1. 1 Global Corporate Governance Forum “Better Companies, Better Societies” Better Societies” Mediating Corporate Governance Disputes? An International Experts Workshop Marie-Laurence Guy Paris - February 12, 2007

2. 2 Mediating Corporate Governance Disputes? An International Experts Workshop Why are we interested in working on the use of alternative dispute resolution mechanisms in the field of corporate governance – in other words: why are we here today?

3. 3 Mediating Corporate Governance Disputes? An International Experts Workshop Our Overall Mandate: Promoting global, regional and local initiatives that improve corporate governance policy standards and practices in developing countries. Promoting global, regional and local initiatives that improve corporate governance policy standards and practices in developing countries.

4. 4 Mediating Corporate Governance Disputes? An International Experts Workshop Our Goals: Increasing Investor Trust and Access to Capital Increasing Investor Trust and Access to Capital Increasing Corporate Performance and Value Increasing Corporate Performance and Value

5. 5 Mediating Corporate Governance Disputes? An International Experts Workshop How Do We Do This? How do we implement and enforce good corporate governance practices in developing countries – where neither the quality of law nor its enforcement are often adequate?

6. 6 Mediating Corporate Governance Disputes? An International Experts Workshop Unfortunately, there is no easy answer, and there is no one magic bullet solution. What we do is tackle the issues from various perspectives…

7. 7 Mediating Corporate Governance Disputes? An International Experts Workshop Implementing and Enforcing Good Corporate Governance Practices in Developing Countries Boards & Director Professionalism Alternative Dispute Resolution Mechanism? Media Regulations, Incentives, and Sanctions Codes of Best Practice Shareholder Activism Law and Enforcement Banks

8. 8 Mediating Corporate Governance Disputes? An International Experts Workshop Why Use Alternative Dispute Resolution (1): ADR has been widely and successfully used to solve labor disputes and family disputes. ADR has been widely and successfully used to solve labor disputes and family disputes. It is now increasingly used to solves commercial disputes…. So why not corporate governance disputes? It is now increasingly used to solves commercial disputes…. So why not corporate governance disputes?

9. 9 Mediating Corporate Governance Disputes? An International Experts Workshop Why Alternative Dispute Resolution Mechanisms (2): To Prevent CG Disputes To Prevent CG Disputes To Solve CG Disputes To Solve CG Disputes To Clarify CG Issues To Clarify CG Issues

10. 10 Mediating Corporate Governance Disputes? An International Experts Workshop Why Alternative Dispute Resolution Mechanisms (3): To Build Trust and Investor Confidence To Build Trust and Investor Confidence To Save Money To Save Money To Save Time To Save Time To Promote Business Continuity To Promote Business Continuity To Improve Board Performance To Improve Board Performance

11. 11 Mediating Corporate Governance Disputes? An International Experts Workshop A Toolkit Approach to Reform and Best Practice Implementation Building on existing research and best practices from around the world, the Forum develops toolkits which provide policy makers, private sector decision makers, and nongovernmental organizations with a roadmap and implementation mechanisms to improve corporate governance. The toolkits distill international experience and offer step-by-step mechanisms for adapting these to local circumstances.

12. 12 Mediating Corporate Governance Disputes? An International Experts Workshop The Toolkit Methodology: The Toolkit Methodology: Homework & Research Homework & Research Network of Experts & Brainstorming Workshop Network of Experts & Brainstorming Workshop Review & Publication of Working Paper Review & Publication of Working Paper Collecting Practical Examples and Case Studies Collecting Practical Examples and Case Studies Detailed Toolkit Structure Detailed Toolkit Structure Building on Existing Work & Hiring Expertise Building on Existing Work & Hiring Expertise Toolkit Drafting & Editing Toolkit Drafting & Editing Toolkit Peer Review Toolkit Peer Review Toolkit Publication & Dissemination Toolkit Publication & Dissemination Capacity Building & Advisory services Capacity Building & Advisory services

13. 13 Mediating Corporate Governance Disputes? An International Experts Workshop Draft Toolkit Structure (1): User Guide Objectives Objectives Target Users Target Users Content Content Country and Thematic Indices Country and Thematic Indices

14. 14 Mediating Corporate Governance Disputes? An International Experts Workshop Draft Toolkit Structure (2): Volume 1: Rationale Types of CG disputes Types of CG disputes Why use ADR mechanisms to solve disputes Why use ADR mechanisms to solve disputes When to use ADR mechanisms to solve disputes When to use ADR mechanisms to solve disputes What are the types of ADR mechanisms to be used What are the types of ADR mechanisms to be used

15. 15 Mediating Corporate Governance Disputes? An International Experts Workshop Draft Toolkit Structure (3): Volume 2: Implementing CG Dispute Mechanism Awareness Raising for CG dispute mediation Awareness Raising for CG dispute mediation Setting the stage for CG dispute resolution Setting the stage for CG dispute resolution Institution Building for CG dispute mediation Institution Building for CG dispute mediation Capacity Building to mediate CG disputes Capacity Building to mediate CG disputes Mediating disputes within the boardroom Mediating disputes within the boardroom

16. 16 Mediating Corporate Governance Disputes? An International Experts Workshop And a Question…: Should we include arbitration as part of ADR mechanisms to consider for CG dispute resolution or focus on mediation and conciliation techniques?

17. 17 Thank You! “Corporate Governance is concerned with holding the balance between economic and social goals and between individual and communal goals…The aim is to align as nearly as possible the interests of individuals, corporations and society.” Sir Adrian Cadbury, Foreword to World Bank Corporate Governance Overview, 1999 Marie-Laurence Guy +359 2 9697 224 Mguy@ifc.org www.gcgf.org