Greg London Tax Senior Manager – Deloitte What to Consider when Planning Your Business Succession
Systematic Approach to Succession Planning Goals To ensure the orderly transition of your personal and business affairs in the event of your disability, retirement and/or death
Systematic Approach to Succession Planning When properly designed, it lets you: Benefit now + Be the architect of your success plan for the future Benefit now + Be the architect of your success plan for the future
Systematic Approach to Succession Planning You need a plan if you answer NO to one or more of the following : Do you have a contingency plan should you become disabled? Are you dependent upon your business to meet your retirement cash flow needs? Is your successor identified, ready & in place? What degree of family involvement do you see your family playing in the leadership/ownership of your company? Disability Planning Business Strategy Assessment Will Planning and Power of Attorney Retirement Planning Compensation Planning Management Talent Assessment Business Strategy Assessment Family Issues and Communication
Systematic Approach to Succession Planning Are you currently using techniques to reduce current income taxes and capital gains taxes arising on death? Do you have enough liquidity to avoid a forced sale of the business? Do you have a buy/sell agreement in place? Tax and Estate Planning Life Insurance Analysis Will Planning and Power of Attorney Tax and Estate Planning Life Insurance Analysis Will Planning and Power of Attorney Shareholder Agreement Current Business Valuation
Systematic Approach to Succession Planning Have you had your business valued recently? Have you considered alternative corporate structures or share ownership strategies to help you achieve your succession goals? Shareholder Agreement Tax and Estate Planning Current Business Valuation Share Ownership Strategies Business Strategy Assessment Corporate Structuring If you answered NO to one or more of these questions, then you need to review your Succession Planning
Exit Strategies Family Succession –Estate Planning – i.e. Estate Freeze –Holding Companies –Discretionary Family Trusts Leverage Buy Out –Growing The Right People – Long Term Outlook –Financing Sale –Team, Planning and Clear Objectives
Estate Planning Tools Current Will – Living Will Trusts –Inter-vivos –Testamentary Estate freezing Buy/sell and Shareholder agreements Power of attorney
Your Will Most flexible estate planning document Seeks to establish plan whereby death taxes are minimized/deferred Testator must be mindful of: –Family dynamics –Quantum of estate –Income tax implications Recommend Will be notarized and be drafted by legal counsel Particular bequests (e.g. specified amounts left outright to particular beneficiaries including charitable gifts) Residue left outright or through testamentary trusts
Estate Freeze Limits capital gains on death –Reversing the Freeze Shifts future growth to next generation –Tax Deferral Provides Income Splitting Opportunities
Estate Freeze Objective: To cap the value of an estate so that any future growth accrues to the next generation Techniques: Corporate Reorganization Typically includes Introduction of a Family Trust Long term income tax deferral of the tax liability on the future growth in value that would otherwise be triggered on death.
Estate Freeze Three key questions which should be addressed before undertaking an estate freeze: 1.Will my children succeed me as owners of the business? 2.Will I have enough assets to live on after the estate freeze? 3.Is it reasonable to assume that the value of my shares will appreciate?
Estate Freeze / Family Trust How it works Exchange your common shares of Opco for frozen preferred shares. A Family Trust is created that subscribes for new common shares Family Members Trust Opco You
Family Succession Other Issues / Opportunities –Knowing the value of your business to allow you to plan for succession. For example, a valuation helps determine: How much do I need to live on? Insurance – is it adequate Buy-sell and shareholder agreements – value for buyouts Plan for value enhancement – to know where you are going, you need to know where you are now!
Contact Information Greg London Tax Senior Manager Fort William Building 10 Factory Lane St. Johns, NL A1C 6H5 (709) 758-5210
Deloitte, Canadas leading professional services firm, provides audit, tax, financial advisory services and consulting through more than 6,600 people in more than 46 offices. Deloitte operates in Québec as Samson Bélair/Deloitte & Touche s.e.n.c.r.l. The firm is dedicated to helping its clients and its people excel. Deloitte is the only professional services firm to be named to the Globe and Mails Report on Business magazine annual ranking of Canadas top employers for two consecutive years: 35 Best Companies to Work for in Canada in 2001 and 50 Best Companies to Work for in Canada in 2002. Deloitte refers to Deloitte & Touche LLP and affiliated entities. Deloitte is the Canadian member firm of Deloitte Touche Tohmatsu. Deloitte Touche Tohmatsu is a Swiss Verein (association), and, as such, neither Deloitte Touche Tohmatsu nor any of its member firms has any liability for each others acts or omissions. Each of the member firms is a separate and independent legal entity operating under the name "Deloitte, Deloitte & Touche, Deloitte Touche Tohmatsu or other related names. The services described herein are provided by the Canadian member firm and not by the Deloitte Touche Tohmatsu Verein.
