Keep it in the family research paper

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Keeping it in the Family : Preparing for Succession Jonathan Lefebvre Yasmine Shaalan Professor Steve Karpenko BMG320: Topics in Entrepreneurship April 8 th , 2015

Transcript of Keep it in the family research paper

Keeping it in the Family : Preparing for Succession

Jonathan Lefebvre

Yasmine Shaalan

Professor Steve Karpenko

BMG320: Topics in Entrepreneurship

April 8th

, 2015

Abstract

The purpose of this research is to identify various implementation strategies and their

successes through small and family operated business succession (as defined by the Small

Business Association (SBA)). We will be measuring success with both efficiency as well as

effectiveness as metrics to determining the best succession management. As the Baby Boomers

are leaving the workforce there a lot of shoes to be filled at the top positions, specifically

ownership. This coupled with the fact that family firms make up two-thirds of all businesses

worldwide makes this research study extremely relevant. We will cover a multitude of issues

that arise during the handoff off of a company including: having multiple successors (division of

power), having an incompetent successor, having no successor, or having a successor that will

inherently change the company dynamic. Since many CEO-owners do not have an exit strategy

this question will become much more prevalent in mainstream family business chatter within the

next decade as the remaining Baby Boomers transition out.

Table of Contents

● Introduction

● Executive Summary

● Rationale for Research

● Generational Polarization

● Educational Factors

● Succession Planning Overview

● Components of Succession Planning

● Succession Planning Model

● Three Levels of Succession Planning

○ Management

○ Ownership

○ Transfer Taxes

● Succession Matrix

● Recommendations and Key Points

Introduction

This study will analyze a collection of data pertaining to the the succession of family

business and instrumental techniques that lead to a smooth transition. In an economy that is

largely based upon small businesses, it is critical that these firms continue to successfully

operate through management changes. Although this has always been an important topic, it is

much more relevant as the Baby Boomers (which make up nearly fifty percent of the workforce)

begin to take their retirement. As their generation wanes out of the workforce and Generation X

and Y roll in management positions there needs to be a structured handoff to minimize

contingencies and to maintain the companies focus.

Executive Summary

This research paper will highlight all matters important in succession, and particularly

what businesses should do in order to prepare for a change of control. This study will include a

number of different schools of thought on succession while addressing overlaps in certain areas.

The main focuses of this paper are, “The Three Levels of Succession Planning”, “Succession

Matrix”, and “The Five Principal Stages of a Succession Planning Model.” In an economy that

is largely based upon small businesses, it is critical that these firms continue to successfully

operate through management changes. Although this has always been an important topic, it is

much more relevant as the Baby Boomers begin to take their retirement. . The focus of this

research will provide businesses with a number of success factors that contribute to a seamless

handoff of top management positions.

Rationale for Research

As stated earlier, the North American workforce is experiencing the largest generational

employment shift ever. This unprecedented transition of jobs and roles inevitably comes with its

fair share of obstacles that should be overcome in the most effective manner. Approximately

80% to 90% of the American economy is comprised of family businesses and they make up

roughly 60% of the country's employment which clearly outlines their importance to the

economy. Succession planning should become an integral part of a business plan as they

establish a solid foundation for the next two to three decades and will have a significant impact

on the business. According to Reester Jr., K. (2008), in the U.S alone it is estimated that the

retirement gap between the Baby Boomers and latter generations (X and Y) will be in the

neighborhood of ten million. This raises the question how will the economy respond to such a

turnover and what will this mean for companies losing critical employees. Most top

management teams are run by Boomers, which means high level employee turnover adds another

dimension to the complexity of this employment void due to the requirement of knowledge

transfer. Despite the evident importance of a succession plan, it is estimated that nearly 70% of

family businesses do not survive the transition of ownership. This shows lack of proactivity

within a business to address the importance of succession planning. The retirement void that we

are on the brink of will undoubtedly have micro and macro economic repercussions. In essence

the impact family owned business have on the economy coupled with the fact that the large

majority of them do not survive generational transitions gives ample rationale for this study.

