Structures, governance and succession

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The large trading houses have distinctive governance structures, inherited from their entrepreneurial origins. Most are owned by their managers and employees through internal shareholding mechanisms that give executives a stake in the results and ensure succession from one generation to the next. The founders often retain considerable influence, so that their departure is a delicate moment, which in several houses has led to changes of structure, to the opening of the share capital or to negotiated successions.¹

The legal dispersion of the groups — companies incorporated in Singapore, Cyprus, Jersey or the Netherlands, operating offices in Geneva, London, Houston and Singapore, subsidiaries in the producing countries — follows tax, regulatory, commercial and liability considerations. It complicates the supervision, the taxation and the statistical measurement of the sector. It also exposes the groups to multiple jurisdictions, each of which may bring proceedings, as Part H will show.

The internal governance of the traders has changed considerably over the past decade, under the influence of criminal proceedings, the requirements of the banks and the expectations of their partners. The large houses have created compliance functions, adopted codes of conduct, strengthened their boards of directors and published reports, including on sustainability. This professionalisation brings their governance closer to that of large listed companies, while preserving the entrepreneurial culture that is their commercial strength.

Notes

Trafigura, press release of 24 September 2024: Richard Holtum chief executive from 1 January 2025, Jeremy Weir (chief executive since March 2014) chairman of the board; group owned by its employees, more than 1,400 shareholders; Wikipedia (en), art. “Gunvor”: US sanctions against Gennady Timchenko on 20 March 2014, Torbjörn Törnqvist having bought his 43.5 per cent stake the day before, then a management buy-out on 1 December 2025 (more than 90 employee shareholders); swissinfo.ch, 29 July 2024: Vitol owned by 450 to 500 of its 1,700 employees, none holding more than 5 per cent; Wikipedia (en), art. “Mercuria”: founded in 2004 by Marco Dunand and Daniel Jaeggi, 12 per cent stake acquired by ChemChina in 2016. ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of September 2025.

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Dr Alexander Ressos, TEP

Rechtsanwalt/Attorney-at-Law

I am a Swiss attorney-at-law and also admitted as a solicitor in Hong Kong and in England & Wales, with almost 25 years of experience.

Together with my multilingual team, including Chinese, Japanese, Korean, Russian, Ukrainian and French native speakers, I advise companies and their owners from around the world on the full range of banking, corporate, commercial and tax law matters in Switzerland, including international tax planning, fiduciary services, and legal family office services including immigration & relocation or real estate investments. My practice has a particular focus on clients from growth and frontier markets in Greater China, Central Asia and the Caucasus, the rest of Asia, the Middle East, Africa and Latin America, and I equally advise clients from Europe and North America. Through an affiliated Swiss trust company, we also take care of the incorporation and ongoing administration of their companies and other structures, including accounting, tax returns and corporate secretarial services, and I serve as a professional director where required. With the support of a network of first-class cooperation partners, I also implement solutions worldwide.

My approach is to act as a trusted advisor who works directly with decision-makers, on an equal footing: I start from what you want to achieve and shape every structure, contract and tax decision around your commercial goals and how it improves your after-tax return. As “lawyers who make it happen”, my team and I stay involved until your company is set up, your structure is in place and your transaction has closed, and we remain available for any follow-on work that may be required. You benefit from bespoke solutions and personal attention, and sound, friendly and practical advice. We are not the lowest-cost provider in the market, nor do we intend to be; our aim is to deliver well-founded, proper solutions and excellent value for money.

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Structures, governance and succession

Notes

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