May 7, 2010
A Mystery Partner, and Tony Manero's Boss
A Mystery Partner, and Tony Manero's Boss Cliff Ennico www.creators.com "I recently made an offer to buy a small business in my town. The seller seems like a great guy, and has been very co-operative so far in opening his books to me. The seller has been traveling a lot lately, though, so when I visit the store I find myself dealing with a guy named 'Joe'. I had assumed that Joe was just an employee or manager of the store, but yesterday when I was chatting up one of the other store employees she referred to Joe as the seller's business partner. I checked the Secretary of State's office, and Joe is not listed as a member of the seller's limited liability company (LLC) that runs this business. Should I be concerned about this, and what is the most tactful way to bring it up with the seller?" As readers of this column know, one of the biggest problems facing new businesses is the inadvertent or accidental partnership - a situation where two or more people are working so closely together that the law treats them as partners whether or not they intended one. Although Joe may not legally be the seller's business partner, there's a good chance Joe may have some real partner-type rights if the business is sold. Whatever you do, make sure you buy the "assets" of the seller's business, not his ownership interest in the LLC - just because Joe is the seller's "accidental" partner doesn't mean he's going to become yours after the deal closes. Then, speak to both Joe and the seller (preferably not at the same time), and ask each of them what their business relationship is. If Joe says he's a partner, point this out to the seller and insist that both Joe and the seller sign non-compete agreements before you buy the business. Otherwise if Joe's not happy with the deal there's a good chance Joe will quit the day after you buy the business and open up a competing operation down the street. "I run a small pack-and-ship store, and frequently have to hire college kids to pack the boxes and load the trucks because it's really hard in my area to find people willing to work for $20,000 a year without benefits. There's this one kid working for me who really gets under my skin. He's a good employee overall - he always shows up on time, he always dresses appropriately, he's polite and courteous, and the customers love him. The problem is that when he needs time off for something, he doesn't ask me - he TELLS me he's taking the afternoon off and just walks out of the store, leaving me in the lurch. I really like this kid, and I don't want to lose him - at least until he graduates -- but I also want to show him who's boss. How do I do that?" Simple. Go to your local video store and rent a DVD of "Saturday Night Fever" - that's right, the 1977 movie about discos, John Travolta, the Bee Gees and white polyester suits. Readers of a certain age will recall that Travolta plays Tony Manero, a wisecracking Brooklyn kid who works in a paint store by day and dances his heart out at the local disco on Saturday nights (hence the movie's title). What many readers - even disco buffs - probably don't remember is a scene in which Tony needs the afternoon off on a Saturday to help his girlfriend-slash-dance-partner move into a Manhattan apartment. Tony's boss, who's normally very supportive, refuses to give him the afternoon off on such short notice, explaining (quite rightly) that Saturday is the busiest day of the week and he needs every pair of hands he can get. Tony flies off in a rage and exchanges some extremely harsh words with his boss, who fires him on the spot. Nothing unusual about that, except that the following Monday Tony goes into the store to pick up some personal items he left behind, and his boss offers him his old job back as if nothing had ever happened, saying "we both got a little hot about this. Let's just put it behind us, Tony, because you've got a real future here. The customers love you." There's a lot of wisdom in that scene about dealing with employees, especially young people who are "wet behind the ears" when it comes to business skills. You need lots of patience, and have to be willing to forgive the occasional outburst of emotion, in order to do what's right for your business. It sounds to me like your employee sincerely cares about doing a good job, but hasn't learned the discipline of keeping regular hours. And you can't really blame him -- many colleges today have thrown fixed schedules out the window, and allow students attend classes when they want so they can engage in internship and other work-study programs. Some, like this kid, probably assume the "real" world of business will be just as flexible. I would sit down with this kid and say something like "I'm happy to give you time off when you need it, without pay of course, but I'm setting a strict policy from now on that any employee who needs time off has to give at least 24 hours' notice so that I can make sure the store is properly staffed". Be sure to make it clear that this kid is not being singled out -- this is a policy that will apply to all employees, and he won't be penalized unless he fails to give the required notice. If he storms off in a huff, be prepared to "forgive and forget" if he shows up next week asking for his job back. If he doesn't come back, there's always another nice college kid who needs a part-time job. As for Tony Manero, it's a good thing he turned down his boss' offer and went into dancing - he'd probably be wearing an orange apron at Home Depot today instead of that wonderful white polyester suit. Cliff Ennico ( cennico@legalcareer.com ) is a syndicated columnist, author and host of the PBS television series 'Money Hunt'. His latest book is 'Small Business Survival Guide' (Adams Media, $12.95). This column is no substitute for legal, tax or financial advice, which can be furnished only by a qualified professional licensed in your state. To find out more about Cliff Ennico and other Creators Syndicate writers and cartoonists, visit our Web page at www.creators.com . COPYRIGHT 2006 CLIFFORD R. ENNICO. DISTRIBUTED BY CREATORS SYNDICATE, INC. Permission granted for use on DrLaura.com.

Posted by Staff at 1:49 AM