Monthly Archives: May 2017

3 Pillars of Business Partnership that Makes You Successful

My first business venture was a partnership. Working with another person with similar dreams was the only way I was able to get started as a business owner. We coupled my general business skills and money, along with his expertise and time. We operated three units of a local pizza restaurant franchise throughout the 1990’s. I kept my day job, and my partner took care of the day-to-day operations of the business.

I’ve gone on to experience less rewarding partnerships, and fortunately, much more fruitful ones as well. I now understand more clearly why I prefer working in teams, and how I am typically more productive combining my skills and energy with my partners’. Starting with that first successful teaming, I have come to understand and appreciate that at the foundation of a strong business partnership are the three pillars of trust, respect and agreement.

1. Trust

Before there can be anything meaningful and lasting in a relationship, there must be a mutual level of trust. Trust, however, takes time to develop.

I have known David Begin, my current partner in various ventures, since 1991. We met when we both worked for a large software company, and have remained friends over the years. Our families have travelled together, and we have developed a close bond over time. When the opportunity first arose for us to partner on a business, we had already developed a deep trust at a personal level. This trust has been the basis of our business relationship. We rely on the fact, as good partners must, that we have each other’s interests in mind – we have each other’s backs in any situation. We try to consider what’s best for the other person, and what’s makes most sense for the business overall.

If you have the advantage of considering a partnership with someone with whom you have a long-term relationship, then trust should already be established. But what if you have recently met the person you are considering going into business with? How do you develop trust in a short period of time?

In my opinion and experience, it’s difficult if not impossible to rush the development of personal trust. There are, however, techniques we can use to accelerate the development of trust in a business environment. It requires careful and calculated observation, applied techniques, and lots of intuition.

In his book “The Trusted Advisor”, author David Maister explains that in business relationships you can quickly improve your “trust factor” by increasing credibility, reliability and intimacy while reducing self-orientation. The “trust factor” is a measure of trust, from the perspective of the other person with whom you are conducting business.

When it comes to measuring the evolving trust you have in a new partner, it’s applicable to consider those same factors. If the person is potentially trustworthy, they will likely demonstrate credibility (they tend to be accurate, complete, and don’t tend to exaggerate their knowledge), reliability (they follow through on their promises and are consistent in their actions and behavior), and intimacy (they are candid, genuine, and emotionally open). Low self-orientation (meaning that they are not always focused on themselves, they are good listeners, and don’t exhibit a need to always be right and win at all costs) is the other important clue to help you judge the character of your potential partners. It’s often most effective to watch for these indicators during the most casual of situations, like during a meal at a restaurant when the other person may reveal more of their true self.

Partnerships may not be a fit for people who do not like to seek advice from others, who do not prefer to share success or blame, and if they don’t see value in the opinions of others. As you are getting to know your potential partner, be sure to listen and observe carefully to identify these characteristics.

It’s also probably not a good idea to partner just for financial reasons. Overlooking a mismatch in personalities and vision in the short-term because that person has the money you need may eventually result in a negative relationship.

2. Respect

An effective business partnership also depends upon mutual respect. Ideally, your partners bring complimentary skills and abilities to the team. Combined with each partner’s perspective and experience, the group is considerably stronger and more effective than any one person could ever be by themselves. Team members must have a level of respect for each other, which fosters a positive and productive business environment.

Recognition and positive feedback are important for showing and feeling respect. We must take the time to recognize and appreciate the efforts and input that all partners bring to the collaboration. We all naturally want to be recognized and respected for our individual contributions, even if those contributions are never implemented. You demonstrate respect for your partner when you value or simply acknowledge their input, ideas and perspectives.

Of course, to gain respect, you must be worthy of being respected. Earning respect is in large part based on being a good person and partner (are you someone who looks for the best in others and who follows through on your promises and commitments to the team?) telling the truth and being transparent, and genuinely caring about your teammates. Respect the people you work with, and they should respect you in return.

