When I learned that Zaha Hadid Architects had rebranded as ZHA, my first reaction was disappointment. Like many admirers of Zaha Hadid’s work, I have long viewed the firm’s name as more than a corporate identifier. It represents a design philosophy, an uncompromising vision, and a legacy that transformed contemporary architecture. Removing her name felt like erasing part of that identity. As I examined the reasons behind the rebrand, I realized the story was far more complicated than a simple marketing decision. It became a fascinating case study in the intersection of intellectual property, corporate governance, succession planning, and brand strategy. This article argues that the choice between perpetual royalties and complete separation was a false binary. The litigation resolved the contractual question. It did not answer the more interesting one: when a founder’s name becomes a global cultural institution, can the law preserve both legacy and commercial sustainability? I believe it can. Drawing on the publicly reported facts of the dispute, I outline one illustrative framework that demonstrates how transactional structuring may, in appropriate circumstances, align legacy stewardship with commercial sustainability.
The Genesis of the Dispute
The rebrand was not a spontaneous decision. It was the culmination of a protracted legal battle between the architecture firm and the Zaha Hadid Foundation over trademark rights and licensing fees.
At the center of the dispute was a trademark licensing agreement signed in 2013 between Dame Zaha Hadid, as licensor, and her eponymous firm, as licensee. Under the agreement, the firm was required to pay a royalty of six per cent of its net annual income for the right to use the “Zaha Hadid” name on terms stated to continue “indefinitely.” When Hadid passed away in 2016, the rights under the agreement transferred to the Zaha Hadid Foundation, a charitable organization established to preserve her legacy.
The financial scale of the arrangement was substantial. Between 2018 and 2024 alone, the firm paid the Foundation approximately £21.4 million in licensing fees. As the firm continued to grow under the leadership of principal Patrik Schumacher, it sought to renegotiate or terminate the agreement, arguing that the six per cent fee was disproportionate, restricted its ability to conduct business, and that an “indefinite” contractual term was not intended to bind the parties in perpetuity. The Foundation refused to renegotiate.
The matter proceeded to litigation. In 2024, the High Court ruled in favor of the Foundation, holding that the agreement did not unreasonably restrict the firm’s competitiveness, given its considerable financial success, and that the firm could not unilaterally terminate the contract. The firm appealed. In February 2026, the Court of Appeal overturned the High Court’s judgment, drawing a critical distinction: the word “indefinitely” in the contract was not synonymous with “in perpetuity” or “forever.” The appellate court held that the agreement contained an implied right of termination upon reasonable notice.
Armed with the appellate court’s ruling, the firm formally terminated the licensing agreement, ceasing all royalty payments to the Foundation. In June 2026, the studio officially dropped the founder’s name and rebranded to ZHA, launching a new visual identity and registering the new corporate entity as ZHA Architects Limited. The firm had already transitioned to an Employee Benefit Trust in December 2021, making it wholly employee-owned with no external shareholders. Schumacher framed the rebrand as a “natural brand evolution” reflecting the firm’s status as a global, employee-owned collective of approximately 500 staff across five international offices, while acknowledging that Hadid’s final projects were nearing completion.
The legal outcome resolved the immediate contractual question. But it left a broader one unanswered: was the choice between perpetual royalties and complete separation the only available path? The Foundation sought to preserve one of architecture’s most significant cultural legacies. The employee-owned firm sought certainty over the brand under which it had built a global business. Both objectives were legitimate. The real question was whether the law offered a structure capable of serving both simultaneously.
A Founder Becomes a Brand
Professional service firms are unique. Unlike consumer brands, their value is often inseparable from the reputation of the people who built them. Law firms, consulting firms, architecture studios, investment banks, and accounting firms frequently carry the names of founders who retired or passed away decades ago. Those names become repositories of trust, expertise, and accumulated goodwill. In this context, “legacy” encompasses not merely historical reputation but the goodwill, intellectual property, cultural significance, and institutional identity embodied in a founder’s name that continue to generate returns long after the founder’s departure.
