Incomplete Contracts and Firm Boundaries: New Directions

Wouter Dessein

The Journal of Law, Economics, and Organization, 2014, vol. 30, issue suppl_1, i13-i36

Abstract: The seminal work by Grossman and Hart (1986 "The Costs and Benefits of Ownership: A Theory of Vertical and Lateral Integration", 94 Journal of Political Economy 691–19.) made the study of firm boundaries susceptible to formal economic analysis, and illuminated an important role for markets in providing incentives. In this essay, I discuss some new directions that the literature has taken since. As a central challenge, I identify the need to provide a formal theory of the firm in which managerial direction and bureaucratic decision-making play a key role. Merging a number of existing incomplete contracting models, I propose two approaches with very different contracting assumptions. As in transaction cost economics, a central element in those theories is the presence of a central office that directs and coordinates the actions of subordinates. More novel, I highlight the superior ability of nonintegrated firms to adapt to a changing environment. JEL: D23, D83, D86, L22, L23.

Date: 2014
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