Bovespa's Special Corporate Governance Levels
Implemented by the São Paulo Stock Exchange - BOVESPA,
the New Market and the Special Corporate Governance
Levels (Level I and Level II) are special listing segments
that were developed in order to provide environment
capable of encouraging investor interest and corporate
gain in value at the same time.
The basic premise of the special segments is that good Corporate Governance practices have value for investors, because the rights granted to the shareholders and the quality of the information provided reduce the uncertainties in the process of evaluation and, consequently, risk.
Unibanco and Unibanco Holdings, which are concerned, on an ongoing basis, with maintaining superior standards of corporate governance, enhancing the improvement in relations with their investors and raising their asset's potential for gaining value, were part of the first group of companies to spontaneously adhere to BOVESPA's Level 1 of Corporate Governance in June 2001.
Basically, the companies that migrated from the traditional BOVESPA market to the Level 1 listing segment committed to add further information of interest to investors to the information that they are already obliged to provide to the market.
The main practices required for BOVESPA Level 1 listing are:
Maintaining a minimum volume of shares (25% of the capital) in circulation;
Carrying out public stock offers by means of mechanisms that favor the dispersion of capital;
Improving the quality of quarterly information provided, therein included the requirement of consolidation and special revision;
Fulfilling the disclosure requirements in operations involving assets issued by the company on behalf of controlling shareholders or the company's management;
Release of stockholder agreements and stock option programs;
Making available an annual corporate events schedule.
Adherence to these rules illustrates the commitment of Unibanco and Unibanco Holdings to high standards of corporate governance and to the release of their information, as well as that of their controllers, directors and executives, in a transparent, concise and timely manner.
In practice, adherence required slightly adapting corporate procedures, or formalizing certain elements in the companies' bylaws, given that both the companies already fulfilled the information disclosure requirements of the Securities and Exchange Commission since 1997.
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