Clients do not simply hire a firm because of a logo. They hire a reputation. Reputation is also an intellectual property asset. Like any valuable IP asset, its ownership determines who controls its future.
When Legacy Meets Economics
Public discussion surrounding the ZHA rebrand has focused largely on emotion. Fans understandably question why a globally recognized architecture firm would voluntarily abandon one of the most valuable names in design. Yet every business decision exists within an economic framework. If continued use of a founder’s name requires substantial ongoing royalty obligations or creates uncertainty over long-term governance, management has a fiduciary responsibility to consider whether that arrangement remains sustainable. From that perspective, a rebrand is not necessarily a rejection of a founder’s legacy. It may instead be an effort to preserve the institution itself. For an employee-owned organization, reducing recurring obligations may create greater capacity to invest in talent, innovation, and long-term growth. That is a legitimate business objective.
Could There Have Been Another Way? Alternative Structures in an Architecture Context
From the outside, the dispute can look binary: either continue paying substantial royalties or abandon the name entirely. But architecture, unlike some regulated professions, permits considerably greater flexibility in ownership and governance. Although licensed architects remain responsible for professional work, equity ownership is generally less restricted than in fields like law. That flexibility makes the alternative structures discussed below commercially viable. The sections that follow examine several alternatives, beginning with a targeted licensing intervention and building toward an illustrative framework that seeks to align commercial incentives with long-term stewardship: the Equity-for-Legacy Framework.
The discussion that follows is not intended to suggest how the parties to the ZHA dispute should have structured or resolved their relationship. Rather, the dispute provides a useful case study for exploring transactional frameworks that may be considered, where appropriate, in analogous founder-brand succession scenarios. Whether any particular structure is suitable will necessarily depend on the specific facts, governing law, regulatory considerations, tax consequences, commercial objectives, and risk allocation negotiated by the parties.
A Starting Point: Heritage License with Field-of-Use Rights
A heritage license addresses the most immediate problem: certainty of use. Rather than a perpetual royalty, the parties could have adopted a perpetual exclusive heritage license. The Foundation could retain ownership of the trademarks and any applicable post-mortem right of publicity, while granting the firm an irrevocable worldwide license for architecture and related professional services. The Foundation could remain free to exploit the legacy in museums, education, and archival activities, avoiding revenue disputes while preserving brand certainty. However, a heritage license does not resolve the deeper problem: a licensing relationship still positions the Foundation and the firm as counterparties rather than partners.
The Equity-for-Legacy Framework
As discussed above, architecture’s regulatory framework permits the kind of creative ownership structuring that would be difficult or impossible in certain other professions. The Equity-for-Legacy Framework takes advantage of that flexibility. It rests on four principles: (1) align incentives through shared ownership rather than royalties; (2) separate operational control from legacy stewardship; (3) preserve professional independence; and (4) protect cultural integrity through targeted governance. Together, these replace an adversarial licensing relationship with aligned long-term ownership. Although inspired by the ZHA dispute, the principles underlying the framework may inform succession planning across founder-led architecture firms, design practices, entertainment businesses, luxury brands, sports enterprises, and other organizations whose commercial value has become closely associated with a founder’s identity. Implementation, however, will necessarily depend on the regulatory and ownership rules applicable to the industry.
If applied in a comparable situation, the entity holding the founder’s trademarks, goodwill, and archive rights could contribute those assets in exchange for a meaningful minority equity stake (or preferred equity or a special class of non-voting shares) in the operating business. Using the publicly reported facts of the ZHA dispute as an illustration, the Foundation and the employee-owned firm provide a useful example of how such a framework might operate in practice. The Foundation’s return is then tied to the firm’s success rather than a fixed royalty. The firm, in turn, receives a perpetual, irrevocable, exclusive license to use the Zaha Hadid name in connection with architecture and related professional services, eliminating uncertainty over its own brand. Any such transaction would require careful valuation of the trademarks and associated goodwill, together with negotiated protections addressing dilution, governance, and tax consequences. These are familiar transactional issues rather than conceptual obstacles.
