Corporate divorce court

This kind of phone call doesn’t come often, but when it does, it makes me sad.

“Mr. Sewitch, you were referred to us by Sam Bahe.  He felt you might be willing to assist in a difficult matter,” the attorney began the conversation.  “My client needs a provisional director for the corporation.”

“Provisional director.”  It basically means a temp job at the top.  Reasons vary.  There could be serious governance problems.  There may be a need for one or more directors who can look after the organization during an ownership transition.  It could be due to an unexpected death or disability, discovered malfeasance or a critical phase of the business that needs particular expertise in the short run.  The need could arise because distant shareholders need local representation and risk protection during major changes.  And, as in this case, it can be because equal business partners are deadlocked.

People who start companies together typically do so in the height of optimism and euphoria, jumping off that diving board with a combination of exhilaration and delicious terror that will forever change their perspectives about business, and about life.  Any entrepreneur who has survived ten years or more making a living by their wits, creating something out of nothing and risking decades of financial security, will tell you that their view of the world has shifted dramatically.  For one thing, there’s no clock anymore.  Decisions about when to work no longer relate to scheduled breaks, lunch hours, national holidays and the “standard” 40 hour work week.  It’s a thrilling sense of freedom, and with that comes the sober realization that no one else is ultimately accountable for the results.

At least that is what occurs in the mind of the entrepreneur who thrives in the free-fall environment of self-determination.  Not everybody flourishes in it.  Some people who become business owners fail to grasp the awesome, powerful and frightening truth that if things don’t happen as planned, there is only one person who has responsibility, i.e., oneself.  Sometimes new entrepreneurs, or even those who have several years behind them already, continue to behave as if they are in a company run by somebody else, thinking that things would be good if only so-and-so had done something differently.  And the so-in-so in question can be an employee, a customer, vendor, advisor…or a partner.  When there are indeed partners, rather than a sole owner, the odds of an entrepreneur falling into this victim’s mentality are a bit higher, I think.  There’s a tendency to sneer and grumble about the partner, thinking that if they would pull their weight or follow through on their commitments, things would be fine.  If the partner would only listen to reason, she would see that the strategy she’s proposing is wrong.  If the partner would be willing to give up some of that need to be in control all the time, maybe things would turn around.

The problem with this victimization mentality is that all solutions envisioned require somebody else to change.  In my experience, I have seen a zero probability of someone changing their behavior when they don’t have a strong desire to do so.  No matter how “obvious” the need is, or how much cajoling is applied, how many threats and how many carrots.  So if partners are dysfunctional, the only real path to conflict resolution is to act unilaterally.  Don’t wait for or hope that the other parties will “come around”.  Do something personally.

That “something” can be a variety of choices.  You can reassess the source of the conflict and ask yourself if you would really be giving up a lot to go along with the others.  If you gain more than you lose by agreeing, that’s a simple trade with a reasonable profit.  You can decide to leave the partnership and strike out on your own.  That might take planning and months or years to accomplish, depending on the complexity of the business you’ve jointly created.  But it can be done.  You can decide to stay engaged and continue the conflict, waiting for contributing external influences to wane, or for that spark of inspiration that might offer an opportunity to find a common path again.  You can decide to consciously wage outright battle, fighting to the corporate death.  All of these are options.  I’m amazed at how many people pick the last one.  But I respect any choice that is done with awareness and acceptance of personal accountability for the results.

“Will you consider the assignment?” the attorney asked, after completing his description of the situation.

“Possibly,” I reply.  “I’ll meet the two partners for an hour or so to explore it, at my higher combat pay rate.  If I think I can help, and they convince me that they are self-accountable, we might proceed.”

As I hang up, I’m reminded of a short stint very early in my career working as a family counselor.  It was short because I kept telling the family members to stop acting like idiots and take some individual responsibility for improving their relationships.  For some reason, the clinic director felt that was insensitive and contrary to standard cognitive therapies at the time.  I think I’ve developed some empathy during these intervening years, but the message I employ boils down to the same thing.

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