Governance Code for Family Businesses

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The Governance Code for Family Businesses (abbreviated GKFU) is a voluntary guideline for the responsible management of family businesses . It was drawn up by a committee of 27 family entrepreneurs and scientists. The code itself contains recommendations for the situation-appropriate structuring of family business governance and family governance , i.e. the organization of management, control and securing of the cohesion of the family and the family business. It is supplemented by a comment on the Internet.

history

In 2004 the “INTES Academy for Family Businesses” and “ Welt am Sonntag ” presented the first governance code for family businesses. With the code, the initiators have given family businesses and their partners a framework for assessing and optimizing their individual governance structures.

At the initiative of “INTES Academy for Family Businesses” and “ The Family Businesses ”, the code from 2004 was revised and further developed. Practical experience with the code as well as theoretical discussions about governance in family businesses were taken into account. In addition, the commission was supplemented by further entrepreneurs and scientists.

The current version of the Code came into force on May 29, 2015 and replaces the previous versions from 2004 and 2010.

Goal setting

Family businesses can be found in different legal forms, sizes, forms of financing and above all with owner structures that range from a few to several hundred owners. Family businesses therefore require family business governance that is tailored to their needs and that extends to the company and the family. The aim is to ensure that the owners exert a responsible influence on their company and to involve the family as the mainstay of the company in the governance in a professional manner.

The aim of the GKFU is to help the owner families to ask the relevant questions about family business governance and to find individual answers tailored to the respective situation of the company and family. In this sense, the GKFU wants to make it clear which questions owners should answer in order to ensure good governance. This makes it a touchstone for the owners' joint decision-making process and an essential prerequisite for the long-term survival of their own family business.

Furthermore, it is available to all those involved in the family business as a guide for assessing and for further optimizing and adapting family business governance .

Code

The GKFU is structured as follows:

Preliminary remark
Commission
preamble
  1. Self-image of the owner
  2. Design of owner rights and obligations
  3. Supervisory body
  4. Corporate governance
  5. Determination and use of results
  6. Transferability of ownership, withdrawal from the group of owners
  7. Family governance
  8. Creation and validity of its own governance code
glossary

The GKFU makes a fundamental distinction between the terms “should” and “it is recommended”. “Should” indicates recommendations that are indispensable for good governance, which means that the owners should make individual arrangements. The phrase “it is recommended” is used for recommendations from which deviations can be made in justified exceptional cases, which means that individual regulations may be dispensable in these cases.

In contrast to the “ German Corporate Governance Code ”, there is no legal basis for the requirements. They remain voluntary, even if they are of central importance for good company management in a family business.

Commenting

On the GKFU homepage you will find additional comments in the form of a question and answer catalog. This is not an official part of the governance code for family businesses. Rather, it corresponds to the need to link individual aspects of the code with possible concrete content.

The answers are neither binding nor officially recommended. Rather, they are personal recommendations from Commissioners that they wish to share with the users of the Code in this way. Usually they are tailored to large family businesses. The respective reader should decide whether and to what extent they are also helpful in other situations.

Commission

Presidium:

as deputy chairwoman

Other members:

criticism

In the public discussion about the relevance of a governance code for family businesses, criticism is expressed:

  • “A corporate governance code is now also being discussed for family businesses. This is surprising insofar as the assumed conflicts of interest between owners and corporate bodies in family businesses do not exist in this form in listed companies. "
  • “In contrast to the government commission set up by the Federal Ministry of Justice, which has spun a dense network of rules for stock exchange companies, the code for owner families presented by the management consultancy Intes and the association“ Die Familienunternehmer ASU ”is a private initiative. But she claims to make generally valid recommendations, which are either indispensable for all family societies or from which (only) deviations can be made in justified exceptional cases. "

From the point of view of the initiators, however, the allegations would show that the critics did not fully deal with the content and objectives of the code:

  • “Entrepreneurial families not only have to manage a company - they also have to manage the family. (...) Many examples from company practice show that this dual task of company and family management is not always easy. Current events lead to disputes about succession plans, distributions or appointments of executives. These can be avoided if entrepreneur families agree on procedural rules in good time. The corporate governance code for family businesses shows what should be regulated ".
  • “Running a family business and ensuring its continued existence is by no means easy. (... The Code) is something like a manual for successful family business. "
  • “While the first - also based on the Corporate Governance Code for corporations - was more of a concrete instruction for certain actions, the second is more of a specification for family businesses, which they should regulate. The design is left to the owner families - their importance thus comes much more into focus. "

Positive about the code:

