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Corporate Governance and Family Business Performance

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 Author's personal copy

Journal of Business Research 64 (2011) 280–285

Contents lists available at ScienceDirect

Journal of Business Research

Corporate governance and family business performance

Esteban R. Brenes a,⁎, Kryssia Madrigal b,1, Bernardo Requena b,1
a
INCAE Business School, Box 960-4050, Alajuela, Costa Rica
b
Bacyasociados, Torre Meridiano (HSBC), 3rd Floor No. 11, Guachipelín Escazú, San José, Costa Rica

a r t i c l e i n f o a b s t r a c t

Article history: Family business continuity plans commonly establish a governance structure for the family and for the family
Received 1 March 2009 business. The purpose of those structures is to improve strategy and control mechanisms of the family
Received in revised form 1 September 2009 business and, to organize the communication and relationship between family owners and business
Accepted 1 November 2009
executives. This research focuses on assessing the impact of those structures on family business performance.
Available online 31 December 2009
Specifically, the study assesses the impact a professional board of directors has on a company's performance.
The research team selected a set of 22 family businesses. Some of these families have undergone a process of
Keywords:
Corporate governance
developing a family protocol over the last seven years. The authors captured the relevant information for this
Professional board of directors research by sending out a survey to each family member and to each non-family director or executive.
Family businesses © 2009 Elsevier Inc. All rights reserved.

1. Introduction current and potential stockholders avoiding hindering or direct

Evidence over the last ten years shows that, historically, successful
Latin American businesses with strong potential have fallen prey to
family business problems. A family business is a company mostly
owned and managed by a single root family. Succession and equity
control are among the critical factors leading to problems within
family businesses (Brenes et al., 2006). The main concern of families in
relation to business continuity has to do with who will take the role of
entrepreneur or patriarch, in other words: who will be the ideal
successor to bring peace of mind to the family and ensure business
continuity. A related concern is how family members will inherit
equity shares in a way that ensures continuous family ownership of
the firm.
The professional experience of the authors enabled them to meet
many families owning one or several businesses who decided to
anticipate and prevent conflict by developing a family protocol,
setting policies regarding family member involvement in the business
and creating mechanisms to implement that protocol (Brenes and
Madrigal, 2003). The mechanisms aim at ensuring the implementa-
tion of family- and business-related decisions and policies include
setting a government structure for the business as well as for the
family. The key objective of this structure is to improve the
implementation of the company competitive strategy and to establish
control mechanisms for the family with respect to the business such
that information can flow adequately and transparently between
⁎ Corresponding author. Tel.: + 506 2437 2381, +506 2201 7401.
E-mail addresses: esteban.brenes@incae.edu (E.R. Brenes),
madrigalk@bacyasociados.com (K. Madrigal), brequena@bacyasociados.com
(B. Requena).
1
Tel.: + 506 2201 7400.
meddling in the firm's operational management. Professionalization
of the board of directors appears to be a key instrument in allowing
better family business balance and ensuring family business
continuity.
This paper provides the results of a study conducted among 22 Latin
American families, who own businesses and who established family
protocols and/or formalized a corporate governance structure. The
paper also evaluates the effects of establishing a board of directors on
company performance in the case of these family owned companies.
2. Company government structure
Corporate governance is a guidance and management structure
aligning and organizing ownership management and business
management. Corporate governance comprises three different ele-
ments: the stockholders' assembly, the board of directors and the top
management team. The stockholders' assembly includes all company
stockholders, both inside and outside the family, meeting every year
or on an extraordinary basis to make decisions concerning the
company. The stockholders' assembly has final authority on company
decisions. However, issues concerning corporate governance fall upon
the board of directors — how the board members are chosen, how this
board operates and the boards responsibilities — and all of those
factors in turn impact top management functions and responsibilities.
Board composition varies in line with individual company
characteristics as well as on a per-country basis. These characteristics
include political, historical, legal, and economic factors, as well as
business culture, and are critical to defining the board's structure and
the selection of board members. Often factors such as confidence,
respect, power, and/or family links play a role in appointing board
members. Thus, local factors and different patterns lead to significant

