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AGENCY PROBLEM AND INVESTMENT

AGENCY

AGAENCY
Shareholders are the ultimate
principals; top managers are the
stockholders’ agents. But
middleman- agers and employees
are, in turn, agents of top
management
The problem is to get everyone
working together to maximize
value

This chapter describes how companies


grapple
. with that problem.
We first describe the temptations that
can divert managers from maximizing
shareholder value and then discuss
how those temptations are blocked or
at least diluted
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WHAT AGENCY PROBLEMS SHOULD YOU WATCH OUT
FOR?

AGENCY
REDUCED EFFORT ENTRENCHING INVESTMENT
Finding and implementing positive-NPV projects Projects designed to require or reward the skills
can be a high-effort, high-pressure activity. of existing managers are called entrenching
Managers may be drawn to slack off. investments.

PERKS OVERINVESTMENT
Managers are tempted to spend wastefully on Investing beyond the point where NPV falls to
upscale office accommodations, meetings zero. The temptation to overinvest is highest
scheduled at luxury resorts, private jets, and so when the firm has plenty of cash but limited
on. investment opportunities. Michael Jensen called
this the free-cash-flow problem

EMPIRE BUILDING INSUFFICIENT DISINVESTMENT.


Other things equal, managers prefer to run large There is also a reluctance to disinvest, especially
businesses rather than small ones when jobs are at stake. Sometimes value is added
by selling off a factory or product line or closing
down a loss-making business

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Agency Problems
Don’t Stop at the Top
THE BYPASS WON’T WORK
Top management must rely on analysis done at lower levels

INVESTMENT DECISIONS THAT TOP


MANAGERS DO NOT SEE
He or she can’t afford the time or the technical knowledge to
investigate every alternative that was considered but rejected by
the project’s sponsors.

MANY CAPITAL INVESTMENTS DON’T


APPEAR IN THE CAPITAL BUDGET
These include research and development, worker training, and
marketing outlays designed to expand a market or lock in satisfied
customers.
SMALL DECISIONS ADD UP
Operating managers make investment decisions every day. They
may carry extra inventories of raw materials so they won’t have to
worry about being caught short
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Although there’s plenty of blame to pass around
Example: Agency Costs for the subprime crisis, some of it must go to
the managers who promoted and sold the
and Subprime Mortgages subprime mortgages.
Were they acting in shareholders’ interests or
their own interests? We doubt that their
shareholders would have endorsed the
managers’ tactics if the shareholders could have
seen what was really going on.
We think that the managers would have been
much more cautious if they had not had the
chance for another fat bonus before their
game ended. If so,
the financial crisis was
partly an agency problem,
not value maximization run amok.
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