3. Agreement

There can be complete trust and honest respect in a business relationship, but it can all come tumbling down with one seemingly simple misunderstanding. “I thought you were going to do this?” “No, I assumed that you would do that!”

During the honeymoon phase of the relationship, when we are caught up in the excitement of the new business, we may be quick to make assumptions and avoid difficult conversations. Dodging critical questions and assuming that things will always be great often leads to ruinous arguments later.

It’s critical that you clearly define upfront who will do what and how much time each partner will invest in the business. You also have to discuss and agree on many other points including the terms of a future buy-out – either because one of the partners wants out, or there is a death.

My business partner and I benefit from, and prefer, what we refer to as “active partnerships”. These are partnerships where all members are contributing fairly equally. It provides us the financial benefit of spreading the risk, but also sharing the burden and responsibility of building and growing our small businesses. It often makes sense to bring in investors, however, who are not involved in the day-to-day operations of the business.

Legal written partnership agreements are a must for any partnership. This typically includes an Operating Agreement and a Buy-Sell Agreement which is drafted by an attorney. The legal agreement defines all of the parameters and terms of the business, including who is the Managing Member, what capital is contributed by each member, and what happens when a member of the partnership wants to exit or can no longer perform their duties.

We recommend that you start with a Memo of Understanding. This is simply an outline that documents most of the terms of the partnership. Then you consult with an attorney to finalize the details and create the legal Operating Agreement. The key is to discuss and agree upfront on the terms of the partnership, and avoid the misunderstandings and resentment that can otherwise develop later.

There are many reasons why partnering may make best sense for your business venture, including funding (one partner or a “silent partner” provides the money for start-up), expertise (one partner has the expertise in the industry or business you are starting), and the desire to build a company with friends and family (although we always caution that you be careful when partnering with your friends and family as it may end badly). If you are like me, you may simply prefer, and be significantly more productive, when you combine your efforts with a partner. Regardless of the reasons, always consider the three pillars of trust, respect and agreement upon which successful business partnerships are usually based.

Why Business Can not Sell

It would be nice to live in a world where every business-for-sale was sold at top dollar. While there is no such thing as a perfect business free from all defects, there are a number of problems that can hinder a sale that could be remedied, if given enough time. This article lists ten of the reasons which are often cited as contributing factors in an unsuccessful sale or a completed deal for less than potential value.

Business intermediaries need to be up-front with their seller clients, educating them on the challenges faced, and the likely impact that one or more of these issues will have on completing a successful transaction.

1. UNREALISTIC EXPECTATIONS

a. Valuation/Listing Price:

Arguably, the price a business is listed at is one of the critical elements to a successful sale. An owner’s emotional attachment to their business, coupled with an inexperienced business intermediary’s desire to obtain the listing and please the seller, can be a recipe for disaster. Overpricing a business will deter knowledgeable buyers from establishing communications. Additionally, it will be extremely difficult to defend the valuation when a business has been priced unrealistically. The typical outcome is that the listing will languish in the marketplace and recovery becomes more difficult. Once on the market for months on end at the wrong price, the process in re-pricing and re-listing creates a whole new set of challenges, the least of which is maintaining credibility.

b. Unrealistic Terms and/or Structure

Deal structure, asset allocation and tax management must be addressed proactively and early in the process. Often the Buyer and Seller place all of the focus on the sale price at the expense of the ‘net after-tax results’ of a business transaction. In most cases, a seller could achieve a deal that provides a greater economic benefit when an experienced Tax Attorney/CPA assists with structuring the transaction. In addition to structure there are a number of other issues that could be problematic, including:

  • Seller insists on all cash at closing and is inflexible in negotiating other terms.
  • The buyer’s unwillingness to sign a personal guarantee
  • The lack of consensus on the Asset Allocation
  • Seller insisting on only selling stock (typically with a C-Corp)
  • Inability to negotiate equitable seller financing, an earn-out, or terms for the non-compete

