Professional Documents
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Strategy
September 2007
Abstract
This paper uses a principal-agent model to investigate how the business environment af-
fects the decision to delegate or centralize project selection authority. Delegation is optimal
when the level of competition is low, economic conditions are moderately, but not extremely,
favorable, and good and bad projects are relatively dissimilar. Delegating …rms also compete
more aggressively, suggesting a link between strategy and structure. Finally, there is an inverse
U-shaped relationship between the number of competitors for a project and the value realized
by the project’s sponsor, implying that competition among counterparties in the "value net"
does not always bene…t the focal enterprise.
1 Introduction
Two long-standing and related questions in management research are how to tailor a …rm’s or-
ganizational form (a) to its strategy, which dates at least from Chandler (1962), and (b) to the
environment, which dates at least from Lawrence and Lorsch (1967). In turn, a key issue in organi-
zational design is whether to use an incentive contract to induce employees to make good decisions
on the organization’s behalf or whether to rely on a costly monitoring technology to make decisions
centrally. Although the formal analysis of the choice between delegation and centralization is the
I am grateful for helpful comments to John Asker, Heski Bar-Isaac, Kose John, Alexander Ljungqvist, Anthony
Saunders, and Bernard Yeung. Errors and omissions are the author’s sole responsibility.
y
Columbia Business School, Uris Hall, New York, NY 10027; dr2175@columbia.edu.
1
subject of a vast literature, the e¤ects of competitive strategy and the environment on this choice
have been largely unexplored. This paper …lls this gap by providing a formal analysis of how the
environment, and how, in reciprocal fashion, organizational form is linked to a …rm’s competitive
strategy and a¤ects other parties in a …rm’s "value net" (Brandenburger and Nalebu¤, 1996). The
results also shed light on which combinations of …rm strategy and organizational form are likely to
result in better …rm performance, given prevailing economic and competitive conditions.
Managerial decisions come in many forms. Empirical evidence suggests that the question of
whether to delegate authority over "very routine tasks" is not related to …rm strategy (Miller 1988:
303) and thus may be more a matter of day-to-day operational e¢ ciency. It is therefore important
to focus on "big" managerial decisions that may impact a …rm’s competitive trajectory. Among the
biggest decisions are those that relate to project choice, which inevitably involves capital budgeting
and the investment of …rm capital (Holmström and Ricart i Costa, 1986). A project could be a new
plant, a potential acquisition, or, more generally, the procurement of a "strategic factor," which can
alter a …rm’s competitiveness at a stroke (Barney, 1986). In some industries, moreover, investment
of …rm capital is a core activity, as in banking through the loan-making function. Credit evaluation
This paper considers a model where a …rm run by a risk-neutral principal hires a risk-neutral
agent with limited liability for the purpose of evaluating a project that, if undertaken, requires
the investment of …rm capital. There is also a risk-neutral counterparty to the transaction whom
we will label the project’s "sponsor" and which could be a seller, investee, or borrower, depending
on the context. The principal may, at a cost, implement a monitoring technology that veri…es
the attributes of the project; such a technology could be the principal’s own costly evaluation
e¤orts, a corporate planning team, or (in a banking context) a credit control department. Call this
centralization. Alternatively, the principal may rely on an incentive contract to induce the agent
to make an appropriate decision on the principal’s behalf. Call this delegation. Under delegation,
the principal does not bear the cost of monitoring. At the same time, the principal cannot verify
Since the agent’s e¤ort is not subject to moral hazard under centralization, the principal may pay
the agent a ‡at wage. Under delegation, in contrast, the agent must be o¤ered a lottery consisting
2
of a high payment (reward) for a successful project, a low payment (penalty) for an unsuccessful
project, and a reservation wage for rejecting the project. The spread in wage outcomes is restricted
by the agent’s limited liability, making wages for delegation higher than for centralization. Whether
of incentivizing the agent with the former is o¤set by the cost of the monitoring technology with
the latter.
An important aspect of delegation is that the agent must be given incentives not to accept or
reject a project "blindly," i.e., without having expended costly e¤ort to gather information about it.
When the probability is high that a randomly-selected project is "good,", i.e., has a positive NPV,
inducing the agent not to accept blindly requires a relatively large spread in wage outcomes. When
the probability is high that the agent will exert costly e¤ort yet have to settle for the reservation
wage, inducing the agent not to reject blindly also requires a large spread in wage outcomes. In
either case, delegation is relatively costly vis-à-vis centralization. In similar fashion, the "…ner the
distinction" between good and bad projects, i.e., the more similar they are, the more high-powered
must be the agent’s incentives under delegation and thus the greater is delegation’s relative cost.
To wit, suppose the principal wishes to evaluate a project where the amount to be invested
is uncertain either because the reservation price of the sponsor is unknown to the principal or
because there may be other …rms competing for the project who might outbid the focal …rm. Call
the …rst case "limited monopoly" and the second "competition." In either case, the lower the price
the focal principal o¤ers the sponsor, the higher is the probability that the sponsor will reject the
o¤er, and thus the more often that the principal’s agent under delegation will have to settle for
the reservation wage. The relative cost of delegation is accordingly decreasing in the principal’s
o¤er, implying that delegating …rms compete more aggressively (i.e., o¤er sponsors higher prices)
than centralizing …rms. Thus, (a) aggressive competition and delegation and (b) accommodating
competition and centralization are both ideal "strategy con…gurations" (Miller, 1986), whereas the
other combinations are not. For similar reasons, as the probability of being outbid increases with
the number of …rms competing for the project, so too does the relative cost of delegation, prompting
an increase in the proportion of …rms that centralize. We thus have a clear prediction that the
3
Another interesting feature is that competition simultaneously reduces …rms’ability to extract
sponsor surplus and increases the risk that the focal …rm’s evaluation costs will be wasted because
the …rm is outbid by a competitor. The …rst e¤ect is dominant for low levels of competition, and
the second e¤ect for high levels. In consequence, there is an inverse U-shaped relationship between
the number of competing …rms and the price o¤ered sponsors such that the level of competition
that maximizes sponsor pro…ts is precisely the level where the competing …rms make zero pro…t in
expectation. As the level of competition moves beyond that point, the average price received by the
sponsor declines. This has implications for the optimal number of relationships a …rm should retain
in its "value net" and suggests that the classic view that more competition among counterparties
is bene…cial for the focal enterprise may not always obtain (e.g., Porter, 1979).
