OECD PRINCIPLES OF CORPORATE GOVERNANCE ON SHAREHOLDER RIGHTSsu：对股东rightssu OECD公司治理原则.pdfVIP

OECD PRINCIPLES OF CORPORATE GOVERNANCE ON SHAREHOLDER RIGHTS AND EQUITABLE TREATMENT: THEIR RELEVANCE TO THE RUSSIAN FEDERATION Paper by Mr. Stilpon Nestor Head of Corporate Affairs Division, OECD and Ms. Fianna Jesover Project Manager, Corporate Affairs Division, OECD 1. The context1 The 1998 financial crisis in Russia has been a catalyst in bringing corporate governance issues to the forefront of the economic policy debate in the country. As liquidity started to dry out, enterprises became confronted with the realities of market forces and the importance of building a strong corporate governance framework. Well-publicised corporate governance abuses, which did not seem to matter in the buoyant equity boom of 1997, were perceived as a major impediment to investment. Insiders stripped enterprises of their assets by various means. Investors have often seen their shares diluted by controlling shareholders. De-capitalising companies have trampled upon the interests of creditors, using insolvency proceedings as a strategic tool to avoid payment discipline. These weaknesses have been compounded by serious deficiencies in the tax and accounting systems as well as institutional structures. As the result of the first meeting of the OECD/World Bank Corporate Governance Roundtable in June 1999, it was agreed that the protection of shareholders is a key and urgent issue to be dealt with by Russian policy makers. But why is the protection of shareholders a fundamental aspect of corporate