Thesis Competition

The STEP LatAm Conference invites students and young professionals to submit a scholarly thesis paper on a key topic related to advising families across borders in Latin America. Each year, we explore a timely and relevant issue impacting the field.

This year’s topic: Case Study: Corporate Disputes in Family Businesses

Submission Guidelines

  • Applicants must be residents and/or citizens of Latin America.
  • Open to full-time or part-time students (STEP membership not required) and young professionals.
  • Papers must be between 4,000 and 5,000 words in length.

Submission deadline: July 18, 2025.

Winner’s Prize

The selected author will receive:

  • Complimentary registration for the 2025 STEP LatAm Conference in Mexico City, Mexico.
  • Round-trip economy airfare to Mexico City (for conference attendance).
  • Three nights of accommodation at the Presidente InterContinental in Mexico City (exclusively for the duration of the conference).

Evaluation Criteria

Submissions will be reviewed by members of the  STEP LatAm Conference Advisory Board, based on: Reasoning & Analysis, Presentation & Structure, Content & Relevance.

All submitted papers will be made available to 2025 STEP LatAm Conference delegates.
Submit your paper to: conference@steplatamconference.com 

Case Study

Background
 
The patriarch, Don Mauro Havalot, is a prominent businessman in Latin America with vast interests in real estate, agriculture, and financial services. Over five decades, he built a multi-billion-dollar family empire, now managed under Havalot Holdings S.A. Don Mauro has six children from two different relationships: four (Lucas, Sofia, Emiliano, and Valentina) from his first marriage to Wanda, and two (Andrés and Camila) from his second relationship with China.
 
Upon reaching his late 70s, Don Mauro decided to distribute ownership of the family businesses among his children. However, disputes arose over control, governance, and succession, leading to legal battles that highlight key dilemmas in Latin American corporate law.
 
Legal Dilemmas and Issues
1. Succession and Corporate Governance Conflicts
Don Mauro originally structured his holdings in a series of trusts and offshore entities to minimize tax burdens and ensure continuity. However, the transition of control sparked internal disputes among the heirs. The elder four children, who were actively involved in management, claimed entitlement to a majority stake. The younger two, backed by their mother, argued for equal ownership, citing inheritance rights.
 
Legal Considerations:

  • Many Latin American jurisdictions impose forced heirship rules, limiting the patriarch's ability to freely distribute wealth.
  • Shareholders' agreements and bylaws often dictate corporate control but can be challenged under public policy principles.
  • Trusts and offshore entities may offer asset protection but face scrutiny under anti-avoidance regulations and judicial intervention.
  • The fact that Don Mauro has changed his will three times in the last month, each time favoring a different set of children, has resulted in legal chaos, with each lawyer contradicting the other in court.

2. Minority Shareholder Rights & Abuse of Power
A restructuring of Havalot Holdings S.A. led to an internal power struggle. Lucas and Sofia, holding a combined 51% stake, sought to force a buyout of Andrés and Camila at an undervalued price, claiming mismanagement and lack of contribution to the company. Andrés and Camila countered that their older siblings were running the company like a medieval kingdom, with Lucas demanding to be referred to as "His Corporate Highness."
 
Legal Considerations:

  •  Minority shareholder protections under Latin American corporate laws prevent majority abuse, but enforcement varies by country.
  • Legal remedies such as judicial intervention, appointment of independent auditors, and annulment of shareholder resolutions are possible.
  • Mediation efforts stalled after a family meeting ended with Valentina throwing a glass of wine at Andrés and China threatening to sue everyone for emotional distress.

 3. Family Business vs. Corporate Formalities
The family’s informal management style, where business decisions were often made privately among siblings, conflicted with corporate governance best practices. When Emiliano, the CFO, was accused of financial mismanagement, no formal mechanism existed to address the issue transparently—especially since he kept insisting that "technically, family vacations can count as company expenses."
 
Legal Considerations:

  • Latin American courts tend to favor formal corporate governance, requiring adherence to financial disclosure and transparency standards.
  • Fiduciary duties of directors and officers mandate due diligence, making Emiliano’s removal complex without clear evidence.
  • Arbitration clauses in family shareholder agreements may provide a resolution path outside of litigation.
  • Emiliano’s attempt to solve the dispute by organizing a reality TV-style family vote was promptly blocked by the courts.

4. Offshore Holdings, Tax Compliance Issues & The Case of the Missing Yacht
Havalot Holdings S.A. had subsidiaries in Panama and the Cayman Islands for tax efficiency. The younger siblings, aiming to challenge corporate decisions, initiated claims of tax evasion and money laundering against the elder four. This situation was further complicated when a corporate yacht suddenly "disappeared" under Emiliano’s watch, only to resurface three months later in Ibiza with an Instagram story featuring him and a group of influencers.
 
Legal Considerations:

  • Potential reputational and regulatory risks exist for the business if allegations gain traction.
  • Tax amnesty programs in some jurisdictions might offer a resolution mechanism.
  • Don Mauro, despite his declining health, has somehow retained a sharp memory when it comes to blaming the government for all his problems, regularly appearing on TV shows to denounce "unfair persecution."

Forced Heirship & Succession Laws:
How would the forced heirship rules in your jurisdiction impact the division of Don Mauro Havalot’s estate among his six children, considering the presence of trusts and offshore entities?

Minority Shareholder Protections:
What legal remedies exist in your jurisdiction for Andrés and Camila as minority shareholders if they believe Lucas and Sofia are abusing their majority control in Havalot Holdings S.A.?

Corporate Governance & Fiduciary Duties:
Given Emiliano’s alleged financial mismanagement and personal use of company assets, what corporate governance obligations and fiduciary duties apply under your jurisdiction’s laws, and how could he be held accountable?

Offshore Holdings & Tax Compliance:
How does your jurisdiction regulate tax compliance for companies with offshore subsidiaries in Panama and the Cayman Islands, and what risks could Havalot Holdings S.A. face under local and international tax laws?
Alternative Dispute Resolution (ADR) & Family Business Conflicts:
 
Considering the ongoing disputes among the Havalot siblings, what are the most effective ADR mechanisms available in your jurisdiction to resolve intra-family corporate conflicts without resorting to lengthy litigation?