Now, consider economic conditions. It is natural to assume that the proportion of good projects
would be lower in recession and higher when the economy is booming.1 In this model, when
economic conditions are particularly good, it is relatively expensive to induce an agent under
delegation not to accept blindly; and, in corresponding fashion, when economic conditions are
particularly bad, it is relatively expensive to induce the agent not to reject blindly. The implication
is that centralization is optimal at peaks and valleys of the economic cycle, with delegation being
Finally, on a more abstract level, the "meaningfulness" of the distinction between good and
bad projects is likely to vary among business environments. We can think of a good project as an
opportunity to move to a higher peak on a business landscape à la Levinthal (1997), whereas a bad
project represents a "false step" into a trough. Now, the greater is the distance from trough to
peak, the …ner is the distinction between them. In other words, the more similar are the good and
bad projects, the more high-powered must be the agent’s incentives under delegation, and thus the
higher is delegation’s relative cost. In this way, we can map features of the "topography" of the
The work herein is also related to several strands of literature in formal economic theory. The
interaction between organizational form and project choice has been considered by Stein (2002),
who studies how the level of information "hardness" in the environment a¤ects whether stand-
1
In the banking literature, for instance, authors have assumed that the proportion of creditworthy borrowers in
the economy is positively related to the business cycle [e.g., Ruckes (2004)].
4
alone …rms do better than a single integrated holding company in allocating capital to competing
projects. Here, the model considers a single project, and the question is how best to assess it.
In a paper from the literature on the interaction between managerial incentives and competition,
Hermalin (1994) shows that, in a market share game, the best response to another …rm providing
strong incentives may be to provide weak incentives; this may lead otherwise identical …rms to
adopt heterogenous compensation schemes. In a similar setting, Vroom (2006) …nds that it may
be optimal for one …rm to decentralize and use incentives to behave aggressively, while the other
…rm does the opposite. We also …nd that ex ante identical …rms may adopt heterogenous strategies
and organizational forms, but the result is driven by how competition a¤ects the relative cost of
delegation and centralization. This paper considers project choice in the face of managerial moral
hazard. This general setting has been considered by Lambert (1986), who focuses on the trade-o¤
between motivating the agent to work hard and motivating the agent to make a good investment
decision, and Ross (2007), who treats project choice in a multitasking context.
The model herein posits a competitive framework where …rms assume a cost for the right
to make o¤ers against an unknown number of competitors. Related work includes Janssen and
Rasmusen (2002), which treats Bertrand competition with an unknown number of competitors and
no cost to compete, and Sharkey and Sibley (1993), which analyzes Bertrand competition with a
known number of competitors and a …xed cost to compete. Unlike the present work, neither of
those papers considers how competition a¤ects organizational form. In addition, in Janssen and
Rasmusen (2002), the expected winning o¤er monotonically deteriorates from the perspective of
the …rm making the o¤er (i.e., the price charged declines) as the number of competitors increases,
and in Sharkey and Sibley (1993), the expected winning o¤er monotonically improves; here, there is
a non-monotonic relationship between the expected winning o¤er and the number of competitors.
The remainder of the paper is organized as follows. Section 2 develops a principal-agent model of
project choice where the principal of a …rm with monopoly power is uncertain about the reservation
price of the project’s sponsor. Section 3 studies competitive interaction in the absence of monopoly
power. Section 4 examines how changes in economic conditions interact with the decision to delegate
or centralize. Section 5 considers variation in the similarity of good and bad projects. Section 6
discusses empirical implications and concludes. The Appendix contains proofs and formal analysis
5
2 Limited Monopoly
Consider a risk-neutral principal who seeks to maximize the pro…ts of an entity that has a project
that, if undertaken, requires the investment of …rm capital. We will call this entity the "…rm." The
principal can be regarded as the …rm’s owner whose investment portfolio is su¢ ciently diversi…ed
that the principal is risk-neutral with respect to the …rm’s pro…ts. There is a risk-neutral coun-
terparty to the investment transaction, whom we will dub the "sponsor." The sponsor could be
the seller of an asset, an investee, or a borrower, depending on the context. One period later, the
project yields a positive return R if it "succeeds," which occurs with probability 1 d; otherwise,
the project "fails," yielding 0. With probability , d = d, and with probability 1 , d = d, where
0 < d < d < 1. Let I be the minimum price the sponsor will accept. I is known only to the sponsor,
but it is common knowledge that, across the population of sponsors, I H (I) on 0 < I; I . It is
also assumed that d is su¢ ciently high and R su¢ ciently low that accepting the project "blindly,"
To gather information about the project, the principal must retain the services of an agent, who
can be regarded as the …rm’s manager. The agent is risk neutral, seeking to maximize a utility
function of the form w e, where w is wages received and e is a cost of e¤ort. The agent has a
In the …rst stage of the game, the principal o¤ers the agent a compensation contract, which
includes details of the o¤er to be made to the sponsor. The wage payments can vary according to
the future state of the world in the principal’s information set. For example, the payment made
when a project is "accepted" and succeeds may di¤er from that when a project is "rejected" or
is accepted but fails. Payments are enforceable, i.e., the principal cannot renege. At the time of
contracting, the principal also decides whether to delegate or centralize. Under delegation, the
principal gives the agent incentives in the employment contract that ensure the agent will make
a good decision about the project. Under centralization, the principal makes an investment M
in a monitoring technology, which allows the principal to evaluate the information that the agent
generates about the project and thereby make an informed decision without relying on the agent’s
2
If the counterparty is an investee or borrower, R
I
would be the maximum interest rate the counterparty would
accept. In a banking context, one might assume that I was …xed but that the borrower’s reservation interest rate R
was only known by the borrower. The model’s results are robust to this renormalization.