Gordon B. Lang & Assoc. Inc. Founded in June of 1995 Gordon B. Lang, President & C.E.O. Fellow of the Faculty of Actuaries in Scotland (1967) Fellow of the Canadian Institute of Actuaries (1967) Associate of the Society of Actuaries (1976) Fellow of the Conference of Consulting Actuaries (2005)
Gordon B. Lang & Assoc. Inc. Main offices: Toronto, Calgary, and Vancouver Branches: Ottawa, Montreal, Halifax, Edmonton, and Prince George
Gordon B. Lang & Assoc. Inc. Specialty products developed for: Professionals with professional corporations Owners of private companies Senior executives of large private and public companies
Strategy To provide, within a government approved approach, structures to entrepreneurs that will: Clarify retirement planning Provide tax relief now and in the future Reduce risk to capital Enhance retirement income
Specialty Products Developed For: Individual Pension Plan (IPP) Retirement Compensation Arrangement (RCA) Employee Profit Sharing Plan (EPSP) Health & Welfare Plan (HAWP)
Features Registered Pension Plan Limited to participant, spouse, and adult children Same contribution limits as Defined Benefit Registered Pension Plans Designed to maximize contributions permitted by CRA
Ideal Candidate Age 45 to 69 Maximum T4 Income $116,111 for 2008 Reasonable business history Corporation or Professional Corporation in place to sponsor the plan Employment relationship (T4, T4A, T4PS) Wish to replace the shareholder bonus strategy
Recent Popularity Canadian business owners are approaching retirement in tremendous numbers Many retirement plans require greater discipline Meaningful tax relief is sought Cost and complexity not an issue with the right actuarial partner
Contributions Contributions by employer (and employee) are tax deductible Benefits are taxed when received Investment income is tax exempt Not subject to payroll tax
IPP Maximum Allowable Contributions Age in 2008Past Service**Current Service* 40$39,800$20,000 45$73,800$23,100 50$111,100$25,400 55$152,200$27,900 60$197,200$30,700 65$250,600$33,900 71$552,600$54,400 * Based on Maximum Earnings updated to 2007 of $116,667 per annum ** Subject to RRSP transfer of $305,400 Amounts certified by actuary to fund defined benefits. Samples of maximum year 2008 tax deductibility:
Advantages Greater tax deductible contributions Creditor protection Expenses tax deductible Plan Surplus belongs to participants Investment returns balanced by contributions Not subject to provincial payroll taxes (NF, PQ, ON, MB)
IPP vs RRSP Asset Accumulation Age 52 year old with full past service back to 1.1.1991 and maximum earnings. AgeIPPRRSP 60$ 1,268,764 $ 891,947 65$ 2,172,126 $ 1,494,112 71 $4,138,484$2,662,683
Advantages, continued No need to wind up plan on retirement Spouse and adult children may be participants if employed by sponsoring company Additional lump sum contributions available immediately before retirement CPP/OAS bridging benefit to age 65 Unreduced pension @ 60 with 3%/yr reduction to age 50 (age 55 in N.B.) Full CPI indexing
Advantages, continued Simplified financial planning due to known income on retirement Actuarial principles and strict government rules enhance safety of investments Growing and bona fide tax deductions
Requirements Corporate sponsor An employment relationship with the corporate sponsor Past corporate relationship, employees who previously received T4 or T4PS Consistent cash flow to fund annual payments
Benefits Multigenerational Plans Beneficiary Options Multiple Retirement Options Opportunity to terminally fund to offset inflation Insured Annuities
Multigenerational Plans Ideal for family business Future generations can join an existing plan Death benefit after survivor of first generation retires leaves assets in the IPP to fund the childrens pension benefit
Beneficiary Options Spouse is the main beneficiary Adult children can be named to receive equal benefits Children under the age of 18 should not be elected as beneficiary of an IPP When youngest child attains age 18, the beneficiary designation can be changed
Multiple Options at Retirement Pension from the pension plan Purchase an annuity Transfer to a LIRA
Asset Value Chart Asset Value IPP Allows for Additional Funding at Retirement Comparison between RRSP and IPP assets for a 52 year old to age 71 IPP Over and above an RRSP RRSP Ages
Insured Annuities Review retirement options when selling an IPP Review the tax consequences when the client sells the business More beneficial if the participant is over 50 Determine if an annuity is an appropriate strategy Insurance can cover estate and legacy needs associated with annuity
Features Enable all uninsured medical, dental, and vision expenses to be paid out of pre-tax expenses, as incurred Fund group critical illness and long term care insurance.
