Reforming Corporate Governance : Experiences with Public Takeover Bids in Chile and Panama

Focus 6 covers the experiences of two high-profile cases in Chile and Panama and analyzes reforms that shape new legislation and protect minority shareholders. The first article in this publication explores the impact the reforms to the regulation of corporate governance in 2000 on the capital market in Chile. After seven years of implementing the new law it is possible to consider, with a more informed vision, what the positive and negative elements that strengthening the regulation of corporate governance have brought. The experience of Panama is also an ironic commentary on the Chilean experience. It is the case for reform to protect minority shareholders which was introduced by the Panamanian securities regulator. In reaction to this, some interested individuals rejected the reform proposal in theory, tying up the initiative in the courts, but accepted it and followed it in practice. And continue to do so even today. The history, regulation and the practice of takeovers in Panama presents interesting paradoxical and contradictory features, which can provide lessons that can be of general use.

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Bibliographic Details
Main Authors: Clarke de la Cerda, Alvaro, Barsallo, Carlos A.
Language:English
en_US
Published: International Finance Corporation, Washington, DC 2008-05-15
Subjects:ACCESS TO CAPITAL, ACCOUNTING, ACQUISITION, ACQUISITIONS, AGENCY COSTS, ARBITRATION, AUDIT COMMITTEE, AUDITS, BOARD MEMBER, BOARD RESOLUTION, BOARDS OF DIRECTORS, BRANCH, BROKER, BUSINESS COMMUNITY, BUSINESS CORPORATION, BUSINESS CORPORATION LAW, BUSINESS CORPORATIONS, BUSINESS OPPORTUNITIES, CALL OPTION, CAPITAL INVESTMENT, CAPITAL MARKET, CAPITAL MARKETS, CERTIFICATES OF DEPOSIT, CITIZENS, COMMERCIAL LAW, COMMON SHARES, COMPANY, COMPANY LAW, COMPETITOR, CONFIDENTIALITY, CONFLICT OF INTEREST, CONFLICTS OF INTEREST, CONGLOMERATE, CONSENSUS, CONTROLLING SHAREHOLDER, CONTROLLING SHAREHOLDERS, CORPORATE COLLAPSES, CORPORATE CONTROL, CORPORATE GOVERNANCE, CORPORATE GOVERNANCE LAW, CORPORATE GOVERNANCE LAWS, CORPORATE GOVERNANCE PRINCIPLES, CORPORATE GOVERNANCE REFORM, CORPORATE GOVERNANCE REFORMS, CORPORATE GOVERNANCE SYSTEM, CORPORATE GOVERNANCE SYSTEMS, CORPORATE INFORMATION, CORPORATE PRACTICE, CORPORATE PRACTICES, CORPORATE SOCIAL RESPONSIBILITY, CORPORATE TAKEOVERS, CORPORATION, CORPORATIONS LAW, COURT OF APPEALS, CREDIBILITY, CRITICAL MASS, DEPOSITORY, DERIVATIVE, DEVELOPMENT BANK, DISTRIBUTION COMPANY, DIVIDEND, DIVIDEND POLICIES, DUE DILIGENCE, ENACTMENT, ENTREPRENEURS, EQUAL TREATMENT, EQUALITY, EXCHANGE COMMISSION, EXPROPRIATION, FINANCE CORPORATION, FINANCIAL FLOWS, FINANCIAL MARKETS, FINANCIAL SECTOR, FINANCIAL STATEMENTS, FINANCIAL SUPPORT, FOREIGN INSTITUTIONAL INVESTORS, FOREIGN INVESTORS, FOREIGN MARKETS, FRAUD, GLOBAL CORPORATE GOVERNANCE, GOVERNANCE PRACTICES, GOVERNANCE REGULATION, GOVERNANCE REGULATIONS, GROUP COMPANIES, GROUP OF INVESTORS, GROUP OF SHAREHOLDERS, HOLDING, HOLDING COMPANY, HOLDINGS, HOSTILE TAKEOVERS, INCOMING CONTROLLING SHAREHOLDER, INCORPORATED, INCORPORATION, INDEPENDENT DIRECTORS, INDIVIDUALS, INSTITUTIONAL INVESTORS, INSURANCE, INTERESTS OF MINORITY SHAREHOLDERS, INTERNATIONAL FINANCE, INTERNATIONAL INVESTORS, INTERNATIONAL