Showing posts with label succession. Show all posts
Showing posts with label succession. Show all posts

Wednesday, March 25, 2015

Leadership Lessons from Great Family Businesses

It’s no secret that family businesses can struggle with governance, leadership transitions, and even survival. Consider a few high-profile examples: Banco Espírito Santo was rescued by the Portuguese government last year following the resignation of its CEO, the great-grandson of the bank’s founder, amid allegations of financial improprieties. The Doosan Group, a South Korean conglomerate, was thrown into turmoil when the clan that runs it replaced one brother with another in the chief executive role. Fiat, the Italian auto group run by the heirs of Gianni Agnelli, went through five CEOs and three chairmen in two years before bringing in an outsider to lead it. And in the United States the New England grocery chain Market Basket faced employee protests and lost $583 million in sales as two cousins—one a board member, the other the chief executive, both grandsons of the founder—publicly vied for control of the company.

Although we’ve also heard numerous family-enterprise success stories, cases of harmony, health, and longevity seem to be exceptions to the rule. According to the Family Business Institute, only 30% of these organizations last into a second generation, 12% remain viable into a third, and 3% operate into the fourth generation or beyond. Even those that do continue often see their value decline significantly when power changes hands at the top. Joseph Fan, a professor at the Chinese University of Hong Kong, tracked the market performance of 214 family-run firms in Taiwan, Hong Kong, and Singapore; he found that on average their shares dropped by almost 60% in the eight years surrounding a change of CEO. Leaders of family companies acknowledge the problem. In a survey conducted by the Harvard Business School professor Boris Groysberg and the researcher Deborah Bell, directors of family business boards gave themselves much lower performance ratings than members of nonfamily boards, especially in the area of talent management. Fewer than 10% said their companies were effective at attracting, hiring, retaining, or firing employees or at leveraging diversity in the workforce.

Only 30% of family businesses last into the second generation; 12% are viable into the third.

And yet family-owned or -controlled businesses play a key role in the global economy. They account for an estimated 80% of companies worldwide and are the largest source of long-term employment in most countries. In the United States they employ 60% of workers and create 78% of new jobs. These aren’t just mom-and-pop shops either: In one-third of S&P 500 companies, 40% of the 250 largest firms in France and Germany, and more than 60% of large corporations in East Asia and Latin America, family members own a significant share of the equity and can influence key decisions, particularly election of the chairman and the CEO.

Imagine the benefit, then, if more of these companies mastered key people management, leadership development, and succession practices. How? By learning from the best in their class: large family-owned or family-controlled organizations that have prospered for decades, if not centuries.

With advice from Sabine Rau, a professor at King’s College in London, our firm, Egon Zehnder, partnered with Family Business Network International to analyze 50 of these leading family firms. Each had annual revenue above €500 million, and together they represented all major industries in the Americas, Europe, and Asia. Although we did find a few cases of subpar governance and undisciplined succession at the top, most of these companies offer valuable lessons for unlocking great leadership in family businesses. Through our interviews with both family and nonfamily executives, we uncovered several best practices: The most successful family firms establish good governance as a baseline, preserve “family gravity,” identify and develop both family and nonfamily talent, and bring discipline to top-level succession. 

A Governance Baseline
Family businesses cannot hope to manage internal talent (both family and nonfamily) or attract the best outsiders without establishing good governance practices that separate the family and the business and ensure oversight from a professional board. Even among the leading companies in our study, a quarter of the nonfamily executives we interviewed said they originally had governance-related concerns about joining a family business: uncertainty about levels of autonomy, hidden agendas, lack of dynamism, and the potential for nepotism and irrational decisions. “What would have absolutely stopped me from coming,” said the CFO of a British investment trust, “would have been if I had a feeling that I could not be independent and the family was running the business rather than it being professionally run.” The CEO of a U.S. consumer business who also proceeded cautiously before signing on told us, “I was making sure there was a level playing field in terms of future possibilities, growth, and advancement.”

Only a small minority of the companies in our study had no advisory or supervisory board, but all those were entirely family-owned, and some were considering instituting a form of independent oversight in the future. Meanwhile, 94% of the surveyed firms were controlled by supervisory or advisory boards of about nine members, on average. Family representation on these boards averaged 46% in Europe, 28% in the Americas, and 26% in Asia, but a clear separation between family and business existed in most cases. “We have an official governance structure, and this codifies the boundaries,” reported the nonfamily CEO of a well-known consumer company in the UK. And the CEO of an American maker of high-performance materials explained his firm’s explicit rules: “We have a supervisory board, and each branch of the family tree is allowed to send one member, unless the branch already has a member as part of management. For every family member on the board, one external, nonfamily member is also nominated.”

Good governance is an obvious first hurdle for family businesses that want to hire and keep the best people and compete successfully over the long term. Committing to sound decision-making and management practices is thus essential, whether a company is publicly traded, partly owned by professional investors (such as private equity firms), or completely under family ownership.

 "Family Gravity”
Although family businesses should match nonfamily ones in their governance structures and opportunities for professional growth, they must also be careful not to lose what makes them special. We call this “family gravity,” and our research shows it’s another critical factor in achieving long-term success.

