State-controlled companies are the focus of the new publication by the Brazilian Institute of Corporate Governance (“IBGC”). The Rulebook of Recommendations of Best Practices in Business Governance for State-Controlled Companies will be divided into five sections, which will highlight the importance of long-term strategic planning, continuity of company projects and the government’s mission to work for fairness in the treatment of shareholders.

This last item is one of the major issues when it comes to the state as a majority shareholder, according to Heloísa Bedicks, the IBGC’s general superintendent. Also, there are the difficulties of government transitions. "There cannot be any political-party allotment," she says, referring to the use of political positions in state-run companies.

The material is being written by the state-owned company governance committee, formed by members of the institute connected to state-owned companies, such as former employees. The rulebook will cover the legal and statutory structures of public-sector companies, the role of the state as a controlling shareholder, the relationship with shareholders and other stakeholders, information transparency and disclosure, and, finally, the composition and responsibilities of the board of directors and audit committee.

The code will also be disclosed to unlisted state-owned companies. "They are also affected by political interferences," says Bedicks. The primer is expected to be distributed in the first half of 2011. Besides the printed version, there will be an option to download the document from the IBGC’s website.