The vast majority of insurance agencies in the United States are still without one person. Many of the remaining agencies are owned by two people. What happens when an owner dies, or worse, is completely and permanently disabled… and alive?? For example, partnerships are usually dissolved after the death of a partner and certain legal requirements apply. Individual businesses are in the most vulnerable situation. They must set up a conditional sale with a trusted agent, family member or important collaborator. Businesses can continue, but the sale or retirement of the action must be resolved. A preview below shows how a buy/sell process works without life insurance and with life insurance: will the Agency itself acquire the shares of the outgoing partner? Is there a right of first refusal to other partners? If so, in what order do these rights circulate? But what if the sponsor of an agency is the proverbial «Lone Ranger»? They may be literally alone or have a small or large staff, but no one is able or willing to follow the head of the agency if he dies or is disabled. On the other hand, a takeover contract has two major advantages.
First of all, it`s simple and fair. The business simply buys the interests of the deceased owner and the other owners do not have to worry about getting the money to do so. Second, when an owner leaves the entity, it is relatively easy to manage the rules. This is different from a cross-purchase contract that is the subject of transfer issues to the value discussed below. The cross-purchase contract solves all the major problems raised by the buyout contract. When owners acquire the interest of a deceased owner, they will receive a base equivalent to the purchase price of those interest, which in the future may reduce capital gains taxes if the business is sold. Since the business does not impose the purchase, any restriction imposed by the business on loans would not prevent the remaining owners from using the proceeds of the insurance to purchase the interest of the deceased owner. Cross-purchase agreements also have topics that need to be taken into consideration: Of course, more than 40 years of experience with independent insurance agencies has taught me that each agency is a little different. The guidelines set out in this article should NEVER be implemented without legal representation capable of tailoring the agreements to the specific needs of the relevant agency, its current owner and potential future owners. Another caveat is that we are not lawyers, nor do we pretend to offer legal advice.
These guidelines should be used in conjunction with legal representation to meet the needs of the agency head in an emergency procurement contract. Setting up the purchase price can often be the weak link in each purchase-sale contract. The indication of a given price is very dangerous. It must be updated annually and based on reasonable assumptions. The use of a formula (i.e. a multiple of turnover) is safer, but may become obsolete at some point. Formulas can be imprecise, even in unusual circumstances. The most common event covered by a buy/sell agreement is the death of a partner who describes the measures taken and the type of financing, such as the product of life insurance. B to purchase the business interests of the deceased partner. In addition, a well-developed agreement will include other provisions, such as a clause on chevrotine rifles, triggered in situations where a commercial partnership has deteriorated significantly, a right of first refusal to the other partner before the sale to an outsider, retirement or exit of a partner, obstruction of a partner or other specific circumstances such as gross misconduct, detention or divorce, and establishes the rules of orderly liquidation or restructuring.