission 统计委员会Population Commission 人口委员会Commission for Social Development 社会开发委员会Commission on Human Rights 人权委员会Commission on the Status of Women 妇女地位委员会Commission on Narcotic Drugs 麻醉药委员会Council Committee on Non-Governmental Organizations 民间机构委员会Committee on Housing, Building and Planning 住宅建筑企划委员会Committee for Development Planning 开发计划委员会Special Committee on Peace-Keeping Operations 维护和平活动特别委员会United Nations Conference on Trade and Development 联合国贸易开发会议Trade and Development Board, TDB 联合国开发委员会United Nations Development Program, UNDP 联合国开发计划处United Nations Children's Fund, UNICEF 联合国儿童基金会United Nations Industrial Development Organization, UNIDO 联合国工业开发组织United Nations Capital Development Fund, UNCDF 联合国资本开发基金会United Nations Institute for Training and Research, UNITR 联合国调查训练研究所United Nations FAO Intergovernmental Committee of the World Food Program 联合国FAO世界粮食计划国际委员会International Narcotics Control Board, INCB 国际麻醉药管制委员会Trusteeship Council 信托投资理事会International Labor Organization, ILO 国际劳工组织Food and Agriculture Organization, FAO 联合国粮食农业组织United Nations Educational, Scientific and Cultural Organization, UNESCO 联合国教育科学文化组织International Civil Aviation Organization, ICAO 国际民间航空组织World Health Organization, WHO 世界卫生组织International Telecommunications Union, ITU 国际电信同盟World Meteorological Organization, WMO 世界气象组织Universal Postal Union, UPU 万国邮政联盟International Maritime Consultative Organization, IMCO 国际海事协议组织International Finance Corporation, IFC 国际金融组织International Monetary Fund, IMF 国际货币基金会International Bank for Reconstruction and Development, IBRD 世界银行International Development Association, IDA 国际开发协会General Agreement on Tariffs and Trade, GATT 有关关税贸易一般规定International Atomic Energy Agency, IAEA 国际原子能组织World Federation of Trade Unions, WFTU 世界劳工组织International Confederation of Free Trade Unions, ICFTU 国际自由劳工联盟International Chamber of Commerce, ICC 国际工农商会International Federation of Agricultural Producers, IFAC 国际农业生产联盟Inter-Parliamentary Union, IPU 诸国会议同盟International Organization of Employers, IOE 国际雇佣者组织World Veterans Federation, WVF 世界退伍军人联盟International Union of Local Authorities, IULA 世界地方自治联盟United Towns Organization, UTO 姊妹市团体联盟中国共产党,其他政党及政协相关机构英文翻译中国共产党中央委员会Central Committee of the Communist Party of China中央政治局Political Bureau of the Central Committee of the CPC中央政治局常务委员会Standing Committee of the Political Bureau of the CPC中央书记处Secretariat of the Central Committee of the CPC中央军事委员会Central Military Commission of the CPC中央纪律检查委员会Central Commission for Discipline Inspection of the CPC中央办公厅General Office, CCCPC中国共产党代表大会CPC’s National Congress中央组织部Organization Department, CCCPC中央宣传部Publicity Department, CCCPC中央统一战线部United Front Work Department, CCCPC中央对外联络部International Liaison Department, CCCPC中央政法委员会Committee of Political and Legislative Affairs, CCCPC中央政策研究室Policy Research Office, CCCPC中央直属机关工作委员会Work Committee for Offices Directly under the CCCPC中央国家机关工作委员会State Organs Work Committee of the CPC中央台湾工作委员会Taiwan Affairs Office, CCCPC中央对外宣传办公室International Communication Office, CCCPC中央党校Party School of the CPC中央党史研究室Party History Research Centre, CCCPC中央文献研究室Party Literature Research Centre, CCCPC中央翻译局Compilation and Translation Bureau, CCCPC中央外文出版发行事业局China Foreign Languages Publishing and Distribution Administration中央档案馆Archives Bureau, CCCPC中国人民政治协商会议及其机构The Chinese People’s Political Consultative Conference (CPPCC) and Its Structure中国人民政治协商会议全国委员会National Committee of the CPPCC中国人民政治协商会议全国委员会常务委员会Standing Committee of the National Committee of the CPPCC中国人民政治协商会议全国委员会办公厅General Offices of the CPPCC NationalCommittee专门委员会Special Committee提案委员会Committee for Handling Proposals经济委员会Committee for Economic Affairs人口资源环境委员会Committee of Population, Resources and Environment教科文卫体委员会Committee of Education, Science, Culture, Health and Sports社会和法制委员会Committee for Social and Legal Affairs民族和宗教委员会Committee for Ethnic and Religious Affairs文史资料委员会Committee of Cultural and Historical Data港澳台侨委员会Committee for Liaison with Hong Kong, Macao, Taiwan and Overseas Chinese外事委员会Committee of Foreign Affairs中国人民政治协商委员会地方委员会CPPCC Local Committees中国政党Chinese Parties中国共产党(中共) Communist Party of China (CPC)中国国民党革命委员会(民革) Revolutionary Committee of the Chinese Kuomintang中国民主同盟(民盟) Chinese Democratic League中国民主建国会(民建) China Democratic National Construction Association中国民主促进会(民进)China Association for Promoting Democracy中国农工民主党Chinese Peasants and Workers Democratic Party中国致公党China Zhi Gong Dang九三学社Jiu San Society台湾民主自治同盟(台盟) Taiwan Democratic SelfGovernment League1) 政府官方机构包括中央政府部门与各级地方政府部门。
a profit and loss statement accelerated methodsaccounts payableaccounts payable turnover ratio accounts receivableaccounts receivableaccounts receivable turnover ratios accrrual accountingaccrued expenseaccumulated depreciation accumulated retained earnings acquireaffiliateagency costagency problemagency relationshipaging scheduleallocateallocationally efficient markets amortizationannuityannuity dueanomalyappreciatearbitrage pricing theory(APT)Asian currency optionasset management ratiosasset turnover ratioauthorized sharesautonomyaverage age of accounts receivable avreage rate currency optionbad debt loss ratiobalance sheetbalance sheetbank debtbankers'acceptancebankruptcybasic earnings per shareBaumol cash management model behavioral financebeta coefficientbond indenturebonding costbook valuebottom-up approachbreak-even analysiabrokerage feebusinessbusiness riskcapital asset pricing model(CAPM) capital asset pricing model(CAPM) capital budgetcapital budgetingcapital expenditurecapital leasecapital marketcapital rationingcapital structurecapital surpluscash conversion cyclecash dividendcash dividendscash Flow Coverage Ratiocash flow from financingcash flow from investingcash flow from operationscash offercash ratiocentralize payableschairpersoncheckchief executive officer(CEO)chief financial officer(CFO) chronologicalclaimclearing time floatclosely held corporation coefficientcollateralcommercial papercommon stockcommon stockcommon stockholder or shareholder company-specific factor compensating balancecomplex capital structure compound interestcompoundingconcentration bankingconstant dividend payout ratioconstant growth model consumer creditcontingent value rights controllerconversion premiumconversion ratioconvertible bondconvertible debtconvertible debtconvertible preferred stock convertible securities corporate annual reports correlation coefficientcost of capitalcost of capitalcovariancecreative accountingcredit and collectiong policy credit cardcredit periodcredit salecredit termcreditorcross-currency pooling system cross-currency quote cumulative votingcurrency forward contract currency futures contract currency optioncurrency riskcurrency swapcurrent assetcurrent liabilitycurrent liabilitycurrent market valuecurrent ratiocurrent yielddebt holderdebt instrumentdebt management ratiosdebt ratiodebt-to-equity ratiodebt-to-total-capital decision-makingdeclaration datedefault riskdeferred annuitydeferred taxdepreciatedepreciationdesired or target capital structure diluted earnings per sharedilution of controldilution of ownershipdilutivedirect methoddirect quotationdisbursementdiscount perioddiscount ratediscount ratediscounted cash flow(DCF)discounted payback perioddiscountingdiversifiable riskdiversifydividend discount modeldividend irrelevane theorydividend payoutdividend payout ratiodividend policydividend yielddividend-payout ratiodo-it-yourself dividenddufault riskDuPont Analysis of ROEearnings before interest and taxes (EBI earnings before interest and taxes(EBIT earnings per shareearnings per shareeconomic order quantity(EOQ)efficient market hypothesis(EMH) employee stock option program(ESOP) equity multiplierEuropean Economic AreaEuropean Economic CommunityEuropean unionexchange rateexchange-rate riskex-dividend dateexecutive directorexotic optionexpansion projectexpected returnexpected utility theoryexternal financingface valueFinancial Accounting Standards Board(FA financial analystfinancial distressfinancial distressfinancial economistfinancial flexibilityfinancial leveragefinancial managementfinancial marketfinancial ratiofinancial riskfinancial riskfinancial standardsfinancial statementfinancing cash flowsfinancing mixfinancing mixfinancing mixfirst-in ,first out (FIFO)Fitch Investor Servicesfixed exchange rate systemfloatfloatationfloatation costfloating exchange rate systemFortune 500forward discountforward marketforward premiumforward rateforward tradefree cash flow hypothesisfree tradefree-riding problemfuture contractfuture value(FV)general partnerGenerally Accepted Accounting Principle general-purpose assetsgo publicgoing concernGoldman Sachsgross profit margingrowth perpetuityhedginghistorical costhoard of directorshomemade dividendshurdle ratehurdle ratehybird securityhybridincentive stock optionincome statementincremental cash flows independent auditorindependent projectindirect methodindirect quotationinformation asymmetry informationally efficient markets initial public offering(IPO)initial public offering(IPO)initial public offerings institutional investorinstitutional investorintangible fixed assetsinterest coverage ratiointerest deductioninterest rate parityinterest rate riskinternal financinginternal rate of return(IRR) Internal Revenue Service(IRS) international corporation international financial management international Monetary Fund intrinsic valueinventoryinventoryinventory processing period inventory turnover ratioinvesting cash flowsinvestment bankinvestment bankerinvestor rationlityJanuary effectjeopardizejoint venturejust-in-time(JIT)systemlast-in ,first-out (LIFO)law of one pricelearning curveleaseleaselesseelessorleverage ratioslevered firmliabilitylimited partnerlimited partnershipline of creditliquidating dividendliquidationliquidity ratiolock box systemlong-term debt to total capital ratios long-term liabilitylong-term ratiolookback currency optionlow regular plus specially designated d mail floatmanagenment buyoutmanipulatemarket conversion valuemarket imperfectionmarket riskmarket shareMarketabilitymarketable securitiesmarketable securitiesmarketable securitymarketable securitymarket-to-book value ratioMaster of AccountingMaster of Business Administration(MBA) Master of Financial Managementmaterial requirement planning (MRP)syst maturitymean-variance frontiermean-variance worldMerrill LynchMiller-orr cash management modelmix of debt and equitymoderate approachModigliani and Miller(M&M)theorem Monday effectmoney marketmoney ordermonitoring costsMoody’s and Standard & Poor’sMoody's Investors Service,Inc.(Moody's) Morgan Stanley Dean Wittermortgagemultinational corporationmutual fundmutually exclusive projectnegotiable certificates of deposit(CDs) negotiate offernet incomenet present value(NPV)net present value(NPV)net profit marginnet working capticalNew York Stock Exchange(NYSE)New York Stork Exchangenewly listed companynon-executive directornormal distributionnormality assumptionnote payableoffering priceopen marketoperating cash flowsoperating incomeoperating income(loss)operating leaseoperating leverageoperating profit marginoperating profit marginoperationally efficient markets opportunity costopportunity costoptimal capital structureoption contractoption exchangeoption-like securityordinary annuityoutstandingoutstanding sharesoverheadover-the-counter marketowner’s equityP/E ratiopartnerpartnershippatentpayback period(PP)payment datepecking order theoryperfect capital marketperpetual inventory systemperpetuitypivotalportfolio theorypost-auditpost-earnings announcement drift precautionary motivepreemptive rightpreemptive rightpreferred stockpreferred stockpreferred stockholder or shareholder present value(PV)price takerprimary marketprincipalprincipal-agent or agency relationship private corporationprivate placementprivately held corporationprivileged subscriptionpro rataprobabilityprobability distributionprobability distribution function processing floatprocrastinationprofitprofitabilityprofitability index(PI)profitability ratioproperty dividendproperty,plant,and equipment(PPE)pros and consprospect theoryprotfoliopublic offerpublicly held companypublicly traded corporations publicly traded firmpurchasing power parityput optionput pricequick ratiorandom variablerate of returnrational behaviorreal assetsreal estaterecord dateregular dividendrelaxed or conservative approach replacement projectrepurchaserepurchaserepurchase agreementrequired rate of returnreserve borrowing capacityresidual claimresidual dividend policyresidual valuerestricted or aggressive approach restrictive covenanatsretail incestorretail investorreturnreturn on asset (ROA)return on common equity (ROCE) return on total equity (ROTE) return on total equity ratio (ROE) revenueright to proxyright to transfer ownershipright to voterights offerrisk aversionSalomon Smith Barneysaturation pointscenario analysisseasoned issuesecondary marketSecurities and Exchange Commission(SEC) semi-strong formsensitivity analysissensitivity analysisseparation of ownership and control share repurchaseshareholderside effectsimple capital structuresimple interstsimulationslowing disbursementsocial goodsole proprietorshipsolvencysource of cashspecial-purpose assetsspeculative motivespin-offsspot ratespot tradestable dollar dividend policy stakeholder theorystand-alone riskStandard & Poor's Corporation(S&P) standard deviationstatement of cash flowstatement of change in shareholders' eq statement of retained earningsstock buybackstock dividendsstock offeringstock offeringstock optionstock price appreciationstock repurchasestock splitstockholderstockholders'equitystraight or majority votingstraight-line depreciationstrong formsunk costswapsyndicate of underwritertakeovertangible fixed assetstarget capital structuretax exempt instrumenttax shieldteminal valuetender offertender offer(=takeover bid)term loantime value of moneytotal asset turnover ratiotrade credittrademarktradeofftradeoff theorytransaction costtransaction motivetreasurertreasury notestreasury sharetreasury stockunbiased forward rateunderlying common stockunderpricingunderpricingunderwriterunderwritingunlevered firmunseasoned issueUS Treasury Billuse of cashvalue effectvalue(wealth)maximizationvariable-rate debtvarianceventure capitalventure capitalistviabilityvice president of financevolatilityvolatilityvoting rightwarrantwarrantweak formweighted average cost of capital(WACC) well-beingwindow dressingwithdrawalworking capital management working captical management world Trade Organization yield to maturity (YTM) zero balance