Exempt market dealers struggling with compliance obligations

As the exempt market continues to come under regulatory scrutiny, dealers are being urged to ensure their suitability, marketing and other compliance practices are up to standard.

At the Strategy Institute's Registrant Regulation Compliance Strategies Summit in Toronto on Wednesday, regulators said they're heavily focused on ensuring exempt market players are familiar with, and complying with, the applicable regulations.

"We're trying to understand our exempt market. We're also trying to bring into registration those who should be registered," said Mark French, manager of regulation and compliance in the capital markets regulation division of the British Columbia Securities Commission. "We're going to be doing a lot of compliance outreach work, visiting these firms, doing what we call inspections – limited scope examinations."

Added French: "where we see risk, we'll take action."

Prema Thiele, partner at Borden Ladner Gervais, LLP, said exempt market dealers which haven't yet been audited will likely be contacted by regulators in the months ahead.  "There's a lot of emphasis on the compliance side," she said.

Exempt market dealers have been struggling to keep up with the ongoing regulatory changes that have been taking place since National Instrument 31-103 came into effect in 2009, according to David Gilkes, director of the Exempt Market Dealers Association and president of North Star Compliance & Regulatory Solutions Inc. He said there have been 10 regulatory staff notices, amendments and proposed rules affecting exempt market dealers since 2009.

"It is hard for people to keep in touch," said Gilkes. "I'm hoping that the regulators will appreciate how much is being pushed onto dealers at this time."

It's been particularly challenging for new registrants in the exempt market, which had to register for the first time in 2009 under NI 31-103, said Geoffrey Ritchie, executive director of the EMDA. "They're struggling to understand their compliance obligations," he said.

Regulators have identified plenty of compliance deficiencies at the exempt market dealers they've reviewed. Suitability has been a particularly problematic area, since many exempt market products are illiquid and considered to be risky. The onus is on the dealing rep to prove that the product is suitable for a particular client, given their risk tolerance and time horizon.

"You've got to think about liquidity as part of your suitability requirement," said Gilkes.

Regulators find that many dealing reps fail to appropriately document conversations about suitability.

"A lot of times we don't see the documentation of these discussions anywhere," said Janice Leung, lead securities examiner at the BCSC. "We're looking for stronger and clearer evidence that that's being carried out."

Marketing is another area where regulators commonly identify deficiencies in the exempt market. "It's a top of mind issue," said Ian Pember, chief operating officer and senior vice president of administration and compliance at Hillsdale Investment Management.

Specifically, Pember said regulators often find exempt market players using exaggerated or unsubstantiated claims on their websites, pamphlets and other marketing materials. 

"Unless you can point to some third party source to back it up, you just can't use it," he said.

Since many of these compliance requirements represent new territory for many exempt market dealers, much education will be necessary to bring the industry up to speed, Ritchie said. He's encouraged that regulators seem to be focused on helping to educate dealers on their obligations.

"We're really into a big education phase," he said.

Exit strategy time for private equity hurts those sellers who wait

Exit strategies are mounting as Private Equity and the Baby Boomers start to sell businesses - some good revenue spinners and many more as poor revenue earners. The challenge for business owners will be to compete in such a crowded market. Getting in private equity partners as a first stage in the sales process is the smartest move for many business owners.
The Wall Street Journal elaborates:

Private-equity firms globally, with $1 trillion in uninvested assets, are under pressure not only to put capital to work in new investments but also to return capital to investors through monetizing old investments."Private-equity firms will feel pressure to unload assets in 2012," said Hugh MacArthur, head of consultant Bain & Co.'s private-equity practice. "They have been slow to return capital to investors since the downturn."Bain, which advises private-equity firms and their stakeholders, said nearly $2 trillion in assets are on firms' portfolios.

Know your "mathematical fit" to attract private equity funds

"When you do the math and understand your figures," advised financial expert Jacoline Loewen, "then you will do well in business."    Loewen, a partner with Loewen & Partners and author of Money Magnet, was talking to over 120 women business owners who were gathered together to celebrate International Women's Day.

She highlighted several successful women entrepreneurs who had not only done well in their business ventures, but sold them for millions and encouraged the women in the audience to think big, to believe in themselves and pursue growth. (You can see Jacoline Loewen's presentation at the Exempt Market Dealers Association website here. Scroll down.)

And the panel of women entrepreneurs who followed had done just that.  There was a common theme in their stories - each had just leapt in and followed her passion, not always knowing what they didn't know, but confident that they would obtain the knowledge they needed to succeed.