Benefits Coverage for uninsured medical, dental or vision care expenses Employer pays with pre-tax income Fully tax deductible to corporation Very flexible choice of expenses that can be covered – medical, vision, & dental procedures
Critical Illness Critical Illness coverage may be purchased by a HAWP, and the company may expense such coverage as long as: There are no return of premium benefits or riders contained in the policy purchased by the trustee. CI coverage should be provided for two or more HAWP members and not solely for an employee who is also a controlling shareholder.
HAWP - Purpose Coverage for uninsured medical, dental or vision care expenses Employer pays with pre-tax income Fully tax deductible to corporation Very flexible choice of expenses that can be covered – medical, vision, & dental procedures
HAWT - Beneficiaries Professionals or Business Owners including spouses, dependant children and parents who reside in same dwelling and are financially dependent on them Employee coverage may be made available but must be offered to all employees of a classification Benefit Limits established in advance
HAWP - Establishment Simple way to augment coverage Pre-tax costs for medical benefits Very Flexible: Who is covered What is covered Can amend coverages over time
HAWP – Example Based on this example, savings are $607 Costs: $2,000 Tax Deduction (37.5%) $ 750 Net Cost $1,250 Costs: $ 2,000 Deduct (3%) $ 1,350 Balance: $ 650 Tax Credit (22%) $ 143 Net Cost $ 1,857 With HAWP Without HAWP EXAMPLE : earnings $45,000, med expenses $2,000
HAWP - Establishment Directors Resolution HAWT Trust: 3 individuals (1 independent of company) Memorandum of Agreement Employee Letter sets out entitlements
HAWP - Payments Trustee receives the cheque & issues a cheque for 100% of the expense from the HAWP to the employee Employee submits claim form & receipts Employer Receives claim form & issues a cheque for 100% of the expense to the trustee (HAWP)
HAWP - Summary Covers medical, dental, vision care and other treatment costs Flexibility of procedures covered Uninsured expenses paid from pre-tax income Contributions made as expenses incurred
Implementation GBL is a full service firm with specialists in the field to work with you No participation in commissions or investment/insurance fees WWW.GBLINC.CA
2007 Transition in this presentation is discussed in terms of exit strategies and change of ownership Transition What does "Transition" mean The passage from one place or state into another; change. Transition is a process over time, not simply a transaction at a point in time. Introduction to Transition
2007 Why is an effective transition important to the business owner? Potential benefits to SME Owners: Financial stability/continuity Increase the value of their businesses Leaving a legacy – something living beyond their active involvement Introduction to Transition
2007 Owners Objectives: Successfully pass a business to the new owners and ensure its continuing success while supporting personal and financial goals Optimize selling price, minimize tax implications, minimize risk and maximize return to current owners. Optimize the opportunity for continuity and success of the new leadership/ownership, including the training of successors to assume leadership Introduction to Transition
2007 Demographic Snowball BIRTHS PER YEAR % Inc Pre WW IPre 1914201,000 births/yr WW I1914-18244,000 births/yr 21% Roaring 20s1920-29249,000 births/yr 2% Depression years 1930-39236,000 births/yr ( 5%) WW II 1940-45280,000 births/yr 19% Baby Boomers1946-65426,000 births/yr 52% Bust Generation1966-79 362,000 births/yr (15%) Echo Generation 1980-95382,000 births/yr 6% Children of the bust 1996-on344,000 births/yr (10%)
2007 Demographic Snowball SO WHAT? What Is The Relevance Of This From A Business Point Of View? Average number of Baby Boomers per day reaching the traditional retirement age of 65 in 2011: 1,150 This compares to the number per day of the previous generation (born during WW II) when they reached 65 starting in 2005: 750
2007 SME transition and employment in the next 5 years Among the 41% of owners who will leave their business in the next 5 years, only 15% will create a new business. According to CFIB, the remaining 85% who will exit (about 340,000 owners) will affect 2 million jobs if nothing is done to facilitate the transfer of these Canadian businesses. Studies conducted by the Canadian Federation of Independent Business with SME owners, June 2005 41% = about 400,000 businesses CFIB Study – Employment % Years
2007 Transition Planning Technical Elements: legal transfer of the business ownership tax implications of disposing of the business the financing of the successor the division of future profits under the transition.