account(ZBA)加速折旧法应付账款应付账款周转率应收账款应收账款应收账款周转率应计制会计应计费用累计折旧累计留存收益获得,取得(在财务中有时指购买;名词形式是acquisition,意为收购)分支机构代理成本代理问题代理关系账龄表(资源,权利等)配置(名词形式是allocation,如capital allocation,意为资本配置)配置有效市场摊销年金先付年金异常(人或事物)升值套利定价理论亚式期权资产管理比率资产周转比率授权股自主权,自治应收账款平均账龄均价期权坏账损失率资产负债表资产负债表银行借款银行承兑汇票破产基本每股收益鲍莫尔现金管理模型行为财务贝塔系数债券契约契约成本账面价值盈亏平衡点分析经纪费企业,商务,业务经营风险资本资产定价模型资本资产定价模型资本预算资本预算资本支出融资性租赁资本市场资本限额资本结构资本盈余现金周转期现金股利现金股利现金流量保障比率筹资活动现金流投资活动现金流经营活动现金流现金收购现金比率集中支付主席(chairmanor chairwoman)支票首席执行官首席财务官按时间顺序排列的(根据权力提出)要求,要求权,主张,要求而得到的东西清算浮游量控股公司系数抵押商业票据普通股普通股普通股股东(也可以是ordinary stockholder or shareholder公司特有风险补偿性余额复杂资本结构复利复利计算集中银行法固定股利支付率政策固定增长率模型消费者信用或有价值权会计长转换溢价转换比率可转换债券可转债可转债可转换优先股可转换证券公司年报相关系数资本成本资本成本协方差创造性会计,寻机性会计信用与收款政策信用卡信用期限赊销信用条件债权人外汇交叉组合系统交叉标价累积投票制远期外汇合约货币期货合约货币期权外汇风险货币互换流动资产流动负债流动负债现行市场价值流动比率现行收益债权人(也可以是debtor,creditor)债务工具债务管理比率债务比率债务与权益比率债务与全部资本比率决策,决策的股利宣布日违约风险递延年金递延税款贬值折旧目标资本结构稀释的每股收益控制权稀释所有权稀释(公司股票)冲减每股收益的直接法直接标价支出、支付折扣期限折扣率折现率折现现金流折现回收期折现计算可分散风险多样化股利折现模型股利无关论股利支付率股利支付比率股利政策股利收益率股利支付比率自制股利违约风险权益报酬率的杜邦分析体系息税前盈余息税前盈余每股收益(盈余)每股盈余经济订货量有效市场假设员工股票期权计划权益乘数欧洲经济区协定欧洲经济共同体欧盟汇率汇率风险除息日执行董事特种期权扩充项目期望收益期望效用理论外部融资面值(美国)会计准则委员会财务分析师财务困境财务困境财务经济学家财务灵活性财务杠杆财务管理金融市场财务比率财务风险财务风险(有时也指金融风险)财务准则财务报表筹资现金流融资比率融资结构融资组合(指负债与所有者权益的比例关系)先进先出惠誉国际公司固定汇率制度浮游量、浮差发行证券;挂牌上市上市成本浮动汇率制度财富500指数远期贴水远期市场远期升水远期汇率远期交易自由现金流假说自由贸易搭便车问题期货合约未来值,终值一般合伙人公认会计原则一般目的资产公开上市持续的高盛公司毛利增长年金避险 套期保值历史成本董事会自制股利门坎利率,最低报酬率门槛利率,最低报酬率混合证券混合金融工具激励性股票期权利润表增量现金流量独立审计师独立项目间接法间接标价信息不对称信息有效市场首次公开发行股票首发股票首发股票机构投资者机构投资者无形固定资产利率保障比率利息抵减利率平价利息率风险内部融资内部收益率,内含报酬率美国国内税务署跨国公司国际财务管理国际货币基金组织内在价值存货存货存活周转期存货周转率投资现金流投资银行投资银行家投资者的理性一月效应危害合资企业即时制后进先出单一价格法则学习曲线租赁租赁承租人出租人杠杠比率杠杆企业负债有限责任合伙人有限合伙制企业贷款额度股利清算清算流动性比率锁箱系统长期债务与全部资本比率长期负债长期比率回顾试货币期权低正常股利加额外股利政策邮寄浮游量管理层收购操纵市场转换价值市场不完备性市场风险市场份额可销售性短期证券有价证券短期有价证券流动性证券,有价证券市场价值与账面价值的比率会计学硕士工商管理硕士财务管理专业硕士物料需求计划系统(债券、票据等)到期均值-方差有效边界均值-方差世界美林公司米勒-欧尔现金管理模型负债与股票的组合适中策略MM定理星期一效应拨款单,汇款单,汇票监督成本穆迪和标准普尔穆迪公司摩根士丹利-添惠公司抵押跨国公司共同基金互不相容项目大额可转让存单议价收购净利润净现值净现值净利润净营运资本纽约证券交易市场纽约股票交易所新上市公司非执行董事正态分布正态假设应付票据发行价格公开市场经营现金流经营收益经营收益(损失)经营性租赁经营杠杆经营利润市场价值比率运营有效市场机会成本机会成本最优资本结构期权合约期权交易类期权证券普通年金(证券等)发行在外的发行股制造费用场外交易市场所有者权益市盈率合伙制企业专利回收期股利支付日排序理论完美资本市场(存货)永续盘存制永续年金关键的,枢纽的组合理论期后审计期后盈余披露预防动机优先权优先认购权优先股优先股优先股股东(英国人用preference stockholder or shareholder)现值价格接受者一级市场本金委托-代理关系(代理关系)私募公司,未上市公司私募私人控股公司有特权的认购按比例,成比例概率概率分布概率分布函数内部处理浮游量延迟利润盈利能力现值指数盈利比率财产股利土地、厂房与设备正反两方面期望理论组合公开发行公众控股公司公开上市公司,公众公司,上市公司(其他的表达法如,listed corporation,public corporation,etc)公开上市公司购买力平价卖出期权卖出价格速动比率随机变量收益率理性行为实务资产房地产(有时也用real property,或者就用property表示)股权登记日正常股利稳健策略更新项目回购回购回购协议要求的报酬率保留借款能力剩余索取权剩余股利政策残余价值激进策略限制性条款散户投资者(为自己买卖证券而不是为任何公司或机构进行投资的个人投资者)个人投资者.散户投资者回报资产收益率普通权益报酬率全部权益报酬率权益报酬率收入代理权所有权转移权投票权认股权发行风险规避所罗门美邦投资公司饱和点情况分析适时发行、增发(seasoned是指新股稳定发行。
有关外贸常见合同(中英版)3篇篇1External trade is a crucial part of many businesses around the world, and having solid contracts in place is essential to ensure that all parties involved understand their rights and obligations. In this article, we will explore some common types of contracts used in international trade, their key components, and the importance of having them properly drafted and executed.1. Sales Contract (销售合同)The sales contract is one of the most common types of contracts used in international trade. It outlines the terms and conditions of the sale, including the description of the goods, quantity, price, payment terms, delivery terms, and any other relevant details. Both the buyer and the seller must agree to the terms of the contract before the transaction can proceed.2. Purchase Contract (采购合同)The purchase contract is essentially the mirror image of the sales contract, with the buyer being the party purchasing the goods and the seller being the party selling them. Like the sales contract, it details the terms and conditions of the purchase,including the description of the goods, quantity, price, payment terms, delivery terms, and any other relevant details.3. Distribution Agreement (分销协议)A distribution agreement is used when a manufacturer appoints a distributor to market and sell its products in a particular territory. The agreement typically outlines the rights and obligations of both parties, including the distributor's exclusivity rights, territory restrictions, sales targets, payment terms, and termination clauses.4. Agency Agreement (代理协议)An agency agreement is used when a principal appoints an agent to act on its behalf in a particular territory. The agent may have the authority to negotiate and enter into contracts on behalf of the principal. The agreement typically outlines the rights and obligations of both parties, including the agent's authority, commission structure, payment terms, and termination clauses.5. Licensing Agreement (许可协议)A licensing agreement is used when a licensor grants a licensee the right to use its intellectual property, such as trademarks, patents, copyrights, or trade secrets, in exchange fora fee or royalty. The agreement typically outlines the rights and obligations of both parties, including the scope of the license, payment terms, territory restrictions, sublicensing rights, and termination clauses.6. Joint Venture Agreement (合资协议)A joint venture agreement is used when two or more parties come together to form a new entity for a specific business purpose. The agreement typically outlines the rights and obligations of each party, the structure of the joint venture, the management arrangements, the profit-sharing mechanism, and the exit strategy.7. Consignment Agreement (寄售协议)A consignment agreement is used when a consignor entrusts goods to a consignee for sale on a commission basis. The consignee only pays for the goods once they are sold, and any unsold goods are returned to the consignor. The agreement typically outlines the consignment terms, the commission rate, the payment terms, and the return conditions.8. Non-Disclosure Agreement (保密协议)A non-disclosure agreement is used to protect confidential information shared between parties during negotiations orcollaborations. The agreement ensures that the receiving party does not disclose or misuse the confidential information for its benefit. The agreement typically outlines the definition of confidential information, the non-disclosure obligations, the exceptions to confidentiality, and the duration of the agreement.To ensure that these contracts are legally binding and enforceable, it is essential to have them properly drafted by legal professionals with expertise in international trade law. The contracts should be clear, comprehensive, and tailored to the specific needs and circumstances of the parties involved. Additionally, it is crucial to have the contracts reviewed and signed by all parties involved to indicate their agreement and commitment to the terms and conditions.In conclusion, having solid contracts in place is essential for conducting successful international trade transactions. By understanding the common types of contracts used in external trade, their key components, and the importance of proper drafting and execution, businesses can minimize risks, protect their interests, and ensure smooth and efficient business operations in the global marketplace.篇2Title: Common Foreign Trade Contracts (中英版)1. IntroductionForeign trade contracts play a crucial role in international trade, as they outline the terms and conditions of the agreement between the buyer and the seller. There are various types of foreign trade contracts, each serving a specific purpose and providing protection for both parties involved in the transaction. In this document, we will explore some of the most common foreign trade contracts used in international trade.2. Sales Contract (销售合同)The sales contract is a legally binding agreement between the buyer and the seller that outlines the terms of the sale, including the price, quantity, quality, and delivery terms of the goods. This contract serves as a confirmation of the agreement reached between the parties and provides protection in case of any disputes or disagreements.销售合同是买方和卖方之间的具有法律约束力的协议,规定了销售的条款,包括商品的价格、数量、质量和交货条款。
Theory of the Firm: Managerial Behavior,Agency Costs andOwnership StructureMichael C. Jensen Harvard Business School and William H. Meckling*University of Rochester1. Introduction1.1.Motivation of the PaperIn this paper we draw on recent progress in the theory of (1) property rights, (2) agency,and (3) finance to develop a theory of ownership structure for the firm. In addition to tying together elements of the theory of each of these three areas, our analysis casts new light on and has implications for a variety of issues in the professional and popular literature including the definition of the firm, the “separation of ownership and control,” the “social responsibility” of business, the definition of a “corporate objective function,” the determination of an optimal capital structure, the specification of the content of credit agreements, the theory of organizations, and the supply side of the completeness of markets problems.Our theory helps explain:1. why an entrepreneur or manager in a firm which has a mixed financial structure(containing both debt and outside equity claims) will choose a set of activities for the firm such that the total value of the firm is less than it would be if he were the sole owner and why this result is independent of whether the firm operates in monopolistic or competitive product or factor markets;2. why his failure to maximize the value of the firm is perfectly consistent withefficiency;3. why the sale of common stock is a viable source of capital even though managers do not literally maximize the value of the firm;4. why debt was relied upon as a source of capital before debt financing offered any tax advantage relative to equity;5. why preferred stock would be issued;6. why accounting reports would be provided voluntarily to creditors and stockholders, and why independent auditors would be engaged by management to testify to the accuracy and correctness of such reports;7. why lenders often place restrictions on the activities of firms to whom they lend, and why firms would themselves be led to suggest the imposition of such restrictions;8. why some industries are characterized by owner-operated firms whose sole outside source of capital is borrowing;9. why highly regulated industries such as public utilities or banks will have higher debt equity ratios for equivalent levels of risk than the average nonregulated firm;10. why security analysis can be socially productive even if it does not increase portfolio returns to investors.1.2 Theory of the Firm: An Empty Box?While the literature of economics is replete with references to the “theory of the firm,” the material generally subsumed under that heading is not actually a theory of the firm but rather a theory of markets in which firms are important actors. The firm is a “black box” operated so as to meet the relevant marginal conditions with respect to inputs and outputs, thereby maximizing profits, or more accurately, present value. Except for a few recent and tentative steps, however,we have no theory which explains how the conflicting objectives of the individual participants are brought into equilibrium so as to yield this result. The limitations of this black box view of the firm have been cited by Adam Smith and Alfred Marshall, among others. More recently, popular and professional debates over the “social responsibility” of corporations, the separation of ownership and control, and the rash of reviews of the literature on the “theory of the firm” have evidenced continuing concern with these issues.A number of major attempts have been made during recent years to construct a theory of the firm by substituting other models for profit or value maximization, with each attempt motivated by a conviction that the latter is inadequate to explain managerial behavior in large corporations. Some of these reformulation attempts have rejected the fundamental principle of maximizingbehavior as well as rejecting the more specific profit-maximizing model. We retain the notion of maximizing behavior on the part of all individuals in the analysis that follows.1.3 Property RightsAn independent stream of research with important implications for the theory of the firm has been stimulated by the pioneering work of Coase, and extended by Alchian, Demsetz, and others. A comprehensive survey of this literature is given by Furubotn and Pejovich (1972).While the focus of this research has been “property rights”,the subject matter encompassed is far broader than that term suggests. What is important for the problems addressed here is that specification of individual rights determines how costs and rewards will be allocated among the participants in any organization. Since the specification of rights is generally affected through contracting (implicit as well as explicit), individual behavior in organizations, including the behavior of managers, will depend upon the nature of these contracts. We focus in this paper on the behavioral implications of the property rights specified in the contracts between the owners and managers of the firm.1.4 Agency CostsMany problems associated with the inadequacy of the current theory of the firm can also be viewed as special cases of the theory of agency relationships in which there is a growing literature. This literature has developed independently of the property rights literature even though the problems with which it is concerned are similar; the approaches are in fact highly complementary to each other.We define an agency relationship as a contract under which one or more persons (the principal(s)) engage another person (the agent) to perform some service on their behalf which involves delegating some decision making authority to the agent. If both parties to the relationship are utility maximizers, there is good reason to believe that the agent will not always act in the best interests of the principal. Theprincipal can limit divergences from his interest by establishing appropriate incentives for the agent and by incurring monitoring costs designed to limit the aberrant activities of the agent. In addition in some situations it will pay the agent to expend resources (bonding costs) to guarantee that he will not take certain actions which would harm the principal or to ensure that the principal will be compensated if he does take such actions. However, it is generally impossible for the principal or the agent at zero cost to ensure that the agent will make optimal decisions from the principal’s viewpoint. In most agency relationships the principal and the agent will incur positive monitoring and bonding costs (non-pecuniary as well as pecuniary), and in addition there will be some divergence