The firms we studied usually have one key family member (but up to three) standing at the center of the organization, like the sun in our solar system. These people personify the corporate identity and align differing interests around clearly defined values and a common vision. They focus on the next generation, not the next quarter. They tend to embrace strategies that put customers and employees first and emphasize social responsibility. And they have strong personalities that draw talented people into their orbits and keep them there. One nonfamily CFO of a Japanese education company told us, “I decided to join because I fully respected [the family patriarch] from my heart.” The nonfamily CEO of a Swedish media business expressed similar sentiments: “I liked the family. They were somehow real people with personalities that were exciting to manage.” Other executives said, “My shareholders have faces” and “The beauty is that we think long term, about the legacy we will leave behind.” When a single family member (or a few who are completely in sync) maintains the right presence in a family business, recruitment, retention, and results clearly benefit. 

Finding Future Leaders
Companies with sound governance and gravity should have no trouble attracting managers—from within or outside the family. But how do you decide who is right for the highest-level positions in your firm? All talent, and especially family members, must be assessed on competencies, potential, and values.

The competencies most frequently required for success at the top of any sizable business include strategic orientation, market insight, results orientation, customer impact, collaboration and influence, organizational development, team leadership, and change leadership. In family businesses you should also look for people who understand the company’s ownership dynamics, accept that responsibility for multiple generations comes with the job, and are able to manage social ventures and sustainable growth. Along with competencies, candidates must demonstrate potential—the capacity to change, learn, and grow into increasingly complex and challenging roles that we might not envision today.

But in the family businesses we studied, values seem to be the acid test. When we reviewed the transcripts of our interviews, we found a 95% overlap in the language that each firm’s family members and nonfamily executives used to describe their corporate ethos: words such as respect, integrity, quality, humility, passion, modesty, and ambition. “We are working on the same page, in the same way, and he understands my commitment to bring the company forward,” the nonfamily CEO of a German retailer said, referring to the group CEO. The family chairwoman of a Chinese consumer company reported, “We have the same values, the same vision. We trust each other.”

Family members told us that when evaluating senior executive candidates, they considered cultural fit above all else: “He did not have all the operational requirements the board had asked for on paper, but he had so much more!” said the family chairman of an Indian consumer business, describing his nonfamily CEO. “He is the kind of person who just fits into our culture, and that is more important than the role spec.” The family chairman of an American beverage company echoed those sentiments: “We evaluate people on the basis of leadership qualities, which extend to the interaction with the family. That includes their values, which is very different from a résumé that says this person built up the Russian business.” 

About the Research
With family executives, in whom cultural fit was more easily found, the key concern was development. More than 40% of the companies in our study included members of the next generation on their boards and committees in order to nurture their business and management skills. Younger family members also held positions such as head of U.S. sales, China country manager, and adviser to the CEO, and they filled roles at various levels in corporate strategy, innovation, product management, and the family office. At one U.S. consumer company, the CEO, a family member, told us, “We very consciously develop family talent with two to six interns every year. The culture used to be, Go out and make it on your own, and come in with a track record. Now there is more encouragement to consider working for the company [from the start].”

The best family firms find their future leaders early and invest in them—whether they are cousins and grandchildren, existing nonfamily employees who show promise, or outsiders with no previous connection to the firm. Likely prospects are carefully brought up through the business so that when they’re ready for more-senior roles, the values and competencies match is a sure thing. “I prefer to hire and grow,” the family chairman of an Indian consumer company told us. A top nonfamily executive at a Chinese business outlined his firm’s approach: “We created a corporate university sponsored by the family, not the company, and educated 100 people at MIT and Stanford to prepare them for management.” 

Disciplined CEO Succession
The greatest threat to any large corporation is a failed CEO succession. In his analysis of once-great companies in decline, Jim Collins, a leading business thinker, found that all but one had experienced a problematic transition at the top, and Joseph Fan’s research confirms the value destruction often seen in such scenarios. If there is one area in which most family businesses could stand to improve, this is it. Even among our exemplary sample, nearly 30% considered only a single candidate for their top succession, and about two-thirds didn’t follow a properly structured selection process. Instead, a leading family member intuitively chose the successor, who was then formally approved by the supervisory and management boards and introduced to the rest of the organization. Sometimes the decision came about through inspiration or chance: “[Our CEO first] worked with us on a consulting project,” said a family representative from an Indian consumer company. “Over that period of four months, I got to know him and his style really well.” In other cases, recommendations were sought. At one Spanish company, a family member consulted a management professor he trusted and chose between the two people the professor recommended. At a Japanese consumer business, the board appointed a family member who had risen through the ranks. “He built up his career here and knows the daily operations and products very well,” a nonfamily director explained.


However, ample research shows that CEO appointments are far more successful when they follow a disciplined search involving multiple candidates. The best family businesses in our sample addressed CEO selection proactively and strategically (see the chart “A Disciplined Succession Process”). In the initial stage, the supervisory board appointed a formal nominations committee to define the specifications for and conduct a broad internal and external search. This included outlining the ideal profile, developing a long list of candidates, and assessing all of them through behavioral interviews and reference checking. Next the committee selected a short list, agreed on a ranking, and presented it to the supervisory and management board members, who chose a finalist. Finally, the family members and the independent directors approved the selected candidate, although in most cases they had an informal yet significant veto power.

