1
Document the current ownership structure
Record the legal entity type, all owners with their exact ownership percentages, share classes, and any existing shareholder or operating agreements that restrict transfers.
π‘ Pull your corporate registry filing and current cap table before filling this section β verbal understandings about ownership are often wrong when checked against documents.
2
Define your succession goals
Write down what a successful transition looks like in concrete terms: minimum sale price, target timeline, employees retained, family legacy preserved, or any combination. These goals govern every downstream decision.
π‘ If there are multiple owners, each should write their goals independently before a joint session β hidden conflicts surface faster this way.
3
Identify and list succession trigger events
Specify each event β retirement date, death, disability, voluntary departure β with the precise conditions that constitute each trigger, including any certification or notice requirements.
π‘ Have legal counsel review the disability definition before finalizing β courts have ruled on narrow vs. broad definitions in buyout disputes.
4
Name your successor and document their development plan
Identify the primary and backup successors by name. For each, list their current role, readiness gaps, and a milestone-based development plan with target dates for closing each gap.
π‘ If the successor is a family member, consider having them serve in an operational role outside the family business for at least one year before the plan is finalized β it tests genuine readiness.
5
Select and document the valuation methodology
Choose the valuation method (EBITDA multiple, DCF, asset-based, or third-party appraisal) that fits your business type. Record the agreed multiple or approach and set a schedule for annual updates.
π‘ For most SMBs, a third-party appraisal every 3 years with an EBITDA-multiple check annually is a practical and defensible approach.
6
Specify the ownership transfer mechanism and funding source
Document how ownership moves legally (sale, gift, installment, ESOP) and how the buyout is funded. Confirm that insurance policies are in force and that financing pre-approval has been obtained where applicable.
π‘ If using key person insurance to fund the buyout, verify the policy benefit equals at least 80% of the current valuation β policies taken out years ago are often severely underinsured.
7
Draft the contingency and interim authority provisions
Name the interim manager for an emergency gap period. Define their authority ceiling for spending, contracts, and legal decisions, and ensure they are already an authorized signatory on key accounts.
π‘ Inform your bank, accountant, and primary suppliers of the interim manager's identity now β not after a trigger event, when stress makes every delay worse.
8
Build the transition timeline with checkpoints
Create a milestone schedule from today through the final transfer date, with a checkpoint every quarter. Assign an owner to each milestone and set a review date for the plan itself β at least annually.
π‘ Treat the annual plan review like a board meeting β put it on the calendar for the same month every year and use the current valuation update as the anchor agenda item.