Will the company keep growing without its founder?

Twenty-four questions to ask before an employee ownership trust or a sale.

Is the founder the keystone, or the architect? Take out a keystone and the arch falls. An architect leaves something that stands. This checklist shows which one you are, today.

It’s a checklist for owner-managers and their advisers to work through before an employee ownership trust or a sale: 24 questions in eight areas, each a yes or a no. Tick yes only if you could show the evidence tomorrow. Then count your yeses: 20 or more is ready, or nearly; 12 to 19 is fixable, if you start now; under 12, the business still depends on the founder.

Download the printable checklist (PDF, four pages, 2.7 MB), to fill in by hand or pass to a client.

Why does it matter before an employee ownership trust or a sale?

In a founder-led software company, the founder is often the chief architect, the release manager, and the only person who knows where everything is. That works until they step back.

In an employee ownership trust, the purchase is usually paid out of future profits over several years, so the business has to keep delivering without them. In a sale, the buyer’s technical due diligence finds the same gaps, and turns them into a lower price, a retention, or an earn-out.

Where does the risk sit?

The risk isn’t the code. It’s who holds it.

Most technology risk in a founder-led company is key-person risk: knowledge, access, and decisions that live in one or two heads. It doesn’t show in the accounts, and it rarely shows at all until someone leaves.

The good news: it’s fixable, usually in months, and usually without hiring.

How do I use the checklist?

For the owner: answer honestly.

Tick yes only if you could show the evidence tomorrow. “Mostly” is a no, and so is “I think so”.

For the adviser: start early.

Hand it over a year or more before the transaction: long enough to fix what it finds, and soon enough that nobody has to price it in.

What it isn’t: an audit.

It starts a conversation; it isn’t technical due diligence. It shows where to look, not what you’ll find there.

The eight areas

Tick yes only if you could show the evidence tomorrow. “Don’t know” counts as no: a buyer will treat it as one.

People and knowledge

If one person left, would anything stop?

Access and ownership

Does the company own what it runs on?

Delivery

Can you say when, and be right?

The codebase

Is there a part nobody dares touch?

Security and resilience

If it broke tonight, what would happen?

Customers and contracts

Have you promised what the software can’t keep?

Leadership

Who decides, when the founder doesn’t?

Money and capacity

Do you know what the technology costs, and what it earns?

What does my score mean?

Count your yeses.

20 or more: ready, or nearly.

Keep it that way. The risk comes back every time the team changes.

12 to 19: fixable, if you start now.

Most of this is months of work, not years, and it’s cheaper before the deal than after it.

Under 12: it depends on the founder.

Fix that before a buyer or the trustees have to, and before it’s priced in.

Where I come in

I work alongside the founder and the team for a few days a month: getting what’s in one head into many, making delivery predictable, and growing the people who will lead it after the founder steps back, and after I’ve gone.

Your growth. Your equity. My problem.

The first step is the same whatever your score: the Growth Without Dilution Plan. Three or four days of my time inside your company, over two weeks, then a written plan. It costs £5,000, paid up front, and you keep the plan whatever you decide. If you go on to the turnaround within 30 days, the fee comes off the retainer, spread evenly across its months.

Let’s talk it through

Book 30 minutes, and bring this checklist, ticked or not. It isn’t a pitch.

Let’s find another way

General guidance, not legal, tax, or financial advice: the transaction’s own advisers lead on those.