The Ins and Outs of How To Sell Your Business With Business Lawyer Corey Kupfer (#98) — Transcript
Updated: Oct 26
THE PICTURE OF WEALTH · EPISODE 98
Dustin Serviss speaks with business lawyer Corey Kupfer about selling a company, negotiating deal terms and reducing dependence on the founder. They also discuss partnerships and building an efficient law practice.
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This transcript was generated from the episode audio and lightly edited for readability. It may contain transcription or speaker-attribution errors. Refer to the recording for exact wording.
Chapters
[00:00:00] Business partnerships and shared decisions
[00:04:25] Corey’s legal background
[00:08:57] Building a business that can run without you
[00:14:03] Delegating and trusting others
[00:18:58] Shared vision in a partnership
[00:24:36] Planning a partner’s exit
[00:30:14] Highest and best use of your time
[00:35:50] Choosing clients and the work you love
[00:40:38] The incentives of fixed-fee pricing
[00:45:55] Solving recurring problems with systems
Guest & resources
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Transcript
[00:00:00] Corey Kupfer: People have said this before. I mean, a lot of ways business partnerships like marriages. Right? You know, you have a lot of the same aspects, obviously, not all the aspects, but, you know, you got... You know, you spend a lot of time with that person, you're making decisions together, joint finances involved, you know, etcetera.
[00:00:14] Dustin Serviss: Welcome to the picture of wealth or t pal as we call it. I am your host, Dustin Service. That is the voice of Corey Kupfer, who is a lawyer who is in the in the deal. He's the author of the book, Authentic Negotiating. So he is in transactions and helping business owners sell their business, sell large commercial real estate. So he definitely helps us understand the legal side of what's going on in a deal. He helps us understand how to sell for a higher multiple and what in a transaction, like deep in the weeds at the final finish line, what are people negotiating over? What are the push and the pulls?
[00:00:46] Dustin Serviss: If your business is dependent on you, you might sell for less of a multiple. If you're... Got it... Really your system's in place, then you would sell for a higher multiple, have to stay around less time. There's a hiring crunch. That's what we hear. Listener, if you're a business owner and you need a succession plan, you're probably saying, well, where can I find someone that's just like me? Well, it starts with a limiting belief. The limiting belief mindset saying, you know, there is nobody out there, and that's what you're gonna find. And so he breaks down how can we get over that, and how can
[00:01:13] Dustin Serviss: we get on with finding somebody to take the reins or finding a suitable buyer. The last half of the podcast is really geared towards lawyers. You know, how to fit into a deal. So if you're a solicitor, should you be hourly or contingent? And should we go hourly after the first draft? And then he talks about building and scaling a law practice, which is quite fascinating because it really requires a lot of systems and a lot of people are involved in a large law practice. So he talks about creating efficiency using certain systems. So again, I am excited to introduce Corey Kupfer. Alright.
[00:01:47] Dustin Serviss: I'm excited to have Corey Kupfer on the podcast today, and we're talking, business deals. We're talking law. We're talking joint ventures, strategic alliances, business partnerships, sponsorships, you know, anything business. If you like business, this is the podcast that you're gonna wanna listen to. Corey, thanks a lot for being on the show today.
[00:02:04] Corey Kupfer: It's great to be with you. That's it. I look forward to talking.
[00:02:08] Dustin Serviss: Now, Corey, I... As a as a student of, you know, the investment world for eighteen years, you know, just warm us up. You shared a little bit about, you know, being down Wall Street long time ago. Where... Was this a stock broker thing or a lawyer thing? You know, what... Why were you down... Were you just hanging out on the street? What were you doing down
[00:02:24] Corey Kupfer: there? Yeah. I love it. No. So what I was... I I started working at big New York City firms, and they were really, more midtown located. But then in, nineteen ninety two, about six years out of school, when I hung up my own shingle because I didn't wanna work for somebody the rest of my life, the first office I took... It wasn't really even an office. So back then, it was way before Regis and WeWork and all these shared office spaces. That wasn't a concept. But there was a guy who had one of those. It was like this new thing. If I could give a client, and he had something, that was, eventually became, called the always Wall Street office.
[00:03:00] Corey Kupfer: And when I started there, it was, it was something else. But, anyways, at the time, they had what was a very cutting edge new technology back then, which was that somebody could call in and it would show up on your computer... On a computer screen with a receptionist that it was law office to Corey Cutfers so they could have, like, a hundred different companies. This is brand new technology back then. And then they could take a message from me, and they could actually transfer it to me up in my little studio apartment on the upper side of, of Manhattan. So, you know, I'm I'm joking, but it was true.
[00:03:29] Corey Kupfer: That was, like, cutting edge technology then. So the fact that I could have a, a receptionist and appear to be in the office was new. So I worked out of a studio apartment up to East Side, but I would meet with clients at a conference room down on Wall Street, if I, you know, if I had a meeting with a client, and then eventually actually took a physical office there, you know, in a shared office suite. And then, after that, we signed a ten year lease at the forty Wall Street. So I was down on Wall Street as a lawyer for about fifteen years, and, you know, we used to represent some of the guys on New York
[00:04:00] Corey Kupfer: Stock Exchange, the floor brokers, and, you know, we're doing, deal on securities work then and and the, you know, the the Wall Street office. And I actually got some clients from other states, especially. See, in New York, people are people actually knew that, Midtown Real Estate was more expensive than than Wall Street. But but from out of state and out of the country, it was the impressive address at the time, and, it actually got me some business.
[00:04:25] Dustin Serviss: Well, that's, well, that's exciting. So you were a lawyer doing what, you know, I know we're gonna talk about what you're doing now and sort of business, deals. But Yeah. What were you doing back then specifically?
[00:04:36] Corey Kupfer: Yeah. So it's interesting. I mean, I... For most of my career, I've I've been doing what I did now, but just to sort of share a little, you know, I was fortunate enough to graduate, you know, from NYU high in my class in nineteen eighty five. When you combine all those things, I had seventeen job offers. I could have more at the top firms. Because it's a boom economy, you know, great school at top of my class. Right? So, so, you know, I'm this cocky twenty four year old kid who's about to make more money than I've ever seen because I grew up in a low middle class family. I didn't...