2. PROFESSIONAL ADVISORS

For a successful sale to occur, a business owner must have the right team of advisors in place. An experienced mergers & acquisitions intermediary will play the most critical role – from the business valuation to negotiating the terms, conditions, and price of the sale as well as everything in between (confidential marketing, buyer qualification, etc). Aside from the M&A advisor, a business attorney who specializes in business transactions is critical. Once again, “who specializes in business transactions”. Any professional who has been in the industry for more than a year will be able to point to a transaction that has failed because the lawyer that was chosen did not have the specialized expertise in handling business transactions. Additionally, a competent CPA who is knowledgeable about structuring business transactions will be the third key role. While a business owner’s current legal and tax advisors may have the best of intentions in assisting their client with the business sale, if they are not experienced with mergers and acquisitions it would be highly recommended to evaluate alternatives. In some cases, there is one shot when an offer has been received and it is therefore imperative not to attempt to make a deal that is out of reach and impossible to complete.

3. DECREASING REVENUES/PROFITS

The majority of buyers are seeking profitable businesses with year-over-year increasing revenue and profits. When a business has a less stellar track record with varied results or possibly declining revenue and/or profits, complications with the business sale are likely to occur. Not only will decreasing profits and revenue impact the availability of third party funding but it will have a material impact on the business valuation. While buyers traditionally purchase businesses based on anticipated future performance, they will value the business on its historical earnings with the major focus on the prior 12-36 months. For those businesses which have deteriorating financials, the seller should be able to articulate accurate reasons for the decline. Both the lender and the buyer will need to obtain a realistic understanding of the underperformance to assess the impact it is likely to have on future results. In cases where the seller is confident that the decline was an anomaly and is not likely to repeat itself, structuring a component of the purchase price in the form of an earn-out would probably be necessary. In other circumstances, when there are two or more years of declines, the buyer and lender will question “where is the bottom?” and what is the new normal. In this situation, a decrease in valuation will be inevitable. Cash flow is the driver behind business valuations and business acquisitions. The consistency and quality of revenue and income will be one of the key focal points when assessing an acquisition. It all relates to risk. Those businesses with dependable recurring revenue generated from contractual arrangements will generally be in greater demand than businesses who produce income based on a project based model.

4. INACCURATE OR INCOMPLETE BOOKS

One of the most critical components to a successful business sale is for the business to maintain accurate, detailed, and clean financial statements that match the filed tax returns. Not only will these financial statements be the basis for the business valuation but they will also be the criteria for whether the business will qualify for bank transaction funding. Too often the business is managed as purely a lifestyle business that is focused only on short term owner compensation, without regard to building long term value. In these cases, the owner has taken very liberal personal expenses that may not be able to be added back when deriving the adjusted earnings. Given the importance these documents represent, a business owner should ensure that the books are professionally managed and up to date. Records that are messy, incomplete, out-of-date or containing too many personal expenses will only give prospective buyers and lenders reasons to question the accuracy of the books. Last but not least, businesses that have a ‘cash component’ will need to report 100% of this income for it to be incorporated in the valuation.

5. CUSTOMER CONCENTRATION

Businesses that have a handful of customers that produce a large percentage of the company’s revenues, will probably have customer concentration issues, especially if one client represents greater than 10% of sales. It is important for a business owner to recognize that a business which lacks a broad and diverse base of customers possesses a higher degree of risk for a buyer as the loss of any one of these large clients could have a material impact on the future earnings. As a result, customer concentration will have an effect on the valuation, deal structure, and salability of the business. Vendor and industry concentration can also pose complications when selling a business. Specialization can be a competitive advantage for a business and assist in winning contracts. However, this same narrow industry focus could be a detriment if it is perceived that the business does possess a broad supply chain and ample options to source products and materials.