RATING AGENCIES, INVESTING, INVESTMENT FUND, INVESTMENT FUNDS, INVESTMENT POLICIES, JUDICIARY, KIND OF COLLECTIVE, LARGE SHAREHOLDERS, LAW FIRM, LAWYERS, LEGAL ENTITY, LEGAL PROVISIONS, LEGAL REFORM, LEGISLATION, LEGISLATIVE REFORM, LEGISLATORS, LEGISLATURE, LISTED COMPANIES, LLC, LOCAL MARKET, MAJORITY SHAREHOLDER, MANAGEMENT CONTRACT, MANAGERS, MARKET DEVELOPMENT, MARKET EQUITY, MARKET PRICES, MARKET REGULATOR, MERGERS, MINISTRY OF FINANCE, MINORITY INVESTORS, MINORITY SHAREHOLDER, MINORITY SHAREHOLDERS, MONETARY FUND, MONEY LAUNDERING, NATIONAL SECURITIES, OWNERSHIP STRUCTURE, PARENT COMPANIES, PARENT COMPANY, PARTNERSHIP, PARTY, PENSION, PENSION FUND, PENSION FUNDS, PERSONS, POLITICAL PARTIES, POLITICIANS, POOR GOVERNANCE, POTENTIAL BIDDERS, PRESIDENTS, PRIVATE BANK, PRIVATIZATION, PROPORTIONAL REPRESENTATION, PUBLIC COMPANIES, PUBLIC CORPORATIONS, PUBLIC ENTERPRISES, PUBLIC OFFERING, PUBLIC OFFERINGS, PUBLIC OPINION, PUBLIC SALE, PURCHASING POWER, REGULATORY FRAMEWORK, REGULATORY INSTRUMENTS, REGULATORY REFORM, REPRESENTATIVES, REPUTATION, RIGHTS OF MINORITY SHAREHOLDERS, RIGHTS OF SHAREHOLDER, RISK PREMIUM, SAVINGS, SCANDAL, SCANDALS, SECURITIES, SECURITIES MARKET, SECURITIES MARKET LAW, SECURITIES MARKET REGULATIONS, SECURITIES MARKETS, SECURITIES REGULATOR, SECURITIES REGULATORS, SETTLEMENT, SHARE PRICE, SHAREHOLDER ACTIVISM, SHAREHOLDER AGREEMENT, SHAREHOLDERS, SHAREHOLDERS MEETING, SHAREHOLDERS MEETINGS, SHARES OF COMPANIES, SOCIAL COST, SOCIAL SECURITY, STAKEHOLDERS, STOCK EXCHANGE, STOCK MARKET, STOCK MARKET LAWS, STORE, SUBSIDIARIES, SUBSIDIARY, SWAP, TAKEOVER, TAKEOVER BID, TAKEOVER BIDS, TAKEOVER REGULATIONS, TAKEOVERS, TERRORISM, THEORY OF THE FIRM, TRANSACTION, TRANSFER OF OWNERSHIP, TREASURY, TRUSTEE, TRUSTEES, VALUATION, VENTURE CAPITAL, VENTURE CAPITAL INVESTMENT, VOTING, WEALTH CREATION, WITHDRAWAL,
Online Access:http://documents.worldbank.org/curated/en/2009/01/19648153/factores-de-reforma-en-gobierno-corporativo-experiencias-en-ofertas-publicas-de-adquisicion-en-chile-y-panama-focus-reforming-corporate-governance-experiences-public-takeover-bids-chile-panama
https://hdl.handle.net/10986/19013
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Summary:Focus 6 covers the experiences of two high-profile cases in Chile and Panama and analyzes reforms that shape new legislation and protect minority shareholders. The first article in this publication explores the impact the reforms to the regulation of corporate governance in 2000 on the capital market in Chile. After seven years of implementing the new law it is possible to consider, with a more informed vision, what the positive and negative elements that strengthening the regulation of corporate governance have brought. The experience of Panama is also an ironic commentary on the Chilean experience. It is the case for reform to protect minority shareholders which was introduced by the Panamanian securities regulator. In reaction to this, some interested individuals rejected the reform proposal in theory, tying up the initiative in the courts, but accepted it and followed it in practice. And continue to do so even today. The history, regulation and the practice of takeovers in Panama presents interesting paradoxical and contradictory features, which can provide lessons that can be of general use.