0148-2963/$ – see front matter © 2009 Elsevier Inc. All rights reserved.
doi:10.1016/j.jbusres.2009.11.013
 Author's personal copy
E.R. Brenes et al. / Journal of Business Research 64 (2011) 280–285
variation of board makeup. For instance, in Germany usually several
union members sit on company boards; in Japan you can find loyal
executives serving as board members, and in China Communist Party
members usually sit on company boards (¿Es posible, 2008)
Traditionally United States boards consist strictly of stockholders,
mainly those with the largest number of shares, with a majority
stockholder ideally included for control purposes. This model,
however, evolved in line with legal requirements for public
companies. Boards now include independent, non-executive mem-
bers as a significant majority with power for making relevant
decisions with objective independent criteria.
Globalization of financial markets has added pressure to reduce
local and cultural board composition particularities. Inflows of foreign
capital, mostly from the United States, are leading to a convergence
toward a single board model (¿Es posible, 2008; La figura, 2008). In
today's environment, if a company needs to access foreign capital
markets the company must abide by established rules set in relation
to board composition and role, as these boards should reduce
uncertainty and investor risk, as well as add transparence to company
management (¿Es posible, 2008).
Although the model common in the United States has become
popular, the model effectiveness raises doubts as a result of business
scandals at companies like Enron and WorldCom, which highlight the
failure of their boards to detect fraud as the companies neared the
brink of collapse. These failures directed attention to the importance
of the balance of power between top management, stockholders, and
the board of directors.
With the passing of the Sarbanes–Oxley Act in 2002, a legal tool
exists to reinforce corporate and individual responsibility through
control standards and penalties imposed for non-compliance (Lander,
2003). This act regulates financial, accounting and audit functions and
strongly penalizes corporate and white collar crime. The law establishes
the mechanisms to monitor public companies in the United States, in
order to avoid unlawful alteration of shares of capital to represent
higher-than-actual value. The act aims at preventing fraud and
bankruptcy risk, thus protecting investors. According to the Sarbanes–
Oxley Act, boards of directors consist chiefly of highly committed,
independent board members not linked to the organization for the last
three years, becoming strongly involved with key executives and
actively taking part in audit, nomination, compensation, finance, and
ethic code committees, among others (Sompayrac, 2007).
Current corporate governance requires operating systematically
with a strong balanced power base (Gómez and López, 2004.) To
achieve this power balance the stockholders have to define clear
individual component roles and responsibilities. A part of the
stockholders' assembly role comprises values guiding organizational
culture, as well as business goals and expectations, and long-term
vision. The key role played by the board of directors and its major
responsibilities include: ensuring fair and objective treatment of all
stockholders; and serving as a communication link between top
management and stockholders, bringing together their points of view.
The major challenge for all boards of directors is to align business
strategy with stockholder interests, as a desire to obtain long-term
value influences stockholders' decisions while top management seeks
short-term value and growth. Thus, the board plays a key role in
successfully implementing a company's competitive strategy (Brenes
et al., 2008a.) Also, the board of directors is set-up as an accountability
body for top management (Klelman and Horwitz, 2007). On the other
hand, the major role played by top management consists of carrying
out the strategy and of providing reliable, relevant information to
both stockholders and the board of directors.
3. Corporate governance in family business firm
Many companies are born as family businesses. Even today, many
families still exercise control over several companies, the effects of
281
which reflect in their corporate governance. Cultural and local
traditions, as well a desire to control, impact board composition in
different parts of the world. As a result, not all family businesses have
a board of directors or their boards are almost exclusively made up of
family members, as either current or future stockholders; this family
members only board composition affects the objectivity of corporate
governance, in many cases taking precedence over the health of the
company.
Illiquid capital markets in emerging countries have led to the
creation of wealth via family-run businesses (¿Es posible, 2008). This
phenomenon is common in Latin America, where over 90% of
companies are under family control through family-members-only
boards. Over the last few years, however, more and more companies
adopt international corporate governance requirements and stan-
dards. In many cases, they have done so as a requirement to access
capital from international markets. Others have taken this step as a
result of their conviction that good corporate governance provides
them with a competitive advantage.
Family businesses tend to be complex because, in addition to