Neither Chioma of AMOI magazine nor Marissa McTasney of Moxie Trades were shy about pursuing someone who could help them, and when they had successfully tracked down the right person, and won them over, it was as if the doors opened and nothing could hold them back.

Marilyn Sinclair of WordCheck and iContent, on the other hand, was a serial entrepreneur, with over four businesses to her name, including one she had recently sold.  When she reflected back on her finances, she admits that she had difficulty getting a line of credit in the early days, and that one bank had required her to have her father's signature.  As she said, had she been married at the time, likely it would have been her husband's consent that was needed.

Times have changed, but we still have a long way to go.  The first step, recommends Loewen, is to do your homework and determine the type of investor who would most suit your financial needs.  Next is to know your figures; to present yourself in a competent, warm but professional manner, and be able to articulate your unique value proposition.  She also suggested that women focus on growth, not on the actual product, as that could change.

The Honourable Brad Duguid, Minister of Economic Development and Innovation (MEDI) gave the opening remarks at Become a Money Magnet which was organized by Company of Women, EMDA, Enterprise Toronto, Microskills and WEConnect Canada, and hosted by Ernst & Young.  "We wanted to focus on women and money, because while more and more women are entering the world of entrepreneurship, their rate of growth is lower when compared to their male counterparts." shared Mary Anderson of WEConnect Canada.  "And a lack of financial literacy, confidence and knowledge of what is available are all part of the problem."

This International Women's Day event was one of 25 held across the province that was funded by MEDI. 

The Exempt Market Dealers Association was a proud organizer of International Women's Day. This is part of the strategy to reach female business owners and link them to financial expertise and sources of private equity.

If you want to improve your pitch, watch realSociable on BNN

Women pitchers can gain quick traction if they quickly demonstrate competence. Investors have now seen a long track record of women entrepreneurs who have made other people very wealthy with great business concepts. If a woman proves her business expertise quickly, she will be on the same track as male business owners.
If you want to know how to pitch to demonstrate competence and warmth, watch Dalia Asterbadi, the founder and CEO of realSociable which helps companies transform tweets and Facebook updates into useful information for sales.

Here is the Realsociable pitch on BNN The Pitch. 
Watch Real Sociable pitch on BNN.

Tips on how to give a killer pitch if you go on BNN The Pitch

Going on TV and pitching takes guts but can pay off high dividends if done well.
You can learn a great deal by watching the best pitchers. Here is Unhaggle doing a good presentation, you can see how Andrew Bell responds warmly because the business is understandable.
Also watch how the panel is very interested and questions the pitcher for deeper understanding, rather than closing down the discussion.
Watch BNN The Pitch here:

Finance can give dentistry a good reputation but it also has its wonderful side. I am preparing a presentation for International Women's Day this week and could not resist sharing some of these quotes from people who raised the money to keep themselves going:
INSPIRATION

1) "If you can dream it, you can do it." 
-Walt Disney, founder of The Walt Disney Company
2) "Business opportunities are like buses, there's always another one coming." 
-Richard Branson, founder of Virgin Enterprises
3) “Capital isn't that important in business. Experience isn't that important. You can get both of these things. What is important is ideas.” 
-Harvey Firestone, founder of Firestone Tire & Rubber Co.
4) “Your time is limited, so don’t waste it living someone else’s life. Don’t be trapped by dogma - which is living with the results of other people’s thinking. Don’t let the noise of other’s opinions drown out your own inner voice. And most important, have the courage to follow your heart and intuition. They somehow already know what you truly want to become. Everything else is secondary.” 
-Steve Jobs, co-founder of Apple and Pixar
5) “Find your passion… then it is no longer work!” 
-L.A. Reid, co-founder of LaFace Records

TAKING INITIATIVE
6) “I had to make my own living and my own opportunity! But I made it! Don't sit down and wait for the opportunities to come. Get up and make them!" 
-Madam C.J. Walker, creator of beauty products and the first female self-made millionaire 
7) “The critical ingredient is getting off your butt and doing something. It’s as simple as that. A lot of people have ideas, but there are few who decide to do something about them now. Not tomorrow. Not next week. But today. The true entrepreneur is a doer, not a dreamer.”
-Nolan Bushnell, founder of Atari & Chuck E. Cheese’s
8) “The key is to just get on the bike, and the key to getting on the bike… is to stop thinking about ‘there are a bunch of reasons I might fall off’ and just hop on and peddle the damned thing. You can pick up a map, a tire pump, and better footwear along the way.” 
-Dick Costolo, founder of Feedburner.com
9) “The important thing is not being afraid to take a chance. Remember, the greatest failure is to not try.” 
-Debbi Fields, founder of Mrs. Fields Cookies

