In a corporate successor of the successor takes over an existing and functioning company and continued running. In this case, the corporate successor of beginning his entrepreneurial skills to the test: Its mission is to, to ensure the future competitiveness of the company, continue to satisfy existing customers, to gain new customers and to secure jobs in the company. Not an easy matter. For the great advantages of a corporate succession only come into play, if the successor company brings self-determined conditions.
Consulting business succession
A business succession is no small thing, typical questions should be reviewed and responded to:
- What form of Underwriting Agreement (Purchase, Lease, Donation agreement)?
- What are the legal obligations to acquire all rights and obligations under existing employment contracts of?
- What are the legal obligations to take over the responsibility for (Old) Liabilities from?
- What are the legal obligations to take over the responsibility for operational control of?
- What are the legal obligations for implementation for warranty- and warranties?
- How to make a realistic enterprise value and price to determine?
- How can the purchase price will be financed?
- How should the transfer phase are designed?
Typical succession problems are especially the following:
- The purchase price is not appropriate
- Let the price offered in each case by external experts (u.a. Association, Chamber, Auditors, Management consultant) check.
- Financing and business plan not thoroughly prepared
- Here, the course is set incorrectly, jeopardize the entire enterprise. Insofar expert advice must be involved as early as possible..
Planning of succession
A business succession is planned on the basis of an existing company. The successor to an accurate picture of the actual state of the company must therefore make it and so his ideas about the target state building the future development of the company, work out.
The idea, to take over a company and then rest on the laurels of its predecessor, is not realistic. To remain competitive, The company has to develop under your leadership further.
Even with the transfer of business within the family, the successor or successors should work closely with an attorney and tax adviser a convincing business plan. The experience of the transferor have to be included with. However, all parties must be aware of, who after the transfer “call the shots” has been in operation. Under certain circumstances, a facilitator should be involved at an early stage. In addition, any compensation to any co-heirs must be considered.
Before you create a detailed business plan together with your advisors, You should first clarify the conditions:
Do you want the company
- just as your predecessors continue essentially?
- change / expand in certain areas?
Do you want the company
- together with a partner
- lead to a specific stage together with the Alt-owner?
Do you want the image of the company
- blank as it is?
- modernize slowly?
- completely change directly after the takeover?
Valuation of the company for the business succession
In the business valuation is often a reason for differences between the Altin partnership and the corporate successor: The sequel would of course pay the lowest possible purchase price. The entrepreneur, however often overestimated the value of his company. This is understandable and comprehensible, because he has introduced in the company's many years of toil and labor.
Information on other factors into account
With the purchase price determination not only of the value of the company play or. operational factors play an important role, but also non operational factors such as
- Age of the purchaser
- Financial position of the transferor and transferee
- Risk of the purchaser and
- alternative offers
The assessment of corporate value is no small task and must go very carefully and for all parties to understand of equip. Hence, you should, if possible, an expert of the competent Chamber, Management consultant or an accountant be consulted.
Methods of business valuation
As with any commodity supply and demand decide on the amount of the price. In the specific case then the negotiating skills of the buyer and seller, of course, plays a crucial role. To facilitate entry into the trial, go both from a negotiated basis from. These can be calculated in different ways:
The law applies, for example, the income approach to, when withdrawing partner must be reconciled. Family courts calculate again for gain claims the enterprise value of the half substance- and yield value. Comply with these requirements appraiser (from. B. Auditors).
For the business valuation so there are a variety of methods, which lead to different values for the company. Here we can distinguish roughly between the following methods:
Comparison approach: What do the other?
In Branchen, where business transfers comparable companies are, often. B. professional practices, Catering establishments, Breweries, Cleaning etc. be a basis for negotiation usually the prices of previous transactions used. The data is used by industry-the same company, have similar or almost congruent figures. The data on the corresponding associations, Chambers or specialized business consultants are determined. Especially in small and medium-sized enterprises the pricing on comparative data is common.
Earnings method: The (future) Profits of the company are at the forefront
This approach makes the company or purchase. -Selling the most important role. The focus is on the future profitability of the company. For banks, this aspect has much more significance than the corporate substance: Because only a corresponding “Interest” of the purchase price in the form of future corporate profits, provides the security, that the successor can also pay back the purchase price received to finance loans including interest.
