CategoryFamily Business and Succession Archives — Page 2 of 3 — C. Lynn Northrup, CPA, CPIM
Ask and Listen
A key tool in assessing a business is diagnostic interviewing. This is a process of asking questions and then carefully listening to the answers. W. Edwards Deming, the man who helped the Japanese recover from World War II, always said, “Ask the people who are closest to the action to find out what was really happening.” This advice has never failed me.
Diagnostic interviewing provides indications and clues as to problems. It is a technique I have used to conduct assessments in countless organizations. Getting business owners and management to open the lines of communication can be difficult, but it’s worth the effort. Employees might be reluctant to open up and provide the “unvarnished truth.” It is essential for management to make it clear that they want the truth and the facts. Tell me like it is.
The real key to success is listening and hearing what people are telling you. Frequently, what people say with body language is more revealing than the words that are spoken.
A business assessment involves more than just looking at financial data. Take time to step back and thoroughly evaluate the business. Find out what hurts and locate the source of the pain.
Assessments should encompass the entire state of the business from every aspect and all points of view. Get an effective understanding of what is happening in the industry and in the business. Get the big picture as fast as possible.
Analysis is performed in order to prioritize problems. Examine problems and then break them into their component parts. Conclusions then can be developed to fit the problem. This is when symptoms are distinguished from problems.
Analysis depends on the specific problems under consideration. Here is my three phase approach:
1. Sort out the facts,
2. Applying analytical techniques, and
3. Use judgment to draw conclusions from the analytical process.
Sorting out the facts is a process of categorizing all the information collected during the assessment. The facts should be sorted based on the assessment parameters. There will be a lot of data to match up including the information gathered from the interviews. Take time with this process and avoid jumping to premature conclusions.
Once the facts are sorted, then start applying analytical techniques. There is both qualitative and quantitative analysis. Qualitative techniques are used to analyze factors which can’t be measured in numerical terms. Examples of qualitative techniques include the development of matrices, asking fundamental questions, and searching for patterns. Additional examples include comparison of events for the purpose of identifying both differences and similarities. Qualitative techniques also include development of flowcharts and fish bone diagrams. Applying analytical techniques is very important so think carefully about the potential range of possibilities.
I developed a Self-Assessment Toolkit for use in my consulting work. You don’t need to use it but the checklists and questionnaires it offers provides a good roadmap. Another component of the toolkit is a team survey to gain feedback regarding employee opinions about the organization.
The 10 Step Process
To get things on a profitable footing I created the 10 Step Process to Building Business Value:
1. Identify and locate the pain.
2. Establish the parameters on what needs to be done.
3. Evaluate your market, products, and services – are they right for your business?
4. Right size the business.
5. Financing the business.
6. Maximize asset utilization and returns.
7. Improve employee productivity.
8. Conduct product and customer analysis.
9. Improve business processes.
10. Measure and monitor performance.
These 10 steps represent the essential components of what every business needs to do to maximize profitability and build the value of their organization. These steps represent a long-term no nonsense approach to value based management that produces results.
This methodology works because I have used it to produce results in a number of businesses. When businesses apply the tools and employ them consistently over a period of time, the benefits are record growth in sales and profitability.
These concepts are not silver bullet fixes. They represent a common sense application of tried and true methodologies that can make the difference between survival and failure.
What is a mission or vision statement? In brief terms, a mission statement is a description of how an organization defines success and where it is headed going down the road. In order to be successful, a mission statement needs to be more than just words or phrases. An effective mission statement needs to be a living document that provides the necessary focus for all levels of the organization.Despite the importance of defining a mission, there have been a lot of failures to create any change in organizational performance or in what people are doing to accomplish results. One of the big problems is that mission statements fail to effectively communicate to employees on where the company is headed. Mission statements also fall short on linking strategic direction with specific goals and objectives at all levels of the organization.
It is critical for organizations to define their future business direction so employees clearly understand where they are going and how they will get there. From this platform, organizations need to develop a definition of success and a process for setting goals and objectives. Together with these steps, it is critical for the entire organization to have clarity on its sources of strength and competitive advantage.
Once organizations get these step right, they need to move forward to clarify “the what, where, and how” of competitive success. This message then needs to be effectively communicated to employees and other people who have a stake in its success. A process of setting goals and objectives at all levels of the organization needs to be complete so everyone is on the same page in order to achieve a successful execution of the mission.