2007 Financing for the successor Finding a buyer/suitable leader Too much dependence on my involvement Valuing the business Conflicting vision with family Access to cost-effective advice Other Conflicting vision of employees Studies conducted by the Canadian Federation of Independent Business with SME owners, June 2005 For the current owner Financing the purchase/transfer Valuing the business Getting the owner to let go Access to cost-effective advice Other Conflicting vision of family Dependence on previous owner Conflicting vision of key employees For successors In both cases, financing represents the main obstacle The Main Obstacles Next to financing, the valuation of the business is a significant barrier
2007 New Financing Solution Transition Financing Up to $500K under-secured term loan for purchase of assets or shares or payout vendor mtg. This is in addition to regular secured loans. Most industries covered including: retail, food service, manufacturing, wholesale, transportation etc. Excludes accommodations and Supplier of Premises.
2007 Transition Financing – Cont. Financing can be used for professional fees (lawyer, accountant, consultant), working capital, goodwill, client lists or intellectual property. Max 8 yr repayment including 12 month interest only at beginning Criteria include strong management team, minimum 2 yrs operations, term debt to equity not exceeding 4:1 ( $150K) and respectable personal credit history.
2007 Transition Program – Financing Example BDC Solution at work ProjectAmountFinancingAmount Acquisition of 40% of shares$1,900,000BDC Financing$500,000 Repayment of the advances$290,000Other Bank$900,000 to the shareholders Working Capital$646,000 Professional Fees$25,000Vendor Take-Back$169,000 Total$2,215,000Total$2,215,000 Business Overview: Manufacturing Company established in 1996 4 shareholders 20 employees $6 million in annual sales Need: Business Buyout Financing to buyout 40% of the business of 2 shareholders and consulting services to plan the strategic vision of the business. Benefit: Full control of the company.
A personalized approach to financial planning designed to help you prosper now and over time.
Almost 80 years experience serving investors Comprehensive investment management expertise $60 billion in assets under management More than 90 offices from coast to coast A member of the Power Financial Corporation Group of Companies Investors Group: A wealth of experience and expertise POWER FINANCIAL CORPORATION GREAT-WEST LIFECO INC. IGM FINANCIAL INC. LONDON LIFE MACKENZIE INC. GREAT-WEST LIFE IPC FINANCIAL NETWORK INC. CANADA LIFE INVESTORS GROUP INC. INVESTORS GROUP FINANCIAL SERVICES IG SECURITIES INC.
Coupled with a product shelf designed for diversity Investments Mutual Funds Segregated Funds* Managed Asset Program Tax Advantaged Funds RRSPs, RRIFs RESPs GICs, Annuities Brokerage Services through Investors Group Securities Inc. Insurance * Life Disability Critical Illness Long Term Care Personal Health Care Strategic Investment Planning Symphony TMLending Mortgages Loans, Lines of Credit ** Banking ** Chequing, Savings Credit Cards * Insurance products and services are distributed by I.G. Insurance Services Inc. (a financial services firm in Quebec). Insurance License sponsored by the Great-West Life Assurance Company. ** Banking products and services provided by the National Bank of Canada. World-Class Choices - As at January 2006 C3198 (01/2006-W)
The Six Disciplines of Financial Planning Are your investments suitable for your goals? Can you pay less tax? Will you have the income you need to retire and do the things you want to do? Can you retire when you want to? Do you have the right amount and types of insurance? Will your estate transfer efficiently and tax- effectively? Do you have control over your income? 1. Tax planning 2. Estate planning 3. Insurance planning 4. Cash Management 5. Retirement planning 6. Investment planning 1.1. 2. 3. 4. 5. 6.
Business Succession Planning Key Person Protection Key Person Protection Buy-Sell Agreement (valuation & triggering events) Buy-Sell Agreement (valuation & triggering events) Premature death Premature death Retirement Retirement Disability Disability Critical Illness Critical Illness Ownership Transition Ownership Transition Sell Sell Liquidate Liquidate Retain in family Retain in family Successor training Successor training Buy-Sell agreement among successors Buy-Sell agreement among successors Management Transition Management Transition Retirement Income Planning Retirement Income Planning