How to Plan Your Successful Business Startup

Starting a business can be a very daunting adventure if a proper plan is not put in place. Most entrepreneurs start up their businesses without putting adequate plans in place to succeed. No wonder one out of every five businesses crumbles within 5 years! If one thing should be taken very seriously, it should be your business plan. This is your “blueprint for success.”

Every business begins from a thought. A thought or idea can only become reality when expected actions are taken. When an idea is conceived, the logical corollary is that such ideas need to be written out, in black and white and on paper; or else the idea will fade off when the enthusiasm that the thought initially brought subsides. Hence, having a written business plan is pertinent if your business is to stand the test of time.

Now, what is a Business Plan?

One definition, according to entrepreneur.com, is that a business plan is a “written description of the future of your business; a document that indicates what you intend to do and how you intend to do it.” If you notice a paragraph on the back of an envelope describing your business strategy, you have already started a written plan, or at least the first draft of a plan. The business plan itself consists of a narrative and several financial worksheets.

The very act of planning helps you to think things through in a systematic and thorough way. Study and research your market niche if you are not sure of the facts, and look at your ideas critically. It may take some time now, but helps to avert costly and disastrous mistakes in future.

In this article, I want to provide a very brief look at the steps involved in planning a business:

1. Identify Your Passion: Knowing what you love doing, even without making money, is the stepping stone in starting any business. Most people enter into a business they know nothing about, and stop after only few months. Some get tired of their businesses simply because they are not happy with the activities involved in running the business anymore. According to Sabrina Parsons, (CEO of Palo Alto Software) “Know yourself, and work in a job that caters to your strengths. This knowledge will make you happier.”

The reason why many businesses fail in their first five years is because the entrepreneurs do not find fulfillment in running their business anymore. Hence, they tend to move on in search for happiness.

You must look within by evaluating yourself and identify what you are good with. If what you are good at gives you happiness, think of how you can monetize it and make it a business. You do this by sharing your passion with others. However, passion alone is not enough in starting a business. You need to plan, set goals and above all, know yourself.

2. Conduct Intense Market Research: As stated above, passion alone is not enough in determining the type of business endeavor you should get involved in. You need to be sure if there are people who are really interested in paying for what you have to offer. Apart from that, you need to identity the category of people who can afford the prices of your products or services, and in what quantity.

You also need to determine how to attract your prospective customers. How do you intend to reach your targeted customers? How do you intend to distribute your products to your targeted customers? How do you know the actual price that potential customers are willing to pay for your products? These and many other things are what you should know before investing your money in starting any business.

3. Write a Business Plan: A business plan is a written document that describes your business idea. Your business plan will give you a sense of direction towards achieving your business goals and objectives. It describes what you want to do, when to do it, where to do it, and how to do it. A written business plan can also be used as a guide running your successful business.

Writing down your plans helps you to anticipate the future of your business. Anticipating your business helps you to identify and possibly avoid any challenge that may bedevil your business in the future.

4. Register Your Business: After you have written down your business plan, you must register your business so that clients will take you serious. Apart from that, registering your business makes your business have a life of its own. It separates you from your business. Any serious minded entrepreneur must have his business registered.

The most common type of business is that of a Sole Proprietor. You run your business yourself and keep accurate books (for tax purposes). You deduct your expenses and pay taxes on the gains. This is the simplest type of business to open. It is also the most vulnerable to having your assets taken away by an angry customer who would file a law suit against you for whatever reason. This is one of many reasons that business owners opt for one of the other types of business set ups.

A Partnership is a type of business where two or more people enter into a business arrangement. Two friends, etc. decide to open a business. If you decide to enter into a partnership, you need a document that details how the business will be divided if the partnership is broken up. It may sound crude to plan this before opening the doors, but it will save a lot of heartache and expenses in the end. Besides, if you never dissolve the partnership – the document is never needed. This is one of those “it is better to have it if it’s needed rather than need it and not have it” moments.

