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33 Cards in this Set

  • Front
  • Back
the goal of good corporate governance
to ensure that Managers act to serve goals of Shareholders
corporate governance has 2 types of mechanisms
internal and external mechanisms
corporate government internal mechanisms (3)
1. board of directors: represent firm's owners by monitoring top-level decisions, include internal and external directors
2. ownership concentration: ratio of stocks owned by individual shareholders and institutional investors
3. executive compensation: salary, bonuses, long-term incentives
corporate government external mechanisms (3)
1. market for corporate control: efficient corporations acquire under performing corporations and improve their performance through improved management
2. auditors: check accounting and management practices
3. laws and regulators: current laws and regulations as well as the threat of future laws and regulations keep things in line
principle agent problem definition (3 parts)
the principle (the person who wants a task performed) and the agent (the person performing the task)
1. do not have aligned goals
2. the principle can't observe the agent while he's working
3. the agent knows more than the principle about what needs to be done
consequences of the principle agent problem
agent engages in investments that serve his interests, not the principle's
horizontal and vertical integration definition/questions for corporate strategy
horizontal integration: in which business areas should we be active?

vertical integration: how much of the value chain should we own?
two key tests to apply to any expansion in the corporate scope
1. the better-off test: do the business units create and capture more value if they're related than they could as separate entities (keeping in mind lower costs and increased willingness to pay)

2. the ownership test: do the business units create more value under common ownership than they would if they were related in other ways?
apply the better-off test and the ownership test horizontally verses vertically
1. the better-off test: can you get lower costs or higher average prices by including multiple business units int he firm? look for economies of scope (synergies) and boost in wtp (cross-selling) SAME

2. should the firm own both businesses? look at intangible assets. or should the firm integrate vertically?
two conditions where market relationships fail
1. relationship-specific investments are needed to make the transaction work (opportunism, hold-up). higher opportunism leads to higher costs of market exchange
2. the possibility that one party might renege or cheat
two benefits of using the market rather than acquiring horizontally
1. powerful incentive mechanisms: market relationships involve higher incentives for performance
2. informational efficiencies: price mechanisms + decentralized decision making can be more efficient than involving managers
range of intermediate forms of vertical integration (6)
1. within-firm deals
2. partial ownership
3. joint ventures
4. strategic alliances / franchises
5. longer contracts / short-term contracts
6. market deals
firm acquisition: winner's curse
the winning bidder in acquiring a new company usually pays too much
when does a company achieve a competitive advantage
when it achieves higher profit than the industry average
two trade-offs when choosing a competitive position
1. low cost (cost leadership) or premium prices (differentiation)

2. all segments of the market (broad) or a few segments (narrow)
focus strategy definition
when you target only a narrow market
when does a first-mover advantage exist?
it depends. will be determined by straightforward micro-economic conditions in the market
first-mover advantages from size (4)
1. scale economies: average costs decline as output increases
2. scope economies: single firm provides multiple goods/services which either decrease cost or increase wtp
3. network effects: when the value of good/service depends on # of people already using it
4. learning effects: average cost declines as cumulative production increases
first-mover advantages from timing (4)
1. preemption: 5 types
2. reputation effects: achieve premium brand name
3. buyer switching costs: 1st mover locks in customers
4. patents or institutional barriers: governing authority restricts future entries
different types of preemption (5)
1. input preemption: secure input factors under better terms than others (uranium for nuclear power)
2. channel preemption: secure better distribution channels (long-term contracts)
3. location preemption: get limited premium locations (ocean view restaurant)
4. capacity preemption: achieve sufficient production capacity that potential followers recognize they cannot profitably compete with
5. positioning preemption: choice of the best position, followers must compete directly or choose a worse position
first-mover disadvantages (4)
1. pioneering costs
2. demand uncertainty
3. technological uncertainty
4. incumbent inertia
the purpose of a 5 forces analysis (3)
1. assess current average industry profitability
2. help us understand the impact of trends and events on industry profitability
3. help us make recommendations to firms on how to improve the overall environment and the firm's position within that environment
factors that make supplier power LOW (8)
1. many suppliers
2. small suppliers
3. cannot forward integrate
4. good alternative supplies
5. supplier not important to industry
6. industry important to supplier
7. standardized products
8. low switching costs
factors that make buyer power LOW (8)
1. many buyers
2. small buyers
3. cannot backwards integrate
4. many good alternatives to industry products
5. industry very important to buyer
6. buyer not very important to industry
7. differentiated products
8. high switching costs
key issue with substitute products
what is relative price-value ratio of products in the industry vs. alternative products
factors that make industry rivalry low (6)
1. few rivals (less than six)
2. different sizes
3. growing industry
4. low exit barriers
5. high switching costs
6. favorable supply and demand conditions (ex. of unfavorable: perishable industry, volatile demand)
factors that lead to high entry barriers and low threat of entry (6)
1. economies of scale
2. high product differentiation
3. high capital requirements
4. cost disadvantages for new entrants
5. difficult access to distribution channels
6. favorable government policies
define the industry using 3 factors
similar product, buyers and suppliers
according to porter the difference between operational effectiveness and strategy
operational effectiveness: the extent to which we perform similar activities better than rivals

strategy: performing different activities from rivals in different ways, making trade-offs. UNIQUE ACTIVITIES
what's more important according to porter, o.e. or strategy?
o.e. is necessary but you cannot have a competitive advantage without a superior strategy
grant's definition of strategy and the three things strategy is composed of
strategy is not a plan, it is a unifying theme that gives coherence and direction to the actions/decisions of individuals and the firm

strategy composed of:
1. long-term simple objectives
2. deep understanding of the competitive environment
3. objective appraisal of resources
mintzberg's view on strategy
strategy is composed of strategy as design AS WELL as strategy as process

strategy as design: planning and rational choice, intended strategy

strategy as process: decision makers responding to internal and external forces, emergent strategy
3 things wrong with SWOT analysis
1. doesn't tell us anything about expected industry average profits
2. doesn't tell us anything definitive about firm-level source of profits
3. isn't sufficiently structured to tel us about fit