Current problems in the Brazilian capital markets: cases and proposals for its enhancement

• Grant number: 13/16388-8
• Support Opportunities: Scholarships abroad - Research
• Start date: February 21, 2014
• End date: February 16, 2015
• Field of knowledge: Applied Social Sciences - Law - Private Law
• Principal Investigator: Érica Cristina Rocha Gorga
• Grantee: Érica Cristina Rocha Gorga
• Host Investigator: Roberta Romano
• Host Institution: Escola de Direito de São Paulo. Fundação Getúlio Vargas (FGV). São Paulo , SP, Brazil
• Institution abroad: Yale University, United States

Abstract

The Brazilian capital market has undergone through important changes in the last ten years. There have been relevant changes in the traditional structure of concentrated ownership of voting rights in a significant number of companies towards more dispersion of stock ownership. In addition, there have been changes in the regulatory model and in the resolution of disputes, with the increased importance of private self-regulation and arbitration in relation to the previous model of regulation and resolution of disputes provided mainly by the State. These developments have resulted in consequences for the agency relations in the Brazilian publicly-held corporations, generating new questions and legal controversies that challenge the adequacy of traditional legal concepts applied to the new economic environment of the market. The present research proposal seeks to enhance the understanding of these phenomena and their consequences, by identifying the relevant current problems in the Brazilian capital markets. It adopts a methodology based on the case study of recent transactions that occurred in the market and in their legal consequences. The case studies will include a broad range of corporate issues, encompassing the description of the specific facts and the exam of the legal developments of the disputes. By using this case study analysis, the project will later discuss the proposals for regulatory solutions for the enhancement of the market. (AU)