Family businesses

When Should a Family Business Create a Holding Company?

Short answer. Consider a holding company when owners need a clearer way to oversee multiple businesses, prepare for an acquisition or liquidity event, or coordinate ownership and advisers. It is a tool, not a default answer. First define its purpose and decision rights, then have your attorney and CPA assess the legal, tax, financing, and governance effects.

Create a holding company when it solves a defined ownership or oversight problem. It may help a family coordinate several businesses, prepare for acquisitions, or organize assets before a major liquidity event. The decision should follow the family's goals and the companies' actual needs, not the appeal of adding another entity.

Identify the Reason First

Write down what the proposed company would own, what decisions it would make, and what work it would perform. It might hold shares in operating companies, coordinate shared services, or provide a place for owners to review the group's direction. Be specific about what stays with each company's board and management team. Without that clarity, a holding company can add reporting and administration without improving control.

In my own case, we initially set up Wilson Holding Company after potential buyers expressed interest in our training division while we were also acquiring businesses and intellectual property. That experience led me to think about how business assets could be managed together and how advisers could be coordinated. Each family's facts are different, but a change in ownership or business scope is a sensible time to revisit structure.

Plan for Ownership and Decisions

Map the existing companies, owners, loans, guarantees, contracts, and shared assets. Decide who will direct the holding company, how owners receive information, which decisions require approval, and how conflicts will be handled. If the family wants the holding company to coordinate professional support, specify responsibilities and reporting so the role is useful.

Consider how the structure may affect future transactions, family ownership, and the separation of property from operations. The entity chart should be easy for owners and managers to understand. Legal, tax, and lender requirements can change what is practical, so talk with your attorney and CPA before forming a company or moving assets into it.

Check the Ongoing Cost and Fit

A holding company requires administration, records, governance, and appropriate financial reporting. Compare these costs with the problems it is meant to solve. Revisit the design after acquisitions, sales, inheritance, or changes in the family's role. A structure that once fit may need adjustment as the portfolio and ownership group change.

For related reading, see simplifying a group of companies, structuring businesses across industries, separating property from operations, and creating a family compass.

we initially set up Wilson Holding Company because three publicly traded companies offered to purchase our training division

Richard C. Wilson, The Single Family Office

Sources: The Single Family Office. Informational only, not financial, legal or tax advice.