between the agent’s decisions and those decisions which would maximize the welfare of the principal. The dollar equivalent of the reduction in welfare experienced by the principal as a result of this divergence is also a cost of the agency relationship, and we refer to this latter cost as the “residual loss.” We define agency costs as the sum of:1. the monitoring expenditures by the principal,2. the bonding expenditures by the agent,3. the residual loss.Note also that agency costs arise in any situation involving cooperative effort (such as the coauthoring of this paper) by two or more people even though there is no clear-cut principal-agent relationship. Viewed in this light it is clear that our definition of agency costs and their importance to the theory of the firm bears a close relationship to the problem of shirking and monitoring of team production which Alchian and Demsetz (1972) raise in their paper on the theory of the firm.Since the relationship between the stockholders and the managers of a corporation fits the definition of a pure agency relationship, it should come as no surprise to discover that the issues associated with the “separation of ownership and control” in the modern diffuse ownership corporation are intimately associated with the general problem of agency. We show below that an explanation of why and how the agency costs generated by the corporate form are born leads to a theory of the ownership (or capital) structure of the firm.Before moving on, however, it is worthwhile to point out the generality of the agency problem. The problem of inducing an “agent” to behave as if he were maximizing the “principal’s” welfare is quite general. It exists in all organizations and in all cooperative efforts—at every level of management in firms, in universities, in mutual companies, in cooperatives, in governmental authorities and bureaus, in unions, and in relationships normally classified as agency relationships such as those common in the performing arts and the market for real estate. The development of theories to explain the form which agency costs take in each of these situations (where the contractual relations differ significantly), and how and why they are born will lead to a rich theory of organizations which is now lacking in economics and the social sciences generally.We confine our attention in this paper to only a small part of this general problem—the analysis of agency costs generated by the contractual arrangements between the owners and top management of the corporation.Our approach to the agency problem here differs fundamentally from most of theexisting literature. That literature focuses almost exclusively on the normative aspects of the agency relationship; that is, how to structure the contractual relation (including compensation incentives) between the principal and agent to provide appropriate incentives for the agent to make choices which will maximize the principal’s welfare, given that uncertainty and imperfect monitoring exist.We focus almost entirely on the positive aspects of the theory. That is, we assume individuals solve these normative problems, and given that only stocks and bonds can be issued as claims, we investigate the incentives faced by each of the parties and the elements entering into the determination of the equilibrium contractual form characterizing the relationship between the manager (i.e., agent) of the firm and the outside equity and debt holders (i.e., principals).1.5 General Comments on the Definition of the firmRonald Coase in his seminal paper entitled “The Nature of the Firm” (1937) pointed out that economics had no positive theory to determine the bounds of the firm. He characterized the bounds of the firm as that range of exchanges over which the market system was suppressed and where resource allocation was accomplished instead by authority and direction. He focused on the cost of using markets to effect contracts and exchanges and argued that activities would be included within the firm whenever the costs of using markets were greater than the costs of using direct authority. Alchian and Demsetz (1972) object to the notion that activities within the firm are governed by authority, and correctly emphasize the role of contracts as a vehicle for voluntary exchange. They emphasize the role of monitoring in situations in which there is joint input or team production.We are sympathetic to with the importance they attach to monitoring, but we believe the emphasis that Alchian and Demsetz place on joint input production is too narrow and therefore misleading. Contractual relations are the essence of the firm, not only with employees but with suppliers, customers, creditors, and so on. The problem of agency costs and monitoring exists for all of these contracts, independent of whether there is joint production in their sense; i.e., joint production can explain only a small fraction of the behavior of individuals associated with a firm.It is important to recognize that most organizations are simply legal fictions which serve as a nexus for a set of contracting relationships among individuals. This includes firms, non-profit institutions such as universities, hospitals, and foundations, mutual organizations such as mutual savings banks and insurance companies and co-operatives, some private clubs, and even governmental bodies such as cities, states, and the federal government, government enterprises such as TV A, the Post Office, transit systems, and so forth.The private corporation or firm is simply one form of legal fiction which serves as a nexus for contracting relationships and which is also characterized by the existence of divisible residual claims on the assets and cash flows of the organization which can generally be sold without permission of the other contracting individuals. Although this definition of the firm has little substantive content, emphasizing the essential contractual nature of firms and other organizations focuses attention on a crucial set of questions—why particular sets of contractual relations arise for varioustypes of organizations, what the consequences of these contractual relations are, and how they are affected by changes exogenous to the organization. Viewed this way, it makes little or no sense to try to distinguish those things that are “inside” the firm (or any other organization) from those things that are “outside” of it. There is in a very real sense only a multitude of complex relationships (i.e.,contracts) between the legal fiction (the firm) and the owners of labor, material and capital inputs and the consumers of output.Viewing the firm as the nexus of a set of contracting relationships among individuals also serves to make it clear that the personalization of the firm implied by asking questions such as “what should be the objective function of the firm?” or “does the firm have a social responsibility?” is seriously misleading. The firm is not an individual. It is a legal fiction which serves as a focus for a complex process in which the conflicting objectives of individuals (some of whom may “represent” other organizations) are brought into equilibrium within a framework of contractual relations. In this sense the “behavior” of the firm is like the behavior of a market, that is, the outcome of a complex equilibrium process. We seldom fall into the trap of characterizing the wheat or stock market as an individual, but we often make this error by thinking about organizations as if they were persons with motivations and intentions.1.6 Overview of the PaperWe develop our theory in stages. Sections 2 and 4 provide analyses of the agency costs of equity and debt respectively. These form the major foundation of the theory. In Section 3, we pose some questions regarding the existence of the corporate form of organization and examines the role of limited liability. Section 5 provides a synthesis of the basic concepts derived in sections 2-4 into a theory of the corporate ownership structure which takes account of the trade-offs available to the entrepreneur-manager between inside and outside equity and debt. Some qualifications and extensions of the analysis are discussed in section 6, and section 7 contains a brief summary and conclusions.企业理论:管理行为,代理成本和所有权结构迈克尔詹森哈佛商学院和威廉H.麦克林罗切斯特大学1.简介1.1.研究背景在本文中,我们借鉴在产权,机构,以及金融方面的最新成果,希望可以发展一种所有制结构的企业理论。
AAcademic Advisory Committee (SFC)学术界咨询委员会(证监会)Academic and Accreditation Advisory Committee (AAAC) (SFC)学术评审咨询委员会(证监会)ACCA (Association of Chartered Certified Accountants)特许公认会计师公会ACCA Hong Kong (Association of Chartered Certified Accountants Hong Kong) 特许公认会计师公会香港分会Actuarial Society of Hong Kong香港精算学会Advisory Committee (SFC)咨询委员会(证监会)Agency for International Development (AID)国际发展机构Airport Authority机场管理局Alberta Securities Commission, Canada加拿大阿尔伯达省证券监察委员会American Commodities Exchange (ACE)美国商品交易所American Institute of Certified Public Accountants美国执业会计师公会American Stock Exchange LLC (AMEX)美国证券交易所有限责任公司AMF (Autorit ; des march ;s financiers, France)法国金融市场管理局Amsterdam Exchanges阿姆斯特丹交易所Amsterdam Stock Exchange阿姆斯特丹证券交易所Appeals Panel上诉委员会Arbitration Panel under the Leveraged Foreign Exchange Trading Ordinance 杠杆式外汇买卖条例仲裁委员会ASEAN Free Trade Area (AFTA)东盟自由贸易区Asia Development Fund (ADF)亚洲发展基金Asia Pacific Regional Committee (APRC), IOSCO国际证监会组织亚太区委员会Asian Clearing Union (ACU)亚洲结算联盟Asian Development Bank (ADB)亚洲开发银行(亚银)Asian Securities Analysts Council (ASAC)亚洲证券分析员公会Asian Securities Analysts Federation (ASAF )亚洲证券分析师联合会Asia-Pacific Central Securities Depository Group (ACG)亚太区中央证券存管处组织Asia-Pacific Economic Cooperation (APEC)亚太区经济合作组织(亚太经合组织)Asia/Pacific Group on Money Laundering亚洲/太平洋反清洗黑钱组织Asia-Pacific Loan Market Association亚太区贷款市场协会ASIC (Australian Securities & Investments Commission)澳洲证监会(澳大利亚证券及投资事务监察委员会)Associate Clearing Housing Amsterdam B.V.阿姆斯特丹联合结算所有限公司Association for Investment Management and Research投资管理研究联会Association of Chartered Certified Accountants (ACCA)特许公认会计师公会Association of Chartered Certified Accountants Hong Kong (ACCA Hong Kong)特许公认会计师公会香港分会Association of Futures Exchange Brokers香港期货经纪协会Association of South-East Asian Nations (ASEAN)东南亚国家联盟(东盟)Audit Commission (HKSAR)审计署(香港特别行政区)Audit Committee (SFC, HKEx)稽核委员会(证监会;香港交易所)Australian Options Market澳大利亚期权市场Australian Prudential Regulatory Authority澳大利亚审慎监管局Australian Securities & Investments Commission (ASIC)澳大利亚证券及投资事务监察委员会(澳洲证监会)Australian Securities Commission (ASC)澳大利亚证券事务监察委员会Australian Stock Exchange Limited (ASX)澳大利亚证券交易所有限公司(澳交所)Automated Clearing House自动票据交换所Autoridade Monetaria de Macau (Monetary Authority of Macau, formerly Autoridade Monetaria e Cambial de Macau (Monetary and Foreign Exchange Authority of Macau)), Macau SAR澳门特别行政区澳门金融管理局(前称澳门货币暨汇兑监理署)Autorit ; des march ;s financiers (AMF), France法国金融市场管理局BBank for International Settlements (BIS)国际结算银行Bank of England英国英伦银行Banking Advisory Committee银行业务咨询委员会Banking Supervision Review Committee (BSRC)银行业监管检讨委员会Bar Association of Hong Kong香港大律师公会Basle Committee/Basel Committee巴塞尔委员会Basle Committee on Banking Supervision巴塞尔银行监管委员会Basle Payments Committee巴塞尔支付委员会Basle Supervisors' Committee巴塞尔监管委员会Benelux Alliance比利时、荷兰、卢森堡交易所联盟Bermuda Monetary Authority, Bermuda百慕达金融事务管理局Berne Union伯尔尼联合会Board of Governors of the Federal Reserve System联邦储备委员会Board of Governors of the International Monetary Fund 国际货币基金组织理事会Board of Governors of the World Bank世界银行理事会Board of HKEx香港交易所董事会Board of Inland Revenue税务委员会Board of Review (Inland Revenue)税务上诉委员会Board of the SFC证监会董事局Board of Trade Clearing Corporation (Chicago)交易所结算公司(芝加哥)Board of Trade of the City of Chicago, Inc.芝加哥城交易所有限公司Bolsa de Madrid马德里交易所Bolsa de Mercadorias & Futuros (Commodities & Futures Exchange) (BM&F), Brazil 巴西商品期货交易所Bombay Stock Exchange (BSE)孟买证券交易所Borsa Italiana S.p.A.意大利交易所股份公司Bourse de Montreal Inc.蒙特利尔交易所有限公司British Columbia Securities Commission (Canada)英属哥伦比亚省证券监察委员会(加拿大)British Virgin Islands Financial Services Commission英属维京群岛金融服务监察委员会Brokers' Fidelity Insurance Claims Sub-Committee经纪忠诚保险计划索偿小组Brookings Institution, USA布鲁金斯研究所(美国)Brussels Exchanges布鲁塞尔交易所Brussels Stock Exchange布鲁塞尔证券交易所Budget Committee (SFC)财政预算委员会(证监会)Bundesanstalt f ;r Finanzdienstleistungsaufsicht (BaFin) (Federal Financial Supervisory Authority), Germany德国联邦金融事务监察局Bundesaufsichtsamt f ;r das Kreditwesen (BAKred) (German Federal Banking Supervisory Office), Germany德国联邦银行业监管局Bundesaufsichtsamt f ;r den Wertpapierhandel (BAWe) (German Federal Securities Supervisory Office), Germany德国联邦证券监管办事处CCalcutta Stock Exchange加尔各答证券交易所Canadian Institute of Securities加拿大证券学会Canadian Securities Administrators (CSA)加拿大证券管理局Capital Markets Board, Turkey土耳其资本市场委员会Capital Markets Supervisory Agency (BAPEPAM), Indonesia印度尼西亚资本巿场监察局Caribbean Community (CARICOM)加勒比共同体Cash Market Consultative Panel (HKEx)现货市场咨询小组(香港交易所)CCASS Depository中央结算系统证券存管处CEDEL世达国际结算系统Central Bank Committee on Payment and Settlement Systems (CPSS) (under G-10)中央银行支付及结算系统委员会(十国集团属下组织)Central Bank of Cyprus塞浦路斯中央银行Central Bank of Ireland (CBI)爱尔兰中央银行Central Banks of South East Asia, New Zealand and Australia (SEANZA)东南亚、新西兰及澳大利亚中央银行组织Central Depositary Pte. Limited中央存管处有限公司Central Liquidity Facility (CLF)中央流动性便利(机构)Central Registration Hong Kong Limited (now Computershare Hong Kong Investor Services Limited) 香港中央证券登记有限公司Central Securities Depositories中央证券存管处CFTC (Commodity Futures Trading Commission)美国商品及期货交易委员会Chamber of Hong Kong Listed Companies香港上市公司商会Chartered Institute of Management Accountants (CIMA)特许管理会计师公会Chartered Institute of Management Accountants (CIMA), Hong Kong特许管理会计师公会香港分会Chartered Institute of Public Finance and Accountancy (CIPFA), UK英国特许公共财政及会计学会Chicago Board of Trade (CBOT)芝加哥交易所Chicago Board Options Exchange, Inc. (CBOE)芝加哥期权交易所有限公司Chicago Mercantile Exchange Inc. (CME)芝加哥商品交易所有限公司Chief Executive-in-Council行政长官会同行政会议China Banking Regulatory Commission中国银行业监督管理委员会China Government Securities Depository Trust & Clearing Co. Ltd.