The former (nonfamily) CEO of a British construction company told us, “The process was handled very professionally. Initially, I was interviewed by HR and the third-generation family, then I had sessions with the leading family member, then with the brother, then with all five of the fourth generation together, and then I had one-on-one sessions with all the nonexecutive directors. All of them took references on me.” At the Swedish media company, the family chairman led a similarly comprehensive assessment process: “I decided that seven elected board members would each get some time to interview [the prospective CEO], either by themselves or a few together. Then we compared notes and came to a conclusion.”

Most of the companies followed a clear hierarchy when considering candidates, giving preference to family first, internal talent second, and external executives third. We enthusiastically endorse that practice, provided that the right assessment and development processes are in place. In family businesses, where culture and personal relationships are critical, internal hires stand the best chance of success. In the 50 firms we studied, 38% of CEOs were family members. Of those who weren’t, 54% were internal appointees and 46% external. In those cases, we found three basic types of executives. The sidebar “Three Nonfamily CEO Archetypes” describes them and their suitability for particular mandates.

Of course, the initial integration period can make or break any newly appointed executive. On the basis of our experience, we estimate that the right transitional support can cut the risk of a failed hire or promotion in half. Especially for nonfamily CEOs coming into family firms, major conflicts almost inevitably arise in this phase, as we heard from some of the executives we interviewed. “The owners say that I am responsible, but the next day they move into this field and make decisions, and sometimes they don’t even notice,” the managing director of a German business told us. “It is impossible to become part of their world,” said an executive from a different company. “I never got the feeling that it is my project.”


To avoid these problems, family firms must ensure that new CEOs are given adequate time to get to know the organization and its key players as well as to meet and bond with important family members. “When we get someone in, we accompany him like a personal scout,” one family CEO explained. “A director or board member introduces him, helps him, and talks to him regularly. The know-how is transferred personally.” The family chairman of a Belgian food and beverage company described a similar approach: “He will have lots of contact with me, and I will make sure that I can show him what the family wants.” A thoughtful onboarding process, along with a professional, fair selection system, can help a CEO succession unfold smoothly and effectively, creating value for the company rather than destroying it.

Leadership decisions, particularly at the very top, can be a minefield for family businesses. But our research shows that companies can navigate safely and prosper for generations if they establish good governance as a baseline, preserve family gravity, identify and develop high-potential executives both within the family and outside it, and bring the right discipline to their CEO succession and integration processes. The payoffs are clear: Research by Ernst & Young, the Family Business Network, Credit Suisse, and others shows that large, long-standing, publicly traded family businesses grow faster than nonfamily companies, are more resilient, and outperform market returns by several percentage points.

Claudio Fernández-Aráoz is a senior adviser at the global executive search firm Egon Zehnder and the author of It’s Not the How or the What but the Who (Harvard Business Review Press, 2014).

Sonny Iqbal is a partner at Egon Zehnder and coleader of its global family-business practice.

Jörg Ritter is a partner at Egon Zehnder and coleader of its global family-business practice.

Monday, September 8, 2014

As business owners age, they need to ask themselves three questions


Business owners make their wealth through concentrated efforts. The key to successful transitions involves focusing that same energy on planning the next stage of life and putting their wealth to work through investments outside their own companies.

The problem is, most owners avoid thinking about their next stage, their businesses don’t get sold properly, and they lose the wealth they spent their lives building.

“One business owner that we came across had no transition plan, no successor, a son in the business who did not have an interest in running it, and no estate plan at all,” says Maria Milanetti, a partner at MarchFifteen, a consulting practice specializing in business transitions. “The owner was 70 years old, running a highly successful business, and utterly oblivious to the risks for his family’s future wealth.”

This scenario is all too common in Canada.

Too often, the only part of a business that can be salvaged are its assets, but not a great deal more, leaving the family in a precarious position. The economy also loses a company that could have continued under new leadership.

Why is this lack of transition such a common scenario for too many privately owned businesses?

“It’s quite natural for founders and those running the business successfully to ‘want to keep a good thing going’ and to feel that they need to keep running the business themselves,” Milanetti says. “Often they want to ‘protect’ others from this responsibility.”

But their reluctance to share how they make decisions or influence stakeholders with their next generation leaders can have long-term negative effects. Milanetti acknowledges it can be difficult to start the conversation around transition or succession. She recommends asking the following three questions:
  • Have you thought about the next chapter in your business, in the next five to seven years? This question should prod an owner to share the kind of company the next generation of leaders wants to build and retain in the longer term.
  • How can we plan that future together? Suggest setting aside some time with a facilitator or business adviser and describe how critical conversations can be shared in a relaxed, reflective and safe situation. It makes it a safer process.
  • What will the next chapter of your life look like? The emotional challenges of giving up control over a privately owned business and transitioning into a new role as “ex-entrepreneur” – whatever this new role may be – requires reflection about one’s identity and about other family members. This is not a natural state for most high-action owners. Dealing with this identity change can be very important to helping the transition to take place. However, this can be a tricky question as it starts to deal with the prickly topic of the business transition.
Many owners or founders are mindful that these transitions take time and that it isn’t as easy to make changes as they start to deal with the aging process and its challenges. It’s much easier to keep the Peter Pan complex of thinking that aging only happens to others rather than to plan the family’s future wealth.

