What are the Five Key Steps to Creating A PCA?

What are the Five Key Steps to Creating A PCA?

Merger/
Merging
Acquisition/
Acquiring
Transition

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1-3 Partners

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4+ Partners
Internal
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Practice
Continuation

 

Below are five key steps to the creation of a PCA and the supporting practice procedure and operating documents that will reasonably allow your PCA partner the best opportunity to step in for you, if need be, and provide a degree of continuity keeping the trust and confidence of your clients.

Step 1:  Establish a Practice Profile

Create a clear and concise set of practice procedure and operating documents.  Remember, your PCA partner is not clairvoyant and he or she will need more than their intuition to figure out how your practice operates.

Author a detailed profile of the practice, including types of services offered, names of and responsibilities of key employees, location of accounting records or files, your firm's bank account information, and location of all lease agreements and contracts currently active and appropriate pin numbers and passwords.

Create a Client List that will include key contacts, contact information such as telephone number, email address, street address. etc.  This information may be available through your software programs but we strongly suggest it be available in hard copy in the event your programs cannot be accessed for any reason whatsoever.  Also list the specific services required and important deadlines, not just the obvious deadlines but deadlines that are specific to the client's business or personal needs.  It is also a good idea to note any other special service requirements or other important information specific to that client. 

Disclosure of procedures for WIP enabling the determination of work not yet completed.  How do you typically bill a client? Is it on a monthly basis, when work is completed, percentage of completion?  Remember firms operate differently and you must help your PCA partner understand how your firm operates.

Prepare a technology guide for your PCA partner that enables them to access and use your firm's computers and/or software systems.  DO NOT FORGET to include passwords.  Do not forget that you may often change or update passwords.  (This is why we suggest the hard copy files also be made available.)

Detail the location of workpapers and client records.  Do not forget to disclose the location of files stored offset, whether it be in the Cloud or a secure file storage facility.

Provide a detailed description of your firm's filing system.  Who, what, where and how are the key words to focus on when authoring this description.

What are your firm's office procedures for handling client information including receipt and return thereof?  Prepare a description of the procedures.

What are your firm's billing schedules and collection policies?  One of the main purposes of a PCA is to provide continuity for the clients.  Obviously receiving invoices and the expected amounts therein will instantly get a client “out of their comfort zone”, if it is different than expected.

Part of your PCA operating procedures must identify and disclose how you currently handle all accounts payable.

Your Practice Profile should be updated at least annually and shared with your PCA partner.  

Step 2:   Choose the form of practice continuation agreement or arrangement

There are three major forms of a PCA and one major source of assistance.  Below we have identified those for you.  Please keep in mind there are other forms available but we have chosen the three major types and forms.

  • One-to-One: A One-to-One agreement is simply that, one firm cross-agrees with another to be PCA partners.  They assume the responsibilities associated with the agreement to provide one another back-up and support in the event of a circumstance requiring the PCA be triggered.  It is often enacted between sole practitioners or small firms.  If your PCA is with another sole practitioner or small firm please understand and be aware of the capacity and service limitations, on both sides, when executing a one-to-one agreement.  This form must be analyzed in great detail as you must identify like culture, service model, billing rates, geographic proximity, service models, similar service capacity and other considerations.   You must also take a long hard look at the age of each sole practitioner as you do not want to compound your risk or inability to have a sound back-up.  If you are both in your 60's it is probably not a good idea to execute a plan together as your clients will meet your PCA partner and wonder if they are jumping from  the frying pan into the fire.
  • Group Reciprocating:  This is an agreement between three or more separate practitioners or firms.  It provides inherently more safety and more likely a better opportunity to maintain continuity by the simple fact there is usually a higher probability that your practice procedures can be matched within the group.  This “consortium”, if you will, is likely to have more capacity, match your current services and enable clients a better opportunity to find someone they are comfortable with. 
  • Two-Stage Deal:  This form is often used as a succession planning tool and can be very effective for all involved—the firm needing back-up, the firm providing back-up and the clients.  This form is not triggered by a catastrophic event and therein lays its benefit.  It is a legal combination of firms yet still enabling the professionals to maintain a high degree of autonomy and control while presenting a united front to and for the clients.  This form often provides a better valuation and support for the practitioners.  This strategy is likely more attractive if you plan to reduce your time commitment to your practice in six years or less.  More information can be found here:   Click here for more information about the  Two-Stage Deal.
  • State Society:  Your state society or professional association may have additional resources or information helpful on this topic. Please check their library or give them a call. 

Step 3:   Identify and Approach Suitable Firms/Partners

Below is a checklist of items to consider, analyze and once you believe you have your PCA partner identified, these are items to discuss:

Professional and Practice Continuity—Does the potential PCA partner firm have:   

  • similar fee structures
  • practice philosophies
  • geographic proximity
  • appearance
  • communication policies
  • quality controls
  • practice specialties—Can their support your specialties or specializations?
  • staff competencies
  • firm efficiencies

PCA Longevity—Does the potential PCA partner have:

  • owners or partners nearing retirement, if so they may not be available to provide the back-up and support you seek
  • high turn-over of the staff, if so can you be confident they will have the competency or capacity to provide back-up?
  • their own succession issues or concerns?  You do not want to go through this again make sure they are not seeking the same back-up you are.

Chemistry—Does the PCA partner have:

  • similar firm culture and personality
  • like-minded practice procedures
  • similar client service practices and procedures

Excess capacity—Does the PCA partner have:

  • resources necessary to replace you in either the short term or the long term?  In this day, very few firms have excess capacity but if your potential PCA partner leverages their current capacity to the point of being ludicrous there is a probability there will be no time available whatsoever to focus on your practice or your clients, be careful.

Step 4:   Implement the agreement or arrangement

This is not a “do it yourself” situation, please have experienced counsel or an M&A accounting industry professional consultant assist in the process and draft the agreement.  When completed it is very important to:

  • Discuss and disclose to and with all parties (spouse, staff, successor/partner, legal counsel, peer reviewer, clients, etc.)
  • Communicate in writing the responsibilities of all involved.  Keep this communication updated and constant.

Step 5:   Check in with the firm annually to make sure it is still willing and able to carry out its obligations

We suggest a review be performed at a minimum of every 12 months.  During this review have prepared, in advance, a series of questions that will help you identify any changes internal to the firm of your PCA partner that might give you cause for pause to continue the arrangement.  Your PCA partner may still be ready and willing to act as your PCA partner but they may no longer be a good match.  This happens often as firms adopt different niche services, make commitments to expand outside their current geographic location, the partners age, the staff changes over, they no longer provide a service important to you—attest work is an example.

For more information:

Fit the Show Fits INSIGHT

Who Would Run Your Firm? Journal of Accountancy

IMPORTANT NOTE: There are dozens of articles published by many different authors including many CPAs and CPA firms and we have reviewed most of them.  It is extremely disappointing to us that not one article makes mention of the Client Privacy issue.  Failure to comply with Client Privacy laws and regulations is a violation of Federal law, the statutes of the IRS, most likely your state laws and a violation of professional ethics.  Client files, records and information cannot be shared with your PCA partner unless you have obtained a consent form signed by the client.  Believe it or not this is actually a good opportunity to demonstrate (again) to the client that you care deeply about them and that is why you have secured the services of your chosen PCA partner (the firm and its partners must be named on the client consent form) in the event there is an unfortunate circumstance.  On the cover letter assure the client you are not going anywhere for the foreseeable future but they are too important to you to leave in the lurch should something happen.  Assure them their information will only be shared in the event of an emergency and you would appreciate their signature on the attached consent form so you may assure their continuity of professional services.   

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