Generational Polarization

It is critical that when looking at factors that affect the outcome and longevity of a

business to take into account succession, in particular, the transition from one generation of

thinking to the next. Each generation has their own knowledge and skill set that is a product of

their learned knowledge; these can be somewhat generalized (by generation) due to the

educational system. It is important to keep in mind that the educational system is continuously

adapting and improving to meet social and technological changes. This inherently different skill

set that is evident between generations must be taken into consideration during succession

planning.

Concerning business succession, there are both success and failure stories associated with

significant polarization amongst generations; we will touch on the case of Samsung in the latter

portion of this paper. It is critical to break down each generation when looking at family

companies individually to dissect each members knowledge of the business. In most cases the

first generation of family companies built it from ground up which requires them to know all the

legalities inside and out. In contrast, any future generations have generally had a lifetime of

exposure to the company and thoroughly understands its operations. During a succession it is

important to synchronize generations so that the company can continue operating smoothly and

overcome any tensions they have due to their differences. To minimize tensions, it is imperative

that companies try to equip the successor with all the necessary information to be as prepared as

possible.

To further illustrate this point let's consider the issue of feedback from a generational

standpoint. The Baby Boomers, who are currently beginning to transition out of the workforce

usually consider feedback to be a one-way affair that begins with top management and gets

disseminated accordingly. Generation X and Y however have a far different mentality when it

comes to feedback; they tend to take a more collaborative approach in which feedback is an

essential competency that should take place from both top down and bottom up.

Education

Education has undoubtedly changed over the years, both in terms of curriculum and

social importance. Now there are more people with university degrees than ever which creates

expectations. Generations X and Y who will be filling the Boomers positions in most business

situations are expected to add value in business operations and management, as well as being

well versed in technology. This is sometimes the deciding factor in whether or not a company

will survive the transition; it is critical that the successor not only be more educated in business

practices but that they also bring new innovative ideas to the table. This requires an

entrepreneurial mindset that can match the companies values but expand on the business’s

mission by evaluating new techniques, technology, and all other business operations that have

changed dramatically between the Baby Boomers and Millennials.

Succession Planning Overview

Family businesses are great entrepreneurial ventures; they demonstrate the ability to

create wealth in the economy. However while 30% of all family businesses succeed at the second

generation, only 12% will still be viable into the third generation, with merely 3% of all family

businesses continuing on to the fourth-generation and beyond. The fact that the vast majority of

family firms do not survive into the second generation raises the question why. This could be

attributed to a number of causes, however Jeff Haltrecht (2011) outlines six elements that

contribute to the outstanding rate of failure that include: poor training, lack of common vision,

entrepreneur does not hand over de-facto control, compensation programs, lack of succession

plan and the gifting of the business. In order for the family business to survive into future

generations, the entrepreneur must have a clear common vision in order to commit the entire firm

as well as family members to work towards maintaining the success of the business during

transition. The family business cannot simply be gifted to the successor, the role must be earned,

thus the potential successor must have the necessary skills required to take on the appropriate

role.

Entrepreneurs often neglect the importance of having a succession plan in place.

Common assertions made by entrepreneurs to justify the lack of succession plan are: “I’m not

going to retire,” “I can’t figure out the financial payout,” “I’m too busy with clients,” “I’m not

going to die anytime soon”. Although owner/managers tend to have a personal vision to retire

and pass down the family firm someday, there is not enough consideration given to what it takes

to actually make that vision a reality (Deloittle, 2013).

In order for a family business to survive into following generations and succeed, an

integrated succession plan must be in place. This involves preparing the family, as well as the

firm. In order to achieve success as both the business and the family grow, a family business

must face two interdependent challenges: Succeeding at maintaining strong business

performance while keeping family members dedicated and capable of continuing on as the

owner. According to Casper, Dias, and Elstrodt (2010) there are five dimensions that must work

well and in synchrony together: harmonious relations within the family and awareness of how

the family should be involved in the business, an ownership structure that provides enough

capital for growth while permitting the family to control key aspects of the business, strong

governance of the company and a dynamic business portfolio, management of the family’s

fortune, and charitable foundations to promote family values across generations.