[00:05:07] Corey Kupfer: You know, but, you know, my my parents eventually, as I got older, became more comfortable, but but at that time, you know, they didn't they never made a lot of money. And, and and and I I I, for some reason, was sure that I wanted to be a management side label law attorney. I don't know why. I took some classes in law school. I thought that was interesting. And, I ended up out of all the the big firm office. I also knew that I didn't wanna work in a mega big firm because I was, you know, just... I don't know. I didn't wanna get buried in the library for four years. You know? So I...
[00:05:38] Corey Kupfer: Because of all that, I went to a firm called Syphaw, Shaw, Fairweather, and Jerrelson, which was a Chicago, based firm that had offices in New York and LA and San Francisco and Miami. And, and they were they were a big firm, but they were sort of a run below the the, you know, the top of New York firms. But they were the number one firm at that time in management management site label loan. So that's why I went there. It was, like, the pitch off of what I said I wanted to do. I won't tell a whole long story, but let's just say that sometimes comma or, you know, you know, the big shot I thought I was, circumstances happen and, you
[00:06:14] Corey Kupfer: know, that that teach you some lessons. And, when I came back... So what happens is if you're fortunate enough to go to a law school, you actually get a job during your second summer when you're still a law student working at that firm, and then they give you an offer. So I knew I had a job going into third year law school. Well, when I came back to work there and wanted a new guy to head up the labor department, who was frankly one of the biggest jerks on Earth, and it became a horrible... It went from a great place over the summer to a horrible department to work in, and that was combined with the fact that the, corporate
[00:06:47] Corey Kupfer: securities group, was very, very busy. This was the the mid eighties. It was crazy. The nineteen eighty six tax law, you know, change was coming. And, and they and they they needed help, so they asked me. They... Because they promised me I'd be in labor, so they couldn't force me. But they asked me whether I'd help out, and I ended up splitting time that first year, half between labor and half between corporate securities work. So deal work, public securities work like a a initial public offerings and secondary offerings and that kind of stuff and leverage buyouts. And, I ended up loving the corporate deal and security stuff.
[00:07:19] Corey Kupfer: I ended up hating the labor stuff logic because, you know, the person who was there. And I quickly made the switch in my second year, over to, doing corporate deal work and haven't looked back.
[00:07:31] Dustin Serviss: Well, that's amazing. Well, I guess, you know what? You've you've written a book called Authentic Negotiating, and we're gonna get into it. But the the premise that I think, you know, many of the, you know, listener, if you have a business and you're about to sell it, or listener, if you have a business and you think one day you will sell it, you wanna listen to this. And this is, you know, what what things do we need to start setting our business up with now? Again, if we're about to sell, it's it's super important. But if we're not about to sell, why wouldn't we start thinking like we're
[00:07:59] Dustin Serviss: gonna sell now and start putting the right framework in place that you help people do before selling? So long winded question of saying, you know, look, pick, you know, pick me. I'm, you know, I've got five years to build my company, and and I'm sixty years old, or I'm fifty five. What what steps am I taking, and and who am I talking to?
[00:08:21] Corey Kupfer: Yeah. So so there's a few things, and and I love the fact that you're talking about picking in advance because the options that you have are so much, more, if you if you plan in advance. Right? So, what what are some of the things that that you should do? Well, the the the biggest single thing is that most businesses don't... Aren't sellable and or they're not sellable at higher multiples because they're too dependent upon the owner or owners. Right? So if you have a five year time horizon, take a look at how much the... You know, could could could you leave for a month or six months and have the business still run without you? Right?
[00:08:57] Corey Kupfer: And if if that's not the case, then you gotta work towards making the business less dependent upon you. And listen, that's a great thing to do anyway. I mean, there's, you know, Michael Gutter's book, E Myth is like a bible in the entrepreneurial, you know, community. It's all about, you know, having the business be able to run without you. You know, they're working on the business, not in the business. And that's a great thing to do even if you're never gonna sell because why not create a bit... You know, as an entrepreneur, you know, did we just buy ourselves a job, or are we actually creating a business that, you know, that's not dependent
[00:09:27] Corey Kupfer: upon us? So if you haven't done that yet, and you have a five year or three year or whatever is time horizon where you wanna sell, the first thing I would do is look at how you can get out of stuff, who you can delegate to. You can hire a management team and make the the business less dependent upon you because you'll get a higher multiple for it. And, also, you know, if you're if you're looking to sell because you're looking to retire or exit, travel the world to play golf or whatever it is, the less dependent upon it is on you, the less you're gonna have to stay on as an employee post transaction. Right?
[00:10:00] Corey Kupfer: Because, you know, if it's super dependent upon you, they're gonna make you a condition to heal. What do you mean?
[00:10:05] Dustin Serviss: I want my check, and I'm out of there.
[00:10:06] Corey Kupfer: That's right. That's right. And, you know, and that's so... You know, it's rare that that happens, but when you can shorten the period, you know, you can, you know, as opposed to, you know, having a three year employment contract they're locking into, you could potentially shorten it to a six months consulting arrangement. Right? If the business is less dependent upon you and they're getting other key people that continue to run it. So, you know, that's my biggest piece of advice. The other thing is, you know, you wanna look at, you know, get in contact with professionals early. Right?
[00:10:33] Corey Kupfer: You don't necessarily have to retain them on some big retainer, but, you know, they're gonna... Whether it's your, your attorney, your accountant, investment banker, business broker, if if if you're gonna go that route, start talking to those people because they're gonna be able to educate you on the market. They're gonna be able to give you some more tips on how you, know, prepare yourself. They're gonna make sure, you know, give you another specific example. You wanna clean up. I mean, if you're like a lot of small and mid sized businesses, you may not have some of the formalities.
