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Managerial Autonomy, Allocation of Control Rights, and Optimal Capital Structure

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  • Arnoud W. A. Boot
  • Anjan V. Thakor

Abstract

We examine the design of control rights of external financiers, and how these interact with the firm's security issuance and capital structure when the firm's initial owners and managers may disagree with new investors over project choice. The first main result is an ex ante managerial preference for "soft" financial claims that maximize managerial project-choice autonomy, which is in contrast to agency theory. Second, a dynamic "pecking order" of cash, equity, and debt emerges. Additional results explain equity issuance at high prices, the drifting of leverage ratios with stock returns, cash hoarding, and debt usage without taxes, agency, or signaling. The Author 2011. Published by Oxford University Press on behalf of The Society for Financial Studies. All rights reserved. For Permissions, please e-mail: journals.permissions@oup.com., Oxford University Press.

Suggested Citation

  • Arnoud W. A. Boot & Anjan V. Thakor, 2011. "Managerial Autonomy, Allocation of Control Rights, and Optimal Capital Structure," The Review of Financial Studies, Society for Financial Studies, vol. 24(10), pages 3434-3485.
    • Handle: RePEc:oup:rfinst:v:24:y:2011:i:10:p:3434-3485
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    File URL: http://hdl.handle.net/10.1093/rfs/hhr045
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    Cited by:

    1. Ulrike Malmendier & Vincenzo Pezone & Hui Zheng, 2023. "Managerial Duties and Managerial Biases," Management Science, INFORMS, vol. 69(6), pages 3174-3201, June.
    2. Malmendier, Ulrike M. & Pezone, Vincenzo & Zheng, Hui, 2020. "Managerial Duties and Managerial Biases," CEPR Discussion Papers 14929, C.E.P.R. Discussion Papers.
    3. Thakor, Anjan V., 2015. "Strategic information disclosure when there is fundamental disagreement," Journal of Financial Intermediation, Elsevier, vol. 24(2), pages 131-153.
    4. Acharya, Viral V. & Thakor, Anjan V., 2016. "The dark side of liquidity creation: Leverage and systemic risk," Journal of Financial Intermediation, Elsevier, vol. 28(C), pages 4-21.
    5. Fulghieri, Paolo & Dicks, David, 2015. "Ambiguity, Disagreement, and Allocation of Control in Firms," CEPR Discussion Papers 10400, C.E.P.R. Discussion Papers.
    6. Huang, Sheng & Maharjan, Johan & Thakor, Anjan V., 2020. "Disagreement-induced CEO turnover," Journal of Financial Intermediation, Elsevier, vol. 43(C).
    7. Juan M. Ortner & Martin C. Schmalz, 2018. "Disagreement and Optimal Security Design," CESifo Working Paper Series 6906, CESifo.
    8. John Y Zhu, 2022. "Anticipating Disagreement in Dynamic Contracting [An incomplete contracts approach to financial contracting]," Review of Finance, European Finance Association, vol. 26(5), pages 1241-1265.
    9. Bargeron, Leonce L. & Lehn, Kenneth & Moeller, Sara B. & Schlingemann, Frederik P., 2014. "Disagreement and the informativeness of stock returns: The case of acquisition announcements," Journal of Corporate Finance, Elsevier, vol. 25(C), pages 155-172.
    10. Gutiérrez Oscar & Ortín-Ángel Pedro, 2016. "Entrepreneurship and the Legal Form of Businesses: The Role of Differences in Beliefs," Review of Law & Economics, De Gruyter, vol. 12(1), pages 119-151, March.
    11. Schmalz, Martin & Ortner, Juan, 2018. "Disagreement and Security Design," CEPR Discussion Papers 12596, C.E.P.R. Discussion Papers.

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