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twelve questions that prospective partners should ask

plus 11 questions your firm should ask prospective partners.

by marc rosenberg

this post should be read from the perspective of two different audiences: prospective partners and existing partner groups.

  • prospective partners: well before accepting a partnership offer, prospective partners should ask basic, critically important questions to help them judge whether accepting it would be a smart decision.
  • existing partner group: well before extending a partnership offer, the firm should get its house in order to avoid being embarrassed by smart questions posed by partner candidates.

more: adding new partners: 19 reasons to choose between equity and non-equity | what firms should address in partner agreements | 11 best practices for partner compensation | why buying into a firm is such a great investment | the business side of cpa firms | it shouldn’t take so long to make partner | three types of skills you need to become a partner
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questions prospective partners should ask their firm

it’s one thing for a staff person to join a cpa firm, enjoy the job and experience success via nonstop promotions, feeling all along that the firm is a great place to work. but it’s quite another thing for a staffer to consider whether or not to accept a partnership offer that may come in the future.

joining the partner ranks of one’s cpa firm is an awesome opportunity that a staffer should be immensely proud of. but prospective partners should approach the offer the same way a company contemplates merging with another organization. they must separate the emotion and euphoria of the partnership opportunity from the need to perform due diligence on the firm to verify that becoming a partner will be a good business decision.

these are the issues that prospective partners should investigate to determine if becoming an owner in the firm is the right choice for them.

  1. does the firm have written criteria for making partner? are the criteria reasonable? attainable?
  2. what will be your role as a new partner? how will it change from your manager role? beware if the firm wants you to continue functioning as a staff person, working on the other partners’ clients, without being allowed to perform like a partner.
  3. does the firm have a proper partner agreement, spelling out sensitive but critically important provisions such as death and disability, mandatory retirement, partner duties and prohibitions, causes for expulsion, managing partner duties and voting? no one should agree to be an owner in a business without a properly written, current, signed partner agreement in place.
  4. how is voting structured? if your ownership percentage is small and voting is based on ownership percentage for all issues, you won’t have any say in decisions. voting should be one person, one vote with simple majority rules. the exceptions are major issues: mergers, changing the partner agreement and a few others, the latter of which should be voted on a supermajority basis.
  5. how is partner income allocated?
    • is the system performance-based or based on non-performance factors such as ownership percentage, pay-equal or seniority? non-performance-based systems usually make it difficult for new partners to achieve the income that their performance warrants. also, in non-performance-based systems, a few older partners may be paid well in excess of what they are worth, which will restrict the earning power of newer partners.
  • if the firm uses a formula to allocate partner income, does it succumb to common flaws of formulas that could cause the new partners’ compensation to be determined unfairly? here are some common flaws prospective partners should look out for:
    • partners hoard billable hours and clients, thus failing to delegate and work as a team properly.
    • partners manipulate or game the formula to do what’s best for themselves at the expense of the firm.
    • production data is weighted heavily to the near-exclusion of critically important intangible performance measures such as firm management, staff mentoring, teamwork and loyalty.
    • new partners often don’t fit into the formula because they haven’t built up their client base sufficiently to enjoy opportunities for income increases. if this happens, what will be the impact on the new partner’s compensation?
  1. what is the profitability of the firm? how are revenues and profits trending? if the firm is stagnant, marginally successful or declining, a prospective partner might want to think twice about joining it.
  2. is there a cluster of older partners whose overlapping retirements could threaten the future viability of the firm? new partners don’t want to join the partner ranks only to see the firm sold in a few short years because it can’t survive the retirement of several key partners at the same time.
  3. what is the buy-in? it should not be ownership percentage times the value of the firm, which results in onerous buy-in amounts, often of many hundreds of thousands of dollars. instead, it should be a relatively nominal, fixed amount, say, $75,000 to $150,000. and the payments should be spread out over several years so that the new partner does not take home less cash than they did as a manager. however, new partners should not expect these nominal buy-ins to result in an ownership share of the firm that is disproportionate to the buy-in amount.
  4. does the firm have a retirement/buyout plan in place?
    • if not, the partner agreement should specifically state this instead of being silent on it.
    • if the firm doesn’t have a buyout agreement, why not?
    • the goodwill valuation should be reasonable: no more than 100 percent of revenue, preferably closer to 80 percent, which has become the norm.
    • annual payouts to all partners should have limitations that protect the firm’s cash flow.
    • does the firm have any very large clients (10-20 percent or more of the firm’s revenue) that are likely to leave after the lead partners retire, thereby putting the firm in a position of paying an excessive buyout?
    • to be eligible to receive buyouts, partners should be required to provide plenty of notice (at least one year, preferably two) and proactive, measurable client transition. partners should never be allowed to receive their buyout while controlling clients.
  1. when partners start retiring and begin receiving their buyouts, how will this impact the income of the remaining partners? the plan should be structured in such a way that the remaining partners earn either (a) more income or (b) no less than their income before the partner retired. this is made possible by no longer compensating the retiring partner and using those savings to fund the buyout payments.

prospective partners should make sure that the firm’s buyout plan does not allow partners to begin receiving retirement payments while continuing to control their clients totally.

  1. is there a mandatory retirement policy? you don’t want to be a new partner in a firm where old partners work forever, or their retirement dates are unclear. without mandatory retirement, talented young people won’t stay with your firm, and its future viability is in jeopardy.
  2. does the firm have a proper succession planning strategy, in writing? as a young partner who will be obligated to participate in the buyout of all the present partners eventually, you will need to add additional partners as time goes by to perpetuate the firm’s leadership and help pay for the buyouts. you don’t want to be the last person to turn out the lights.

questions a cpa firm should ask prospective partners

  1. do you want to be a partner?
  2. why do you want to be a partner?
  3. do you know what it means to be a partner? help candidates see:
    • what the buy-in amount is, why it is asked of new partners and over what period of time they have to pay in.
    • what ownership percentage means in your firm.
    • how partner income is allocated. stress that owners get paid only after all expenses are met.
    • voting.
    • how the partner buyout plan works, including why the firm has a buyout plan.
    • the partner agreement’s key provisions.
    • the key difference between managing client relationships and managing client work.
  1. tell the prospective partner: our partners are aged ___ to ___. we need a succession plan because we want to stay independent, not merge with a bigger firm. we have two choices:
    • our preference is to stay independent and pass on the firm to younger partners like you.
    • merge into a larger firm. if we did this, we would push hard for the firm to hire you and offer you a great future.

what do you think of these two options?

  1. share with the manager why it’s great to be a partner, financially and professionally.
    • higher compensation, perhaps dramatically so.
    • building the goodwill value of the firm, which new partners redeem when they retire or leave the firm. this will be a substantial amount.
    • you’re the boss. you’re an owner. you get to manage your own business.
    • you make your own hours.

ask: does this sound appealing to you? if it doesn’t, what would the package have to include to get you excited about it?

  1. how do you feel about being the only owner (if it’s going to be a sole practitioner situation)?
  2. do you have any concerns about the risks of owning a cpa firm? what are they?
  3. if the manager clearly wants to be a partner, share the firm’s financial, production and operational data and metrics. explain how to interpret this data. answer questions.
  4. ask: if you are inclined to accept the offer to become a partner, are there important things you would like the firm to train you on? areas in which you feel inexperienced?
  5. what excites you about being a partner at our firm?
  6. what else concerns you?