So Jay,

if you were Bailey, what question would you ask yourself to better understand what you need to do next?

You know what? She just answered my question right before. She said, I love retail. I love the customers. I love my employees. You know what? That's what I wanted to hear. And I think that she's got to figure out, and I would get some outside consulting on this, not me, about how to deal with your brother and the relationship and stuff. But I think that there's a nice opportunity here for you and your brother. Perfect,

Jake. You know, it's one thing that happens when we feel a resonance and a connection between people's experience and our own. We want to help them out. And Jay, you are no exception. You are trying to figure out how can you help Bailey as much as possible? Because I sort of can tell you can feel her pain and the challenge and the possibilities since you've lived it. What we're going to do here, I think, is we're going to change gears. We don't have a perfect situation. We don't have perfect information. And we have an answer to every question. However, we have a pretty good list that if you have a group map pulled up, you'll see there's seven or eight items on there. And what we'll be doing is looking at all these questions and answers that you provided. Where do you want advice? So it might be one or two of these. Like, this is the thing I want advice on. So we don't provide you unasked for advice. Unasked for help often isn't helpful. And what we're trying to do is figure out what you want to know about. And then we're going to, as you're looking at this, I'm vamping slightly, the group's going to get into smaller groups of probably three to four people and have a conversation around that particular thing. What's the next step? What's a caution? Or what's something that will help make sure it's successful? And I don't know if there's a there is a question. Okay, Eric, please state your question. I'm

sorry, I know we're short on time. My name is Eric Mesner. I am the accounting department and co owner of Mesner Bee Farm, a much smaller business than yours. But I just want to understand, it seems like your brother has a stake in this question. And so I'm curious if you could provide a little bit of detail on what his competencies are, what role he plays in the business now. Do you feel like he'd be interested in silent partnership or some type of co-ownership that he doesn't maybe have as much decision-making power as you can you just fill in some of the details

there yeah so um my brother is like extremely eager uh he like would run the business tomorrow if someone would let him um he's very hard working and he's actually in the day-to i work very high level on the business as a cfo i'm working more on the business he's like in the business um he's also worked retail like on the sales floor before um for a competitor and i haven't done that so he has a lot more on the ground experience i think that like right now on paper with our different levels of experience and just our, and just frankly our age, I know I'm young at 31, but he's also even younger at 25 and hasn't gotten a lot of experience in the business yet or like outside of the business. And so just on paper right now, like organizationally, I'm, I guess like ahead of him in the org chart he's like our advertising manager and I'm the CFO so we had to make a decision like tomorrow about the business like worst case scenario something were to happen to my parents I would definitely be like runner up for being the one that's like in charge I think what's hard about all of this is that because he is so young we don't we don't know where he's going to be in 10 years. And so we're making all those decisions now about our current competency levels and experience. But in 10 years, when he's got a lot more experience and maturity under his belt, he could be a totally different person. And so to answer your question, I think he's very open. His goal is he just wants to run this business and he wants to do it with me. And so I think that he is very open to like different levels of like what that relationship could look like. At least right now, that's how you feel.

questions and answers, basically the things that came from you. I think Diane is probably putting the last one in. And I'd love for you to pick which one of these would you like this assembled group of experts who passionately want to support you to really help you with?

Yeah. So I'm looking at this yellow board here.

Yes. And there's some 10 items on there. We just have time for one. So just pick which one would be powerful.

Yeah. I think that if anyone has ideas about structuring a leadership and ownership with my brother, I would be very interested to hear about that.

Okay. Which particular one is that? I think there's the one near the bottom that says younger brother 25 is also working in the business. Yeah. There you go. Thank you. So what you're asking for help with is a structure, leadership with your brother in the business. That's, I think, what we're going to be providing you for?

Yeah, I think so.

Okay, wonderful. So what we're going to do is we're going to break you out. You're going to go away for 12 minutes. It'll be about 10 minutes. Actually, we need to make it 10 minutes, Diana. So it'll be eight minutes, and then you'll get a warning. Lawrence looking like he wants to interject. So I will definitely let him

interject here. Boy, you are a good facilitator. Here's my question. Could you be more specific about what you're hoping the suggestions will say about your relationship with your brother running the business? From a distance, it's easy to talk about various ownership structures or management structures, but you have, it sounds like, particular concerns about your relationship. Is there anything else we should know about your relationship with your brother in order to best offer suggestions about how to manage that situation?

I don't think so. I think just in general, me and my family have all kind of come to this consensus. It's really hard whenever you have like a business partnership and there's no one to have the final say. And so I think we're curious in how things can still be fair as opposed to being siblings and children of my parents to both of us, but set up the business for success so that decisions can be made and that the employees have a clear structure of who they go to and what that looks like. I am less worried about money. I am fine at the end of the day if it's 50-50 split as far as how money goes. I'm more worried about how does leadership look and how do we set up like authority so that it's set up for success.

So if I can interject, the question is, it's not so much about running the business specifically with your brother. It's more a question about partnership, how two people owning a business can make decisions and effectively manage the operation. Is that right? Yeah.

Yeah. I think so. Great.