6
recommendation. The monitoring technology could represent the principal’s own costly evaluation
control department or quantitative credit scoring information system.3 The model is structured
so that a …rm either centralizes or delegates but not "both." This not only conforms to stylized
typologies of organizational form but also allows us to focus more sharply on the relative cost of
If the agent accepts the employment o¤er, the agent observes whether the principal is monitoring
and decides whether to exert costly e¤ort e to gather information about the project. If no e¤ort
is exerted, the agent learns nothing of the project’s quality but may still accept "blindly." If the
agent exerts the costly e¤ort, the agent learns the project’s quality, i.e., whether d = d or d = d.4
The agent then decides whether to pass the principal’s take-or-leave-it o¤er to the sponsor.5 The
probability the sponsor will accept the o¤er is exogenously given by the function q ( ), where
2 I; I is the price the principal o¤ers.6 Clearly, q (I) = 0 and q I = 1. q ( ) thus captures
the uncertainty the principal and agent have about the sponsor’s reservation price. Although the
principal sets and therefore knows q, if the project is rejected, the principal does not know whether
the agent has made an o¤er to a legitimate sponsor unless the principal has invested M and has
therefore veri…ed the project’s attributes. If the o¤er is made, the sponsor accepts or rejects the
o¤er. If the o¤er is accepted, the transaction occurs and the project then succeeds or fails. Finally,
7
Period Moves
t=0 - Principal o¤ers employment contract to Agent (including terms of o¤er to Spon-
- If Agent exerts e > 0, Agent learns d and Principal does as well if monitoring
The ideal employment contracts are a function of whether the principal is monitoring or not.
Centralization: The agent must be compensated for the costly e¤ort required to gather infor-
mation about the project; the principal, having invested M , ensures a good decision is made
Delegation: The agent must be compensated for the costly e¤ort required to gather informa-
tion about the project as well as induced to make a good decision about whether to accept
Under centralization, monitoring eliminates the moral hazard problem. We can therefore, with-
out loss of generality, restrict our attention to a ‡at wage contract, where the principal pays the
agent wc = e provided the agent does not shirk. The …rm’s pro…ts are then:
c = q ( ) [R (1 d) ] e M
Under delegation, the principal’s problem is more complicated, because the principal must use
8
incentives to induce the agent to undertake the desired behavior. Formally, the …rm’s pro…ts are
where wdH ; wdL ; wdR are respectively the reward for a successful project, penalty or low wage for a
project that fails, and the reservation wage if the project is rejected:
e
wdH =
d d (1 ) q( )
e 1 d+ d d
wdR =
d d (1 ) q( )
wdL = 0
Proposition 1 The pro…tability and wage payments for centralization and delegation under limited
Given that the ideal wage contract under delegation must meet a variety of incentive compati-
bility constraints, we would expect wages to be higher for delegation than for centralization. This
Proposition 2 Under limited monopoly, expected wages are higher for delegation than for central-
ization.
Proof. The di¤erence in expected wages for delegation and centralization is equal to:
e e 1 d+ d d e 1 d+ d d
q (1 d) + (1 q) e= >0
d d (1 ) q d d (1 ) q d d (1 ) q
It is up to the principal to decide which of the two organizational forms yields higher pro…ts.
9
Note that q a¤ects the …rm’s pro…ts in two ways, …rst by a¤ecting the probability that the …rm
will undertake a successful project, and second, under delegation, by a¤ecting the wage payments.
This means the relative pro…tability of the organizational forms changes systematically as q changes.
Proof. c and d are identical except for the di¤erence in wages. Di¤erentiating this di¤erence in
respect of q yields:
!
d e 1 d+ d d e 1 d+ d d
= <0
dq d d (1 ) q d d (1 ) q2
The intuition for this result is that the wages under delegation induce optimal investment
decisions using a lottery consisting of a reward (wdH > wdR ) and a penalty (wdL < wdR ). When
the project is good (d = d), the expected utility to the agent from this lottery is higher than
the utility from the reservation wage of wdR , but the lottery with favorable odds only arises in
proportion to q. Thus, as q declines, the reward and penalty are invoked more rarely and must
accordingly become more extreme, increasing the impact of the agent’s limited liability constraint.
This has implications for the terms the …rm o¤ers the sponsor. Given any 2 I; I ; q = H ( ).
Thus, the pro…t function for the …rm under centralization can be written:
c = H ( ) [R (1 d) ] e M
H ( ) + H 0 ( ) [R (1 d) ] =0
We thus have something akin to an industrial model of monopsony. H ( ) is like a supply curve,
and R (1 d) is the marginal value product. Marginal value does not vary with q ( ); thus, the
marginal value product curve is ‡at. M and e are …xed costs absorbed by the …rm. The marginal
cost curve lies above the supply curve, because increasing increases the o¤er for all sponsors,
7
This assumes H ( ) is di¤erentiable. It would be straightforward, but not instructive, to generalize the expression
to account for mass points, gaps, and in‡ection points in H ( ).
