Qualidade da governança corporativa e participação societária dos fundos de pensão nas empresas de capital aberto brasileiras

• Autor(a) principal: Punsuvo, Fábio Riberi
• Data de Publicação: 2006
• Tipo de documento: Dissertação
• Idioma: por
• Título da fonte: Biblioteca Digital de Teses e Dissertações do Mackenzie
• Texto Completo: http://dspace.mackenzie.br/handle/10899/23345
• topic: governança corporativa; índice de governança; teoria de agência; ativismo; corporate governance; index of governance; theory of agency; activism; CNPQ::CIENCIAS SOCIAIS APLICADAS::ADMINISTRACAO::ADMINISTRACAO DE EMPRESAS

The corporate governance normally is related with the efforts undertaken for the organization, in the direction to search the monitoring of the potential conflicts of interest between the majority, minority and managing shareholders, through the establishment of rules of conduction and behavior. This work if inserts in a group of studies that it intends to revise the theory produced on the corporate governance and as this theory is understood by Brazilian pension funds. The work is organized in 5 chapters. The first chapter is introductory, disclosing in first plan the problem of research and the justifications that had motivated the author in the development of the subject matter. In chapter 2 the theoretical concerning is presented that is used as base for the development of the research, enclosing the available theory of the agency and mechanisms for the promotion of optimum alignment of interests. It presents the legal and institucional incentives (auto regulation) for the corporate governance. The law of the anonymous societies and the impacts in the corporate governance are identified to the main modifications in. The regulatory environment of the closed entities of complementary providence is evaluated (pension fund), evidencing that a great incentive promoted for the Secretariat of Complementary Providence exists so that the pension funds adopt good practical of corporate governance. Chapter 3 presents the methodology of the research. The determinative variable of the corporate governance, previously selected on the basis of the research academic, are related, based and defined operationally. Chapter 4 is dedicated the presentation and interpretation of the results of the research. A set of 34 regressions is used to evaluate the influence of diverse independent variable in the quality of the corporate governance of the companies of open capital. Later a new set of 18 models of regressions is processings, in order to evaluate the influence of the same independent variable in the influence of the stockhoding of the pension funds. The negative relation between the variable that measures the quality of the corporate governance and the stockhoding of the pension funds raises an important question. One has left of literature on governança suggests that the activism of the pension funds could take the companies to improve its mechanisms of governance. However, in a market where the stockhodings so are concentrated, as in Brazil, it seems to be reasonable the idea of that a corporate governance of quality can be substituted by a bigger stockhoding of the pension funds. The excess of common shares withheld by the shareholder inve rsely is related with the quality of the corporate governance. The stockhoding of the pension funds, the adhesion to the differentiated levels of corporate governance of the BOVESPA and the emission of ADRs had been the variable that had differentiated the quality of the corporate governance of the companies who had participated of the research. The use of new parameters of comparison for the pension funds - as the IGC and the ITAG - will be able to contribute in the diffusion of the corporate governance. The theoretical referencial discloses that the corporate governance requires the agreement of the potential conflicts that can occur between minority and majority. The delegation of the management third requires the inclusion of incentive mechanisms. The purpose is to motivate the manager of resources to take the investment decisions that better take care of the interests of the pension funds. The corporate governance can assist the institucional investors to watch over for the duty trustee to protect the plan of benefits and its participants. One expects that the presented results contribute for one better agreement of the politics of investments of the pension funds, as well as of the efforts that the companies must undertake to attract the resources of the pension funds as well as of other institucional investing potentials.