中央国债登记结算有限责任公司China Insurance Regulatory Commission中国保险监督委员会China Securities Regulatory Commission (CSRC)(中国证监会)中国证券监督管理委员会Chinese Bankers Club, Hong Kong香港银行华员会Chinese General Chamber of Commerce香港中华总商会Chinese Gold and Silver Exchange Society金银业贸易场Chinese Securities Association (CSA) (Taiwan)中华民国证券商业同业公会(台湾)CIMA (Chartered Institute of Management Accountants)特许管理会计师公会CIMA Hong Kong (Chartered Institute of Management Accountants Hong Kong) 特许管理会计师公会香港分会City Panel on Takeovers & Mergers (London)伦敦收购及合并委员会Clearing Consultative Panel结算咨询小组COB (Commission des Operations de Bourse), France法国交易所事务监察委员会Coffee, Sugar and Cocoa Exchange Inc. of New York纽约咖啡、糖、可可交易所Comisi ;n Nacional del Mercado de Valores, Spain西班牙全国证券市场监察委员会Comissao do Mercado de Valores Mobili ;rios (Portugal Securities Market Commission)葡萄牙证券市场监察委员会Commercial Crime Bureau (Hong Kong Police)商业罪案调查科(香港警务处)Comissao de Valores Mobili ;rios (Securities Commission), Brazil巴西证券监察委员会Commision Nacional Bancaria y de Valores, Mexico墨西哥全国银行及证券监察委员会Commission des Operations de Bourse of France (COB)法国交易所事务监察委员会Commission des valeurs mobili ;res du Qu ;bec (Quebec Securities Commission) (CVMQ)魁北克省证券监察委员会Commission de Surveillance du Secteur Financier (CSSF), Luxembourg卢森堡金融业监管委员会Commission for Economic Restructuring, China经济体制改革委员会(体改委)(中国)Commissione Nazionale per le Societ ; e la Borsa (National Companies and Exchange Commission of Italy) (CONSOB)意大利全国证券交易所监察委员会Commissioner for Securities and Commodities Trading证券及商品交易监理专员(证监专员)Committee of Payment System (HKMA)支付系统小组委员会(金管局)Committee on Investment-linked Assurance and Pooled Retirement Funds (SFC)与投资有关的人寿保险计划及集资退休基金委员会(证监会)Committee on Payment and Settlement Systems (CPSS)支付及结算系统委员会Committee on Takeovers and Mergers收购及合并委员会Committee on the Global Financial System (CGFS)全球金融体系委员会Committee on Uniform Securities Identification Procedures (CUSIP)统一证券鉴定程序委员会Committee on Unit Trusts (SFC)单位信托委员会(证监会)Commodities & Futures Exchange (Bolsa de Mercadorias & Futuros) (BM&F), Brazil 巴西商品期货交易所Commodities Exchange of Australia (CXA)澳大利亚商品交易所Commodity and Monetary Exchange of Malaysia (COMMEX)马来西亚商品与货币交易所Commodity Exchange, Inc. (COMEX), New York商品交易所有限公司(纽约)Commodity Futures Trading Commission (CFTC), USA商品期货交易委员会(美国)Companies Registry公司注册处Compensation Committee (HKEx)赔偿委员会(香港交易所)Compensation Review Committee赔偿检讨委员会Complaints Control Committee (SFC)投诉监控委员会(证监会)Compliance Committee (SEHK)监察委员会(联交所)Computershare Hong Kong Investor Services Limited (CHIS, formerly Central Registration Hong Kong Limited)香港中央证券登记有限公司Conflict Committee利益冲突事宜委员会Conseil du Marche a Terme (CMT), France法国期货及期权监管委员会Co-ordinating Committee on Market Structure Reform市场架构改革统筹委员会Copenhagen Stock Exchange A/S哥本哈根证券交易所股份有限公司Corporate Affairs Division (SFC)机构事务部(证监会)Corporate Communications Department (HKEx)企业传讯部(香港交易所)Corporate Communications Department (SFC)机构传讯科(证监会)Corporate Finance Division (SFC)企业融资部(证监会)Council of SEHK香港联合交易所理事会Corporate Planning (SFC)机构规划(证监会)Court of Appeal上诉法庭Court of Final Appeal终审法院Court of First Instance原讼法庭Crisis Control Management Centre (SFC)危机监控中心(证监会)Cross-Market Surveillance Committee跨市场监察委员会CSRC (China Securities Regulatory Commission)中国证监会(中国证券监督管理委员会)DDBAG (Deutsche Borse AG), Germany德国交易所股份公司Deposit-Taking Companies Advisory Committee接受存款公司咨询委员会Derivatives Market Consultative Panel (HKEx)衍生工具市场咨询小组(香港交易所)Deutsche Borse AG (DBAG), Germany德国交易所股份公司Deutsche Terminborse (DTB), Germany德国期权及期货交易所Disciplinary Appeals Committee纪律上诉委员会Disciplinary Committee纪律委员会District Court区域法院DTC Association (Hong Kong Association of Restricted Licence Banks and Deposit-taking Companies) 存款公司公会Dual Filing Advisory Group双重存档事宜顾问小组EEast Asia and Oceanian Stock Exchanges Federation东亚及大洋洲证券交易所联会East Asian Stock Exchange Conference (EASEC)东亚证券交易所联合会议Economic and Monetary Union (EMU) (EU)经济及货币联盟(欧盟)Economic Commission for Europe (ECE) (United Nations)欧洲经济委员会(联合国)Economic Intelligence Unit (EIU)经济情报组织Economic Restructuring Office of the State Council (China)国务院经济体制改革办公室(体改办)(中国)Economic Services Bureau (ESB)经济局Eidgenossische Bankenkommission, The Swiss Confederation瑞士联邦联邦银行委员会Electronic Investor Resources Centre (eIRC) (SFC)网上投资者资源中心(证监会)Enforcement Division (SFC)法规执行部(证监会)Eurex欧洲期货及期权交易所Eurex Clearing AG欧洲期货及期权交易所结算有限公司Euronext法比荷交易所联盟(巴黎、比利时、阿姆斯特丹交易所联盟)Euronext Amsterdam N.V.Euronext阿姆斯特丹公众有限公司Euronext Brussels S.A./N.V.Euronext布鲁塞尔股份有限公司/公众有限公司Euronext Paris S.A.Euronext巴黎股份有限公司European Association of Securities Dealers Automated Quotations (EASDAQ) 欧洲证券交易商协会自动报价系统European Bank of Reconstruction and Development (EBRD) (World Bank)欧洲复兴及开发银行(世界银行)European Clearing House (ECH)欧洲结算所European Commission欧洲委员会European Common Market欧洲共同市场European Community欧洲共同体European Council欧洲理事会European Economic and Monetary Union (EMU)欧洲经济及货币联盟European Economic Community (EEC)欧洲经济共同体(欧共体)European Futures & Options Exchange (Eurex)欧洲期货及期权交易所European Futures Clearing Corporation B.V. (Amsterdam)欧洲期货结算有限公司(阿姆斯特丹)European Investment Bank欧洲投资银行European Monetary Union (EMU)欧洲货币联盟European Options Clearing Corporation Holding B.V. (Amsterdam) 欧洲期权结算控股有限公司(阿姆斯特丹)European Options Exchange欧洲期权交易所European Options Exchange (Amsterdam)欧洲期权交易所(阿姆斯特丹)European Parliament欧洲议会European Union (EU) (developed from the European Community)欧洲联盟(欧盟)(前身为欧洲共同体)Exchange Banks' Association, Hong Kong香港外汇银行公会Exchange Fund外汇基金Exchange Fund Advisory Committee (HKMA)外汇基金咨询委员会(金管局)Exchange Fund Investment Limited外汇基金投资有限公司ExCMT (HKEx Contingency Management Team)香港交易所紧急事故管理组Executive Meeting of East Asian and Pacific Central Banks (EMEAP)东亚及太平洋中央银行行政会议Expert Group to Review the Operation of the Securities and Futures Market Regulatory Structure 检讨证券及期货市场规管架构运作专家小组FFannie Mae (Federal National Mortgage Association) (FNMA)房利美(美国联邦国民抵押贷款协会)Federal Advisory Council美国联储咨询委员会Federal Credit Union联邦信贷协会Federal Deposit Insurance Corporation联邦存款保险公司Federal Home Loan Bank Board联邦住宅贷款银行委员会Federal Intermediate Credit Bank联邦中期信贷银行Federal National Mortgage Association (FNMA) (Fannie Mae)美国联邦国民抵押贷款协会(房利美)Federal Open Market Committee (FOMC)联邦公开市场委员会Federal Reserve Bank联邦储备银行Federal Reserve Board (FRB)联邦储备局Federal Savings and Loan Association联邦储蓄与信贷协会Federal Savings and Loan Insurance Corporation联邦储蓄与信贷保险公司Federation Internationale des Bourses de Valeurs/International Federation of Stock Exchanges (FIBV) (renamed World Federation of Exchanges)国际证券交易所联会(现称全球证券交易所联会)Federation of Share Registrars Limited证券登记公司总会有限公司FI (Finansinspektionen) (Financial Services Authority) (SFSA), Sweden瑞典金融事务监管局Finance Bureau库务局Finance Committee财务委员会Financial Action Task Force on Money Laundering (FATF)打击清洗黑钱财务行动特别组织Financial Affairs Panel of LegCo立法会财经事务委员会Financial and Institutional Coordinating Committee财务监督委员会Financial Intermediaries, Managers & Brokers Regulatory Association (FIMBRA), UK金融业中介团体、经理及经纪监管协会(英国)Financial Market Development Task Force财经市场发展专责小组Financial Services Agency, Japan日本金融厅Financial Supervision Commission, Isle of Man人岛金融事务监察委员会Financial Services and Systems Limited财经服务暨策划有限公司Financial Services and the Treasury Bureau (FSTB)财经事务及库务局Financial Services Authority (FSA), UK英国金融服务管理局;英国财经事务局Financial Services Board of South Africa (FSB)南非财经事务局Financial Services Branch (FSB)财经事务科Financial Services Development Centre of Vocational Training Council职业训练局财经事务培训发展中心Financial Services Liaison Committee金融事务联络委员会Financial Stability Forum (FSF)金融稳定论坛;世界金融稳定论坛Financial Stability Forum Task Force on Implementation of Global Standards 金融稳定论坛落实全球标准专责小组Finansinspektionen (Financial Services Authority), Sweden (SFSA or FI)瑞典金融事务监管局FNMA (Federal National Mortgage Association) (Fannie Mae)房利美(美国联邦国民抵押贷款协会)Foreign Exchange and Market Practices Committee外汇及市场惯例委员会Forex Club外汇同业联会Frankfurt Stock Exchange法兰克福证券交易所Futures Compensation Fund Committee (SFC)期货赔偿基金委员会(证监会)Futures Industry Association (FIA)期货业协会GG7 (Group of Seven)七大工业国G10 (Group of Ten)十国集团;十国财团组织G30 (Group of Thirty)三十人集团G22 (Group of Twenty-Two)22个经济体系集团G22 Working Group on Transparency and Accountability22个经济体系集团辖下提高透明度与问责性工作小组GEM Listing Committee创业板上市委员会GEM Listing Division创业板上市科German Federal Securities Supervisory Office (Bundesaufsichtsamt f ;r den Wertpapierhandel, Germany) (BAWe)德国联邦证券监管办事处German Stock Exchange德国证券交易所Global Straight Through Processing Association (GSTPA)全球直通式处理协会GLOBEX Alliance全球电子交易系统联盟Government Information Centre政府信息中心Government of the Hong Kong Special Administrative Region (Government of the HKSAR) 香港特别行政区政府(香港特区政府)Group of Seven (G7)七大工业国Group of Ten (G10)十国集团;十国财团组织Group of Thirty (G30)三十人集团Group of Twenty-Two (G22)22个经济体系集团Growth Enterprise Market (GEM) (Hong Kong)创业板(香港)Growth Enterprise Market Listing Committee (GEM Listing Committee)创业板上市委员会Guernsey Financial Services Commission, Channel Islands海峡群岛耿济岛金融服务业监察委员会HHarvard Institute for International Development哈佛国际发展研究中心Hellenic Capital Market Commission, Greece希腊资本市场监察委员会Helsinki Exchanges赫尔辛基证券交易所Helsinki Securities and Derivatives Exchange, Clearing House Ltd.赫尔辛基证券及衍生商品交易所及结算所有限公司Heritage Foundation, USA美国传统基金会High Court of the HKSAR香港特别行政区高等法院HKEx (Hong Kong Exchanges and Clearing Limited)香港交易所(香港交易及结算所有限公司)HKFE Clearing Corporation Limited (HKFECC)香港期货结算有限公司(期货结算公司)HKEx Contingency Management Team (ExCMT)香港交易所紧急事故管理组HKMA (Hong Kong Monetary Authority)金管局(香港金融管理局)HKMC (Hong Kong Mortgage Corporation Limited)香港按揭证券有限公司HKSCC (Hong Kong Securities Clearing Company Limited; Hongkong Clearing)香港结算公司(香港中央结算有限公司;香港结算)HKSCC Nominees Limited香港中央结算(代理人)有限公司HKSCC Registrars Limited (renamed Hong Kong Registrars Limited)香港中央结算(证券登记)有限公司(现称香港证券登记有限公司)Hong Kong and Macao Affairs Office of the State Council国务院港澳事务办公室Hong Kong Association of Accounting Technicians香港专业会计员协会Hong Kong Association of Banks (HKAB)香港银行公会Hong Kong Association of Financial Advisors香港财务顾问学会Hong Kong Association of Online Brokers (HKAOB)香港网上经纪协会Hong Kong Association of Restricted Licence Banks and Deposit-taking Companies (DTC Association) 存款公司公会Hong Kong Capital Markets Association香港资本市场公会Hong Kong Centre of United Kingdom Chartered Institute of Banks英国特许银行学会香港分会Hong Kong Chinese Enterprises Association香港中国企业协会Hong Kong Chinese Gold & Silver Exchange Society香港金银业贸易场Hong Kong Commodity Exchange Limited (renamed Hong Kong Futures Exchange Limited) 香港商品交易所有限公司(现称香港期货交易所有限公司)Hong Kong Confederation of Insurance Brokers香港保险顾问联会Hong Kong Consumer Council香港消费者委员会Hong Kong Corporate Finance Association香港企业融资协会Hong Kong Economic Research Centre香港经济研究中心Hong Kong Exchange Fund香港外汇基金Hong Kong Exchanges and Clearing Limited (HKEx)香港交易及结算所有限公司(香港交易所)Hong Kong Export Credit Insurance Corporation (HKECIC)香港出口信用保险局Hong Kong Federation of Insurers香港保险业联会Hong Kong Federation of Stock Exchanges香港证券交易所联会Hong Kong Financial Executives Institute香港财经行政人员机构协会Hong Kong Financial Markets Development Limited香港金融市场发展有限公司Hong Kong Foreign Exchange and Deposit Broker's Association香港外汇及存款经纪同业公会Hong Kong Forex Association香港外汇同业联会Hong Kong Futures Exchange Limited (HKFE) (formerly Hong Kong Commodity Exchange Limited) 香港期货交易所有限公司(期交所)(前称香港商品交易所有限公司)Hong Kong Futures Guarantee Corporation Limited (HKFGC)香港期货保证有限公司Hong Kong General Chamber of Commerce香港总商会Hong Kong Institute for Monetary Research (HKIMR)香港金融研究中心Hong Kong Institute of Bankers (HKIB)香港银行学会Hong Kong Institute of Company Secretaries香港公司秘书公会Hong Kong Institute of Directors香港董事学会Hong Kong Institute of Investment Analysts香港投资分析员公会Hong Kong Interbank Clearing Limited香港银行同业结算有限公司Hong Kong International Arbitration Centre (HKIAC)香港国际仲裁中心Hong Kong Investment Funds Association (HKIFA)香港投资基金公会Hong Kong Monetary Authority (HKMA)香港金融管理局(金管局)Hong Kong Monetary Institutions Association香港金融业总会Hong Kong Mortgage Corporation Limited (HKMC)香港按揭证券有限公司Hong Kong Productivity Council香港生产力促进局Hong Kong Registrars Limited (formerly HKSCC Registrars Limited)香港证券登记有限公司(前称香港中央结算(证券登记)有限公司)Hong Kong Retirement Schemes Association香港退休计划协会Hong Kong Securities and Futures Industry Staff Union香港证券及期货业职工会Hong Kong Securities Clearing Company Limited (HKSCC; Hongkong Clearing)香港中央结算有限公司(香港结算公司;香港结算)Hong Kong Securities Industry Group (HKSIG)香港证券业组织Hong Kong Securities Institute (HKSI)香港证券专业学会(前称香港证券学院)Hong Kong Securities Professionals Alumni Association (renamed Hong Kong Securities Professionals Association)香港证券业同学会(现称香港证券学会)Hong Kong Securities Professionals Association (formerly Hong Kong Securities Professionals Alumni Association)香港证券学会(前称香港证券业同学会)Hong Kong Society of Accountants香港会计师公会Hong Kong Society of Financial Analysts Limited香港财经分析师学会Hong Kong Stamp Office香港印花税署Hong Kong Stock Exchange香港证券交易所Hong Kong Stockbrokers Association Limited香港证券经纪业协会有限公司Hong Kong Trade Development Council香港贸易发展局Hong Kong Trustees Association香港信托人公会Hong Kong Venture Capital Association香港创业投资协会Hongkong Association of Minority Shareholders (HAMS)香港小股东权益协会Hongkong Clearing (Hong Kong Securities Clearing Company Limited; HKSCC)香港结算(香港中央结算有限公司;香港结算公司)Hongkong Post香港邮政署HSI International Limited恒指国际有限公司HSI Services Limited恒指服务有限公司Hungarian Financial Supervisory Authority匈牙利金融事务监督局IICSA (Institute of Chartered Secretaries and Administrators)特许秘书及行政人员公会Independent Commission Against Corruption (ICAC)廉政公署Informal Working Group on Financial Technology Infrastructure金融科技基础设施非正式工作小组Insider Dealing Tribunal内幕交易审裁处Institut Mon ;taire Luxembourgeois (Monetary Institute), Luxembourg卢森堡金融管理局Institute of Certified Public Accountants (CPA US)执业会计师公会(美国)Institute of Chartered Accountants in England and Wales (ICA England & Wales) 英格兰及韦尔斯特许会计师公会Institute of Chartered Secretaries and Administrators (ICSA) 特许秘书及行政人员公会Institute of Securities Dealers Limited证券商协会有限公司Insurance Association of Hong Kong香港保险公会Insurance Authority (Commissioner of Insurance)保险业监督(保险业监理专员)Inter-American Development Bank美洲开发银行Intermarket Clearing Corporation (Chicago)跨市场结算公司(芝加哥)Intermarket Coordination Committee跨市场协调委员会Intermarket Risk Management Committee跨市场风险管理委员会InterMarket Surveillance Group跨市场监察小组Intermediaries and Investment Products Division (SFC)中介团体及投资产品部(证监会)Internal Committees (SFC)内部委员会(证监会)International Accounting Standards Committee (IASC)国际会计准则委员会International Association of Financial Executives Institute 国际财经行政人员机构协会International Association of Insurance Supervisors (IAIS)国际保险监督联会International Auditing Conventional Committee国际核数常规委员会International Auditing Practices Committee国际审计实务委员会International Bank for Reconstruction and Development (IBRD) (World Bank)国际复兴开发银行(世界银行)International Commodities Clearing House (HK) Limited国际商品结算所(香港)有限公司International Commodities Clearing House Limited (New Zealand)国际商品结算所有限公司(新西兰)International Data Corporation (IDC)国际数据公司International Federation of Accountants (IFAC)国际会计师联会International Finance Corporation (IFC)国际金融公司International Monetary Fund (IMF)国际货币基金;国际货币基金组织International Options Markets Association国际期权市场协会International Organization for Standardization (ISO)国际标准化组织International Organization of Securities Commissions (IOSCO)国际证券事务监察委员会组织(国际证监会组织)International Primary Markets Association国际集资市场协会International Securities Services Association (ISSA, formerly International Society of Securities Administrators)国际证券服务协会(前称国际证券业行政人员协会)International Society of Securities Administrators (ISSA, renamed International Securities Services Association)国际证券业行政人员协会(现称国际证券服务协会)International Swap Dealers Association, Inc. (ISDA)国际掉期交易商协会International Swaps and Derivatives Association (ISDA)国际掉期业务及衍生投资工具协会International