10
V
MC
S
MVPd
RÝ1 ? dÞ
V Dd MVPc
B
V Dc
A
not just the marginal sponsor.8 The supply curve and thus the marginal cost curve may "wiggle,"
re‡ecting changes in H 0 ( ). Because of the upper bound on I, the supply curve has a kink at I,
at which point it becomes vertical. The marginal cost curve has a kink at the same "quantity" but
at a higher "price." The marginal cost curve is thus a correspondence where supply is . Clearly,
the …rm would never o¤er more than I. Therefore, c is de…ned by the intersection of the marginal
value product and cost curves at some I. The corresponding probability a project is undertaken
11
In similar fashion, the pro…t function under delegation can be written as:
" ! #
e
d = H( ) R (1 d)
d d (1 ) H( )
e 1 d+ d d
(1 H ( ))
d d (1 ) H( )
e 1 d+ d d
= H ( ) [R (1 d) ] e
d d (1 ) H( )
We see that there is a …xed component, which does not depend on , and a variable component,
e 1 d+ d d H0 ( )
H ( ) + H 0 ( ) [R (1 d) ] + =0
d d (1 ) H ( )2
This is identical to the corresponding …rst-order condition for centralization, except for the last term
on the right, which is positive. This means that at c, the foregoing expression is positive. But
we can say more. Proposition 2 implies that marginal costs under delegation are less than those
under centralization, because the only di¤erence between the two is the higher expected wages
under delegation, which are everywhere decreasing in . In other words, because total wages are
decreasing in q under delegation, delegation gives the principal an incentive to lower the probability
that the o¤er will be refused. We can therefore conclude that d > c. This is depicted in Figure
1.
In consequence, the sponsor is unambiguously better o¤ when the principal delegates. If the
principal centralizes, the sponsor receives (expected) surplus equal to the area over the supply
curve, under the c price line, and to the right of the vertical axis. This area is labeled A in Figure
12
3 Competition
In the previous section, uncertainty arose over the sponsor’s reservation price. Here, we focus on
uncertainty that arises from competitive interaction. Assume, then, that H ( ) has a mass of 1 at
some I and that the market in question has N + 1 …rms, each with its own principal and agent
pair. Each principal may elect to hire the corresponding agent (i.e., make the agent an acceptable
employment o¤er) to gather information about a project chosen from a set of cardinality P , where
each project has a di¤erent sponsor. Each agent chooses a project and each principal determines
what to o¤er, in each case without knowing what the other agents and principals are doing. (We
will see below that this model of competition e¤ectively subsumes the case where the principals
know for certain how many others they are competing with for a given project.)
result of competitive interaction. This does not change the optimal contract for centralization, but
does alter the wage payments for delegation. The reason is that under monopoly, q ( ) was only
projects receive o¤ers. Thus, the payo¤ to an agent from accepting blindly, i.e., without evaluating
We must accordingly modify our previous results for the wage payments under delegation. These
e (1 (1 q ( )) )
wdH =
d d (1 ) q( )
e 1 d (1 ) + (1 d) q ( )
wdR =
d d (1 ) q( )
wdL = 0
We thus have:
Proposition 4 The pro…tability and wage payments for centralization and delegation under com-
As with the case of limited monopoly, expected wages are higher for delegation:
13
Proposition 5 Under competition, expected wages are higher for delegation than for centralization.
Proof. The di¤erence in expected wages for delegation and centralization is equal to:
e (1 (1 q) ) e 1 d (1 ) + (1 d) q e 1 d (1 ) + (1 d) q
q (1 d)+ (1 q) e = >0
d d (1 ) q d d (1 ) q d d (1 ) q
Again, as under limited monopoly, delegation becomes relatively more pro…table as q increases.
Proof. c and d are identical except for the di¤erence in wages. Di¤erentiating this di¤erence in
respect of q yields:
!
d e 1 d (1 ) + (1 d) q e 1 d
= <0
dq d d (1 ) q d d q2
We are now ready to characterize the competitive interaction. The analysis is con…ned to
symmetric equilibria.
Proposition 7 Where (i) N + 1 …rms compete for the projects of P sponsors, (ii) each …rm
undertakes at most one project, (iii) principal-agent pairs are randomly matched with sponsors,
and (iv) tie o¤ ers are randomly resolved, there is a unique symmetric subgame perfect equilibrium,
where: (a) each principal hires an agent with probability 2 (0; 1]; (b) each principal who hires
an agent, centralizes with probability 2 [0; 1] and makes an o¤ er according to the function Fc ( )
and, with probability 1 , delegates and makes an o¤ er according to the function Fd ( ); (c)
or d; d where c = d if is strictly between 0 and 1; and (e) the …rms make positive pro…ts
14
The intuition for the equilibrium is that, as per standard Bertrand arguments, outbidding will
defeat any potential equilibrium in pure strategies, except the equilibrium where one and only
principal hires an agent and makes an o¤er at the highest price consistent with nonnegative pro…ts.
