Governança e transparência em cooperativas de saúde: uma análise do processo de reestruturação da Unimed-Rio à luz da RN 518/22 da ANS

Abstract

This article examines the effectiveness of corporate governance and transparency practices in the Brazilian supplementary health sector, using the restructuring process of the medical cooperative Unimed Rio as a reference model. It intends to analyze how the regulatory incorporation of corporate governance contributes to the resolution, sustainability, and operational development of health insurance providers. It is a qualitative, documentary methodology, structured as a single case study, with the analysis of regulatory acts, institutional documents, official reports, and financial statements produced between 2016 and 2026, a period marked by the intensification of the cooperative’s crisis. The results portrait the existence of systemic weaknesses in organizational governance, often shown by deficiencies in internal oversight mechanisms, insufficient controls of management risks, as well as low levels of transparency and information reliability. Cumulative effects among these weaknesses are evidenced, which compromised the capacity for a timely response to economic-financial deterioration and increased the need for regulatory interventions. The conclusions indicate that, although the normative strengthening of corporate governance represents a relevant advancement in the prudential regulation of the sector, its effectiveness depends on the substantive internalization of these practices within the decision-making structures and organizational culture of the providers. The study demonstrates that formal compliance with regulatory requirements is insufficient to prevent solvency crises when institutional weaknesses remains, contributing to the academic overtake on the limits of regulatory governance in contexts of high organizational challenges.