In developing a strategy, creating a new business or launching a product line, intensive preplanning is what can make the difference between success and failure. This same principle applies to negotiating just about anything. No matter what you want to achieve, be it selling a new customer, buying a competitor or hiring a superstar, you must determine what is the end result you want before you put pen to paper or make that first introductory call.
We’ve all heard hundreds of time about the importance of “putting yourself in the other guy’s shoes” or showing some empathy. Good basic advice, but do you really follow these suggestions?
In many business relationships, if it becomes a win/lose transaction, at the end of the day, one side is going to be very unhappy and the other side, albeit temporarily satisfied, could ultimately lose, too. In most instances, both sides have alternatives. Unless you have found the Holy Grail that no one can live without, the other side always has choices. One of which can be to do nothing and take a hike.
Most negotiations begin with the thought, “What’s in it for me?” Instead, the first question should always be, “How can we enable the other side to win (or feel as though they have won)?” It’s all about looking at the objective through the other person’s eyes. This simply translates into giving the “opposition” something that they must have, even if they’ve yet to realize it, while meeting your own needs. Rather than start with figuring out how much can you make on the deal or the positive result that will accrue to you if you hire a particular superstar, ask yourself, “What can I do to make the other side feel like the winner?”
For your next initiative, start at the end and work toward the beginning. You might just be pleasantly surprised with the road map you construct using this technique. Here are a few examples.
You want to buy a competitor because it has a product that will enhance your offering, but you don’t need all of the other widgets that this target manufactures. The traditional strategy would be to make an offer knowing that, if you succeed, you’ll scuttle all of the company’s other operations, cherry-picking what you want from the carcass. This could work and might be the easiest way to achieve your goal, but this Machiavellian method of taking no prisoners likely won’t play well with the target company owner, who has spent years building it and is emotionally invested in the business and the organization’s employees. When you look at the situation through the lens of the founder, you determine that a different approach, such as paying a good price for the entire business, plucking the item you want from the company, and then selling the rest of the company back to the employees could be the ticket to getting discussions started. This way the owner gets his money, he is a hero with his employees, and you acquire the product you need to grow.
Let’s say you want to hire the best salesperson in your industry who, unfortunately, works for your competitor. Instead of just going in and offering a big salary and bonus, which he or she most likely has already been offered by someone else, try to determine, after doing your homework, what this superstar’s hot buttons are. Maybe he has made it known that he would like to work remotely from a desert island while continuing to build his book of business. Looking at it from his perspective, you figure out that you can buy him his piece of sand somewhere with a beautiful view, obtain highspeed Internet connectivity to his paradise and allow him to work six months per year in his dream location. Rather than just making a cash-rich offer, start the negotiations by providing a solution to your target’s fondest expectations.
Putting yourself in the other guy’s shoes is far from a new idea. However, too many executives forget that creating a win-win is preferable to having it only your way. Remember, many times, instead of just knowing the answers, you first have to figure out what questions to ask to ensure success.
Michael Feuer co-founded OfficeMax in 1988, starting with one store and $20,000 of his own money. During a 16-year span, Feuer, as CEO, grew the company to almost 1,000 stores worldwide with annual sales of approximately $5 billion before selling this retail giant for almost $1.5 billion in December 2003. In 2010, Feuer launched another retail concept, Max-Wellness, a first of its kind chain featuring more than 7,000 products for head-to-toe care. Feuer serves on a number of corporate and philanthropic boards and is a frequent speaker on business, marketing and building entrepreneurial enterprises. Reach him with comments at email@example.com.
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Scott Kirsner spent three years immersed in the movie industry in order to write a book called “Inventing the Movies: Hollywood’s Epic Battle Between Innovation and the Status Quo, from Thomas Edison to Steve Jobs.”
He talked with directors like Francis Ford Coppola and James Cameron, editors, cinematographers, studio chiefs, producers, tech companies that sell technology into Hollywood and even actors with an interest in new technology like Morgan Freeman.
He discovered that Hollywood serves as a great case study for how any long-established, successful and self-satisfied industry responds to new technologies and new ideas.
Even when a new idea seems to have obvious merit and even when its inventor can make a strong case for it, 95 percent of the people involved in the industry fight the new idea with all their energy for as long as they possibly can until they realize it has the potential to grow their business in surprising ways.
Case in point: Within a decade of Hollywood’s fight against the Betamax video recorder, which went all the way to the Supreme Court, the studios were earning more from home video business than they were from ticket sales.