But if only one principal does so (i.e., if only one principal hires an agent), the principal of that
…rm has a pro…table deviation to = I . At the same time, a …rm whose principal hires an agent
but does not make the winning o¤er incurs the cost of the agent’s wages and M , if applicable. So,
the principals randomize over their o¤ers on a compact support, the bottom of which is I . As long
as N is low enough that an o¤er of I results in weakly positive pro…ts even if every principal hires
an agent, then = 1. When N rises above this threshold, principals randomize over the decision
Obviously, the relative costs of delegation and centralization may be such that only one organi-
zational form is used in equilibrium. However, the implication of Proposition 6 is that the relative
cost of delegation increases with the probability of being outbid. Therefore, where the pro…tabil-
ity of the two forms is su¢ ciently "close," both are used, centralization for low o¤ers (where the
probability of being outbid is high), and delegation for high o¤ers (where the probability of being
Proposition 8 As N increases, the expected winning o¤ er increases until such point as …rms make
zero pro…ts in expectation. The expected winning o¤ er decreases with further increases in N . The
N where the expected winning o¤ er is at its maximum is either the lowest N where …rms make
This result arises from two o¤setting e¤ects. Competition not only reduces the ability of …rms to
extract project surplus from the sponsor but also increases the risk that a …rm will occur evaluation
costs yet not be able to undertake the project, because a competitor has made a better o¤er. The
…rst e¤ect dominates until the …rms are no longer making positive pro…ts from the project. Then,
the second e¤ect dominates, because …rms must earn more per project undertaken to cover the
rising probability of incurring evaluation costs in vain. Thus, the optimal level of competition
from the sponsor’s perspective is where there are enough competing …rms to bid up o¤ers to the
15
Vd
Fd
Vc = Vd
Fc
ID = Vc
Figure 2: Distribution of O¤ers
16
zero-pro…t level. Introducing more competition beyond that point lowers average o¤ers.
For similar reasons, competition changes the relative propensity of principals to adopt one
The intuition is as follows. Consider a situation where the principal of a monopoly …rm (N = 0)
would delegate. As we increase the number of competing …rms, the probability of winning the
project with a low o¤er (near I ) decreases, disproportionately reducing the pro…tability of dele-
gation. If M is not too large, principals start to randomize between organizational forms, using
centralization for lower o¤ers. As N rises further, the proportion of principals who centralize con-
tinues to increase until we reach the level of zero pro…ts. Then, further increases in N decrease the
average o¤er; but since lower o¤ers are associated with centralization, the proportion of principals
who centralize continues to rise. In other words, in the range of N where …rms make positive
pro…ts, the greater sensitivity of delegation to the possibility of being outbid prompts principals
to shift to centralization as N increases; in the range of N where …rms make zero pro…ts, the need
to compensate for the increasing probability of being outbid prompts principals to o¤er less when
they opt to compete at all, shifting o¤ers toward the lower values associated with centralization.
We thus have a clear empirical prediction that competition is associated with a higher incidence
Lastly, one could imagine a situation where the principals know for certain how many com-
petitors are in a position to make o¤ers for a project. This situation could arise if the sponsor
was known to have solicited o¤ers from certain …rms. In this case, the equilibrium operates very
similarly to the one described above, with the exception that as soon as there is more than one …rm,
principals randomize over the decision to hire an agent and the expected winning bid is decreasing
in N for all N > 1. In such a competitive environment, a sponsor should solicit o¤ers from two
17
4 Economic Conditions
It seems reasonable that the proportion of good projects ( ) would be a good proxy for economic
conditions. Indeed, economic conditions have been modeled this way in the literature on banking,
in which context the project’s sponsor would be a borrower. For example, in a recent paper on
how bank lending standards change in response to ‡uctuations in the business cycle, Ruckes (2004)
assumes that the proportion of borrowers who are creditworthy is positively associated with the
state of the economy. In this model, there is an inverse U-shaped relationship between and the
Proposition 10 Under either monopoly or competition, 9 2 (0; 1) where the relative pro…tability
at , then 9 ; such that 0 < < < < 1 and centralization is strictly more pro…table than
The mathematical intuition for this result is that as approaches 0 or 1, the spread in wage
outcomes under delegation becomes more extreme, magnifying the impact of the agent’s limited
liability constraint. The economic intuition is that the less "meaningful" the agent’s evaluation, the
more high-powered the incentives required to induce the agent to undertake it. In other words, as
moves closer to 1 (respectively, 0), it becomes more and more likely that the project is (respectively,
is not) good; therefore, it becomes progressively more expensive to induce the agent to exert costly
e¤ort rather than exerting no e¤ort and, respectively, accepting blindly or rejecting blindly and
expensive.11 The question is then whether there is an intermediate value where delegation is
optimal. Figure 3 depicts that situation. If such a exists, the implication is that the …rm will
shift systematically from centralization to delegation and back to centralization as the economic
18
Evaluation Costs
Delegation
Centralization
e+M
0 L LD L 1 L
19
5 Project Similarity
We would expect the di¤erence between good and bad projects to be small in some business
environments, in which case the added value from evaluating the project would be low, and in
other cases large, making project evaluation crucial. In our model, the di¤erence between good
and bad projects is operationalized by the parameter d. As the di¤erence between good projects
(d = d) and bad projects (d = d) shrinks, there is a monotonic decrease in the relative pro…tability
Proposition 11 Under either monopoly or competition, as d increases (or d decreases), holding the
other parameter values …xed, the relative pro…tability of delegation vis-à-vis centralization declines.
As with the analysis of above, the mathematical intuition of this result is that when d increases
(or d decreases), the denominator in the wage payments under delegation decreases, making the
spread in wage outcomes larger and thereby increasing the bite of the agent’s limited liability
constraint. From an economic point of view, the result is also intuitive. As d approaches d, the
agent is being asked to make an increasingly …ne distinction between good and bad projects, thus
requiring a progressively more high-powered, and thus more expensive, combination of incentives.
6 Discussion
The paper’s results give rise to …ve distinct sets of empirical implications. First, delegating …rms
o¤er better terms to project sponsors than centralizing …rms to reduce the probability that the o¤er
will be refused. This result obtains both in a monopoly setting and where delegating and centralizing
…rms compete with each other. Thus, in the M&A market, for example, we should expect to see
…rms that have delegated acquisition authority to, say, a divisional or regional manager o¤er higher
prices to target shareholders than …rms that retain that authority at headquarters. To the extent
that project sponsors can choose, moreover, they should position themselves to do business with
delegating …rms.
