Gouvernance des sociétés de famille – Quels sont les enjeux ?

The current corporate law revision aims namely at improving good governance rules. In this respect, the preliminary Federal Council draft bill, for which the consultation process was opened back in November 2014, puts forward several measures aiming at strengthening the protection of minority shareholders. The author considers that the existing shortcomings in the governance of private companies are not sufficiently targeted by the proposed measures. He illustrates the issue with the example of non-listed family companies, which face two crucial challenges : the risk of family breakdown in future generations, on the one hand, and the management of multifaceted conflicts of interest susceptible of generating a confusion between family governance and corporate governance. Sufficient protection to family companies is still not afforded by the classical means – comprising namely the setting up of a family holding and of a shareholders’ agreement. Despite of this, corporate law only…