In many instances I think the objective setting process can be simplified. It doesn’t need to be complicated, but there needs to be buy in at all levels and everyone needs to know their role and how they fit into the plan. Defining an effective set of objectives might sound easy, but it is a tough job and is critical to achieving success.
The key to a successful mission or vision statement boils down to the following three steps:
1. Where is our business going?
2. What are our objectives?
3. How will we accomplish our objectives?
After these three questions have been answered, the key to success is to effectively convert the answers into performance objectives for employees at all levels of the organization. Organizations that commit to this process with focus and determination will be the winners.
In the current economic environment there are lots of business owners struggling to deal with issues and problems and no idea on where and how to get help. Likewise there are CPAs who are asked by their clients for assistance in areas where they lack the knowledge and experience to provide support. It is a perception that help has to be geographically accessible. The reality in many situations is that there are virtual means of accessing the necessary experience and assistance.Many services, including training, can be provided virtually using the telephone, e-mail, and conferencing tools. I selected the areas of my expertise that could be delivered virtually. It is possible to review strategy and operational situations by using my questionnaires and experience in effective ways. Another situation faced by many companies is that they lack the financial expertise to provide the financial and controllership skills required to survive the current difficult economic environment. Virtual tools are available to share financial information and in many instances an experienced financial manager can provide the needed suggestions that can make the difference between success and failure.
Internal controls represent an area where CPAs need some assistance so they can avoid reinventing the wheel. In many instances I can provide instant answers to questions and provide suggested solutions that could otherwise take hours to solve. Based on working with the COSO internal control framework and assessing audit risk, I can provide direction and advice to practitioners and even help them review their work papers to minimize their risk.
My dealings with family-owned businesses have provided me with firsthand experience in working with succession and planning issues including estate and trust planning tools. It is like having someone working in your CPA practice where you can discuss and review a problem for potential solutions.
Some other areas where virtual assistance is available are cost management, operations and supply chain management. Why struggle with these areas when help is a phone call away. I can also provide assistance with strategic planning and share checklist and questionnaires that will allow you to facilitate development of strategic thinking with your clients. If you are a business looking for assistance, I can provide virtual support and training in these and other specialized areas.
You may not have given thought to using virtual support or training, but it available and utilized all the time. It is a cost effective way to receive the assistance you need. Give me a call to discuss ways that I might be of assistance.
Why not virtual consulting and business support? Since I have always performed consulting services at client’s sites, this represents an interesting question. In the current economic environment when every dollar counts it occurred to me that I could provide companies with excellent support and advice they might not be able to access in their geographic region. I teach on-line courses for Villanova University in conjunction with Bisk Education where I facilitate live discussion session with students every week. If I could teach on line then why not consult on line?After pondering the topic and the question, the answer seems pretty straight forward. Clients could really benefit from such an approach. In one of my recent live discussion sessions we had an extensive dialogue on the transformation of communication. Virtual communication is what has evolved in today’s world. Since we communicate virtually, then consulting and business advisory support represents a logical approach.
Telephone and e-mail are logical tools that most clients understand. The part which is a mystery to them is realizing that we can conduct an on-line dialog over the internet utilizing voice in addition to sharing of presentations and other analytical tools. It isn’t quite the same as face to face communication, but it works pretty well and is a lot cheaper and more time effective. It is an approach that works well enough to help a large number of clients. Virtual consulting can save time and reduce costs so traveling to client sites is limited only to the bare essentials.
In addition to reducing costs and improving efficiency, this approach saves a lot of wear and tear and allows me to reach out to a greater audience and expand my market reach. I can now help more people access my knowledge and expertise. I think this is a good way to work especially in a tough economic environment.
Deciding on what product and or service attributes will provide the best chance to win a competitive edge strikes to the very heart of how to develop an effective strategy. There are a number of approaches that can be used to craft a winning strategy. In this post we will identify some of the more common techniques that can be deployed.One approach many companies use, especially during difficult economic conditions, is a low-cost and low price approach. An alternative approach is one of differentiation and selection of a specific market niche. Differentiation can represent a more profitable option.
During a turbulent economy you will see a number of companies making moves in response to the rapidly changing industry conditions and other factors that develop in the external environment. This is one of the reasons adopting and maintaining a strategic focus is so essential when times are tough and competition heats up. Many of your strategic choices will go beyond just pure survival; they will be to secure a competitive advantage.