Peter Pan whispers that planning for life after the business means retirement, and that’s for old people, not a dynamic business owner, no matter the biological age. That way of thinking can be disastrous for a family if the owner is forced to reduce his or her time at the business or stop altogether. It is better to address changes while everyone is healthy and has the time and energy.

“At every juncture, we recommend planning,” Milanetti says. “That is planning for the mentoring of next generation leaders, for the transition between current leadership and successors and, most importantly, planning for the owner to be clear what will make their lives meaningful in their next chapter. These are not people who are used to doing nothing.”

Planning is a bore compared with running a business but if owners want to fully benefit from their lives’ work, they need to grit their teeth and start tackling those three simple questions.

Jacoline Loewen is director of business development of UBS Bank (Canada). She is also author of Money Magnet: How to Attract Investors to Your Business.

Thursday, March 20, 2014

Is your business ready to move on without you?

You could ask business owners a million questions about their succession plans.
Most of them are keenly aware of the importance of this one: “What happens to the business, and to your family, if you are no longer able to lead an active role in the company?”


But succession planning often takes a back seat to daily operations, to the detriment of the company and its owner. Obtaining the best succession outcome not only comes from having a strong, well-managed company, it comes from planning for the future, so you don’t get caught flat-footed when life throws a curve ball.


I recently met with the CFO of a family business. If you need to determine an owner’s level of commitment to transitioning the business, he said, ask the following three questions:


1. Have you sat down as a family unit for a discussion?

People don’t have “money talks,” and “family talks” can be even more awkward. Many owners have plans in mind that never make it to paper, and they are certainly not shared at the dinnertable. Research by Financial Executives International (FEI) shows that only 26 per cent of owners have sat down with their families to discuss their businesses and their futures.

2. What steps are you taking to get ready?
The plan could be to pass the business to a family member. Or to leave it to a group of family members and outsiders. Or to sell the business entirely and try to craft a deal that would keep family members employed to run the business. All are potentially sound plans, but the reality may not match expectations.


The trouble is that sometimes when an owner leaves, there is no longer a business. For example, if the owner has invested years in growing the business and in developing deep personal relationships while serving its clients, there can be a lot of loyalty to the person instead of the brand. When the owner leaves, the customers are often not far behind.
Another problem arises when owners carry too many of important details in their heads. It can limit the development of formal systems and professional processes, leaving a big gap if owners get taken out of the equation.


When the CFO I met with asks about the state of readiness to put a succession plan on paper, it implies there’s a quick fix if a business is not ready. Putting formal procedures and policies in place can take a lot of time and effort, especially if it’s going to be part of the organization’s culture. This sort of “professionalism” does not happen by snapping your fingers – it takes time, resources, and thoughtful forward planning.


3. What do you do in the winter?
The big succession question is how long the owner can step away from the business. If she goes down to Florida and stays for a week, but she’s on the phone checking orders and other details, there is no business to sell. If the owner says “I go to Florida and stay for a month” – or three – you know it can run without her and there may be an attractive company for sale.


Jacoline Loewen is a director at Crosbie, which focuses on succession advice for family businesses and closely held small to medium-sized enterprises. Crosbie develops customized strategies, particularly in relation to M&A, financing and corporate strategy matters. Ms. Loewen is also the author of Money Magnet: How to Attract Investors to Your Business.

Friday, March 7, 2014

How to Thrive While Leading a Family Business

We’ve seen both sides of the spectrum: family executives hating their jobs, their businesses, their families, feeling underappreciated for their efforts, exhausted by all the “craziness,” wanting nothing more than to “sell the damn thing.”  And we’ve seen family executives thrive with rewards that are richer and more profound than a leader of a publically traded company could possibly derive.  The company flourishes, the family has a collective purpose that brings them together, and the kids prosper.

So, naturally, we wonder, “Why do some executives thrive while others wilt?”

Family businesses are inherently messy.  Work and life are almost inextricably intertwined.  With so many things going on concurrently, family executives either get swept up in a virtuous cycle or a vicious cycle with very little in between.  Leaders who thrive in this environment embrace and use this messiness.  They can be all sorts of people – introverts, extroverts, operations-oriented folks, great sales people, men, or women.  But what we see in common in thriving family business leaders is that they get four things right:

Four separate rooms
Life in a family, business can really be a pressure cooker because the business discussions continue around the dinner table and in the bedroom.  There sometimes is no separation between work and family, home and the office.  The CEO leaves a meeting at the office with the CFO, his daughter, and he goes home to her mother, his wife and joint owner of the business.  This entanglement of relations runs so deep that the only leaders who thrive are those who have learned to explicitly separate their lives into four separate rooms: one for the business managers, another for the board of directors, yet another for the owners, and a separate one for the family members.

Consider your own home:  You have different discussions in the kitchen, the bathroom, the bedroom, and the living room.  Of course there’s some overlap: Nothing is hermetically sealed.  There are doors and windows that open, but there are rules – spoken and unspoken – regarding what can be discussed where.  And things must be discussed.  Owners, for example, need to talk about ownership issues away from board directors, family members, and employees.  The thriving leaders we see know how to get their own houses in order.  They build discussion rooms – not silos – and teach others to work within the spaces that they’ve created.

