Protecting your legacy

Starting, running, and perpetuating a family company poses additional challenges to any other business.

The frequent informality of family-owned businesses, the blurred limits between the family, the company and the property of the assets, the lack of professionalism, the absence of succession planning, among other things, cause weaknesses that must be addressed to avoid problems and conflicts that at some point destroy the hard-gained wealth.

The proper use of the tools the law provides can help reduce the risk of things going sideways, and help create a better future for you, your family, and your business.

The key to running a family business successfully is to agree in advance on sensitive issues, implementing boundaries and a balanced relation between the interests of the business and the family.

As the business environment and the family members’ wishes, needs and circumstances change from time to time, organizing the family business is an ongoing process that should be regularly evaluated and reviewed, and must be based on solid tenets and shared-values, crystal-cleared stated and communicated.

Castro Sammartino & Pierini can help you out with all the legal family business issues, including:

1) Draft of the family protocol

As a cornerstone for the organization of the family business, providing for, among other issues:

• How to access to the family business ownership;
• Planning the best structure for commercial, tax and succession purposes;
• Recruiting of family members and their compensations;
• Funding the family business;
• Dividend policies;
• Family members leaving the business, becoming incapacitated, passing away, divorcing, separating, etc.;
• Buying and selling options of family members´ shares (puts and calls);
• Selling the family business to third parties and tag along and drag along rights;
• Succession and business continuance;
• Temporary compulsory indivision of the family business to prevent inheritance partitions that would dismember it;
• Establishing of the Family Council;
• Handling disputes through mentors (i.e. trusted outsiders; independent non-executive board members for impartial advice and experience; independent professional advisors; mediators; arbitrators);
• Corporate spin-offs as tools for the separation of family groups and overcoming conflicts;
• Tie-breaking mechanisms to avoid paralyzing the family business in conflict situations;
• Conflict resolution methods.

2) Family business management

• Amendments to the company’s articles of incorporation and bylaws to adapt them to the protocol and family needs;
• Shareholders and partners´ agreements;
• Restrictions on share assignments and preemptive rights;
• Marriage´s estate regime, asset separation;
• Restraints to heirs and in-laws joining the family business;
• Divorce and inheritance assistance;
• Trusts for administration purposes or asset protection;
• Donations, wills, bequests, and future inheritance covenants assigning the family company to those business-committed heirs;
• Employment agreements with relatives.

3) Dispute resolution and litigation

• Assistance and representation in disputes arising out of family business matters, both before courts and arbitration panels.

4) Compliance audits (business health check)

• Conducting legal audits on the family business to solve or prevent legal problems.