[00:11:03] Corey Kupfer: Your financial statements may, you know, need to be worked on a little bit. You may need to look at, taking out some of the personal expenses you're putting through the business so your EBITDA shows higher. Right? Yeah. You... You're gonna wanna clean up your due diligence. You know, legal due diligence. You know what I... Those long term contracts you have when you... Maybe they technically expired, and you didn't get a formal renewal because you have a good relation with the client. Well, if you go to sell the company, they're gonna have a problem if you don't have a actual, you know, contract that is extended
[00:11:33] Corey Kupfer: and and still going on if you have those kind of relationships. So those are the kind of things you get out ahead of to do the financial debulgence, legal debulance, any compliance if you're in a regulated industry, as well to put yourself in in a position to be more sellable. Because one of the biggest things I always say to folks is, listen, the seller, especially, you know, may not be the principal of the seller, but the team that that seller stands in is basically coming into your company to do deals to find some reason not to do the deal. Right. Right? So you wanna get prepared to to look professional, to present well, to
[00:12:07] Corey Kupfer: know what they're gonna be looking for. And if you have time in advance, you know, that you can do that a lot better. You certainly... You know, it's it's a lot harder, especially on the financial side, you know, to start, you know, cleaning up financial statements and looking back when it's, you know, three months before the deal rather than three years before the deal.
[00:12:25] Dustin Serviss: How important... So you mentioned something that's key, and we see it in our region. You know, there's about, it's a major town of about two hundred and twenty thousand people. So you got many successful businesses would be sort of, you know, two to twenty million kind of range. And... But a lot of those businesses could be, you know, one key person, you know, the the founder, and, you know, five to twenty five sort of employees. And often what I hear when we're working with with clients is, well, I'd just go out and hire somebody. You know, go ahead and... Where would I find these people? You know, it's just...
[00:12:58] Dustin Serviss: There's there's often this feeling that there is nobody out there that could do what they do. And so how important is it for business owner, listener, to figure that out or to find resources? And I'm hoping we can uncover some resources because a lot of listeners, that'll be a a major moment that there is things out there, and people do transactions all the time. People hire things. And if your intention isn't... Is set on there is nobody out there, well, guess what you're gonna get? So how, you know, where does your brain go when I ask you that question?
[00:13:32] Corey Kupfer: Yeah. And there's so many layers to that. It's a really important question. So the funny... First place I wanna start is where there may be some limiting, you know, beliefs that that entrepreneur has that are just not true. Right? And you sort of alluded to it. Right? I mean, you know, it's never true that there's nobody out there. Right? I mean, in different markets, different geographies, different whatever. Maybe it's, you know, it's it's it's a little harder versus, you know, a little easier. But, you know, that's not the case. And a lot of times, that unfortunately doesn't come from a a real
[00:14:03] Corey Kupfer: understanding of who's out there and who's not out there. It comes from a... One of the issues that we entrepreneurs have sometimes where we have an inability to, first... You know, we think it's all about us, and we have an ability to delegate or trust other people. And, you know, we we... And and, you know, I even have clients and ask for my friends who, you know, give me evidence of that. Oh, I remember there was this one time where I delegated this this person and it didn't work out. I had to take it back and... But the answer is when you delegate to somebody or train... And and by the way, not to mention training. Right?
[00:14:36] Corey Kupfer: Like, training people up if they... You know? And this idea that nobody's gonna do it as good as I do it. You know, in in part, listen, some of the stuff that makes us more successful as entrepreneurs also can be the biggest negatives. Right? I mean, the fact that we can figure stuff out, we can get done, we're gonna work until it, you know, until it happens is is a big part of what gets us going and has us be successful. But over time, and certainly if you wanna get your business to the place where it's where it's scalable and where it's... There's enterprise value. Right? That's beyond you. You have to shift out of that.
[00:15:11] Corey Kupfer: So I I often talk about mindset on my podcast and with my clients or whatever. So So the first thing is that mindset shift. Right? And, I will share with you, there was, I'm a member of Hashtagra's organization, which is a global organization of, business owners of, you know, a certain level where... And we had a speaker, because she had two partners who were speakers one time, and I I... Frankly, I I can't even credit them, unfortunately. There's only a million names, but this is something that was great. They they scaled a very big, you know, with... And it's a very good company.
[00:15:42] Corey Kupfer: And one of the things that they said that they had to get past in terms of this mindset shift, that helped them do that was they established a rule. It was, you know, well, I'll tell you the rule, but it wasn't like this hard and fast. They said if somebody can do an eighty percent as good of us without, you know, as us without doing it. Right? Now don't get hung up on the percentage because it's not really... It's just a concept. Right? And the truth is in my business as a lawyer, if if somebody only did an eighty percent as good, that would be a problem. We don't... We can't afford twenty percent of the states.
[00:16:15] Corey Kupfer: But but they they were talking about a mentality because the truth is, even even if you think somebody can do an eighty percent as good, most of that twenty percent that you don't think they can do it as good is much less real about the quality of the work. It's much more that they do it differently or that you don't trust it or it's gotta be you. Right? So they they they use that as a mantra to switch their mentality, and they grew it, you know, a huge company and then ended up exiting a very high amount. So the first thing is that mindset shift to say, hey. You know, it's not about you. There are people out there. You can hire them. Yes.
[00:16:46] Corey Kupfer: You may need to do some training. And by the way, when you delegate to them and they do mess it up once, you don't pull it back, you, you know, you... Lean in. You you you lean in, you train them further, you you know, it's... You gotta give them room to make some mistakes. You made mistakes as well when you were picking it out, you know, so remember that. So that's that's the first shift. So it's... And then there's then there's the willingness to sort of when you bring people in, shift, you know, not only train them up, but also sort of share power, let go of decision making.
[00:17:18] Corey Kupfer: And people who can do that are the ones that actually, you know, can build can build the management team. Because... Listen, I'm not saying you can't sell your company if you don't do that. But one, you probably get a lower multiple. Two, you you may have to work longer. And three, even if you'd... You don't have to do those things, you're limiting your buy at pool. So now maybe maybe you have to, you know, only sell to a strategic who doesn't really need the people. Right? Because they have... They do exactly what you do, and they could just absorb in your clients, but they're not gonna pay as much of that as as, you know, as
[00:17:54] Corey Kupfer: having financial buyers at the table, having, owner operator buyers at the table, you know, and other people who need more support. So, that's the reason to really do that work. Mindset shift is this thought, though.
[00:18:06] Dustin Serviss: Yeah. I I appreciate it. And and kind of finishing off with that same topic about you're gonna success your business at some point, and you've got a younger partner involved. So what do you see as the biggest risks in business partnership in general?
