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Document Classification Tools and Strategies

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It’s official: humanity is creating more digitized data each year than places to archive it. It’s no wonder that so many technology companies are jumping on the band wagon to build massive data storage facilities. Even in this economy, data storage is a red hot business. That’s not likely to change given a recent study put out by IDC Research earlier this year projecting that the amount of digital data will increase tenfold by 2011. Finding a place to put all our information is one challenge. But there’s another problem that looms just as large, especially for the small to midsize business with limited IT resources. “Archiving is less about where to put data and more about getting it back when you need it,” says Andrew Reichman, a senior analyst from Forrester Research. To quote the Old Bard himself, “Therein lies the rub.” How to organize and retrieve The big problem for most companies is organizing its data in the first place and then finding the best strategies for retrieval. “Typically where they go wrong is that they start out with one, two, five people in the business sharing one drive and now it’s 10 years later with more than 20 people all dumping their files into that same drive with no thought to organization,” says Matt Dubois, managing partner of D2 Business Solutions in Costa Mesa, Calif. Dubois would know.  His company is often called in to clean up the mess. “We can spend up to two weeks full-time straightening it out. It’s not just confusing folders and subfolders or missing files that cause confusion. We had one client, a law firm, with an attorney frustrated that his file had not been updated by another employee. The employee claimed the file had been updated. They were both right. The problem was there was a duplicate file and they were working off two versions without realizing it,” says Dubois. So for the business looking to spring clean their data storage, Dubois offers the following steps: Develop a naming structure. Does this sound familiar? One employee leaves and his/her replacement inherits a Byzantine filing system of oddly named folders and files that have no bearing on its content or importance. It may seem cute to name all your file folders after NFL teams. But what does that have to do with accounts receivable? Business managers need to establish a protocol for naming folders and files that make sense and that are literal enough that anyone can jump in and find what they need, when they need it. “It needs to make sense. It needs to have some logical structure,” says Dubois. Backup your data before you start. “When you’re ripping things up, things are bound to get lost,” says Dubois. Additionally as a company dissects its share drives, it’s not likely to know exactly what it has anyway. It’s wise to keep a back-up copy on hand just in case someone needs to go back and find something that got lost in the shuffle. Chunk it down. Don’t clean up your filing system all at once. Dubois recommends doing it one department at a time. For example, start with accounting, and then move on perhaps to sales. Prioritize which departments need a digital intervention the most. Reorganize files by department. As data is teased out and organized one department at a time that is likely the best way to structure it in the future — by department. “Give all your employees access to the ‘S’ drive – ‘S’ for share — but limit who has access to which files. Typically, only two people or so need access to each folder,” says Dubois. Bottom line: the fewer people with access to a file system, the fewer people with the ability to spiral it out of control again. It also makes it easier to hold employees accountable for sticking with the naming protocols. Tagging. The vast majority of small to mid-sized businesses these days are using Microsoft Sharepoint, which allows assigning tags and meta tags for search and retrieval. For companies storing their data on a third party “cloud,” chances are the cloud computing provider is using Sharepoint, as well, or a similar solution. Just like employers need to have naming protocols, there should be tagging protocols, as well, with suggested key words for certain types of data. Where to put it all According to a recent study by EMC, 53 percent of all small businesses are still backing up their data on tape. This can’t be very efficient when it comes time to find a file from three years ago that is now buried in a tape rack with a whole other filing system that may or may not make sense. Tape is out, digital storage is in. Dubois sees most of his clients centralizing its data through products like Microsoft Sharepoint. Sharepoint is bundled in with Microsoft’s line of small business servers each costing just under $1,000. Businesses also have the option of storing their data with third party storage providers. Big name companies like Amazon and Google are renting space on their clouds at prices affordable to smaller businesses. There are countless smaller data storage vendors, as well. All have the added advantage of being off site. So if your building burns down or becomes inaccessible due to weather or a local disaster, the business can be up and running from a remote location. Businesses shopping for a third party storage provider should be mindful of the features important for their business. How much space is needed? How often will it be accessed and by how many? What kind of security measures are in place to protect the data? How sophisticated are the retrieval tools to pull up files and can they be customized for your businesses specific needs? If that sounds like a lot of questions to answer, consider this: it beats trying to find last year’s invoices under that Dallas Cowboy folder.

