Advisory · Family Business

Establishing a family constitution and share-transfer structure

A draft family constitution that expressed values but was not binding was turned into an enforceable framework through amendments to the articles of association, pre-emption and alienation prohibitions, and a shareholders' agreement.

ScopeConstitutionbinding document set
LanguagesTR·DE·ENWorking languages
Practice AreaBindingconstitution + contract set
SectorManufacturingfamily group
At a Glance
Our RoleFamily and corporate advisory
Matter TypeFamily constitution and share structure
Client ProfileSecond-generation family business
Counterparty / StakeholderFamily branches
Working LanguagesTurkish · German · English
StatusCompleted · Anonymised matter
01 · Situation

A mechanism, not just text

Entry into management, profit expectations and share-transfer matters were being re-debated at every family meeting.

The goal was to tie the debate to rules, and the rules to documents.

02

Our Approach

Keeping the commercial objective at the centre, we broke the legal risks into measurable steps.

01 · Family Consensus

Expectations among the branches were clarified through structured discussions.

02 · Document Architecture

The constitution was aligned with the articles of association and the shareholders' agreement.

03 · Dispute Framework

A family council and a tiered resolution mechanism were established.

03

Chronology

The main stages of the process.

1DinlemeBranches and expectationsEach branch's priorities were taken separately.
2DesignRule setManagement, share and profit rules were written.
3LegalBinding documentsThe articles of association and the agreements were updated.
4EffectivenessCouncil frameworkThe family council's calendar and agenda were set up.
04 · Outcome

From debate to rules

The family tied entry into management, share transfers and profit distribution to rules independent of individuals; the constitution became enforceable through legal documents.

  • A binding constitution architecture
  • Pre-emption and alienation restrictions
  • A family council and resolution mechanism
  • Criteria for entry into management
06

Related Areas of Expertise

The practice and focus areas engaged on this matter.

Related Regional DeskTürkiye DeskAdvisory and litigation representation for domestic and foreign investors across all areas of Turkish law.See the regional desk
09

The Team on This Matter

Our multilingual team handling the matter.

First we clarify the commercial objective, risk appetite, timeline and the decision-maker's needs. Then we break the work down into legal analysis, document/contract structure and implementation steps, and manage the process through a single point of contact.

Owing to the legal profession's duty of confidentiality and client privilege, the files are anonymised. In a meeting, within the limits of confidentiality, we can describe our comparable experience more concretely.

In a short preliminary meeting, we take in the objective, existing documents, parties, time pressure and critical risks. Then the scope, team, timeline and fee model are clarified.

Track Record

To complete a similar engagement with confidence.

Let us manage your process from start to finish with our experience in similar cases.