Here are several movies — all of which you’ve likely seen — each with an important backstory that innovators can learn from.
Sometimes technology needs to be just good enough, not perfect. “The Jazz Singer” will forever be remembered as Hollywood’s first talkie — even though it wasn’t among the first dozen to try to sync up the pictures on the screen with a soundtrack. But the technology that Warner Bros. banked on, developed at AT&T’s Bell Labs, was better than what came before it. It was just good enough to turn “The Jazz Singer” into a hit — especially combined with a performance from Al Jolson that practically leapt off the screen. The system still relied on phonograph records that could scratch. If the film broke and needed to be spliced back together, the entire movie would veer out of sync. The Warner Bros./AT&T technology was just good enough to start the sound revolution in Hollywood, though it didn’t endure for very long as a standard. Five years after “The Jazz Singer,” even Warner Bros. had switched over to a technology that more reliably linked the audio with the visuals.
Innovators never underestimate the importance of allies. Shot in glorious Technicolor, “Gone with the Wind” won the Best Picture Oscar in 1939, marking the start of Hollywood’s transition from black-and-white to color. But Technicolor had been working on its technology for making color movies since 1915, developing new kinds of cameras and film-processing techniques.
Like most start-ups, the company nearly ran out of money several times and had to continually hunt for new investors and allies who’d make movies using Technicolor’s technology to show how it was improving. These allies included the swashbuckler Douglas Fairbanks and Walt Disney, who won one of his first Oscars for a short cartoon made in Technicolor. Technicolor co-founder Herb Kalmus met another key ally at the racetrack at Saratoga Springs: Jock Whitney, a rich playboy who used his money to option a novel by Margaret Mitchell and help turn it into a movie starring Clark Gable and Vivien Leigh.
Innovators spot market opportunities first and chase them relentlessly. Entrepreneur Andre Blay had no connection to Hollywood, but in the mid-1970s, he was among the first to realize that home video machines like Sony’s Betamax (which sold for about $1,000 at the time) presented the potential for a new business.
He sent “cold call” letters to most of the major Hollywood studios asking them for the right to sell their movies on videotape. Only one studio, 20th Century Fox, consented, offering movies like “Butch Cassidy and the Sundance Kid.” Blay’s first ad in “TV Guide” netted his company $140,000 in revenue, and within a year, Fox acquired his company for $7.2 million in cash.
Innovators find collaborators who share their vision, and they’re prepared for things to take longer than expected. Computer graphics pioneer Ed Catmull, while he was still a graduate student at the University of Utah, was one of the first people on the planet who believed that it’d be possible to make a full-length computer-animated movie that people actually would pay to see. As he marched toward that goal, he connected with two people who bought in to his vision: John Lasseter, an ex-Disney animator, and Steve Jobs, who purchased the fledgling Pixar from George Lucas and helped develop it into a company that could stand on its own two feet, selling hardware and software while also pursuing Catmull’s ambitious, audacious goal.
Catmull admits that he thought the goal of making Pixar’s first film would take a decade — it took two. Disney eventually bought Pixar in 2006 for $7.4 billion.
As a business owner, there are many lessons to learn about innovation from the movies.
Guy Kawasaki is the co-founder of Alltop.com, an “online magazine rack” of popular topics on the web, and a founding partner at Garage Technology Ventures. Previously, he was the chief evangelist of Apple. Kawasaki is the author of ten books including Enchantment, Reality Check, and The Art of the Start. He appears courtesy of a partnership with HVACR Business, where this column was originally published. Reach Kawasaki through www.guykawasaki.com or at firstname.lastname@example.org.
Left or right? Up or down? Yes or no? The human life is full of choices. We make them on a minute-by-minute, hour-by-hour, day-by-day basis. It’s what we do, how we live and move and have our being in the world.
Consider some choices you may have made in the last few years:
- What car should you buy?
- Should you ask her to marry you?
- Are you ready for another baby?
- Is this house right for you, or should you keep looking before you make an offer?
- Who should be let go in the next round of budget cuts?
- Will your department reach its goals this year?
- Should you ask for a raise?
- Is it time for your mom to enter a nursing home?
- What do I need to do to lose weight?
- What will you eat for dinner tonight?
Decisions are usually easier when we are only faced with two choices. Blue or red car? Two-story or ranch-style home? Slim Fast or Weight Watchers diet plan? Our brains are somehow wired better to choose between two competing choices.
It’s when we have more options that we sometimes stall, flutter or downright choke.
- Three people from a team of eight in the department must be let go.