Telecommunications Union (ITU)国际电信联盟Invest Hong Kong (Invest HK), The Government of the HKSAR香港特别行政区政府投资推广署(投资推广署)Investment Management Regulatory Organisation (IMRO), UK英国投资管理监管组织Investment-linked Assurance and Pooled Retirement Funds Committee (SFC) 与投资有关的人寿保险及集资退休金计划委员会(证监会)Investor Compensation Company Limited (ICC)投资者赔偿有限公司Investor Education & Communications Department (SFC)投资者教育及传讯科(证监会)Investor Education Advisory Committee (SFC)投资者教育咨询委员会(证监会)Investor Resources Centre (eIRC) (SFC)证监会网上投资者资源中心IOSCO Emerging Markets Committee国际证监会组织新兴市场委员会IOSCO Executive Committee国际证监会组织执行委员会IOSCO High Level Group国际证监会组织高层小组IOSCO Information sub-group国际证监会组织信息分组IOSCO Internet Task Force (ITF)国际证监会组织互联网专责小组IOSCO Task Force on Implementation of Core Principles国际证监会组织落实核心原则专责小组IOSCO Technical Committee国际证监会组织技术委员会IOSCO Working Party 1 on Multinational Disclosure and Accounting国际证监会组织有关跨国信息披露及会计事宜的第1号工作小组IOSCO Working Party 2 on Regulation of Secondary Markets国际证监会组织有关监管第二市场的第2号工作小组IOSCO Working Party 3 on Market Intermediaries国际证监会组织有关监管市场中介人的第3号工作小组IOSCO Working Party 4 on Enforcement and Exchange of Information国际证监会组织有关法规执行和信息交换的第4号工作小组IOSCO Working Party 5 on Investment Management国际证监会组织有关投资管理的第5号工作小组Irish Financial Services Regulatory Authority爱尔兰金融服务监管局ISITC (Industry Standardization for Institutional Trade Communication)业内机构交易通讯标准ISO (International Organization for Standardization)国际标准化组织ISSA (International Securities Services Association, formerly International Society of Securities Administrators)国际证券服务协会(前称国际证券业行政人员协会)Italian Stock Exchange意大利证券交易所ITU (International Telecommunications Union)国际电信联盟IX国际交易所(伦敦证券交易所与德国证券交易所联盟)JJakarta Stock Exchange耶加达证券交易所Japan Bond Research Institute (JBRI)日本公社债研究所Japan Financial Services Agency日本金融厅Japan Securities Clearing Corporation日本证券结算公司Japan Securities Dealers Association (JSDA)日本证券交易商协会Japanese Association of Securities Dealers Automated Quotations (JASDAQ) 日本证券交易商协会-自动报价系统Japanese Securities Finance Company日本证券金融公司Jersey Financial Services Commission泽西岛金融服务监察委员会Joint Financial Intelligence Unit联合财富情报组Joint Year 2000 Council计算机 2000 年问题联合委员会KKam Ngan Stock Exchange金银证券交易所Korea Futures Exchange韩国期货交易所Korea Securities Dealers Automated Quotation (KOSDAQ)韩国证券交易商自动报价协会Korea Securities Depository南韩证券存管处;韩国证券预托院Korea Stock Exchange韩国证券交易所Kowloon Stock Exchange九龙证券交易所Kuala Lumpur Stock Exchange吉隆坡证券交易所LLa Commission Bancaire, France法国银行监察委员会Law Society of Hong Kong香港律师会Law Society of Hong Kong CPD Accreditation Sub-Committee香港律师会持续专业发展评审附属委员会Legal Services Division (SFC)法律服务部(证监会)Legislative Affairs Office of the State Council (China)国务院法制办公室(中国)Legislative Council立法会Legislative Council Panel on Financial Affairs (Legco Panel on Financial Affairs) 立法会财经事务委员会Legislative Council Subcommittee on the Securities and Futures Bill立法会《证券及期货条例草案》小组委员会Leveraged Foreign Exchange Trading Ordinance Arbitration Panel (SFC)杠杆式外汇买卖条例仲裁委员会(证监会)Life Insurance Council of Hong Kong香港寿险总会Life Underwriters Association of Hong Kong香港人寿保险从业员协会LIFFE Administration and Management伦敦国际金融期货及期权交易所行政及管理公司Listing Appeal Committee上市上诉委员会Listing Committee上市委员会Listing Matters Committee上市事宜委员会Listing Nominating Committee上市提名委员会Listing, Regulation & Risk Management (HKEx)上市、监察及风险管理部(香港交易所)Lithuanian Securities Commission立陶宛证券监察委员会Lloyd's Underwriters Association劳合保险社承保人协会London Takeovers Panel伦敦收购及合并委员会London Clearing House伦敦结算所London Commodity Exchange伦敦商品交易所London International Financial Futures and Options Exchange (LIFFE, formerly London International Financial Futures Exchange)伦敦国际金融期货及期权交易所(前称伦敦国际金融期货交易所)London International Financial Futures Exchange (renamed London International Financial Futures and Options Exchange)伦敦国际金融期货交易所(现称伦敦国际金融期货及期权交易所)London Metal Exchange Limited伦敦金属交易所有限公司London Stock Exchange plc (LSE)伦敦证券交易所公众有限公司London Traded Options Market伦敦期权市场Luxembourg Monetary Institute卢森堡金融管理局Luxembourg Stock Exchange卢森堡证券交易所。
Agency Theory: Problem Addressed!How to develop optimal design of an organization in the context of:!Conflict of interest between principal and agent!Different risk preferences between P and A!Basic concern: Understanding decision making and control in organizations where there is a potential conflict of interest between those making decisions and those whose wealth position are affected by those decisions (“The Agency Problem”)Agency Theory: Problem Addressed!Builds on Hayek’s concerns about how best to organize society to exploit diffuse information. Their twist is that diffuse info also involves agency costs. !Focus on role of information in “metering” inputs and outputs to deal with agency costs.Origins and Applications!Roots:!Information economics!Organization theory and management literature !While most of the more formal modeling follows style and assumptions of info-econmodels discussed up to now, more informal discussion often assumes some form of bounded rationality (E.g., Fama and Jensen’s “specific information”).!Applied to sociology, political science, etc. as well as economics and managementPost Coasian in that!It looks at the internal organization of firms and other organizations rather than treating them as a black box!Argues that the organizational form that is most efficient in dealing with agency problems will give the organization a competitive advantage and hence dominate in a certain domain of activity.Basic Premise: The Organization is a Nexus of Contracts!Cf. Coase, which called the firm the realm of resource allocation by fiat. Alchian and Desetz say this is“delusion.”!For agency theorists, essence of an organization is“teamwork” (a superadditive production function),which leads to a more difficult problem of “metering”performance!For Coase, the essence of the firm is thesuppression of the price mechanism!For agency theorists, the organization (firm) is justa shell within which other markets exist (for labor,capital, decision skills, etc.) The key issue is howto structure these contracts to deal with trade-offbetween risk sharing and agency costs.The Organization is a Nexus of Contracts!How to keep the monitor from shirking?Central role of residual claims!Analysis focuses on the functioning ofthese internal markets or contracts as wayof disciplining agents and sharing risk.General problem addressed by Fama and Jensen!How to benefit from risk benefits of separating role of getting residual claims from decision management (initiating and implementing ideas) in the presence of agency costs!General solution: Identify mechanisms that vest decision control (idea ratification and monitoring) with residual claimants and decision management in hands of those best informed and capable to handle it.Agency Theory -Key articles in economics:!Alchian and Demsetz(1972). Focus is on nature of teamwork and the “metering” problem. Fixed vs. residual claims!Jensen and Meckling(1976). Focus is on how ownership structure aligns incentives!Fama(1980) –Corporate finance and role of efficient capital and labor markets in disciplining behavior. Irrelevance of concept of “ownership.” Just look at nature of claims.Role of efficient capital and labor markets to monitor the agent!Role of management labor markets!Incentives for creation of privateinformation systems!Role of capital markets!Stock prices and hostile takeoversDesign of the Agent’s Contract!Focus on behavior-based vs. outcome-based contracts. Example:!Salary vs. stock optionsPropositions: Outcome vs. Behavior-based Contracts!When the contract between P and A is outcome-based, the agent is more likely to behave in the interests of the principal.!When the P has information to verify the behavior of the A, the agent is more likely to behave in the interests of the principal.Propositions: Outcome vs. Behavior-based Contracts!Information systems are positively related to behavior-based contracts and negatively related to outcome-based contracts!Outcome uncertainty is positively related to behavior-based contracts and negatively related to outcome-based contracts.Propositions: Outcome vs. Behavior-based Contracts!Degree of risk aversion of the agent is positively related to behavior-based contracts and negatively related to outcome-based contracts.!Degree of risk aversion of the principal is negatively related to behavior-based contracts and positively related to outcome-based contracts.Propositions: Outcome vs. Behavior-based Contracts!Degree of goal conflict between P and A is negatively related to behavior-based contracts and positively related to outcome-based contracts!Task programmability is positively related to behavior-based contracts and negatively related to outcome-based contracts.jPropositions: Outcome vs. Behavior-based Contracts!Outcome measurability is negatively related to behavior-based contracts and positively related to outcome-based contracts!The length of the agency relationship is positively related to behavior-based contracts and negatively related to outcome-based contracts.。
Theory of the Firm: Managerial Behavior,Agency Costs and Ownership StructureMichael C. JensenHarvard Business SchoolandWilliam H. MecklingUniversity of RochesterAbstractThis paper integrates elements from the theory of agency, the theory of property rights and the theory of finance to develop a theory of the ownership structure of the firm. We define the concept of agency costs, show its relationship to the ‘separation and control’issue, investigate the nature of the agency costs generated by the existence of debt andoutside equity, demonstrate who bears costs and why, and investigate the Paretooptimality of their existence. We also provide a new definition of the firm, and showhow our analysis of the factors influencing the creation and issuance of debt and equity claims is a special case of the supply side of the completeness of markets problem.The directors of such [joint-stock] companies, however, being the managers rather ofother people’s money than of their own, it cannot well b e expected, that they shouldwatch over it with the same anxious vigilance with which the partners in a privatecopartnery frequently watch over their own. Like the stewards of a rich man, they are apt to consider attention to small matters as not for thei r master’s honour, and very easilygive themselves a dispensation from having it. Negligence and profusion, therefore, must always prevail, more or less, in the management of the affairs of such a company.—Adam Smith (1776) Keywords: Agency costs and theory, itnernal control systems, conflicts of interest, capital structure, internal equity, outside equity, demand for security analysis, completeness of markets, supply of claims, limited liability©1976 Jensen and MecklingJournal of Financial Economics, October, 1976, V. 3, No. 4, pp. 305-360.Reprinted in Michael C. Jensen, A Theory of the Firm: Governance, Residual Claims and Organizational Forms (Harvard University Press, December 2000) available at /catalog/JENTHF.htmlAlso published in Foundations of Organizational Strategy,Michael C. Jensen, Harvard University Press, 1998.This document is available on theSocial Science Research Network (SSRN) Electronic Library at:/sol3/paper.taf?ABSTRACT_ID=94043Theory of the Firm: Managerial Behavior,Agency Costs and Ownership StructureMichael C. JensenHarvard Business SchoolandWilliam H. Meckling*University of Rochester1. Introduction1.1. Motivation of the PaperIn this paper we draw on recent progress in the theory of (1) property rights, (2) agency, and (3) finance to develop a theory of ownership structure1 for the firm. In addition to tyingtogether elements of the theory of each of these three areas, our analysis casts new light on andhas implications for a variety of issues in the professional and popular literature including the definiti on of the firm, the “separation of ownership and control,” the “social responsibility” of business, the definition of a “corporate objective function,” the determination of an optimal capital structure, the specification of the content of credit agreements, the theory of organizations, and the supply side of the completeness of markets problems.1 We do not use the term ‘capital structure’ because that term usually denotes the relative quantities ofbonds, equity, warrants, trade credit, etc., which represent the liabilities of a firm. Our theory implies there isanother important dimension to this problem—namely the relative amount of ownership claims held byinsiders (management) and outsiders (investors with no direct role in the management of the firm).