It is a long narrow track down to my idea of paradise on the banks of The Test, one of England’s, and the world’s, great chalk streams for trout fishing. During late May and early June the mayfly start hatching, and the trout have a feeding frenzy known as Duffers Fortnight, when, it is said, anyone can catch a fish. But not me; I read the newspapers, and like all of us, was horrified by the abuse of the MPs expenses’ system.
The systematic approach taken by many MPs to maximise their income brought my thoughts round to the problems of investors in Active Equity Companies – companies which have raised funds from investors. Passive Equity Companies (around 99% of companies formed) are very different as they are controlled by one or two shareholders and, providing the tax man is happy, the company is run for the benefit of the owners and the other stakeholders.
When business angels and venture capitalists invest, the directors must run the company for the benefit of outside shareholders/stakeholders and that is where the problems start. The entrepreneurs work all hours and deserve to be rewarded like our hard working MPs. But what is a fair amount? What is fair to one is not fair to others as we have seen with the wide range of expenses’ claims by MPs. From the view point of an investor, would we want to back an entrepreneur who claimed for everything? Definitely not. But would we wish to back a “Dull” entrepreneur who did not realise that the mayfly were hatching and it was time to feed? Definitely not. How many opportunities would they have also missed?
Over the years there have been horror stories as investors have found that the responsible entrepreneur had changed after the investment and buys Porches, luxury offices and fish tanks! Wise investors spend time getting to know the entrepreneurs, agreeing a budget and producing a mountain of paper setting out the ground rules. One of the investors will usually be appointed as an “Investor Director” to attend board meetings, to monitor the company and to add the benefit of the experience of the investors; sometimes even counter-signing cheques.
MPs should adopt good business practice and submit a budget each year, agree their main and second houses, and then submit claims against the budget. But investment is about capital growth. Some MPs have have used their allowances to make capital profits on their property portfolios. Should those who have paid the bills share the gain? Investors are looking for capital gains, so more agreements are needed to set out the ground rules on how the equity will be shared in the future, with further rounds and options schemes. Emotions can run high!
It is a very difficult and complex area as investment is not always easy to raise and new investors can demand terms which destroy the value created by the entrepreneurs and the early investors. More agreements are required to set out the ground rules but none can cover all eventualities. Which business plan resource should be used? Like politics, business is all about people, and that is what makes it addictive; not all CEOs will depart with a 33second speech.
“Speaker”, “Duffer” or a “Dull” fly – which will catch the big fish when the mayfly frenzy is over? There are many stories to tell by the trout stream!