This article points out that regulatorygovernance-how regulators manage concession contracts, orother public-private contractual arrangements and sectorlaws-can affect the private sector's perception ofregulatory risk and thus the availability of private capitalfor infrastructure projects. Four key elements of theregulatory governance structure can reduce the risk ofregulatory failure: political and financial autonomy,decision-making structures that reduce regulatorydiscretion, access to effective enforcement and otherregulatory tools, and efficient rules of accountability.This note presents an analytical framework based on thosefour elements and applies it in assessing regulatorygovernance in Brazil.