The War Of The Roses is a 1989 film based on a novel. The plot is based on dramatic events that follow when a wealthy couple divorce.
Barbara and Oliver Rose fight bitterly for ownership of their home. The couple begin to engage in very dramatic wiles to outwit each other only to end up destroying the home and each other.
Currently two leading Hollywood actors are involved in a bitter fight to control a vast vineyard estate in France. The vineyard, initially purchased by the couple during their happy days, has become a very profitable business that manufactures an award-winning wine. The couple who are now divorced, continue to fight viciously over the ownership of the winery.
About a decade ago, there was a very dramatic fight between a couple who run a very successful and prestigious club on Lang'ata Road.
As the couple separated, they fought bitterly for ownership and control, at times physically. The club finally shut down due to mismanagement.
It is difficult to run a business when the owners cannot agree. Yet a lot of businesses end up closing when the couple begins to face marital storms which often find their way into the business.
The good news is that there are legal structures and documents that couples can use as preventative and remedial measures.
This means that with the right structures and documents, such couples can minimise and prevent the risk of marital fights affecting the business.
Such structures and tools can also be used as a remedial measure, meaning that in case of a marital dispute, they can be used to shield the business for the benefit of both parties.
The business begins with incorporation. At incorporation there are certain mandatory foundational documents, for example, the articles of association that should be filed.
The articles of association state the manner in which the owners shall manage the business. Seek advice of a lawyer to draft articles of association that are suitable for a family business.
A family business has unique governance needs that require specialised articles of association. For example, how does the couple intend to deal with issues such as admission of new shareholders? How will they handle disputes? What would happen a spouse seeks to exit? What would happen in the event of a separation?
These unique needs ought to be catered for in governance documents drafted by the lawyer. The two main governance documents would be the articles of association and a shareholder’s agreement. A shareholders’ agreement sets out the relationship between the two owners.
In one public case, a disagreement on admission of a new shareholder has caused a marital fight. The husband insists on admission of a relative into the business while the wife is opposed. This has created a vicious fight between the couple that has only added to the marital storm.
Yet, if they had drafted a suitable shareholders’ agreement such a disagreement would have been managed. In most cases, admission into the business would have to be a unanimous decision.
This means if one spouse objects to admission of a certain person into the business then the other would have to concede.
When preparing a shareholders‘ agreement the lawyer should prepare an agreement that is suitable to families and one that caters for the couples’ unique needs.