HARD WORK vs. LUCK
10) “Genius is 1% inspiration, and 99% perspiration.” 
-Thomas Edison, founder of General Electric (GE)
11) “I made a resolve then that I was going to amount to something if I could. And no hours, nor amount of labor, nor amount of money would deter me from giving the best that there was in me. And I have done that ever since, and I win by it. I know.” 
-Colonel Sanders, founder of KFC
12) “Nobody talks of entrepreneurship as survival, but that's exactly what it is.” 
-Anita Roddick, founder of The Body Shop
13) “Don’t ever let anyone tell you that something is too competitive. Once you subtract the people who don’t work very hard, or the people who aren’t as good as you, your competition shrinks dramatically.” 
-Maggie Mason, founder of Mighty Goods
14) “Life is really simple as far as I’m concerned. There is no luck, you work hard and study things intently. If you do that for long and hard enough you’re successful.” 
-Jason Calacanis, founder of Weblogs, Inc.

PERSEVERANCE
15) "When you reach an obstacle, turn it into an opportunity. You have the choice. You can overcome and be a winner, or you can allow it to overcome you and be a loser. The choice is yours and yours alone. Refuse to throw in the towel. Go that extra mile that failures refuse to travel. It is far better to be exhausted from success than to be rested from failure." 
-Mary Kay Ash, founder of Mary Kay Cosmetics
16) “It doesn’t matter how many times you fail. It doesn’t matter how many times you almost get it right. No one is going to know or care about your failures, and neither should you. All you have to do is learn from them and those around you because all that matters in business is that you get it right once. Then everyone can tell you how lucky you are.” 
-Mark Cuban, owner of the Dallas Mavericks, co-founder of Broadcast.com, founder of HDNet

GUIDING PRINICIPLES
17) “Entrepreneurs are risk takers, willing to roll the dice with their money or reputation on the line in support of an idea or enterprise. They willingly assume responsibility for the success or failure of a venture and are answerable for all its facets.” 
-Victor Kiam, owner of Remington Products
18) “The best reason to start an organization is to make meaning; to create a product or service to make the world a better place.” 
-Guy Kawasaki, venture capitalist, CEO of Garage Technology Ventures
19) “A friendship founded on business is a good deal better than a business founded on friendship.” 
-John D. Rockefeller, founder of Standard Oil
20) “An entrepreneur tends to bite off a little more than he can chew hoping he’ll quickly learn how to chew it.” 
-Roy Ash, co-founder of Litton Industries
21) “I've been blessed to find people who are smarter than I am, and they help me to execute the vision I have.” 
-Russell Simmons, founder of Def Jam
22) “One of the unique things we small companies have over the big guys is the ability to establish personal relationships. Big companies really can't do that. You read about effective organizations, learning organizations, lean and mean organizations, but small companies can be virtuous. We as small companies can have virtue because we as small companies are basically the embodiment of one or two people, and people can have virtue, while organizations really can't." 
-Jim Koch, founder of Boston Beer Company
23) “Experience taught me a few things. One is to listen to your gut, no matter how good something sounds on paper. The second is that you're generally better off sticking with what you know. And the third is that sometimes your best investments are the ones you don't make.” 
-Donald Trump, real estate developer
24) “High expectations are the key to everything.” 
-Sam Walton, founder of Wal-Mart

SATISFACTION
25) “I find that when you have a real interest in life and a curious life, that sleep is not the most important thing.” 
-Martha Stewart, founder of Omnimedia

 About Loewen and Partners: Since 2002, Loewen and Partners professional advisors have assisted more than 1,500 clients in launching and growing their businesses, and raising more than $1 billion in growth financing. 

• Need help with your business plan? 

• Looking to raise capital?

Speak with a finance expert today!

Jacoline Loewen can be reached at Loewen Partners.

If you want global market share, Wireless will give you clues

Resilient Strategy, more and more, must look at the wider ecosystem. There is no point pursuing services and products that require technology that is vanishing - music onto TDK cassette tapes, for example.
If you have a technology product, service or App, this presentation is a wonderfully detailed presentation showing you the market share of wireless: phones, Android, country uptake of each service provider and so much more.
It surprised me - RIM does not look very healthy...sad for Canada. Here is a snapshot of the wireless industry and it is a "cheat sheet" to the mobile space: industry ratings, trends and company overviews. .
See the presentation on Slideshare: Pegasus Strategies Wireless Overview 2012

How do you make sure your company is not like Kodak

Vegas and strategy off-sites may seem a quirky combination but it works to get your top team out of their comfort zone and having high level discussions about the forest, not just the trees.