[00:18:23] Corey Kupfer: Yeah. Yeah. So it's... I actually did a I actually did a... I have a solo cast on my podcast recently about business partnerships and even shared some of my, successes and failures. And yeah, I'd be happy to. So, I mean, listen, you know, people have said this before. I mean, a lot of ways business bond should flag marriages. Right? You know, it's, you know, you have a lot of the same aspects, obviously, not all the aspects, but, you know, you got... You you spend a lot of time with that person, you're making decisions together, joint finances involved, you know, etcetera. So a lot of things I talked about even just in terms of hiring
[00:18:58] Corey Kupfer: people, in terms of the willingness to share power and seek control, whatever come up, you know. But for me, the biggest thing is, is is whether there's, you know, a shared vision. Right? You know, and and because if there's a shared vision, usually, and good communication, you can usually end up working through stuff. The partnerships that I've had where they've gone off, the rails, you know, the first one was a lot of partnership I had where there was shared vision in the beginning, but then there was a divergence. And there was actually the biggest issue in that one, and this comes up
[00:19:28] Corey Kupfer: in, you know, I'm only sharing this because it's not just me. Was there a... There was different perceived, value of the contribution of each. Right? So, you know, from my point of view and, you know, and I always say that because there's always... Right? You know, one of our one of our partners back in... I'm going back to my Wall Street days. You know, there was a perception that he was contributing more to the firm because he created a lot of activity. Right? But I'm a numbers guy. And when you... When yours less profitable and you have more collection issues and you have more expenses, okay, I don't care if you're producing more revenue
[00:20:07] Corey Kupfer: if it's if it's not netting out at a higher amount, then it's actually just more headaches for less money. Right? So so you end up with with financial differences in that, a level of sophistication in the house that people do. And then, you know, the other partnership I had that didn't work out was was much more of this split envision. Just the way to be clients, the way to treat employees. I mean, my my ex partner on that side was a micromanager. I'm I'm somebody who is so far from that. I hold people accountable for for results, but I empower them. I train them. I trust them. I let them run with things, you know.
[00:20:41] Corey Kupfer: In fact, even, you know, with one of my long term employees today, it's a small example. She sent me something. She said, hey. I sent you this thing, you know, the review. You know, if you don't have time, I can send it out directly to the other side. I said, well, you know, do you need my review on it? And she said, well, no. Not really. I'm like, okay. Good. Send it. You know? You know, there's always this tendency of people to wanna, you know, so so any case, you know, that's... So that alignment, you know, of, a vision is important in a partnership. You mentioned succession, which raises some other, you know,
[00:21:17] Corey Kupfer: issues because often in succession, there is a... Maybe the the the successor has... Is a partner that they have maybe a minority equity piece, you know, they've been given over time. Sometimes they haven't been equitized, and they've also often come up in the shadow of the senior of the senior partner. Right? So you have additional items on how you have that person be willing to step up to be... You know, it's very different being number one than number two. Right? You know, so so is that person ready to step up? Can they take it over? Sometimes the problem is the other way.
[00:21:53] Corey Kupfer: The person is very ready to step up, but the senior person won't let go. He was blocking, won't let go go, you know, of control. So you gotta work through those issues.
[00:22:02] Dustin Serviss: Well, yeah, I think it... It's very real, and it's often at, the fifty one forty nine percent juncture where you got senior at fifty one percent, junior partner at forty nine, and all of a sudden, senior saying, I wanna retire in three years. I'll sell you another twenty, you know, six percent, so you're at seventy five. So that that happens. And I'll say to to senior, so so you can't do those expenses that are kind of gray anymore, you know, and and... Or or how is that gonna work? And maybe we should talk about it now. Like, you should put a budget on, you know, how much can you spend on the visa to buy,
[00:22:43] Dustin Serviss: fill in blank, alcohol for the company Christmas party or or whatever it is. And so... And and often, I just had it last week where, an individual said, well, no. Like, I... I'm still the leader and that... And I said, well, that's not how it works. That's ownership. That's, and and interestingly enough, I think in some cases, the junior partner has come along and trusted senior so long that they probably won't push the envelope because it just makes it more awkward. So I don't know if that stems up or responds on some some thought on your part about how how does Senior... You know, what should what should listener do who's gonna sell
[00:23:25] Dustin Serviss: more of their company and not be the majority anymore?
[00:23:28] Corey Kupfer: Yeah. I will tell you that, in a lot of cases, just because of that dynamic... And I'm not saying, oh, it's... Sometimes it's it's it's definitely, you know, we we do what you're talking about where the majority becomes a minority. But I will tell you in a lot of cases, because of all these issues, the way the deals work is the junior buys it up to forty nine percent, and then the next step is a hundred. You know what I'm saying? Like Yeah. You know, like like, as long as the senior wants to be in control, he's at that fifty one percent, but the next transaction is a fifty one percent purchase by the... Already got a twenty six. Right?
[00:24:05] Corey Kupfer: And again, that doesn't always happen. We've done deals where where where there's a flip. But I would say in a lot of our deals, it happens that way because I try to have these conversations in advance of that change of control with both sides, you know, with... And and it should be sides, but, you know, with the junior and the senior. And, you know, try to ask those questions, like, you know, what is gonna happen if you if you do go from fifty one to twenty five, you know, and and and he he wants to, you know, do the big holiday party, you know, that's why so three thousand budget you would... How are you gonna feel about that?
[00:24:36] Corey Kupfer: You know, just as... You know, to use your example. And, and, you know, a lot of times... Sometimes at least, there are these amount of times when they think it through, they're like, you know what? I'm not gonna be really comfortable being, you know, so why don't I... Even if even if they wait another year or two, you know, sort of skip the interim step from going from forty nine to seventy five and, you know, and do it a year or two later when they're really ready to go out. So that's one possibility is you you you just skip that step and go from forty nine to a hundred. But but the other way is that that I think, you know, it takes
[00:25:07] Corey Kupfer: some very, you know, deep discussions about what is coming with that equity shift. So if we do go from the fifty one forty nine to the seventy five twenty five, you know, what does that mean? Because, you know, the truth is this, legally, you don't, you know, decision making control doesn't have to follow equity change. Right? So in theory, you could still have it that the senior person, you know, makes decisions. That's usually not that attractive to the union person. Psychologically, when... The minute they get over fifty, they they they wanna control it. But you can... But it's not... It doesn't have to be one or the other. Right?