Larry’s Kids

Al Mcgorry is a small-business man who thinks big. So in 2002, when this CEO of a 12-person software consultancy in Sacramento heard of a new, inexpensive service called Oracle Small Business Suite, he thought that Oracle’s CEO, Larry Ellison, was finally offering a scaled-down version of the software that its big, multinational customers use — at a cost of a quarter of a million dollars and up — to run their businesses. But unlike traditional Oracle products, this one was simple to use, integrated, delivered over the Web, and at only $49 per month, surprisingly affordable. McGorry was hooked. The fact is, it wasn’t an Oracle product at all. This innovative new business software solution was the work of a small San Mateo company called NetLedger (later NetSuite) that was launched in 1998 by Ellison and a young protege, Evan Goldberg. NetLedger got to use the Oracle name at a time when upstart Internet companies needed all the branding advantages they could get. In return, Ellison got a foothold in the small to midsize business space. It was an inspired partnership. So much so that NetSuite reached No. 12 on the Inc. 500 this year, with four-year growth of 5,763%. Its 2003 revenue was $16.5 million, and 2004′s number will approach $50 million. And if you ask Goldberg and his team, they’re just getting warmed up. “This is a massive, massive market,” he says, citing the nearly seven million small to midsize businesses in the U.S. alone. It’s a fact not lost on Ellison. At the same time he was funding NetLedger, he was also helping bankroll another Web-based software company targeting small and midsize businesses: SalesForce.com. And now, years later, Oracle has launched its own product — which bears more than passing resemblance to NetSuite’s — aimed at the small and midsize market. That gives Ellison a stake in three companies that are, or soon may be, fighting a turf battle for the small to midsize business dollar (he owns more than 50% of NetSuite; Goldberg, other employees, and venture capitalists own the rest). If you’re Larry Ellison, those are pretty good odds. And if you’re Al McGorry, the competition is pretty good for you, too. For McGorry, the NetSuite product, which started as a simple competitor to QuickBooks, delivering accounting software over the Internet via subscription, has made a huge difference in his business. Instead of buying software on disks that you (or well-paid engineers) load onto your computers, the software is accessed over a Web browser, allowing you to log on from anywhere. All of your employees can access real-time data, which is backed up every night on class A servers. There are no upgrades to buy, and there’s far less maintenance. And the software is constantly growing, adding the ability to manage contacts, keep appointments, track sales, manage employees and payroll, manage customer orders and inventory, and build and maintain a website. As the service evolved, the name of the company was switched from NetLedger to NetSuite to reflect its lineup more accurately. “Everything just fits together,” says McGorry, who had been using at least four different software programs — none of which were integrated like the Oracle Small Business Suite — to do the same thing. But then in 2003, McGorry’s annual cost for the suite doubled to $1,200 a year ($99 per month). And in 2004, he had to write a check to NetSuite for $7,200 ($399 per month for one user; $99 per month for each additional user). That figure allowed him to increase the number of users from one to three, but it’s still an eightfold increase in his annual payment, which is always required up front. An avid reader of Internet technology bulletin boards, McGorry says that many in the small-business community were apoplectic each time the price jumped. “People were ripping them apart in these user-community forums,” he says. “My God, there were a lot of defections.” Still, McGorry says NetSuite makes sense for his growing business, Capital Datacorp, which has annual revenue just shy of $5 million — especially since it has engineers who work almost exclusively in the field and other employees (including himself) who occasionally work from home or at a customer site. On a recent trip to the Alps, McGorry, thanks to NetSuite, was able to duck into a tiny Internet cafe and get up-to-the-minute sales figures. To goldberg and zach nelson, NetSuite’s CEO since 2002, customers like McGorry are proof that they’re on to something. Trying to keep up, they hired nearly 100 new employees in 2004 — most of them sales staff — bringing the total to about 300. They’re already expanding into Europe, Asia, and Australia, having established sales offices in Canada and the U.K. in the past year, and they’re working on translated versions for countries from France to China. In advance of an IPO planned for late 2005 or early 2006, they’re on a tear to grab market share, and their confidence is riding high. “This is