Founders vs. Minority Shareholders - Rationalization of the group’s capital structure

Asset Management - FinTech

Our client is a group of companies operating in asset and investment management. Since its creation, this group has implemented an innovative digital strategy for acquiring clients and is developing an artificial intelligence solution hosted within a dedicated structure.

This group was composed of several companies, each focussed on a particular business and each held by several minority shareholders.

This composite structure needed to be rationalized, in order to improve its governance as well as to be more transparent and attractive to investors.

Our Solution

– Transfer of the minority shareholders’ shares to the pre-existing holding company;

– Creation of a new holding company with all the founders and minority shareholders;

– Transfer of minority shareholders’ shares to the new holding company;

– Creation of golden shares for the founders, giving them more political power in the new holding company;

– Putting in place a shareholders’ agreement between the two holding companies providing, in particular, for the exit of minority shareholders in the event that the group is bought out.


Thanks to the new structure, minority shareholders are grouped in a single company, facilitating dialogue with the group’s founders. At the same time, these founders have better control over their minority shareholders and can more easily attract new investors to their innovative projects.