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The Family Business as a system
Family complexity
Company complexity
Structural development
Structural risk

                          Structural dimensions of the family business


Institutionalisation      Family-Business        Management practices Communication Succession
                          differentiation

Existence of institutions Work differentiation   Professionalisation of    Differences        Entrepreneurial
                                                 management practices      management         capabilities
Family Council            Recognition of
effectiveness             ownership              Information structuring   Explicitation of   Non CEO
                                                                           rules              dependence
Board of Directors        Family
effectiveness             accountability                                                      Succession
                                                                                              planning
Executive Committee
effectiveness
Family complexity
A family will be more complex if it has more members. A larger group
of people means a larger number of differences, of diverse
relationships, of resources of a varied nature. In a family with 20
members there will be more internal differences: differences of age,
interests, life situations, etc. It is likely that there will be groups with
affinities (age, tastes, interests) and more than likely that there will be
the occasional disagreement between some of its members or
between groups of them.




                              time
Company complexity
The concept of complexity is also applied to the business. A company
will be more complex if it contains more elements and relationships
within it, and if these elements are more closely related to more
elements outside it. The history of business is one of increasing
complexity. Independently of the general trend towards complexity,
there are notable differences between the levels of complexity of
some family businesses and others.
Structural development

The structure of family-business relations is the set of habits, norms,
processes, forums and so on through which the family orders its
relations with the company. This structure always exists, whether
created explicitly or implicitly over the years. The more complex a
family and a company, the more highly-developed the structure of
relations needed between the two to create order out of the chaos
arising from complexity. Thus a city has a more highly-developed
structure than a village.
Structural dimensions of the family business

Main dimensions:




                                        Institutionalisation

                                        Family-Business
                                        differentiation

                                        Management practices

                                        Communication

                                        Succession
Dimensions of the structure

Institutionalisation:         sections of this dimension




                                              Existence of
                                              institutions

                                              Family Council
                                              effectiveness

                                              Board of Directors
                                              effectiveness

                                              Executive Committee
                                              effectiveness
Existence of institutions

When the firm and family group grow beyond a certain size, a
direct relationship between the two systems (family and
business) becomes insufficient. In order to regulate the
relationship it will be necessary to create properly differentiated
spaces for decision-making and to establish rules for action.

This concern to what extent bodies and formal rules have been
created to regulate relationships. Thus, a high level of
institutionalisation means that there is a decision-making body
for the business family (Family Council), a body for corporate
governance (Board of Directors), a management body
(Management Committee) and a set of formal rules (Family
Constitution).
Family Council effectiveness

We make a distinction between the institution itself and its
functioning. The important thing for the system is not the
existence of the institution but the performance of its function.
Therefore, the Family Council Effectiveness will depend on the
extent to which it fulfils its task.

Among other things, The Family Council’s purpose is to:
maintain and/or develop a business family’s identity; build
systems for providing cohesion and legitimising roles; defining
spheres for decision-making and taking action; establish the
rules; decide the Board of Directors’ mandate.
Board of Directors effectiveness
The main function of the Board of Directors is to govern the
company in accordance with the mandate previously negotiated
with the Family Council. However, its specific functions are:
•   To lend support to senior management
•   To monitor senior management
•   To develop, maintain and control distinctive resources and
    capabilities
•   To guarantee succession
•   To impose restrictions on the family
It constitutes a forum for professional management of the
company, which should ensure the firm has the right competitive
strategy, develop the firm’s resources and capabilities and
maintain family control over the business.
Executive Committee effectiveness
The company’s Executive Committee is a collective
management body. Depending on its characteristics, its
executive scope will be greater or lesser.

The Executive Committee has direct effects on the functioning
of the organisation. It enables executives who have a
centralised and intuitive approach to management to introduce
more analytical elements into their decision-making
processes.[1] This makes it possible for the knowledge
possessed by these executives to be stated explicitly, and for
management talent to be nurtured with the organisation.
[1] Dreyfus & Dreyfus, (1986)
Dimensions of the structure

Family-Business differentiation:   sections of this dimension




                                                   Work differentiation

                                                   Recognition of
                                                   ownership

                                                   Family accountability
Work differentiation
Work differentiation refers to the extent to which those family
members who are actively involved in the management of the
business are so because they belong to the family or because
of their professional ability. The greater the presence of family
criteria in decisions affecting the working life of the family in the
business, the poorer the differentiation will be.