a CEO’s fantasy product,” says Nelson, a nearly evangelical promoter of NetSuite. As he demos the software, his enthusiasm is infectious. When it comes to competitors, he patently dismisses them, regardless of their size (like Microsoft and its Great Plains product) or market share (Intuit’s QuickBooks, the 800-pound gorilla of small-business software). Nelson is, rather boldly, even dismissive of Oracle’s ability to move into the smaller market space. And yes, that’s his boss’s other company he’s talking about. NetSuite is like the Chihuahua that thinks it’s a German shepherd. But it’s a fast-growing Chihuahua, and NetSuite has one big advantage. While its competitors targeted specific slices of the market (QuickBooks focusing on accounting, SalesForce.com on sales-force automation), NetSuite was first out of the gate with all-in-one business software delivered over the Web. Is there even anyone else in the race? “No, believe it or not,” says Yankee Group analyst Sheryl Kingstone. “Not the way they do it.” Ultimately, the company’s greatest challenge may be its ability to retain its small-business focus. Can a company that’s owned by one of the wealthiest men on the planet, a company that’s growing spectacularly, expanding globally, and competing against the likes of Microsoft and Intuit, stay close enough to the small-business mentality of its customers to truly understand them? Goldberg says that one of the company’s advantages is that it’s run entirely on NetSuite software, which forces it to evaluate its own product daily in a real-life setting. But will NetSuite be a candidate for its own software if it keeps up this pace? “It’s an interesting question that we think about,” says Goldberg. “Will we still be using NetSuite when we have 10,000 employees?” Early in his career, Goldberg’s own focus was on big business. He went to work for Oracle as a database architect in 1987, right after earning his degree in applied mathematics at Harvard. Then, after eight years, Goldberg — with the blessing and backing of Ellison — set off with three other Oracle employees to create his own multimedia software start-up in San Francisco. An early, ill-fated competitor to Macromedia Flash, the company was called mBed. It never connected, but as Goldberg struggled with managing his fledgling operation, he began to sense a greater opportunity. He had gone straight from software genius to CEO and was now dealing with employees, sales, and all sorts of start-up issues. And he needed help. “The main thing I learned,” says Goldberg, “is that, if you were a small or growing business, the tools that were available to you were extremely limited.” Goldberg called Ellison in 1998 to suggest that they create small-business applications. Ellison encouraged Goldberg to focus on accounting but to do it, unlike QuickBooks, over the Web. “Larry really was, even at that point — and this is in 1998 — sure that this was how all software was going to be delivered,” says Goldberg. “And he was trying to transition Oracle to do that for big companies.” Goldberg wanted to pursue sales-force automation, but Ellison pushed for accounting first, arguing that that’s the core of all small businesses. Accounting it was. “The entire vision of the company,” says Goldberg, “came together in about five minutes.” Thus, NetLedger was born in late 1998 in a small office south of San Francisco above a hair salon and an Indian restaurant. Goldberg says that while the first four employees were all ex-Oracle, the next 50 were deliberately not. “We really knew,” he says, “that because we were delivering software for small and midsize businesses, we needed a different culture at the company. We needed different blood.” The company was launched on QuickBooks and stuck with the Intuit product — for the first two months. “I remember that day when we imported the QuickBooks file [to NetLedger's nascent online software program], and our business was sitting there, right on the Web,” he says. “We could see everything that was happening. That was a great moment.” The first product, also called NetLedger, debuted in 1999 at a cost of $4.95 per month. At that price, Goldberg got NetLedger in a lot of hands, which was the goal. One of those early customers was Rene Vandockum, a small-business man running a San Diego company called Racebolts.com, which imports and sells titanium nuts and bolts for motorcycles and racecars. Vandockum dropped QuickBooks because of NetLedger’s integration, tying together the front and back offices. But the software was hardly perfect. “Back then,” he says, “it was down a lot, awfully slow, and every time a new version came out, the whole thing crashed.” But it was cheap, offered good (and free) customer service, and was constantly improving and adding features. It was during this early phase that Goldberg was stunned to learn that his friend and former colleague at Oracle, Marc Ben-ioff, had decided to target the same market. “He came in three months after we started NetLedger and sheepishly said, ‘Yeah, I’m doing a company. I’m going to do sales-force automation for small businesses delivered over the Web.’ ” It was precisely the plan Ellison had talked Goldberg out of pursuing. Benioff’s business — launched in 1999 with a $2 million investment from Ellison — became SalesForce.com, which is now the market leader in the category and has a post-IPO market cap of $1.7 billion. “He went a different route,” says Goldberg of Benioff, “with a different approach that allowed him to get to market quicker — but focused on a more narrow area.” I’ve always allied myself with somebody who lives and breathes sales and marketing so I can live and breathe technology.” -Evan Goldberg The news brought a heightened sense of urgency. By 2000, NetLedger had launched its Web-store application. By 2001, it had delivered its own sales-force-automation application. With that came the realization that it no longer made sense for Goldberg to serve as both CEO and chief technology officer. “My whole career,” he says, “I’ve allied myself with somebody who lives and breathes sales and marketing so I can live and breathe the technology and product design.” He knew he needed a professional CEO. His first choice lasted just a year and is now a VP at Intuit. After Goldberg dispatched a headhunter to try again, the executive recruiter sent an e-mail to virtually every executive at Intuit with a subject head reading: “Larry Ellison.” The message said Ellison was starting a great company that was going to be huge. “I actually know some people over there,” says Goldberg, “and Steve Bennett [the CEO] wrote me and said, ‘Interesting way to recruit.” Despite the aggressive approach, no successful candidates turned up. In early 2002, Goldberg called Nelson. They had known each other at Oracle, and once they started talking, says Goldberg, “it was immediately apparent that this was exactly who I wanted — he was the yin to my yang. And he gets into the company in a way that makes it really, really fun to work here.” Five years older than Goldberg, Nelson, 43, had already been on the scene in Silicon Valley when Goldberg arrived from the East. A graduate of Stanford, Nelson had bounced from Motorola to Sun Microsystems and eventually to Oracle, where he became VP of worldwid. It started with obtaining the naming rights for Oakland Coliseum, where the A’s and Raiders play. Network Associates Coliseum proved to be an unpopular stadium name, but it was a marketing coup. In fact, the A’s are now a NetSuite customer, and Nelson has already negotiated for ad space behind home plate. But he doesn’t want to stop there. “Someday we’ll have our own arena,” he says. “That’s my goal.” At MyCIO, Nelson pulled off another stunt, draping the company’s entire 11-story building — a la Christo — in a billboard. “It was at the peak of the dot-com craziness,” he says. “We broke every ordinance known to man. You could see it from five exits away. It was beautiful.” Just before the company was set to go public, though, the bottom fell out of the market. So, here was Nelson, a former Oracle marketing whiz with CEO experience, looking for a new gig. And he had one other important advantage. Goldberg knew that any CEO he brought in would have to pass a crucial test: the Larry test. “And that’s a relatively high bar,” says Goldberg. “But Zach obviously had had a lot of exposure to Larry [at Oracle].” While Ellison rarely sets foot in the offices at NetSuite, he is a constant presence. The background image on Nelson’s PC is a photograph of Ellison at the helm of his America’s Cup boat. “When Larry calls,” says Nelson, “everything stops.” And he calls regularly, usually toward the end of the month as sales results are coming in. He often advises Nelson on topics such as sales structure and how to get to market. He calls Goldberg about products, especially the “dashboard” — the system’s front page, which brings critical bits of data such as new sales, year-over-year figures, appointments, etc., onto one easy-to-read and customizable page (see photo on page 69). “When we launched the dashboard [in 2002],” says Goldberg, “Larry called me and said, ‘Okay, now you finally have something in your product that I want to use.’ And ever since then, he logs on basically every single day to see how we’re doing. He’s effectively the product manager.” When Nelson joined NetSuite, he asked Ellison how anyone could run a business without such a product. “Larry said that CEOs historically have been able to make decisions based on 1% of the data that they actually need to make the decision,” says Nelson. “Here, we give you almost 100%.” Larry has a wealth of knowledge, and he’s not shy about sharing it. I call him belligerently consistent.” -Zach Nelson Sitting in Nelson’s spacious San Mateo office with a yin-yang glass coffee table in the middle of it, Goldberg says to Nelson: “I remember that the first thing you said to me when you got done talking to [Ellison about joining the company] was, ‘He takes this thing very seriously.” That would surprise no one who knows Ellison — or has watched Oracle’s pursuit of PeopleSoft. “Larry has a wealth of knowledge about what works and what doesn’t, and he’s not shy about sharing it,” says Nelson. “He’s very focused. I call him belligerently consistent.” All of which makes NetSuite’s evolution toward higher prices and bigger clients and Oracle’s turf even more interesting. As NetSuite works hard to broaden its customer base, seeking larger and larger clients, is there a danger of leaving smaller customers behind? Racebolt.com’s Vandockum certainly thinks so. With only one employee and annual sales of around $100,000, he’s stayed with NetSuite through years of missteps and growing pains but says its pricing structure is shutting him out just as the product is hitting its stride. Over five years, he’s seen his annual payments go from about $80 a year to $1,800 a year and claims NetSuite wants nearly $8,000 next year ($4,800 for the main user, plus $1,800 for a second user, and $1,000 for an annual live tech support package that used to be free). Vandockum is considering letting his contract with NetSuite expire in May and returning to QuickBooks Pro. One reason: He says computer-based, as opposed to Web-based, software means faster response times to questions when customers are on hold. QuickBooks Pro will be a one-time $250 purchase, and Caldera Volution, a Linux-based website builder he’ll use for his online store, will charge $70 a month. But he’s dreading the change. “The switchover is a big drag,” he says. “It’s a lot of work.” While Nelson is adamant that NetSuite is not abandoning small businesses, he emphasizes that the company is targeting “growing” businesses. Seventy percent of its customers have fewer than 100 employees, but NetSuite is also signing up 400- to 500-user customers that are divisions of companies such as Weyerhauser and DuPont. And it just landed its first 1,000-user account. Still, Nelson acknowledges that the price bumps have been tough on smaller customers. Of the $399-a-month fee, he says, “Most small businesses, we know, can’t afford that.” That’s why NetSuite introduced NetSuite Small Business in August — priced at $99 per month for the first user and $49 per month for each user after that. The product has been positioned for businesses that have outgrown QuickBooks, and the price does make it far more attractive to smaller users — but some longtime users will undoubtedly be disappointed. NetSuite has helped even the smallest of companies grow more sophisticated, and these clients have been conditioned to expect more. The Small Business version, for example, doesn’t satisfy Vandockum’s desire to customize his website. Capital Datacorp’s McGorry can’t see himself giving up the features he loves for the cheaper, scaled-down version either. Nelson is quick to say that he hopes to retain Vandockum as a customer and may consider offering some limited higher-level functionality, such as website customization, at a reduced price. “The last thing you want to do is see a customer leave,” he says. “I bet we’ll work it out.” But there are skeptics — especially at the competition. Although NetSuite recently built an ad campaign on poaching QuickBooks customers, Bill Lucchini, director of QuickBooks Enterprise at Intuit, says he doesn’t consider NetSuite to be a small-business company anymore. “I think of NetSuite as a midmarket company,” he says. “If you want to put 10 users on its system, you’re talking over $6,000 a year, and that’s just not a small-business solution.” Like NetSuite, QuickBooks is segmented into multiple products, depending on the size and needs of the businesses. They range from the new $99 SimpleStart program to the $3,500-a-year QuickBooks Enterprise software, which targets companies with 20 to 250 employees (with live tech support built into the price). And Intuit now offers its own Web-based small-business solution, called QuickBooks Online, for $19.95 per month. Nelson dismisses Intuit’s new offering as a “neutered version of QuickBooks Enterprise.” He is equally dismissive of SalesForce.com’s move into the midsize market. “There’s only one thing you can’t do with SalesForce.com: sell anything,” he says. “SalesForce.com is about managing leads and prospects. The minute they become customers, all that data leaves SalesForce.com.” For his part, Marc Benioff professes scant respect for the suite model. Which is all the more surprising because it’s a model that Oracle has embraced, and Ellison, of course, helped fund SalesForce.com and still retains a small stake — although he did step down from SalesForce’s board in 2001 because of product conflicts. At NetSuite, Ellison relinquished the title of chairman in March 2003 but remains on the board. But the sibling and oedipal rivalries may just be getting started. Last