- Should we marry now, when we finish college or after we find secure jobs?
- In order to best reach our yearly goals, should we focus our attention on X, Y or Z, and how much of our remaining budget should we allocate to the project we choose?
Life is full of hard choices, and the bigger they are and the more options we have, the harder they get.
Through my years in working with individuals, groups, companies and organization, I have narrowed the questions we need to ask in order to make the right choices both in our life and in business.
Here are 3 of my best tips for making the right choice:
1. Analyze outcomes, not pros and cons.
Many of us have been taught somewhere along the way to take out a sheet of paper and divide it down the middle with a line. On one side we list the “pros” of a certain choice, on the other, the “cons.”
This old school way of making choices is time worn and tested, but I think there is a better focus: outcomes. In the end, the outcome of a choice made is what truly matters.
Working through a big decision can give us a kind of tunnel vision, where we get so focused on the immediate consequences of the decision at hand that we don’t think about the eventual outcomes we expect or desire.
When making a choice, then, it pays to take some time to consider the outcome you expect. Consider each option and ask the following questions:
- What is the probable outcome of this choice? (This is the list we should make.)
- What outcomes are highly unlikely? (This allows them less weight in the choice.)
- What are the likely outcomes of not choosing this one? (These are negative outcomes.)
- What would be the outcome of doing the exact opposite? (Play “devil’s advocate.”)
Our thinking should be in terms of long-term outcomes and not short-term pros and cons. And we should broaden our thinking to include negative outcomes. In doing so, we will find clarity and direction in making the right choice.
2. Ask why – five times.
The Five Whys are a problem-solving technique invented by Sakichi Toyoda, the founder of Toyota. When something goes wrong, you ask “why?” five times. By asking why something failed, over and over, you eventually get to the root cause.
Although developed as a problem-solving technique, the Five Whys can also help you determine whether a choice you’re considering is in line with your core values as a person and a business.
- Why should I take this job? It pays well and offers me a chance to grow.
- Why is that important? Because I want to build a career and not just have a string of meaningless jobs.
- Why? Because, I want my life to have meaning.
- Why? So I can be happy.
- Why? Because that’s what’s important in life.
We now see how the first two tips are interrelated. By asking the Five Whys, we learn that having meaning and being happy are desired outcomes that influence the choice made in asking the first question: Why should I take this job?
The continued relationship can be seen in revealing the third tips for making the right choice.
3. Follow your instincts.
This tip affords you the ability to work through the first two tips with a sense of personal confidence.
Because research shows that:
The conscious mind can only hold between five and nine distinct thoughts at any given time. That means that any complex problem with more than (on average) seven factors is going to overflow the conscious mind’s ability to function effectively, leading to poor choices.
Our unconscious mind is much better at juggling and working through complex problems. People who follow their instincts actually trust the work their unconscious mind has already done.
When we allow ourselves to focus on long-term outcomes rather than short-sighted pros and cons, take on the task of asking “Why?” five different times, and trust and follow our instincts, we put ourselves in a much better position to make the right choice in any given situation in life and business.
Like anything we go through as human beings, this process takes work. Get to work and let me know how it goes.
DeLores Pressley, motivational speaker and personal power expert, is one of the most respected and sought-after experts on success, motivation, confidence and personal power. She is an international keynote speaker, author, life coach and the founder of the Born Successful Institute and DeLores Pressley Worldwide. She helps individuals utilize personal power, increase confidence and live a life of significance. Her story has been touted in The Washington Post, Black Enterprise, First for Women, Essence, New York Daily News, Ebony and Marie Claire. She is a frequent media guest and has been interviewed on every major network – ABC, NBC, CBS and FOX – including America’s top rated shows OPRAH and Entertainment Tonight.
She is the author of “Oh Yes You Can,” “Clean Out the Closet of Your Life” and “Believe in the Power of You.” To book her as a speaker or coach, contact her office at 330.649.9809 or via email email@example.com or visit her website at www.delorespressley.com
While “location, location, location” remains a primary concern for a business choosing new real estate, the criteria used to compare buildings is shifting.
“It’s clear that hyper-connected businesses are increasingly relying on high-performance networks capable of supporting cloud computing, Software-as-a-Service (SaaS), business continuity/disaster recovery and other high-bandwidth applications,” says Mike Maloney, vice president of Comcast Business Services. “This not only makes having a highly reliable network connection essential, it also makes the advanced communications infrastructure of a company’s office space a key part of its IT strategy and daily operations.”
Smart Business spoke with Maloney about the rise of hyper-connected business and how advanced communications services affect commercial real estate.