This is manifested in aspects such as criteria for access to
management posts, the hierarchies that exist, and criteria
regarding remuneration and promotion of family members
occupying executive posts.
Recognition of ownership
Recognition of ownership is related to the degree of
acceptance of the rights of the owners as the highest power in
the firm.

 •   The right to have information about the progress of the
     company (right to information)
 •   The right to be taken into account in important decisions
     that may affect the owners’ property (right of decision)
 •   The right to have economic returns and a certain amount
     of liquidity of their property (economic rights)

Ownership is so often identified with management in the family
firm that the role – and therefore the rights – of the owner may
not always be recognised.
Family accountability
To talk of exigency is to talk of the extent to which the fact of a
family member occupying a post in the company merely
implies the exercise of power or also includes the exigency of a
certain level of performance.

Founders are subject to exigency from outside the company
(competitors, customers, etc.), but not internally from company
hierarchies or owners. Nevertheless, they are highly self-
demanding, and this brings them to develop their company
beyond their own levels of comfort.

Here we are not concerned with whether a family member is
capable of being more or less self-demanding; rather, we want
to evaluate to what extent the organisation itself is exigent with
all those working in it, whether they are family members or not.
Dimensions of the structure

Management practices:         sections of this dimension




                                              Professionalisation of
                                              management practices

                                              Information structuring
Professionalisation of management practices
This dimension is concerned with managerial practices that are tried
and tested in the world of management. There is a body of practical
knowledge of proven instrumental quality in multiple aspects of
management such as the design of explicit strategies, coordination of
teams, organisation of internal processes, development of economic
and financial controls and practices, construction of information
systems and quality systems, and so on.

The development of this dimension involves the construction of
decision-making processes that combine intuition, analysis and
(insofar as it is possible) quantitative support. Professionalisation also
entails the creation of management structures capable of making
decisions that are decentralised yet in line with overall strategy,
without this meaning loss of control by senior management.
Information structuring

In this dimension we refer to both the quantity of information
that an organisation can encode (data) and the order and
meaning it establishes within this data in order to be able to
use it (information).[1]

Structuring affects economical and financial information,
management indicators, working protocols, definition of
processes, patents, technical specifications, market surveys,
performance assessment systems, etc.
[1] Jackson (1965)
Dimensions of the structure

Communication:                sections of this dimension




                                              Differences
                                              management

                                              Explicitation of rules
Differences management
Here we are concerned with how a family manages differences
among its members in order to create cohesion around a
project. When we talk of differences we mean differences of
interests, skill profiles, personal situations, roles played, etc.

Handling differences correctly involves recognising that the
members of the family can be ‘equal’ (they are all siblings, they
are all linked to the business family, etc.) but at the same time
‘different’: they all have their own characteristics and their own
nuclear family, and they can make different contributions and
bonds.

Increasing family and business complexity will require the
family to develop its difference-managing skills. Otherwise risk
will grow, as in the other dimensions of structure.
Explicitation of rules
All social behaviour is governed by implicit or explicit rules, and
therefore so is the family business.[1] The rules of a social system are
behavioural guidelines and limits for its members as a whole. The
highway code may impose a speed limit of 120 kph, but that will only
be a rule until such time as drivers take it on board as a behaviour
pattern.

The explicitation of rules is about a family’s ability to state the
behavioural rules existing between the family and the business in its
family business system. This makes it possible to discuss the
appropriateness of these rules, and if necessary to change them.
The rules fixed (in the form of family constitutions) are often
expressions of wishes, as the family is unable to accept the rules
that are really governing their behaviour.