Another element of strategy relates to geographic market coverage and the extent of penetration in the market. Companies who got stretched with excessive capacity will have to consider adopting this approach to secure markets and customers to consume this capacity. One approach that some businesses have followed is deciding to pursue vertical integration to enable more sales to existing customers.
There are a number of different financial value propositions that are used by companies as a component of their strategy. Additional choices include the application of human resources, research and development, technology, and a variety of marketing promotions. Linked to these options will be manufacturing and operational approaches that fit with these choices.
A unique approach to strategy as we proceed into the 21st century is collaborative partnerships and strategic alliances. This seems to be a growing trend since it is difficult to be all things to all people making this a choice of necessity.
Strategic choices require developing skills, expertise, and competitive capabilities that set the business apart from rivals. The goal is to insulate your business as much as possible from the effects of competition. From this step you need to perform an analysis of the strategic variables and match them with your capabilities as well as your competitors. Strategic and competitive analysis is a critical component of crafting a winning and sustainable strategy.
You need to carefully think about your point of view relative to the future and assess how it stacks up against your competitors. Are you a risk-taker or just a rule maker? Another question that begs answering is what percentage of your effort is focused on catching up to competitors versus building business advantages that will take your business successfully into the future. It is critical to evaluate your agenda and determine whether you are setting it or if it is being driven by the competition.
While times are tough and success doesn’t come easily, it is imperative to think into the future and set the course for where you plan to be in five to ten years.
My recent post Strategies for Recession implies that everyone understands strategy. The truth is that strategy isn’t well understood and means many things to different people. One of my students in a recent session indicated she had worked on strategy development project for a large unnamed company and the executives didn’t have a clue as to what strategy is and how to utilize it. Hopefully, we’ll shed some light on strategy and how it is crafted.I think competitive strategy is about being different and deliberately making choices relative to activities that will provide a unique value proposition to customers. One contradiction is that operational effectiveness is strategy. This is what every organization should be doing to remain competitive. Strategy is about making tough choices needed to maintain a competitive advantage. These are choices to change the rules so they work in your favor.
Having the right goals is a critical component of having a sound strategy. Setting goals and objectives represent components of effective strategies. Strategy needs to have continuity and isn’t something that can be constantly reinvented. It boils down to the basic value proposition you are trying to deliver to customers.
A good strategy includes simple consistency between all the functional activities and the overall strategy. The strategic fit drives competitive advantage and sustainability and occurs when the activities are reinforcing thus achieving optimization of effort. Competitive strategy grows out of the entire system of activities.
Thompson and Strickland in their book Crafting and Implementing Strategy define five primary tasks:
1. Formulating a strategic vision of the company’s future business composition and the direction where the entity is headed.
2. Setting objectives.
3. Crafting a strategy to achieve the desired outcomes.
4. Implementing and executing the selected strategy efficiently and effectively.
5. Evaluating organizational performance and making appropriate corrective adjustment wherever necessary.
These five primary tasks become a continuous loop whereby you are observing, orienting, deciding, and acting on necessary adjustments as needed. In the current economic environment, organizations need to be agile and quick in making these decisions.
I will provide additional insight on strategy and how to apply it effectively in the future. In the meantime some strategic terminology might be helpful. Here are some definitions that will help to remove some of the mystery.
Strategic Vision is a view of the organization’s future direction and business makeup. The organization’s mission is defining it’s the business purpose and what the business is trying to accomplish on behalf of its customers. Strategic objectives represent the targets management establishes for strengthening the organization’s overall business position and competitive vitality. So strategy represents the actions and approaches that are implemented to satisfy customers and the strategic plan is a statement outlining the mission, performance targets and strategy.
This should provide some clarity and eliminate confusion related to strategy. Hopefully this will help you navigate turbulent waters and craft your strategies for survival.
Take a lesson from the pilot of US Airways flight 1549 who was forced to land his Airbus in the Hudson River with all the 155 people on board surviving. I think this is a critical lesson when trying to survive in a recession. This is the time to keep your wits about you and keep a level head.
Develop a Plan and a Budget
In uncertain economic times there is no way of knowing what’s going to happen or how bad things might get. In these situations I tell clients to develop a worst case scenario budget. This budget should be a rolling forecast so you are continually projecting your best estimate of what you think will happen and develop. Be conservative on your estimate of sales and revenue and hold the line on expenses. It is critical to monitor and measure your financial performance in all categories, especially cash flow.