The crocodile brain
Thriving family business leaders know how to manage what neuroscientists have named the “crocodile” brain, so-called because it is controlled by gut emotions; thought processes are limited, and impulse control is nonexistent.  The crocodile brain is the reason that people are not rational actors; it explains why decisions should never be made without trying to help people process their feelings, their passions, their rivalries, and their egos.

After placing people in the right room, thriving leaders deal explicitly with the irrational side of decision-making.  Think about it:  in a family business, owners can never decide to buy or sell a business based entirely – or even primarily – on the basis of money.  When they are on the surface deciding whether or not to acquire a company, thriving leaders in a family business are really thinking about that acquisition’s impact on the identities, roles, relationships, and personal finances of others.

Thriving leaders don’t ignore the crocodile brain and are not afraid of the crocs’ behavior.  We see these leaders putting the croc issues on the table for careful conversation.  “Gosh, it hit me, this acquisition could really change your role in the business.  Let’s talk that through,” is the type of leadership behavior we see them exhibit.  They make the emotional side of business safe.

A place to land
Thriving leaders in family businesses help to create places to land when their gig is over.  They build for themselves and others a number of attractive paths forward after the day-to-day spark goes out of life in the C-Suite.  Often in corporate businesses, you’re either in that executive suite, or you’re out – you go to work at another company.  By contrast, in the best family businesses, the aging executive doesn’t just move over to the curb.  He or she stays around as a board member or shareholder or special advisor, or on special projects.  Thriving leaders embrace the reality that they can add real value after life as a business executive.  Their identity is not all tied up with living and working in the C-Suite.

This is the other side of succession.  Thriving executives don’t just say, “Who is going to be our next CEO,” but also, “What can I do next?”  Think of the four rooms we talked about earlier.  Once they depart the C-Suite, thriving executives still use their wisdom and experience to make valuable contributions in the other three rooms.  They can go up to the board. They can go up to the shareholders’ council.  Or over to a family leadership role.  They may also decide to take up a philanthropic role in the family foundation.  Thriving leaders appreciate that all of these roles are vital and necessary in family businesses.

Passion and wisdom to develop the next generation
Thriving leaders’ greatest joy is to see their children succeed in their business and as owners.  They get it that their own role, while central, is temporary.  For example, in a recent cross-generational ownership meeting with a client, a 26-year old, introverted next generation member surprised the eight owners in the meeting with a fundamental insight into the future of their business.  You could feel the leadership baton starting to be passed.  The current generation, three seasoned business executives in their late fifties, beamed with pride.

Developing the next generation is really tricky.  These thriving leaders have great wisdom in how they do it:  They don’t coddle, they challenge.  They know their kids will lead differently than they did and accept that fact.  They provide real jobs with real challenges.  They let their kids fail and then help them up.

As you can see, we are talking about a very different leadership task than in corporate environments.  The rewards are different and deeper.  These thriving leaders find meaning, money, and mentoring in ways not available outside family businesses.

Are you a thriving leader?  Do you know of others who are? As a test, ask yourself, “How many of these four leadership behaviors are shown by you and others in your family business?”

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Josh Baron is a Partner and a co-founder of Banyan Family Business Advisors, and author of the forthcoming book Great Power Peace and American Primacy: The Origins and Future of a New International Order. Rob Lachenauer is the CEO and a co-founder of Banyan Family Business Advisors, as well as co-author, with George Stalk, of Hardball: Are You Playing to Play or Playing to Win?

Monday, February 3, 2014

Good lawyers get up close and personal with family businesses

David Simpson knows all too well the tough battles that need to be fought to successfully transition a family business. He has worked with many of Canada’s leading family businesses and he has worked in one himself, with his brother. He now teaches the next generation of entrepreneurs at the Richard Ivey School of Business MBA program in London, Ont.

He also knows the important role played by lawyers.

“When talking about transition success, your long-time lawyer may not let you in on a little secret,” says the founder of the Ivey Business Families Centre. “The lawyer may not ask if you realize that the legal documentation of your transition or success strategy is the easiest part of the succession process.”

Is Mr. Simpson implying that family business lawyers have it easy? Not at all.

A family firm lawyer will know the law, but a good lawyer will also get to know the family very intimately and how the members interact. This close and frequently personal relationship brings its own set of challenges, often requiring a lawyer to step outside of the legal box. The lawyer is like a ring master, advising the owner on when to call in experts to deal with various non-legal family issues encountered when running a business and balancing the long-term succession planning.

“The toughest part of transition is asking three key questions, which have nothing to do with the law or the business itself, but they will challenge every family business,” Mr. Simpson says.


