"Why is the enterprise a principal-agent relationship?"
A: Shareholders do not take part in the operation when they set up an enterprise with money, and the manager gets paid for the operation of the enterprise, which is enjoyed by shareholders.
Shareholders call the manager to entrust, and the manager helps.
Second, why is the principal-agent relationship between the owners and shareholders of an enterprise?
This is the principal-agent problem between shareholders and managers and between shareholders and creditors caused by the separation of enterprise ownership and management rights. ?
1、? Between shareholders and operators:? As the owner of the enterprise, shareholders entrust the operators to manage the enterprise. Operators hope? Get more benefits while improving shareholders' profits. Shareholders want to use the smallest? Manage costs to maximize returns. Therefore, what is the personal goal of the operator? Conflict with shareholders' goals. This conflict can be resolved through a series of incentives, interventions and punishments. Mechanism for coordinating solutions. ?
2、? Between shareholders and creditors: after an enterprise borrows money from creditors, it forms a principal-agent relationship. Shareholders will harm the interests of creditors to some extent when they realize their goal of maximizing wealth. Therefore, creditors use restrictive clauses to avoid infringement of interests. Once the interests are infringed, or cut off business dealings with enterprises, or compensate possible losses at higher interest rates.
3. Principal-agent relationship among shareholders, creditors and operators?
This is the principal-agent problem between shareholders and managers and between shareholders and creditors caused by the separation of enterprise ownership and management rights. ?
1、? Between shareholders and operators:? As the owner of the enterprise, shareholders entrust the operators to manage the enterprise. Operators hope? Get more benefits while improving shareholders' profits. Shareholders want to use the smallest? Manage costs to maximize returns. Therefore, what is the personal goal of the operator? Conflict with shareholders' goals. This conflict can be resolved through a series of incentives, interventions and punishments. Mechanism for coordinating solutions. ?
2、? Between shareholders and creditors: after an enterprise borrows money from creditors, it forms a principal-agent relationship. Shareholders will harm the interests of creditors to some extent when they realize their goal of maximizing wealth. Therefore, creditors use restrictive clauses to avoid infringement of interests. Once the interests are infringed, or cut off business dealings with enterprises, or compensate possible losses at higher interest rates.
4. What is the principal-agent relationship between the owner and the owner's representative?
The legal characteristics of the principal-agent relationship can be summarized as follows: the agent exercises the agency right within the scope authorized by the principal and implements the agency behavior; The principal's interests depend on the agent's behavior; An agent acts in the name of the principal, but the legal consequences of his actions shall be borne by the principal.
There are many kinds of principal-agent relationships in modern enterprise structure, and the types of principal-agent relationships are different from different division angles. Let's divide it from two angles.
(1) From the perspective of the governance structure of modern enterprises, we find that there are the following three principal-agent relationships in enterprises:
① Principal-agent relationship between the shareholders' meeting and the board of directors. The shareholders' meeting is the highest authority in the joint-stock company, and it cannot directly manage the enterprise. Therefore, the shareholders' meeting elected some shareholders to form the board of directors to manage the enterprise. Therefore, the first-level principal-agent relationship between the shareholders' meeting and the board of directors has been formed. The general meeting of shareholders (all shareholders) is the principal and the board of directors is the agent. The board of directors is entrusted by all shareholders to manage the enterprise, and the board of directors is responsible to all shareholders.
(2) The principal-agent relationship between the board of directors and the management. Entrusted by all shareholders, the board of directors shall guide and supervise the operation and management activities of the enterprise. However, the board of directors generally does not directly manage the enterprise, but is only responsible for some major project decisions. Members of the board of directors may not have the ability to manage the enterprise, so the board of directors will hire people with management ability to directly manage the enterprise and be responsible for the daily affairs of the enterprise. Management authority is entrusted by the board of directors to specifically manage and operate the enterprise, independently implement the decision-making plan within the scope authorized by the board of directors, and be responsible for daily management. This forms a two-level principal-agent relationship within the enterprise, in which the board of directors is the principal and the management is the agent.
(3) Principal-agent relationship between management authorities and department managers. The management organization independently manages the enterprise within the scope authorized by the board of directors. In order to fulfill the agency responsibility, the management will hire department managers to take charge of the daily work of each department and give them certain rights. Therefore, there is a third-level agency relationship between the management and the department manager. The management is the principal and the department manager is the agent.
There are three levels of principal-agent relationship in enterprises, forming a network of principal-agent relationship, the top of which is the shareholders' meeting and the bottom is the managers of various departments.
(2) From the concentration of the company's equity, we get the following two principal-agent relationships:
① Under the decentralized shareholding structure, the core principal-agent relationship of corporate governance is the agency problem between shareholders and managers. Under the condition of decentralized ownership, the manager becomes the actual controller of the company. When both parties pursue the maximization of their respective interests, the problem that the interests of the manager as an agent are inconsistent with the interests of shareholders, that is, the interests of the principal, arises. This issue has become the core issue of corporate governance. At this point, the main problem to be solved in corporate governance is how to prevent other shareholders from hitchhiking. From the above point of view, it can be concluded that the contract between the principal and the agent is incomplete and the information is asymmetric, so the agency cost will inevitably occur. In order to reduce the agency cost, we must establish a perfect incentive and restraint mechanism for agents, so that the interests of managers are consistent with their own. In general, this state is difficult to achieve because managers are constantly pursuing the maximization of their own interests.
(2) Under the centralized ownership structure, the principal-agent relationship in enterprises mainly has the following two aspects:
First, the above-mentioned principal-agent relationship between shareholders and managers has caused a series of agency problems because of information asymmetry and both sides are pursuing the maximization of their own interests. Corporate governance has studied the solution to this agency problem, but under the structure of centralized ownership, this agency relationship is not the most important one.
Second, the principal-agent relationship between controlling shareholders and minority shareholders-the problem of controlling shareholders encroaching on the interests of minority shareholders has become the core issue of corporate governance in the near future. In this case, on the one hand, the controlling shareholder can obtain and try to increase the public interest of control, that is, in order to improve the company's value, enhance the decision-making power and supervision efficiency, and make the equity tend to be concentrated. Facts show that the existence of major shareholders or controlling shareholders will alleviate the agency problem with managers. However, due to the concentration of equity, the controlling shareholders or companies in the stock market crash have more right to speak and vote, and even played a decisive role in some major issues. Controlling shareholders or controlling shareholders can control more actual control rights by issuing multiple stocks, cross-shareholding and pyramid structure, so as to gain more control rights and enjoy benefits. In addition, the controlling shareholder or major shareholder can even seek the self-interest of control through insider information, speculative transactions, related party transactions, investment and financing decisions that are beneficial to them, and interest output. At this time, the primary problem to be solved in corporate governance is no longer the agency problem between shareholders and managers, but the agency problem caused by controlling shareholders encroaching on the interests of minority shareholders and protecting their rights and interests.