The Common Logic Of Internal Control And Value Management

The study of the nature of enterprises begins with Coase. So far, the theoretical research on the nature of enterprises is still the core of paction cost economics.

Kos believes that enterprises are essentially an alternative to the price mechanism. After Kos, Zhang Wuchang further made up for the shortcomings of Kos theory.

He interpreted the enterprise as "an alternative to another contract by a contract". His point of view has implied the idea of "contract linking" as an enterprise.

When Allchin and Demsetz describe the team production characteristics, they regard the enterprise as a joint production process of different resource providers, and further express this idea.

Jansen and Mclean, on the basis of the joint production viewpoint of Al Qin and Demsetz, explicitly defined the enterprise as "a link between a group of individual contractual relationships".

Fama further described the enterprise as a series of contracts between factors of production. At the same time, it put forward that management and risk should be invested as two different elements. This explains the separation of ownership and control rights in modern large companies.

At this time, we can find that the mainstream enterprise theory has begun to take into account the position of the stakeholders. Although they still insist on the owner of the material capital, shareholders can act as the core contractor and have the ownership of the enterprise.

In addition, Grossman and Hart, Hart and Moore continue to promote enterprise contractual ideas and make important contributions.

The significance of their research is to construct an incomplete contract analysis framework.

However, because they confuse the ownership of enterprises and property rights, and emphasize the importance of material capital, they exclude human capital and other resource providers from outside the enterprise. From this level, some of their views are the regression of the stakeholder view.

At this point, as the mainstream enterprise theory says, the source of rights or control rights in enterprises is mainly the ownership of physical capital. Unless corporate human capital and other stakeholders are shareholders at the same time, it is impossible to participate in corporate governance.

But the history of enterprise evolution tells us that the owner of material capital is not the sole source of enterprise rights. If the rights of enterprises are regarded as the ability to use various resources to achieve specific goals, or the decision-making power of enterprises, physical capital will become the basis of rights because of their unique risk bearing functions. However, with the improvement of decision-making complexity, the influence of the risk bearing function of physical capital on decision making is decreasing, and professional decision-making knowledge and information are increasingly becoming the determinants of decision-making success. Therefore, ownership and management rights have been separated, and managers have gained the rights of enterprises because of their special operational decision-making ability.

This is not the whole problem. The above implicitly assumes that an enterprise exists in a closed environment and has no resource exchange and dependence with the outside world, but enterprises need to exchange resources with the outside world at precisely one moment.

There is a certain dependence on the providers of other external resources, which brings about another source of enterprise rights -- resource dependency relationship.

In reality, the key experts, technicians or special talents, dependent suppliers or customers are likely to be the owners of the rights of enterprises.

Control of any key resource is a source of power.

In this way, we can see that the view that physical capital is the only source of enterprise rights or control rights has some limitations at the beginning. The allocation of corporate control rights based on capital structure theory also has inherent narrowness. In order to adapt to the development of new economy and new era, we must find a new and broader theory of allocation of control rights.

It is precisely this way of thinking that guides us to move forward. Since enterprises can be understood as an organic combination of incomplete contracts, we can think that enterprises can be interpreted as "a group of resources that are not identical and have a specific interdependence" in the process of fulfillment of contracts. In the process of joint production, all kinds of resources (including material capital, decision knowledge and information, and special dependent resources) are the ultimate sources of rights or control rights in enterprises.

That is to say, from a broader perspective, the fundamental source of rights or control in an enterprise is

Having the resources invested in the joint production process of the main body, who should grasp the critical resources for the survival and development of the enterprise, who should have the right or the right in the enterprise?

。

That is to say, in the overall stakeholders of an enterprise, who has the most critical resources for the continuous creation of value, he should be at the core position of corporate stakeholders' co governance.

In fact, we can start from the idea of optimal allocation of power in enterprises.

Under the premise of maximizing the utility of enterprises, the allocation of optimal entrustment or control rights is determined by the characteristics of the resources themselves. The higher the marginal contribution rate of production and the greater input of the resource elements, the greater power should be obtained. Only in this way can enterprises continue to have key resources and create value continuously.

This is the core idea of the "resource structure theory" of enterprises.

Further, under the predominant position of traditional material capital, the allocation of control rights to a large extent is based on ownership structure or capital structure. When other key resources are in the leading position, the allocation of control rights of enterprises should undoubtedly be based on the resource structure of enterprises.

That is to say, the resource structure of an enterprise determines the power structure of an enterprise. The resource structure of an enterprise determines the continuous creation and distribution of the value of an enterprise. The resource structure of an enterprise determines the location of the main body of the input of different resource elements in the internal control.

To sum up, the core idea of value management in enterprises is to continuously create value. The harmonious participation of the key elements in the input of the key resources has become an important prerequisite for ensuring the continuous creation of value. Therefore, the theory of resource structure can become the theoretical basis for explaining the value management of enterprises.

The rational resource elements in the enterprise have the participation of the main body in the contract of the enterprise, and contribute their resources to the enterprise, so as to get a return from the operation of the enterprise.

If the legal interests of the main elements of the input resources can not be guaranteed, the main body of the resources will be withdrawn from the enterprise contract. Therefore, the internal control system based on the participation of all the resource elements in the governance should make clear the responsibilities of the main elements of the enterprise's internal inputs, and formulate various trading rules to supervise the main elements of the main inputs, so as to protect the legitimate interests of the non key elements of the investment entities from being grabbed by the key elements of the investment entities, so as to realize the rational allocation of the continuous creation value (rents) of the enterprises, and maintain the fairness and fairness of the intra company pactions to the maximum extent, thus greatly reducing the paction costs of the enterprises.

At this point, resource structure theory provides a solid and reliable theoretical foundation for the internal control mechanism of enterprise resources elements with common governance.