How are hyper-connected tenants demanding access to advanced communications in commercial real estate?
An online poll of more than 450 building owners and property managers across the country asked respondents about the importance of advanced communications. Ninety percent said that advanced communications services are the fourth most important selling point behind location, price and parking. In high-rise commercial office buildings and with owners/managers of 2 million or more square feet of property, communications capabilities rose to even more importance.
This is as result of a changing workplace. Instead of a business hosting email servers in its office, storing backup files in its IT room and holding team meetings in a conference room, now a company is likely using a cloud service for email, with its storage backed up to a data center across the country and gathering teams via video conference. Public IT cloud services will account for nearly half of new IT spending by 2015, according to IDC research.
Can having advanced telecommunications services in a commercial building create a competitive advantage?
A majority of building owners and property managers view advanced communications services as a competitive advantage, regardless of other traits, according to the poll. A notable undecided group acknowledged a trend in the market but is unsure how it affects them; they may not have received direct feedback from prospective tenants to validate this. As businesses increasingly rely on network connections for day-to-day operations, ensuring those connections are modern and reliable translates into more uptime, revenue and customer satisfaction.
What role do multiple communication service providers play in occupancy rates?
Nearly two-thirds of the owners and managers surveyed said they have multiple providers of fiber-based communications services in their buildings. With a U.S. vacancy rate of 18.1 percent in the second quarter of 2011, a competitive climate has building owners and property managers looking for any advantage to attract and retain tenants. Nearly one out of two respondents said that access to multiple service providers in their buildings positively impacts occupancy rates by up to 19 percent. Warehouses make the most use of multiple providers, likely due to the key role they play in moving inventory, order fulfillment and related logistics that require redundant network connections to maximize uptime.
By having access to multiple service providers in one building, tenants have options for different services, plans, prices and service level agreements, and the flexibility to switch providers in the future. More important, access to multiple service providers provides critical redundancy and load balancing so the company can ensure that it maximizes network uptime and overall performance.
How often is advanced communications service a topic of negotiation with prospective tenants?
More than one-third of respondents say that in 75 percent of negotiations with prospective tenants, the topic of advanced communications is raised. This was even higher for respondents who own or manage suburban office buildings. In today’s competitive real estate market, negotiations are important, as the outcome represents a fixed outcome of revenue and cost for years to come. As lease rates often do not have much room for negotiation, other items grow in importance, including advanced communications services. If managers and owners do not have access to advanced communications services, they should discuss a plan for bringing them into the buildings and be aware of available service providers.
How can property owners and managers highlight their buildings’ communications services?
Once properties have the right communications infrastructure, ensure that marketing and sales materials list the services and providers available so these selling points stand out for prospective tenants. Highlight network access points, data rooms or other onsite communications facilities when giving tours and make sure brokers are knowledgeable about what services are offered in each building.
Do an advanced communications services audit that covers what service providers and associated products, services and prices are available as compared to competitive properties in the area. This will help you validate and communicate your competitive advantage, and identify and fill in any access gaps.
Research local service providers and discuss the requirements for extending providers’ networks, including the construction timeframe and the bandwidth capacity of the network. It’s critical to ensure that buildings have a wide range of bandwidth capacity options delivered over multiple, diverse networks so that if tenants access both, they can still be connected, even if one network goes down.
Don’t wait for tenants to ask about advanced communications infrastructure. Take the time to understand your tenants’ business and potential applications, as well as the services needed to run it. Then proactively discuss how your building’s infrastructure is suited to those needs.
Mike Maloney is a vice president of Comcast Business Services. Reach him at firstname.lastname@example.org.
Insights Telecommunications is brought to you by Comcast Business Class
The Pennsylvania Wage Payment and Collection Law (WPCL) allows employees to bring a civil legal action against an employer if they are not paid for work performed and wages earned.
“The law, which has the aim of making sure employers are paying employees what is due when due, provides tough consequences for employers who don’t comply,” says Alfredo M. Sergio, an attorney with the Employment Law and Commercial Litigation groups at Semanoff Ormsby Greenberg & Torchia, LLC.
Smart Business spoke with Sergio about what employers need to know about the Pennsylvania law, including possible individual penalties for noncompliance.
What are the highlights of the Pennsylvania Wage Payment and Collection Law?
