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LEVERAGED CAPITAL NEWSLETTER     
Vol. 2, Issue 12 May 16, 2002

Leveraged Capital, is a free monthly newsletter that presents growth and strategy issues effecting entrepreneurs and owners of small to medium size enterprises (SME's).

Leveraged Capital is published and delivered electronically to subscribers. Your privacy is strictly respected and we do not share or sell subscriber email addresses to anyone outside of Graham Financial Corporation.

If you enjoy what we present, please forward a copy of Leveraged Capital to clients and associates. They can subscribe to Leveraged Capital, by clicking on this link: http://www.GrahamFinancial.com/newsLetter.htm and filling out the quick form.

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This month’s articles have a distinct focus on family-run businesses.  I hadn’t intended on this focus – it may be because I am reading the Jean Strouse biography of Morgan and I have become quite fascinated with how Morgan senior structured the company and a legacy to pass on to an increasingly prudent, independent, and aware J. Pierpont ;  or it may have been because (please forgive me and allow a brief moment of sentiment to slip in here) over dinner a few weeks ago I proudly looked down the table at an 18 year old son who is wonderfully finding his own path in the world, a 13 year old daughter who is growing beautiful and more confident right before my eyes, and a wife who has given such amazing love, support, and sacrifice as I have planned for growth at Graham Financial over the past 5 years.  I started to think in a fresh way about how I am building my own company and what sort of legacy that I hope to leave for them.   I trust you will enjoy these articles as much as I have.

On another note, with unabashed enthusiasm and no apologies offered to our Carolina subscribers – GO LEAFS!

Much success to you, 

DPG.

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14 Years of Exceptional Service

Contact Nikki Barnett (416) 367 - 1055
Email:   info@kingcentre.com  Web: www.kingcentre.com

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In This Months Issue: (Click on the Article Title To Go To The Full Story.)

bulletMeeting The Challenges Of Succession In The Family Firm.
By: Thomas D. Davidow, Ed.D., and Richard L. Narva, Esq., Co-Founders Genus Resources. 
bulletUnlocking The Sweat Equity In Your Business.
By: Raymond Soroka, President Raymond Soroka Insurance Agency Inc.
bullet

Americas Oldest Family Businesses.
Research by:  William T. O’Hara, and Leah McClellan-Weiberle. 

bulletQuick Stuff: Peter Druker's Four Golden Rules For Family Business.

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Quote Of The Month:
"In the successful organization, no detail is too small to escape close attention."
Coach Lou Holtz.  Head Coach of the University Of South Carolina Gamecocks; one of the all-time winningest coaches in NCAA history.

Investment Hindsight:
“(Louis) Borders always knew his plan was a gamble. Early on he was asked by investors if he thought Web Van would be a billion-dollar business. Borders answered, ‘it's going to be $10 billion. Or zero.’  He was right.”
As quoted in Randall Stross' book “eBoys”.  Web Van filed for bankruptcy July 2001.

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Meeting The Challenges Of Succession In The Family Firm.
By: 
Thomas D. Davidow, Ed.D., and Richard L. Narva, Esq., Co-Founders of Massachusetts based Genus Resources. 

Succession from one generation to another does not happen by accident in the family owned business (FOB). If you are interested in succession or the continuity of your business, you must understand that planning for that continuity is the critical factor. We believe the failure to adequately address the topic of succession is the primary reason that only 30%of FOBs continue into the second generation and that only 10% more continue into the third.

Succession exists as an underlying issue in all FOBs, playing a tremendously important role in the life of the family, as well as the life of the business. Yet owners and operators of family businesses rarely address succession, apparently because of its powerful psychological implications, which can sometimes be overwhelming.

Admittedly Succession Is A Complicated Topic.
Thinking about and dealing with succession can be extremely demanding, both emotionally and intellectually. When you begin to examine the concept of succession, you must deal with aging, mortality, control, and power, just for starters. In addition, the business issues that founders must simultaneously deal with include ownership, management, strategic planning, and replacing the professional relationships from one generation with the next generation. These relationships include key non-family managers, clients, suppliers, lawyers, accountants and bankers.