Discounted-Cash-Flow-Methode (DCF-Methode): Variant of the income approach
It is especially for larger (listed companies) applied. It is suitable when discussing projects and for decisions, but less for difference values. In contrast to the income approach are here not the future profits, down but the future undiscounted cash flow basis. The cash flow shows, how much money earned intrinsically to the company for investment, Kredittilgung, Control, Equalization of liquidity problems etc. available.
Assessment procedures according to the AWH-Standard
To take into account the special circumstances of small and medium craft, has the working group investigating the value of operating a consultant in Crafts (AWH) developed based on the income capitalization method, an evaluation method, takes into account the particular following special:
– the strong influence of earnings by the owners personality
– the financial arrangement options by intertwining personal liability- and business assets
– the lack of business planning methods
– the limited budget for the evaluation cost
The value of the individual assets such as. Land, Equipment and supplies are in the foreground
The intrinsic value method plays a minor role in business valuation, because it says nothing about the future earnings. It results primarily an auxiliary value, that used in determining financial need for the earnings- or. Net income method is used. In addition, the substance has significance for the security for bank loans.
Combination of income- and intrinsic value method in practice will yield value- and intrinsic value method usually combined, the yield value – usually – to 90 Percent determined the purchase price, the intrinsic value contrast to only 10 Percent. An exception Company, the substance of particularly high value is actually such as real estate companies.
Firmenwert oder Good Will
When goodwill or goodwill is the intangible value of the company. These include the company's reputation, the company's know-how, the qualifications of staff, the working atmosphere, the customer- and vendor master or the operational organization.
Even if banks are generally open for the profitability of a company is crucial, so the estimate of future earnings or the consideration of corporate substance but handled differently from bank to bank.
A very different value, namely the market value, in turn serves as the basis, for calculation of duty fractional entitlements or compensation claims for soft shareholder. So if a site because of a qualified successor clause in the partnership agreement may not be shareholders. In inheritance, the testator can set the value of the company or. specify a specific assessment procedures.
If the transfer of businesses financed through loans, must be ensured, that sufficient “Air” remains, to interest- to settle and principal payments and all other corporate liabilities. Banks look for in their credit decisions primarily on the earnings- and the associated debt service ability of the company. This must be taken into account in the price negotiations.
Transfer of the company's IRD business succession
It nachdem, whether as a son or daughter, as an employee of the company or as an external contractor, the guide should be taken, resulting in a succession of different constellations.
During the transfer process, the successor must take the initiative for the roll change. This applies to both your business plans as well as the role of the senior after the “Change of staff”. It belongs to your tasks, Stimulating discussions with various partners, To make suggestions regarding the roles and lead the discussions. This sets the capacity for entrepreneurship demonstrated.
Develop entrepreneurial visions
An important point, which can thicken the takeover process, is often the lack of vision of the successor or. of the successor. What you want to achieve personally and entrepreneurial long-term? It's not just about increasing the turnover numbers, improving product- and quality of service or the expansion of the company. Or even higher-level goals. Values play an important role: In what way the company can, for example, your social engagement and environmental awareness, Bring your ideas from staff participation and forward-looking leadership models expressed? The company's identity is largely determined by the personal values and goals of the owner or the holder. Only in this way, successors and employees can (pdf, 108 kB) or with their work. identify their company.
Tips for family succession
Is it really to take your request as son or daughter of their parents' company? Or is it all about, to meet the expectations of your parents and continue the family tradition? Clarify, also with the help of external support, if you are willing and able to take over the family business.
Tips for the external successor
An external successor or. an external successor must first prove themselves and develop its authority and its workforce compared to just the family business, especially, when family members are still working in the company.
Who the company of his boss takes over as an employee, no longer occurs in the conversations necessary as an employee, on but as an equal business partner. This means, he or she can and its opposite must also possibly contradict and prevail. This is not an easy role change, not even for the owner, must learn to see in his most authorizing officer staff his future successor and accept the decisions.