In this episode, we talk to Rod Hore from HHMC Global about using shares as a talent retention strategy in professional service businesses. We examine what exactly makes shares great for retaining talents, how to set this up for your organisation, and the impacts of having your employees hold shares. We also dig into other alternative strategies you can use besides giving employees shares of the company.
Rod Hore has extensive experience in providing consulting services to the recruitment industry including in preparing businesses for their exit. Today he guides us through the many considerations of using shares as a talent retention strategy, including steps for preparing for new shareholders, tips on how to become more ‘corporate’, and the right way to arrange the ‘wedding’ and plan the ‘divorce’ — using shareholders agreement.
Episode Highlights:
- Why are we talking about this?
- Think clearly about your retention strategy
- Effects of an employee having equity in the business
- Other alternatives besides shares
- How to prepare a business for new shareholders
- Shares should not be gifted
- Splitting shareholders
- Becoming more ‘corporate’
- Arranging the wedding and planning the divorce using shareholders agreement
- Key takeaways
Connect with Rod Hore
HHMC on Facebook
Relevant Episodes:
[EP 006] Nail the Sale Part 2: Preparing your Business for Sale with Rod Hore, HHMC
[EP 005] Nail the Sale Part 1: Preparing your Business for Sale with Rod Hore, HHMC
[EP 066] Market Matters: M&A Market Update in the Recruitment Sector
[EP 021] Five Top Tips to Get Your Business Sale-Ready for Medium to Large Service-based Businesses
[EP 018] What impact will Brexit, Trump and the Asian markets have on the Australian M&A market
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Transcript below!
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Joanna: Hi, it’s Joanna Oakey here and welcome back to Talking Law, a podcast proudly brought to you by our commercial legal practice, Aspect Legal. Now today we have on the show Rod Hall from HH MC Global to talk to us all about using shares as a talent retention strategy in professional service businesses. Now I always love discussions with Rod, in fact, Rod has been a serial guest on both talking law and our sister podcast, the deal room podcast because really, he has so much to share, being a 40 year veteran of Australian and international IT and corporate advisory organizations, who was a whiz at advisory services for mergers and acquisitions, but also in assisting businesses and in particular recruitment businesses in the management of their business and also the preparation for sale. Now in this episode, as I said, we are really digging into this topic of using shares as a talent retention strategy, which is particularly relevant for professional service businesses, but also perhaps more broadly as well. And so in this episode, we’re digging into shared set retention strategy, the alternative to shares preparing for new shareholders becoming more corporate, and arranging the wedding and planning the divorce shareholders agreements. So buckle in here we go for a discussion with Rod Hall from HH MC global. Welcome back to talking law Rod, it’s so good to have you on the show again
Rod: It’s a pleasure, nice to be here again. And we always find interesting topics to talk about, which is great.
Joanna: We do. And today, of course, we’re talking about using shares as a talent retention strategy in professional services businesses. Now, this is something that I mean, there’s nothing new about it, of course, it’s something that’s been around for a very long period of time. But it’s a topic that is actually coming up a lot in, in our clients. And in, I think just general discussion at the moment for the business. So what’s your perspective on it?
Rod: Well, it certainly is coming up in conversation a lot more. And maybe some of the deep thinking that’s gone on over the pandemic period has helped that process. People have been very concerned about retention and keeping the best people and all of those topics. And so therefore the shares conversation comes up. And there are probably two things that always struck me about this one. One is the implications of that, what does an organization have to do? And you did a very, very good podcast just recently, I even wrote down number Episode 168, which was talking about shareholders agreements. And so that that prompted a few things in my mind as well. But But when we get involved in the conversations, and it’s it’s the small to medium services based organizations where the staff are the asset of the organization, and we mostly work in recruitment, but I think this applies to all of those services type organizations, there’s not a lot of knowledge about it. And most of the people who are considering bringing in new shareholders or changing their shareholder structure, are doing it for the first time, and they don’t have much experience with it. And so they tend to ask their mates, what’s going on? They, you know, it tends to become a pub conversation. What are you doing? And how are you going about this, and the guy at the pub always says, give your staff shares and they’ll never leave. So, you know, there’s a bit two bit more to it than that. And I think people need to think about some options. And if they do decide to go down that path, then there’s a whole range of work that they need to do. And maybe we can talk about some of that today.