Succession Forces Business Owners To Make The Hard Choices.
When more than one member of the next generation is active in the management of the family firm, the senior members may feel they're being forced to choose one child, for instance, over another. Most parents spend their lives trying to convince their kids that they are all loved equally, but in this situation, the founder and his or her spouse must make a decision that directly contradicts this message. Let's face facts: The prospect of the next generation running the business when there is just "one seat at the head of the table" can put tremendous strain on family relationships. This is particularly true when a sibling rivalry is fueled by a competition to get to the top of the company ladder.

What Does A Family Business Represent?
The symbolic and real power of a family business cannot be overestimated. Family members' connections with the business can profoundly affect their individual self-esteem, as well as the quality of their relationships within the family.

But in addition to giving the family an identity in the community, the FOB can become the playing field on which many family issues get acted out. For instance, when families start tackling the problem of succession, many of the unresolved family and business issues begin surfacing. And because people generally tend to avoid dealing with difficult issues, these matters build up over time and may take on an almost mythical power. This powerful tension only serves to discourage a family from facing up to the underlying problems.

How To Start Dealing With Succession.
It is critical to the health of both family and business to deal with succession as soon as possible. This effort requires patience and delicate handling, but it definitely can be accomplished. The key is simply to face reality. We find that fantasy is usually more frightening than reality. That is to say, the consequences of dealing with succession are generally more frightening in one's imagination than they are in reality.

Succession is not a decision. It is an organized process that involves discussion, information gathering, evaluation, research, asking necessary questions and much more. If you address the issue of succession as a process that includes all family members, the power and the tension associated with the decision will be significantly reduced.

Nine Helpful Steps Toward Succession.
To encourage families to discuss the issue of succession, we have devised a few ground rules for approaching the problem.

  1. All family members, whether active in the business or not, need to be put on notice that the process is about to begin.

  2. Family members active in the business (and if you wish, key outside advisors and/or non-family managers) can become a committee to examine the issue. 

  3. The first question to be considered is: Are we prepared managerially to continue operating the business if something should happen to the CEO tomorrow?

  4. If you answered "Yes," great! The second question for discussion is: What are the plans for the next generation, and are these younger managers on a clearly defined executive track? Are their current jobs providing them with the necessary training and experience?

  5. If you answered "Yes," great! (You may stop here.)

  6. If you answered "No," the question on the tables becomes: What training and supervision do they need, and what are their expectations for their future in the company, and are those expectations reasonable?

  7. If your answer to Number 3, above, is "No," the next question is: What do we have to do to be ready for the possibility that the owner or father could be absent from the firm tomorrow? This could have financial as well as managerial implications, such as insurance, tax planning, wills and other estate planning issues. 

  8. After you have addressed the immediate problems, then ask yourself what the ideal situation would be. Try to describe it.

  9. Begin the planning process that could make that dream a reality. Please notice that the first eight steps are questions, not answers. Continuing to ask the right questions is more important than answering them immediately. When you ask the right questions, the answers are likely to emerge through dialogue.

Conclusion.
The steps described above will require a commitment of time--in some cases, as little as two hours every month. It has been our experience that FOB people are highly skilled at making dreams become a reality. The succession problem is merely another intellectual problem to be solved. It can be an extremely difficult and complicated process that may at times seem to be an endless and unsolvable dilemma. However, if one approaches the process in an organized manner, it's possible to preserve the business and the family.

 

Thomas D. Davidow, Ed.D., co-founder and principal of Massachusetts based Genus Resources, pioneered the interdisciplinary approach to family business consulting with his partner, Richard Narva, Esq., in 1985.  Since its beginning, Genus has worked with over 200 family businesses to resolve a multitude of issues that interfere with sound business decisions.  http://www.genusresources.com .

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Unlocking The Sweat Equity In Your Business.
By:  Raymond Soroka, President Raymond Soroka Insurance Agency Inc.

