Governança corporativa: estrutura dos conselhos de administração e sua relação com o valor de mercado e com o desempenho das empresas brasileiras de capital aberto

Abstract

The board of directors, is considered as an internal mechanism of corporate governance, it is responsible for checking the decisions of the administrators in order to increase the market of value of the company, as well as to outstanding of its performance. However, the called conflicts of agency appear when the interests of the administrators are not lined up with the interests of the owners. To minimize the eventual conflicts, regulating agencies of the market, as São Paulo Stock Exchange (BOVESPA) and Brasilian Securities and Exchange Comission (CVM), have created incentives so that the companies adopt new practical of corporate governance. Thus, the objective of this work was to identify the relation between the composition of the board of directors, with the market of value and performance of the Brazilian companies of capital market. The hierarchic multiple regression model was used identify, not only the relation of the main independent variables selected, but, to consider the effect of other characteristics of the companies who also has influence in both the market of value and performance. As results, it can be distinguished that the composition of the administration board has exerted more influence in the value of market of the companies than in their performance. The total of board of directors showed positively related such as with the market of value as the performance. It was also evidenced that the characteristics of the companies, as indebtedness and its size, when they interact with the characteristics of the administration advice, suggest that the recommendations of the code of corporate governance produce different effect in the companies, following its individual characteristics.