Components of a Succession Plan

In order for a family business to survive into following generations and succeed, an

integrated succession plan must be in place. This involves preparing the family, as well as the

firm. To be successful as both the company and the family grow, a family business must meet

two intertwined challenges: Achieving strong business performance and keeping the family

committed to and capable of carrying on as the owner. There are five dimensions of activity that

must work well and in synchrony together: Harmonious relations within the family and an

understanding of how family should be involved in the business, an ownership structure that

provides sufficient capital for growth while allowing the family to control key parts of the

business, strong governance of the company and a dynamic business portfolio, professional

management of the family’s wealth, and charitable foundations to promote family values across

generations.

A business strategy must be in place to facilitate the transition between the entrepreneur

and successor. The family must be aware of the articulated goals of the company, and must

remain informed on matters of importance to the business. Communication between family

members is essential in order to prevent tension from arising. There are five stages of a

succession plan, with two on going enablers. The importance of a succession plan will be

demonstrated through the detailed explanation of the stages. Only then can entrepreneurs

understand the value and importance of a succession plan to the success of transition.

The Succession Planning Model

Along with the succession plan, a strategic planning process is also vital to the success of a

family business. Formalizing a mission statement is the key first step; it obligates family

members and the entire business to accept and execute the entrepreneur’s vision. The strategic

planning process has a direct impact on the transition of the business to the next generation.

Burke (2008) claims that if we are to assume that a healthy, structured, and analytical debate

took place in the preparation of the business plan, the risk of family tension arising due to the

direction of the business strategy should be greatly condensed, if not eliminated.

At the first stage the entrepreneur must communicate a clear vision and business mission

incorporating the business philosophy and values. Entrepreneurs should not undervalue the

importance of creating a mission statement. The mission statement is the groundwork for

creating a powerful strategic planning process that includes the long-term development of the

business plan. It allows the entrepreneur to visualize where they would like to be within the next

two decades, which in return enables them to pay careful consideration to the decisions required

regarding organizational structure and effective leadership. There are various factors to take into

consideration with regards to developing a business case, including the succession plan. The

entrepreneur must consider the long-term impact of the following five factors:

1. Industry sector, market share, competition and barriers to growth;

2. Long-term business strategy for growth and required return on capital investments;

3. Independent business valuation and the potential to increase brand equity over time;

4. Timeframe for implementing a succession plan;

5. Commitment, ability and leadership potential of family members.

Developing a business case is a complete company effort that requires the involvement of family

members and management, who provide assistance in identifying important roles, obligations

and organizational structures.

At the second stage, the owner and top management must identify target roles. This stage

is aimed at identifying the critical workforce divisions within the business. Although the family

aspect of a family business is central to the concept, when employing family members the owner

should remain unbiased in his/her selection. This should not be based on just slotting family

members into roles. Family members must be evaluated based on their competency and skills

like any other candidate. Identifying the critical workforce segments should be an assessment of

the key positions required to achieve the business goals. The purpose of the assessment is to rank

the importance among the different key positions identified, taking into consideration that these

are the positions that will drive the business forward.

During this point, the ongoing enabler, leadership support, depends on the role of the

Board of Directors. Emotions may arise between family members during the succession planning

process; therefore in order to be effective external advisors must facilitate this process. The

earlier external management is involved in the succession plan, the more likely it is that the plan

will be aligned with the business vision. An independent advisor provides guidance, or for lack

of better words, “a reality check”, to guarantee that the suitable organizational structure is in

place to improve the chances of survival through the succession phase.

The third stage entails determining the core competencies and skills required for the

target role. In order for family members to be considered for key positions or as successor

candidates, there must be an inherent commitment to developing the necessary skills and

competencies required to meet future business needs. Certain family firms will ask that family

members gain external experience in other firms before joining the family firm. The business

cannot be gifted to the successor; it is essential that the position be rightfully earned. There must

be a balance business and personal needs within the family business. Thus, it is essential that

family members be fully involved and informed.

