top of page

Will Key Person Risk Lead to Succession Challenges for Your Business?

  • Writer: 37th & Moss
    37th & Moss
  • 8 minutes ago
  • 4 min read


When a small business owner begins planning their exit—whether through retirement, a sale, or succession—there’s one risk that’s often underestimated: key person risk.


This term refers to the heavy reliance on one individual, usually the founder or owner, for critical relationships or knowledge of operations. When the business cannot function without this person, its long-term value and saleability are threatened. If you’re a small business owner thinking about your future, understanding and addressing key person risk is essential for smooth succession and increasing the odds of successful exit.


What Is Key Person Risk?


Key person risk arises when a business's success is tied closely to one individual, such as:

  • The owner/founder

  • A top-performing salesperson

  • A subject matter expert

  • A critical relationship manager


In many small businesses, the founder wears multiple hats from client relationship management, to operations oversight, to product innovation and beyond. This creates a concentration of value in one person rather than in systems, teams, or repeatable processes, which of course makes it hard to transition the business to a new owner.


How Key Person Risk Impacts Succession Planning


Let’s explore how this risk can create barriers in succession or sale scenarios:


1. Customer Relationships Tied to the Owner


Many small businesses thrive because the owner has built deep, long-standing relationships with clients. While this is a strength during growth, it becomes a liability during transition.


Buyers or successors may wonder if the clients will stick around post-sale, or if the relationships can be replicated under new ownership.


To mitigate relationship risk, consider gradually transitioning client relationships to members of your team. Introduce account managers early. Encourage clients to contact others on your team, not just you. And remember to maintain a presence through the transition of the relationship (i.e. remain involved in meetings for a short period of time, and check in with customers from time-to-time).


2. Non-Transferable Products or Services


If your business delivers a highly specialized service that only you can perform, your offering may not be easily transferable. For example, if you’re a consultant with decades of proprietary expertise that hasn’t been documented, buyers may see risk instead of value.


A key step in reducing this risk is systemizing your expertise. Build playbooks, create documentation, and train others on your methodology. This creates an asset that a new owner or team can replicate.


3. Lack of Documented Processes


Processes are the backbone of a transferrable business. When they exist only in your head, your business becomes less valuable and harder to scale.


Ask yourself, are there standard operating procedures that drive operations? Can someone else handle sales, fulfillment, or operations based on your documentation?

A business with repeatable, written processes is far more attractive to buyers or successors due to ease of transition.


4. Knowledge Transfer Through the Team


Your team is your most valuable succession asset. If you have loyal, well-trained staff who can carry forward operations and customer care, your business is far more resilient.


Things to do now:

  • Invest in training across functions: Make sure no single person holds all the knowledge by educating teams on business-wide functions.

  • Build a leadership bench: Identify and mentor employees who can take on more responsibility.

  • Incentivize retention: Use employment agreements or bonus structures to encourage key staff to stay through and after the transition.


Buyers or successors gain confidence when they see a knowledgeable and stable team.


Other Considerations in Managing Key Person Risk


5. Owner Involvement in Sales or Delivery


If you’re the rainmaker or chief operator, your absence might mean lost revenue or delivery delays. Succession planning requires you to begin delegating and automating where possible.


Consider:

  • Building a sales team or outsourcing lead generation.

  • Automating proposal and contract drafting.

  • Transitioning from you being the brand to creating a brand identity independent of your name.


6. Brand Reputation and Personal Identity


Many owners become synonymous with the business. This creates challenges when it's time to step back. Begin shifting public perception by spotlighting your team and their contributions. Have others represent the brand in networking events, webinars, or thought leadership.


By doing so, you’ll build confidence in continuity, even when the face of the company changes.


7. Financial and Legal Structures


Key person risk isn’t just operational, it’s also legal and financial. If your name is on every contract, or if clients work with you personally rather than an LLC or incorporated entity, that poses problems.


Steps to take:

  • Review client and vendor contracts to ensure they’re with the company, not you personally.

  • Establish proper insurance coverage

  • Formalize agreements with employees, partners, or family members involved in the business.


These actions improve both perceived and actual value in a succession scenario.


How Key Person Risk Can Negatively Impact a Business Sale


If you're planning to sell your business, buyers will evaluate it for risk. High key person risk leads to:

  • Lower valuations

  • Deal structure with more contingencies or earn-outs

  • Difficulty in finding buyers


In contrast, a business that is owner-independent, well-documented, and supported by a capable team is:

  • Easier to sell

  • Worth more

  • Less likely to experience post-sale disruptions


Planning for a Successful Transition


The good news is that key person risk is manageable with intentional succession planning. Here’s a quick action list that prospective sellers can reference when contemplating succession:


  1. Document operations – SOPs, checklists, and guides.

  2. Delegate client relationships – Get your team involved early.

  3. Invest in your team – Cross-train and develop leadership.

  4. Systemize your services – Create repeatable, teachable processes.

  5. Separate identity from owner – Let the business brand stand on its own.

  6. Legal & financial readiness – Align contracts, structure, and protection.


Whether you’re preparing for retirement, an internal handover, or a sale, these steps will reduce risk, increase value, and build a legacy that lasts beyond you.

Succession planning is about more than handing over the keys—it’s about making sure the business can thrive without you. Addressing key person risk is one of the most important things you can do to prepare your business for the future.



 

37th & Moss Small Business Acquirers

Capital and operating resources for private companies in transition.

Privacy Policy

  • LinkedIn
bottom of page