Case study

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2023MGMT4710Chapter4.ppt

Chapter Four.

The Governance and Professionalization Challenge

It’s All Greek

  • Governance comes from the Greek term “to steer.”
  • Current family business research mirrors Corporate research as to outcomes.
  • What is missing are the outcomes important to families!

Family Governance

  • Essential for the long-term well-being of the business and wealth
  • The ability to control relationships between family, managers, and shareholders
  • Protects unity and capital
  • Financial
  • Human
  • Social

Family Governance Structures

Source: Poza, Family Business, 3e, 2010.

Shareholder

Meetings

Family Office

Family

Enterprise

Ownership

Family

Council

Top

Management

Board of

Directors

*

The Systems Theory Model

Family Members

Other Shareholders

Family Shareholders

Owner-Manager Family Members

Owner-Managers

Family

Employees

Non-Family Managers & Employees

Source: The Systems Model. Adapted from Davis and Tagiuri, 1981.

Family

Management

Ownership

*

What happens when we overlay Systems Theory with the Family Governance Structure?

Systems Theory and Governance Structures

Family Members

Other Shareholders

Family Shareholders

Owner-Manager Family Members

Owner-Managers

Family

Employees

Non-Family Managers & Employees

Overlay of Two Family Business Models. Source: The Systems Model. Adapted from Davis and Tagiuri, 1981. Source: Poza, Family Business, 3e, 2010.

Shareholder

Meetings

Family Office

Family

Enterprise

Ownership

Family

Council

Top

Management

Ownership

& Board

*

Family Systems Theory

  • We must manage interrelated subsystems:
  • Family
  • Management
  • Ownership
  • Larger system must be effective and successful
  • May lead to blurred boundaries

More Blurred Boundaries

  • Can lead to vision and leadership issues
  • Nepotism, hallo effect, & entitlement
  • Losses of identity, values, sense of fairness, culture and wealth
  • Festering into conflict, lack of oversight, secrecy, and selfishness

Professionalization Challenge

  • Requires professional family and non-family managers
  • An organizational structure aligned with strategy
  • Policies that promote delegation
  • Family firms must be willing to:
  • Employ non-family executives
  • Exclude incompetent family members
  • Establish Policies (SHRM)

The Family Constitution

  • Usually for larger companies
  • Has no legal standing!
  • Influence is felt in other legal documents, buy-sell agreements, etc.
  • Supports family intentions and goodwill.
  • Can support family philanthropy efforts

Managing Succession

  • Very difficult to pick one member over another member
  • A board can take a third person approach to the problem
  • Consultants can take an independent approach
  • Co-CEOs rarely work in reality
  • Someone must be in charge!

Mapping The Family Business Governance Cluster

Business Family

Long

Term

Short

Term

  • Human Resources
  • Governance Structure
  • Family Ownership
  • Family Control
  • Business mission and goals
  • Role of Network
  • Decision Making

Adapted from: Yu, Lumpkin, Sorenson, and Brigham. (2012).

Mapping The Family Business Governance Cluster

Business Family

Long

Term

Short

Term

Adapted from: Yu, Lumpkin, Sorenson, and Brigham. (2012).