Oecd Organisation for Economic Co-operation and Development

Corporate Governance Supervision and Enforcement in Corporate Governance Oecd Organisation for Economic Co-operation and Development

This fifth peer review of the OECD Principles of Corporate Governance analyses the supervision and enforcement of rules and practices relating to related party transactions (RPTs),  takeover bids and shareholder meetings. The review covers 27 jurisdictions and is based on a general survey of all participating jurisdictions, as well as an in-depth review of supervision and enforcement practices in Brazil, Turkey, and the United States.

Table of Content :

Executive summary 7
Chapter 1. Public and private supervision and enforcement practices in 27 jurisdictions 9
-1.1. Background to the review 10
-1.2. Scope of the review 10
-1.3. The perspective of the Principles 11
-1.4. Public and private supervision and enforcement 12
-1.5. Supervision and enforcement in specific areas 23
-Bibliography 40
Chapter 2. Brazil: The corporate governance framework and practices relating to supervision and enforcement 43
-2.1. Introduction 44
-2.2. Basic framework and market characteristics 45
-2.3. Public supervision and enforcement 46
-2.4. Private enforcement  58
-2.5. Interaction between CVM and stock exchange enforcement  63
-2.6. Conclusions  64
-Bibliography 67
Chapter 3. Turkey: The corporate governance framework and practices relating to supervision and enforcement 69
-3.1. Introduction 70
-3.2. Overview of the corporate governance landscape 70
-3.3. Public supervision and enforcement 73
-3.4. Private supervision and enforcement 89
-3.5. Relation between public and private supervision and enforcement  93
-3.6. Conclusions 93
-Bibliography 96
Chapter 4. The United States: The corporate governance framework and practices relating to supervision and enforcement 99
-4.1. Introduction 100
-4.2. The market context and the governing legal structure 100
-4.3. Enforcement relating to related party transactions 102
-4.4. Enforcement relating to takeovers 106
-4.5. Longer-term trends regarding private enforcement 109
-4.6. Conclusions 111
-Bibliography 114