By David Sung
If you’re like most small-business owners, a significant portion of your retirement capital is tied up in a single asset: your business.
To face this unique challenge, it’s important to get a head start on considering the future of your company so that you can leave your company on your own terms and maximize the value you eventually obtain from the business. Thoughtful planning becomes particularly important if you are within 10 years of your retirement age goal.
Below are three ideas to keep you focused on a positive exit strategy and a comfortable retirement.
Develop your personal financial plan
Clarify your goals and assumptions. At what age do you want to retire? What does retirement look like? How much income do you need to live the lifestyle you want? How long are you likely to live? Do you want to leave some for your children, grandchildren and/or a charity?
As a business owner myself, I can say that as far as wealth creation goes, there are few passive investments that will perform better than a successful, well-run private business. Relying on your business to be your sole source of retirement income will present a different level of risks and limitations. The more assets and retirement savings you can accumulate outside the company, the more flexibility you will have to exit according to your plan and choose when you retire.
Create a retirement plan and review it regularly with your financial adviser. Look at tax-efficient investment strategies that are designed to take full advantage of being incorporated.
Create a succession strategy for your company
Your retirement plan needs to be in sync with the company’s plans, so don’t leave it until the last minute. If you hope to retire in two years, but the business will need your hands-on involvement for another 10, you have a problem.
A well-thought-out succession plan will enable you to exit on your terms. You want to maximize the value of the business, limit the impact of estate taxes on your heirs and sell to the buyer of your choice.
Consider the type of buyers to whom you might sell your company. You may have children or other family members prepared to continue the business, there may be someone on your management team whom you have been mentoring and who may want to purchase the company, or you may need to look for an outside buyer.
The buyer you choose may influence the price you set for the company. If you are selling to an outside buyer, you will want to get as high a price as possible.
If you are selling to a family member, it may be more tax-efficient to set a lower price and take out value in other ways such as keeping yourself on salary after the sale or taking lease payments for company facilities you own.
Tax consequences vary greatly based on your business structure. If the purchaser is buying the shares of your business, for example, you may be able to claim the capital gains exemption. (You can claim capital gains if your shares qualify. Note that substantially all your business assets must be “active Canadian business assets” at the time of sale and at least half the assets must be active assets during the 24 months before the sale.)
If the shares of your business are sold, consider reinvesting some of the proceeds in the shares of another active Canadian private company in the year of sale or within 120 days after the year of sale in order to defer some of the capital gains tax on the sale.
Another way to minimize taxes after your business is sold is to use some of the sale proceeds to make a charitable donation in the year of sale. The donation tax credit may help you minimize the tax on any capital gains realized on the sale. If your donation is expected to be $25,000 or more, then consider the benefits of setting up a donor-advised account in the year of sale.
Increase the value of your biggest asset by polishing the apple
Like sprucing up your home before putting it on the market, you want your company to look its best before you sell it.
When valuing a company, most buyers focus on available cash flow. Before marketing your company, take steps to improve the cash flow by eliminating expenses, shutting unprofitable divisions and paring back extra inventory. If you have loans, have the payment schedule handy or look at paying off the loan.
You may also want to consider strategies to ensure the employees will stay with the company. Retention incentives often include deferred compensation plans and allocating part of the sales price to create a pool of money available to key employees after a certain amount of time under the new ownership.
In addition, make sure your legal and administrative structures are in good shape, corporate documents are up to date, financial statements are accurate and systems are in order, intellectual property and client lists are protected and employment agreements are in place.
Arrange leases so they are consistent with your exit plans, giving the buyer flexibility to move to a different location when they take over.
To accomplish all of this successfully, you’ll want to assemble a team of experts to help you, including a business broker, corporate lawyer, tax specialist, financial adviser and employee benefits specialist.
These are just a few ideas to consider as you begin to contemplate how to leave your business on your terms.
David Sung is president of Nicola Wealth Management, a private wealth planning firm with offices in Vancouver and Toronto.