Latin American Roundtable on Corporate Governance

Transcription

1 Latin American Roundtable on Corporate Governance Lima November 2011

2 Colombian Market Listing requirements (Section General Regulation BVC) Real Beneficiary >10% 1. At least ten percent (10%) of total outstanding shares, must belong to people different than those that make the same real beneficiary Number of Shareholders > Issuer must have at least one hundred (100) shareholders Equity (COP $) >7.000 millions 3. Equity greater than seven billion pesos (COP $ ) Operation Period >3 years 4. The period of operation of the company may not be inferior to three (3) years Operational Profits Previous 3 Fiscal Periods 5. Issuer must have operational profits in at least one of the previous three (3) fiscal periods Web Page 6. Issuer must have a web page with the information required by the BVC Corporate Governance Report 7. Commitment to submit an annual report of Corporate Governance.

3 BVC Corporate Governance Inversión Colombia Non Cooperation Agreement PILOT PROGRAM Increase de Corporate Governance Standards in the Colombian Firms (listed or not listed) Associated Companies: Inversiones Nacional de Chocolates, Suramericana de Inversiones, Cementos Argos, ECOPETROL, EMGESA, EDATEL, Sociedades Bolívar, I.S.A., COOMEVA E.P.S., E.T.B. Main Topics: Web Page, Board of Directors, The Responsibilities of the Board, Audit Committee and Material Information.

4 Colombia Capital Colombia Capital is the result of the technical cooperation agreement made between the Colombia Stock Exchange (BVC) and the Inter-American Development Bank (IDB) in Its purpose is to contribute for the development of the Colombian Capital Market. 1. Support for new issuers 2. Development of informational tools related to the capital market Helping non-listed companies to access the Colombian capital market through the issuance of shares, certificates or debt. Generating promotional mechanisms and educational material and activities for the program participants. Activities with associated companies -Training: Financing mechanisms, stock market benefits, regulatory issues, structuring, corporate governance. -Reviewing of international experiences: BOVESPA (2007); Mexican Stock Exchange (2008); Santiago (Chile) Stock Exchange ( ); BME, Madrid (2011) -Following up (Accompanying) 1 to 1: Individual trainings; procedures. -Governance support: Training in topics of Corporate Governance (regulation amendments, corporate governance codes, family protocols, and some others) - Good Governance implementation assistance CAF project

5 Results Eligibility criteria As of November of 2011, the program has 55 companies associated Not having issued through the BVC Having been in operation 3 (fiscal) periods Debt ratio (index) not greater than 70% Operational profits in at least one of the previous 3 (fiscal) periods Equity greater than $20 thousand million COP Subscription of Memorandum of Understanding Commitment of assistance to the conferences Bond Issuances Equity Issuances Private Equity Investments Securitization

6 Corporate Governance Project for the Colombian Market: CAF- BVC Agreement Phases of the Program Objective First Phase Second phase Diagnosis of the company in terms of Corporate Governance Design of good governance practices Support a group of colombian companies with the diagnosis, design, application and/or improvement of good governance practices across the time *According to the Código País survey made by the SFC BVC is one of the leaders in Colombia in the implementation of best corporate governance practices* Diagnosis Report Good Governance Code Statutory reform proposal Regulation proposal for General Shareholders Assembly Board of Directors Audit Committee Selection and remuneration Committee Corporate governance Committee Documents delivered to the company

7 Thanks María José Ramírez Commercial Vicepresident (+57 1) Ext Bogotá Carrera 7 No Torre B Piso 12 PBX (57-1) Medellín Carrera 43A No Local 301 PBX (57-4) Cali Calle 22 No. 6AN-24, Piso 2 Oficina 203 PBX: (57-2)