Joanna: Yeah, and but I guess it is good to come back to, to this focus of the pub talk, as you say, you know, number one, it’s recognizing that as employers, there is a need to think clearly about your retention strategy. So that’s the first thing number two, it’s that having employees holding equity can sometimes be very positive thing for the business. So I think that’s, it’s probably implicit in what we’re talking about today. But I just wanted to talk about that really, really briefly in terms of what both of our experiences have been in seeing the benefits, but also perhaps in seeing some of the downsides as well. So from my own perspective, I think, you know, when, when employees have equity, suddenly their approach to a business can change. And it’s really, it’s fascinating to see that change from employee to owner mindset, you know, and, and it’s lovely watching that sometimes. And I think that’s a positive and, and certainly also, just one thing to throw in there from a succession perspective, as well, it’s a great way to start to build that succession, you know, plan for the future to be lining people up, number one, maybe who might be ultimate owners, but number two, who will help contribute to the longevity of the, you know, the staff connection to the business as a whole for someone else who’s coming into to buy shares within a business. So there are some positives, right?
Rod: Yeah, no, that look, there’s absolutely some positives, but it’s not for everybody. And so yeah, you know, just on the in terms of, so first of all, it’s not the only strategy. I mean, you can do things like profit share, and you can do things like other activities to encourage people and make them feel like they’re part of the process and to give them some growth opportunities, and so on. I mean, shares are not the only option. But the second thing is, is that if you are going to give shares give, I’ll never use that word again. If you’re going to get shareholders into your organization, you do need to make sure that from a personal perspective, from the founders perspective, whether that’s one or more, that’s actually really what you want to do, because it changes the nature of the organization. If you’re running a little family lifestyle, business, and you bring a shareholder in, you’ve got all sorts of obligations that you probably didn’t want to inherit. If you’re running a bigger organization where you’re aiming for a trade sale, maybe that’s a little bit of an impediment, we can talk about that or maybe that’s a benefit, you know, so so is it the style of business where you, you’re looking for that potential succession planning or MBO type arrangement? Or are you looking for something else? You know, you got to know yourself and have your own thoughts clear before you get down this path?
Joanna: Yeah.
Rod: But when it works, when all the dots line up, it is a great option. And there can be many, many benefits.
Joanna: And maybe let’s also just very quickly talk about the flip side as well. What what are some of the downsides that you’ve seen? Can you think of any particular examples? I’m thinking of one, I have to admit, right at the moment of a client who came to us just last week, who had given and I think, in this case, they had given shares to a staff member or an employee. And then things turn sour as happens. And, they didn’t have any clarity in the shareholder’s agreement about what exit would look like. So when it came to the point of, you know, the employee moved on, they still had the shares. And so the issue then was, well, how do we get the shares back? And then there’s this whole battle going on at the moment, in relation to what does that look like? What is the value of the shares? And you know, of course, from an employee perspective, as well, that that can be a massive issue. And of course, there are ways that we can deal with that if you have protected it from the beginning. But there’s so often the case that, that, you know, business owners haven’t thought about the exit, or the, you know, when they setting up the beginning. So what about you?
Rod: No, no, look, I see that as well. And I think, you know, that the first thing that we talked to people about is, are they prepared for the big step up in corporate responsibility. So you can be pretty relaxed as a small to medium business. And in terms of how you do things, personal expenses, and how you communicate to the shareholders, and all of those sorts of things can be very, very relaxed. But if you want to bring and now a new shareholder in, who is not a founder of the business, maybe not a member of the family, all of those sorts of things, then all of a sudden, you’ve got to actually clean up yourself a little bit, because, as a metric, we have an ever checklist for this because we talk about it so often. So for example, we’d recommend that everybody has an employment contract. That sounds like a strange thing to start with. But you want to be able to measure people’s performance. You want to be able to take action if they’re not performing. And the fact that they’re a shareholder shouldn’t prevent those things from happening. Quite often if there’s a group of founders in a small to medium business, they don’t have a share. They don’t have any employment contracts because they’ve never got around to it. You probably need to take your personal expenses out of the books, you probably need to report the financials a little more diligently than you do at the moment, you certainly have to think about dividends and all of those components, because now there are other shareholders to consider. So So, you know, that requires some pre-thought, and some business owners may not want to do that in the future. And that’s a justified decision. But if they are going to bring in shareholders, they need to be protected by their, you know, legal rights. Well, appropriately, you’ve got to do all the right things. And that’s before we talk about shareholders agreements in the divorce scenarios.