Evaluate all opportunities to tighten your level of expenses. I developed a Recession Survival Toolkit that contains extensive information and tips on cost reduction to managing cash flow and obtaining credit. While most businesses are laser focused on controlling payroll, they do this through layoffs. There are multiple ways of containing payroll other than terminating employees. These steps include salary cuts, reduced hours, and vacations without pay to list a few ideas.
Strategic Planning and Thinking
A recession is the time to establishing a strategic plan. I urge clients to create a clear vision of the future realizing there is a lot of uncertainty. It is imperative to be agile and ready to move in different directions with your response to changing conditions. You need to have a number of options so you are not locked in to a narrow strategy. In fact I like clients to have a reasonable range of options because it allows you more flexibility.
Selling and Marketing
I think a number of people fail to think proactively about sales and marketing opportunities during a recession. Managing risk is as much about identifying opportunities as it about looking for things that might produce a negative impact on the company. Companies need to be aggressive with their sales effort because the psychology of recession is taking buyers out of the market. When there are fewer customers it is critical to aggressively pursue maintaining or increasing market share. However, this should not be achieved at the expense of giving up your profit margins. This is when I apply profit focused accounting to match costs with selling price to maximize profit margins. I see too many executives cutting price just to gain volume in contrast to employing all the necessary tools to maintain profitability.
Cash is King
In a recession, cash is king. It is critical to maintain lines of credit and have them available just in case. The key is to maximize your cash conversion efficiency. This concept is focused on turning accounts receivable into cash as quickly as possible and at the same time reducing your investment in inventory. The other component is stretching accounts payable as much as practical without losing discounts or damaging your credit worthiness.
Building Business Value is our approach to building value using proven management methods that preserve shareholder value. A recession is exactly the time to stay with proven management techniques and methodologies. One of my suggestions in this regard is to make sure you have the right people on the bus and in the right seats. Good execution of management fundamentals should be the objective. My final thought is to utilize my change management concepts to make sure you don’t get lock into doing things just because of your pre-recession comfort zone.
When all else fails, do as Debbie Reslock suggested in yesterday’s Denver Post. “Bid in the dark and shoot the moon because through it all, I still have faith. With out looking at the cards, I’m betting on all of us.” I am betting on Debbie’s hand, I think she’s got a winner.
Now that we have a new President many people will think that his recovery program will have us back on track in a few months. I’m not so optimistic. My advice is to prepare for a longer term period of slow economic activity, maybe as long as two to three years. This isn’t what you want to hear, but it could well be reality. Assuming such a dismal projection, it is important for us to develop a survival strategy – perhaps strategies.Your strategy needs to include a thorough understanding your competition and markets. You will need to be aggressive and radically different to gain the necessary market penetration. Don’t think your sales volume will be like prior years. It’s probably going to be lower and with reduced profit margins. The world is different now. Keep reworking your strategy almost on a daily basis to make sure you’re on track. Agility is the key to survival.
Developing a budget is essential. The budget needs to include revenue projections together with generation of cash flow. This means managing how you invoice, manage accounts receivable, manage inventories, and manage accounts payable. Maintaining an effective and effective cash conversion cycle is the most critical measurement indicator that you can monitor. When projecting your expenses you need to reduce them to various levels to match the level of revenue projected. Your expenditure budget needs to include survival level outlays representing the minimum level of expenses possible. When you understand how low you can go then you can adjust to revenue levels appropriately.
A component of the budgeting exercise should draw you into analysis of your business processes to understand where there are opportunities to improve these processes. In the new business environment improvement of business process flow will be the key to attaining a competitive advantage. One of the best opportunities to improve business processes will be in reducing paper work and improving accounting efficiencies. We have forgotten the back office which represents huge opportunities.
Many CPAs are too focused on taxes and financial statements and fail to provide the business advice that clients need. This will change as businesses will seek out the advice they need to survive the recession. If businesses fail to receive what they need from their CPA then they should seek a professional who has the expertise to guide them through the tough times ahead and will be responsive to their needs and requirements.
My advice is to be flexible, disciplined, patient, and focused. This is a time to think different because life will be different. The old rules aren’t going to work so you need to find new guidelines and ways to do business. Lower your expectations and hope for the best while preparing for the worst. While things look pretty dismal, this is a good time to look for opportunities to improve your competitive position and profitability.