The WPCL requires employers to notify employees at the time of hire of their rate of pay, the time and place of payment, and the amount of wage supplements and fringe benefits. Employers must pay wages on regular paydays designated in advance, and must pay non-salaried employees semimonthly or more frequently, unless stipulated in an employment contract. The statute has a fairly broad definition of wages, and includes all earnings of an employee, such as regular wages, overtime and commissions.
Employers are also responsible for keeping accurate records of hours worked and wages paid to each employee. If an employer is separating or terminating an employee from the company, the business must pay any wages due by the next regular payday.
If not, the employee can file a claim with the Department of Labor and Industry (which can take up the action on behalf of the employee), or the employee can file suit against the company.
What penalties can an employer and its personnel face for failing to comply?
Penalties for failing to pay wages can have a substantial impact on an employer, whether resulting from a private civil action or action by the Secretary of Labor and Industry. If an employee files a claim for unpaid wages, the employer must immediately pay any undisputed portion of wages.
If the employer or former employer fails to pay the claim or provide a satisfactory explanation of the failure to do so within 10 days after receipt of a certified notification (or ultimately, if the explanation is deemed unsatisfactory), the employer will be liable for a penalty of 10 percent of the portion of the claim found to be justly due, in addition to the principal. If the employer goes 30 days past the regularly scheduled payday without paying wages due an employee, the penalty increases to 25 percent of what is owed, or $500, whichever is greater, plus the principal.
Additionally, the WPCL provides for mandatory attorney’s fees in the event a lawsuit is filed to recover wages. The court has some discretion regarding the amount, but if an employer has violated the law, the employer will end up paying the principal, the penalties and some degree of the employee’s attorneys’ fees, which can be significant. While criminal penalties are not always imposed, the law provides that an employer can be fined up to $300 or for imprisonment of up to 90 days, or both, for each offense. The nonpayment of wages to each individual employee constitutes a separate offense.
Can company personnel be held personally liable for noncompliance?
In addition to general and criminal liability, the WPCL provides for individual, personal liability for violations. This surprises many employers, as they generally think of the corporate structure as providing protection from individual liability or debts of the company.
The WPCL defines ‘employer,’ in part, as including a company’s agent or officer. An agent or officer who has been involved in the decision to withhold wages can be found individually liable for violations of the law. This can even include the company CEO, president or CFO.
Employees often file wage claims not just against the company but also against individual officers of the company to place additional pressure on the employer and its principals to recover unpaid wages.
In what situations do employers most often violate The WPCL?
Among the biggest missteps to avoid are not paying an employee’s wages when due and making deductions from the last paycheck when the employer is not entitled to do so.
Wage payment and collection issues often arise when an employee is separated from an employer, either because he or she quits or is terminated. These issues are arising more often in recent years in a difficult economy. A company might be closing, contemplating bankruptcy or laying off employees, but employers need to pay employees what is owed.
When a company files for bankruptcy, employees often seek to hold corporate officers personally liable for unpaid wages. Even short of bankruptcy, if an employer thinks it will not have enough funds to continue the employment of certain employees, it is dangerous to fire them and not pay what is due.
Wage payment and collection issues also often arise when an employee owes money to the company at the time of separation. While certain enumerated deductions from wages are permitted by the law, it is easy for an employer to think it is justified in making a deduction from a paycheck, only to run afoul of the WPCL (for example, the employer might want to deduct from a separated employee’s final paycheck the cost of a missing piece of equipment or unreturned laptop).
In general, the employer needs to pay the full amount of wages owed to the employee and can pursue the disputed sums separately. The WPCL needs to be foremost in employers’ minds because the consequences — including the danger of individual liability — can be severe.
Alfredo M. Sergio is an attorney with the Employment Law and Commercial Litigation groups at Semanoff Ormsby Greenberg & Torchia, LLC. Reach him at (215) 887-0200 or email@example.com.
Insights Legal Affairs is brought to you by Semanoff Ormsby Greenberg & Torchia, LLC
Today it is standard practice for building owners and developers to require evidence of commercial general liability insurance from contractors that are doing construction work for them. This insurance coverage provides protection for bodily injury claims arising out of injuries at a job site, says Philip Glick, a senior vice president at ECBM Insurance Brokers & Consultants.
“It also covers claims due to physical damage to the construction site or adjacent property that may occur as a result of a negligent act by a contractor or subcontractor,” says Glick.
Smart Business spoke with Glick about how the right insurance can protect you against contractors’ errors and omissions.
Why isn’t general liability insurance coverage enough?