dealing with common business opportunities and requirements, they
must consider the needs and desires of the owner family, leading to
risk for long-term supervision (Ward, 2002). Statistics show that only
30% of these companies survive beyond a second-generation
transition; 10% survive into the third generation and just only 4%
remain in existence by the fourth generation. Nonetheless, family
businesses display beneficial characteristics (Ward, 2002). Family
business leaders remain in their positions for longer periods, a fact
that implies added business continuity and stability. Also, beyond
profitability, family businesses aim at continuity and prudence, and
exercise disciplined growth. Finally, they have more loyal and long-
lasting employees and executives, as a result of their long-term
relationship with the family.
Family business boards of directors must be very clear regarding
share succession and evaluation of its impact on company strategy,
as stockholders' expectations and requirements vary with each suc-
cessive generation in charge. The decision to set a board of directors
in a family business relates closely to the company's stage in the
firm's life cycle (Brenes et al., 2008b). Brenes, Madrigal and Molina
found some common characteristics shaping the board's composi-
tion and role, depending on family generation and company ma-
turity stage (Brenes et al., 2008b). Boards are commonly absent in
the first generation, when the owner manages the company directly.
The owner usually makes all company decisions and no account-
ability exists. Entrepreneurs often do not feel the need to have a
supporting body for decision-making. When the second generation
begins to participate in the family business, entrepreneurs start
considering setting a board to help them deal with growth and
inherent conflict resulting from the incorporation of his/her children
into the company.
In transition stages some boards consist of family members or
company partners. In many cases they include exclusively family
members, including those engaging in operational and/or managerial
tasks in the company. Some family businesses without a formal board
of directors established a transition process where they learn by
creating an executive committee made up of the entrepreneur and
his/her children, with an eye to starting a board. They later
incorporate non-family board members to bring the knowledge and
experience required to manage the company.
In the stages of family society, brothers' society, and cooperation
between cousins, companies have usually a formal board of directors
meeting periodically. However, in these stages, boards have some
particular features. In some cases, company executives sit on the
board, as a result of their knowledge of the business and as
recognition for their loyalty. In other cases, non-family board
members who are outside the business are part of the board because
they are close friends of a partner/family member. Still in other cases
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282 E.R. Brenes et al. / Journal of Business Research 64 (2011) 280–285
non-family board members experienced in a key area of the business
serve in the board as advisors and arbitrators for the company and
sometimes for the family.
Experience shows that the role of boards of directors in family
businesses undergoes a transition which is typical for these types of
companies (Ward, 2002) First, board members serve as advisors to
the company and the family, providing objective advice for decision-
making and facilitating or ordering transition of shares control and
succession. As the family business matures in its handling of boards of
directors, the board takes on a catalyzing role between family and
company; in other words, the board supports or requires setting other
bodies to handle the family/business relationship, ensures fluent
communication with the family on relevant business topics, and
protects company and stockholders', and thus, family interests. Once
the family professionalizes the company, the board of directors
ensures good administration and operation; conducts strict evalua-
tions of the markets in which the company invests, as well as its
profitability; appraises the analysis and assumptions submitted by
managers; sets standards for goals and investment decisions; and
supports management's creative ideas. Likewise, the board estab-
lishes and handles a rational capital allocation strategy, taking into
consideration the needs of various family businesses and
expectations.
Family businesses usually establish a parallel structure with two
additional bodies called the family council and the business council
(Brenes et al., 2007a). The family council consists of current and
potential stockholders belonging to the family. The family council
meets at least once per year to share ideas and proposals and to
analyze problems in relation to family commitments towards the
company. The business council, on the other hand, includes only
family members active in the family business. The business council
reports to the family council on the development of the family
business and analyzes family expectations for the business (e.g., new
business ideas, new projects, and new investments) and brings them
to the board of directors and to the CEO. This study gives some
attention to these bodies as a part of the research.
4. Methodology
Statistics on family businesses are virtually non-existent in Latin
America. For this reason, and in order to take advantage of authors'