Joanna: Yeah, yep. Okay. All right. So we’ve talked about, I guess, the positives and the, you know, the general body of risk in using shares as a retention strategy. So and we’ve talked very briefly about the alternatives. But maybe we just dig into that, briefly more the alternatives to shares, we talked about setting up bonuses and, you know, incentives based on the performance of the business without actually giving equity. Sometimes you may think that what employees want is equity, but that that can sometimes be a concerning thing for employees. And you may not even realize this, perhaps, with your entrepreneurial head on where you may see business ownership as a really positive thing, sometimes, employees don’t necessarily view it with the same lens. And whilst they’re happy to look at the upside of participating in a portion of the profit, they can be fearful about, you know, holding shares that may not be liquid for them, that they may have difficulty selling, ultimately, and transferring into value,
Rod: Or they just may not understand that, and therefore run away from it, because it’s something that’s not understood. And look, and, you know, you may think you know, your staff very well, but this is a different conversation to have with them. So what you talk to them about their skills and their ability to do their current role and their job aspirations, it’s entirely different, when you’re now starting to talk to them about their propensity for risk, their wealth creation plans, what their partner thinks of this, you know, all of those sorts of things come into it, because it’s an entirely different conversation. And it might be that they actually don’t want shares, they might actually be able to be, you know, satisfied at work it’s Rod waving his hands and putting quotes around that. By doing things like participating as part of the executive team, they want more responsibility and more say, in their business, but they don’t necessarily want to be an owner of the business. Or maybe you can find, you know, special strategic projects for them to do in addition to their job because they’re ready for more things to do. But they don’t necessarily need shares. So unless you investigate that you’ll never know, but, but it’s sort of a hammer and nail opportunity. When you’re starting to talk about shares, you need to very carefully get to know your, your staff, your senior staff, what’s going to motivate them to stay in the organization and to be fulfilled? And then how can you satisfy them?
Joanna: Yeah, so perhaps some initial discussions where you’re absolute, you know, you’re talking and you’re listening, and hearing what it is that your employees really are after, what do they want.
Rod: And so for many of them, just like a phone, by the way, for a lot of the founders who went and started up a business, it’s the first time they’ve stopped being in an executing this trade, if I can use that bad analogy of working on in their industry as a professional, to now starting to think about business ownership issues. And so just because you’ve been through that, as a founder over the last X number of years, it doesn’t mean your staff don’t also have those issues. And, and maybe this is the first time they’ve had to think about it. So you can’t jump in and make people or assume people are going to go forward or make a decision very quickly. They need to be gently brought along on that path if that’s what they want to do.
Joanna: Brilliant. Love it. Okay, so now we should probably, perhaps move on to how is it that we prepare a business for new shareholders? What’s your perspective on this?
