China: A Private Wealth Law (PRC Firms) Overview

Analysis of the Reasons for the Lack of Contemporary Family (Business) Succession Planning and Arrangements – Changing Entrepreneurs’ Perceptions Is the Key to Solving the Problem

Several recent high-profile cases of disorderly or failed family (business) succession have attracted widespread social attention. Succession planning and arrangements involve three dimensions: the family, the family business (operating assets), and family wealth (non-operating assets). For the family, it means establishing intergenerational leadership; for wealth, it concerns how to distribute, inherit or centrally manage assets; for the business, it involves not only planning the ownership structure but also the transfer of the sceptre. In addition, there is the important issue of the continuity of family culture.

Entrepreneurs’ succession planning often faces many limitations and impacts

In practice, the reasons for the lack of planning and arrangements are extremely complex and intertwined, often resulting from multiple causes. Overconfidence, avoidance, folk taboos and overly ambitious visions are the core reasons that deserve primary attention.

In addition to the four core reasons mentioned above, limited pathways, limited tools, unexpected events and inappropriate planning are also important reasons for the lack or ineffectiveness of succession planning and arrangements.

Limited pathways

For complex reasons, there are not many people entrepreneurs can trust. As the family (business) develops to a certain scale, entrepreneurs often feel that there are fewer and fewer trustworthy people. In many cases, decision-making relies only on the advice of a few people around them who can only provide emotional value. These people may not have the knowledge of succession planning, or, due to the sensitivity of the topic and their own positions, it is difficult for them to put forward effective suggestions on succession planning and arrangements, let alone provide solutions.

At the same time, many entrepreneurs believe that succession planning and arrangements require extreme privacy and can only be completed with the assistance of trusted people around them. However, these people or the professionals around them may not have such professional capabilities. As a result, many so-called succession plans are ineffective, leading to various situations such as assets that should be divided not being divided, assets that should be consolidated not being consolidated, and matters that should be arranged during one’s lifetime being arranged posthumously. There are even frequent cases of invalid will arrangements, which is truly regrettable.

Entrepreneurs are often heard to say that their succession plans and arrangements have been completed, but, in the end, there is a complete mess, and nothing that should have been done has actually been done.

Limited tools

Overcoming “time and human nature” with “strength and flexibility”, expanding people’s influence in terms of time and scope, and managing uncertainty with certainty are the basic logics of both family wealth management and family succession. These logics can only be realised through structural legal tools such as family trusts, family foundations and family holding companies.

Family (business) succession is diverse. Families with multiple children and complex relationships have their own difficulties, while families with only one child and simple relationships also have their own challenges. Whether complex or simple, succession through structural legal tools is an inevitable choice. This has not only been proven by a large number of domestic and foreign practical experiences but also supported by corresponding theoretical research results.

Many entrepreneurs, due to limitations in cognitive ability, have no basic knowledge and understanding of the above structural tools, let alone choosing and using them. Succession demands that can be easily and comprehensively met through simple arrangements with structural tools are extremely difficult to achieve with traditional tools.

In short, the toolbox of entrepreneurs for succession is seriously insufficient, and they have too few means at their disposal.

Unexpected events

Life is impermanent, and impermanence is the norm.

Even if entrepreneurs are invincible and extremely wealthy, they are vulnerable in the face of nature and health. How many domestic and foreign entrepreneurs have died prematurely in recent years? Too many to count. And in the event of an accident, having no arrangements at all is the most common situation.

In a sense, succession planning and arrangements should not start only when the generational succession period arrives. They should be initiated when one has assumed greater responsibilities for one’s family, wealth, business or society. In this sense, succession planning and arrangements should start from the day of becoming an entrepreneur.

Perhaps this arrangement starts with a will to prevent accidents, but it must start.

Inappropriate planning

In fact, some entrepreneurs have made arrangements, but they have chosen the wrong methods, wrong implementation paths or wrong tools, failing to achieve the desired effects of succession planning and arrangements.

For example, since it involves both ownership issues and the transfer of the sceptre, it is very difficult to smoothly achieve the succession of a family business through traditional tools such as testamentary arrangements in situations with complex corporate or family relationships.