We are seeing an increasing number of claims arising out of negligent work by contractors that are not insured under their general liability policy. Examples include a pure economic loss the owner suffers as a result of negligent acts by the contractor but where the claim does not arise out of bodily injury or property damage liability. Such economic loss could include cost overruns as a result of the general contractor’s or construction manager’s failure to properly bid subcontracted work, or to manage the overall project costs, especially if the project is on a cost-plus basis.
Another example would be a loss suffered by a business owner or tenant as a result of construction delays, or a loss incurred by a retailer that was counting on occupancy prior to the Christmas shopping season but the space is not completed until January.
Almost all contractor’s and construction manager’s general liability policies contain an exclusion of bodily injury and property damage claims arising out of the rendering or failure to render professional services. Examples are negligence in the hiring or supervising of architects or engineers, or preparing or approving maps, shop drawings, surveys or drawings but where the loss is not directly caused by the contractor’s construction work.
How can a building owner or developer cover against these uninsured risks?
The solution is for the building owner to require the general contractor or construction manager to purchase contractor’s/construction manager’s professional liability insurance as a part of the contractor’s insurance. This is specifically designed to provide protection for economic losses incurred by an owner or another third party due to negligent scheduling, purchasing, cost overruns and delay costs described before caused by the construction manager’s or general contractor’s negligent acts. This coverage can also insure property damage and bodily injury liability claims arising out of a contractor’s professional errors.
What major exclusions or coverage gaps may be included in professional liability coverage?
Contractor’s professional liability insurance is not intended to cover contractual guarantees or warrantees made by the general contractor or the construction manager. If a contractor guarantees a project will be completed by a specific date, that the cost of the project will be no more than a specific amount, or that a project will perfectly meet the needs of the owner or tenants and then fails to meet those guarantees, these events will not be covered under the contractor’s professional liability policy. However, if these events were caused by the negligent acts or omissions of the contractor, the insurance would apply.
Contractor’s professional liability insurance typically does not include coverage for claims arising out of professional negligence of employees of the contractor or construction manager who are performing architectural or engineering work. Separate architect’s or engineer’s professional liability insurance is typically needed to cover these professional services. Some contractor’s professional liability policies can, however, be endorsed to cover these additional professional services.
Contractor’s professional liability insurance almost always excludes claims brought by one insured person or entity against another insured person or entity under the policy. An owner may, as an example, request they be added to the contractor’s professional liability policy as an additional insured similar to the requirement to be added to the contractor’s general liability policy. Unfortunately, if the owner is added as an additional insured, there is no coverage for a claim brought against the general contractor or construction manager. A solution may be to amend the insured versus insured exclusion so it does not apply to the owner or developer as an additional insured.
What else does this insurance not cover?
Contractor’s professional liability insurance also does not cover claims arising out of faulty workmanship. This includes the cost to replace faulty materials that have been used.Coverage for faulty workmanship or warranty repairs can be covered under a separate contractor’s performance bond.
General contractor’s and construction manager’s professional liability policies are almost always written on a ‘claims-made’ basis in contrast to the contractor’s general liability policies, which are typically written on an occurrence bases. Under a claims-made professional liability policy, there is only coverage for a lawsuit or claim filed by the owner against a contractor for negligent work if the contractor or construction manager has a policy still in force when the claim is brought, as opposed to when the negligent work was performed or when bodily injury or property damage took place.
One solution is for the owner to require the contractor to continue to renew its professional liability policy for a minimum period in the future after the work is completed, typically two to three years. Another requirement could be to specify that the contractor must purchase a ‘tail’ or extended reporting option that provides a 12- to 24-month extended reporting period for a claim to be filed arising from prior work, if the contractor should nonrenew his policy in the future.
Philip Glick is a senior vice president with ECBM Insurance Brokers & Consultants. Reach him at (610) 668-7100, ext. 1310, or firstname.lastname@example.org.
Insights Risk Management is brought to you by ECBM Insurance Brokers & Consultants
Many entrepreneurs devote the vast majority of their time to building their businesses — creating new products or services, building a team and developing new client relationships — often at the expense of ensuring that there is a viable way to monetize that value at some point in the future.
Unfortunately, this often leads to surprises down the line in the form of a delayed exit or a loss of value upon exiting the business, says Christopher F. Meshginpoosh, director, Audit & Accounting, at Kreischer Miller, Horsham, Pa.
Smart Business spoke with Meshginpoosh about the exit planning process and how to begin.
How soon should an entrepreneur start planning an exit strategy?
The reality is that it is never too soon to begin planning. Oftentimes, some of the early decisions, such as the form of the entity or the nature of the equity issued to the owners, end up having a significant impact on the timing or value of an exit.
