What to do if the manager is unavailable? The expert opinion of François DINEUR, Absoluce
Although not very pleasant, it is important for a business leader to anticipate a possible “unavailability”. This very polite term covers several realities, from the “preventing” accident to the death. Unfortunately, this hypothetical situation is often poorly considered. She then leaves the family and collaborators distraught. To avoid this and facilitate business transfer, the manager can put in place a comprehensive strategy. Before that, much simpler and more far-sighted actions are to be taken. Accessible to all business leaders, they ensure the smooth management of the company as quickly as possible. François DINEUR, partner of Absoluce, gives us his expert opinion to anticipate a possible unavailability of the manager.
Group, classify and list important documents
It is essential that the entrepreneur is not the only one who has access to the company’s documents. Thus, it is necessary for the company to collect all the “official” documents of the company to allow the right holders to find them quickly. This file must therefore contain accounting, social, legal and banking documents. They may as well be on paper or completely dematerialized.
To make it easier to take charge in case of the leader’s unavailability, François DINEUR recommends writing a “bible” specifying everything you need to know. Its content is left to the discretion of the executive but it may contain information about:
Where are the official documents stored
What are your banks, your accounts, your access codes?
Who are the main people to be notified: customers, suppliers, banks, etc.?
It is also necessary to provide the contact information of the most important advice: accountant, lawyer, notary.
“Edit this paper, point to the computer path of this document (if you have updated it without reprinting or sending it) and send it to a trusted person within the company and your family.”
The same can be done for the personal affairs of the entrepreneur.
Identify money investments
With a company, you often have large amounts of financial flows. To make it easier to read to those who will take over the company in case of the manager’s unavailability, it is recommended to produce a document with all your personal and professional assets, any loans in progress with the remaining capital due, investments in furniture and real estate, in France and abroad, savings accounts, life insurance, pension funds, mutuals…
In addition, this is also useful to the leader in the immediate future. Indeed, this state of affairs offers him a clearer and more comprehensive view of his heritage. An opportunity to reflect on the implementation or readjustment of a heritage strategy.
Check and protect beneficiaries in case of manager’s unavailability
Death insurance can also be taken out on loans. This insurance will cover the repayment of your credits in the event of death. Similarly, it is important to keep cash. This money will be immediately available to allow rights holders to meet short-term obligations.
Establish a posthumous mandate
This step involves identifying a trusted person able to administer the executive’s business and personal property while awaiting succession. To do so, a notary establishes a posthumous mandate. It is a notarized deed by which the business manager appoints one or more agents to manage the estate on behalf of and in the interest of one or more defined heirs.
Take out key man insurance to cover the company’s downtime
Key man insurance makes up for the absence of someone without whom a company cannot survive. It covers operating loss, repayment of bank loans, reorganization costs, etc. It helps to keep the company afloat during the transmission time, to find a replacement with the right skills,and to maintain the image with customers and partners.
The manager can also purchase insurance that covers the costs of the transfer. For example, he avoids having to sell the business because of a lack of cash to meet inheritance taxes.
Write a partner’s pact
The partnership pact complements the legal statutes of the company. It is a confidential document, known only to its signatories. It provides for the terms of exit and the pre-emption rights of the partners. In the event of death or incapacity leading to the unavailability of an officer, it may, for example, protect the remaining partners from the entry into the business of an outsider who does not have the necessary skills, such as the spouse of the former partner.
The entrepreneur can freely choose his executor. This person will then be tasked with ensuring that the leader’s last wishes are respected. It can be a relative such as a notary or a lawyer.
Preparing for transmission and succession
The preparation of the transmission is often done when the manager is thinking of divesting his business. However, this is also necessary when the shutdown was not planned. Also, even if the entrepreneur does not plan to stop his activity, he can set up organizations or structuring the company. These will help to promote business continuity. Among the possibilities are the Dutreil Pact, the dismemberment… Good anticipation reduces estate costs, and simplifies the process for successors and heirs.
Business leaders: what happens if you are suddenly “unavailable”? 10 operational advice, Absoluce, October 23, 2020