The most typical example is a Taiwanese shipping magnate who transferred the sceptre to his youngest son through a will, but the youngest son was forced to leave within three months, and subsequent lawsuits lasted for many years. The reason was the lack of support from the ownership structure, leading to the failure of the plan. Of course, there are numerous cases of disputes over will arrangements, often happening around us.

Recent years have seen more and more implementation dilemmas in succession planning and arrangements. Even if the equity of the enterprise is distributed to respective owners, the enterprise may come to a standstill due to control disputes or corporate deadlocks, which is a very prominent phenomenon.

Entrepreneurs should change their perceptions and take action

Entrepreneurs should first solve the problem of the lack of succession planning and arrangements, and then improve the effectiveness of succession planning through the effective integration of logic, paths, technologies and tools to achieve their wishes.

It is believed that this should start with changing entrepreneurs’ perceptions.

• Even the most brilliant and invincible cannot escape the impermanence of life. Accidents happen every day, and they happen when least expected.
• In the face of enormous wealth and power, all love and expectations will turn into attachments, and reason and emotion often take a back seat, becoming worthless and vulnerable.
• Succession planning and arrangements are not a right but a responsibility. Otherwise, what one leaves behind will most likely be chaos and devastation.
• The power of division is greater than the power of unity. The challenges of capability and willingness, cohesion and independent development have always existed for every family; one just chooses to ignore them.
• The ability to concentrate and restructure ownership is a necessary gene for the long-term prosperity of a family (business). Centralisation along the main line is very important and necessary.
• People are most “unreliable”, so structural tools must be relied upon. Only structural power can ensure that one’s sincere expectations happen to the right people at the right time.
• Never fantasise about achieving the succession of a family business through a single will. The co-ordinated realisation of ownership inheritance and sceptre transfer is the right way and is crucial.
• Avoid repeatedly wandering in grand narratives. Starting from the most urgent demands and the simplest tools is the real starting point.
• Prioritise arrangements during one’s lifetime and supplement with posthumous arrangements. The realisation of succession planning must be seen during one’s lifetime.
• Trust professionals. Professionals may not provide full emotional value, but they will definitely bring you closer to your goals.

Take action immediately. Starting is more important than being perfect!

当代家族（企业）传承规划与安排缺失原因分析——企业家改变认知才是解决问题的关键

知名家族（企业）传承无序或失败的案例往往会引发全社会的关注。传承规划与安排涉及家族、家族企业（经营性资产）及家族财富（非经营性资产）三个方面，对于家族而言是代际领导者的确立，对于财富而言是如何进行分配承继或归集管理，对于企业而言不仅是所有权结构的规划与安排，更是权杖的交接，此外实际上还有一个家族文化相续的大课题。

一、企业家传承与规划常常存在诸多局限及影响

从实践来看，规划与安排缺失的原因是极为复杂的，多种原因交织的，很多时候是多因一果的。过于自信、选择逃避、民间避讳、构想宏大是其中首先应当关注的几个核心原因。

除了上述四点核心原因以外，路径受限、工具受限、意外事件及规划失当也是导致传承规划与安排缺失或无效的重要原因。

（一）路径受限

基于复杂的原因，企业家能够信任的人本就不多，家族（企业）发展到一定程度和规模后，企业家往往会觉得值得信任的人越来越少，很多时候决策依赖的仅仅是少数几个只能提供情绪价值的身边人的建议。其身边人又未必具备传承规划的认知，或者因为话题敏感及立场问题，很难就传承规划与安排向企业家提出有效的建议，更谈不上提供解决方案了。

同时，很多企业家认为传承规划与安排需要非常注重隐私，只能依赖身边信任的人协助完成，而身边人或身边的专业人士又未必具备这样的专业能力，所以很多时候看到的所谓传承规划是失效的，出现该分的没有分、该合的没有合、该生前安排的却身后安排了等各种情形，甚至时常会出现遗嘱安排无效的局面，可谓遗憾。

