small business owner with his partner dog

Life happens to us all, all the time - avoid the mess the unexpected death of a business partner will cause

Many people go into business with a business partner. It can be a great way to leverage your skills, increase your profitability and extend your reach into new customer markets.

The downside is, if not managed, it can also increase your risk of losing it all.

Whether you’re in business with a family member repairing cars or you’re part of a group of professional colleagues running an accountancy firm; each business has its own particular risks and rewards that need managing.

But there is one risk that is special to all partnerships.

Managing the big risk that can put you out of business — overnight

When it comes to recognising the key risks that a business faces, the death of your business partner is not usually one that comes to mind, but should.

Statistically speaking the more people you have in your business structure and the greater their differences in age, the higher the risk of you facing the unexpected death or disability of a business partner.

Protecting your personal liability

Unlike a proprietary limited company where liability can usually be quarantined inside the company structure, liability in partnerships is very different.

Individuals who are in a partnership with another, just like sole traders, are personally liable for all the debts of the business.

The average age of a life insurance claim is 53. Drew Browne

At this age, many people still have financial commitments such as mortgages, car payments, school fees, and business debts.

So what would happen if your business partner died tonight?

If your business partner died tonight, you’d be immediately responsible for all the business debts because business partners are said to be jointly and severally liable for the partnership’s debts.

What’s the backup plan if your business partner died tonight?

What happens to your share in the business will depend on a number of factors. A strong business will have a documented business partnership agreement in place.

The ATO website advises, ‘A Partnership Agreement should outline how income or losses will be distributed to the partners and how the business will be controlled.

What happens when a business partner dies with a Partnership Agreement in place?

If you both signed a written partnership agreement when starting the business, (or even shortly after reading this blog post too) it’s likely that you included a clause detailing what the outcome would be if a range of unexpected events occurred including the unexpected death or temporary or permanent disability of a partner.

The average age of a customer making a claim on a Trauma Insurance policy is 48. Drew Browne

A documented Partnership Agreement can include an agreement ahead of time on details like:

how the business should be valued
will the surviving partner buy out the shares of the deceased at full market value?
will the deceased partner’s family be automatically required to sell their share of the ownership rights back to the surviving partner or
are they free to sell them to anyone, including a competitor

chart: What are your options if your business partner died tonight

What happens when your business partner dies without a Partnership Agreement in place

If you didn’t create a written partnership agreement with your business partner, then the Partnership Act relevant to your own Australian State or Territory will determine what happens next to your business.

Generally, upon the death or bankruptcy of one of the partners, the Partnership will immediately be dissolved.
You will become personally liable for staff entitlements if they are laid off.
You will be responsible for the tax, GST, and related.
You will then owe your business partner’s estate the debt for their share of the partnership value.

For most people, this is a disaster for the surviving partner and their family, as well as the family of the recently deceased. Much of this anguish can simply be avoidable if you put a partnership agreement in place.

Insight: Without a written backup plan to cover this eventuality, your business would probably fall apart. The flow on events will then trigger a domino effect that will distract you from day-to-day business management as you try to keep your business together and increase the stress to your family, and anyone who relies on your business for their financial stability.

There is a way to stop you from losing all that you’ve worked and sacrificed for by simple advanced planning and a good strategy from your specialist Sapience business financial adviser.

Case study – The 2 Business Partners of Red Design

Case study partnership agreements Daniel and Raj Red Design Agency (RDA) is a web development partnership managing websites for Local Councils in Australia. The business is currently valued at $1,000,000 and there are 2 partners, Daniel, in charge of creative, and Rarj responsible for administration and sales.

RDA recently put a formal partnership agreement in place in case any of the partners were unable to word due to sickness, injury or and unexpected death.

They signed an agreement confirming the following:

Each business partner would have Life insurance to the value of the business’s debts and liabilities, and
Each business partner would have Crisis insurance to the value of the business’s debts and liabilities
Each business partner agreed the proceeds of any life insurance claim would be used by the surviving business partner to buy out the shares of the departed business partner, so their surviving family would receive their share of the business value.

Unfortunately later, Daniel died suddenly after his bike clipped a storm water gutter on a roadway corner and a subsequent head injury triggered his fatal stroke.

The life insurance company paid out the claim value of $1,000,000 in 24 hours.
That was then used by the surviving partner Rarj to buy back the 50% ownership rights from Daniel’s family and pay out the business debts.
The business survived the transition and retained all its staff and key contracts.
Rarj the surviving partner continued with the business, with no further obligations to Daniel’s heirs, and went on to win an industry award three years later or design innovation.

Both the partners' families agreed that having the partnership agreement made a potentially difficult situation straightforward.

Upon reflection, Rarj said, “We could have put the partnership agreement off but we thought, what’s the cost of having protection and not needing it, versus the cost of needing protection and not having it?”

Agree on your backup plan with your business partner

Putting a partnership agreement in place requires some tough decisions and some strong conversations. But after that’s done, your business will be a stronger better business and you’ll be free to put all your emotional focus on running the business, undistracted by the nagging question, ‘What would happen if my business partner died tonight?’

Partnership Agreements and your own supply chain risk

Every business is part of somebody’s supply chain. How much business continuation risk is in your own supply chain? How would your business be affected if one of your main suppliers lost a key person or a business owner died overnight? What’s your expectation of their ability to manage that risk?

Many larger businesses are hesitant at contracting a smaller business because of supply chain risk and often request a ‘Capacity Statement’ that outlines the capacity of the business and its plans for business continuation in the face of known business risks.

You can download our free Capacity Statement template.

The last word

Ask your suppliers to complete a capacity statement. Most larger companies use supplier questionnaires to confirm the ethical treatment of staff and other supply chain risks and to ensure they do not fall victim to a supplier mismanaging a risk. Not having a documented Partnerships Agreement in place would be a failure to demonstrate sufficient commercial capacity.

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author pic drew browne Drew Browne is a specialty Financial Risk Advisor working with Small Business Owners & their Families, Dual Income Professional Couples, and diverse families. He's an award-winning writer, speaker, financial adviser and business strategy mentor. His business Sapience Financial Group is committed to using business solutions for good in the community. In 2015 he was certified as a B Corp., and in 2017 was recognised in the inaugural Australian National Businesses of Tomorrow Awards. Today he advises Small Business Owners and their families, on how to protect themselves, from their businesses. He writes for successful Small Business Owners and Industry publications. You can read his Modern Small Business Leadership Blog here. You can connect with him on LinkedIn. Any information provided is general advice only and we have not considered your personal circumstances. Before making any decision on the basis of this advice you should consider if the advice is appropriate for you based on your particular circumstance.