Corporations: There are several types of ways to incorporate. I am not going to get involved with a detailed discussion here. My recommendation is if you are planning on incorporating your business – hire an attorney with expertise in this area. There as several types of corporations and your attorney can evaluate the facts surrounding your business and guide you to the most appropriate type of corporation for you to use.

5. Get The Necessary Capital: This is the most difficult aspect of starting a business. Getting the capital to finance a business is the major factor that discourages most entrepreneurs from moving ahead with their plans.

There is no doubt that most businesses start through self-financing. The reason for this is clear – Nobody believes in your dream until there is a physical manifestation. As a potential business person, you must learn to save aggressively in order to meet the financial requirements of operating your business while taking care of your family at the same time. You can also opt for loans from friends, family or corporate bodies (banks, saving and loans, etc.).

A general rule of business states that, in addition to your start-up costs you should also have at least six to twelve months’ worth of your family’s budget in the bank. In order to finance your company, you will need to match the company’s needs to the appropriate financing option. You should seek the assistance of a good accountant in this area. The accountant will be able to advise you what is best in your situation and also offer assistance in tax planning.

6. Taking Risks: Once the financial aspect of starting a business is settled, what risks you should take should be the next line of action. You should keep on testing different things to be able to ascertain what works well for you and your business plan. By accurately listing the acceptable risks you are willing to take before hand (in your business plan) and in what situations these risks would be taken, will give you valuable guidance when obstacles occur (and they will occur).

By having your plan of action already in place, it will be very easy for you to refer back to your well thought out plan and decide on the course of action to take concerning a pre-identified obstacle to your business success.

It is important to know from the beginning that you may fail in this business. You may not want to acknowledge this fact. I mean, who wants to “plan” on failing, right? But, by acknowledging this now will help to keep you going when you experience any setback in the future. What matters most in business is your level of discipline, persistence and belief.

Whenever, you experience any failure, go back to your business plan and pinpoint where you missed it so that you can implement the appropriate corrections. If the trouble you are experiencing was not identified in your original business plan, now is the time to add it to your plan.

Take the time to go through all of the steps in identifying and mitigating risks, just as you did when you wrote the original plan. By doing this, you accomplish two things:

1) You are methodically thinking through the problem and determining a solution, and

2) You are now adding this unforeseen problem to your plan! If it ever manifests again, you will be able to quickly determining what you did and if it was effective (saving time and stress later).

The steps above, if followed, will help you in building a top level business that will could be your opportunity to change the world! Ensure you do not go into a business without prior planning.

Write a Plan For Your Business

How To Write A Business Plan

In my previous article, I talked about how you can plan your business startup. I defined a business plan as a written description of the future of your business. This is a document that indicates what you intend to do and how you intend to do it. I further explained that if all you have is a paragraph on the back of an envelope describing your business strategy, you have written a plan, or at least the beginning of a plan. I also said that a business plan consists of a narrative and several financial worksheets.

I mentioned that the ‘writing of a business plan’ as one of the pivotal steps involved in setting up a successful business. By now you should understand the need for writing a business plan. Writing a business plan, for a traditional brick and mortar business, will probably take a lot of time. It may take up to 100 hours or even more. For obvious reasons, a new business needs to carry out a lot of research before a business plan can even be developed.

For an online business, a detailed and in depth business plan is usually not necessary unless you are trying to combine your online business with a traditional business. For most online business startups, the detail involved with planning a traditional business is not required. However, it would still be beneficial to you if most of the topics were still covered, even if only briefly. Having a written plan in front of you will help you to focus on important aspects of the business.

You may not have thought much about your competition or outsourcing some of your work, but things like that will impact your ability to make a profit. And you will find this especially so in the beginning phases of your business. Even you are just opening a lemonade stand in the front yard, you will still need to know what Susie is selling her lemonade for on the next street over!

So, although a detailed business plan may not be required for an online business, I am going to include it here so you can at least look at and consider each section and determine yourself if it applies to your business.