Second, as the number of competing …rms increases, the relative pro…tability and incidence of
centralization increase. In banking, then, where the selection of projects for investment is a core
20
activity, we should observe greater use of centralized lending procedures like quantitative credit
scoring in competitive banking markets than in markets with only a few banks. Furthermore, it
also follows that informationally-opaque segments of the loan market where centralized quantitative
credit scoring is not feasible (like highly-leveraged or small business loans) should have relatively
few competing banks and be regional, whereas markets amenable to quantitative techniques (like
US home mortgages or credit cards) should have a large number of geographically-dispersed com-
petitors.13 This is what we observe. More generally, we should expect companies to shift from
delegation to centralization and back as markets become more and less competitive.
Third, there is an inverse U-shaped relationship between the number of …rms competing for a
project and the relative favorability of the terms o¤ered the project’s sponsor, be it a seller, investee,
or borrower. This means that suppliers of strategic factors and other opportunities for investment
should position themselves in markets that are moderately, but not excessively, competitive. This
is a twist on the classic view in strategy that competition among counterparties bene…ts the focal
…rm (Porter, 1979). In the model herein, competition is only bene…cial up to the point where the
counterparties are no longer capturing any rent from the transaction. Beyond that, competition is
a lose-lose game.
while centralization is relatively pro…table when economic conditions are particularly good or bad,
suggesting …rms should follow a systematic pattern of reorganization across the business cycle. In
addition, this result explains a known empirical regularity in banking. There is a wealth of evidence
that banks tighten credit standards in recessions and that the credit tightening disproportionately
a¤ects informationally-opaque borrowers. Speci…cally, bank lending, in relative terms, ‡ows away
from small …rms to large (Gertler and Gilchrist, 1993) and away from riskier to safer credit risks
(Lang and Nakamura, 1993). While a number of theoretical explanations have been advanced
to account for the apparent procyclicality of bank lending, none account for the disproportionate
21
from the paper’s result that delegated lending is not cost e¤ective in recession and the fact that
Fifth, the …ner the distinction between good and bad projects, or, alternatively, the less mean-
ingful the project evaluation, the greater is the relative cost of delegation. This not only relates the
choice between delegation and centralization to the overall topography of the business landscape,
but also leads to speci…c empirical predictions. For instance, in the investment grade loan market,
we might expect the default probabilities between good and bad lending opportunities to be small,
because the rating agencies are providing an initial screen of borrowers which a bank may only be
able to re…ne modestly. In this case, centralized lending is likely to be pro…t-maximizing. In con-
trast, the market for strategic factors should often be characterized by large di¤erences in project
quality, where a well-considered project may lead to several years of supernormal pro…ts but an ill-
The foregoing implications may also be recast in terms of …rm performance. For example,
delegation and aggressive competition together comprise an ideal strategic con…guration and should
result in better …nancial performance than, say, centralization and aggressive competition. A
contribution of the paper is that it makes recommendations about what the ideal combinations
of strategy and organizational form are given the environment, rather than inferring that what is
Finally, the paper’s results give rise to a number of intriguing questions. For instance, it
would be interesting to examine whether project sponsors adapt their pro…le over time to the
organizational form adopted by buyers and other suppliers of capital. One could also study the
borrowers (Bernanke and Gertler, 1989, 1990). The argument is that the lower borrower net worth is, the greater
the risk-shifting agency costs associated with borrowing, and since borrower net worth is presumably lower when the
economic outlook is bleak, recessions may curtail bank lending. If, indeed, borrower net worth is more relevant for
informationally-opaque borrowers, a decline therein could account for the phenomenon in question. But a borrower’s
net worth provides downside protection to lenders regardless of whether the assets connected therewith have been
assigned as collateral or not. The chief virtue of collateral is that it prevents the borrower from liquidating the
secured asset and using the funds in a way that jeopardizes repayment of the loan. If one loan to a borrower is
secured and another loan is not, the secured loan will be repaid …rst with the proceeds of the security’s liquidation.
Now, it is well known that small borrowers use fewer lenders (Detragiache, Garella, and Guiso, 2000). Where a small
business uses only one bank, there is obviously no con‡ict among lenders over the assignment of collateral, but the
multiple lenders to a large corporation may blanche if a select few among them have security and the rest do not.
There is a commonly-used solution to that problem, however, which combines (a) a covenant called a negative pledge,
which prevents the borrower from using its assets as collateral for other loans, with (b) other covenants that limit
the borrower’s ability to sell assets or pay dividends. In this way, the unsecured banks preserve their claim on the
borrower’s net worth. Therefore, it is not necessarily true that ‡uctuations in borrower net worth should have a
greater impact on lending to informationally-opaque borrowers than on lending to other borrowers.
22
e¤ect of prior relationships on the relative pro…tability of delegation and centralization. Delegation
may be more pro…table where the agent is "familiar" with the project sponsor through repeated
interaction. There may also be interesting extensions in multitasking. For example, the manager
of a subsidiary might have an incentive to work harder at general management if the manager had
the authority to authorize capital for projects that arose in the normal course of business. These
Derivation of Optimal Wage Payments for Delegation (Limited Monopoly): The principal must
solve the following program, where functional arguments have been supressed and wdQ is the wage
maxwdH ;wdQ ;wdR ;wdL d = q [(R wdH ) (1 d) wdL d ] (1 q) wdQ (1 ) wdR s.t.