The case of Samsung effectively demonstrates the importance of the third stage. When

Samsung’s chair Lee Kun-Hee suffered a heart attack, he had to step back from the company.

His son, Lee Jae-Yong, had been an employee in the company for ten years before he received

the title of vice-chairman. This raised questions within the firm of whether the role was earned or

not. However, with ten years of experience, it appears as though Lee Jae-yong is a suitable

candidate to run Samsung. His ten years of service to Samsung implies that he is more than

familiar with the company structure. The business must be committed to the succession plan in

place, and Lee-Jae Yong must earn the respect of his employees in order to achieve a fluid

succession that does not hinder Samsungs operations. This demonstrates that family members

must be treated as equal employees in order to gain respect from non-family staff members.

Employees of the business and family members must maintain the vision over time in spite of

change, and develop new ways of working together.

The fourth stage entails the development and execution of a thorough, skill-based

performance assessment process in order to find potential candidates. Family members have a lot

to gain from working with an external advisor who can regulate family emotions and act as a

sounding board (Burke, 2008, pg.4). It is essential that family members understand that there is

no free pass as a successor candidate. Although emotions may arise, determining whether a

family member has the capability and interest to obtain the fundamental skills required to guide

the organization is a key goal of the plan. A family member may be considered as a possible

successor candidate, yet he or she may not want to assume the responsibility involved. On the

other hand, a family member may desire to lead the organization, but not want to invest the time

to develop the required skills in order to be effective. Leadership support and the importance of a

positive work environment act as ongoing enablers at this stage. The organization must

acknowledge and compensate both employees and family members equally. Additionally, the

business must train and promote from within, whilst drawing in new talent to drive the

organization towards achieving its goals.

At the final stage of the succession planning process current and required training and

growth programs are reviewed. The goals focus on ensuring that potential successor candidates

have access to tools for development on a regular basis. Training should provide employees with

job development opportunities. As part of the ongoing training and development practices, the

successor candidate should accept positions outside the family business. Practical, first hand

experience with a variety of work practices is invaluable to the candidate who is able to develop

business experience outside the comfort zone of the family firm.

Three Levels of Succession Planning

Giarmarco (2012), outlines that when looking at succession planning from a family

business perspective there are three major points to take into consideration. These points

coincide with a number of other findings that are thought to have a significant impact on the

outcome of a business succession. Giarmarco classifies these three areas of interests as levels

within a succession plan. The three independent levels broken down include management,

ownership, and transfer taxes. If all three are executed properly, these factors will lead to a

smooth transition between both management and ownership as well as minimizing the cost of

transition. Keep in mind that this is an American study so research, numbers and legalities will

differ from example to example but tend to have a similar impact.

Managment

When looking at management in preparation for succession it is important to differentiate

it from ownership. Despite overlaps between the two they have very different legal guidelines

and business implications. To prepare for the transition of management it is suggested that top

management team (TMT) members begin allocating certain tasks of their own to possible

successors- either to key employees of their own blood. This will allow the TMT to make it a

gradual process and phase out which will ensure a smoother transition of power that is generally

received better by the company as a whole. One crucial factor that Giarmarco emphasized was

employee retention. His work highlighted the importance of labeling a qualified and competent

employee as the successor, the most suitable candidate- which may be a non-family member.

Employee retention is also important within the rest of the TMT who are not yet retiring and will

impact the success of the transition. Retaining the TMT and the cohesion that has been built is

important with regards to succession planning because they are in essence the glue holding the

company together. It is common that family companies have one or two key employees that they

look to to be the glue during the transition period, so it is imperative that the company implement

methods that ensure employees stay. Employee retention tactics include: Employee agreements,

nonqualified deferred-compensation plan, stock option plans, change-of-control agreements, and

advisory board benefits. They can be as simple as guaranteeing TMT members a pay increase or

a more flexible schedule if they stay throughout the entire process. Or can include tax

exemptions from a deferred compensation plan which promises the employee their income after

a certain amount of time. Essentially these reaffirm a company's commitment to their top or key

employees.