I thought I would share one of the more interesting questions posed by Jonathan Burns at Strategy Cube, "How do you know your company is not like Kodak. The digital camera was around for so long, but they completely blew their position as a market leader in the camera market. How could they ignore digital cameras?"

RIM has a great deal of pain from their dismissal of Apple's new technologies. Yet, if you are not a shareholder, be kind. The problems of innovation, is not easy to explain. Why do leading firms like Kodak, and our dearly beloved RIM, stumble when confronting technology change? Most explanations either zero in on managerial, organizational, and cultural responses to technological change or focus on the ability of established firms to deal with radically new technology; doing the latter requires a very different set of skills from those that an established firm historically has developed. 

Both approaches, useful in explaining why some companies stumble in the face of technological change, are summarized below. There is a third theory of why good companies can fail, based upon the concept of a value network. In my humble opinion, the value network concept seems to have much greater power than the other two theories.

Here is a quick excerpt from Christensen, The Innovator's Dilemma, explaining the disk drive industry.

ORGANIZATIONAL AND MANAGERIAL EXPLANATIONS OF FAILURE

One explanation for why good companies fail points to organizational impediments as the source of the problem. While many analyses of this type stop with such simple rationales as bureaucracy, complacency, or "risk-averse" culture, come remarkably insightful studies exist in this tradition. Henderson and Clark, for example, conclude that companies' organizational structures typically facilitate component-level innovations, because most product development organizations consist of subgroups that correspond to a product's components. Such systems work very well as long as the product's fundamental architecture does not require change. But, say the authors, when architectural technology change is required, this type of structure impedes innovations that require people and groups to communicate and work together in new ways.

This notion has considerable face validity. In one incident recounted in Tracy Kidder's Pulitzer Prize-winning narrative, The Soul of a New Machine, Data General engineers developing a next-generation minicomputer intended to leapfrog the product position of Digital Equipment Corporation were allowed by a friend of one team member into his facility in the middle of the night to examine Digital's latest computer, which his company had just bought. When Tom West, Data General's project leader and a former long-time Digital employee, removed the cover of the DEC minicomputer and examined its structure, he say "Digital's organization chart in the design of the product."

Because an organization's structure and how its groups work together may have been established to facilitate the design of its dominant product, the direction of causality may ultimately reverse itself: The organization's structure and the way its groups learn to work together can then affect the way it can and cannot design new products.

CAPABILITIES AND RADICAL TECHNOLOGY AS AN EXPLANATION

In assessing blame for the failure of good companies, the distinction is sometimes made between innovations requiring very different technological capabilities, that is, so-called radical change, and those that build upon well-practiced technological capabilities, often called incremental innovations. The notion that the magnitude of the technological change relative to the companies' capabilities will determine which firms triumph after a technology invades an industry. Scholars who support this view find that established firms tend to be good at improving what they have long been good at doing, and that entrant firms seem better suited for exploiting radically new technologies, often because they import the technology into one industry from another, where they had already developed and practiced it.

Clark, for example, has reasoned that companies build the technological capabilities in a product such as an automobile hierarchically and experientially. An organization's historical choices about which technological problems it would solve and which it would avoid determine the sorts of skills and knowledge it accumulates. When optimal resolution of a product or process performance problem demands a very different set of knowledge than a firm has accumulated, it may very well stumble. The research of Tushman, Anderson, and their associates supports Clark's hypothesis. They found that firms failed when a technological change destroyed the value of competencies previously cultivated and succeeded when new technologies enhanced them.

The factors identified by these scholars undoubtedly affect the fortunes of firms confronted with new technologies. Yet the disk drive industry displays a series of anomalies accounted for by neither set of theories. Industry leaders first introduced sustaining technologies ofevery sort, including architectural and component innovations that rendered prior competencies irrelevant and made massive investments in skills and assets obsolete. Nevertheless, these same firms stumbled over technologically straightforward but disruptive changes such as the 8-inch drive.

The history of the disk drive industry, indeed, gives a very different meaning to what constitutes a radical innovation among leading, established firms. As we saw, the nature of the technology involved (components versus architecture and incremental versus radical), the magnitude of the risk, and the time horizon over which the risks needed to be taken had little relationship the patterns of leadership and followership observed. Rather, if their customers needed an innovation, the leading firms somehow mustered the resources and wherewithal to develop and adopt it. Conversely, if their customers did not want or need an innovation, these firms found it impossible to commercialize even technologically simply innovations.

50 Slides on Why Wireless is Exploding

Wireless is growing but if your company needs to know more of the details, here is a terrific presentation:
http://www.slideshare.net/bernardmoon/pegasus-strategies-wireless-overview-2012#