When a person creates a business, they did it in most cases to create wealth. It’s unlikely  they created the business to hoard wealth or leave it behind.  The problem historically has been  the exit strategy, or at best a tax effective exit strategy.

Companies typically bonus out profit  in excess of $200,000 to shareholders rather than pay 45% tax on it. But, if the   company were to dividend that money up to a holding company that placed it inside a universal life contract, no tax would have to be paid. This is the new technology.

Historically, tax shelters like RRSP’s, mutual funds, real estate and small business  are temporary. The only permanent tax shelters are your principal residence  and universal life.

This new strategy is generically referred to as an insured retirement  plan. The business owner pays a dividend tax-free into a holding company . The holding company owns a contemporary universal life policy on the owner and/or spouse, children. The insurance has a tax sheltered side fund linked to external indices i.e. TSE 100, S&P 500. At the end of each day , the business owner can access this tax sheltered  accumulated growth through a series of tax-free loans from a major bank. Because mortality is 100% and holding, the banks know it has to work.

When the  last spouse dies, HOLDCO will receive the tax-free  death benefit. That money would be paid out as a special capital dividend to the shareholders’ estate, which would pay out the bank.  There would  also be money left over for estate taxes and possibly for inheritances or charities.

There are critics to the concept, some precautions and “what ifs”. For example, the shareholder must not get indebted to the bank for any  other reason that would cause the bank to seize the policy. This would trigger taxes. It would also be open to CCRA to argue that by guaranteeing a personal loan, the corporation was conferring a taxable benefit on the shareholder. The professional consensus suggests that it may be prudent therefore to have the shareholder pay a commercially reasonable guarantee fee to the corporation. Suggested fees are usually in the range of .5% to 1.5%.

A recent D&B survey of 1000 wealthy Canadians suggested that not one of these Canadians  did tax planning based on what might happen in the future. They worked within the tax regulatory and economic conditions of the time.

For those considering an IRP. The rules should be:

  1. Choose your advisor first;

  2. Choose  your insurer second;

  3. Pick your policy third;  and

  4. Ignore all illustrations.

Mr. Franklin runs a successful business and had explored all the strategies to date. When we first  met Mr. Franklin, he almost threw us out of his office because  the strategy was so ahead of its time. He is now moving $10,000 a month from Opco to Holdco tax-free. Holdco  owns a $5,000,000 second to die policy on he and his wife for capital gains purposes. At the end of the day, Mr. Franklin will have options as to how and  when to remove  the tax sheltered growth  in the universal life policy.  We have since shown him another strategy, described below.  This one is very new and only a couple of players have it as we speak.

The shareholder  and the corporation enter into a formal agreement to share ownership of a universal life policy. The agreement calls for the corporation to pay the insurance costs on a pre-paid basis over 10 years. The shareholder agrees to finance the policy’s investment component  over the same 10-year period.

Commencing in the second year, the shareholder elects to borrow the cash value from the policy. As an investment  the interest  is tax deductible. It is proposed that the shareholder, in turn, invests this money back to his corporation or to another investment of  his choice.

 Advantages to this new strategy include:

  1. Interest rate on the loan guaranteed at 10%.

  2. All amount borrowed from the policy guaranteed at 8%.

  3. No credit worthiness to qualify for the loan.

  4. Loan will not encumber other assets.

  5. Shareholder is free to set the interest rate on monies loaned to (his) corporation.

  6. Significant advantage to shared ownership-net after tax cost to both parties is greatly     reduced.

This plan can be used to enhance the after tax yield from an investment portfolio.  Individuals are advised to seek independent advice from tax, legal and other such advisors as to the best course for their individual financial needs. 

Raymond Soroka has 20 years of specialized experience in planned insurance estates for business owners and professionals. He can be reached at 905-624-0905 or by email at  raymon@look.ca .

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Americas Oldest Family Businesses. What traits do these survivors share? The answers may surprise you. 
Research by:   William T. O’Hara, and Leah McClellan-Weiberle. 
 

By now the statistics are well known: Less than 30% of family companies survive to the second generation, business consultants often remind us. And just 10% make it to the third. For that matter, few companies of any type, family or not, survive more than 25 years. 