Sitting down and spending some time early on thinking about long-term personal goals and exit options can help minimize problems down the road.
What are some of the exit options that an entrepreneur should consider?
There are a wide range of potential options that an entrepreneur can consider depending on his or her objectives. For example, there are strategies that an entrepreneur can use to transfer ownership to other owners, to nonowner employees, to family members or to outside investors.
What should an owner think about when contemplating a sale to another owner?
If this is a potential outcome for the business, owners should formalize their agreement about the mechanics and value of the transfer. If owners wait until an exit is imminent, it is often very difficult to get the parties to agree on these types of matters.
By entering into a buy-sell agreement that defines how the transfer will occur, owners can avoid many problems and distractions down the road.
What if the owner would like to keep the business in the family?
We see that quite a bit in our client base, and the good news is that there are several options available, including negotiating buy-sell agreements, transferring through gifts to other family members, establishing grantor retained annuity trusts, or establishing family limited partnerships. However, these options are all dependent upon identifying and grooming specific family members who can lead the business upon the departure of the existing owners.
Can you describe some of the strategies that can be used to transfer the business to existing employees?
First, there is one prerequisite: existing ownership members have to make sure that they have a plan to hire and develop managers who are capable of running the business. Assuming those managers are already in place, owners can provide senior management with equity incentives that reward management for increases in the value of the business.
This not only aligns management interests with those of ownership but also provides a way to gradually transfer ownership interest in the business. Once an owner is ready to transfer the remaining interest, it is often possible for management to obtain sufficient debt financing to purchase the owner’s remaining interest in the business. Other options include the formation of an employee stock ownership plan, or ESOP, to gradually or immediately redeem existing ownership interests and transfer those interests to employees.
What are the options if there are no other owners or employees capable of buying the business?
In those situations, either a partial or complete sale to a third party is necessary. Determining the right party is often a function of the owner’s goals, as well as of the willingness of market participants to purchase the business.
For example, if the owner is willing to continue to work in the business for a period of time, options such as a sale to a private equity firm or a roll up might be good alternatives. The sale of a partial interest to a private equity firm might also provide the owner with some upside potential if the business continues to increase in value.
If the owner plans to cease involvement at the time of a transaction, then other options such as the sale of the entire business to a strategic buyer might be the best alternative. Regardless of the strategy, owners really need to prepare for a transaction well before the planned exit.
In light of the time it takes to prepare, how do you recommend that an owner start the exit planning process?
There are many potential alternatives, and each one has its own unique complexities. Consulting with experienced advisers — including accounting, legal and wealth management professionals — is essential to avoiding obstacles and maximizing value upon an exit.
Christopher F. Meshginpoosh is a director in the Audit & Accounting group at Kreischer Miller, Horsham, Pa. Reach him at (215) 441-4600 or email@example.com.
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Being able to tell your story is critical in today’s fast-paced world, where cutting through the noise to be heard gets harder each day. With so many media options fighting for attention, it’s imperative to identify new channels where you can stand out.
That’s why as part of our expansion last year, we saw an opportunity to tell entrepreneurs’ stories in greater detail and share lessons learned by launching a book division.
Our book division is unlike traditional publishers, because we do all the work for you. We develop the story and outline, conduct the interviews with the author and other contributors, and then write the book and handle all of the other elements through publication of an e-book and hardback editions.
The time commitment from you is minimal. Once the story is determined, we will conduct a series of short interviews to get the information we need to write the book. You approve everything that goes into the story and have final say on every aspect of the project. We help you take an idea for a book and turn it into a reality that you can share with others.
As an example, last year, we worked with auto dealers Rick and Rita Case to produce “Our Customers, Our Friends.” In the book, the Cases lay out their theory that the secret to successful retail sales is through building long-lasting relationships with customers and treating them as you would your best friend.
Whether your goal is to use a book as a business card for your organization by sharing knowledge with others or to further a cause and help raise awareness for something you believe in, we work with our author-entrepreneurs to identify what makes them unique and what insight they can share with others. We also build an author’s website and set up social media channels to help them promote the book. And, we’ve recently established an authors’ speakers’ bureau that will help extend the reach of sharing that entrepreneur’s knowledge across the national footprint of Smart Business Network.
So far this year, we have eight books in various stages of production. Among them are books for the CEOs of three publicly traded companies on topics ranging from mergers and acquisitions to building sustainable businesses to how to conduct successful turnarounds. We’re also publishing books that introduce exciting new business theories, as well as one that explains how to lead with a philosophy of giving back to the community.