[00:25:44] Corey Kupfer: You can build in to an agreement that happens along with that equity exchange that CU guys still is in control of these certain aspects because, you know, for a lot of times, it's it's it's actually... They don't need to be getting control of everything. In fact, they may very well wanna be out of the business of a lot of the stuff. Right? Because they get into that stage. But there may be a few things they really care about. Right? You know, in, you know, in your in your business, you know, maybe they're they're... They've been heading the the investment committee at the, you know, wealth management firm,
[00:26:15] Corey Kupfer: and they still wanna they still wanna have some some control over the investment out of the model portfolios or whatever it is. Right? You know? Okay. It'll get... Yeah. You can hire or fire Joe. You can you can get more alcohol for the Christmas party. You know? I don't care. You can redecorate the office, but you know what? As long as I'm involved, I wanna have the the investment committee. Right? Or I wanna make sure that we're, you know you know, not, you know, doing x a lot. So you you you can potentially parse that down in a way that works if you have these conversations in advance and try to plan for it.
[00:26:48] Dustin Serviss: Thanks. Those are, two great things. Listener, you are listening to Corey Kupfer. That's c o r e y k u p f e r dot com or Corey Kupfer at his law website, kupfer law dot com. So, Corey, I, appreciate that insight. I'm switching gears now to you being a lawyer and the dynamic and the life of a lawyer. Explain and just set the stage for when you went into university to become a lawyer, and now you are a few years older than out of university, is... You know, what was that vision when you were twenty year old Corey versus the reality that you're sort of living now?
[00:27:31] Corey Kupfer: Yeah. So, you know, for me, I'll actually take it back even a little earlier because I had this unique experience. When I was in high school in Brooklyn, New York, there was a special law politics and community affairs program, LPC they call it, that I would got into. So we went to, like, visit courtrooms and did mock presidential elections and prisons and, like, all this stuff. So I actually had a vision of what a lawyer was from that and went into college, you know, what you all call university, we call college in the states. Right? I went to college, undergraduate, knowing I wanted to be a lawyer, which is unusual.
[00:28:09] Corey Kupfer: Most people who end up to be lawyers are coming to... Towards the end of their undergraduate college, and then, like, they're like, okay. Do I go get an MBA or do I go to law school? Because I'm a smart guy, and I don't know what I wanna do. Right? To me, I literally left high school saying I wanna be a lawyer. So I go through college, knowing I wanna go to law school, graduate college, get into a good law school. And... But but still, I mean, obviously, I do deals now. Right? So, like, going to prisons and courtrooms in my presence had nothing to do with... Right. Anything I'm doing now.
[00:28:38] Corey Kupfer: I told you that, you know, that piece when I first came out about label law and then switching over. But, you know, the big difference to me that's evolved because, you know, after, you know, that first year, I was doing similar stuff to what I'm doing now. But, yeah, the big firm, you're doing very huge deals. Right? And, and, obviously, you know, when I hung out my shingle in nineteen ninety two and I was six years out of school, you know, General Electric credit card wasn't bringing me the four hundred fifty million dollar leverage buyout that we just closed when I was in the big firm. Right?
[00:29:10] Corey Kupfer: So, you know, start out to, you know, doing smaller deals for smaller companies, and we've actually built back up. Not quite... You know, we're not doing multibillion dollar deals like the big, big firms do. But, you know, we're we're doing deals up into the hundreds of millions of dollars, you know, and as low as the, you know, as, you know, single digit million million two. But, but the difference is much more so was evolved over time as my role. You know, in the beginning, you know, I was I was it. Right? You know, I was... Not only was I, you know, doing all the work, but I was, you
[00:29:41] Corey Kupfer: know, typing my own stuff and one of my splash from Staples and, you know, and and, you know, all that stuff. Right? Over time, I've been fortunate enough and worked hard enough to build a great team, and then, you know, get seven lawyers, you know, working with me and and and, and, you know, what I do is to highlight... I bring in the business. I get a handle high level strategy structuring, you know, high level negotiations. And I I try to develop my team, and, frankly, they do a lot of the heavy lifting. You know, I'll deal... I'll come in and structure an m and a deal and, you know, maybe negotiate the high end of it.
[00:30:14] Corey Kupfer: And then, you know, when it's getting documented, that team is doing, you know, let's say, the eighty, ninety percent of the work. They're doing that. And they'll call me in, you know, from time to time if negotiation issue comes up or a question comes up. You know, I get to do... One of the things I often talk about is this concept of highest and best use. And as as business owners in any business, ideally, we should be doing our highest and best use areas only, which for me, my definition is you gotta be really good at it, but that's... But if you're great at it and you hate it, that... You know? You gotta love it.
[00:30:47] Corey Kupfer: And a lot of people stop there that it's, you know, that they're great and they love it. But as a as a... As an owner, as a founder, as a key executive in your company, as a high level person, it's gonna be a third element, and then it's gotta be having leverage. It's gonna make a difference. It's gonna move the deal. Right? It's gonna be impactful. So,
[00:31:03] Dustin Serviss: Which doesn't take on debt or leveraged in... No. No.
[00:31:07] Corey Kupfer: I mean, leverage to make a difference. I mean, I mean, I mean, it makes a difference, not not not leveraging it that way. So what I'm saying is that, to me, I'm constantly working towards, hey. What are the... How can I only do the things that I'm great at, I love, and make a big difference in my company and for my clients? Right? And then hiring, and, you know, and and outsourcing and and systemizing everything else. So that's probably, you know, the big difference. I've, you know, gone from one of the staples and drafting the documents, you know, to, you know, to having a team that does everything
[00:31:41] Corey Kupfer: that's not this high, you know, high level stuff that I that I get to do, which I always say I love doing.
[00:31:46] Dustin Serviss: From your peers who do, litigation work compared to you, who would you say... Because I wouldn't say you're on an adversarial side, but negotiating, you know, can be... It can be. So, you know, often, you know, in... You know, we do a lot of disability insurance for for lawyers, and we know that, you know, mental health claims are, like, fifteen percent higher for lawyers than not any other sort of profession. So that that says something about the wear and tear kind of on the on the noggin. So how how do you balance that? Or is there anything, you know, mindful that you do to be aware of that?