Clients that wish to make contributions to charities can take advantage of low interest rates and depressed asset values to create and fund a charitable lead trust. This technique works much the same as a GRAT, but provides a stream of payments to a charity rather than back to the grantor during the initial term of the trust. A charitable lead annuity trust (CLAT) is an irrevocable trust that gives a designated charity (this can be a family foundation or a public charity) the “lead” interest consisting of a stream of payments for a term of years or for an individual’s life and thereafter passes the remainder interest to (can continue as a trust for the benefit of) remainder beneficiaries – usually the donor’s children.There are special rules on the use of CLAT’s for GST tax purposes which make this tool less attractive for estate planning on passing wealth to grandchildren. Because of this drawback it is best that donors designate their children (or trusts for their benefit) as the remainder beneficiaries of any CLAT.
The charitable beneficiary receives an annuity from the trust for the term of the CLAT, after which the remainder flows to the grantor’s children. Similar to a GRAT, the value of the gift to the remainder beneficiaries is established by referencing the 7520 rate. Any return in excess of this assumed interest factor results in a tax-free gift to the remainder beneficiaries.
Another variation and an alternative to a CLAT is establishing a GRAT and then making annual gifts to charity of the amounts received back from the GRAT in the form of an annuity payment. This allows the grantor to retain complete control over amounts given to charity as well as selecting the charitable recipients in each year. It also provides the grantor with an annual income tax deduction for the amount of the contributions.
The techniques we have been discussing is appropriate for people with estates large enough to incur an estate tax imposed at death. The current exemption from federal estate tax is $3.5 million. While this was scheduled to phase out in 2010, it is likely that the Obama administration will continue the exemption at this level. I don’t know how long interest rates will remain at these levels but it represents a great chance to pass on wealth to children at a significantly reduced cost of federal estate tax.
These are unique tools for high wealth individuals to preserve the value of their estates. I hope you enjoyed these series and can benefit from them.
Low interest rates and assets values represent a perfect opportunity to freeze estate values and minimize inheritance taxes. The freeze technique utilizes a grantor trust which takes advantage of even lower interest rates than afforded by the 7520 and avoids revaluation of trust assets on an annual basis. This technique is more attractive than the GRAT application for use with assets that are difficult to value.A grantor creates and funds an irrevocable trust for the benefit of descendants. The initial funding of the trust is usually done with cash in an amount equal to 10 percent of the value of the property that will be included in the sale. This trust is a “grantor trust” making the grantor the owner of the entire trust for income tax purposes, even though the trust is a completed gift for gift and estate tax purposes.
Once the trust is funded, the trustees purchase the assets from the grantor in exchange for a promissory note. Since the trust is not a consideration for income tax purposes, the sale does not result in recognition of a capital gain. The trustees continue to pay down the note using the cash flow generated by the purchased assets, or by borrowing funds from a third-party lender, or by making payments in kind. The note can be structured as an interest-only note with a balloon payment of principal at the end of the term of the note.
The property sold to the trust is removed from the grantor’s estate immediately; with no risk of inclusion should they die during the term of the promissory note. If the grantor dies before the note is paid, any portion of the unpaid balance will be included in the grantor’s estate.
The interest rate used for the promissory note is lower than the 7520, meaning that less value is returned to the grantor via the sale technique than would be the case when using a GRAT. The promissory note is structured as a balloon note in contrast to GRAT annuity payments which must be paid with no more than a 20 percent annual increase. Accordingly, the sale technique has the advantage of allowing the subject property more time to appreciate outside of the grantor’s estate. One of the key advantages of this technique is that it is more appropriate for passing wealth to grandchildren than the GRAT technique.
One of the disadvantages of the sale technique is that it must be funded initially by a gift with sufficient assets to provide security for the promissory note. This strategy also requires some use of the lifetime gift tax exemption and cannot produce a $0 gift like the GRAT strategy. The value of the assets subject to the sale can change upon audit. The GRAT technique is based upon a specific tax statute whereas the sale to a grantor trust is a creative use of several different tax laws. However, if the technique is successful, there is an opportunity to pass on wealth to grandchildren with very minimal use of the life time gift tax exemption and GST tax.
We have one more neat estate freeze technique which we will share with you in the next blog post.