Ownership

Ownership is a tricky component of succession planning but is an inevitable level of a

succession. Because of that fact that so many family business in the Canadian economy today

were established as a result of the Baby Boomers generation many owners will be passing the

torch for the first time in their companys history which presents multiple dilemmas in family

business scenarios. To illustrate some common issues that face owners today a few examples

could include: “how do I treat multiple children equally?”, “what if none of my children are

interested in my business?” or, “when is the best time for me to step down?”. Being proactive

and addressing these topics during the planning process will in turn facilitate the succession

down the road. To hedge against these issues owners must consider a number of techniques and

implement those that will most benefit the company. Some common techniques used by

business owners to address issues include: Selling shares to active children, use voting and

nonvoting shares, leave non-business assets to inactive children, reward active children for their

hard work equally, establish condition and assurance for active children, provide retirement

income for business owner, and buy-sell agreements. If implemented properly, these will reduce

friction that often time comes with a transfer of ownership, which means time and money. They

also address all possibilities of family successors from having no children to many and whether

these children are fit and motivated to take over.

The owner who is planning retirement should always but the companies best interest first,

seeing as this can also dictate the success of their children as well. They must consider the best

option(s) for transferring ownership- not solely “because its my kid”. The tactics used to counter

any dilemmas that may arise in the succession planning process should be considered 5-10 years

prior to planned retirement.

Transfer Taxes

Naturally, many people try to avoid thinking about taxes as much, however in business

succession situation it is imperative that transfer taxes be addressed well in advance to minimize

contingencies down the road. Keep in mind that Canadian and American tax legalities differ

despite their many parallels. Companies all too often put off addressing these taxes until the very

end which does not provide ample time to consider all the legalities and repercussions. Transfer

taxes can claim over 50% of the value of a company which can bankrupt them which inevitably

is a big contributor to the 70% of family businesses that do not survive transition. As he did with

management and ownership, Giarmarco provides strategies commonly used by owners to

minimize taxes during the transition period; these strategies include: gifting techniques, sales

strategy, freezing techniques, statutory relief, and life insurance applications. The proper

implementation and use of these techniques can greatly minimize transfer taxes therefore

increasing profits. Although they are often overlooked its imperative that there be a plan in place

with respect to transfer taxes.

Succession Matrix

The succession matrix was developed by the International Succession Planning

Association (ISPA) and is a great overview of all the topics already mentioned in this paper

while still introducing a few more factors relevant to a successful transition. The matrix

incompasses ten independant focuses that are essential to take into consideration during the

transition period and while planning for succession. The succession matrix differs from the other

models in this paper by looking at succession at a micro level with topics that seem more obscure

than something as macro oriented as the Three Levels of Business Succession. For example, the

matrix (Appendix 1) includes family governance, family dynamics, owner motivation, and

personal finance which had not been touched upon in depth by other research but must still have

implications. Other topics such as management synergy and teamwork tie more directly to the

management level in the Three Levels ideology. The following at the ten independent factors

that make up the matrix which a brief explanation of what they incompass.

1. Owner Motivation and Perspective:

This takes into consideration how the current owner shapes the inner structure of

a business, from culture to values to work ethic.

2. Personal Financial Planning:

Having financial security and independence as a business owner is an important

tool that facilitates the succession process. It does this by allowing the owner to

step back and coach his/her successor without being financially invested.

3. Business Structuring:

This area focuses on the allocation of resources to allow a company realize a

smooth transition of both ownership and management.

4. Business Performance:

The ISPA draws attention to the fact that there is generally a performance dip as a

result of succession. They emphasize the importance of having a strong

performance prior to entering the succession process that will be sufficient

enough to propel the company though the transition while maintaining faith

amongst investors, shareholders, partners, etc.

5. Strategic Planning:

This implies that companies preparing for a transition should have an overview of

where they are headed and where they want to be in the future; this should be in

line with the companies mission statement, their values. Setting these sort of

goals should be done in a quantifiable manner that is in line with a clear vision.

