Ownership transition is part of the corporate life cycle of every firm.

It provides the organization with the opportunity to grow and expand into new territories and new disciplines, as well as to tap into innovative ideas from a pool of potential new leaders who have the capacity to continue to provide excellent service to existing clients and drive the firm toward new clients and audiences. For senior management, it offers the promise of retirement options with the assurance of leadership continuity for a firm they may have built from the ground up.

Fox Rothschild is home to a team of attorneys which has decades of experience working with the owners of professional services firms in the following fields, and others, to formulate strategic transition programs and plans that foster their firms' growth over multiple generations of ownership and leadership:

• Architecture.
• Engineering.
• Environmental consulting.
• Design.
• Construction.
• Accounting.
• Medical services.
• Dental.
• Market research.

The transition process can be fraught with pitfalls, however. It is critical to understand the process and work side-by-side with experienced counsel who can assist in formulating an effective and comprehensive plan to recognize new leadership, expand ownership and perpetuate the firm.

Our attorneys literally wrote the book on ownership transition, collaborating on the development of the Architect’s Essentials of Ownership Transition, a guide to ownership transition for the architect profession and other similar firms.

We approach the transition process as a collaborative effort, meeting with the firm’s owner or owners and its professional advisers to understand the firm’s needs and goals. Our attorneys pay careful attention to the special considerations – professional and personal – that impact both the business and the principal or principals and employees of the firm.

We work with the firm’s leadership team and its advisers to create and implement an ownership transition plan that will attract and retain future generations of firm leaders, ensure firm continuity and provide current leaders with an exit strategy that rewards their efforts in building the firm.

Services

• Help owners navigate the major questions related to ownership transfer, including associated costs, anticipated compensation changes, and firm governance and control.
• Guide owners through the variety of available strategies to transition their business, including internal transfers, mergers, acquisitions and Employee Stock Ownership Plans (ESOPs).
• Review valuation methodology with owners and advisors to confirm it meets goals of succession planning, including affordability to buyers.
• Implement strategies to identify, incentivize and train future owners.
• Guide owners through the essential series of internal and external meetings to initiate the transition process and vet candidates.
• Provide comprehensive representation related to the preparation of required legal documents such as stock purchase agreements, shareholder buy-sell agreements, indemnification agreements and deferred compensation agreements.
• Assist with:
  • Joint ventures.
  • New venture formation.
  • Shareholder buyouts.
  • Design service agreements.
  • Intellectual property registration and protection.
  • Employment law and HR matters, including employee handbook preparation.
  • Multistate firm licensing requirements.
  • Risk assessment and prevention guidance.
  • Compliance with the Americans With Disabilities Act.
  • Dispute resolution, including negotiation, mediation, arbitration and litigation.
  • Defense of malpractice and contractual claim.

Representative Matters

Fox attorneys have helped more than 100 firms develop successful and sustaining ownership transition programs, including representing:

• A 350-person architecture firm in developing an ownership transition program that resulted in the addition of 35 new leaders.
• A 250-person environmental consulting firm in developing an ownership transition program that brought in 15 new owners.
• A 150-person engineering firm in developing an ownership transition program that initially brought in seven new leaders. The firm has since expanded to 300 employees and 30 owners.
• A 90-person landscape architecture firm in developing an ownership transition program that initially brought in three new owners. Two years later, the firm brought in five new owners.
• A 75-person architecture design firm in developing an ownership transition program that brought in four new owners.
• A 49-employee marketing research firm in developing an ESOP and ownership transition program.
• A 29-employee public relationship firm in developing an ownership transition program.