[00:32:21] Corey Kupfer: Yeah. No. It's a it's a great question. And, listen, frankly, there are a lot of lawyers who are really not... Don't love what they did. You know? It's it's it's very unfortunate. And, and I could see where that stress comes in. I mean, listen, I I can tell you stories from, you know, my bigger firm meeting from from the ASU and frail my firm where, you know, I mean, you know, upon the throwing and and for the young girl, I was... I'm talking about this is this is a story from pre cell phone days. So the only phones you had were desk phones. Right? He literally threw a desk phone at his associate. Okay?
[00:32:54] Corey Kupfer: You wanna talk about somebody who was, you know, something.
[00:32:57] Dustin Serviss: We're ready for a DI
[00:32:58] Corey Kupfer: claim. Right. You know, and and you used to see that kind of stuff, and it... And it's... And I think it's a combination of a number of things. One is lawyers tend to work long hours. Right? So that could be, you know, grueling. In in in bigger law firm structures, they're, you know... And they still... It's to this day, but certainly back, you know, in my day, very antiquated management structures. Just very hierarchical, you know, very negative in a lot of cases. Senior partners dumping on the junior partners, junior partners dumping on the senior associates, dumping on the junior associates, everybody dumping on the staff.
[00:33:34] Corey Kupfer: Like, not, you know, not not a new management style, not an empowerment model, not, you know, you know. And so so that's so that's a problem for, you know, some folks. People feel overworked under... Underappreciated. And then even if you go in the other stream, you look at a lot of a lot of these, law firm as solo attorneys. You know, they're selling their hours and, you know, and and hopping it, and they're, you know, they're seventy years old. They still... If they if they don't work today, they don't they don't make a dollar. Right? So, you know, it's it's a challenging profession in that way.
[00:34:05] Corey Kupfer: I feel very blessed and fortunate because, I looked at the big firm model and I said, oh, I don't wanna do that because the senior partner there who was making, you know, millions of dollars is miserable and never sees his family and has no time to spend all this money that he's making. Great. He's got three houses and a boat, but that doesn't turn me on. The solo practitioner over there who went out on his his or her own is just working to sell her out as, you know, and and and is not happy either. If I'm gonna continue to do this, and I really did come to a point where I was disillusioned, before I have my own firm. And I said, okay.
[00:34:43] Corey Kupfer: I wanna work for myself. I know that. Work for someone else is not gonna make me happy. I'm unemployable. Ultimately, I wanna do my own thing. But do I wanna do it in the Lord? Do I wanna do something else? Right? And what I figured out was I literally took four... You know, I had gone to high school, college, job, law school, no break. It wasn't even on the menu. I come from a local middle class family. You didn't you didn't backpack in Europe or take this ski here in Colorado. That wasn't... Like, nobody gave me a venue that included that. So... But when I when when I was, you know, approaching my sixth year, I'm
[00:35:16] Corey Kupfer: thinking, you know, I'm I'm leaving. I wanna open some sort of business. I took four months off of skiing in Vermont, forty two days, of skiing, and really took that time to say, hey. What do I wanna do? And what I figured out was ninety nine ninety five percent of what I hated practicing law at that time was related to work on someone else and, you know, just doing it not in the way. And so I I I said I got a vision of how I could build a firm that respects their... The team and the staff that really cares about the clients that, you know, that, compensates people fairly, that those micromanaged people. I really have a vision for that.
[00:35:50] Corey Kupfer: And and I've, you know, listen. There's been ups and downs since the entrepreneurial journey. But overall, I've been able to build that, and and I do what I love. And I work with great clients, and I've gotten wealth to the point where where clients at Jericho that's not appreciative or abusive to my staff, they're gone. Like, I fired. You know? It rarely happens now because we don't... But, you know, there was a time when when I was shifting from just, you know, needing to make the money and, you know, to to be able to have some more discretion and and, you know, I had fired some clients back then because they just weren't worth it.
[00:36:19] Corey Kupfer: So, just just to to circle back to your specific question, I think, you know, there's a lot of pressure. Certainly, litigators are on all kinds of deadlines. They gotta run to courts, you know, but even on deals, you know, you could be working hard and, often in environments where you're not appreciated, you know, often with people who are not happy in their own lives, you know, you know, who maybe you're working for. And it, you know, it creates a lot of dissatisfaction. And I feel very blessed that I've been able to create something I love and and also that that, I I mean, I have some very long term,
[00:36:52] Corey Kupfer: you know, folks been with me fifteen, twenty, twenty five years in various relationships, you know, which is great, you know, because they... They're obviously happy as well, you know. So, but the profession, it's it's it's a challenging profession and I, you know, shown by your comment on the, you know, on the DI claims.
[00:37:09] Dustin Serviss: So in in, for listener who is maybe feeling those same thoughts, maybe feeling that, I don't... Am I in the right tribe? I just, you know, not... Like, how how, you know, you kinda mentioned how you parlay, but, like, how does... Let's talk money. How how do how do you charge for deals? Or
[00:37:28] Corey Kupfer: or do you...
[00:37:28] Dustin Serviss: And I assume, you know, in in Canada, it's probably similar to corporate lawyer who's, you know, doing transactions of either property or a business. And there's, you know, there's gonna be different models for that... Of that compensation. So is there one way you you fit into the deal, or is there multiple ways?
[00:37:47] Corey Kupfer: Yeah. There's multiple ways, but what I what I will tell you is we do our best. We... There's aspects where we need to charge hourly. It's just, you know, it's a negotiated deal. You don't know. You can't... You have no way to know how long it's gonna take. You're getting documents from the other side to review. You don't know if it's gonna be a great, tight, fair document or if it's gonna be some horribly drafted one-sided, you know. Right? But when we are drafting things, like, when we have fixed fees for everything that we do regularly. Right? We're doing an operating agreement with Shell's agreement.
