1986/08/01 by Sanford J. Grossman, Oliver Hart · 8 citations
Economics, Econometrics and Finance · Decision Sciences · #Economic theories and models #Auction Theory and Applications #Law, Economics, and Judicial Systems #Residual #Productivity #Property rights #Business #Theory of the firm #Control (management) #Industrial organization #Microeconomics #Law and economics #Economics
paper · doi:10.1086/261404
openalex publication_date 1986/08/01 · openalex created_date 2025/10/10 · openalex updated_date 2026/08/05
Our theory of costly contracts emphasizes the contractual rights can by of two types: specific rights and residual rights. When it is costly to list all specific rights over assets in the contract, it may be optimal to let one party purchase all residual rights. Ownership is the purchase of these residual rights. When residual rights are purchased by one party, they are lost by a second party, and this inevitably creates distortions. Firm 1 purchases firm 2 when firm 1's control increases the productivity of its management more than the loss of control decreases the productivity of firm 2's management.