Figure 1. The Equity-for-Legacy Framework
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Legacy Steward Zaha Hadid Foundation |
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Contributes: • Founder trademarks • Brand goodwill • Legacy and archival assets |
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▼ EQUITY-FOR-LEGACY FRAMEWORK |
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1. Commercial Structure: → ZHA receives perpetual exclusive license for architecture & related services → Foundation receives minority equity interest instead of recurring royalties 2. Governance: → Full operational autonomy for ZHA → Foundation holds limited negative consent rights over extraordinary brand decisions → Independent cultural arbiter resolves legacy integrity disputes 3. Reserved Legacy Uses: → Foundation may continue to use the Zaha Hadid name for museums, education, scholarships, publications, archives and cultural collaborations → Uses must not compete with or dilute architecture firm |
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▼ Operating Practice ZHA (Employee-Owned Firm) |
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• Exclusive architectural use of the brand • Full operational and professional control |
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▼ |
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Foundation → Benefits from firm’s long-term growth |
As Figure 1 illustrates, in such a structure the Foundation as the legacy steward could retain adjacent, non-competing legacy uses while the firm receives permanent certainty over architectural use.
This alignment of incentives is the strongest feature of the Equity-for-Legacy Framework. If the firm succeeds, both parties benefit. Rather than negotiating over annual payments, they share a common objective: the long-term success and reputation of the practice that bears Zaha Hadid’s name.
Under such a structure, operational control could remain with the firm’s leadership, while the legacy steward holds narrowly defined negative consent rights over extraordinary brand decisions, such as selling or assigning the name, licensing the mark outside architecture, or undertaking significant rebranding, with disputes referred to an independent cultural arbiter (e.g., a former museum director, a senior architecture critic, or a neutral academic). The objective is to protect legacy without compromising commercial agility.
The case for this structure is especially compelling here because Zaha Hadid’s name is not merely commercially valuable, it is also culturally significant. She was an Iraqi-born architect who broke barriers as the first woman to receive the Pritzker Architecture Prize and one of the defining architects of her generation. Her name represents innovation, excellence, and the expanding role of women and immigrants at the highest levels of design. The objective is not simply to optimize a licensing fee; it is to ensure that the name remains associated with a living institution rather than becoming a historical artifact managed at arm’s length.
To be clear, the commercial, personal, and institutional considerations involved in any such negotiation are inevitably more complex than any outside observer can fully appreciate, and reasonable minds may differ on the optimal approach. But the dispute does raise an important question for lawyers and business leaders alike: when a founder’s name becomes a global cultural institution, are there legal structures that can preserve both legacy and commercial sustainability? The Equity-for-Legacy Framework illustrates one possible way in which the law could align commercial sustainability with long-term stewardship of a founder’s legacy. The complementary mechanisms discussed below could operate alongside it or, in some cases, serve as alternatives in their own right.
Implementation Vehicle: The Employee Trust
Where an operating business is already employee-owned through an employee benefit trust or similar structure, that vehicle may provide a useful platform for implementing aspects of an Equity-for-Legacy Framework. Using the publicly reported facts of the ZHA dispute as an illustration, the firm’s existing Employee Benefit Trust demonstrates how such a governance structure could, in principle, accommodate broader legacy stewardship arrangements. Rather than creating an entirely new governance architecture, the parties could have expanded the trust’s role to encompass brand stewardship, transferring the relevant trademarks and associated goodwill into the existing trust or a parallel vehicle held for the benefit of current and future employees. In such a structure, a foundation or equivalent legacy steward could hold its equity stake alongside the trust, retaining a supervisory role over heritage matters without controlling operational decisions.
