Despite the extensive process of privatization that has been undertaken in many countries during the 80s and 90s, the state-owned enterprises (SOEs) remain performing an important role in the implementation of public policies and in the offering of goods and services to the society. Meanwhile, their institutional nature and control structure make it complex to define their operational objectives, to assess their performance and even to manage them, as their work depends on the guidance of their direct controller, the State, but also on the diffuse interests of their indirect controller, the society, plus the expectations of the private investors in public listed SOEs. In this context, this article analyzes the guidelines for the corporate governance of SOEs, proposed by the Organisation for Economic Co-operation and Development (OECD) in 2005, which establishes references for the relationship between the State, board members, managers, investors and other stakeholders in the SOEs. The article discusses the adequacy of those guidelines for Brazilian SOEs and investigate their potential impact on the State's capacity to monitor and control its companies.
state-owned enterprise; corporate governance; agency problems; accountability