Rod: In some ways, it’s, you got to do all the boring stuff first because you’ve got to be very, very clear that this is the right step for your organization and for the existing shareholders of the organization in terms of where they want it to go forward. So, you know, is your vision of where the organization’s going to be in the future is your you know, your plans? And that’s personal as well as business plans. Does this match it? Okay? So if you get that right, and you say, yes, this is a path we want to go down. And you might spend a few months actually getting some advice and talking about that and everything, then don’t spring it on your staff as I just said, you’ve actually then got to broach the idea with them and bring them along gently. So there’s the whole internal process of getting people’s minds in order and educated so that they understand what the opportunity is and what the potential of the opportunity is, and why they’re being asked and how this might impact them going forward, then you’ve got all the technical components to do. So we talked about them becoming more corporate. So getting your house in order so that you can actually handle this better, starting to get some legal advice, starting to get some advice about all of the scenarios out in the future that you really should cover off now when it’s easier to cover them off. So that you can bring people in, you can get people out, what do you need to do for that you need to have valuations and all of the components of that, you’d certainly need to have a shareholders agreement. And we could talk about that, again, because I think that’s really, really important. You know, it is such an important business document,
Joanna: It really is. And maybe we’ll talk soon about why some of the difficulties, I guess, in setting a shareholders agreement up are the reasons why, you know, quite often shareholders agreements aren’t in place. The problem is, if it’s hard at the beginning, if it feels hard at the beginning to set it up, I’ll tell you what, you know, you can’t even guess how much harder it is to deal with
Rod: Exponentially harder
Joanna: When you know, when when, you know, parties aren’t agreeing because generally right at the beginning, everyone’s singing from the same hymn book, but it, you know, setting shareholders agreements up really helped you to ask those questions that need to be asked along the way. And we’ll talk a little bit about, you know, thinking about exit soon. But one thing that I just wanted to throw in, we’re talking about shares here. But the other way, I guess, to organize these, and it’s important that we remind our listeners, sometimes it doesn’t have to be the issue of shares, but it might be options for shares later on down the track. And the difference there is shares are something that you might you can either issue them right now, and they might be purchased now. They might be a, you know, purchase price that is deferred or paid overtime. But there could also be options. So it could be done on the basis of certain triggers, or performances, KPIs being met. And sometimes that can be a softer way to enter into this sort of, you know, you still need to think about your shareholder’s agreement from the beginning. But you perhaps is a way to bridge this gap, sometimes between where the employee feels they are right now to sort of softly, softly bring them along over time, they have this option, you know, whether they pay for the option, or are they given the option for the future exercise on the basis of the performance, their performance over time. So that can be a way to help bring them mentally along, I think.
Rod: We’ve also seen a lot of what I call Phantom shares or golden handcuffs where people are saying, Hey, we’re a pretty small business, I plan to sell in the next three years, or whatever it may be that you sit and expose to your staff, I really want you to be part of it. And I want you to be rewarded when we sell the business. So I’m going to give you a legal document that says if I sell the business, then I will pay you X per cent of the sale price. And so you know, you’re incentivizing the staff to stay with you for that period. You’re not giving them anything in the short term. But you’re creating you know, a proper obligation, that if you go down a sale path, you’ll actually share the rewards to them.
Joanna: Yeah. And I’ve seen this done really well, a few times. In fact, in a transaction, we have worked on together, Rod. I’m not sure if your recall many years ago, but certainly, I’ve seen this use really cleverly, as a way for employees to really, you know if we’re going to start, we might as well throw in here, I think this dovetails well into this concept of exit, because there’s quite often I find, with business owners this, this real confusion about when and how they communicate to their staff, that they’re looking at the exit. And in fact, bringing the staff along with them in terms of giving them some sort of uplift or benefit from, you know, preparing the business for sale, and then ultimately, the sale of the business is actually you know, can be a wonderful way to bridge that communication gap as well. Right?
Rod: It can I mean, it puts all sorts of things on the table that normally are not discussed and not shared and it does add to it. I’ll give you an example. My brother is actually retiring next month from an architectural firm as a managing director of an architectural firm. And he’s the second generation of that architectural firm, not from our family, but he bought into it became the CEO of that organization. And he’s passing the baton on to the next, the next generation. And, and that’s, that’s fascinating. And it’s been really interesting for me to observe that from the outside because this was an organization where, you know, the process of shareholding and regeneration of the organization and so on is, is defined in the culture of the organization. That’s how they do it. And yet, it took years to bring the next level up to the point where they could actually take on that responsibility and do the purchase of the shares and accept the responsibility of the leadership roles and all of those sorts of things. So, you know, again, it’s just reemphasized, in my mind that, you know, all of these processes, you can’t make assumptions about the people, you’ve actually got to put in place programs to get them to where you want them to be.
Joanna: Yeah, yeah, brilliant. I absolutely love it. So of course, the question of the valuation or the value of the shares, whether their shares or options, however, we’re approaching it, is something that is quite often, I think, mulled over by employers who are looking at these owners of a business or looking at this as a strategy, what’s your perspective? And I guess to be clear about it, many times, business owners will consider gifting versus selling, gifting selling at a discount selling it the actual price, from an options perspective, it’s is there an option fee? And when the option is due to be exercised what’s the price for that? So there are lots of pricing considerations? Where do you sit in this Rod?