Here I shall be discussing the basic steps involved in writing a business plan:

1. Executive Summary: The first step involved in writing a business plan is the executive summary. Here, include everything that you would cover in a five minute interview.

Explain the fundamentals of the proposed business: What will your product be? Who will your customers be? Who are the owners? What do you think the future holds for your business and your industry?

Make it enthusiastic, professional, complete, and concise.

If you are applying for a loan, state clearly how much you need and be precise in how you are going to use it. Also include detail about how the money will make your business more profitable, thereby ensuring repayment of the loan.

2. Business Description: After the executive summary, you need to write a short description of the business you are going into. You need to give a general description of the industry your business belongs to. You will write about your company’s mission statement, goals and objectives, business philosophy, as well as its legal form of ownership (sole proprietor, corporation, LLC, etc.).

Describe your most important company strengths and core competencies. What factors will make the company succeed? What do you think your major competitive strengths will be? What background, experience, skills, and strengths do you personally bring to this new venture?

3. Marketing Analysis/Strategy: The next thing to write (after the general description) should be your marketing strategy. For new or existing businesses, market analysis is an important basis for the marketing plan and will help justify the sales forecast. Existing businesses will rely heavily on past performance as an indicator of the future. New businesses have a greater challenge – they will rely more on market research using libraries, trade associations, government statistics, surveys, competitor observations, etc. In all cases, make sure your market analysis is relevant to establishing the viability of your new business and the reasonableness of the sales forecast.

4. Location: Writing down the location of your business is very important. Locations with greater customer traffic usually cost more to buy or rent, but they require less spending for advertising to attract customers. This is especially true of retail businesses where traffic count and accessibility are critical.

If an online business, you need to go into detail how you will attract customers to your website. General statements like “I will use Face Book ads and email marketing” will contribute almost nothing to helping your cause unless you have detailed statistical analysis of tests you have conducted or of another similar business you have been associated with. If you do not have any data upon which you reference your estimates, it could show lack of proper thought to the remainder of your business plan.

5. Competitive Analysis: Business by nature is competitive, and few businesses are completely new. If there are no competitors, be careful; there may be no market for your products. Expand your concept of competition. If you plan to open the first roller skating rink in town, your competition will include movie theaters, malls, bowling alleys, etc.

6. Management and Operations: Because management problems are the leading cause of business failures, it is important to discuss management qualifications and structure. Resumes of the Principals should be included in supporting data. If your business will have few employees and rely heavily on outside professionals, list these key people and their qualifications. If you are seeking financing, include personal financial statements for all of the principals in the supporting data section.

7. Personnel: The success of any company depends on their ability to recruit, train and retain quality employees. The amount of emphasis in your plan for this section will depend on the number and type of employees required.

8. Projected Financial Statements: These statements are usually helpful, but not necessary. You will develop and describe your strategies for the business throughout your Business Plan. In the financial section, you will need to estimate the financial impact of those strategies by developing projected Income Statements, Balance Sheets, and Cash Flow Statements.

It is usually recommended that these projected statements be on a monthly basis for at least the first twelve months or until the business is projected to be profitable and stable. Activity displayed beyond the monthly detail may be in summary form (such as quarterly or annually). The forecast period for most business plans is two to four years.

9. Summary Section: This section is where you will be able to attach or explain any detail not applicable to the previous sections. This section should be used to provide the financial statements of the Principle’s involved in the business and any other data you think an investor would be interested in seeing.

The main thing to remember in this section is not to provide new data, but to explain in detail data that has already been provided and to provide the support for that data.

When you sit down to compile all of the elements of your business plan, make sure you have each section able to stand on its own merits. This means you should not reference other sections sending the reader (your potential investor) back and forth between sections.

Do not try to write your business plan in one sitting. As I mentioned in the beginning, for a traditional brick and mortar business, it could take in excess of 100 hours to compile all of the information needed into a comprehensive but yet understandable document. For online businesses, probably not that long. But your final product should be well thought out, well documented and easily understandable.