Add Value to Your Privately Owned Business

Most corporate governance articles, presentations, and conferences are focused on publicly owned businesses. With corporate and executive scandals galore occurring over the past few years, there have been outcries for better controls, systems, and oversight guidelines. Yet, the same emphasis and attention is grossly lacking in the privately owned business community. One of the areas in which governance best practices could be applied is in the realm of mergers and acquisitions. Nick Miller of Clayton Utz law firm in Australia offers some insights below for this unique situation:

Increasing the level of formal governance can assist in reducing risk, identifying issues that might emerge upon a sale and generally enhancing the credibility with which the business presents itself to potential buyers. Perhaps even more powerfully, governance is a means by which, both in fact and in perception, a business can present as less dependent on the involvement of its founders than it would without governance. This can add very significantly to value.

Many private business owners think that the absence of governance procedures makes them more flexible, more adaptable and more opportunistic. That may be so, but the benefits of that should be weighed against the benefits of formal governance when planning a sale. 

There are a range of ways to adopt some greater formality in governance:

  • without changing the make up of the board of a company, the company could implement a more structured system of monthly meetings. These may or may not be formal board meetings, but should nonetheless involve the directors and those who report into the CEO;
  • a company can set up one or more committees. These can be formal board committees or more informal, but they are set up to address areas of need, to bring in expertise and focus on how risk management can be improved and issues for the business addressed. Examples are an audit and risk committee, a brand development committee and an employee policies committee, to assist in developing those aspects of the business in readiness for sale. These committees might have outsiders on them and they might not, depending upon the need and the expertise available in the business;
  • an advisory board could be established. Properly structured, members of an advisory board will not carry director duties and liabilities and this can be a sensible stepping stone towards a more fully independent board;
  • one or more outsiders can be brought onto the board. This can be very beneficial, but it needs to be right for the business; and
  • governance can also be improved by developing appropriate governance policies and procedures.

Corporate buyers and private equity see many poorly organised privately‑owned businesses. They will take the opportunity to highlight the possible risks to them in undertaking an acquisition of a poorly organized or more risky business. Some investment in governance can dispel most of these apprehensions, and allow private business owners to defend the level of risk in the business and so achieve higher value for a seller. Nonetheless, formal governance should be introduced carefully, to ensure the owner’s ability to drive and control the business is not unduly impeded.

In summary, shareholder value is enhanced in privately owned businesses through better corporate governance. Opinions of value are enhanced by checks and balances, independent processes, and a decreased dependence on the founder(s). Make the necessary adjustments to your business. You will make better decisions, increase the market value of the business, and create an environment wherein others can grow in their roles and responsibilities.

 

Be An Ultimo Entrepreneur

Entrepreneur Country is a UK magazine I enjoy reading for stories that are refreshingly different insights. The views “from across the pond” provide a perspective on entrepreneurship that is distinct from the usual fare in the United States. Instead of a fascination with high-tech start-ups and deal making, the editors choose to feature entrepreneurs from other industries. The stories that are shared bring to light principles that can be applied across many settings.

Identifying a gap in the market to provide a unique solution to a problem can be hard, but very rewarding.  Michelle Mone found that helping women get what they want has been a path to success for her company, MJM International. MJM has made her one of the top 3 female entrepreneurs in the UK. Mone shared key points of her entrepreneurial journey in the July issue of the magazine.

In October 1996, at a dinner dance, Michelle was wearing an uncomfortable bra and decided she would invent her own in its place that would be comfortable, cleavage enhancing and improved in appearance. MJM International was born, (and the Ultimo brand was launched.)

Not only (has) Ultimo (been) revolutionizing the lingerie industry, it (is) now taking on cosmetics, with every product going through several rounds of testing [‘Every product has to be the best, I don’t accept second best’ – Michelle] and perfecting before it reaches the high street. “We have new products launching all the time and we have 13 inventions in total. The gel filled bra that we invented 12 years ago as an alternative to plastic surgery was what made us, because Julia Roberts wore it in Erin Brokovich. Then we have the 24 hour bra that you can’t feel that you’re wearing, and now UTan. I think next year we will expand further with a full on cosmetics range”.

Key points in Mone’s life story included:

  1. Taking a job to support her family as a teen when her father became wheelchair bound,
  2. Tacking Richard Branson posters on her wall instead of teen idols,
  3. Hiring 11 other teens to help her with a newspaper delivery route,
  4. Distributing Avon books,
  5. Working as sales and marketing lead for Labatt’s in her early 20s, and
  6. Launching MJM soon thereafter.

After taking her severance pay and putting it to good use with MJM, she moved from idea to commercialization. Here’s how she described the transition to becoming a successful entrepreneur:

“You have to do your research and find out if you have a viable product. See if you can meet a manufacturer too, because there will be issues in terms of shipping and some factories are too large for a new product. Go smaller, work out the volume and do as much homework as possible.”

“You just have to be incredibly organised, but I’m not super woman and I do get things wrong.” Ultimo suffered an enormous setback in 2002 when a married couple, distributors for MJM, fled with £1.6million.

