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现有关于董事会-高管层关系的研究主要基于代理理论、管家理论和资源依赖理论。但三种理论均没有指出真正决定董事会—高管层关系的关键因素及其作用机理。结合战略管理的制度观学说,发现:制度环境与战略决策所蕴含的激励结构是否相容,是决定悖论情景下董事会—高管层关系的关键因素。当两者相容合时,董事会和高管层之间呈现合作状态。当两者相偏离时,在委托代理双方的最小利益目标约束范围内,董事会和高管层之间的关系表现为消极合作(消极竞争)。当偏离程度超出委托代理双方的最小利益目标约束范围时,董事会和高管层之间表现为激烈竞争状态。
The existing research on the relationship between the board of directors and senior management is mainly based on the theory of agency, stewardship and resource dependence. However, none of the three theories pointed out the key factors that determine the relationship between the board of directors and senior management and its mechanism. Combined with the institutionalist view of strategic management, it is found that whether the institutional environment and the incentive structure contained in strategic decision-making are compatible is the key factor that determines the relationship between board of directors and senior management under the paradox. When the two are compatible, there is a state of cooperation between the board of directors and senior management. When the two depart from each other, the relationship between the board of directors and the senior management shows negative cooperation (negative competition) within the limits of the minimum interest of the two parties. When the deviations exceed the scope of the minimum interest of both agents, the competition between the board of directors and senior management is fierce.