Corporate governance in family business: institutionalize without losing control

Most corporate disputes we handle do not arise from a bad business, but from a governance structure designed for a company that no longer exists.

Institutionalizing means separating three layers: ownership, governance and management. Bylaws should provide exit mechanisms, drag-along and tag-along rights, share valuation and dispute resolution.

The family protocol, even where not fully binding, orders expectations: who may work in the company, on what basis dividends are distributed and how the next generation enters.

Done in time, this work becomes an asset when raising investment or selling.