对公司股东与利益相关者的比较研究--一个契约理论的扩展分析

主流的企业契约或契约连接点理论对解释现代公司提供了一个具有说服力的规范性理由,尤其在与股东的关系方面.但契约理论本身并没有具体要求其研究的主体必须是股东还是利益相关者.更有甚者,该理论允许任何处于契约连接点的各方通过相互同意所达成的经济组织方式.本文通过对该理论的一个简单扩展,对股东和利益相关者作了进一步的比较,其结论可以缓解我们对这二者之间对立性的认识,并对现实的公司具体的激励机制设计有所帮助.

Comparative Study into the Theory on Corporate Contract and the Theory on Stakeholders

It is of significance how to understand the common grounds and differences between the theory on corporate contract and the theory on parties interested, with which the corporate issues can further be recognized and explained. This paper, therefore, makes a comparative study on them by in an attempt to develop a general framework for theoretical analysis. The conclusion is that the antagonistic relation between the two to corporate concept manifests specifically that between the stockholder and the party interested, caused by the assumption on the differences in degree of asset exclusivity provided by the stockholder and the party interested for the corporation. Different assumption leads to different protective mode, namely the mode of contract or trust. Moreover, the theory on corporate contract or on contract linking point, offers a convincing and standardized reason for the explanation of modern company.