The IR constraint re‡ects the agent’s option to refuse the wage contract. IC 1 means the agent
does not shirk and collect the reservation payment with certainty. IC 2 means the agent does not
accept the project without screening. IC 3 and IC 4 ensure the agent will make a good decision
once the project’s type has been determined. Since d > d, IC 3 and IC 4 collectively mean that
wdH > wdL . IC 1 makes IC 3 redundant, and IC 2 makes IC 4 redundant. Rewriting IC 1 and IC
2 yields:
wdR (1 q) wdQ e
wdH (1 d) + wdL d +
q q
wdR (1 q) wdQ e
wdH 1 d + wdL d
q (1 )q
23
If the IR constraint binds, IC 1 must also bind, because wdR cannot be negative. This implies
that wdR = 0, which violates IC 2. Thus, the IR constraint must be slack. It is then evident from
the rewritten forms of IC 1 and IC 2 and the agent’s risk neutrality that we may, without loss of
generality, set wdQ = wdR . We then have wdH wdR wdL . It then follows that if IC 1 is slack,
the principal could raise wdR and lower wdH without lowering the objective function. Likewise,
if IC 2 is slack, the principal could raise wdL and lower a combination of wdR and wdH without
lowering the objective function. It is therefore weakly optimal for IC 1 and IC 2 to bind and for
e
wdH (1 d) = wdR +
q
e
wdH 1 d = wdR ,
(1 )q
Derivation of Optimal Wage Payments for Delegation (Competition): The principal must solve
maxwdH ;wdQ ;wdR ;wdL d = q [(R wdH ) (1 d) wdL d ] (1 q) wdQ (1 ) wdR s.t.
The constraints have the same meaning as in the derivation of the wage payments for delegation
24
redundant. Rewriting IC 1 and IC 2 yields:
wdR (1 q) wdQ e
wdH (1 d) + wdL d +
q q
e
wdR wdH 1 d + wdL d
(1 )
By an identical argument to the one used to derive the wage payments for delegation under limited
monopoly, the IR constraint is slack; we may, without loss of generality, set wdQ = wdR ; we have
wdH wdR wdL ; and it is weakly optimal for IC 1 and IC 2 to bind with wdL equal to zero,
yielding:
e
wdH (1 d) = wdR +
q
e
wdH 1 d = wdR ,
(1 )
Proof of Proposition 7: First, note that from a given principal’s perspective, the probability that
another particular …rm is not competing for the same project is 1 + (P 1) =P . Therefore,
the probability distribution of the number of additional o¤ers n for that project is described by a
N n
N! n P
n
n! (N n)! P P
Let us now establish that the principal will make an o¤er according to a continuous o¤er function
F ( ) de…ned on a compact support. Leave aside for a moment the issue of which organizational
form the principal adopts. Assume …rst that = 1. This means the …rms must be earning (weakly)
positive pro…ts in expectation from hiring an agent to pursue a particular project. De…ne as
the lowest return a …rm can receive with probability 1 (under either centralization or delegation,
whichever would result in a higher o¤er) and still earn the pro…ts in expectation that the …rm
would receive from o¤ering I and winning with probability [(P 1) =P ]N . The well-known logic of
Bertrand competition means that it cannot be an equilibrium for the principals to o¤er a particular
< with positive probability, as the principals would have a pro…table deviation to + . There
25
cannot be a mass point at either, since a principal could pro…tably deviate by transferring the
mass to a strictly positive number greater than or equal to I . Nor are there any gaps in the support
0 00 00
of F . Suppose, by way of contradiction, that there were an interval ; (with < ) where F 0
was 0. Then, given that there are no mass points in the support of F , there must be an > 0 such
that each principal would …nd it pro…table to transfer the probability measure of its o¤er function
00 00 0
from the interval ; + to , a contradiction. Now, the top of the support of F must be ,
for, otherwise, a principal could pro…tably deviate by making an o¤er just above the support of F ;
and the bottom of the support of F must be I , because the …rm will only win with an o¤er of
if it is the only …rm pursuing a particular project, in which case the most pro…table o¤er is the
pro…t-maximizing o¤er when N = 0, which, given the common reservation price of borrowers, is
I .
If, instead, < 1, the …rms must be earning zero pro…ts in expectation. In this case, de…ne
as the lowest return a …rm can receive with probability 1 (again, under either centralization or
delegation, whichever would result in a higher o¤er) and still earn zero pro…ts in expectation. The
characterization of F proceeds precisely as above with the exception that the reason there cannot
be a mass point at now is that, if there were, …rms would lose money in expectation from an o¤er
of .
Let us turn to the choice between delegation and centralization. It is evident that the relative
cost of the organizational forms may be such that, in equilibrium, only one is used, i.e., equals
0 or 1. Consider a potential equilibrium where every principal (who hires an agent) centralizes.
Starting from an o¤er of I , as increases, Fc increases and thus q increases at precisely the rate to
keep the focal …rm’s expected pro…t constant. But we know from Proposition 6 that as q increases,
the relative pro…tability of delegation rises. Therefore, the most pro…table deviation for a principal
where every principal who hires an agent delegates, the most pro…table deviation is to centralize
and bid I .
Proposition 6 also implies that the supports of Fc and Fd cannot overlap, because the blended
o¤er function F cannot simultaneously keep the pro…tability of both organizational forms equal
as changes. Therefore, given the relative pro…tability of delegation at high q, the support of Fd
26
We now show that symmetric equilibria are unique (modulo null set transformations of F and
ignoring knife-edge subsets of the parameter values). First, if N is small enough that each …rm earns
would earn negative pro…ts with an o¤er of I , then must be such that q (I ) = [(P ) =P ]N is
large enough that …rms earn zero pro…ts in expectation at a bid of I . Thus, is greater than 0,
less than or equal to 1, and uniquely determined. Now, consider . If it is an equilibrium for every
principal to delegate, then a deviation to centralization with an o¤er of I results in lower expected
pro…ts. Thus, in another candidate equilibrium where every principal centralizes with positive
probability, would be lower or would be lower, meaning that a deviation to delegation and an
o¤er of would be pro…table. Likewise, if it is an equilibrium for every principal to centralize, then
a deviation to delegation and an o¤er of results in lower pro…ts. This implies is higher than the
zero-pro…t o¤er under delegation (if one exists) in a candidate equilibrium where every principal
delegates with positive probability. Suppose, then, that there is no equilibrium with equal to 0
or 1, because centralization is more pro…table with an o¤er of I , but there is a pro…table deviation
to delegation and an o¤er of in any candidate equilibrium where every principal centralizes.
