Governança corporativa: abordagem jurídica da experiência brasileira

Abstract

This dissertation aims to make an analysis of the Corporate Governance institute, studying all the controversial aspects related to its concept and its use in big companies as an instrument to make a balance of the powers and of the management. The subject is too broad and controversial, in view of the theme being multidisciplinary. The discussions about such institute won the lights in the last decade and the big companies are obligated to adopt measures, denominated as good practices, in order to maintain its competitiveness in the national and international markets. Through this study it was possible to realize that it is needed to give a legal approach to the discussions about the Corporate Governance institute, and not merely related to economic, but in order to make a thought about the institutional and social-economic reasons of the Brazilian company and after that to apply the good practices, understanding it as an instrument that improve the legal and institutional environments of the company. There are some controversies about the concept of the corporate governance. In a restrictive approach it is related just to the ways to grant the protection of those that invest resources in the company. On the other way, in a broad approach, the social responsibility is also inserted in the definition. So, it is important to determine a concept of corporate governance, analyze its history and the main models of governance, and after that analyze the development of the institute and the model adopted by the Brazilian Law, checking also in which way turns applicable and proper to our reality