She exhibited tremendous tenacity in overcoming this obstacle. a divorce, and other setbacks. Kelly Dolan, who conducted the interview with Mone, saluted her “ability to leverage MJM’s press position through PR campaigns (comprised of)  celebrity endorsements and clever marketing” Dolan asked how young businesses can optimize PR, to which Mone responded, 

“If you can’t afford a PR company then remember that there is nobody more passionate about your business than you. Write a press release, send it out to everyone and hope for the best. Hire a PR company if you have the money, but you have to get across to whoever is representing you that real passion for the business.” 

Well put! Every entrepreneur–female or male, in fashion or services, regardless of challenges–will meet with greater success if able to convey passion for the target audience and its needs.

 

Business Plan Primer

 

Not all business plans are the same; the type plan that is needed in start-up mode should be quite different than what would be used in a later stage. Early stage businesses should document milestones the team plans to accomplish, with mini-plans for describing how the milestones will be accomplished. Mature businesses have the luxury of using broader brush strokes to describe processes, personnel, and performance metrics. Regardless the stage, plans are required by lenders or investors to whet their appetites.

Dave Lavinsky, in a recent newsletter article  for GrowThink entitled The Ammunition Every Business Needs, writes:

When you think about it, this is really intuitive. Here’s why. Business plans are read by investors and lenders for risk management reasons. These money sources realize they are taking a risk with every check they write, and want to mitigate this risk. The business plan explains to them how the business will use their funding, and paints a picture as to the likelihood that they will get an adequate return on investment.

For mature businesses, the business plan is just one of severable variables the investor or lender can assess in their decision-making. For example, if you have a mature company, the investor or lender can speak to your customers, analyze your financial history, assess your team members’ backgrounds, compare your product to competitive offerings, and so on. As a result, if your business plan is weak but the other factors are really strong, your mature company may still receive funding.

On the other hand, for a new company, particularly one that doesn’t yet have revenues, the quality of your business plan is critical; because it is one of very few variables that the investor or lender can review. The investor or lender can consider your business plan, the bios or you and your team, and maybe a product or service prototype if you have one. That’s pretty much it.

General tips Lavinsky recommends for business plans include:

1. Always remember that your business plan is a marketing document

2. Write with confidence, but be careful of superlatives

3. Answer the key questions, but not all the questions

It is up to you, through the power of your written words, to be winsome. Convincing. Persuasive. You are trying to demonstrate that what you are offering addresses a real problem with a viable solution that your organization can provide in a uniquely satisfying way.

Succinctly discuss your process, document the metrics you plan to use to measure success, and share how your team has experience in performing the responsibilities  required to execute the plan. Don’t use ambiguous phrases that make it sound like you are inexperienced. Overstating your hand, however, by using words like “most,” best,” etc will only undermine your credibility.

Make sure you demonstrate your knowledge of  the competitive environment and a winning strategy to secure target market share. Write about your customer profile and how your offering will be appealing. Discuss marketplace trends and how they impact the strategy you are pursuing. Finally, tell the reader how the money you seek will be used, when, and why.

 

Local Client-Focused Innovation Fertile For Consultants

When companies look to innovate, they have a choice of using internal or external resources. One of the chief sources of external assistance is the category of consulting firms (“consultancies”). A study by the Management Consultancies Association (Czerniawska 2006) suggested the top reason consultancies were recruited was because client staff did not possess the relevant skills (66 per cent). While original and creative work took second place (45 per cent), getting access to proprietary methods and tools prompted a response from only 17 per cent of respondents. What does this mean? That  consultancies themselves may need to become more innovative in the way they interact with clients.

Globalization and the ensuing stiff market competition suggests consultancies need to identify and respond to these factors, and then modify their responses to fit their clients’ changing needs and expectations. Improving thought leadership within the consulting industry is critical. Yet, formal innovation processes alone can hinder innovation itself and contribute to loss of market position. One-person shops as well as national firms will benefit from becoming “more innovative and adaptive in their proposals, methods and solutions, while traditional client/consultant boundaries need to be challenged, stretched and even broken. Consultancies may also need to be more open to partnership working with other agencies, such as academia or even competitors, if they are to respond effectively to the pressures of the current high-cost, low-resource business environment.” (Institute of Consulting, 2011)

Clients need to learn how to work with consultants in this new environment. We should be cautious, however, to say that consulting has ceased to be innovative; the creative processes have simply shifted. Rather than looking at the bellwethers of old, BPR or TQM programs, local, client-focused innovations are the new frontier. Such projects are driven by a more discerning client who is often wary of being sold a ‘one-size fits all’ product, and are frequently undertaken as joint initiatives between clients and consultancies. Such arrangements provide clients with more control and consultancies with reduced overheads.

 The Institute of Consulting Report recommends the following to improve innovation inside consulting firms so that the organizations they advise can, in turn, become more competitive: 

For Consultancies:

Think small: clients are more sophisticated and demanding, requiring ideas that are tailored for their local needs.

