Marketing co-operatives (MCs) are analysed from an incomplete contracting p
erspective. The requirement of the domination of control by the members of
an MC is a threat to the survival of an MC in markets where the level of as
set specificity at the processing stage of production is increasing. Howeve
r, an MC may remain an efficient governance structure when the increasing l
evel of asset specificity is compensated for by a sufficient increase in th
e extent of product differentiation.