OECD Principles

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One of the most influential guidelines has been the OECD Principles of Corporate Governance— published in 1999 and revised in 2004. The OECD guidelines are often referenced by countries developing local codes or guidelines. Building on the work of the OECD, other international organizations, private sector associations and more than 20 national corporate governance codes formed the United Nations Intergovernmental Working Group of Experts on International Standards of Accounting and Reporting (ISAR) to produce their Guidance on Good Practices in Corporate Governance Disclosure. This internationally agreed benchmark consists of more than fifty distinct disclosure items across five broad categories

The OECD Principles of Corporate Governance were originally developed in response to a call by the OECD Council Meeting at Ministerial level in 1998, to develop, in conjunction with national governments, other relevant international organisations and the private sector, a set of corporate governance standards and guidelines. Since the Principles were agreed in 1999, they have formed the basis for corporate governance initiatives in both OECD and non-OECD countries alike. Moreover, they have been adopted as one of the Twelve Key Standards for Sound Financial Systems by the Financial Stability Forum. Accordingly, they form the basis of the corporate governance component of the World Bank/IMF Reports on the Observance of Standards and Codes (ROSC).

The OECD Council Meeting at Ministerial Level in 2002 agreed to survey developments in OECD countries and to assess the Principles in light of developments in corporate governance. This task was entrusted to the OECD Steering Group on Corporate Governance.

A draft version of the Principles was put on the OECD website for public comment and resulted in a large number of responses. These have been made public on the OECD web site. On the basis of the discussions in the Steering Group, the Survey and the comments received during the wide-ranging consultations, it was concluded that the 1999 Principles should be revised to take into account new developments and concerns. It was agreed that the revision should be pursued with a view to maintaining a non-binding principles-based approach, which recognizes the need to adapt the implementation to varying legal economic and cultural circumstances. The revised Principles contained in this document thus build upon a wide range of experience not only in the OECD area but also in non -OECD countries.

  • Principle 1: Ensuring the Basis for an Effective Corporate Governance Framework
  • Principle 2: The Rights of Shareholders and Key Ownership Functions
  • Principle 3: The Equitable Treatment of Shareholders
  • Principle 4: The Role of Stakeholders in Corporate Governance
  • Principle 5: Disclosure and Transparency
  • Principle 6: The Responsibilities of the Board


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