Rod: Okay, so I think that the founders of the business have taken all the risk, and put on all the hard work to get something from zero to something. And, and so as long as we’re not talking about the first two or three years of the operation of the business, but beyond that, I think that you should never give away shares, you know, that’s sort of a personal philosophy of mine. Because I think the incoming people need to understand the risk and effort that has gone to get the business where it is today. And they need to pay for that, even if it’s a generous payment in terms of its valuation, but they need to understand that there’s a value to the business. And then the goal to go forward is to actually raise the value of that business. And I also think it means that people will treat it exceptionally seriously because it’s possibly the first time they’ve had to go out and either raise a loan or put some, you know, do something to actually purchase into a business like this. And so it adds to the conversation incredibly.
Joanna: I think that’s a really good point, I actually had this discussion yesterday, with an employee of the practice, who came to me and said that he had been offered shares. And so he was looking at taking this option, as opposed to another option that he had on the table somewhere else for the acquisition of the business. But he looked at it with a bit of scepticism, I think because there was no value that was attributed to the shares that he was being offered. And I thought, you know, that’s quite interesting, isn’t it? And, you know, we talked about, and we talked about managing risk in a situation and the different ways to deal with it. But I just thought, it’s really interesting because I can understand where the owner was probably coming from, you know, in feeling that it made sense, you know, to take away any of the hesitations of an employee to hold the shares. So they’re getting the benefit of skin in the game of their employees but taking out that decision-making process. But the funny thing was in this situation, it can create the flip side, which is this, these feelings, right? Yeah, there’s something wrong here. What’s going on?
Rod: You can do all sorts of things, you can do things like give them a new title, give them a slight pay rise and the value of that pay rise will pay for the loan they need to get out to buy the shares or something. So you can fiddle the books any way you want to, but you got to make responsibility for the person coming in because I think they’ll treat it with much greater respect.
Joanna: Yes, yes, absolutely. Okay, so shares should not be gifted, we’ve covered off here. But I like some of the creative ways that you’ve suggested, Rod, how we can deal with that. One of the other things that we should think about in preparing new shareholders, obviously, we talked about the need to get some of your legal in line initially, and I think as a whole, cleaning up the business, making sure it’s got, you know, proper foundations in place because you’re going to have, you know, a view I guess you’re starting to look at the business from a more professional standing back and objective viewpoint, then you as the one you and your business merged into one, which is, you know, even if it’s you without the partners quite often there is this merging of identity.
Rod: It is and it becomes a club, and that’s, that’s and that’s very hard to break that club. So one of the challenges we see when we go into growing businesses is that the founders are the executive team. And they are the legal directors and they are the shareholders. And it’s impossible for anybody in the organization to actually have equal standing in terms of sitting with them as the executive because they know that they’re not. And so you’ve got to actually work consciously. And employment contracts are part of that process of breaking all that up. So that you only Well, here’s, here’s the Rod’s, Rod’s view of this, okay, 95% of the time, you think you’re part of the executive team, and you act as though you’re part of the executive team. And if there are other members you want as part of the executive team, you treat them equally, and you treat them with respect, about 5% of the time you treat yourself as a legal director. Okay. And you have separate meetings for that with a separate agenda, and you only talk about issues that are appropriate for being a legal director. And you never, ever, ever talk at the business about being a shareholder. That’s what you’re talking to your partner at home about. And so the worst possible scenario is somebody walking into the organization and say, I told you, I wanted that done. And I’m a shareholder here, and you’ve got to do it my way. And that is, you know, you’re not building a team, you’re not building an organization at that point. But when you’ve got this group of people who’ve worked very hard and founded the organization and have taken it forward, it’s actually they’ve got to consciously work at breaking that up. But they’ll never get people rising in the organization if they don’t break it up. And if they have challenges on the downside, where some of those original founders now start to change their mind about how hard they want to work, or whether they’re performing or some other issue, then that also creates problems, because they’d probably don’t have the mechanisms to be able to deal with it.
