O Conselho de Administração como mecanismo de governança corporativa

Abstract

A full-fledged capital market calls for mechanisms that favor the channeling of private funds into long-term investments. The presence of Brazil in the global financial scenario has translated into a robust inflow of foreign capital for investment purposes. Along with this factor, the credibility crisis that affected corporate disclosures (notably prompted by the recent frauds detected in US corporations) has highlighted the importance of institutional practices that focus on greater transparency and on the instrumental role of a body in charge of monitoring and assessing corporate management activities. These practices targeted at protecting investor rights have evolved into what is currently known as corporate governance. The adoption of corporate governance as an institutional policy demands an active presence of the Board of Directors, which is the company s decision-making body that has legal authority (among other duties) to ensure corporate transparency and to control the quality of corporate disclosures. All things considered, a developed capital market counts on the Board of Directors as an effective mechanism for the adoption of good corporate governance practices.