O conselho de administração das sociedades de economia mista em conformidade com a Lei n.º 13.303, de 30 de julho de 2016

Abstract

The purpose of this study is to analyze the provisions of the Law N. 13,303 issued on July 30, 2016, regarding the Board of Directors of the Brazilian state-owned enterprises. In order to do so, it starts from the analysis of the ways in which the State acts in the economy in order to draw a general picture and then to deal specifically with state-owned enterprises as an instrument for direct action by the State in the economy and later by the Council administration. Initially, the focus is the detailed analysis of art. 173 of the Federal Constitution, in particular, of the distinction between the state-owned enterprises which develop economic activity and those which provide public services, the submission of the state-owned enterprises which develop economic activity to the specific legal system governing private companies, the constitutional principles of free enterprise and free competition, as well as the terms “imperative necessities of the national security” and "relevant collective interest". The structure of the stateowned enterprise is also analyzed based on its legal definition, its incorporation and extinction and its objective. After that, the study focuses on the Law N. 13,303/16, prioritizing its innovations regarding the state-owned enterprises, such as its applicability to the companies which provide public services and also the adoption of corporate governance practices, such as transparency and internal control. Finally, the analysis focuses on the study of the Board of Directors of the state-owned enterprises based on the regulation introduced by Law N. 13,303/16, in particular, its structure, duties and attributions, as well as the responsibilities of the of Board of Directors and its members, which, due to the presidential veto to art. 21 of such law, is governed by Law 6404 of December 15, 1976.