Fra dansk sundhedsdata til amerikansk forretningseventyr: En analyse af forskningssamarbejdet mellem Statens Serum Institut, Stanford University og Chan-Zuckerberg Biohub

Abstrakt

The purpose of this master thesis is to investigate and analyze the research collaboration between SSI, Stanford and Biohub. In this context, this paper examines whether the Danish state’s interests are secured in the research collaboration as part of the exercise of strategic contracting. This is done by conducting a two-part analysis with a business law approach that is an interplay between law and economics. The first part deals with the employment relationship between SSI and Mads Melbye, after which the parties’ contract is analyzed in the institutional part of the analysis. The employment part of the analysis deals with the issue that exists between SSI as an employer and Mads Melbye as CEO of SSI. The analysis sets out to determine whether Mads Melbye’s actions affected SSI’s opportunities to secure the Danish state's interests in the research collaboration. Mads Melbye breached a number of obligations in connection to the research collaboration. He violated the Danish civil servant legislation, the Danish researchers’ patent act, and was legally incompetent in the collaboration. According to the principal-agent-theory, this was due to a conflict of interest between the parties. Mads Melbye had no incentive to act in the interests of SSI in the collaboration, which led him to commit moral hazard actions in which he withheld information about his legal incompetence and his involvement in founding Mirvie. The analysis concludes that there was no incentive agreement between the parties, which resulted in SSI not being able to secure the interests of the state. In the institutional part, the parties’ agreement is analyzed. The parties have entered into an interinstitutional agreement which covers the distribution of the rights and profits of the parties. The analysis concludes that there is an imbalance and unfairness in the parties' agreement, whereby Biohub has been given exclusive rights to carry out the commercialization of the patent. According to the resource dependency theory, SSI possesses the critical resource in the collaboration. This should give SSI greater bargaining power, but the analysis concludes that this is not reflected in the agreement. Furthermore, the analysis concludes that extensive use has been made of conventional contracting in the design of the contract, which is due to a lack of vertical incentive compatibility between SSI and Mads Melbye. This has limited the use of strategic contracting and has resulted in SSI not being able to secure the interests of the state.