This book brings together in one place the work of one of our most respected economic theorists, on a field which he has played a large part in originating: the New Institutional Economics. Transaction cost economics, which studies the governance of contractual relations, is the branch of the New Institutional Economics with which Oliver Williamson is especially associated. Transaction cost economics takes issue with one of the fundamental building blocks in microeconomics: the theory of the firm. Whereas orthodox economics describes the firm in technological terms, as a production function, transaction cost economics describes the firm in organizational terms, as a governance structure. Alternative feasible forms of organization--firms, markets, hybrids, bureaus--are examined comparatively. The analytical action resides in the details of transactions and the mechanisms of governance. Transaction cost economics has had a pervasive influence on current economic thought about how and why institutions function as they do, and it has become a practical framework for research in organizations by representatives of a variety of disciplines. Through a transaction cost analysis, The Mechanisms of Governance shows how and why simple contracts give way to complex contracts and internal organization as the hazards of contracting build up. That complicates the study of economic organization, but a richer and more relevant theory of organization is the result. Many testable implications and lessons for public policy accrue to this framework. Applications of both kinds are numerous and growing. Written by one of the leading economic theorists of our time, The Mechanisms of Governance is sure to be an important work for years to come. It will be of interest to scholars and students of economics, organization, management, and law.

The Mechanisms of Governance

Maintaining robust cooperation in interfirm strategic alliances poses special problems. Such relationships have received growing attention in recent research grounded in game theory, which has suggested that some alliance structures are inherently more likely than others to be associated with high opportunity to cheat, high behavioral uncertainty, and poor stability, longevity, and performance. The present study merged these theoretical insights with the logic of transaction cost economics in a general model of alliance structuring and tested it with data from 111 interfirm alliances. Findings generally supported the model and hypotheses, suggesting the need for a greater focus on game theoretic structural dimensions and institutional responses to perceived opportunism in the study of voluntary interfirm cooperation.

https://www.jstor.org/stable/pdfplus/256759.pdf

Strategic Alliance Structuring: A Game Theoretic and Transaction Cost Examination of Interfirm Cooperation

A combined treatment of corporate finance and corporate governance is herein proposed. Debt and equity are treated not mainly as alternative financial instruments, but rather as alternative governance structures. Debt governance works mainly out of rules, while equity governance allows much greater discretion. A project-financing approach is adopted. I argue that whether a project should be financed by debt or by equity depends principally on the characteristics of the assets. Transaction-cost reasoning supports the use of debt (rules) to finance redeployable assets, while non-redeployable assets are financed by equity (discretion). Experiences with leasing and leveraged buyouts are used to illustrate the argument. The article also compares and contrasts the transaction-cost approach with the agency approach to the study of economic organization.

https://www.jstor.org/stable/pdfplus/2328184.pdf

Corporate Finance and Corporate Governance

The current study examines the direct and moderating effects of human capital on professional service firm performance. The results show that human capital exhibits a curvilinear (U-shaped) effect and the leveraging of human capital a positive effect on performance. Furthermore, the results show that human capital moderates the relationship between strategy and firm performance, thereby supporting a resource-strategy contingency fit. The results contribute to knowledge on the resource-based view of the firm and the strategic importance of human capital.

https://www.jstor.org/stable/pdfplus/3069334.pdf

Direct and Moderating Effects of Human Capital on Strategy and Performance in Professional Service Firms: A Resource-Based Perspective

Why the "Haves" Come out Ahead: Speculations on the Limits of Legal Change

(1981). Justice in many Rooms: Courts, Private Ordering, and Indigenous Law. The Journal of Legal Pluralism and Unofficial Law: Vol. 13, No. 19, pp. 1-47.

Justice in many Rooms: Courts, Private Ordering, and Indigenous Law

Tournament of Lawyers: The Transformation of the Big Law Firm.

"Tournament of Lawyers" traces in detail the rise of one hundred of the nation's top firms in order to diagnose the health of the business of American law. Galanter and Palay demonstrate that much of the large firm's organizational success stems from its ability to blend the talents of experienced partners with those of energetic junior lawyers driven by a powerful incentive-the race to win "the promotion-to-partner tournament." This calmly reasoned study reveals, however, that the very causes of the spiraling growth of the large law firm may lead to its undoing. "Galanter and Palay pose questions and offer some answers which are certain to change the way big firm practice is regarded. To describe their work as challenging is something of an understatement: they at times delight, stimulate, frustrate and even depress the reader, but they never disappoint. "Tournament of Lawyers" is essential to the understanding of the business of the big law firms."-Jean and Colin Fergus, "New York Law Journal"

Tournament of Lawyers: The Transformation of the Big Law Firm

This article traces the decline in the portion of cases that are terminated by trial and the decline in the absolute number of trials in various American judicial fora. The portion of federal civil cases resolved by trial fell from 11.5 percent in 1962 to 1.8 percent in 2002, continuing a long historic decline. More startling was the 60 percent decline in the absolute number of trials since the mid 1980s. The makeup of trials shifted from a predominance of torts to a predominance of civil rights, but trials are declining in every case category. A similar decline in both the percentage and the absolute number of trials is found in federal criminal cases and in bankruptcy cases. The phenomenon is not confined to the federal courts; there are comparable declines of trials, both civil and criminal, in the state courts, where the great majority of trials occur. Plausible causes for this decline include a shift in ideology and practice among litigants, lawyers, and judges. Another manifestation of this shift is the diversion of cases to alternative dispute resolution forums. Within the courts, judges conduct trials at only a fraction of the rate that their predecessors did, but they are more heavily involved in the early stages of cases. Although virtually every other indicator of legal activity is rising, trials are declining not only in relation to cases in the courts but to the size of the population and the size of the economy. The consequences of this decline for the functioning of the legal system and for the larger society remain to be explored.

Marc Galanter

Papers

Why the "Haves" Come out Ahead: Speculations on the Limits of Legal Change

Justice in many Rooms: Courts, Private Ordering, and Indigenous Law

Tournament of Lawyers: The Transformation of the Big Law Firm.

Tournament of Lawyers: The Transformation of the Big Law Firm

The Vanishing Trial: An Examination of Trials and Related Matters in Federal and State Courts