Thus, the family must cultivate its ability to state the rules, as this is
what will enable it to change them if they are inappropriate.
[1] Jackson (1965)
Dimensions of the structure

Succession:                   sections of this dimension




                                              Entrepreneurial
                                              capabilities

                                              Non CEO dependence

                                              Succession planning
Entrepreneurial capabilities
The development of companies requires vitality, the ability to
undertake ventures. The creation of a business is the development of
an entrepreneurial project. One generation’s project is unlikely to be
viable during the next generation. This is a mistake that has been
made all too often in the family firm: to think that one generation can
carry on the project of the previous generation by simply increasing
the efficiency. In other words, doing the same, but better. This is why
entrepreneurship is the foundation on which succession must rest.

Entrepreneurship can be manifested through the ability to generate a
strategic renewal of the family group, but also through the ability to
undertake new ventures within the group.

The company has to be capable of maintaining entrepreneurship,
which does not necessarily mean that members of the next generation
have to lead the projects. The whole enterprise has to behave as an
entrepreneurial organisation.
Non CEO dependence
The top executive is taken to mean the person in charge of the
organisation, regardless of the name used to designate the post
(those most commonly used are CEO and General Manager). The top
executive is a basic resource of many companies’ competitive ability,
for his or her knowledge, skills, relationships or leadership capacity.

Developing Non Ceo dependence is closely linked to the whole range
of dimensions of structure that we have dealt with above, especially
the creation of an institutional structure, the development of
management and the development of entrepreneurship.

The importance of this dimension does not lie in its manageability but
in its assessability; that is, business families should be able to
evaluate to what extent their company depends on the top executive,
and if this dependence is high, work towards reducing it.
Succession planning
So far we have dealt with aspect relating to management
succession, and now we will turn our attention to those relating
to ownership succession.

Succession planning has a strategic dimension and also a
legal and administrative one, mainly related with the
transmission of ownership.

From the strategic viewpoint, succession decisions have a
direct impact on family complexity, and should therefore be
tackled from that perspective. The legal and administrative
component calls for several aspects to be taken into account:
tax issues, wills, and agreements on property, corporate and
economic matters.
Structural risk

This is a family business’ propensity to become chaotic because it has
not been possible to order its affairs through its structure. The risk
therefore increases when the structure is insufficiently developed to
cope with the existing complexity. Structural risk (like many other
risks, such as those of avalanche, fire, etc.) is hard to identify
beforehand but becomes clear once it has been identified by an
expert (or in this case, by an expert system).

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The Family Business as a System: Structural Dimensions

