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Corporate Governance

Corporate Governance > Overview 

IFC Corporate Governance Group

The Group brings together staff from investment support and advisory operations into a single, global team.

This unified team advises on all aspects of corporate governance and offers targeted client services in areas such as increasing board effectiveness, improving the control environment, and family businesses governance.

The Group also helps support corporate governance improvements and reform efforts in emerging markets and developing countries, while leveraging and integrating knowledge tools, expertise, and networks at the global and regional levels.



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Corporate governance is defined as the structures and processes by which companies are directed and controlled. Good corporate governance helps companies operate more efficiently, improve access to capital, mitigate risk and safeguard against mismanagement. It makes companies more accountable and transparent to investors and gives them the tools to respond to stakeholder concerns. Corporate governance also contributes to development. Increased access to capital encourages new investments, boosts economic growth, and provides employment opportunities.



What we do

IFC works with firms to attract and retain investment by promoting the adoption of good corporate governance practices and standards.



How we do it

IFC is building on its successful track record with the aim of delivering targeted corporate governance support to more clients and stakeholders for even better results by:


  • assessing a firm’s corporate governance practices and providing advice on how to improve them;
  • providing specialized advisory services on board effectiveness, the control environment and family business governance;
  • building capacity of local partners, institutes of directors, media, and educational institutions on corporate governance services, training and reporting;
  • working with regulatory institutions and governments to improve corporate governance laws, regulations, codes and listing requirements; and
  • raising awareness of corporate governance through conferences, workshops and publications.



Promoting Corporate Governance Standards for Investors


IFC’s Corporate Governance Methodology is a system of evaluating corporate governance risks and opportunities of client companies, applying the relevant set of tools in the areas of commitment to good corporate governance practices, shareholder rights, accountability and the board of directors, the control environment, and disclosure and transparency.

IFC is the first development finance institution to require corporate governance analysis of every investment transaction as part of its due diligence process.

Since July 1, 2011, all new IFC investments have been subject to a focused corporate governance analysis during the appraisal process.

This Methodology has been distilled into a unified set of tools known as the Corporate Governance Development Framework. The Framework has been adopted by 31 development finance institutions, including IFC, thus far. Signatory institutions cover emerging markets around the world.

The Framework will help development finance institutions assess the quality of corporate governance at the companies in which they invest. Signatories to the Framework aim to raise awareness of the importance of good governance to sustainable economic development, both at the private and public sector levels. By adopting a unified approach, the development finance institutions will set consistent standards for corporate governance due diligence and advance the business case for good corporate governance.






Corporate Governance Codes and Standards to Encourage Private Sector Commitment to Good Governance


Codes encourage private sector commitment to good corporate governance and provide clearer guidance for financial and nonfinancial disclosure, foster better engagement of minority shareholders, and clarify the roles of managers and directors. As a rule, compliance with these codes is not mandated by law, though companies are often required to disclose the extent of their compliance. Scorecards are another way to encourage compliance, assessing companies’ governance practices and providing opportunities for systematic improvement. In 2005, IFC published a toolkit that sets out a step-by-step approach to develop, implement, and review a corporate governance code. A module on building scorecards will be published soon.

In Europe and Central Asia, IFC has facilitated consultations and guided the work of corporate governance task forces in countries like Bulgaria and Moldova with the support of international experts and an advisory group. IFC has also helped the development of scorecards in several countries, including Croatia, Bulgaria, Macedonia, Bosnia and Herzegovina, Montenegro, Kazakhstan, and Serbia.

Overall global results and impact achieved:

  • Produced Developing Corporate Governance Codes of Best Practices Toolkit in 2005
  • Developed or revised 45 codes worldwide since 2005
  • Developed 15 scorecards since 2008
  • Produced reports and lessons learned on the approach to scorecards and a supplement to the toolkit on developing codes of best practices


Improving Corporate Governance in Vietnam

IFC is supporting the improvement of corporate governance practices of Vietnam’s emerging corporate sector. The Vietnam Corporate Governance Project works across the spectrum of governance interventions on a number of business sectors. At the end of phase I, corporate governance was a well-known concept in the country’s corporate community. Through its firm-level work, the Project bolstered and added value to IFC's existing investment portfolio clients and helped to identify new investment prospects for IFC in Vietnam. In phase II, it will continue to address advance corporate governance challenges with more focus on the banking sector, state-owned enterprises and family business governance.

Overall results of phase I include:

  • Supported capacity development of three institutions to independently deliver corporate governance courses, who subsequently trained 1,140 individuals
  • Six entities (firms and banks) implemented the Project's recommended improvements to their corporate governance, which facilitated  over $1 billion in financing
  • Delivered 15 awareness raising events that reached 1,274 participants
  • Provided support to regulatory agencies to enact three regulations which incorporated many good corporate governance practices
  • Developed the first corporate governance scorecard to review corporate governance practices in 100 Vietnamese largest listed companies
  • Developed the first corporate governance manual for Vietnamese public companies



Selected Global Results and Impact Achieved as of December 2013:


  • Nearly $3.7 billion in financing facilitated between fiscal years 2005-2014

  • Over 12,500 entities received corporate governance advisory services
  • 31 development finance institutions, including IFC, adopted the Corporate Governance Development Framework since 2011
  • Over 150 publications produced, including translations, and disseminated to internal and external stakeholders
  • 77 corporate governance codes and laws enacted in 24 countries
  • In fiscal year 2013, IFC developed new specialized firm-level services for clients in areas of the control environment, board effectiveness and family business governance





Darrin Hartzler | +1-202-473-0027
Washington DC |


Caroline Bright |  +20-2-2461-4220
Cairo, Egypt |


Loty Salazar | +1-202-458-2559
Washington DC |


January 2014


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