Business Succession, Transition & Exit Planning

The ScottHulse Business Succession, Transition & Exit Planning Group advises clients in the structuring, restructuring or transfer of ownership of family-owned or closely held businesses to help protect the value of businesses and achieve long-term family goals in tax-efficient ways.

The transition or sale of a family-owned or closely held business is a once-in-a-lifetime transaction that can affect family members, employees, customers, and the community. We work with clients to develop thoughtful, well-documented plans that help to avoid costly mistakes and eliminate the uncertainty and infighting that often occur during management and ownership changes.”

David Bernard
Attorney & Chairman

Testimonial David Bernard

Independent, family-owned and closely held businesses are a cornerstone of the private sector economy in the U.S./Mexico Borderplex and a strong part of our region’s business and cultural heritage. Our goal is to help preserve the personal and family wealth that is inherent in a closely held business – wealth that business owners have worked long and hard to earn, often over multiple generations.

Our Business Succession, Transition & Exit Planning attorneys in El Paso and San Antonio, Texas, and Las Cruces, New Mexico, have deep experience with closely held businesses and a unique understanding of the challenges related to management and governance, succession planning, generational transition, and tax planning. We have assisted businesses, both large and small and in diverse industries, in the creation and implementation of succession, transition and exit plans, including the sale of businesses. Our experience also includes the transfer of physician practices.

As a full-service, commercial law firm, we are able to draw upon the Firm’s diverse capabilities and resources, including lawyers in our Corporate & Securities, Mergers & Acquisitions, Banking & Lending, Real Estate, Estate Planning & Asset Protection, and Tax groups, to assist business owners in planning and structuring transitions that preserve enterprise value and family wealth, while also addressing intra-family concerns regarding control and the division of wealth. Our Mexico Law practice, which includes licensed representation in Mexico, uniquely positions us to assist clients with business interests in both the U.S. and Mexico. Additionally, we have helped sellers of closely held businesses to establish legacy-building foundations for the purpose of furthering their philanthropic endeavors.

The transition or sale of a family-owned or closely held business is a once-in-a-lifetime transaction, and an inevitable part of a business owner’s strategic business plan and personal financial/estate planning. It requires consideration of organizational, financial, and legal issues as well as personal goals and family dynamics.  Mistakes can be costly for owners and their heirs, and result in problems that negatively affect the company and its various stakeholders – family members, employees, customers, and the community.

Proactive Planning Tailored to Meet Each Individual Client’s Goals and Objectives

All too often the development of a thoughtful, well-documented, succession and transition plan is continually delayed – or totally overlooked – amid the heavy, day-to-day demands of operating a business. However, proactive, professional planning enables a business owner to focus on running and growing his/her business, and helps to ensure a smooth transition by establishing how the business will continue and/or be disposed of in the event of the death, disability or retirement.

Our lawyers are experienced in helping business owners clarify their own personal goals as well as their wishes for the future of their business and its stakeholders. Some business owners may wish to transition management and transfer ownership in ways that provide operational continuity, set the stage for the next generation, and facilitate the transfer of family wealth while minimizing taxes. Other owners might prefer to exit the business altogether with a sale of the company to employees or to a third party. Frequently, however, owners are uncertain about their goals and options, and need an experienced, objective, and trusted advisor to guide them through this process, serve as a sounding board, and help them evaluate their options.

An Integrated, Multi-Disciplinary Process to Address Key Issues and Opportunities

While the goals of individual business owners might vary, the development and implementation of all successful succession and transition plans require an integrated, multi-disciplinary approach and a professionally managed process. That process includes helping owners address key issues and opportunities, which may include and are not limited to:

  • Clarifying the business owner’s personal goals
  • Defining goals or wishes regarding the future of the business and its various stakeholders
  • Determining the value of the business for both transactional and tax purposes
  • Identifying and evaluating alternative ownership transfer and exit strategies
  • Identifying desired beneficiaries and/or identifying potential buyers

    – Intra-family transfer or gifting
    – Sale to other shareholders
    – Sale to management
    – Sale to employees through an Employee Stock Ownership Plan (ESOP)
    – Sale to a financial or strategic buyer

  • Tax planning to minimize taxes, including property tax, federal and state taxes, generation-skipping transfer tax, income tax, and estate tax
  • Establishing, where appropriate, a family limited partnership or limited liability company to enable a transfer of ownership on a more favorable tax basis
  • Structuring the sale or gifting of business interests
  • Drafting of agreements, including and not limited to operating, partnership, buy-sell, and governance agreements
  • Structuring incentives and contracts to retain key employees
  • Mediating disputes between shareholders or family members
  • Representing the owner and the company in a sale to a third party


Representative Matters
  • Advised the owner of multiple transportation-related businesses on matters related to succession planning and tax matters related to the transfer of ownership interests to his heirs and the division of assets and ownership interest among children employed by the family business and children not employed by the family business.
  • Represented a family member, who was a minority shareholder in a family-owned manufacturing business, in a leveraged buyout of the business from other family members, including the founder and control shareholder.
  • Negotiated, on behalf of one of the part owners, a buy-sell agreement for a corporation owning two multi-million dollar ranches and commercial property in northern New Mexico. The agreement restricted transferability of interests in the ranch to preserve its historic heritage and to keep the ranch in the family. The agreement also was designed to protect shareholders from the creditors of other shareholders from gaining an interest in the entity. The plan included irrevocable life insurance trusts and coordinated estate planning among the various family members. Also advised the client as to additional planning opportunities for reducing exposure to the estate and generation-skipping transfer taxes separate from his siblings.
  • Designed Buy-Sell Agreement funded with life insurance to provide a smooth succession plan for non-related owners of a high-technology, military contractor.
  • Drafted a multi-generational estate plan for a fifth-generation ranching family, designed to preserve the integrity of the ranch for the benefit the family members who remained ranchers, yet also provide for family members who choose other paths.
  • Advised the owners of a multi-generation, family-owned farming operation, valued at $25 million, on asset protection and business succession planning.
Recent Presentations

David P. Hassler

2014, October. Business Succession Planning. Lecture presented at the Southern New Mexico Estate Planning Institute in Las Cruces, New Mexico.

R. Glenn Davis

2012, December 19. Business Succession Planning. Lecture and paper presented at the El Paso Estate Planning Council Luncheon in El Paso, Texas.

2011, November 3-4. Business Succession Planning. Lecture and paper presented at the 19th Annual Estate Planning Institute of the Community Foundation of Southern New Mexico in Las Cruces, New Mexico.


The Hard Facts

  • 40 percent of U.S. businesses face the transfer of ownership issue at any given time.
  • 88% of current family business owners believe the same family or families will control their business in five years.
  • In reality, only about 30% of family and businesses survive into the second generation.
  • 47% of companies surveyed had NO succession plans in place.
  • Only one third of the “most successful” closely held businesses have succession plans that address the most important issues.
  • Of CEOs due to retire within 5 years, 55% have not yet chosen their replacement.
SOURCES: FamilyBusinessInstitute.com, PeakFamilyBusiness.com, Arthur Anderson/Mass Mutual, Small Business Administration, U.S. Trust