There are 8000 firms in England & Wales of between 1-4 Partners and a large majority of these will have Partners who are in the last few years of their careers. For these Partners to retire there are only 6 possible solutions. These are that you already have tomorrow’s partners in place, you need to find them and attract them, you are acquired, you bring in professional management, you close the firm or you just keep on going hoping things will work out. It might be helpful for us to take each of these in turn and look a little deeper.
1 – You already have succession in place
Well done, you are obviously running an attractive firm and your younger colleagues can see that it is strong and sustainable and so they are happy to invest. We advise all clients in their 50’s to start seriously concentrating on this process because it takes time to develop your people. We find that the next generation find taking on ownership easier if the firm incorporates so that they can acquire shares in a business rather than equity in a partnership. This might seem a minor distinction but it does make the route to new ownership and therefore your exit, smoother.
2 – You need to find your successors
You no doubt have good lawyers in the firm but no one who has the desire or commercial nous to take over. This is quite common and maybe not surprising considering the regulatory and financial environment that firms operate in now. However, other owners are out there and so you need to find them and then make the firm as attractive as possible to them.
To find them we would suggest networking first – ask your accountant and bank if they have heard good things about young locals. Talk to your other contacts and clients but if these do not yield results, you need to retain a professional head-hunter who has the research capability to uncover the right person. Once you have a target, you then need to make the firm as attractive as possible. Obviously if there are any issues you need to remedy these first, or have a plan in place to do so. Then put together a sales prospectus containing all relevant information – fees and margin over 3 years, client types, staff demographics, liabilities, property details. Make it easy for them to see that this is a good long term business opportunity for them and always, always, be positive.
3 – You are acquired
People always talk about law firm mergers, but in reality they are always acquisitions. Again, you need to tidy the firm up and prepare a prospectus to get your thoughts organised. Then make discreet enquiries as to which firms might be interested in acquisition. These might be via your bank or accountant, or via a broker who will ensure that your plans are kept secret and who will help you cover all the potential options. Acquisition is an excellent way of solving the problem, there is no disgrace in losing the name or independence if by doing so you can exit whilst guaranteeing the continued wellbeing of clients and staff. Also, you don’t need to wait until retirement for this to work, again, doing it in your 50’s gives you 5 to 10 years to enjoy the benefits of the merged firm.
4 – Professional management
Bring in a non-lawyer to run the firm. For this to work it is far better to incorporate because you can then hold shares in the business and maybe sit on the board whilst having a CEO run the firm day to day. That CEO should also probably have shares. This solves the ownership issue and also allows you a kind of exit (whilst maintaining an income), but you are very reliant on finding and keeping a good CEO and it is probably not a sound long term solution.
5 – You close
Only firms with large liabilities or major issues should need to consider this as an option because there is always an inherent value in a firm. PII contagion is the largest issue and firms are rightly wary of becoming successor practice to firms with a poor history. However, if you decide to close, your current PII provider must offer run-off terms and you should then follow Chapter 10 of the SRA code and effect an orderly closure. This is a rather inelegant end to a career but at least it allows an exit and would usually happen upon expiry of the office lease.
6 – Do nothing
The final option, do nothing and hope something turns up. This last option is very common but is not sustainable in the long term however attractive it might seem immediately. As I have said earlier, every firm has a latent value so long as it is not burdened by PII or other toxic liabilities and the sooner you start the process the better.
In our experience the best way to exit is to address the issue early and grow your own succession. If this is not possible (or doesn’t work out) then being acquired is likely to be the easiest option for you and the best option for your clients and staff.
The author of this article is Andrew Roberts of Ampersand Legal. Andrew can be contacted at andrew@ampersandlegal.co.uk or 07956 961404. Other members of ALFMA can be contacted here.