His questions are as follows:

  • Does your family speak the same language? A successful transition requires a common frame of reference, and even the simplest everyday terms such as “soon” – as in we’ll meet soon on that – or “long term” can mean different things to each family member. A daughter might ask to run a philanthropy event, but when the founder says ‘we can do it later,’ it means next year. Meanwhile, the daughter thinks her father means next month and conflict arises. It is critically important to meet together as a family to work out common frames of reference to avoid misinterpretations within the family, which can then spill over and confuse staff, customers and other stakeholders.  
  • Are the children dependent on the business? While children are growing up, they are dependent on their parents. When the business relationship is added to the family dynamic, it can be emotionally difficult for adult children. They have to be at peace with working for a parent while competing with their parents’ legacy goals for the other “baby” in the family: the family business. Children need to realize that their livelihood may not come from the family business if their skills are not a good fit with the requirements of the industry. Author and family business adviser David Bork said it best: “The purpose of family is to raise responsible adults, who have high self-esteem and can function independently in the world – acceptance is unconditional.” Now compare that unconditional love with Mr. Bork’s description of the uncompromising world of business: “The purpose of business is to generate profits! Acceptance is based on skills, competence, the ability to produce and perform.”
  • Have you discussed personal goals within the family? It is critical for the leader who is passing the torch to not snare the next generation in a trap. There can often be a conflict between the founder and his vision of how the legacy will continue and the next generation’s goals. For example, the younger generation might want to move marketing efforts online and use Google Adwords, Facebook and Twitter. The founder says, “What’s this Facebook – it’s for teenagers?” or “I don’t want to tweet,” and puts a kibosh on the plan. To pass the torch to a new generation, a founder needs to grant full freedom. Great families honour the founding entrepreneurs and understand stewardship of family assets, but they are also mindful that success lies in allowing the next generation to remain entrepreneurs. This means providing the new leadership with the fullest autonomy to take the business in new directions.
Jacoline Loewen is a director at Crosbie, which focuses on succession advice for family businesses and closely held small to medium-sized enterprises. Crosbie develops customized strategies, particularly in relation to M&A, financing and corporate strategy matters. Ms. Loewen is also the author of Money Magnet: How to Attract Investors to Your Business. 

Friday, August 23, 2013

How to make your business more attractive for sale

Arek Jajus cleans the windows of a Toronto restaurant on Jan. 5, 2011.

The dismal financial results for 2009 no longer need to be included in a company’s books. For any business looking to sell, this significant milestone allows for a marked improvement when potential buyers look at the performance of the past three years. The conversation doesn’t have to start with: “We looked at your financial statements. What happened in ’09? Want to talk about that first?”

That said, there is still a noticeable gap in valuation expectations between buyers and sellers. “The market downturn stripped out the profits for private companies and the survivors reduced and reinvented their businesses to add to their top line,” says Bob Gorrie, owner of Gorrie Marketing Services. “These owners have put a great deal of sweat equity into their businesses, and unfortunately that extra hard work and planning is not reflected in their financial results.”

But as the markets improve, profits are returning and owners interested in selling are watching their industry cycles like hawks for the upswing, waiting to get the timing right. A more relevant question for these owners is “where is my own business in its life cycle?”

For any business owner contemplating a sale in the next few years, here are a few ways to add to the valuation:

Does your business have solid management?
The owner may be leaving but buyers want to know whether there’s a team in place with big goals to drive the business forward with equal determination. Having a succession plan is critical, but when Crosbie & Co. recently conducted an owners’ survey, it revealed that fewer than 5 per cent have a written document with a strong operator or family member ready to take over. Owner-operators have built their lives around running their businesses and they do not want to let that go. This reluctance may prevent them from seeing the importance of planning for their own exit and they will get dinged on their company sale price for this omission.

Are your key processes institutionalized?
“There is the risk that the company incurs a fatal loss of knowledge and connections upon the exit of the owner,” the president of a manufacturing business told me. “The earn-out helps, but two to three years does not make up for 30 years experience in a company. One way to mitigate this risk is to bring in a guy like me.” Paying a high-quality CEO for a few years will help the owner of a windows manufacturer convert “in the head” knowledge to written processes. “We preserved the knowledge and demonstrated the existence of a reliable management team to a potential buyer,” the president added.

Do you know good buyers?
The sale price of a business is what buyers offer and when a company is in the growth part of its business cycle, there will be multiple offers and phone calls from all sorts of interested parties. “I know the ‘I’m comfortable with my business’ owners where the offers to buy have made great sense,” says succession planning coach Janice Lahiti. “The owners don’t do it because they think their ability to influence a variety of broader agendas will diminish.” As the business hits the mature stage of its life cycle, which often occurs in tandem with the owner’s life cycle, suddenly the pool of multiple bidders dries up and as Janice says: “The owner can no longer command the multiples they want.”

The owner may also miss the opportunity to sell to a buyer who will structure the sale so that the majority of the company is purchased but the owner can keep 20 per cent to 30 per cent with a fixed medium-term buyout schedule. They can also have limited management or board involvement. This structure keeps the owner involved mentally and financially in his or her ‘baby’ while taking some money off the table to free up time to pursue other interests.

What is your opportunity cost, really?
Melanie Kau exited her successful family business, Mobilia, to take on the challenge of running Le Naturiste. “The ‘what next’ after you have worked for 15 to 20 years in a business prevents people from asking themselves the cost of staying where they are because they are comfortable. I know what that feels like because I have just been through it. Therein lies a great deal of value with the experience the entrepreneur has built up: sometimes the business is more like a cage than a platform.”

Jacoline Loewen is a director at Crosbie, which focuses on succession advice for family businesses and closely held small to medium-sized enterprises. Crosbie develops customized strategies, particularly in relation to M&A, financing and corporate strategy matters. Ms. Loewen is also the author of Money Magnet: How to Attract Investors to Your Business.

