Groupe Castel: A Boardroom War With No Clear Victor

The founding family's attempt to oust CEO Gregory Clerc has descended into legal dispute, while a potential billion-euro tax claim looms over the empire.

Corporate successions in family-owned wine empires rarely unfold quietly, but the crisis engulfing Groupe Castel has escalated into something more volatile than most: a contested boardroom vote, duelling legal interpretations, a sprawling multi-jurisdictional holding structure, and a tax exposure that could, at its upper limit, reach a billion euros. For a company that controls some of France’s most widely distributed wine brands and dominates beverage markets across Africa, the stakes could hardly be higher.

The Vote That Settled Nothing

The latest confrontation took place on Monday at an extraordinary general meeting of Investment Beverage Business Management, known as IBBM, a Singapore-registered holding company that occupies a strategic position within the Castel group’s layered corporate architecture. The Castel family announced that it had voted, by qualified majority, to revoke Gregory Clerc’s seat on the IBBM board — a move it described as the first step in a broader recomposition of the group’s governance.

Clerc, a forty-one-year-old Swiss national and former tax lawyer who has served as the group’s chief executive since 2023, immediately contested the result. IBBM itself issued a statement declaring that none of the proposed motions had been validly adopted and that no changes to the board had occurred. Clerc confirmed on LinkedIn that he considered his mandate intact and that he remained firmly in charge.

The deadlock, it emerged, hinged on a procedural dispute over the voting rights of Romy Castel, the sole daughter of the group’s ninety-nine-year-old founder, Pierre Castel. Board members who refused to recognise her votes walked out of the meeting without signing the minutes — a move that effectively denied the resolution any formal standing while leaving its legal validity open to challenge.

The family has announced its intention to take the matter before a court in Singapore in the coming days. It was not the first attempt: a prior effort to remove Clerc on 8 January had already failed.

The Architecture of Power

Understanding why this fight is being waged in a Singapore boardroom rather than in Bordeaux requires a grasp of the Castel group’s corporate structure — an intricate nesting of entities that spans multiple jurisdictions.

At the operational summit sits DF Holding, a Luxembourg-based company directed by Clerc, which controls the group’s three principal divisions: Castel Vins, covering its French and international wine operations; Castel Afrique, its dominant beverages business across the African continent; and Somdia, its agro-industrial subsidiary. IBBM, the Singapore entity at the centre of the current dispute, sits elsewhere in this chain — but in a position significant enough that the family views control of its board as the key to unlocking a sequence of further removals.

A source close to the family has described the anticipated effect as a cascade mechanism: once Clerc is removed from IBBM, his positions across the broader group structure would become untenable in rapid succession. Clerc himself has taken a different view. In an internal memorandum circulated in early January, he invoked the wishes of Pierre Castel, arguing that the founder had deliberately sought to separate capital ownership from operational management. In that reading, even a successful vote at IBBM would have no bearing on his other mandates within the group.

The two positions are irreconcilable. One will prevail in court.

A Founder’s Shadow, A Successor’s Ambition

The confrontation is, at its root, a question that haunts every founder-led enterprise of sufficient scale: who governs when the patriarch can no longer arbitrate?

Pierre Castel, now ninety-nine, built a business of extraordinary reach. From its base in Bordeaux, the group grew into one of France’s largest wine producers — its portfolio includes Baron de Lestac, Listel, and Kriter, along with the Maison Nicolas retail chain — and, perhaps more significantly, into the dominant force in African beverage markets. With reported revenues of six and a half billion euros in 2024, Castel ranks among the largest privately held wine and spirits groups in the world.

Clerc’s appointment as chief executive in 2023 was itself a departure from tradition. A Swiss-trained tax lawyer rather than a family member or wine-industry veteran, he represented a professionalisation of leadership that, depending on one’s perspective, either honoured or undermined the founder’s legacy. The family’s current campaign to remove him suggests that the latter interpretation has won out — at least among those who hold the shares.

The Fiscal Threat

Compounding the governance crisis is a fiscal exposure of potentially transformative proportions. Castel Vins has acknowledged that the group faces a tax reassessment in France that could, in its most severe scenario, amount to approximately one billion euros. The details of the claim remain closely held, but the figure alone is sufficient to concentrate minds. For a privately held group already contending with internal fractures, a liability of that magnitude would introduce an entirely different order of pressure — on liquidity, on strategic planning, and on the very structure of ownership that is currently being fought over.

Whether the tax dispute and the governance battle are connected in anything more than timing is unclear. But the coincidence is difficult to ignore. A group facing a potential billion-euro claim from the French state is simultaneously paralysed by a standoff between its founding family and its appointed chief executive, with neither side able to claim uncontested authority.

What Comes Next

The immediate question will be resolved — or at least advanced — in a Singaporean courtroom. But the deeper issue is structural. The Castel group’s architecture, designed across decades to serve the interests and instincts of a single founder, must now function in his effective absence. Whether that architecture can accommodate a clean resolution, or whether it will instead produce prolonged litigation across multiple jurisdictions, depends on factors that no outside observer can fully assess: the precise terms of shareholder agreements, the validity of proxy arrangements, and the appetite of both sides for a protracted fight.

What is already clear is that the outcome matters well beyond the Castel family itself. The group’s wine operations in France, its vast African footprint, and the livelihoods of thousands of employees across both continents all depend on a governance structure that, at present, cannot agree on who is in charge.

For the French wine industry, the episode is a reminder that scale and heritage offer no insulation from the most elemental of corporate risks: the failure to plan, clearly and unambiguously, for what happens after the founder.