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Good morning!
It's not all about business!
"Giving Tuesday" is an international day of philanthropy, created in response to the consumer "holidays" of Black Friday, Cyber Monday, and similar retail-oriented frenzies. On Tuesday, December 2, 2014, charities, families, businesses, community centers, and students around the world will come together for one common purpose: to celebrate generosity and to give.
This year, my alma mater, University of Massachusetts Boston, is 50 years old! We are conducting a month-long social media and email campaign to engage our alumni, students, faculty, staff, and friends in this event. We want to have 50 donors a day - 1,500 total donors by the end of the campaign - and we need your help to make this happen!
We, who are so proud to be alums, want to contribute in a significant way towards much-needed resources for the students who are starting down the path to the next 50 years. Scholarships are investments in the hard-working young men and women who will stay in Massachusetts following their graduation and become part of the fabric of our economy and community.
'Tis the season to expand your philanthropic portfolio. Start with a small investment today in our students and work up to the grand finale on December 2. No investment is too small [or too large!]. Visit www.umb.edu/givingtuesday today and make an investment in a student's future.
Cordially,
Marijo McCarthy, Esq.
President, Widett and McCarthy, P.C.
Good contracts for growing small businesses
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| I Am Considering Accepting that Unexpected Offer to Buy My Business! What's Next? |
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So, last month that unexpected offer to buy your business landed on your desk… and now, you are considering accepting it! You've dutifully kept up on your corporate "housekeeping" - so your business would be ready to sell - and it's time to consider the next step [and no, that next step is not whether you will or will not accept the offer!].
If you followed the yellow brick road detailed in my last newsletter, you can state with assurance that there are no housekeeping stumbling blocks getting in the way of a sale because you…
- brought your professional advisors up to speed and formed the team
- presented the buyer with a mutual non-disclosure agreement
- started your accountant analyzing the preliminary offer price
- reviewed your corporate filings and your corporate record and stock book.
What's next? What other potential roadblocks might interfere with a sale proceeding ,which you can identify and address right now?
Well, have you considered key employees? Depending upon the nature of your business, there are probably one or two absolutely essential key employees, without whom your business might not run as smoothly.
It might be a dependable general manager [which allows you to go on vacation with a sense of tranquility]. It might be a top-notch sales manager [someone who has been with you for years and keeps the sales pipeline humming]. Or maybe, it's a reliable controller [whose reporting skills keep your lender annually renewing that line of credit].
If this sounds like your business, let's consider a possible sale from two viewpoints… yours and your employee.
Unless you own a high tech company, you may not have already considered putting in place some of the employee documents which protect the company should one of those key employees move on. Fear not; it is never too late to put these in place! And it is important, since without them, a buyer may become nervous about proceeding with a purchase.
Let's consider what these documents should say and do…
They should -
- protect the company's confidential and proprietary information. This will vary from business to business, so be sure they match what is already confidential and actually protected in your company.
- protect the company's customers and employees from being "poached" by a departing key employee.
- provide the employee with some "consideration"… something of value… in exchange for signing at a time which might be just before a sale [something in exchange for giving up some rights is what makes these kinds of agreements enforceable].
They should not -
- be boilerplate, generic documents which are not specifically tailored to the use intended.
- be overreaching with regard to what you ask of a signing employee [that won't be looked upon favorably by a Court, should it ever come to that].
- leave a key employee feeling threatened or insecure [remember, this is someone who can help make or break a sale at a key point in time].
There is no "one size fits all" when it comes to key employee documents. That said, the topic is definitely one you want to consider before that unexpected offer arrives on your desk. Like corporate document housekeeping, employee document housekeeping… in advance… provides a clearer path to good results when it comes time to consider an offer.
Remember, key employees can be important assets or major impediments to a buyer in completing a transaction. Make sure yours are the former.
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Now that you have begun to think about the exit, you should be considering resources to help you navigate the path.
Jeff Muir and David Humphrey of Beacon Equity Advisors, offer a service called Pothole Analysis™ which analyzes 36 aspects of a business that may cause buyers to become nervous [nervous buyers make lower offers].
By smoothing out potholes, buyers grow more comfortable, see more value, and make better offers for your business. Visit beaconequityadvisors.com for a quick view of the road ahead.
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| About Us |
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Widett and McCarthy specializes in advising small
business owners in the area of contracts.
Whether
reviewing a contract for services with your customer,
negotiating a lease with your landlord or finalizing
financing documents with your lender, we make sure
your best interests are protected.
In addition, and for
those clients whose successful growth requires a
more comprehensive relationship, we act as "general
counsel:" On-call when you need us as a sounding
board, legal advisor and strong right hand.
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Widett and McCarthy, P.C.
1075 Washington Street
West Newton, MA 02465
Telephone: 617.964.5559
Facsimile: 617.964.5529
Email
Us | Visit Our Website
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WHO WE ARE 
