This paper surveys the issues and devises an analytical framework for policy makers and policy advisors concerned with strengthening corporate governance structures in privatization. The analytical framework highlights the explicit and implicit protections that support effective governance. Data from international studies provide governance benchmarks against which the approach of privatization programs in developed, developing and transition economies can be compared. The evidence suggests that where privatization has been viewed as a success, policy makers have, for the most part, followed international governance benchmarks. Weak performance, in contrast, has been accompanied by insufficient attention to governance concerns in the initial privatization design. The paper identifies rationales for these initial deviations and explores miscalculations associated with these rationales. The paper ends with some tentative policy implications about privatization design and ways to address governance difficulties after privatization.