d c is thus positive at (as de…ned under delegation) and negative at some lower value. By
the continuity of both d and c in q, the di¤erence between these two functions must also be
continuous. Then, by the intermediate value theorem, there must be a q such that the di¤erence is
from 1 to some N 0 1 and then decreases as N increases further. Let F N be the equilibrium o¤er
function F when there are N + 1 principals. Suppose = 1. Since the expected pro…ts of each
…rm are declining in N , if N increases from N 1, the top of the support of F N is above that of
FN 1, and q ( ) declines for all within the support of F N 1. To analyze the range of N where
1 ax
Lemma 12 A function of the form 1 bx , where 0 < b < a < 1 is increasing in x; 8x > 0.
ax ln a bx ln b
+
1 ax 1 bx
27
We will demonstrate that this expression is always positive. Consider the derivative of the second
xbx 1 ln b bx 1 bx 1 x ln b
+ = +1
(1 bx )2 1 bx b 1 bx 1 bx
Signing this a matter of signing the term in parentheses. Applying L’Hôpital’s rule gives
x ln b x=b
lim = lim = 1
b!1 1 bx b!1 xbx 1
x ln b
There is no solution to 1 bx + 1 = 0 for any b 2 (0; 1). To see this, note that equality requires
that x ln b = bx 1. This occurs at b = 1. The derivatives of the two functions at that point are
both the terms inside the absolute value brackets are negative, we have our result.
Now, notice that if N N 0 , q does not change for any given , because q is precisely the q that,
given , results in zero pro…ts in expectation. Thus, we can solve for in terms of q at a bid of I :
[(P ) =P ]N = q (I )
1
(P ) =P = q (I ) N
[(P G ( )) =P ]N = q( )
1
1 q( ) N
G( ) = 1
1 q(I ) N
Now, let Gmax ( ) be the the probability that at least one o¤er is greater than or equal to for a
1 [(P G( ))=P ]N +1
Gmax ( )
1 [(P )=P ]N +1
N +1
1 q( ) N
= N +1
1 q(I ) N
N +1
This has the form of the function in the foregoing lemma, so increasing N (which lowers N for
28
N 1) lowers Gmax ( ) 8 .
Clearly, this shift in the weight of the cumulative distribution of Gmax ( ) as N increases beyond
N 0 has the e¤ect of decreasing the expected value of the winning o¤er conditional on an o¤er being
made. Without an integer constraint on N , N would be precisely the "number" of …rms where
…rms earned zero pro…ts in equilibrium. Given the integer constraint, the number N where the
conditional expected value of the winning o¤er is highest is either N 0 or the smallest integer less
than N 0 .
Proof of Proposition 9: There are two cases to consider. Let N 0 be as de…ned in Proposition 8
and suppose N N 0 , i.e., that < 1. As shown in the proof of Proposition 8, q ( ) is constant for
1
1 q( ) N
G( ) = 1
1 q(I ) N
1
We may then reapply Lemma 12 to see that as N increases (and thus N decreases), G ( ) decreases
8 . In then follows from the fact that the support of Fd (if it exists) is above that of Fc (if it exists)
that the measure of principals who centralize ( ) either remains 0 (all principals delegating) or 1
(all principals centralizing) or increases. Suppose, instead, that N is in the range where = 1.
If every principal is delegating, increasing N will either prompt principals to randomize between
organizational forms or over the decision to hire an agent. In the latter situation, we return to the
case where < 1; in the former, has increased. If the principals are already randomizing between
forms, we know from Proposition 7 that the probability of winning with an o¤er at the junction of
because it represents the q where the pro…tability of the two organizational forms is equal. Since
Limited Monopoly: The formula for the di¤erence in wages between delegation and centraliza-
29
to yields
!
d e 1 d d d e 1 d d d
+ = (2 1) +
d d d q (1 ) (1 ) d d q (1 )2 2 (1 )2
The derivative is clearly continuous where 2 (0; 1). Thus, if there is one and only one where
the derivative equals zero on 2 (0; 1), such a point must represent a minimum with the relative
(1). We now show this is the case. Setting the derivative equal to zero yields the following quadratic
expression
2
d d +2 1 d 1 d =0
Competition: Proceeding as above, we rewrite the formula for the di¤erence in wages thus:
e 1 d (1 d) q
+
d d q (1 )
30
Following the same logic, we set this to zero, yielding
2
(1 d) q 1 d +2 1 d 1 d =0
q
1 d 1 d (1 d) q
=
(1 d) q 1 d
q
Let s = 1 d (1 d) q. There are two cases to consider. Suppose (1 d) q 1 d < 0.
1 d +s
2 (0; 1)
1 d + (1 d) q
and
1 d s
>1
1 d + (1 d) q
1 d +s
2 (0; 1)
1 d + (1 d) q
and
1 d s
<0
1 d + (1 d) q
Limited Monopoly: The formula for the di¤erence in wages between delegation and centraliza-
31
Di¤erentiating the expression with respect to d yields
!!
d 1 d 1 e (1 d)
e + = 2 <0
dd d d (1 ) q (1 )q d d (1 ) q
Competition: Proceeding as above, we di¤erentiate the formula for the di¤erence in wages from
and !
d e 1 d (1 ) + (1 d) q e (1 d) (1 + q)
= 2 <0
dd d d (1 ) q d d (1 ) q
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