6. Leadership and Management Continuity:

This subject of the matrix clearly overlaps the management stage in Giarmarco’s

model, Three Level to Business Succession. It is focused with retaining the top

management and key employees during a succession to allow for a smooth

transition with minimal contingencies.

7. Successor Identification and Preparation:

This step addresses the importance of finding not only a successor, but a

competent one. The retiring owner as well as trusted top management should

appoint the best match for the scenario without weighing children too highly. As

previously mentioned, often times the owner faces dilemmas concerning his

children. It is important to identify the successor(s) well in advance of the

transition to give lead time.

8. Management Synergy and Teamwork:

This highlights the importance of keeping up team dynamics, retaining

relationships, and fostering new ones with the incoming successor. This will help

keep the momentum of the business and minimize friction during the process.

9. Family Dynamics:

The matrix also manages to cover this more subtle issue that occurs outside the

business but has a direct impact on it. Family governance is a key component in

making sure a family succession goes accordingly by keeping the family in check

and harmonious.

10. Family Governance:

Similarly to family dynamics, family governance is critical in keeping not only

the family, but the business running smoothly as well. This factor of the matrix

includes points such as appointing the best fit, and treating children fairly.

Recommendations and Key Points

This paper has articulated some of the most relevant factors that should be considered

when establishing a succession plan within a family business. It has covered all aspects, direct

and indirect, that play a role in shaping the succession plan, and consequently the outcome of the

business. It is important to note that each plan will have certain modifications to tailor it towards

each company's mission and values. Factors that have a potential impact on succession planning

could include the size of the company (more specifically the TMT), the current fiscal stability of

the business, and the drive and motivation of the predecessor versus the successor to name a few.

Succession planning should be a core competency within all business structures,

especially for family business who have to deal with more dilemmas for reasons outlined in this

study. It is suggested that companies establish their plan well in advance (5-10 years minimum)

to be proactive and capable of making any revisions and adjustments if or when contingencies

arise. Having a game-plan prior to the planned retirement can allow companies to gracefully

enter the succession. This has a major impact on the overall success of the plan because it is

strongly suggested that the succession be phased out in order to minimize friction and will also

aid in knowledge transfer. This can be done by the predecessor taking a semi-retirement for the

first stage of the process to train their child or another successor. During this semi-retirement

phase the owner should fulfill the role of a mentor by teaching his successor all the necessary

roles and responsibilities they will have; this includes business contacts, management role,

supply chain logistics, operation logistics, etc. Having a phased retirement will definitely

contribute and aid in creating a harmonious transition.

It is also suggested that those involved in the planning process use SMART (Specific,

Measurable, Attainable, Relevant, and Time-bound) goals to clearly define what the succession

plan aims to do. These goals should in line with the companies mission statement, which

reiterates the point that a formalized mission statement should already be implemented as it

commits all employees to realizing the company's goals and values. Setting goals allows

employees to leave the perpetual mindset which assumes that everything will continue to run

smoothly indefinitely. It is critical that management leaves this mindset as it often had negative

repercussions due to lack of flexibility.

It should also be noted that the owner with his TMT take all options into consideration;

which may include family members, long-time employees, and possibly even new employees.

The owner or manager looking to retire must look at all factors that could impact his company

and choose the proper successor accordingly. There are many responsibilities associated with

leading a business, it is imperative that the successor be prepared to assume these responsibilities

and gain the skills required to govern the business. To mask emotions that may be present within

the appointment of a successor an external advisor may be a viable option in providing unbiased

guidance. It is also suggested that the owner have a fall back plan to account for any unforeseen

change or flaw in the succession process, in other words “not having all their eggs in one

basket”.

Succession planning is an instrumental aspect within family businesses that requires

proactivity and thorough consideration. Having a good, indepth yet flexible succession plan can

mean the difference between a company surviving into the next generation. Despite their typical

“bottom of the barrel” concern amongst most companies they must be addressed seriously to

ensure the longevity of a company. The points highlighted in this research paper should provide

evidence of the importance of a succession plan as well as ample techniques and factors to keep

in mind.

Appendix 1

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