[00:38:18] Corey Kupfer: If we're doing even a first draft of an asset purchase agreement on a deal, we're gonna go hourly after the first draft because we don't know what's gonna... But we try to... Personal clients like more price certainty if you can give it to them. Two, and this is one of the problems of the, legal model or or, honestly, any business that charges by the hour. First of all, I don't think it's the appropriate, measure. So it... Because I have thirty five years plus experience, it actually takes me a lot less time to do something than some other people on certain things. Right? And, also, the time... I mean, if I can...
[00:38:55] Corey Kupfer: I mean, we we just had a deal with a client, that they were, they had structured this deal. They assumed that the four million dollars they were taking was gonna be ordinary income, and I had a I had a way to structure with the the capital gains for that. Right? That's gonna save them a million dollars in taxes. Right? So, you know, give or take. Well, it it it... Is the fact that that took me fifteen minutes to explain to them? You know, I should just build fifteen, you know, you know, you know what I'm saying? Like, you know, what's the value you provide? So we try to, you know, value bill and it also creates incentives.
[00:39:34] Corey Kupfer: So what the hourly billing, system creates for what is is incentives to be inefficient because you make more money. It it it gives you with, you know, somewhat somewhat somewhat somewhat is a a padding bills. Right? Because... And and and I think there's a psychological toll to that because it's, you know, there's the reason my book is called Authentic Negotiating. There's a reason I approach things in a certain way. Right? I think when you are... You know, now we're getting to an into an inner work and alignment conversation. And, you know, and and I think for a lot of lawyers because to
[00:40:05] Corey Kupfer: make money, their practices have to be out of alignment, which what what I think is is their own integrity and and and, you know, so if you're padding bills because, you know, you're getting penalized for, you know, inefficiency or for for efficiency, then, you know, you're you're you're not honest with the client. You, you know, you're effectively cheating them because you told them you're going by the hour, and now you're putting in twice as many hours. And they used to be pressures of big firms to do that. So I think that affects people's, you know, mental health as well. So I'd rather say to a client, listen, this is our fixed fee for
[00:40:38] Corey Kupfer: this. And the reason we do that is so you'll know what it's gonna cost. And number two, it also gives us an incentive to take non billable time to keep up on the latest, you know, best practices, changes in the law, update our forms to make them the best. The problem is in our billing model, if I'm doing that, making my forms really great and spending all time to make make sure we're in best practice that's non billable, then I've created such a great form that it take... It actually takes me less time to deliver it to you and I make less money. It doesn't make sense for us, doesn't make sense for the client, creates perverse
[00:41:12] Corey Kupfer: incentives, creates incentives to to not put out the best product, so it doesn't serve anybody. So any case, long way of saying, we try to build... Fix me whenever we can. Some stuff we have to build hourly that it is what it is. We do that. And also just to be very transparent. I remember I had a client... A big client of ours reach out to me one time and said, Corey, we give you a lot of business. Can you give us a discount? Right? You know, maybe knock off ten, fifteen, twenty percent. Some of our other vendors do that. And I came back to him and said, we don't do that. I said, listen. The reason we don't do that is very straightforward.
[00:41:46] Corey Kupfer: We spend a lot of time very carefully determining what I'll efficiently... Right? We don't know what charge, but we we always charge you know, we're not the cheapest provider by any means. We're certainly not the most expensive, but we charge an amount that is fair, and we're gonna provide you value at or or beyond what we're charging you. What happens when you provide discounts, because I've seen this in the bigger firms, it provides these perverse incentives. Trust me, everywhere I know who knows that there's a client is always gonna negotiate a discount, is taking that into account in their billing, and
[00:42:18] Corey Kupfer: somehow they're making that sure that that bill is another fifteen percent higher to account for the fifteen percent discount. I said to them, I don't wanna play those games. Right? I'm not gonna do that. So, you know, these are our fees. I said, what you get by being a great client is, you know, we're responsive to everybody. But, you know, if if you call me up and you really need something, we'll drop, you know, we're gonna drop stuff to, you know, to to handle you because you're a good client. But, but we don't discount a fee. So, you know, so that's our model. And I also think it it plays into our satisfaction because
[00:42:48] Corey Kupfer: I actually think, you know, I I I I, you know, my character is intact. My integrity is intact. I have very honest, straightforward, true conversations with the client. I'm not playing any games with them. I'm not pawning me over. And I think, you know, I think it makes a big difference. And, frankly, you know, we can build then systems and models that help us be more profitable while serving the client better.
[00:43:12] Dustin Serviss: What, what was a a big system or process you put in place once you started adding staff? So I'm thinking for the little practitioner listener that, is maybe like you. Seven lawyers and... Well, that's just bigger than solar practitioner. But, you know, that level of firm, maybe ten or less employees, you know, when you were sort of scaling up, what was one thing that was a game changer to, either, you know, revenue or efficiency in your practice?
[00:43:40] Corey Kupfer: Yeah. I would say, the powerful use of systems and technologies. So I'll give you I'll give you a couple examples. You know? So one is, we invested in, it's a... It's on a Salesforce platform, but but it's a program called Avalogix. It's a it's a law firm layout, overlay, on a Salesforce platform, and we then paid a consultant to customize that to us. Right? What does that allow us to do? Right now... So, you know, in the beginning when it was just me, I knew all the clients. I knew what everything was going on. If the client called me up and said, hey, Corey, what's happening with this at the hotel?
[00:44:16] Corey Kupfer: Now I got multiple attorneys working on it. Right? How do we track all this stuff? How do I know what's going on for client? How do we make sure nothing's dropping through the, you know, through the cracks? Right? So we we track every single client, every matter we have active, who's responsible for it, what the latest update on the task is. We assign tasks back and forth through the system. We also build through the same system. So it's a... It's an all integrated system which creates efficiencies, but also creates accountability and transparency and, you know, reminders and workflows you create in there.
[00:44:48] Corey Kupfer: You don't need that when you're, you know... I mean, you need probably more than you think when you're solo because, you know, when we try to, but but, you know, but but but some of that functionality, you know, where we're sharing information and and assign tasks back and forth and updating it in a way that everybody can see, you know, is less necessary when you're smaller. For us, that makes a huge difference. And along with that is this conversation of creating these great templates and forms because we have a fee structure that make... As that makes sense. So we do a great job with that.