Share costs and expertise: there is little that can be done about diminishing margins or higher utilization rates, but universities, research institutes, clients and other consultancies will often jump at the chance to share resources on interesting innovative activity if the case is made well enough.

Explore new frontiers: innovation is to be found in bringing fresh ideas in and listening to them. Develop boundary-spanning roles, recruit graduates that are not from business schools, interview new recruits about what could be changed in your company, seek out different sources of research and knowledge and organize cross-silo spaces for discussion.

Enable talent: providing bright, motivated consultants with autonomy and the ear of senior management is more likely to generate useful innovations than trying to formalize the process through bureaucracy. Innovation involves risk so loosening controls is no bad thing.

Be proactive: innovative activity depends greatly upon clients and procurers leading the way in taking risks, having conversations and enabling creativity. This can be supported though communication, education and persuasion.

Develop your people: over half of all respondents reported that training, conference attendance and professional, accredited staff were important enablers of innovation. Continuous professional development, it seems, is crucial for developing innovation as a strategic capacity for consultancies.

For Client Organizations:

Work with consultants: research shows that companies which invest in innovation during a recession are more likely to come out of it faster than their competitors. Co-working with consultancies on management innovation generates a number of benefits: a closer match of solutions with your needs, more motivated and skilled employees, a potential sharing of intellectual property and association with ground-breaking ideas.

Take risks: examine and prioritize the areas of your business where new ideas could put you ahead of the competition. Put aside some of your budget to work with consultancies on new ideas, if possible using a risk-reward form of payment so that risks are shared with the supplier.

Improve procurement: sourcing consultants solely on the basis of cost is risky to both the delivery of the project and the innovation that it might bring. Good procurement practice will acknowledge this and purchasers should have both the expertise and the freedom to select the best consultant for the best price. An over-specified solution may mean you are not getting the best out of your consultants and minimal consultant interaction with the business owner during the tendering process can sometimes mean the project requirements get miscommunicated.

Enable expertise: your consultants will have witnessed the challenges you face dozens, if not hundreds of times, in similar companies. Making the most of this not only involves conversation with the consultancy when defining solutions but also ensuring as much of their skill and knowledge is passed on to your staff before they leave. Clients must enable consultant expertise as much as consultants enable that of clients.

PMP Up Your Client Development

If you are a lawyer or CPA–or know one–chances are high that you are very familiar with the age-old pattern of billable professionals doing the work that is on their desks, then wondering why not enough new work is coming into the firm. Or, the enlightened professional  realizes that, while work is still coming in, the client quality is not what would be preferred. In order to have a book of business that is challenging, rewarding, and constant requires time consistently invested in client development. Client development, while generally discussed as a firm-wide initiative, is a very individualized effort when most successful.

When I am advising my professional services clients, I automatically ask whether the partners, managers, associates, consultants, architects, engineers, etc have developed a personal marketing plan (PMP). The PMP is the foundation of client development. Principally, a well-executed PMP allows the practitioner to develop a clientele that is fulfilling to serve, makes work interesting, and motivating through increased compensation.

Your PMP Components:

  1.  Definition of success, backed up with objectives and tactics
  2.  Well-articulated target market with strategies to create market share
  3.  Thought leadership plan to build credibility and referability
  4. Client retention process

Conduct Personal Due Diligence

Tracy Crevar Warren always asks her clients to begin the PMP process by first taking stock of where they are currently. She finds that many are already engaging in a number of successful practice-growth initiatives without being aware of it. By asking the questions below, she helps CPAs think about their baseline.

  • Do you have a clear focus for your practice? 
  • What does success look like? 
  • What do you want to be known for in the industry? 
  • What gaps can you fill in the industry?

Having answered these questions to your satisfaction, you may then begin the planning process. Success is relative to the individual, but its definition should answer the question, “if we were sitting here three (or five) years from now, what would need to have happened for you to feel successful?” Being able to envision a favorable outcome fuels the creative process of putting together strategies and tactics to arrive at the desired destination. Set goals that are SMART — Specific, Measurable, Achievable, Realistic and Time-sensitive.

The PMP must, at its core, define your target market. Think about the characteristics of your best clients. How can you get more new clients similar to them?  Who else is going after your prospects? How are they doing client development, and how can they be beaten? Crevar recommends storytelling to demonstrate your competitive advantages. 

People will be more likely to select you instead of the competition if you seem more credible. Thought leadership is established through cultivating the respect of your peers, clients and prospects by sharing knowledge. Whether your sharing is done through writing, public speaking, or service, it is important that you have a way to differentiate yourself from the competition by being the one whose values and knowledge resonate the strongest with the target audience. If no one has heard of you, that won’t happen.

A focus on client service, evidenced by specifics in how you make sure you are providing value, is the best way to retain clients. Retention means you don’t have to secure as many new clients each year to replace those who churned because they did not feel valued. Educational workshops, personal visits for which you bill no time, taking an interest in the personal and community lives of clients are all ways to demonstrate your care.

Plan, But Do!

Simply writing down what you intend to do is only a first step. The follow-through is your trump card that will allow you to win market share and enjoy greater personal and professional success.