What direction your book takes is up to you. It can tell the story of how your business started small and grew into what it is today, or it can explain the details of what you see as the keys to being successful in business.
Breaking through the clutter of information is tricky, and writing a book is one way you can make yourself heard. It’s also a great way to explain your philosophies to employees, customers and your peers.
There’s a widespread belief that everyone has at least one book within them. In the business world, that’s even truer. If you think that’s you, we’d be happy to help you turn your ideas into reality.
If you are interested in learning more about publishing a book, please contact our publisher, Dustin Klein, at firstname.lastname@example.org or (440) 250-7026.
Fred Koury is president and CEO of Smart Business Network Inc. Reach him with your comments at (800) 988-4726 or email@example.com.
Not a day goes by when I don’t ask myself, “Why do smart companies do such dumb things?”
A sweeping answer is that companies are run by smart people, and smart people do dumb things. However, when smart people assemble in companies, they are still capable of doing dumb, if not even dumber, things. Here are some reasons why.
Consensus. When it comes to doing dumb things, the sum of the parts is less than the whole. Throwing more minds at the problem means more data, more perspectives, more possible solutions, more critiques of these solutions and more minds (and hands) implementing the solution, right?
Possibly, but there’s also the downside of more people: Once consensus starts to build, it’s harder to alter a decision. It’s one thing to argue against a few people; it’s much more difficult to argue against the wisdom of a crowd. Individuals who hold out, question or disagree are labeled as clueless, uncooperative and not team players.
Conviction. Consensus rears its ugly head during the decision-making process. The situation can get worse once implementation occurs because the organization marches along with a firm belief in what it’s doing. At that point, a decision takes on a sacred life of its own, and a company cannot see flaws. Conviction is not inherently bad, and truthfully, it’s an important component of success. The trick is to combine conviction with open eyes and open minds to reduce the likelihood of having a conviction in the wrong thing.
Experts. If there’s anything smart people worship it is other smart people. It’s tough to be strong enough to not defer to an expert. Most experts have a tough time accepting surprises that are outside of their comfort zone.
Good news. A company is constantly assaulted by its competition, customers, governments and schmexperts (schmucks + experts). Faced with this onslaught, good news is an addictive, illegal and dangerous drug. It makes you crave more good news, and you refuse to communicate bad news up the chain of command. Ultimately, it may even make you refuse to hear bad news at all.
Lofty ends. Lofty ends can justify all sorts of weird and inappropriate means. Look no further than the quests for peace that produce mayhem and violence. Or, the desire to make a profit (something that is genuinely good for shareholders and customers) that warps a company’s code of ethics even though the company is made up of smart, honest people. Companies trying to achieve a lofty goal can start believing that any means to achieve it is OK.
So what can you do to prevent doing dumb things?
• Say, believe and act in a way that convinces employees that differences of opinion and diversity of thoughts are good things. Frankly, a couple of curmudgeons is a good thing for a company.
• Don’t be in a rush to meet consensus. In particular CEOs should not rush into a decision even though the image of decisiveness is so seductive.
• Spell things out. It’s not enough to say, “Plug this leak in our company,” and assume that it will be done legally. You should say, “Plug this leak in our company by using only legal, ethical and reasonable methods.” That’s when you’re done.
• Move the crowns. When employees go around saying, “We need to do it this way because Bill/Steve/Carly/Larry wants it this way,” you’re in trouble. It means that employees are making decisions based on what they think will make kings and queens happy, as opposed to what’s right for the customer, employees or shareholders. Good CEOs put the crown on the heads of customers, not themselves.
• Restrict the use of experts to narrow areas. Never use experts to create your product roadmap or marketing plans unless you want MBAs who have never run anything larger than a school snack bar to decide your fate.
• Ask for bad news. Don’t assume it will find you — you have to find it. You should allocate a time that’s specifically for communicating bad news.
• Don’t shoot the messenger who brings the bad news unless he or she caused it.
• And finally, don’t reward the messenger who brings good news unless he or she caused it.
Guy Kawasaki is the co-founder of Alltop.com, an “online magazine rack” of popular topics on the Web, and a founding partner at Garage Technology Ventures. Previously, he was the chief evangelist of Apple. Kawasaki is the author of 10 books including “Enchantment,” “Reality Check” and “The Art of the Start.” He appears courtesy of a partnership with HVACR Business, where this column was originally published. Reach Kawasaki through www.guykawasaki.com or at firstname.lastname@example.org.