What, then, are we to make of the remarkable group listed on the following pages—companies that, to the best of our knowledge, can rightly claim to rank among America’s oldest family businesses? They’ve survived in the same family not merely for decades but for at least 125 years and in 21 cases for at least two centuries; not merely for three or four generations but for eight or nine or 12 or, in one case, 14 generations. Many are older than the states or the nation in which they function. They range in size from mom-and-pop farms to publicly traded companies to the world’s largest private company: $47 billion Cargill Inc. of Minnesota. They range in function from little known funeral homes and music stores to household names like Levi Strauss and Coors beer. They’re scattered across 39 states and Puerto Rico. The only characteristics they truly share are their family nature and their remarkable longevity. 

You might expect a list of America’s oldest anything—companies, families, whatever—to be heavily skewed toward the nation’s oldest section: the East Coast. Not so. The presumably family-friendly heartland state of Iowa leads our list with eight companies, followed closely by its Midwest neighbors Illinois (seven), Ohio (six) and Missouri (five). The city of St. Louis alone counts five members of our club. The best “old family company” states on the East Coast are Pennsylvania with six and Massachusetts and Virginia with five each. 

As was the case with our lists of largest domestic and foreign family companies (FB, Autumn 2000, Winter 2001), identifying the oldest family companies is an inexact science. Family Business first ventured such a list in Winter 1999, when family business historian William T. O’Hara of Bryant College in Rhode Island picked the oldest family company in each of the 50 states. The feedback he received from that article encouraged him to proceed with his research on a book about the world’s oldest family companies. Using Professor O’Hara’s updated data as our starting point, the editors of Family Business set out to produce a new list—one that identifies America’s oldest family companies regardless of state borders. To O’Hara’s list we have added names culled from other sources. We’ve also delved into the histories of these families and their companies to find out more about who they are and how they survived. 

Like our “largest family companies” lists, what follows is certainly not the last word on America’s oldest family firms. No doubt many venerable family companies escaped our notice. And our information about companies we did list is far from complete. Again, we invite readers to consider this list a work in progress, and to alert us to omissions and corrections.

What’s the secret of our oldest hundred? Good genes are obviously one factor. Luck is another. A rural or small-town location seems to help, too: Only 21 of the companies on our list can be found in cities large enough to house major-league sports teams. 

But many on our “oldest” list share yet another characteristic: a genuine interest in serving the needs of a larger cause beyond the company's stockholders. Ultimately, their stories seem to suggest, a moral imperative remains a sustaining force long after the passion for profits has worn off. 

Click here to go to the listing of the America’s Oldest Family Businesses.

Reprinted by permission of the publisher from Spring 2002 Family Business, Philadelphia,  www.familybusinessmagazine.com , Executive Editor  Barbara Spector. Published since 1989, Family Business focuses on the tough issues virtually all business families must face: succession planning, business strategy, wealth preservation, estate and tax planning and the human dynamics unique to the family-owned and -operated enterprise.   Research: William T. O’Hara, Leah McClellan-Weiberle

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Quick Stuff:  Peter Drucker's Four Golden Rules For Family Businesses.

The statistics are similar in both Canada and the United States:  45% of the Gross Domestic Product is created by family owned businesses and over 50% of the available workforce are employed by family owned businesses.  A total of 70% to 85% of all new jobs created each year are created by family owned businesses. 

These statistics are staggering when compared to the fact that 70% of family businesses do not survive the transition to a second generation, and 90 percent do not make it to a third generation. 

In an article written for the Wall Street Journal, Peter Drucker suggested four golden rules that must be a part of every family owned business for it to survive through multiple generations. 

DRUCKER RULE # 1.    Family members must work as hard as non-family members.

DRUCKER RULE # 2.    Family businesses need to add non-family managers.

DRUCKER RULE # 3.    At least one top job in each family business must be filled by a non-family manager.

DRUCKER RULE # 4.     Before the situation becomes acute, the issue of succession should be entrusted to someone neither part of the family nor part of the business.

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