  • 1. The Family Business as a system Family complexity Company complexity Structural development Structural risk Structural dimensions of the family business Institutionalisation Family-Business Management practices Communication Succession differentiation Existence of institutions Work differentiation Professionalisation of Differences Entrepreneurial management practices management capabilities Family Council Recognition of effectiveness ownership Information structuring Explicitation of Non CEO rules dependence Board of Directors Family effectiveness accountability Succession planning Executive Committee effectiveness
  • 2. Family complexity A family will be more complex if it has more members. A larger group of people means a larger number of differences, of diverse relationships, of resources of a varied nature. In a family with 20 members there will be more internal differences: differences of age, interests, life situations, etc. It is likely that there will be groups with affinities (age, tastes, interests) and more than likely that there will be the occasional disagreement between some of its members or between groups of them. time
  • 3. Company complexity The concept of complexity is also applied to the business. A company will be more complex if it contains more elements and relationships within it, and if these elements are more closely related to more elements outside it. The history of business is one of increasing complexity. Independently of the general trend towards complexity, there are notable differences between the levels of complexity of some family businesses and others.
  • 4. Structural development The structure of family-business relations is the set of habits, norms, processes, forums and so on through which the family orders its relations with the company. This structure always exists, whether created explicitly or implicitly over the years. The more complex a family and a company, the more highly-developed the structure of relations needed between the two to create order out of the chaos arising from complexity. Thus a city has a more highly-developed structure than a village.
  • 5. Structural dimensions of the family business Main dimensions: Institutionalisation Family-Business differentiation Management practices Communication Succession
  • 6. Dimensions of the structure Institutionalisation: sections of this dimension Existence of institutions Family Council effectiveness Board of Directors effectiveness Executive Committee effectiveness
  • 7. Existence of institutions When the firm and family group grow beyond a certain size, a direct relationship between the two systems (family and business) becomes insufficient. In order to regulate the relationship it will be necessary to create properly differentiated spaces for decision-making and to establish rules for action. This concern to what extent bodies and formal rules have been created to regulate relationships. Thus, a high level of institutionalisation means that there is a decision-making body for the business family (Family Council), a body for corporate governance (Board of Directors), a management body (Management Committee) and a set of formal rules (Family Constitution).
  • 8. Family Council effectiveness We make a distinction between the institution itself and its functioning. The important thing for the system is not the existence of the institution but the performance of its function. Therefore, the Family Council Effectiveness will depend on the extent to which it fulfils its task. Among other things, The Family Council’s purpose is to: maintain and/or develop a business family’s identity; build systems for providing cohesion and legitimising roles; defining spheres for decision-making and taking action; establish the rules; decide the Board of Directors’ mandate.
  • 9. Board of Directors effectiveness The main function of the Board of Directors is to govern the company in accordance with the mandate previously negotiated with the Family Council. However, its specific functions are: • To lend support to senior management • To monitor senior management • To develop, maintain and control distinctive resources and capabilities • To guarantee succession • To impose restrictions on the family It constitutes a forum for professional management of the company, which should ensure the firm has the right competitive strategy, develop the firm’s resources and capabilities and maintain family control over the business.
  • 10. Executive Committee effectiveness The company’s Executive Committee is a collective management body. Depending on its characteristics, its executive scope will be greater or lesser. The Executive Committee has direct effects on the functioning of the organisation. It enables executives who have a centralised and intuitive approach to management to introduce more analytical elements into their decision-making processes.[1] This makes it possible for the knowledge possessed by these executives to be stated explicitly, and for management talent to be nurtured with the organisation. [1] Dreyfus & Dreyfus, (1986)
  • 11. Dimensions of the structure Family-Business differentiation: sections of this dimension Work differentiation Recognition of ownership Family accountability
  • 12. Work differentiation Work differentiation refers to the extent to which those family members who are actively involved in the management of the business are so because they belong to the family or because of their professional ability. The greater the presence of family criteria in decisions affecting the working life of the family in the business, the poorer the differentiation will be. This is manifested in aspects such as criteria for access to management posts, the hierarchies that exist, and criteria regarding remuneration and promotion of family members occupying executive posts.
  • 13. Recognition of ownership Recognition of ownership is related to the degree of acceptance of the rights of the owners as the highest power in the firm. • The right to have information about the progress of the company (right to information) • The right to be taken into account in important decisions that may affect the owners’ property (right of decision) • The right to have economic returns and a certain amount of liquidity of their property (economic rights) Ownership is so often identified with management in the family firm that the role – and therefore the rights – of the owner may not always be recognised.
  • 14. Family accountability To talk of exigency is to talk of the extent to which the fact of a family member occupying a post in the company merely implies the exercise of power or also includes the exigency of a certain level of performance. Founders are subject to exigency from outside the company (competitors, customers, etc.), but not internally from company hierarchies or owners. Nevertheless, they are highly self- demanding, and this brings them to develop their company beyond their own levels of comfort. Here we are not concerned with whether a family member is capable of being more or less self-demanding; rather, we want to evaluate to what extent the organisation itself is exigent with all those working in it, whether they are family members or not.
