3.1 - OCDE - Organisation for Economic Co-operation and Development

“Corporate Governance looks at the institutional and policy framework for corporations - from their very beginnings, in entrepreneurship, through their governance structures, company law, privatisation, to market exit and insolvency. The integrity of corporations, financial institutions and markets is particularly central to the health of our economies and their stability”. www.oecd.org

WHAT IT IS
The OECD Principles of Corporate Governance are internationally recognized and are aimed at ensuring the corporations’ integrity in their management processes, relations with stakeholders, as well as their health
and stability.

ORIGIN
The OECD Principles of Corporate Governance were developed in 1998 by several OECD committees, such as the Committee on Financial Markets, Investments Committee, Committee on Industry, and Environmental Policy Committee. In addition, the World Bank, the International Monetary Fund, trade unions and the business sector, among others, provided data for the necessary research.

OBJECTIVE
The Principles are intended to assist OECD and non-OECD governments in their efforts to evaluate and improve the legal, institutional and regulatory framework for corporate governance in their countries and to provide guidance and suggestions for stock exchanges, investors, corporations, and other parties that have a role in the process of developing good corporate
governance.

CONTENT
The Principles are based on experiences of national initiatives developed in the member countries and previous work carried out within the Organization, including that of the Business Sector Advisory Group on Corporate Governance to the OECD.

The principles described below are the basis member countries consider essential for the development of good corporate governance practices. The Principles are intended to be concise, clear, and accessible to the international community.

I. Ensuring the Basis for an Effective Corporate Governance Framework
The corporate governance framework should promote transparent and efficient markets, be consistent with the rule of law and clearly articulate the division of responsibilities among different supervisory, regulatory
and enforcement authorities.

II. Direitos dos acionistas e principais funções da propriedade
The corporate governance framework should protect and facilitate the exercise of shareholders’ rights.

III. The Equitable Treatment of Shareholders
The corporate governance framework should ensure the equitable treatment of all shareholders, including minority and foreign shareholders. All shareholders should have the opportunity to obtain effective redress
for violation of their rights.

IV. The Role of Stakeholders in Corporate Governance
The corporate governance framework should recognize
the rights of stakeholders established by law or through mutual agreements and encourage active cooperation between corporations and stakeholders in creating wealth, jobs, and the sustainablility of financially sound enterprises.

V. Disclosure and Transparency
The corporate governance framework should ensure that timely and accurate disclosure is made on all material matters regarding the corporation, including the financial situation, performance, ownership, and governance of the company.

VI. The Responsibilities of the Board
The corporate governance framework should ensure the strategic guidance of the company, the effective monitoring of the management by the board, and the board’s accountability to the company and shareholders.

REFERENCE
www.oecd.org
www.ibgc.org.br/ibConteudo.asp?IDArea=320&IDp=263 
http://usinfo.state.gov/journals/ites/0205/ijep/oecd.htm