* Associate Professor and Dean, respectively, Graduate School of Management, University of Rochester. Anearlier version of this paper was presented at the Conference on Analysis and Ideology, Interlaken,Switzerland, June 1974, sponsored by the Center for Research in Government Policy and Business at theUniversity of Rochester, Graduate School of Management. We are indebted to F. Black, E. Fama, R.Ibbotson, W. Klein, M. Rozeff, R. Weil, O. Williamson, an anonymous referee, and to our colleagues andmembers of the Finance Workshop at the University of Rochester for their comments and criticisms, inparticular G. Benston, M. Canes, D. Henderson, K. Leffler, J. Long, C. Smith, R. Thompson, R. Watts, and J. Zimmerman.Our theory helps explain:1. why an entrepreneur or manager in a firm which has a mixed financial structure(containing both debt and outside equity claims) will choose a set of activities for thefirm such that the total value of the firm is less than it would be if he were the sole owner and why this result is independent of whether the firm operates in monopolisticor competitive product or factor markets;2. why his failure to maximize the value of the firm is perfectly consistent withefficiency;3. why the sale of common stock is a viable source of capital even though managers donot literally maximize the value of the firm;4. why debt was relied upon as a source of capital before debt financing offered any taxadvantage relative to equity;5. why preferred stock would be issued;6. why accounting reports would be provided voluntarily to creditors and stockholders,and why independent auditors would be engaged by management to testify to the accuracy and correctness of such reports;7. why lenders often place restrictions on the activities of firms to whom they lend, andwhy firms would themselves be led to suggest the imposition of such restrictions;8. why some industries are characterized by owner-operated firms whose sole outsidesource of capital is borrowing;9. why highly regulated industries such as public utilities or banks will have higher debtequity ratios for equivalent levels of risk than the average nonregulated firm;10. why security analysis can be socially productive even if it does not increase portfolioreturns to investors.1.2 Theory of the Firm: An Empty Box?While the literature of economics is replete with references to the “theory of the firm,”the material generally subsumed under that heading is not actually a theory of the firm but rather a theory of markets in which firms are important actors. The firm is a “black box” operated so as to meet the relevant marginal conditions with respect to inputs and outputs, thereby maximizing profits, or more accurately, present value. Except for a few recent and tentative steps, however,we have no theory which explains how the conflicting objectives of the individual participants are brought into equilibrium so as to yield this result. The limitations of this black box view of the firm have been cited by Adam Smith and Alfred Marshall, among others. More recently, popular and professional debates over the “social responsibility” of corporations, the separation of ownershipand control, and the rash of reviews of the literature on the “theory of the firm” have evidenced continuing concern with these issues.2A number of major attempts have been made during recent years to construct a theory ofthe firm by substituting other models for profit or value maximization, with each attempt motivatedby a conviction that the latter is inadequate to explain managerial behavior in large corporations.3Some of these reformulation attempts have rejected the fundamental principle of maximizing2 Reviews of this literature are given by Peterson (1965), Alchian (1965, 1968), Machlup (1967), Shubik (1970), Cyert and Hedrick (1972), Branch (1973), Preston (1975).3 See Williamson (1964, 1970, 1975), Marris (1964), Baumol (1959), Penrose (1958), and Cyert and March (1963). Thorough reviews of these and other contributions are given by Machlup (1967) and Alchian (1965). Simon (1955) developed a model of human choice incorporating information (search) and computationalcosts which also has important implications for the behavior of managers. Unfortunately, Simon’s work hasoften been misinterpreted as a denial of maximizing behavior, and misused, especially in the marketing and behavioral science literature. His later use of the term “satisficing” (Simon, 1959) has undoubtedlycontributed to this confusion because it suggests rejection of maximizing behavior rather than maximization subject to costs of information and of decision making.behavior as well as rejecting the more specific profit-maximizing model. We retain the notion of maximizing behavior on the part of all individuals in the analysis that follows.41.3 Property RightsAn independent stream of research with important implications for the theory of the firmhas been stimulated by the pioneering work of Coase, and extended by Alchian, Demsetz, and others.5A comprehensive survey of this literature is given by Furubotn and Pejovich (1972). While the focus of this research has been “property rights”,6the subject matter encompassed is far broader than that term suggests. What is important for the problems addressed here is that specification of individual rights determines how costs and rewards will be allocated among the participants in any organization. Since the specification of rights is generally affected through contracting (implicit as well as explicit), individual behavior in organizations, including the behaviorof managers, will depend upon the nature of these contracts. We focus in this paper on the behavioral implications of the property rights specified in the contracts between the owners and managers of the firm.1.4 Agency CostsMany problems associated with the inadequacy of the current theory of the firm can alsobe viewed as special cases of the theory of agency relationships in which there is a growing4 See Meckling (1976) for a discussion of the fundamental importance of the assumption of resourceful, evaluative, maximizing behavior on the part of individuals in the development of theory. Klein (1976) takesan approach similar to the one we embark on in this paper in his review of the theory of the firm and the law.5 See Coase (1937, 1959, 1960), Alchian (1965, 1968), Alchian and Kessel (1962), Demsetz (1967), Alchian andDemsetz (1972), Monson and Downs (1965), Silver and Auster (1969), and McManus (1975).6 Property rights are of course human rights, i.e., rights which are possessed by human beings. The introduction of the wholly false distinction between property rights and human rights in many policy discussions is surely one of the all time great semantic flimflams.literature.7 This literature has developed independently of the property rights literature even though the problems with which it is concerned are similar; the approaches are in fact highly complementary to each other.We define an agency relationship as a contract under which one or more persons (the principal(s)) engage another person (the agent) to perform some service on their behalf whichinvolves delegating some decision making authority to the agent. If both parties to the relationshipare utility maximizers, there is good reason to believe that the agent will not always act in the best interests of the principal. The principal can limit divergences from his interest by establishing appropriate incentives for the agent and by incurring monitoring costs designed to limit the aberrant activities of the agent. In addition in some situations it will pay the agent to expend resources (bonding costs) to guarantee that he will not take certain actions which would harm the principal or to ensure that the principal will be compensated if he does take such actions. However, it is generally impossible for the principal or the agent at zero cost to ensure that the agent will make optimal decisions from the principal’s viewpoint. In most agency relationships the principal and the agent will incur positive monitoring and bonding costs (non-pecuniary as well as pecuniary), and in addition there will be some divergence between the agent’s decisions8andthose decisions which would maximize the welfare of the principal. The dollar equivalent of the reduction in welfare experienced by the principal as a result of this divergence is also a cost of the agency relationship, and we refer to this latter cost as the “residual loss.”We define a gency costs as the sum of:7Cf. Berhold (1971), Ross (1973, 1974a), Wilson (1968, 1969), and Heckerman (1975).8 Given the optimal monitoring and bonding activities by the principal and agent.1. the monitoring expenditures by the principal,92. the bonding expenditures by the agent,3. the residual loss.Note also that agency costs arise in any situation involving cooperative effort (such as the co- authoring of this paper) by two or more people even though there is no clear-cut principal-agent relationship. Viewed in this light it is clear that our definition of agency costs and their importanceto the theory of the firm bears a close relationship to the problem of shirking and monitoring of team production which Alchian and Demsetz (1972) raise in their paper on the theory of the firm.Since the relationship between the stockholders and the managers of a corporation fits the definition of a pure agency relationship, it should come as no surprise to discover that the issuesassociated with the “separation of ownership and control” in the modern diffuse ownership corporation are intimately associated with the general problem of agency. We show below that an explanation of why and how the agency costs generated by the corporate form are born leads to atheory of the ownership (or capital) structure of the firm.Before moving on, however, it is worthwhile to point out the generality of the agency problem. The problem of inducing an “agent” to behave as if he were maximizing the “principal’s” welfare is quite general. It exists in all organizations and in all cooperative efforts—at every level of management in firms,10in universities, in mutual companies, in cooperatives, in9 As it is used in this paper the term monitoring includes more than just measuring or observing the behaviorof the agent. It includes efforts on the part of the principal to ‘control’ the behavior of the agent throughbudget restrictions, compensation policies, operating rules, etc.10 As we show below the existence of positive monitoring and bonding costs will result in the manager of acorporation possessing control over some resources which he can allocate (within certain constraints) tosatisfy his own preferences. However, to the extent that he must obtain the cooperation of others in orderto carry out his tasks (such as divisional vice presidents) and to the extent that he cannot control theirbehavior perfectly and costlessly they will be able to appropriate some of these resources for their ownends. In short, there are agency costs generated at every level of the organization. Unfortunately, theanalysis of these more general organizational issues is even more difficult than that of the ‘ownership andgovernmental authorities and bureaus, in unions, and in relationships normally classified as agency relationships such as those common in the performing arts and the market for real estate. The development of theories to explain the form which agency costs take in each of these situations (where the contractual relations differ significantly), and how and why they are born will lead to arich theory of organizations which is now lacking in economics and the social sciences generally.We confine our attention in this paper to only a small part of this general problem—the analysis of agency costs generated by the contractual arrangements between the owners and top management of the corporation.Our approach to the agency problem here differs fundamentally from most of the existing literature. That literature focuses almost exclusively on the normative aspects of the agency relationship; that is, how to structure the contractual relation (including compensation incentives) between the principal and agent to provide appropriate incentives for the agent to make choices which will maximize the principal’s welfare, given that uncertainty and imperfect monitoring exist. We focus almost entirely on the positive aspects of the theory. That is, we assume individuals solve these normative problems, and given that only stocks and bonds can be issued as claims, we investigate the incentives faced by each of the parties and the elements entering into the determination of the equilibrium contractual form characterizing the relationship between the manager (i.e., agent) of the firm and the outside equity and debt holders (i.e., principals).1.5 General Comments on the Definition of the firmRonald Coase in his seminal paper entitled “The Nature of the Firm” (1937) pointed out that economics had no positive theory to determine the bounds of the firm. He characterized thecontrol’ issue because the nature of the contractual obligations and rights of the parties are much morevaried and generally not as well specified in explicit contractual arrangements. Nevertheless, they exist andwe believe that extensions of our analysis in these directions show promise of producing insights into aviable theory of organization.bounds of the firm as that range of exchanges over which the market system was suppressed and where resource allocation was accomplished instead by authority and direction. He focused onthe cost of using markets to effect contracts and exchanges and argued that activities would be included within the firm whenever the costs of using markets were greater than the costs of usingdirect authority. Alchian and Demsetz (1972) object to the notion that activities within the firm aregoverned by authority, and correctly emphasize the role of contracts as a vehicle for voluntary exchange. They emphasize the role of monitoring in situations in which there is joint input or team production.11 We are sympathetic to with the importance they attach to monitoring, but we believethe emphasis that Alchian and Demsetz place on joint input production is too narrow and therefore misleading. Contractual relations are the essence of the firm, not only with employees but with suppliers, customers, creditors, and so on. The problem of agency costs and monitoring exists forall of these contracts, independent of whether there is joint production in their sense; i.e., joint production can explain only a small fraction of the behavior of individuals associated with a firm.It is important to recognize that most organizations are simply legal fictions12which serveas a nexus for a set of contracting relationships among individuals.This includes firms, non-profit institutions such as universities, hospitals, and foundations, mutual organizations such as mutual savings banks and insurance companies and co-operatives, some private clubs, and even governmental bodies such as cities, states, and the federal government, government enterprises such as TVA, the Post Office, transit systems, and so forth.11 They define the classical capitalist firm as a contractual organization of inputs in which there is ‘(a) jointinput production, (b) several input owners, (c) one party who is common to all the contracts of the jointinputs, (d) who has rights to renegotiate any input’s contract independently of contracts with other input owners, (e) who holds the residual claim, and (f) who has the right to sell his contractual residual status.’12 By legal fiction we mean the artificial construct under the law which allows certain organizations to betreated as individuals.The private corporation or firm is simply one form of legal fiction which serves as a nexusfor contracting relationships and which is also characterized by the existence of divisible residualclaims on the assets and cash flows of the organization which can generally be sold without permission of the other contracting individuals. Although this definition of the firm has little substantive content, emphasizing the essential contractual nature of firms and other organizations focuses attention on a crucial set of questions—why particular sets of contractual relations arise for various types of organizations, what the consequences of these contractual relations are, and how they are affected by changes exogenous to the organization. Viewed this way, it makes littleor no sense to try to distinguish those things that are “inside” the firm (or any other organization)from those things that are “outside” of it. There is in a very real sense only a multitude