  • 15. Dimensions of the structure Management practices: sections of this dimension Professionalisation of management practices Information structuring
  • 16. Professionalisation of management practices This dimension is concerned with managerial practices that are tried and tested in the world of management. There is a body of practical knowledge of proven instrumental quality in multiple aspects of management such as the design of explicit strategies, coordination of teams, organisation of internal processes, development of economic and financial controls and practices, construction of information systems and quality systems, and so on. The development of this dimension involves the construction of decision-making processes that combine intuition, analysis and (insofar as it is possible) quantitative support. Professionalisation also entails the creation of management structures capable of making decisions that are decentralised yet in line with overall strategy, without this meaning loss of control by senior management.
  • 17. Information structuring In this dimension we refer to both the quantity of information that an organisation can encode (data) and the order and meaning it establishes within this data in order to be able to use it (information).[1] Structuring affects economical and financial information, management indicators, working protocols, definition of processes, patents, technical specifications, market surveys, performance assessment systems, etc. [1] Jackson (1965)
  • 18. Dimensions of the structure Communication: sections of this dimension Differences management Explicitation of rules
  • 19. Differences management Here we are concerned with how a family manages differences among its members in order to create cohesion around a project. When we talk of differences we mean differences of interests, skill profiles, personal situations, roles played, etc. Handling differences correctly involves recognising that the members of the family can be ‘equal’ (they are all siblings, they are all linked to the business family, etc.) but at the same time ‘different’: they all have their own characteristics and their own nuclear family, and they can make different contributions and bonds. Increasing family and business complexity will require the family to develop its difference-managing skills. Otherwise risk will grow, as in the other dimensions of structure.
  • 20. Explicitation of rules All social behaviour is governed by implicit or explicit rules, and therefore so is the family business.[1] The rules of a social system are behavioural guidelines and limits for its members as a whole. The highway code may impose a speed limit of 120 kph, but that will only be a rule until such time as drivers take it on board as a behaviour pattern. The explicitation of rules is about a family’s ability to state the behavioural rules existing between the family and the business in its family business system. This makes it possible to discuss the appropriateness of these rules, and if necessary to change them. The rules fixed (in the form of family constitutions) are often expressions of wishes, as the family is unable to accept the rules that are really governing their behaviour. Thus, the family must cultivate its ability to state the rules, as this is what will enable it to change them if they are inappropriate. [1] Jackson (1965)
  • 21. Dimensions of the structure Succession: sections of this dimension Entrepreneurial capabilities Non CEO dependence Succession planning
  • 22. Entrepreneurial capabilities The development of companies requires vitality, the ability to undertake ventures. The creation of a business is the development of an entrepreneurial project. One generation’s project is unlikely to be viable during the next generation. This is a mistake that has been made all too often in the family firm: to think that one generation can carry on the project of the previous generation by simply increasing the efficiency. In other words, doing the same, but better. This is why entrepreneurship is the foundation on which succession must rest. Entrepreneurship can be manifested through the ability to generate a strategic renewal of the family group, but also through the ability to undertake new ventures within the group. The company has to be capable of maintaining entrepreneurship, which does not necessarily mean that members of the next generation have to lead the projects. The whole enterprise has to behave as an entrepreneurial organisation.
  • 23. Non CEO dependence The top executive is taken to mean the person in charge of the organisation, regardless of the name used to designate the post (those most commonly used are CEO and General Manager). The top executive is a basic resource of many companies’ competitive ability, for his or her knowledge, skills, relationships or leadership capacity. Developing Non Ceo dependence is closely linked to the whole range of dimensions of structure that we have dealt with above, especially the creation of an institutional structure, the development of management and the development of entrepreneurship. The importance of this dimension does not lie in its manageability but in its assessability; that is, business families should be able to evaluate to what extent their company depends on the top executive, and if this dependence is high, work towards reducing it.
  • 24. Succession planning So far we have dealt with aspect relating to management succession, and now we will turn our attention to those relating to ownership succession. Succession planning has a strategic dimension and also a legal and administrative one, mainly related with the transmission of ownership. From the strategic viewpoint, succession decisions have a direct impact on family complexity, and should therefore be tackled from that perspective. The legal and administrative component calls for several aspects to be taken into account: tax issues, wills, and agreements on property, corporate and economic matters.
  • 25. Structural risk This is a family business’ propensity to become chaotic because it has not been possible to order its affairs through its structure. The risk therefore increases when the structure is insufficiently developed to cope with the existing complexity. Structural risk (like many other risks, such as those of avalanche, fire, etc.) is hard to identify beforehand but becomes clear once it has been identified by an expert (or in this case, by an expert system).