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Governance Best Practices for Family-Owned Businesses: A Practical Guide

September 11, 2024

Family-owned businesses form the backbone of many economies, representing two-thirds of all companies worldwide. Effective family business governance is crucial for these enterprise to ensure long-term success and harmony. At MBG, we have worked with numerous family enterprises to strengthen their governance structures.

Here’s a comprehensive guide on implementing governance best practices tailored specifically for family owned businesses:

  1. Structuring a High-Performance Board

Optimal Board Composition for Mid-sized Family Businesses typically includes:

  1. 7 total members
    1. 3 family members (including CEO)
    2. 3 independent directors
    3. 1 non-family executive

Key roles:

  1. Lead Independent Director: Balances family and non-family perspectives
  2. Family Council Chair: Acts as liaison between family and board

Meeting cadence:

  1. 6 full-day meetings per year
  2. 2 strategy-focused retreats annually

Implementation tip: Introduce one independent director per year over three years to ease the transition and enhance board structure best practices.

  1. Crafting a Comprehensive Family Constitution

Essential Elements include:

  1. Family Mission Statement: Keep it under 50 words
  2. Core values: Limit to 5
  3. Family member entry criteria:
    1. Minimum education: Bachelor's degree
    2. External work experience: 3 years
    3. Performance review: 85% score on competency assessment
  4. Share Transfer Rules:
    1. First right of refusal to family members
    2. Valuation formula: 3x EBITDA + Net Assets
  5. Conflict Resolution Process:
    1. Three-step escalation: Family Council > Board Mediation Committee > External Arbitration
  1. Establishing a Dynamic Family Council

Structure:

  1. 5-7 members representing each family branch
  2. 2-year rotating terms
  3. Quarterly meetings (one full-day, three half-day)

Key responsibilities:

  1. Organize annual family assembly
  2. Oversee family education program
  3. Manage family philanthropy fund (suggest 1% of annual profits)
  1. Implementing Rigorous Succession Planning

Succession Planning Strategies for Long-Term Success

Develop a five-year succession roadmap for succession planning:

  1. Year 1: Identify 3-5 potential successors
  2. Year 2-3: Rotate candidates through key business units
  3. Year 4: Conduct external executive assessments and 360-degree feedback
  4. Year 5: Finalize selection and transition planning

Development Program for Successors:

  1. Executive MBA or equivalent
  2. External board experience (non-profit or start-up)
  3. Mentorship by a non-family board member
  1. Family Employment Policy

Entry-Level Positions:

  1. Minimum 1-year internship in the family business
  2. Competitive application process against external candidates

Executive positions:

  1. Minimum 5 years of external work experience
  2. At least 2 years in a management role
  3. Assessment center evaluation (same as non-family candidates)

Compensation:

  1. Benchmark against industry standards (use Mercer or Willis Towers Watson data)
  2. Performance-based bonuses (50% individual KPIs, 50% company performance)
  1. Ownership vs. Management Separation

Balancing Ownership and Management

Ownership structure:

  1. Voting shares: Limited to family members actively involved in the business
  2. Non-voting shares: For passive family shareholders

Management structure:

  1. CEO: Family or non-family based on merit
  2. C-Suite: Mix of family and non-family executives
  3. Document clear reporting lines and decision-making authority in the governance manual
  1. Family Office Implementation

For businesses with over $100 million in assets:

  1. Investment management: 60% core business, 30% diversified portfolio, 10% venture investments
  2. Wealth education program: Quarterly workshops for next-gen (ages 16-25)
  3. Family bank: Provides loans for entrepreneurial ventures (max 5% of liquid assets)
  1. Communication and Transparency Protocols

Enhancing Family Business Communication

  1. Monthly financial dashboards for all adult family members
  2. Quarterly town halls for employees (including Q&A with family leaders)
  3. Annual family assembly with business updates and family activities
  4. Secure family portal for document sharing and discussion forums
  1. Structured CSR Program
  1. Allocate 2% of annual profits to CSR initiatives
  2. Focus areas aligned with family values (e.g., education, environment)
  3. Establish a next-generation led CSR committee
  4. Annual impact report shared with all stakeholders
  1. Governance Review Process
  1. Annual governance health check using MBG's proprietary 50-point assessment
  2. Bi-annual external governance audit
  3. Governance committee to meet quarterly and propose updates

How MBG Can Help

Our personalized approach includes:

  1. Two-week on-site diagnostic: Interviews with all key family members and executives
  2. Custom governance blueprint: Comprehensive report with specific recommendations
  3. 12-month implementation roadmap: Detailed action plans and milestones
  4. Quarterly progress reviews: Ensuring accountability and addressing challenges
  5. Annual governance retreat facilitation: Aligning family and business strategy

Typical client outcomes after 24 months:

  1. 50% reduction in family disputes
  2. 30% improvement in strategic decision-making speed
  3. 40% increase in next-gen engagement in the business
  4. 25% higher profitability compared to industry peers

Every family business faces unique challenges. Let's schedule a consultation to discuss how we can tailor these governance best practices to meet your unique needs, ensuring that your family legacy thrives.


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