Monday, May 6, 2013

The right way to sell a family business


Family business owners who are thinking about selling their companies and want to tilt the process to their advantage should start planning immediately.

“One reason our family business had a successful succession was because we started the process early,” says Laura McNally, part of the third generation at McNally International Inc., a leading Canadian tunneling and marine contractor.

Ms. McNally says her father and uncle decided to bring in an outside adviser and embrace the creation of a family forum to plan for succession. One of the tools introduced was a “three circle” decision-making model that directed three questions: Is this a decision for the family? Is it for the shareholder? Or is it a challenge for management? Each circle involved different stakeholders, which added complexity to the process, but it worked.

Even though the third-generation family employees were not shareholders, it was decided that it would be sensible to include them in ownership transition discussions because they held important positions in the company. As Ms. McNally’s father and uncle started to step back from day-to-day operations, they needed a plan to do it in an orderly way. Ms. McNally played a key role as change agent working closely with other senior managers.

Many owners underestimate the effort needed to prepare a company for ownership succession and the scrutiny of a buyer. They often think a fresh coat of paint is all it takes or that the business will sell itself. “However, this may not get you the best price or the right buyer,” Ms. McNally says.

Based on first-hand experience, the McNally story shows that a team effort is required to prepare a business for sale. Here are key actions to think about:

The classic chestnut – strategy
Regardless of timing, a business will be more attractive to a buyer if there is a defined strategy. Not only did McNally’s senior management understand the segments of the market that were most attractive, they developed a plan to capitalize on these opportunities and they had a proven track record that demonstrated credibility to buyers.

Figure out what drives profitability
Management realized that as the company grew it needed to focus on its systems and processes and bring them to a higher standard. This required them to extract information from Ms. McNally’s father and uncle and to institutionalize their knowledge into procedures and training that would be in place when they were ready to step away.

Hire your experts early
The shareholders wanted all of their advisers – lawyers, tax planners, family succession and investment bankers – to work as a cohesive team. This required all parties to have an understanding of each other’s roles and required effective communication within the team. The advisers were brought in early and they were given ample time to meet management, assess the go-forward leadership team, and become intimately familiar with the business and where it was headed so they could address the key questions that buyers would no doubt have.

“Selling a business and planning for succession is emotional,” Ms. McNally says. “It creates not only work stress, but family stress as well. That’s when you need to lean on your advisers.”
By 2010, the family forum moved into the final stage. All the preparation by management and advisers provided the family and shareholders with the ability to set realistic expectations regarding value and business fit in the event of a sale.

Ms. McNally and her husband Colin Brown now run a consulting practice called McNally Brown Group, which specializes in preparing family businesses for a sale.

Jacoline Loewen is a director at Crosbie, which focuses on succession advice for family businesses and closely held small to medium-sized enterprises. Crosbie develops customized strategies, particularly in relation to M&A, financing and corporate strategy matters. Ms. Loewen is also the author of Money Magnet: How to Attract Investors to Your Business. You can follow her on Twitter @jacolineloewen.

Monday, April 8, 2013

Good lawyers get up close and personal with family businesses

 
David Simpson knows all too well the tough battles that need to be fought to successfully transition a family business. He has worked with many of Canada’s leading family businesses and he has worked in one himself, with his brother. He now teaches the next generation of entrepreneurs at the Richard Ivey School of Business MBA program in London, Ont.

He also knows the important role played by lawyers.

“When talking about transition success, your long-time lawyer may not let you in on a little secret,” says the founder of the Ivey Business Families Centre. “The lawyer may not ask if you realize that the legal documentation of your transition or success strategy is the easiest part of the succession process.”

Is Mr. Simpson implying that family business lawyers have it easy? Not at all.

A family firm lawyer will know the law, but a good lawyer will also get to know the family very intimately and how the members interact. This close and frequently personal relationship brings its own set of challenges, often requiring a lawyer to step outside of the legal box. The lawyer is like a ring master, advising the owner on when to call in experts to deal with various non-legal family issues encountered when running a business and balancing the long-term succession planning.

“The toughest part of transition is asking three key questions, which have nothing to do with the law or the business itself, but they will challenge every family business,” Mr. Simpson says.
His questions are as follows:
  • Does your family speak the same language? A successful transition requires a common frame of reference, and even the simplest everyday terms such as “soon” – as in we’ll meet soon on that – or “long term” can mean different things to each family member. A daughter might ask to run a philanthropy event, but when the founder says ‘we can do it later,’ it means next year. Meanwhile, the daughter thinks her father means next month and conflict arises. It is critically important to meet together as a family to work out common frames of reference to avoid misinterpretations within the family, which can then spill over and confuse staff, customers and other stakeholders. 
  • Are the children dependent on the business? While children are growing up, they are dependent on their parents. When the business relationship is added to the family dynamic, it can be emotionally difficult for adult children. They have to be at peace with working for a parent while competing with their parents’ legacy goals for the other “baby” in the family: the family business. Children need to realize that their livelihood may not come from the family business if their skills are not a good fit with the requirements of the industry. Author and family business adviser David Bork said it best: “The purpose of family is to raise responsible adults, who have high self-esteem and can function independently in the world – acceptance is unconditional.” Now compare that unconditional love with Mr. Bork’s description of the uncompromising world of business: “The purpose of business is to generate profits! Acceptance is based on skills, competence, the ability to produce and perform.”
  • Have you discussed personal goals within the family? It is critical for the leader who is passing the torch to not snare the next generation in a trap. There can often be a conflict between the founder and his vision of how the legacy will continue and the next generation’s goals. For example, the younger generation might want to move marketing efforts online and use Google Adwords, Facebook and Twitter. The founder says, “What’s this Facebook – it’s for teenagers?” or “I don’t want to tweet,” and puts a kibosh on the plan. To pass the torch to a new generation, a founder needs to grant full freedom. Great families honour the founding entrepreneurs and understand stewardship of family assets, but they are also mindful that success lies in allowing the next generation to remain entrepreneurs. This means providing the new leadership with the fullest autonomy to take the business in new directions.
Jacoline Loewen is a director at Crosbie, which focuses on succession advice for family businesses and closely held small to medium-sized enterprises. Crosbie develops customized strategies, particularly in relation to M&A, financing and corporate strategy matters. Ms. Loewen is also the author of Money Magnet: How to Attract Investors to Your Business. You can follow her on Twitter @jacolineloewen.

