I am the owner of a fourteen attorney insurance defense practice in Baltimore. I started the firm twenty years ago after leaving behind my partnership in another firm. Of the other thirteen attorneys there are four non-equity partners and the rest are associates. I am sixty three years old and beginning to think about retirement and how I am going to transition out of the practice. Two of the non-equity partners are well seasoned attorneys, have major case responsibility, and have developed solid relationship with clients. I have discussed equity partnership vaguely with two non-equity partners but their interests seem lackluster and they have been non-committal. I would appreciate your thoughts and advice on what my next steps should be.
It sounds like your non-equity partners are on the fence as a result of the "vague" nature of your discussions. It is hard for non-equity partners or associates to commit to equity and taking on the risk of ownership when they don't know what the deal is. This is a scary proposition for them and they need detailed information so they can evaluate and make an informed decision. A vague discussion doesn't cut it. I suggest that you put together an equity partnership proposal that includes:
- Profit and loss statements for past the five years.
- Balances sheets for the past five years.
- A current accounts receivable and unbilled work in process report.
- Tax returns for the past five years.
- Malpractice insurance application.
- Building and other leases.
- Proposed Partnership Agreement
- Proposed Equity Partner Compensation Plan
- Planned date of admission
- Governance and management plan
- Ownership percentage being offered
- Capital contribution or buy-in requirement
John W. Olmstead, MBA, Ph.D, CMC