Business Succession, Transition & Exit Planning

The ScottHulse Business Succession, Transition & Exit Planning Group advises clients in the structuring, restructuring or transfer of ownership of family-owned or closely held businesses to help protect the value of businesses and achieve long-term family goals in tax-efficient ways.

''The transition or sale of a family-owned or closely held business is a once-in-a-lifetime transaction that can affect family members, employees, customers, and the community. We work with clients to develop thoughtful, well-documented plans that help to avoid costly mistakes and eliminate the uncertainty and infighting that often occur during management and ownership changes.''

David Bernard
Shareholder

Independent, family-owned and closely held businesses are a cornerstone of the private sector economy in the U.S./Mexico Borderplex and a strong part of our region’s business and cultural heritage. Our goal is to help preserve the personal and family wealth that is inherent in a closely held business – wealth that business owners have worked long and hard to earn, often over multiple generations.

Our Business Succession, Transition & Exit Planning attorneys in El Paso and San Antonio, Texas, and Las Cruces, New Mexico, have deep experience with closely held businesses and a unique understanding of the challenges related to management and governance, succession planning, generational transition, and tax planning. We have assisted businesses, both large and small and in diverse industries, in the creation and implementation of succession, transition and exit plans, including the sale of businesses. Our experience also includes the transfer of physician practices.

As a full-service, commercial law firm, we are able to draw upon the Firm’s diverse capabilities and resources, including lawyers in our Corporate & Securities, Mergers & Acquisitions, Banking & Lending, Real Estate, Estate Planning & Asset Protection, and Tax groups, to assist business owners in planning and structuring transitions that preserve enterprise value and family wealth, while also addressing intra-family concerns regarding control and the division of wealth. Our Mexico Law practice, which includes licensed representation in Mexico, uniquely positions us to assist clients with business interests in both the U.S. and Mexico. Additionally, we have helped sellers of closely held businesses to establish legacy-building foundations for the purpose of furthering their philanthropic endeavors.

The transition or sale of a family-owned or closely held business is a once-in-a-lifetime transaction, and an inevitable part of a business owner’s strategic business plan and personal financial/estate planning. It requires consideration of organizational, financial, and legal issues as well as personal goals and family dynamics.  Mistakes can be costly for owners and their heirs, and result in problems that negatively affect the company and its various stakeholders – family members, employees, customers, and the community.

Proactive Planning Tailored to Meet Each Individual Client’s Goals and Objectives

All too often the development of a thoughtful, well-documented, succession and transition plan is continually delayed – or totally overlooked – amid the heavy, day-to-day demands of operating a business. However, proactive, professional planning enables a business owner to focus on running and growing his/her business, and helps to ensure a smooth transition by establishing how the business will continue and/or be disposed of in the event of the death, disability or retirement.

Our lawyers are experienced in helping business owners clarify their own personal goals as well as their wishes for the future of their business and its stakeholders. Some business owners may wish to transition management and transfer ownership in ways that provide operational continuity, set the stage for the next generation, and facilitate the transfer of family wealth while minimizing taxes. Other owners might prefer to exit the business altogether with a sale of the company to employees or to a third party. Frequently, however, owners are uncertain about their goals and options, and need an experienced, objective, and trusted advisor to guide them through this process, serve as a sounding board, and help them evaluate their options.

An Integrated, Multi-Disciplinary Process to Address Key Issues and Opportunities

While the goals of individual business owners might vary, the development and implementation of all successful succession and transition plans require an integrated, multi-disciplinary approach and a professionally managed process. That process includes helping owners address key issues and opportunities, which may include and are not limited to:

• Clarifying the business owner’s personal goals
• Defining goals or wishes regarding the future of the business and its various stakeholders
• Determining the value of the business for both transactional and tax purposes
• Identifying and evaluating alternative ownership transfer and exit strategies
• Identifying desired beneficiaries and/or identifying potential buyers

  – Intra-family transfer or gifting
  – Sale to other shareholders
  – Sale to management
  – Sale to employees through an Employee Stock Ownership Plan (ESOP)
  – Sale to a financial or strategic buyer

• Tax planning to minimize taxes, including property tax, federal and state taxes, generation-skipping transfer tax, income tax, and estate tax
• Establishing, where appropriate, a family limited partnership or limited liability company to enable a transfer of ownership on a more favorable tax basis
• Structuring the sale or gifting of business interests
• Drafting of agreements, including and not limited to operating, partnership, buy-sell, and governance agreements
• Structuring incentives and contracts to retain key employees
• Mediating disputes between shareholders or family members
• Representing the owner and the company in a sale to a third party