experience on this topic, the authors conducted a survey among 22
families in order to ascertain the impact from setting of a board of
directors, as well as from family governance on company perfor-
mance. The research team received replies to this survey from passive
stockholders (i.e., family members owning shares but not participat-
ing in or working for the family business) as well as from board
members and company executives. The research team mailed ninety
survey forms and received 20 replies from 12 family businesses,
distributed as shown in Fig. 1.
The survey included 16-questions. Of these questions, eight use
statements evaluated under the Likert scale, with 7 as the highest and
1 as the lowest grade. The survey also included general information
questions as well as open-ended questions providing opportunity for
comments in order to further clarify survey results. The research team
processed the survey statistically to obtain the results shown below.
Seventy-five percent of family businesses answering the survey
developed a family protocol through participation of family members
above 18 years old. The remaining 25% have not yet done so. The
research team chose these companies because they have a formal
board of directors in a family business environment.
Due to Latin American company silence regarding financial
information, a question aimed at finding out their success. To analyze
results, the research team split companies into two different groups:
more successful and less successful companies. The former are those
Fig. 1. Survey respondents' role in the family business.
with scores above 5.5 in the Likert scale. The latter are those with
scores below that figure.
5. Research results
5.1. Corporate governance
Generally speaking, results show that 70% of the family businesses
surveyed had a board of directors or something similar prior to
developing their family protocol. The board, however, often fails to
play its formal role at its element of corporate governance. Rather, the
board serves as a management committee engaged in following-up on
company operations.
In board performance in most successful companies scores 5.7
points in the 7-point Likert scale. Least successful ones, on the other
hand, score only 4.7 points in board performance. In order to evaluate
board performance the researchers took nine variables into account
(see Fig. 2).
As seen in every case, except in Exerts Adequate Management
Control, most successful companies score above least successful
companies on each single variable. Noticeably, the three variables
with the highest score for most successful companies coincide with
the three variables with the highest score for least successful ones,
namely Clear Strategic Direction, Members' Knowledge of Business, and
Objective Decision-making. On the other hand the research team
evaluated variables showing the major difference between the most
and least successful companies, as they require the most attention to
improve board performance. The variables with the most variation are
Committees add value to management, and Has Committees on Relevant
Topics. Results show that many families surveyed have not created
committees on relevant topics. For this reason, they scored rather low.
Performance appraisal for non-family board members in most
successful companies scores 6.3 points as compared to least successful
companies (5.4 points). To assess the performance of non-family
board members the research team considered eight variables, as
shown in Fig. 3. When evaluating the performance of non-family
board members, most successful companies score higher than least
successful companies on every variable. The two variables with the
highest score for most successful companies coincide with the two
variables with the highest score for least successful companies, to wit,
Provide a Missing Dimension and Strategic Vision. The research team,
then, evaluated the variables whose scores showed the major
differences between the most and least successful companies in
order to find factors to improve non-family board members'
performance. The variables with the highest difference in scores are
Commitment to Business, Mediation in Family/Business Conflict, and
Active Participation. In both cases the Business Knowledge variable had
the lowest score. Survey comments on non-family board members
criticize their lack of commitment and scant business knowledge. The
degree of commitment from non-family board members reflects a
 Author's personal copy
E.R. Brenes et al. / Journal of Business Research 64 (2011) 280–285
Fig. 2. Board performance. Evaluate the Board of Directors in the following areas.
significant difference in terms of contribution and dynamics of the
board of directors.
Even though a large percentage of least successful companies have
a larger number of non-family board members in their boards, these
members do not necessarily have the commitment to and/or
knowledge of the business required to improve performance. Board
dynamics in those cases are not fluid enough. On the other hand, a lack
of balance regarding knowledge of business between family and non-
family board members results in inadequate alignment between
recommendations made and implemented. A number of respondents
(chiefly passive stockholders) think that, even though their busi-
nesses are fine, they could be even better if the board of directors, and
mainly non-family board members, commit more and demand better
results from the management team.