Joanna: Yeah, yep. Okay. All right. So So we’ve talked about, we’ve talked about generally shares as a retention strategy, we’ve talked about the alternatives, we talked about preparing for new shareholders. So what are the other elements that you think, you know, employers, business owners, perhaps don’t understand about this area and should be alert to?
Rod: Well, things, you know, big, big, certainly becoming more corporate is actually not to be undertaken lightly. So there’s really two components to this isn’t it is that do your homework and make sure that as a corporate organization, or as an organization, you’re prepared to go down this path, but then understand all the things you’ve got to change to enable that to be successful. So, you know, the executive team, legal directors, shareholders are one issue, but all of those things about how they, how the finances are managed, and all that. So all of that component. And that’s got to be done in conjunction with bringing the people along on the process so that they really do become shareholders, and they’re ready do become more involved with the business and part of the business in a different way. So both components of that need to be worked on. And if you don’t do that, you can just run into all sorts of problems. And I suppose I’ll move along because I think I think all of that then becomes the discussion about how you’re going to run the business going forward. And therefore, you’re now starting to talk about the shareholder’s agreement, because there will be many fallacies, and many misunderstandings and much pop talk about what becoming a shareholder really means. And the shareholder’s agreement is where you sort that out. And it’s a unique arrangement between the shareholders for that organization. So it is a negotiated outcome, it is a way that you want to work. And it’s a lot of discussions as required. We encourage people, and I’m sure you do as well, to have all of those conversations when everybody’s feeling very red-cheeked and rosy with each other. You know, so while you’re arranging the wedding, actually plan the divorce is our advice.
Joanna: And I think that’s such an important point, because as we were talking about earlier, you know, today in this discussion, we run this webinar the other day, and polled the attendees, and we’re talking about shareholders agreements and polled the shareholders on how many attendees had shareholders agreements already in their business, how many didn’t? How many had a shareholders agreement, but it was in draft and not signed? The reason I was interested in that, and the answer was around about 30 to 40% of the people who are on the call, you know, admitted to the fact that they’d started the process, but not finished it. So there are two components to this. They’re starting the process, there’s finishing the process actually finalizing and agreeing and signing it off. And and and then there’s also making sure it stays current to where you are in the business today. But then I must say, so firstly, there is a massive number of you know, new clients will come into us who are suffering some sort of dispute whether or not that’s an issue at the exit or an issue with the current business partner, you know, whether shareholder, whatever and they don’t have in place a shareholders agreement. So that’s the first thing when you don’t have something in place, then the problem is how is it that you will never get that agreement. How will you deal with that now when there’s already animosity? And it’s very difficult to do that. And the reason why, quite often shareholders agreements aren’t in place at the beginning, is because the discussions can feel a little bit difficult. But they’re much more difficult when there’s animosity than right at the beginning when you’re all on the same page. You know, when I say shareholders agreements, it’s that opportunity to ask the questions you should be answering right at the beginning?
Rod: Well, I think they’re very difficult. And I think you need an external person in the room because the external person has no skin in the game and can ask all the really dumb questions that everybody else is afraid to ask. Well, they’re not so dumb, are they? Because they need to be asked. They’re hard questions maybe, like, you know, and some really basic stuff that probably people don’t think about ahead of time, you know, so if somebody dies, are they share now part of them, you know, do they get wheeled through to the estate? Or do they get bought back by the business? You know, do you do we want an unknown external shareholder in the business or we’re going to do something about that, you know, so all of those conversations, or what happens if a person underperforms and has to be sacked out of the business? Are they allowed to keep their shares, you know, so? So they’re really, really interesting discussions. That would not happen unless somebody was actually coordinating that and structuring that conversation. And it’s great when we get involved in that, because, we think we had an incredible amount of value and cover a whole bunch of territory in a very short amount of time. And it prevents some of those problems out into the future.
Joanna: And I wholeheartedly agree with you, Rod. Because this is where, obviously, there’s a lot of things from a legal perspective, you have to get organized. But a lot of what you’re deciding also comes back to questions that are a lot bigger than just, you know, the legal answer, how, you know, the choices that you’re making from a legal perspective. And I think the idea of having someone sit with you and work you through the bigger extensions of the questions that you’re dealing with is such an important point. So how is it that you work with clients in this process? What, what do you find works best?
