Essays in corporate finance and game theory

This thesis consists of two essays in corporate finance and an essay in game theory. The first essay addresses the problem of a firm that is going public in an environment where managers can derive significant private benefits of control because legal institutions do not offer protection to minority shareholders. We show how risk-averse managers can develop a reputation for expropriating low levels of private benefits in a dynamic trading model with asymmetric information with respect to manager's private benefit type. This reputation effect reduces significantly the costs of going public and can be an important factor sustaining stock markets in countries with very weak legal institutions. Also, allowing controlling managers to issue non-voting shares can increase significantly the efficiency of stock markets because the reputation effect is stronger when managers can divest more without losing control.;The third essay, joint with Sergiu Hart and Andreu Mas-Colell, explores the relationship of noncooperative bargaining games and the consistent Shapley value for non-sidepayment cooperative games (NTU). A new concept representing a dynamic approach to the consistent value for NTU games is introduced: the consistent field. The main contribution of the paper is to show that the consistent field is intimately related to the concept of subgame perfection for noncooperative bargaining games. The solutions of the dynamic system associated to the consistent field characterizes the subgame perfect equilibrium payoffs of noncooperative bargaining games. We show that, in general, the dynamics of the consistent field can be complex, and an example where the consistent field can have periodic solutions or cycles is developed.;The second essay studies efficiency problems associated with the allocation of corporate control that arises when managers can derive substantial private benefits of control. We propose that mechanisms that give partial protection to minority share-holders, associated to sales of control, can improve the efficiency in the allocation of corporate control with respect to the use of the market rule (which gives no protection) and the equal opportunity rule (which gives full protection). Managers with relatively low levels of private benefits relative to potential new managers can benefit the most by the use of partial protection mechanisms. A discussion of the effects of the additional flexibility on deviations from private and social optimality is also included.