of complex relationships (i.e., contracts) between the legal fiction (the firm) and the owners of labor, material and capital inputs and the consumers of output.13Viewing the firm as the nexus of a set of contracting relationships among individuals alsoserves to make it clear that the personalization of the firm implied by asking questions such as “what should be the objective function of the firm?” or “does the firm have a social responsibility?” is seriously misleading. The firm is not an individual. It is a legal fiction which serves as a focus for a complex process in which the conflicting objectives of individuals (some ofwhom may “represent” other organizations) are brought into equilibrium within a framework of contractual relations. In this sense the “behavior” of the firm is like the behavior of a market, thatis, the outcome of a complex equilibrium process. We seldom fall into the trap of characterizing13 For example, we ordinarily think of a product as leaving the firm at the time it is sold, but implicitly or explicitly such sales generally carry with them continuing contracts between the firm and the buyer. If theproduct does not perform as expected the buyer often can and does have a right to satisfaction. Explicitevidence that such implicit contracts do exist is the practice we occasionally observe of specific provisionthat ‘all sales are final.’the wheat or stock market as an individual, but we often make this error by thinking about organizations as if they were persons with motivations and intentions.141.6 Overview of the PaperWe develop our theory in stages. Sections 2 and 4 provide analyses of the agency costsof equity and debt respectively. These form the major foundation of the theory. In Section 3, wepose some questions regarding the existence of the corporate form of organization and examinesthe role of limited liability. Section 5 provides a synthesis of the basic concepts derived in sections2-4 into a theory of the corporate ownership structure which takes account of the trade-offs available to the entrepreneur-manager between inside and outside equity and debt. Some qualifications and extensions of the analysis are discussed in section 6, and section 7 contains a brief summary and conclusions.2. The Agency Costs of Outside Equity2.1 OverviewIn this section we analyze the effect of outside equity on agency costs by comparing the behavior of a manager when he owns 100 percent of the residual claims on a firm with his behavior when he sells off a portion of those claims to outsiders. If a wholly-owned firm is managed by the owner, he will make operating decisions that maximize his utility. These decisions14 This view of the firm points up the important role which the legal system and the law play in social organizations, especially, the organization of economic activity. Statutory laws sets bounds on the kinds of contracts into which individuals and organizations may enter without risking criminal prosecution. Thepolice powers of the state are available and used to enforce performance of contracts or to enforce thecollection of damages for non-performance. The courts adjudicate conflicts between contracting parties and establish precedents which form the body of common law. All of these government activities affect both the kinds of contracts executed and the extent to which contracting is relied upon. This in turn determines the usefulness, productivity, profitability and viability of various forms of organization. Moreover, new laws as well as court decisions often can and do change the rights of contracting parties ex post, and they can anddo serve as a vehicle for redistribution of wealth. An analysis of some of the implications of these facts is contained in Jensen and Meckling (1978) and we shall not pursue them here.will involve not only the benefits he derives from pecuniary returns but also the utility generated by various non-pecuniary aspects of his entrepreneurial activities such as the physical appointmentsof the office, the attractiveness of the office staff, the level of employee discipline, the kind andamount of charitable contributions, personal relations (“friendship,”“respect,” and so on) with employees, a larger than optimal computer to play with, or purchase of production inputs from friends. The optimum mix (in the absence of taxes) of the various pecuniary and non-pecuniary benefits is achieved when the marginal utility derived from an additional dollar of expenditure (measured net of any productive effects) is equal for each non-pecuniary item and equal to the marginal utility derived from an additional dollar of after-tax purchasing power (wealth).If the owner-manager sells equity claims on the corporation which are identical to his own(i.e., which share proportionately in the profits of the firm and have limited liability), agency costswill be generated by the divergence between his interest and those of the outside shareholders,since he will then bear only a fraction of the costs of any non-pecuniary benefits he takes out in maximizing his own utility. If the manager owns only 95 percent of the stock, he will expend resources to the point where the marginal utility derived from a dollar’s expenditure of the firm’s resources on such items equals the marginal utility of an additional 95 cents in general purchasing power (i.e., his share of the wealth reduction) and not one dollar. Such activities, on his part, canbe limited (but probably not eliminated) by the expenditure of resources on monitoring activities bythe outside stockholders. But as we show below, the owner will bear the entire wealth effects ofthese expected costs so long as the equity market anticipates these effects. Prospective minority shareholders will realize that the owner-manager’s interests will diverge somewhat from theirs; hence the price which they will pay for shares will reflect the monitoring costs and the effect of the divergence between the manager’s interest and theirs. Nevertheless, ignoring for the momentthe possibility of borrowing against his wealth, the owner will find it desirable to bear these costsas long as the welfare increment he experiences from converting his claims on the firm into general purchasing power15 is large enough to offset them.As the owner-manager’s fraction of the equity falls, his fractional claim on the outcomesfalls and this will tend to encourage him to appropriate larger amounts of the corporate resourcesin the form of perquisites. This also makes it desirable for the minority shareholders to expendmore resources in monitoring his behavior. Thus, the wealth costs to the owner of obtaining additional cash in the equity markets rise as his fractional ownership falls.We shall continue to characterize the agency conflict between the owner-manager and outside shareholders as deriving from the manager’s tendency to appropriate perquisites out of the firm’s resources for his own consumption. However, we do not mean to leave the impression that this is the only or even the most important source of conflict. Indeed, it is likely that the most important conflict arises from the fact that as the manager’s ownership claim falls, his incentive to devote significant effort to creative activities such as searching out new profitable ventures falls.He may in fact avoid such ventures simply because it requires too much trouble or effort on his part to manage or to learn about new technologies. Avoidance of these personal costs and the anxieties that go with them also represent a source of on-the-job utility to him and it can result inthe value of the firm being substantially lower than it otherwise could be.2.2 A Simple Formal Analysis of the Sources of Agency Costs of Equity and Who Bears ThemIn order to develop some structure for the analysis to follow we make two sets of assumptions. The first set (permanent assumptions) are those which will carry through almost allof the analysis in sections 2-5. The effects of relaxing some of these are discussed in section 6.15 For use in consumption, for the diversification of his wealth, or more importantly, for the financing of ‘profitable’ projects which he could not otherwise finance out of his personal wealth. We deal with these issues below after having developed some of the elementary analytical tools necessary to their solution.。
Appendix:Disclosure on Internal Control SystemsAs a Substitute of Alternative GovernanceMechanismsAccording to agency theory, various governance mechanisms reduce the agency problem between investors and management (Jensen and Meckling, 1976; Gillan, 2006). Traditionally, governance mechanisms have been identified as internal or external. Internal mechanisms include the board of directors, its role, structure and composition (Fama, 1980; Fama and Jensen, 1983), managerial share ownership (Jensen and Meckling, 1976) and incentives, the supervisory role played by large shareholders (Demsetz and Lehn, 1985), the internal control system (Bushman and Smith, 2001), bylaw and charter provisions (anti-takeover measures) and the use of debt financing (Jensen, 1993). External control is exerted by the market for corporate control (Grossman and Hart, 1980), the managerial labor market (Fama, 1980) and the product market (Hart, 1983).After the various financial scandals that have shaken investors worldwide, corporate governance best practices have stressed in particular the key role played by the internal control system (ICS) in the governance of the firm. Internal control systems contribute to the protection of investors’ interests both by promoting and giving assu rance on the reliability of financial reporting, and by addressing the boards’ attention on the timely identification, evaluation and management of risks that may compromise the attainment of corporate goals. These functions have been widely recognized by the most diffused frameworks for the design of ICS that have stated the centrality of internal control systems in providing reasonable assurance to investors regarding the achievement of objectives concerning the effectiveness and efficiency of operations, the reliability of financial reporting and the compliance with laws and regulations (COSO, 1992; 2004).Notwithstanding their relevance, investors cannot directly observe ICSs and therefore cannot get information on their design and functioning because they areinternal mechanisms, activities and processes put in place within the organization (Deumes and Knechel, 2008).As investors take into account the costs they sustain to monitor management when pricing their claims (Jensen and Meckling 1976), management have incentives to communicate information on the characteristics of the ICS in order to inform investors on the effectiveness of ICS when other monitoring mechanisms (the ownership structure of the firm and the board of directors) are weak, and thereby providing them with the convenient level of monitoring (Leftwich et al., 1981). The possible existence of substitution among different mechanisms has been debated in corporate governance literature (Rediker and Seth, 1995; Fernandez and Arrondo, 2005) based on Williamson’s (1983) substitute hypothesis, which argues that the marginal role of a particular control mechanism depends upon its relative importance in the governance system of the firm.In this paper, we contend that disclosure on the characteristics of ICS is a relevant alternative governance mechanism in the monitoring package selected by the management. According to Leftwich et al. (1981) “managers select a monitoring package, and the composition of the chosen package depends on the costs and benefits of the various monitoring devices” (p. 59).In particular, we focus particular on the relationship between ICS disclosure and two other mechanisms of the monitoring package ( the ownership structure of the firm and the board of directors) that according to literature (Jensen and Meckling, 1976; Fernandez and Arrondo,2005; Gillan, 2006) play a relevant role in monitoring management’s behavior. We posit that incentives for reporting on the ch aracteristics of ICS depend on the supervisory role played by t he firms’ ownership structure and board of directors.We therefore examine the contents and extent of ICS disclosure of 160 European firms listed in four different stock exchanges (London, Paris, Frankfurt and Milan) on a three-year period (2003 - 2005). By using this international sample, we are able to the depict some features of different institutional environments.We find evidence that disclosure on ICS is a substitute for the monitoring role played by other governance mechanisms as ownership concentration, institutional ownership, the proportion of independent directors sitting on the board and the proportion of accounting expert members on the audit committee.We add to previous literature on the governance role played by disclosure on ICS by adopting a complete disclosure framework that allows us to consider in detail the content and extent of information the management discretionarily communicates on the ICS of the firm. While corporate governance best practices ask for the disclosure on the characteristics of the ICS, they do not provide instructions on whatmanagement should disclose and on the extent of such disclosure. Such lack of instructions leaves management with a discretionary choice on the narrative content of ICS disclosure.This paper off ers empirical support for Williamson’s (1983) substitute hypothesis among different governance mechanisms and it has relevant policy implications.While most corporate governance studies consider disclosure as a complementary mechanism management adopts to reinforce the governance system of the firm (Chen and Jaggi, 2000; Eng and Mak, 2003; Barako et al., 2006) and indeed provide contrasting results, in this study we show that disclosure on ICS substitutes for other governance mechanisms. This means that not necessarily better governance implies greater transparency and disclosure. Firms adhere to corporate governance best practices by disclosing information on the ICS and such disclosure is more extensive when investors need more assurance about the protection of their interests, when other governance mechanisms are weak. On the other side, when the governance system is sound, management have less incentives to extensively disclose information on the ICS, as this is a costly activity and its benefits are overwhelmed by the other governance mechanisms.The evidence provided by the empirical research has important policy implications, because it offers