Thank you, Lauren, for that clarification. So that should be on the top of everybody's mind. As we send you away for 10 minutes, we're going to put you in random groups and the idea is have a conversation. What we hope to do is populate this with the great ideas, cautions, and success tips. And then we'll come back and see which ones get the most votes, let you share those, and Bailey will hopefully walk away with some great ideas. It'll be eight minutes, and then there'll be a two-minute countdown warning. Let us know if you have any problems. We'll see you in 10 minutes.

Okay, so at this point, Chris splits everyone up into virtual breakout groups of three or four people, and he gives them about 10 minutes to brainstorm ideas, which they can then enter on a virtual whiteboard. Then, all of the participants give a thumbs up to the ideas they find most promising. Once that's done, we go through the ideas that have been liked the most, with Chris asking the person who articulated the idea to explain it to the whole group. David Bilstrom goes first, followed by David Barnett.

Welcome back. Please add in your thoughts if they're not already here, and then go ahead and upvote the ones that you think would be most helpful based on what you heard from Bailey and your own experience. So just go ahead and upvote those. And in a moment, what we'll do is move to sorting them by likes. So the ones that have the most likes are going to be the ones that people get to share. Let me just say we're getting close

to our time deadline. It's possible we will run a little bit over. If you have to go, you have to go. You can just wave and say goodbye. We wouldn't go more than five or six minutes over if we do go over. So

two new ideas popped in. People are liking those or letting them sit. That's okay too. I think we'll take about 30 more seconds and then we'll move to the answers sorted by likes. So this order will shift and we'll see which ones are sort of on top. So the idea here is not to solve the whole problem, just convey your suggestion. So this first one is equity ownership structure. So David, go ahead and just share that. It was actually a group effort between Marcha and Megan and I, but I've personally experienced this and I've had clients and dear friends go through this where they get into business together and then due to a sudden change outside of their control, they now have a new business partner that they never would have chosen. And so the customary solution to that is to have an airtight buy-sell agreement that anticipates changes. And since you both are so young, I think most of us here over 50 would say you're absolutely going to have changes. It's just the way life unfolds. So that's where that comes from. It's a cautionary. Great advice, David. Thank you for that. How about our next one? Parents likely have a simplified idea of we'll just sell it.

Who is that? And can you share it? One of the impressions that we kind of got is that the, you know, Bailey's talking about buying the business her and her brother. And then all of a sudden it's like one day they will be the owners and all of a sudden everything's changed. We're wondering if the parents don't have kind of a simplified idea of what it's going to be like to sell this business. Because the current state of the business is one where if they had outside landlords, this business would be losing money. The only reason it's breaking even today is because of past investments in real estate. And so, I mean, Bailey and her brother are not going to be able to go borrow millions of dollars and go write a check to their parents and become the new owners of this business. The business wouldn't be able to make the payments on that. You know, I help people buy and sell businesses, but a lot of what I do as well is I help people with partnership dissolutions. And so, one of the issues is that you need to have an org chart in a business, even a family business, and know when you're wearing the hat of a position at the company, for example, president or vice president of sales or head of marketing or whatnot. And that's a different hat from your ownership hat. Owners meet at the boardroom table. They talk about the long-term direction of the business. They give instructions or express what kind of strategy they want the president to undertake. The president's in charge every day at the business. And so Bailey and her brother are going to end up in an org chart in one or more roles each. And one of them is going to be above the other. One of them is going to be the president. And when they're at work every day, they need to operate within that word chart. And every decision that is made can't be resolved through an instant boardroom meeting. The whole organization grinds to a halt and it becomes management by committee all the time. And I'm not sure how your parents run it, Bailey, but you need the structure and your brother has to be on board with the structure and understand what his jobs are all the time. And because I would imagine the way that you're going to be able to get this done if you choose to move forward is you're probably going to end up buying this over a period of time from your parents slowly bit by bit, which means that there's going to be a number of years where all four of you are going to be the owners. And that could be great because it means that your parents are still going to have a vested interest and be there to give you guidance and advice and may be able to help some of that interaction between you and your brother when you guys have your regular board meetings. Thank you,

David. Great. We have a good one here. It's got quite a few votes. The recommending around partners counseling. Who made that suggestion? That was me. Go ahead, Josh.

From what I heard, before you start making financial decisions and legal decisions and accounting decisions, it's important to know what the rules of the game will be and how you're going to interact with your sibling when you have partners, whether it's a sibling partner or a partner partner. And there are some really good therapists out there who don't do couples counseling. They do partners counseling. And my recommendation before I even started thinking about any of the technical stuff, which is all relatively simple and straightforward, believe it or not. It's the soft side of the business where people really, really get in the trouble, in my experience. And I highly recommend partners counseling. Get everything straightened out there. Then if you decide to move forward, you move forward.

Thanks, Josh. I'll pick this last one out. The 51-49%, who's got that cautionary tale or success tip?

Yeah, that was me. Michael Bice from Vortex. It kind of goes along with the ownership, be able to make decisions so you're not blocked on a veto. I've found that if one person doesn't have a veto over the other one, you may be blocked with no decision. So one person has to make the final decision. So having that defined. The other part of that was because there are benefits to women-owned businesses enshrined in law, having you, Bailey, as the owner or predominant owner, if you buy the business, then you would have that ability to access that preferential capital or ability to get access to those benefits that the federal government provides. That's

perfect.