Succession Setbacks

October 6, 2010 06:39 AM
Succession Setbacks

Life happens. It especially happens on a farm where three busy families live, work and play. 

"This past summer felt like one step forward, two steps back," says Chet Esther of Esther Family Farming in Beardstown, Ill., one of the Farm Journal Legacy Project case studies. Chet is referring to the events that piled up this summer to sidetrack the family from reaching its succession planning goals.

The Esthers had agreed to come up with several critical improvements to their business structure over six months. Responsibilities were assigned and agreed upon, yet several deadlines were missed. 

Talking about the whole thing makes Chet squirm like a scolded puppy. Ordinarily he’s a man of action, not procrastination. He doesn’t like excuses, but…life happens.

Who among us doesn’t struggle with keeping momentum on projects beyond the chores of daily life? When it comes to farming, distractions naturally seem to come up that take priority over paperwork. Our best laid plans often take a back seat to necessity.

In the Esthers’ case, it all started with a wet spring. When they weren’t cutting ditches to drain water, they were working to deliver more nitrogen to the corn. They sprayed, they dribbled and they knifed in the vital ingredients whenever conditions allowed, and these rescue operations were distracting.

At the same time, Illinois’ stormy weather messed with their efforts to build a new house for son Chad and his wife, Tanya. There were board meetings to attend. Chet and son Ryan took time for a much needed week of vacation fishing in Canada. Before the Esthers knew it, harvest was upon them.

In the middle of all this chaos, the Esthers missed a very important date—their self-appointed deadline for drawing up a buy/sell agreement between EFFCO (Chet and Ryan’s current farm business) and Esther Farms (Ryan and Chad’s newly formed business).

This agreement is critical to a smooth succession because it ensures that the operation remains in the family and is protected from death, disability, divorce and dissolution, says Kevin Spafford, Farm Journal succession planning expert. Spafford and the Legacy Project planning team met with the Esthers in early summer to evaluate their succession progress and to set goals.

"Assigning deadlines during family meetings is the only way succession planning really gets accomplished," Spafford says. He recommends assigning due dates and making one person responsible for each goal, whether it is business planning or simply setting up the next family meeting.

Chet was responsible for making sure the buy/sell agreement between he and Ryan was drawn up by July 16. "I’m not one for excuses," Chet says, "but a lot of things happened this summer and it just didn’t get done."
How to Refocus. The "life happens" part of succession planning is something the Legacy Project team fully anticipates.

"Setbacks like this are common, especially with farmers who are typically more focused on farming than drawing up documents," says Josh Sylvester, part of the team helping the Esthers. "It is certainly not the end of the world to miss a deadline. A large part of our job as facilitators is to keep the process moving. We start calling when we haven’t heard from families by appointed dates."

When a family does get waylaid in the succession process, Spafford suggests they get back on track by first reviewing their to-do items and establishing new due dates. Family members should take immediate actions, such as completing the forms due or scheduling appointments. It’s also important to move the subsequent dates forward.

"Don’t allow yourself to get overwhelmed and stressed," Spafford says. These steps are effectively a do-over, not a new start, he adds.

A buy/sell agreement isn’t a tough document to put together, but it does require careful consideration. Because it is a contract that restricts a business owner’s ability to transfer an ownership interest, the agreement should provide terms, conditions, triggering events and valuation methods within which an ownership interest may be sold.

"Most buy/sell agreements are missing major triggering events," Sylvester adds. The agreement should include: death, disability, retirement, dissolution, divorce, bankruptcy and legal judgment. 

That means there are a lot of choices a family needs to talk about for a buy/sell agreement, including valuation method and optional or mandatory buy provisions. For example, if Chad becomes disabled, does the family force him to sell out? They might want disability to be optional, Sylvester says. But if someone quits, the family might choose a different buy provision. "These are tough subjects to discuss; it’s like planning a divorce before the wedding," he says.

Chet says one good thing that came out of the succession setback is that it gave the family time to think. When it came to determining whether disability would be a triggering event to sell an owner’s interest, the Esthers took time to discuss it and decided the only disability they would classify is mental. "We believe we could find a place on the farm if someone had a physical disability," Chet says. "But with mental, we think that requires taking them out of business decisions."

Next Deadline. No one was more upset about missing the July deadline than Chet, and he has since pushed to get buy/sell agreement decisions made and the document to his attorney. The agreement is being reviewed by the Legacy Project team. Once the agreement between Chet and Ryan is finalized, the brothers need to work on their own.

Meanwhile, Chad was supposed to have the business plan drawn up between he and his brother for their farming partnership, Esther Farms, by Sept. 1. When Chet asked Chad during harvest how the plan was coming along, Chad rolled his eyes as if to say "Life happens, Dad."

Ryan also has an assignment to complete an operating agreement for Esther Farms by Dec. 7. This agreement will formalize the working relationship between the brothers.

Much like farming, there’s still work to be done. The Legacy Project team is helping the Esthers establish new deadlines and is encouraging the family to set aside some general planning time after harvest.

"We can’t ignore life, but the Esthers have worked so hard that we can’t let them stall indefinitely," Sylvester says. "Clients often say they wish they could walk into our office, grab a binder and have it entail their succession plan. It just doesn’t work that way."

How to Refocus After Setbacks

When a family gets waylaid in the succession process, Farm Journal succession planning expert Kevin Spafford suggests these tips to get back on track:

1. Review your to-do items and discuss what can be done right away.
2. Establish new due dates for the to-do items.
3. Take immediate action—make the call, schedule the appointment, etc.
4. Don’t allow yourself to get overwhelmed and stressed.
5. Move the subsequent dates forward a corresponding amount. 


Top Producer, October 2010

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