  • Stuttgarter Zeitung of June 19, 2010: “According to family entrepreneur Nicola Leibinger-Kammüller, CEO of the Trumpf Group, the improvement efforts have borne fruit. It is an 'absolute gain' that the guidelines and recommendations of the Code take into account the diversity of family businesses. She is also pleased that 'the new code particularly emphasizes the aspect of long-term and sustainability.' "
  • Peter May and Alexander Koeberle-Schmid in The Supervisory Board 6/2011: “The Governance Code for family businesses therefore puts the owners at the center of all decisions. Ownership matters - It depends on the owner! Could therefore be the heading above the revised code. The really exciting question is whether this message will be accepted by the critics. "
  • Alexander Koeberle-Schmid in the gmbh boss June 2011: “The special governance code for family businesses developed last year contains the most important rules and questions that have to be regulated within a family business. Entrepreneur families who have drawn up their own family code with the help of the Governance Code have a touchstone in their hands for the joint decision-making of the owners in the family and in the company. "
  • “In fact, the commission has succeeded in identifying the issues that are relevant for family businesses and providing possible approaches to solving them. In particular, the code rightly emphasizes the crucial importance of the entrepreneurial family. If the company-specific governance has been designed with the help of the code, it can - provided appropriate communication - also send a positive signal to the company environment. "
  • Lutz Goebel in Der Familienunternehmer from December 2010: “A perfect entrepreneur probably doesn't need a governance code for this, a typical family entrepreneur perhaps does. The new code offers him an excellent tool for recognizing whether he is prepared for the greatest imponderables. "
  • Roderich C. Thummel in the business adviser on September 27, 2010: “The rules of the code are openly designed and are intended to provide stimuli for reflection rather than finished concepts. This is mainly due to the fact, also formulated in this way (Section 7), that family businesses and their owners can be very different and require tailor-made solutions. "
  • Petra Gessner in wir magazine from September 2010: The code “continues to be misunderstood by the public. Because for family businesses it is an asset to deal with this code. "
  • Carsten Laschet and Klaus Schweinsberg in Haftpflicht international 3/2011: “Good governance is one of the components of contemporary and sustainably successful corporate management. This also applies to family businesses. As part of this, the governance code for family businesses was drawn up. "
  • Jan-Klaus Tänzler in the Financial Times Deutschland on July 5, 2011: "I think the governance code makes sense for family businesses because it can be a good framework for decisions."

literature

  • Aronoff, C. and Ward, J. (1996): Family Business Governance: Maximizing Family and Business Potential , Family Business Publishers, Marietta
  • Koeberle-Schmid, A., Fahrion, H.-J. and Witt, P. (2010): Family Business Governance , Erich Schmidt Verlag, Berlin

Web links

Individual evidence

  1. ↑ Sonja Banze: The corporate governance code for medium-sized companies. In: welt.de . September 11, 2004, accessed October 7, 2018 .
  2. ↑ Ileana Grabitz : Code of Conduct: Family businesses put shackles on themselves. In: welt.de . October 4, 2009, accessed October 7, 2018 .
  3. ↑ Archive link ( Memento of the original dated October 2, 2017 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice.  @1@ 2Template: Webachiv / IABot / www.kodex-fuer-familienunternehmen.de
  4. ↑ http://www.wifa.uni-leipzig.de/startseite/n0/article/coporate-governance-kodex-fuer-familienunternehmen.html  ( page no longer available , search in web archives )  Info: The link was automatically defective marked. Please check the link according to the instructions and then remove this notice.@1@ 2Template: Toter Link / www.wifa.uni-leipzig.de  
  5. ^ Frankfurter Allgemeine Zeitung: Family business: Diversity instead of a uniform code
  6. ↑ a b Frankfurter Allgemeine Zeitung: It all depends on the family  ( page no longer available , search in web archives )  Info: The link was automatically marked as defective. Please check the link according to the instructions and then remove this notice.@1@ 2Template: Toter Link / www.kraus-und-partner.de  
  7. ↑ - ( Memento of the original from December 4, 2010 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice. @1@ 2Template: Webachiv / IABot / www.dvz.de
  8. ↑ - ( Memento of the original from September 24, 2015 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice. @1@ 2Template: Webachiv / IABot / www.intes-akademie.de
  9. ↑ Archive link ( Memento of the original from August 19, 2014 in the Internet Archive ) Info: The archive link was inserted automatically and has not yet been checked. Please check the original and archive link according to the instructions and then remove this notice.  @1@ 2Template: Webachiv / IABot / www.kodex-fuer-familienunternehmen.de
  10. ↑ http://blog.handelsblatt.com/rechtsboard/2011/07/15/governance-kodex-fur-familienunternehmen/