This report provides an overview of frameworks and experience in Latin America and internationally in dealing with the challenges associated with corporate governance of company groups. It describes their economic rationale, benefits and relevance in Latin America, and how they are defined, overseen and regulated. It also delves into some of the risks and more specific challenges involved in ensuring protection of minority shareholder rights and managing or minimising conflicts of interest within groups. It notes the rising importance of Latin American-based multinational company groups. Finally, it reviews existing international and regional guidance on corporate governance of company groups before assessing the more specific policy options and challenges in the region, and describing the conclusions reached by the Latin American Corporate Governance Roundtable and Task Force on Company Groups based on this report’s findings. Country-specific chapters provide more specific descriptions of the frameworks in place for corporate governance of company groups in Argentina, Brazil, Chile, Colombia, Mexico and Peru.
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This study surveys the corporate governance landscape and sets out recommendations from across 8 key issues relevant to board effectiveness: board duties; handling of conflicts of interest; selection and structure criteria; criteria for independence; board committees; Chairman/CEO separation; board risk management; and board evaluation.
El papel de América Latina en la construcción de un nuevo sistema financiero y económico internacional tiene que ser relevante. La experiencia acumulada en la gestión de crisis financieras y programas de recuperación en la región es importante, según el Secretario general de la OCDE.
Latin America has a major role to play in building a new international financial and economic system, since it has accumulated substantial experience in managing financial crises and recovery programs, according to the OECD Secretary-General.
The first meeting of the Latin American Corporate Governance Roundtable was held in São Paulo, Brazil 26-28 April, 2000. The Roundtable was co-hosted by the São Paulo Stock Exchange (Bovespa) with the support of the Securities and Exchange Commission of Brazil and the Brazilian Institute of Corporate Governance.