Unlimited Corporate Governance for Limited Companies

Vinícius Kleinert, Jeferson Lana and Dinorá Floriani

RAC - Revista de Administração Contemporânea (Journal of Contemporary Administration), 2019, vol. 23, issue 6, 807-811

Abstract: This technological paper presents the development and application of the Quotaholder Agreement - as an internal Corporate Governance (CG) mechanism - for the beginning of the activities of a small company in the software development industry. The challenge is identified on the need to apply CG mechanisms in micro and small enterprises (MPE), configuring the extrapolation of this article. The rationale behind the Quotaholder Agreement is the ability to mitigate problems of asymmetry of information and interest among (main) shareholder of a company, by converging interests on management, succession, among others. Future conflicts are anticipated in the clauses of the agreement, which provides more transparent, controlled and lasting management. Using action research as a method, we verified the initial presence of several conflicts between the future partners of the company studied here. Such conflicts prevented the realization of the beginning of corporate activities. In this way, this article contributed, in an innovative way, through the development of a CG tool, the QA, in the social relations of companies divided by limited quotas. Through this application, other MSEs can adopt the proposal to apply the QA and mitigate conflicts of asymmetry and interests by initiating the implementation of the CG within the company.

Date: 2019
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