1 global corporate governance forum “better companies, better societies” better societies”...

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Global Corporate Global Corporate Governance Forum Governance Forum

““Better Companies,Better Companies, Better Societies”Better Societies”

Mediating Corporate Governance Disputes?An International Experts Workshop

Marie-Laurence GuyParis - February 12, 2007

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Mediating Corporate Governance Disputes? An International Experts Workshop

Why are we interested in working on the use of Why are we interested in working on the use of alternative dispute resolution mechanisms in the alternative dispute resolution mechanisms in the field of corporate governance – in other words: field of corporate governance – in other words: why are we here today?why are we here today?

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Our Overall Mandate:Our Overall Mandate:

Promoting global, regional and local initiatives Promoting global, regional and local initiatives that improve corporate governance policy that improve corporate governance policy

standards and practices in developing countries.standards and practices in developing countries.

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Our Goals:Our Goals:

Increasing Investor Trust and Access to CapitalIncreasing Investor Trust and Access to Capital Increasing Corporate Performance and ValueIncreasing Corporate Performance and Value

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How Do We Do This?How Do We Do This?

How do we implement and enforce good corporate How do we implement and enforce good corporate governance practices in developing countries – where governance practices in developing countries – where neither the quality of law nor its enforcement are often neither the quality of law nor its enforcement are often

adequate?adequate?

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Unfortunately, there is no easy answer, and there is Unfortunately, there is no easy answer, and there is no one magic bullet solution.no one magic bullet solution.

What we do is tackle the issues from various What we do is tackle the issues from various perspectives…perspectives…

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Implementing and Enforcing Good Corporate Governance

Practices in Developing Countries

Boards &Director

Professionalism

Alternative Dispute

Resolution Mechanism?

Media

Regulations,Incentives, and

Sanctions

Codes of Best Practice

ShareholderActivism

Law and Enforcement

Banks

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Why Use Alternative Dispute Resolution (1):Why Use Alternative Dispute Resolution (1):

ADR has been widely and successfully used to solve ADR has been widely and successfully used to solve labor disputes and family disputes. labor disputes and family disputes.

It is now increasingly used to solves commercial It is now increasingly used to solves commercial disputes…. So why not corporate governance disputes?disputes…. So why not corporate governance disputes?

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Why Alternative Dispute Resolution Mechanisms (2):Why Alternative Dispute Resolution Mechanisms (2):

To Prevent CG DisputesTo Prevent CG Disputes To Solve CG DisputesTo Solve CG Disputes To Clarify CG Issues To Clarify CG Issues

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Why Alternative Dispute Resolution Mechanisms (3):Why Alternative Dispute Resolution Mechanisms (3):

To Build Trust and Investor ConfidenceTo Build Trust and Investor Confidence To Save MoneyTo Save Money To Save TimeTo Save Time To Promote Business ContinuityTo Promote Business Continuity To Improve Board PerformanceTo Improve Board Performance

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A Toolkit Approach to Reform and Best Practice ImplementationA Toolkit Approach to Reform and Best Practice Implementation

Building on existing research and best practices from around the world, the Forum Building on existing research and best practices from around the world, the Forum develops toolkits which provide policy makers, private sector decision makers, and develops toolkits which provide policy makers, private sector decision makers, and nongovernmental organizations with a roadmap and implementation mechanisms to nongovernmental organizations with a roadmap and implementation mechanisms to

improve corporate governance.improve corporate governance.

The toolkits distill international experience and offer step-by-step mechanisms for The toolkits distill international experience and offer step-by-step mechanisms for adapting these to local circumstances. adapting these to local circumstances.

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The Toolkit Methodology:The Toolkit Methodology:

Homework & ResearchHomework & Research Network of Experts & Brainstorming Workshop Network of Experts & Brainstorming Workshop Review & Publication of Working PaperReview & Publication of Working Paper Collecting Practical Examples and Case StudiesCollecting Practical Examples and Case Studies Detailed Toolkit StructureDetailed Toolkit Structure Building on Existing Work & Hiring ExpertiseBuilding on Existing Work & Hiring Expertise Toolkit Drafting & EditingToolkit Drafting & Editing Toolkit Peer ReviewToolkit Peer Review Toolkit Publication & DisseminationToolkit Publication & Dissemination Capacity Building & Advisory servicesCapacity Building & Advisory services

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Draft Toolkit Structure (1):Draft Toolkit Structure (1):

User GuideUser Guide

Objectives Objectives Target UsersTarget Users ContentContent Country and Thematic Indices Country and Thematic Indices

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Volume 1: RationaleVolume 1: Rationale

Types of CG disputesTypes of CG disputes Why use ADR mechanisms to solve disputesWhy use ADR mechanisms to solve disputes When to use ADR mechanisms to solve disputesWhen to use ADR mechanisms to solve disputes What are the types of ADR mechanisms to be usedWhat are the types of ADR mechanisms to be used

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Volume 2: Implementing CG Dispute MechanismVolume 2: Implementing CG Dispute Mechanism

Awareness Raising for CG dispute mediationAwareness Raising for CG dispute mediation Setting the stage for CG dispute resolution Setting the stage for CG dispute resolution Institution Building for CG dispute mediationInstitution Building for CG dispute mediation Capacity Building to mediate CG disputesCapacity Building to mediate CG disputes Mediating disputes within the boardroomMediating disputes within the boardroom

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And a Question…:And a Question…:

Should we include arbitration as part of ADR mechanisms to consider for Should we include arbitration as part of ADR mechanisms to consider for CG dispute resolution or focus on mediation and conciliation techniques?CG dispute resolution or focus on mediation and conciliation techniques?

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Thank You!Thank You!

““Corporate Governance is concerned with Corporate Governance is concerned with holding the balance between economic and holding the balance between economic and

social goals and between individual and social goals and between individual and communal goals…The aim is to align as communal goals…The aim is to align as

nearly as possible the interests of nearly as possible the interests of individuals, corporations and society.”individuals, corporations and society.”

Sir Adrian Cadbury, Foreword to World BankSir Adrian Cadbury, Foreword to World Bank Corporate Governance Overview, 1999Corporate Governance Overview, 1999

Marie-Laurence Guy

+359 2 9697 [email protected]

1 global corporate governance forum “better companies, better societies” better societies”...

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