我们经常会听到企业家说自己的传承规划与安排已经做好了，但最后却一地鸡毛，该做的实际上什么都没有做。

（二）工具受限

以”坚固与柔软”战胜”时间与人性”，在时间和范围上扩大人们的影响，以确定性管理不确定性，这既是家族财富管理，也是家族传承的基础逻辑，而只有依托家族信托、家族基金会、家族控股公司等结构性法律工具才能实现这些逻辑。

家族（企业）传承是多样的，多子女复杂家庭关系有复杂的难，独生子女简单家庭关系有简单的难，无论是复杂或简单，通过结构性法律工具进行传承是必然的选择，这不仅已被境内外大量的实践经验证明，也有相应的理论研究成果佐证。

很多企业家基于认知能力的局限，对于上述结构性工具是没有基础认知和理解的，更谈不上选择和运用了。通过结构性工具简单安排就可以周到实现的传承诉求，用传统工具却极难实现。

归结起来，企业家掌握的传承工具箱里的工具严重不足，手段太少了。

（三）意外事件

人寿无常，无常为常。

企业家即使满身铠甲、富甲天下，但在自然与健康面前也是不堪一击的，近些年英年早逝的国内外企业家有多少？举不胜举。而在意外之下，没有任何安排更是最常见不过的情形了。

传承规划与安排从某种意义上讲，并不是到了世代传承期才开始做的，当你对家庭、对财富、对企业或对社会已经承担较大责任的时候就应当着手安排。从这个意义上讲，在成为企业家的那一天起就应当着手传承规划与安排。

也许这个安排是从一份防止意外的遗嘱开始的，但必须开始。

（四）规划失当

事实上有一些企业家是有安排的，但安排的方式错了，实现的路径错了，或运用的工具错了，实现不了传承规划与安排的效果。

举例而言，因为既涉及所有权的问题，又涉及权杖交接的问题，在企业关系或家族关系复杂的情形下，家族企业的传承通过意愿安排等传统工具是很难顺利实现的。

最典型的例子就是台湾某船王通过遗嘱将权杖交给小儿子，但三个月内小儿子就被迫出走，而且此后诉争多年。究其原因就是没有所有权结构的支撑，导致规划失效。当然，遗嘱安排争议的案例比比皆是，往往就发生在我们的身边。

近些年来我们会看到越来越多的传承规划与安排的执行困境，即使企业的股权各有归属了，但企业却因为控制权之争或者公司僵局而停摆了，这是非常突出的现象。

二、企业家应当改变相应的认知并付诸行动

企业家首先应当解决传承规划与安排缺失的问题，进而才能通过对逻辑、路径、技术与工具的有效打通，提高传承与规划的效用，并达成所愿。

我们认为首先应当从企业家的认知改变开始。

• 纵使英明神武、满身铠甲，也无法抵御人寿无常，意外天天发生，而且会在你认为不该发生的时候发生；
• 在巨大的财富与权利面前，所有的爱与期待都会转化为一种执着，理智与情感往往退居其后，一文不值，不堪一击；
• 传承规划与安排，不是一种权利，而是一种责任，否则你在天堂看到的大概率是洪水滔天，一片狼藉；
• 分的力量大于合的力量，能力与意愿、凝聚团结与独立发展对每一个家族本来就是存在的巨大挑战，只是你视而不见而已；
• 所有权的集中与重构能力对于家族（企业）基业长青而言是必要基因，主线归集很重要，也很必要；
• 人最”不可靠”，必须依托结构性工具，只有结构性力量才能让你的满满期待在对的时间发生在对的人身上；
• 永远不要幻想通过一份遗嘱实现家族企业的传承，所有权承继与权杖交接协同实现才是王道，非常关键；
• 避免在宏大叙事中的反复徘徊，从最迫切的诉求出发，从最简单的工具入手，才是真正的起点；
• 生前安排为主，身后安排为辅，传承规划的实现必须做到在生前看到，而不是在天堂听到；
• 相信专业，专业人士不见得可以提供满满的情绪价值，但一定会让你离目标更近一点。

立即开始付诸实施，开始比完美更重要！