Convertible securities and venture capital finance

Venture capital financing relies heavily on convertible securities; the most common type is convertible preferred stock. Venture capital contracts also specify control rights that describe who gets to make the firm's decisions. The recent literature has provided some theoretical explanations for the use of these two features. Underlying these explanations is the idea that individuals can take actions that affect the firm's performance but that these actions cannot be specified in a contract. In this article, Yaron Leitner focuses on venture capital contracts, but the ideas presented can be applied to other contracting problems in which individuals must be given incentives to take appropriate actions.