Rod: Within our specialization, which is the recruitment industry, there are literally 1000s of small to medium businesses, and most of the business owners are approaching all of the business components of running a business for the first time they grab recruiters but they running the business component for the first time. And so we assist them with general advisory work when they ring up with a question. We do a lot of valuations. And that often gets involved in this conversation. And because we get asked it so often, we now have a bit of a process to take organisations through, not only getting those founders organized about what the implications are of what they were about to do, but working with the internal staff who were thinking about, or we go about to be offered to come up and maybe be a shareholder and be part of the executive team. And so depending on the scenarios, we might have a fairly light touch. Or we might be very deeply involved with them while they go through this transition process. And one of the things we do, by the way, is we like to have the I suppose what I call the business component of the shareholder’s agreement, not a doubt. But we’re not lawyers. So we then hand it over to a lawyer and say, okay, now we need to turn this into a proper shareholders agreement and make it a legal document.
Joanna: Love it, absolutely love it. And, of course, I guess from our perspective, you know, the things that we really think about from a legal perspective relate to how decisions made what’s your expectations between the shareholders in relation to what, you know, you’re expecting, each will contribute or won’t contribute, you know, because I often find that that can create simmering, you know, simmering issues over time, when perhaps there are, you know, not clearly communicated expectation between each of the shareholders as to what each other will do. And, of course, exit and I’d really like to come back and have you back on our podcast to talk about how this links into exit as well, because there are some really critical components. There are some critical components of a shareholders agreement that link to what does this look like at the exit and how might the decisions you’re making today impact you at the exit, but there’s also a lot of, I guess, deeper discussion as well. So I’d love to have you back on the show, Rod. But one of the things that I’d like to point out today as well is that Rod and I will be running a webinar that is specifically focused on this topic. So check out the show notes for details on the webinar so that you can register and no fear if you’re watching this and the webinars already passed. You’ll find ways in the show notes of also being able to get in and to have a look at that replay but I just want to say a massive thank you Rod for coming on to the podcast today maybe if you can share with our listeners, how they can contact you at HH MC if they’re interested in getting assistance going through this process.
Rod: Yeah, look, our website is easy to find hhmc.com.au, all the contact details there. Love to have an initial conversation with you and see if we can help.
Joanna: Brilliant. Okay, wonderful. Well, Rod, thank you so much as always for coming onto the show. I’m really looking forward to the webinar that we’re about to run on this topic and looking forward to having you back so we can dig into exit a little bit more.
Rod: Thanks so much, Joanna.
Joanna: Well, that’s it for this episode of talking law. Just as a quick recap, of course, today, we’re talking all about using shares as a talent retention strategy particularly relevant to recruitment businesses and other professional service businesses, but also more broadly relevant to businesses where talent retention is really important. And in fact, that could be said to be almost any business. I hope you found the information that we covered today useful. And if you’d like more information about these topics, then just head over to our website at www.talkinglaw.com.au where we have the transcript available for free download, and they’re through that website and also through the show notes you will also be able to find out how to contact Rod Hall at HHMC global if you would like someone to walk this decision plank with you and help line you up in the best possible way for using shares as a talent retention strategy, he works particularly with a recruitment businesses and also if you are looking at setting up the sort of strategy within your organization, then you want to make sure that the legals are aligned closely so in order to do that, head over to our website or the show notes to find out how to contact our lawyers at Aspect Legal if you or your clients would like any assistance with setting up the legal documentation to set this up and of course their shareholders agreements that are critically important along the way and finally if you enjoyed what you heard today, then please pop over to iTunes make sure you press subscribe on your favorite podcast player and leave us a review now if you’re really interested in this topic, don’t forget we have another episode similar to this, it’s really the extension of this topic really about how using shares as a talent retention strategy can impact to in building for an exit we have this on our sister podcast, the deal room podcast so if you’re interested in hearing more about this topic and the connection to these as an exit strategy or connection of this whole topic to how it might impact your business at exit then head over to the deal room podcast and of course in our show notes will actually link through to that episode as well. Well, that’s it. Thank you for listening in. You have been listening to Joanna Oakey and talking law, a podcast proudly brought to you by our commercial legal practice Aspect Legal. See you next time.
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