[00:45:21] Corey Kupfer: So we're not recreating the wheel every time, you know, which creates, you know, more work, but also also creates the possibility of more mistakes. So, yeah, that, you know, that's been a big part of it. I... I'll share one last thing. I was at a seminar once, where... Yeah. I I wish I had credit. I don't even know what it was, but it said something... A great question to ask, yourself as a business owner is if you have a repeated repeated frustration or something that that repeatedly goes wrong. Right? You know, this keeps happening. What does keep happening? Right? Ask yourself this question.
[00:45:55] Corey Kupfer: What fully implemented system have I not put in place that would take care of this, that would alleviate this, that would... You know, if you ask that self a question as opposed to being upset because, you know, if you're assistant or whoever it is, why do we keep dropping the ball on this? Right? Like, it's her fault or his fault. Ask what fully implemented system is not in place because that will have you think, well, maybe there is a system I can put in place. This. Like, we had an issue several years ago where we started growing very quickly, and we got many more prospects.
[00:46:27] Corey Kupfer: We did a bad job on follow-up with those prospects because the volume had increased. It was a good thing. Right? We were growing. We were getting more relationships. The volume had increased, but we didn't have a system for follow-up. Right? When it was a trickle, it was easy to remember. So we so we started tracking the prospects in our system and putting tasks follow-up, you know, a week later, two weeks later, whatever. We've been a workflow out of that that then, you know, we had a system that alleviated that issue of lack of follow-up prospects. Now what do you think happened to our close rate on on those prospects
[00:46:59] Corey Kupfer: by putting that system in place?
[00:47:01] Dustin Serviss: A lot better.
[00:47:03] Corey Kupfer: Yeah.
[00:47:05] Dustin Serviss: Corey, finishing thought on, so what is, coming from the the New York side? You got... You you got two places, New York and, California, but your ultimate picture of wealth is what?
[00:47:21] Corey Kupfer: So it's it's a great question because I have I have this exact conversation with our adviser who, you know, who we work with. And, and as I mentioned to you off air, we represent, like, hundreds of advisers in the US. Yeah. So so it's, we're in this world a lot. You know, so for me, I've gotta I've gotta take it back to, my ultimate values in life because how do I, you know... In my mind, I can't define wealth unless I know what I'm measuring because wealth is not just avenue or money. Right? So my highest value in life, my highest ideal life is freedom. I talk about it on my podcast at the end of my last question on my podcast. Yes.
[00:47:59] Corey Kupfer: So I value freedom very, very highly. So for me, my wealth, if it doesn't give me freedom, then it's just mine. Right? So, you know, when we when we sit down and look at it, my wife and I, we say, okay. What does that involve? Well, as an example, we don't own any personal real estate. We used to. K? And I know... I I can give you all the arguments on, you know, the financial advantages of owning real estate and having a deductible mortgage and blah blah blah and the appreciation over time. What I... I understand all that stuff. But it restricts my freedom. Right? We decide, well, what if I don't wanna live in California anymore?
[00:48:38] Corey Kupfer: What if I wanna go to Bali for three months? Right? I don't I don't know if I'll go to Bali for three months, but I... But, you know, it's a lot, harder when you own property, you know, that you, you know, you still have to carry that that financial burden. So so I... What I look at is, hey. You know, what is gonna what is gonna get me freedom? Okay. Lack of owning personal real estate. That's that's one of them. Two, we we live in a very high end building in, you know, in in California. Right? We pay a lot of money and rent on it, which some people might say is financially stupid. But you know what? I get to...
[00:49:15] Corey Kupfer: I I get to look at the at the marina every day. I get people to come up and fix stuff when they, you know, when it breaks. I don't have to worry about that. I don't have to repair anything. That frees up my time. Right? When I have free time, I go make money. Right? I go make money at a heck of a higher rate than than than, you know, the guy who's fixing my boiler or, you know, the toilet. Right? So, you know, so so for me, my definition of of, you know, real wealth, of real, you know, financial freedom is is to be able to create, the life I have, that I wanna have. Right? Not after I quote, unquote retire, not even a concept I believe in.
[00:49:53] Corey Kupfer: Okay? That allows me to do what I wanna do. It's something I I often call ideal life now. Like, how do I have my ideal life now? And for me, that includes that freedom. It includes travel. My wife and I travel a lot. We love, you know, spending time. It includes a... And we've really set it up further, a robust, philanthropy plan. Right? You know, if we're not if we're not doing philanthropy for... If we're not giving the things that causes... Sporting causes we believe in, I'm not wealthy. You know, if I just had money for myself, that's not satisfying. So for me, it's having a full vision of what it means to me
[00:50:27] Corey Kupfer: to be free to create the life that I want now and to be able to impact. Because my other big value is, is service and impact. And so, you know, I'm not I'm not wealthy if I... If I'm not certainly impacting as well.
[00:50:40] Dustin Serviss: Thanks a lot, Corey. That was, real special. Where can people find you online?
[00:50:45] Corey Kupfer: So, the, sort of the hub website is corey kupfer dot com, c o r e y k e p f e r dot com. That... They can click through to my law firm website, cup for wall dot com through there. They can they can see the book. They can get to the podcast. They can get to my speaking, my online content. On all the social sites, I'm just at court at cup for... So, you know, we're very personally active on LinkedIn. The team does more on Facebook and, you know, Instagram and all those other things. But, you know, LinkedIn's my big personal platform where I'm doing more of my personal posts. It's all at Corey to cover.
[00:51:16] Dustin Serviss: Awesome. Thanks a lot, Corey. We'll talk to you in the next show.
[00:51:19] Corey Kupfer: Thanks a lot, man.
[00:51:21] Dustin Serviss: Thank you for tuning in to this episode. If you enjoyed the show, please like and rate the show, share with a friend, or use your new knowledge in your next conversation. If during the show something gave you a pang of inspiration, motivation, or sense of uncertainty, act on it now. Get the clarity you're looking for. Find the permission you seek. Go to service wealth dot com to discover how others are learning how to take Fridays off or buying a recreation property or spending more money. If you're an organizer of an event where you believe my philosophy on finance
[00:51:49] Dustin Serviss: lifestyle design would be applicable, go to service wealth dot com and book me as a speaker at your next event. If you want a copy of our new book coming out soon, send me a message on Instagram or Facebook, and we will be sure to get you a first copy.