Performance appraisal for family board members in most
successful companies scores 6.2 points as compared to 5.6 points in
least successful ones. To appraise the performance of family board
members the research team took seven variables into account, as seen
in Fig. 4. On every variable most successful companies score above
least successful ones. The variables with the highest score for most
successful companies coincide with the variables with the highest
score for least successful ones: Management Advice and Support,
Knowledge of Business, and Active Participation. The research team,
then, evaluated the variables showing major differences in scores
between the most and least successful companies in order to improve
family board members' performance. The variables with the highest
difference in scores are Strategic Vision and Commitment to Business.
Noticeably, both the most successful and least successful companies
rate Objective Decision-making with the lowest score.
An additional factor directly impacting board performance is
meeting frequency. Survey results indicate that 80% of most successful
companies' boards met at least 12 times a year, as compared to 71% of
least successful companies. Results indicate that the more frequently
the board meets the better its performance. The reason for these
results is that increased board-meeting frequency leads to better
Fig. 3. Non-family board members performance. Evaluate the Non Family Board members performance in the following areas.
283
knowledge of the business in the case of non-family board members,
as well as increased commitment and participation.
Finally, nobody evaluates board members in 83% of the cases
researched. Some survey respondents see evaluation as redundant
since they were performing satisfactorily. In one case, however, the
reason to skip evaluation was that non-family board members were
friends of the family and the family was unwilling to offend them. The
remaining 17% of family businesses have evaluation mechanisms in
place to appraise board performance. Methodologies vary. In some
cases, the board uses an evaluation tool at the end of each member's
tenure. In others, an executive interviews board members to provide
individual feedback.
5.2. Family structure and family protocol
Survey results indicate that 60% of families have established some
family government body, either business council or family council.
However, respondents were highly critical since they think that the
business council and/or family council are very hard to implement
when family members lack leadership to start and make these bodies
functional.
58% of families implemented business councils. Most successful
companies rate business council performance at 5.7 points, while least
successful ones give 3.9 points for business council performance. The
evaluation of business council performance included five variables. In
all variables, most successful companies score above least successful
ones, on a variable-per-variable basis (see Fig. 5). The research team,
then, evaluated the variables showing major differences in scores
between the most and least successful companies in order to improve
business council performance. The variable with the most variation is
Identifies potential leaders. This variable obtained the highest score in
most successful companies.
Families who establish a business council find this council to be a
valuable tool in handling conflict, as the business council separates
rational and emotional stockholder reactions. Families with business
 Author's personal copy
284 E.R. Brenes et al. / Journal of Business Research 64 (2011) 280–285
Fig. 4. Family board members performance. Evaluate the Family Board members performance in the following areas.
councils are those who have undergone family-member conflict or
those who need to engage in management succession. These think the
business council helped them reduce and solve conflict in a simple
way, and to orderly conduct chairperson succession. In most cases
they believe business councils can be even more useful.
Fifty percent of families have implemented family councils. Most
successful companies rate family council performance at 6 points
while least successful ones rate family council performance with 3.7
points. The evaluation of family council performance included six
variables. In every variable, most successful companies score above
least successful ones, on a variable-per-variable basis (see Fig. 6.) In
this section the highest-ranking variable does not coincide between
both types of companies. On the one hand, most successful companies
rated the highest the variable Conducts philanthropy activities while
least successful ones did so for Conveys Values. However, both the
most successful and least successful companies coincide on two
variables in terms of significance. These are Solves family business
conflict and Develops Family Business Agreements. Many families find
implementing family councils more advantageous than not as the
implementation of family councils has led to improved communica-
tion and joint efforts on issues significant to families not necessarily
related to the business.
Survey respondents see the family protocol as a guide for both
company and family order and structure. The family protocol major
benefit is additional transparency of company management, as the
rules of the game have been set in a highly participatory process
involving the entire family with a conflict-solving mechanism
