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	<title>CommercialLeasingLawBlog.com &#187; Law</title>
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		<title>Strategy, Law, And Organization</title>
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		<pubDate>Mon, 05 Dec 2011 16:00:57 +0000</pubDate>
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				<category><![CDATA[Law & Strategy]]></category>
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		<category><![CDATA[Strategy]]></category>

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		<description><![CDATA[Good business lawyers understand that legal problems are necessarily business problems. Yet, understanding the law, by itself, is insufficient to understand and solve complex business problems. Some may even need to use private jet charters for their business urgent needs. In this short post, I advance a simple argument: A combined Strategy, Law, and Organization [...]]]></description>
			<content:encoded><![CDATA[<p>Good business lawyers understand that legal problems are necessarily business problems. Yet, understanding the law, by itself, is insufficient to understand and solve complex business problems.</p>
<p>Some may even need to use <a href="http://www.aircharteraccess.com/flights/index.htm">private jet charters</a> for their business urgent needs.</p>
<p><a href="http://www.commercialleasinglawblog.com/wp-content/uploads/2010/02/chessstrategy.jpg"><img class="aligncenter size-full wp-image-46" title="chessstrategy" src="http://www.commercialleasinglawblog.com/wp-content/uploads/2010/02/chessstrategy.jpg" alt="" width="271" height="177" /></a></p>
<p>In this short post, I advance a simple argument: A combined Strategy, Law, and Organization lens provides superior solutions to difficult business and legal problems. Examples include mergers and acquisitions and intellectual property. Strategy is the lynchpin because strategy is about action. Organization puts the focus on the legal structure of business deals.</p>
<p>The Transaction Cost Problem: Revisiting Roche/Genentech</p>
<p>I recently discussed how the high transaction costs of writing intellectual property agreements inhibited research and development collaboration between Roche and Genentech.  Transaction costs, and their attendant risks, became an intractable problem when the companies were separate entities.  Transaction costs greatly decreased after the acquisition because one entity owned all of the intellectual property.  The problem of allocating intellectual property rights by contract was solved, and the risks of intellectual property allocation could be managed and optimized.</p>
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<p><span id="more-45"></span></p>
<p>* How big of a factor were the transaction costs of allocating intellectual property rights in the merger decision?</p>
<p>* If, as Ronald Gilson contends, lawyers add value as transaction cost engineers, why did the lawyers fail to write agreements that satisfied the business people?  Was it even possible to write a contract to cover the intellectual property issues that spanned organizational boundaries?</p>
<p>* Did factors other than transaction costs drive the merger decision?</p>
<p>Why A Combined Strategy, Law, And Organization Lens Is Needed To Solve Business And Legal Problems</p>
<p>Why is knowing the law, by itself, insufficient to understand problems that both are business and legal in nature? Because such problems cut across easy, clean categories.</p>
<p>Oliver Williamson, the 2009 Nobel Co-Laureate in Economics, explains how a combined lens of law, economics and organization informs strategy:</p>
<p>This review shows that a combined law, economics, and organization theory approach leads to different and deeper understandings of the purposes served by complex contract and economic organization.  The business firm for these purposes is described not in technological terms (as a production function) but in organizational terms (as an alternative mode of governance).  Firm and market are thus examined comparatively with respect to their capacities to organize transactions, which differ in their complexity, so as to economize on transaction costs.</p>
<div  class="related_post_title">Random Posts</div><ul class="related_post"></ul>]]></content:encoded>
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