Confidential mandate
Family-Enterprise Decision Protocol Adviser
Planned Hiring / New
Family-Enterprise Decision Protocol Adviser mandate in Geneva, Switzerland · Premium Food Distribution
A Geneva premium-food group seeks a nine-month board adviser to separate family voice, shareholder consent, board reservation and executive discretion before third-generation directors join active governance.
The mandate
The recurring question is where legitimate family stewardship ends and executive instruction begins. Founders still settle material matters through private calls, the family council debates operating appointments, and independent directors receive decisions after informal consent has already formed. Five third-generation observers will soon become directors, making ambiguity over voice, veto, advice and accountability a practical enterprise risk rather than a matter of etiquette.
The adviser commits three days monthly for document review, private meetings with the independent chair and convenor, two family-council workshops and four joint board-family sessions. A governance incident or proposed reserved-matter change receives an initial response within two Swiss business days. The adviser will not draft minutes, mediate personal disputes or become the channel through which management seeks family approval.
The nine-month term spans director induction, the annual strategy meeting and one complete budget approval. A three-month extension may be proposed only if the board and family council jointly identify an unresolved boundary exposed by those live cycles. Continuation requires renewed conflict disclosures and cannot be justified merely by the family's comfort with an external voice.
There is no line authority or executive responsibility in this appointment. The adviser cannot bind shareholders, interpret constitutional documents, direct executives, choose family nominees, determine dividends, approve investments or cast a board vote. Counsel owns legal interpretation; the chair governs the board; the family council governs its own constitution; executives remain accountable for operating recommendations and execution.
Past or present work for family members, competing distributors, portfolio suppliers, banks, trustees, advisers or potential transaction counterparties must be declared. A personal mandate from one branch of the family creates recusal from any related protocol discussion. The retainer is independent of dividends, appointment outcomes, family consensus, transaction completion and renewal.
Why the board wants this voice
The enterprise has strong relationships but relies on unwritten boundaries understood differently by founders, independents, family offices and executives. Internal participants cannot test those conventions without appearing to advance their own authority. The board wants comparative family-enterprise judgement before a new director generation inherits ambiguous practices.
What you will own
- Press the board and family council to distinguish voice, consultation, consent, reservation, delegation and executive discretion.
- Test proposed boundaries against strategy, budget, dividend, appointment, related-party, crisis and acquisition scenarios.
- Challenge informal pre-clearance that turns later board discussion into ceremony without transparently allocating accountability.
- Shape a decision protocol showing originator, adviser, recommender, approver, informer, evidence and dispute route.
- Examine how third-generation directors manage confidentiality, dual roles, branch expectations and collective board duty.
- Surface questions requiring constitutional or legal interpretation and route them to independent governance counsel.
- Give both chairs an observed-boundary log, unresolved scenarios, conflict record and induction challenge agenda.
Candidate qualifications
- Advised multigenerational family enterprises where ownership stewardship and executive discretion had become materially entangled.
- Understands boards, family councils, shareholder reserved matters, independent directors and governing-document boundaries across jurisdictions.
- Has helped incoming family directors move from representative expectations toward collective fiduciary and enterprise judgement.
- Can expose informal vetoes and ceremonial approvals without escalating branch politics or becoming a private family mediator.
- Works effectively alongside independent counsel while resisting invitations to offer legal interpretation or personal succession advice.
- Maintained neutrality across family branches, executives, trustees, banks, suppliers and prospective transaction counterparties.
Non-negotiables
- Can attend four Geneva joint sessions and two family-council workshops during the nine-month appointment.
- Will disclose all relevant family, trustee, bank, supplier, competitor and counterparty relationships before reviewing papers.
- Brings multigenerational family-enterprise governance experience; public-company board service alone does not meet the requirement.
- Accepts no shareholder, nomination, dividend, investment, executive, legal-interpretation, mediation or voting authority.
- 49 words maximum. Describe an unwritten family veto you helped convert into a transparent governance boundary.
- 49 words maximum. Which current family-enterprise or supplier relationship could require disclosure or recusal here?
- 49 words maximum. What scenario best reveals whether a family council is advising management or directing it?
This mandate is confidential. The client is named only under a mutual NDA, and your own record is never listed, sold or shown to a company under your name until you release it for this specific mandate.