established. They also think the family protocol led to a change of
attitude from the board of directors, specifically, increased director
commitment, meetings held more frequently, and clearer under-
standing of their role by the family.
However, survey respondents believe that family protocol imple-
mentation has not taken place as quickly as desired. Implementation
relates to owners' leadership and commitment, but they feel the
necessity for the board of directors to get involved to assist in
Fig. 5. Business council performance. How does the Business Council contribute to the famly business.
implementation and supervision. Family protocol results have
generally not been highly visible to management, although managers
perceive increased fluidity and decentralization regarding the
organization. A large number of families said they have not felt the
need to implement their family protocol, although creating the family
protocol has resulted in improved family unity.
6. Conclusions
Research results show that the greater the evaluation of board
performance the better company performance vis-à-vis competitors.
Obviously, setting a formal board of directors is a key component in
improving company's performance and bringing peace of mind to the
family. Global trends come together in a single board model. Even
though this model becomes a key prerequisite for companies entering
international financial markets, families shouldn't overlook the
features that are fundamental to family businesses governance. The
authors' experience points out that, although family owned companies
have a goal to attain in relation to board role and composition, a
transition process toward best practices tailored to individual
company culture has to take place. This transition stage will depend
heavily on individual company maturity, not only in terms of life cycle
stage but also in terms of company experience with boards of directors.
Research findings indicate that boards of directors have enriched
company management by bringing in additional objectiveness.
Including non-family board members was determinant to perceived
increased transparency and increased confidence in company manage-
ment for family members who are not actively participating in the
family business.
A board made up of non-family and family board members results
in a balance that is very important to dynamic operation. Results show
that contributions from both types of director complement each
other. On the one hand, family board members have experience and
knowledge of their business. On the other hand, non-family board
members bring to the company an objective vision and a professional
 Author's personal copy
E.R. Brenes et al. / Journal of Business Research 64 (2011) 280–285
Fig. 6. Family council performance. How does the Family Council contribute to the famly business.
point of view. In a large number of family businesses non-family board
members take on an arbitrator role in solving business/family conflict.
This role provides owner family members with peace of mind since,
when emotions take control, the objectiveness provided by someone
outside the family avoids resentment which, in the long run, can lead
to broken family unity and/or company sustainability.
In relation to both family and business councils, families are aware
of their importance but have not fully implemented these structures.
Findings show that many families chose only one of those (Family or
Business Council) as they do not consider both necessary. In the
authors' opinion two basic reasons exist for this consideration. First,
families who had to activate their family protocol due to conflict,
shares purchase/sale, and/or the need to set in motion the managerial
succession mechanism, have found increased functionality in imple-
menting the business council as the business council comprises
conflict resolution. The families, however, have not yet considered the
protocols that address family wealth management because families
manage dividends customarily on an individual basis. In other words,
management of personal wealth prevails over management of family
wealth. Second, families that have not undergone conflict find the
family council even more functional as a means to socialize and
communicate with each other. In other words, they see the family
council as a way to deal with matters families desire to tackle (e.g.,
corporate social responsibility, paying homage to family members,
and improving family relationships). Family governance, however,
seems more relevant for larger families where a large number of
members do not take active part in the family business. Otherwise,
they consider family governance redundant and irrelevant to
implement.
7. Limitations and future research
The total number of families in the data set was relatively small. In
addition, the response rate of only 22% was also low. Members of
View publication stats
285
family businesses, both family and non-family members, are usually
hesitant to respond to this type of survey in Latin America due to the
fear of information leaks. Future research should consider applying
the same survey to a larger sample from different regions to compare
with the results in this article. Authors are planning to expand their
own data set to include families that had been recently participating
in family business seminars through INCAE Business School.
Acknowledgment
The authors thank Stuart Perez for his help in correcting this paper.
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