insights to firms and practitioners on the relevance of disclosure on internal control systems as a monitoring mechanism for investors. The remainder of the paper is structured as follows. The next section reviews the theoretical background and develops the research hypotheses. The research method isdescribed in section 3, followed by results discussed in section 4. Concluding remarks are presented in the last section.Theoretical Background and Hypotheses DevelopmentAccording to corporate governance literature, the main internal monitoring mechanisms are the board of directors, the ownership structure of the firm, and the internal control system (Gillan, 2006). In particular, ICSs play a central role in the protection of investors’ interests both assuring the reliability of financial reporting and promoting the timely identification, assessment and management of relevant risks that encumber upon the business. The centrality of ICS in corporate governance has been widely recognized by the vast majority of codes of best practice1.In order to express their concerns and price their claims, investors need to get information on the design and functioning of monitoring mechanisms. In the cases of mechanisms like the ownership structure and the board of directors, information concerning structure and composition, type and composition ofcommittees in place, number of meetings and so on, is publicly available. In some other cases, the enforcement of reporting on ICS weaknesses or material deficiencies - like those required by the SOX - provide investors with relevant information about possible gaps in the functioning of the ICS (Leone, 2007).Nevertheless, specific information on the characteristics of the ICS is indeed more difficult and expensive to gather because ICSs are complex sets of activities and processes carried out internally to the firm (Deumes and Knechel, 2008; Bronson et al., 2006). Indeed, while corporate governance best practices require to disclose information on the ICS, they do not provide instruction on the narrative contents of ICS disclosure. Therefore, investors are unlikely to be informed about the nature, extent, processes and quality of internal controls, unless disclosure on the characteristics of the ICS is provided by the management. The content and extent of such disclosure will depend on the existing monitoring package (Leftwich et al., 1981; Williamson, 1983) of the firm.At the best of our knowledge, disclosure on the specific characteristics and functioning of ICS has been deserved poor attention. While the introduction of theSOX in the USA, and the related requirement for disclosure on ICS deficiencies or material weaknesses has increasingly attracted academic interest in recent times (among the others see Ash Baugh et al., 2007; Doyle et al., 2007; Leone, 2007), only few studies focused on the specific characteristics of ICS disclosure.Bronson et al. (2006) examine firm characteristics associated to disclosure on ICS before it was made mandatory by SOX. They find a positive association between the likelihood of issuing a management report on internal control and corporate governance variables like the number of audit committee meetings and the percentage of institutional shareholders. Deumes and Knechel (2008) identify a list of six disclosure items that capture the ICS information generally available in the annual reports of firms analyzed. They find that the disclosure index on ICS is significantly associated to variables that proxy for the agency costs of equity and with variables that proxy for agency costs of debt.According to our theoretical framework, if disclosure on ICS acts as an alternative governance mechanism, when the pricing of claims is high (Jensen and Meckling, 1976) -due to the fact that the other various monitoring devices already in place are not effective enough to limit the costs of the agency relationship - we expect that disclosure on ICS acts as substitute for other monitoring mechanisms in order to reduce the overall intensity of agency conflicts (Williamson, 1983, Fernandez and Arrondo, 2005).In order to test this hypothesis, we focus on two fundamental elements of the monitoring package,besides the disclosure on ICS: the ownership structure and the board of directors. Corporate governance studies identify three proxies for the supervisory role of the ownership structure: i) the supervisory role of large investors, ii) the monitoring role of institutional investors and iii) the alignment effect of managerial ownership. We expect that the incentives for management to disclose information on the firm’s ICS will be higher for those firms where the monitoring r played by the owners is weaker.Literature and empirical evidences attribute to large shareholders a key supervisory role. Kang and Shivdasani (1995) detected a positive association between the presence of large shareholders and management’s turnover in underperforming firms. On the other side, a disperse ownership is usually associated to a lower monitoring ability and greater information symmetries (Shleifer and Vishny, 1986; Zeckhauser and Pound, 1990; Barako et al. 2006).Alternatively said, the direct supervision performed by large shareholders reduces the need for alternative monitoring mechanisms. Consequently, we expect that incentives to disclose on ICS are higher when the ownership is diffused.Institutional investors also play a relevant supervisory role. While individual investors in public firms have little incentive to monitor management as they are exposed to private costs against which there are public benefits (Grossman and Hart, 1980), institutional investors have higher incentives to play an active monitoring role on the management because of their large voting power (Milgrom and Roberts, 1992). Moreover, institutional investors can access to management through privileged information channels, in order to get disclosure on the firm’s operations (S chadewitz and Blevins, 1998). Thus we expect that in presence of institutional investors, management have lower incentives to disclose on ICS.The last proxy for the supervisory role of the ownership structure is the managerial ownership. It is generally accepted that management’s stock ownership contributes to the alignment of managerial and shareholders’ interes ts (Jensen and Meckling, 1976; Bronson etal., 2006; Deumes and Knechel, 2008), thus reducing the agency conflicts inside the firm (Eng and Mak, 2003; Fernandez and Arrondo, 2005 Cheng and Courtenay, 2006). As managerial stock ownership reduces the need for monitoring, we expect that incentives to disclose on ICS are higher when the level of managerial ownership is lower.Boards of directors play a crucial role in monitoring management as shareholders delegate to them the power to control managerial decisions. Previous literature (Carcelo and Neal, 2000;Fernandez and Arrondo, 2005; Krishan, 2005) identifies different proxies for the capability of the board to monitor managerial behavior : i) the proportion of independent directors, ii) the presence of CEO duality, iii) the presence of accounting experts and iv) the monitoring ability of the audit committee. We expect that the more powerfulthe monitoring role of the board of directors, the lower the incentives for management to disclose information on ICS. Independent directors are expected to monitor the activities of the board and to limit managerial opportunism (Fama, 1980; Fama and Jensen, 1983). Empirical evidences support this expectation. Rosenstein and Wyatt (1990) explain the positive stock price effects associated to the appointment of a new independent director in terms of positive reaction signals of the markets to the monitoring role played by the outsiders. A number of studies document a positive relationship between the proportion of independent directors on the board and firms’ performance (Baysinger and Butler, 1985; Goodstein and Boeker, 1991; Pearce and Zahra, 1992): the proportion of independent directors of the board is considered a proxy of the capability of the board to control managerial actions (Fernandez and Arrondo, 2005) thus supporting a positive association between the proportion of independent members of the board and effectiveness of their monitoring role. Therefore, we expect that the higher the presence of independent directors, the lower incentives for management to voluntarily disclose on ICS.-- Sergio Beretta. Disclosure on Internal Control Systems-As a Substitute ofAlternative Governance Mechanisms, Bocconi University,Press.2009.附录:内部控制系统披露—一种可替代的管理机制根据代理理论,各种治理机制减少了投资者和管理者之间的代理问题(Jensen and Meckling, 1976; Gillan, 2006)。
外交政策分析的路径与模式[①]《外交评论》2011年第6期内容摘要:虽然外交政策是我们理解国际关系的关键,但与国际政治研究相比,外交政策研究尚处于“初级阶段”。
本文对外交政策分析的特征、价值进行了总结,并从社会科学研究的四种分析模式出发,对现有外交政策分析文献进行了分类归纳。
根据本文的归纳,外交政策分析存在四种路径九种模式。
但是,不管那种路径与模式都未能解决外交政策分析的三个关键难题,因而并不能对外交政策提供令人满意的分析。
为此,本文最后指出,如何整合不同路径与不同模式以提供一个综合分析框架是外交政策分析面临的难题。
关键词:外交政策分析、施动者-结构、解释、理解[作者简介]李志永,湖北人,对外经济贸易大学国际关系学院讲师,主要研究方向为国际政治理论、外交政策分析、中国外交、公共外交等,lizhiyong0424@。
通信地址:北京市朝阳区惠新东街10号对外经济贸易大学国际关系学院,诚信楼8层72号信箱(100029)。
克里斯托夫·希尔指出,“外交政策是我们理解国际关系的核心部分,即使它远难称得上这一问题的全部。
由于某些好的和坏的理由,它目前被忽视了,但它必须回答中心位置。
”[②]保罗·科维特(Paul Kowert)也指出,“由利益可能截然不同的公民所组成的民族国家怎样才能选择合适的外交(或任何其他)政策以服务于‘公共’利益呢?这一集体行为问题以及与其相关的国家合作途径问题,都是国际关系的主导性问题。
”[③]换句话说,国家的外交政策到底是如何决定的及其行为规律构成了国际关系研究的主导性问题,这正是外交政策分析要回答的根本主题。
本文将从方法论与认识论入手,对外交政策分析的主要路径与模式进行回顾与总结,以推动我们对外交政策的理解,促进外交政策分析研究的深化。
一、外交政策分析的特征与价值国际关系是行为体(现今主要是国家)互动造就的人类现象,而就单个行为体而言,任何由国家引起的重大国际政治现象均是不同外交决策或决策[④]相互作用的结果。
The ProblemMaori and Pasifika students in NZ education: Low achievement statistics in national qualifications Identified as problematic in terms of:Literacy and languageSchool suspensions/exclusionsOverviewCurrent Ministry of Education initiatives/critiqueAn argument for the consideration of hybridity theory Hybridity in a South Auckland schoolstudents’ views on complexity, education and barriersCurrent initiativesCritique:Assumptions - pedagogy, deficit, responsibilityMarginalisationInstitutional racismFocus of this presentation:Students constructed as culturally homogenous and static Student perceptions rarely consideredHybridityA theory of cultural identity - 6 relevant tenetsMultiple places/influences - spaces betweenComplexity, fluidity, dynamismProcessAnti-essentialistConfusion, uncertaintyAgency and structureHybridityBesley (2002)”The notion of hybridisation as it applies to kids in the post-modern era refers to their negotiation of the local and the global and the intrusion, imposition and inter-connectedness of these special and cultural locations. Kids assemble their identities in the globalmarket place on the basis of what their local culture predisposes them to make.” (p. 10, my emphasis)Hybridity in a South Auckland school•Low SES secondary school in South Auckland, NZ•Ethnic make-up:Mäori 23%, Samoan 35%, Cook Island 25%,Tongan 9%, Niuean 5%, Indian 1%, Other 2%•Research question:- How do Maori and Pasifika students in this school view their learning experiences and relate these to their culture?• A series of groups and individual interviewsHybridity in a South Auckland schoolHybridisation - a dynamic and active process- agency and structureThree themes1. Cultural places: school, home, church, and friends2.3. Structure and identityHybridity in a South Auckland schoolTheme 1: Cultural places: school, home, church, and friendsThe Interface between school and home:Conflicting perceptions of schooling/ expectationsAgency - QuestioningFualaau (17 year old, Samoan)“Um voicing out my opinions like being able to talk in class.I’ve been able to take that back home in my homeenvironment and talk back to my parents like not...in a goodway like saying what I thought was wrong and right”Theme 1: Cultural places: school, home, church, and friends Interface between school and church:ConflictAgency and questioningTyah (17, Cook Island and Tahitian):[I disagree with] all the stuff about [no] sex before marriage, nodating guys and …religion is your first priority before your family, friends, relationships and schoolI come with my own decisions in life now, I do what I think is rightfor me now, if my family disagrees on something then I don’t really care I go with what I want to go withTheme 1: Cultural places: school, home, church, and friendsInterface between school and friends:ComplexityParents viewed friends as a distractionSchool is where my friends areSignificant support to follow my dreamsFriends provide a breathing spaceLisa (18, Cook Island and Samoan)With my friends …I can be loud and be myself …my friends are the biggest influence on meTheme 2: CollisionsChanging behavioursFualaau (17 year old, Samoan)when we go home we don’t …take our things we do at school Sione (18 year old, Tongan):your language and your tones of voice just …automatically switchesTheme 2: CollisionsGoing QuietFualaau (17 year old, Samoan):I’ll be quiet I’ll probably just sit there and let the teacher and theparent talk ‘cause my mum will think I’m trying to hide something if I’m talking too much.Sione (18 year old, Tongan):I just be quiet…I think it’s the fear of saying the wrong thing ‘causelike with the guys and [they] talk about sex and then the girlsoverhear and it would be like they would think you’re a perv[ert] or something yeah, so I’d just rather be quiet.Theme 3: Structure and identitySchool is supportive but…•Conflicting messages within school•Barriers to entering tertiary educationTheme 3: Structure and identityConflicting messages within schoolQuestioning is encouraged but conformity is requiredMihi: (17, Maori) They [the teachers] want us to look good, bepunctual, be on our good behaviour…Jenny (17, Maori) trying to make us do well at school…Mihi: (17, Maori) don’t do anything bad on school grounds,and respect.Theme 3: Structure and identityBarriers to tertiary educationTertiary institutions don’t careAdrian (17, Cook Island)I don’t think they care [universities]…if you can get yourdiploma then it’s up to youIndividualism - I have to changeFualaau (17, Samoan)I think I’ll have to change my way of learning because they [theuniversity] teach differently…they just talk a lot…I find it hardto learn like thatConclusionsInitiatives addressing underachievement need to recognise:•The agency and voices of students•The complexity of students’ lives and environments•The problems with essentialist assumptionsSchools need to:•Recognise the diverse/complex spaces students engage with •Allow students to actively examine influences/crossovers•Challenge essentialist perspectivesReferencesAlton-Lee, A. 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