Alternative Implementation: Joint Stewardship Holding Company
Another implementation vehicle that practitioners may consider in appropriate circumstances is a dedicated holding company that owns the founder’s trademarks and licenses them exclusively to the operating practice. Again using the ZHA dispute as an illustration, such a structure could separate brand ownership from professional operations, allowing disputes over legacy to be resolved without destabilizing the practice. The trade-off is complexity: a joint holding company requires its own governance framework, ongoing administration, and careful tax structuring.
The following table summarizes the alternative structures discussed above, the problem each addresses, and its principal limitation.
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Structure |
Problem Solved |
Limitation |
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Heritage License |
Brand certainty |
Does not fully align incentives |
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Equity-for-Legacy Framework |
Incentive alignment |
Valuation complexity |
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Employee Trust |
Institutional stewardship |
Governance complexity |
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Holding Company |
Ownership separation |
Administrative burden |
Precedents from Professional Services, Fashion, and Luxury
The tension between founder identity and institutional continuity is not unique to architecture. Analogous situations across professional services, fashion, and luxury illustrate both the risks of inadequate planning and the range of structural solutions available.
Professional services firms offer perhaps the most instructive precedent. Major law firms continue to use founder names decades after those individuals retired or died, yet there is no widely reported public dispute involving an estate or foundation demanding royalties for continued use. The reason is structural: through partnership agreements, governance documents, and succession planning, the firms ensured that their names became institutional assets from the outset. The founder’s name was embedded in the firm’s ownership structure rather than held externally and licensed back.
The fashion and luxury industries present analogous challenges. The dispute between Jo Malone and Estée Lauder is instructive. When Jo Malone sold her eponymous fragrance business to Estée Lauder in 1999, the transaction included the JO MALONE trademarks. In 2026, Estée Lauder sued Jo Malone over the use of her own name in a Zara collaboration. The case illustrates that a founder’s name can become an independent commercial asset whose ownership diverges entirely from the individual who created it.
The Yves Saint Laurent rebrand offers a different lesson. In 2012, the ready-to-wear line was rebranded to Saint Laurent Paris, yet the corporate entity retained the Yves Saint Laurent name and beauty products continued using both the full name and the iconic YSL monogram. Brand evolution need not require wholesale abandonment of a founder’s identity – a principle that could have informed a dual-brand approach in the Zaha Hadid context.
Dior demonstrates that founder names can remain commercially valuable for generations when institutional ownership and succession planning are aligned. Tom Ford’s trajectory illustrates the holding company model in practice. After Estée Lauder acquired the Tom Ford brand, trademark ownership was centralized in one entity while fashion operations continued under a long-term license with the Zegna Group.
Similar tensions arise in entertainment, where estates and foundations steward the names and likenesses of deceased artists while commercial entities continue exploiting their creative works. Although the legal frameworks differ, encompassing rights of publicity, moral rights, and estate-controlled copyrights rather than trademark licensing, the underlying challenge is the same: aligning legacy preservation with commercial sustainability.
Looking Ahead
Founder succession planning should begin long before succession itself. Entrepreneurs spend years building reputations that become some of their most valuable business assets, yet many devote comparatively little attention to what happens to those assets after retirement, departure, or death. The Zaha Hadid dispute illustrates that the default structures, whether perpetual royalties or outright separation, are rarely the only options. The Equity-for-Legacy Framework offers a template worth considering: one that transforms the founder’s name from a source of ongoing tension into a shared asset that rewards stewardship rather than extraction. When I first heard about the rebrand, I thought something valuable had been lost. Having examined the legal and commercial realities, I still think that is true, but the loss was not inevitable. With the right legal architecture, Zaha Hadid’s name could have remained not as a relic of the past but as a living institutional asset. The dispute reminds founders, boards, and their advisers that succession planning should encompass not only equity and management, but reputation itself. The law already provides the tools. The challenge is having the imagination to use them.