🪠 Housekeeping 101: The Shareholder's Agreement


Hello Friends,

The December holiday haze has led me towards an actual haze fuelled home organization spree. As I declutter and reorganise, I thought about how my job would be so much easier if I had been more thoughtful in my initial housekeeping. For example, if I had considered my daily needs more, I wouldn't have packed away 2 portable fans deep in the recesses of a cabinet, only to forget about them and purchase new ones.

Today's issue falls within the same theme of the benefits of future proofed housekeeping.

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The Situation:

Lucy is excited about going into business with her good friend, Polly.

They get along very well and have complementary skills.

She wants to ensure that their friendship doesn't suffer from a lack of clarity in business goals, so they jointly drafted a business plan, mission statement and vision.

Next on her list is the shareholders' agreement which Lucy and Polly downloaded from a template depository. It's a standard boiler plate agreement that covers the common issues.

Superficially, it is a good base to start from but Lucy has been thinking about various scenarios that can arise - Scenarios that will require both shareholders to have a stance on. Having a guideline by which they can use to make decisions will be useful.

Polly believes that while that is a prudent initiative, she strongly believes that the probability of those kind of scenarios happening is low. As a result, Polly would prefer they get on with the standard document, in order to get the business started quickly.

Lucy is uncomfortable with that but doesn't want to dampen their partnership start by forcing the issue.

She has to figure out how to get 100% comfortable before entering into this partnership formally.


THE HOLLYWOOD TAKE

In the movie, The Social Network, Mark Zuckerberg and Eduardo Saverin started out as friends - roommates and classmates at Harvard University. They launched Facebook together with Saverin providing business, financial and logistical support and Zuckerberg leading technical development.

Their fallout was due to differences in expectations and a lack of clear communication.

Saverin assumed that he was contributing and working towards the same goal

BUT

Zuckerberg wanted to grow the company faster and thought that Saverin was not involved enough and was not contributing as much as the others.

+

Zuckerberg assumed that making the decision to dilute Saverin's shares would not impact the company

BUT

Saverin retaliating by freezing the company's bank account.


SOCIAL SCRIPT:

Harmony is always the preferred status for the vast majority.

Who wants their peace disturbed?

Who wants awkwardness lingering in the air?

Who wants to deal with passive aggressiveness?

Who wants to be seen as difficult to get along with?

Who wants to be seen as calculative?

Conflict Avoided. Crisis Averted.

That phrase is true in some instances.

However, when you avoid the hard conversation, you avoid finding out the truth.

The truth may bruise your ego but open your eyes and mind to the reality of the best way to do things.


INNER SCRIPT:

Lucy values Polly's inputs but the nagging feeling remains.

She put herself in Polly's shoes to try to understand her point of view.

She understands Polly's enthusiasm and excitement to get started. She recognises that Polly is someone who likes to jump straight into projects. She is a fast learner but not a stickler for details.

Lucy sees the synergy between their partnership.

While she may be slow to complete tasks, she is a more thoughtful and analytical person compared to Polly.

She thought about the possible shareholder issues they might encounter down the road and can understand why they are not of concern to Polly.


ACTUAL SCRIPT:

Lucy has decided to talk it out with Polly.

  • Lucy explains that she understands where Polly is coming from
  • She appreciates Polly's eagerness to get started and is on the same page
  • Lucy explains how discussing the scenarios would be a good way for the would-be business partners to understand each other's preferred method of dealing with issues and challenges
  • While the likelihood of these situations happening is low, it would be a good way to simulate them in order to make decisions in a setting that isn't emotionally charged
  • Lucy further describes how adding these clauses will be beneficial to the business partners preserving their current good friendship and working relationship

How it could work out:

  • Polly appreciates Lucy's persistence in communicating her needs and complies with editing the Shareholders' Agreement
  • Polly further understands Lucy's concerns about the uncertainty of the business
  • Polly and Lucy establish a more open way of communicating challenging issues

OR

  • Polly is put off by Lucy's insistence
  • Polly decides that she wants a Business Partner who is more comfortable with ambiguity

"You have to decide what your highest priorities are and have the courage—pleasantly, smilingly, non-apologetically, to say “no” to other things. And the way you do that is by having a bigger “yes” burning inside." — Stephen Covey

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