Friday, March 22, 2013

Leadership Teams: Why Two Are Better Than One

The concept of "two-in-a-box" leadership has been examined extensively over the past few years. One of the most thorough discussions is in the HBR article The Leadership Team: Complementary Strengths or Conflicting Agendas. CEO/COO teams or "Office of the President" arrangements can offer great strengths, but may also introduce some sizeable risks, as Stephen A. Miles and Michael D. Watkins conclude. 

In our own company, Fishbowl, we took the approach to a new level 2 ½ years ago. We create leadership teams not only for our top jobs, but for every management position in the company.
A bit of background: Fishbowl is the result of a somewhat rocky beginning. We became involved with the company, which produces inventory software, in 2004 when one of us (David) was sent by the prior majority investor to shut the fledgling company down. Instead, seeing the potential in the product and commitment of employees, we came up with financing to buy out the investor and keep the company operating. By the end of 2006 we had created the #1 most requested inventory software for use with QuickBooks and were solidly profitable. 

After several years of solid operations, in January of 2010 we decided to put together pairs of people for all management jobs. We did this for several reasons: We knew that maintaining our exceptionally high growth rate would be increasingly difficult and wanted to prepare leaders from within to address those new challenges. We wanted to put our highest focus on the development of our people, and to cultivate their highest creativity and thinking, in addition to our focus on the development of our product and sales. 

A lot of people thought we were crazy. Soon after we made the move, the economy was deep into the recession, and most companies had to reduce headcount to cut costs. Instead, we were adding managers and creating intentional redundancies. How could we justify it?
In fact, in our experience, the benefits of our approach have exceeded the not inconsequential costs. Here are just a few of the upsides:

•No hierarchy. We've flattened everything out. Every person is a leader, paired with another and supported by a team. 

•Personal growth. We've allowed twice as many people to have leadership opportunities - an inherent succession plan that has resulted in strong employee growth in addition to company and revenue growth. 

•More creative outcomes. We've chosen our pairs carefully - we align paired leaders for maximum contrast in thinking and analytical styles. For example, our product management leads include one partner who is "left brained" and one who is "right brain" dominant. One is linear in his style; the other creative. The result is a manifestation of true synergy.

Are there disadvantages to paired leadership? In the initial stages, yes:

•Tapping two people to fulfill one role requires a lot of resources. There's no question our payroll is higher because of our paired leadership strategy. However, in our experience the creativity and testing that goes into every program or key decision creates a net savings over the longer term. 

•Some of the individuals who get paired don't particularly like each other. We had an instance like this. We have a culture where people are very open (though not disrespectful). Two of the key individuals we partnered cornered us with persistent questions. What if we can't agree? Who arbitrates? What if one partner is holding the other one back? Ultimately, they adapted. At present, it's fair to say that if we changed the model, the majority of our team would be extremely disappointed, because they've come to appreciate the shared responsibility model. 

•What about succession when the time comes that one of the teamed partners is promoted and the other is not, or one of the team members is gone? In our own company we have created a culture that is vastly different than the typical corporate environment. Our turnover is near zero. But when a leader does find his or her place elsewhere, we still have a leader in place. We can develop and assign a new partner and we generally don't miss a beat.

One of the greatest benefits of paired leadership that Fishbowl enjoys is that a trusted partner can provide essential feedback that helps to keep egos and guesswork in check. 

We also believe that what we call the The Five Non-Negotiables must be present for a paired leadership program to work: Respect, belief, trust, loyalty, and commitment. We test all decisions against these characteristics. Paired leadership is so fundamental to our management style we would never consider going back. Two really good leaders - together - produce great outcomes consistently. Our company is thriving, and we have personally fulfilled employees who produce out-of-the-box initiatives every month. Perhaps it could work for your business as well. We welcome your thoughts. 



David K. Williams and Mary Michelle Scott

David K. Williams and Mary Michelle Scott

David K. Williams and Mary Michelle Scott are CEO and President, respectively, the paired leadership team of Fishbowl, provider of Fishbowl Inventory Software, and one of Utah’s and America’s fastest growing companies. Fishbowl is based in Orem, Utah.