The Plan Nobody Makes

This is about the second plan, the one almost nobody writes. Not what happens when the owner is gone. What happens while he is still here and the decisions have to be made without him.

Every owner I know has a plan for when he is not here anymore.

Almost none of them has a plan for the day he is still here and cannot decide.

That is the harder day. The plan everybody makes is at least clean. A document is opened, a notary is called, and what the owner wrote is what happens.

Losing your capacity closes nothing. The company still has to sign things on Monday. The bank still needs an instruction. The family still has questions. And the man who used to answer them is in the room, and cannot.

It is not rare. A stroke on a Sunday. A car on a wet road. A diagnosis that arrives slowly over three years, obvious to everyone except the man who has it. Dementia, Alzheimer’s, an accident, a long illness. The names are different. The situation is the same. The owner is present. He is loved. He is still the owner. And his signature no longer means what it used to mean.

I have watched this from close range in my own family. I am not going to tell that story here. It is the reason I am writing this.

What fills the space

An owner who cannot decide does not leave silence. He leaves a space, and the space is filled within weeks.

It starts with documents. Somebody brings a paper and explains it kindly. It looks like housekeeping. It is signed on a good day, because there are still good days. A good day is when a signature is easiest to get and hardest to question later.

Then there is another paper. Then a small change to who controls what. Then a mandate, an account, a share.

It is not always the worst person in the family who begins this. Very often it is the most frightened one, who believes he is protecting the company from the others. That is how it starts. It rarely stays there.

Under all of it sits one question that is never answered. What did he actually want?

Nobody knows, and nobody ever will. The only man who could settle it cannot be asked. So each side builds its own version of his wishes, and each version favors the person telling it. They are not all lying. That is the part people do not understand. Memory is generous to the person remembering.

You also learn what people are in that period. Some you counted on step back. Some you never counted on hold the line. The ones taking advantage usually believe they are owed something, and they explain it to you with real feeling.

The case everybody has read about

In December 2007, Françoise Bettencourt Meyers filed a criminal complaint. It concerned gifts her mother, Liliane Bettencourt, had made to a photographer in her circle. The reported amounts ran to hundreds of millions of euros, in life insurance, artworks and cash.

In October 2011 a French court placed Liliane Bettencourt under the guardianship of her daughter and grandsons. Medical assessments had found she could no longer manage her own affairs. In 2015 the photographer was convicted of abuse of weakness, an offense French law recognizes by name. An appeal court upheld the conviction in 2016.

I do not use this case to gossip about a family. I use it for the scale. She was one of the richest women in the world. She had lawyers, notaries, accountants, a board and a bank. None of it protected her, because none of it answered the only question that mattered. Who decides for her, and from what moment.

Money does not protect an owner here. Structure does. And structure has to exist before it is needed.

Why owners do not do it

I understand the resistance. It is not laziness.

Signing a document about your own incapacity feels like inviting it. A man who has decided everything for forty years does not enjoy signing a page that begins with the words if he cannot.

He also fears that signing it puts a target on his back. It hands somebody an excuse to step over him the first time he forgets a detail or makes a bad call.

There is a second reason, and it is the real one. Writing it down forces you to choose between people you love. Who decides. Who does not. Who is trusted with money and who is not. The owner knows how those choices will land, so he postpones them. He tells himself he will do it properly next year.

The choices do not disappear. They get made anyway, later, by other people, in a worse room. He is sitting there and cannot correct a single one.

Refusing to settle this picks the worst of the three outcomes available. It is worse for him, because he loses control of his own life while he is still in it. It is worse for his family, because they will spend years and a lot of money fighting about what he meant. It is worst for what he built. A company in that condition stops deciding, and a company that stops deciding loses its value quietly, without anybody stealing anything.

What I would settle while I could

I am not a lawyer and this is not legal advice. The instruments have different names in every country and your lawyer has to draft them. The decisions underneath are not legal work. They are the owner’s work, and nobody can do them for him.

I would name who decides, and from what moment. A named person, with a named replacement. Not a family understanding.

I would fix who determines that the moment has arrived. Most plans leave this out, and it is the part that gets fought over. If the family decides when the owner is incapable, the family will split on the day it matters. That belongs to a medical procedure agreed in advance.

Owners worry that bringing a doctor into it will panic the bank or the clients. It works the other way. A quiet procedure agreed in advance is not what frightens a bank. Silence and a legal fight are.

I would separate the votes on the shares from the ownership of the shares, so the company keeps working while the family sorts out the rest.

I would write the limits down. What can be sold. What cannot be sold without a higher approval. What can never be pledged or guaranteed.

I would state what I want for the business in my own words. Keep it, sell it, bring in outside management. Not a wish. An instruction, so nobody has to invent it for me later.

This is not about writing rules that tie the business down if the market changes in ten years. It is about fixing the few things that must never be undone, and leaving the rest to the people running it.

And I would say it out loud to the family, while I could still be understood. A document that surprises everyone on the day it is opened starts a fight of its own. The same document, explained by the owner at a table, usually does not. It makes for an uncomfortable dinner. That is one uncomfortable evening against years of fighting.

The part that lasts

There is a version where everything is arranged early, nothing happens for twenty more years, the owner stays well until ninety and the papers sit unused in a drawer. That is the best outcome, and it costs almost nothing to arrange.

There is another version where nothing is arranged, one Tuesday afternoon it is too late, and the next six years are spent in front of lawyers.

Both versions are available today. Only one is still available after the event, and it is not the good one.

A man’s legacy is not the building with his name on it. It is whether the thing he built kept working after he stopped, and whether the people he loved were still speaking to each other. Both are decided by documents written on an ordinary morning, years earlier, by an owner who was perfectly well and did not enjoy the subject.

Do it while it is still yours to decide.

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