summer, NetSuite shed the last vestiges of the name Oracle Small Business Suite, which had been slowly reduced to about 5% of the company’s sales. Nelson says this was done to allow NetSuite to establish its own identity. But it also likely had something to do with the fact that in September, after years of testing it overseas, Oracle released its Oracle E-Business Suite Special Edition. Oracle is explicitly targeting small to midsize businesses with a full suite of integrated business software delivered, of course, over the Internet. The difference is that instead of renting the software in perpetuity, as with NetSuite, customers purchase a one-time license (the minimum order is for 10 users at approximately $2,000 each) and then pay local resellers to maintain the software. Nelson denies that there’s any real competition between the two Ellison-controlled companies, saying they only cross paths a couple of times a month. But with its first 1,000-user deal in the bag and another in the pipeline, there are sure to be more and more awkward moments in front-office waiting rooms when Oracle’s salespeople walk in and NetSuite’s walk out. “We’re going to continue to march upstream,” says Nelson, “still servicing small businesses but also reaching much larger companies over time.” But, according to the Yankee Group’s Kingstone, both NetSuite and Oracle have their work cut out for them. NetSuite’s challenge is that new customers have to dump years’ worth of expensive software to use them. And the bigger the company, the more entrenched they are. As for Oracle grabbing a slice of the small-biz pie? “They have never been able to pull that off,” says Kingstone. “In the back-office, yes, in the front-office, no.” Of course, Oracle’s new E-Business Suite is only just getting started here in the States. When big businesses want to innovate, what do they do? They take a bunch of guys, throw them out, and let them create a small business.” -Zach Nelson Ellison declined to be interviewed for this article, citing the desire to avoid any perception of conflict of interest, as his three kids duke it out in corporate boardrooms across America and beyond. It’s hard to know if he’s conflicted or overjoyed. But it’s even harder to imagine that any of his progeny would have set off down this path without at least his tacit approval. The executive overseeing marketing for Oracle’s small to midsize business market, Frank Prestipino, downplays any rivalry, but his words about NetSuite’s product aren’t entirely brotherly. “If financials are all you’ll ever do,” he says, criticizing NetSuite for not being as customizable as Oracle, “and you don’t care what your general ledger is going to look like, and you’ll take whatever comes, then great, that’s the thing for you.” He also suggests that NetSuite’s rental model is ultimately more expensive than buying the software outright, and points out the lack of manufacturing-systems software in the suite. But does he expect to see NetSuite pop up more frequently as a competitor, as NetSuite moves upmarket and Oracle moves down? “Yeah,” he says, “I would say so.” But for all NetSuite’s drive to go after bigger fish, Nelson zealously espouses the small-business model and its contributions to society. “When big businesses want to innovate, what do they do?” he asks. “They take a bunch of guys, throw them out of the building, and let them create a small business.” That, of course, is pretty much what Larry Ellison did with NetSuite and SalesForce.com. But how much longer will each one be happy serving its own niche? “That’s always been true with software,” says Nelson. “Everybody wants to be where they’re not.” Rob Turner, who wrote about celebrity entrepreneurs in Inc.’s December issue, can be reached at dashboard@inc.com.

Where, Oh, Where to Begin

Inc Query Trying to decide what business to go into, and other perplexing problems. This month we have another bevy of beautiful questions about choosing a business, getting the right corporate tax status, creating an online presence, and sharing equity with a salesperson. Gearing Up to Take the Plunge I am a 24-year-old student at one of the top 10 business schools in the country. I’m also working in a strategic consulting firm, which is fine, but my heart isn’t in it. Hard as it is to turn your back on a more or less secure job in corporate America, I know I won’t be satisfied until I have my own business. The problem is, I’m a bit confused about where to begin. For one thing, I can’t figure out the best way to leverage my skills. In fact, I’m not sure how to identify entrepreneurial opportunities in general. Any advice would be appreciated. –Mike You have good reason to feel confused, Mike. “I think it’s real tough for anybody to go out and start a business in a world he knows nothing about,” says Tom Golisano, the founder and CEO of Paychex Inc., an $870-million payroll-processing and human-resource-services company based in Rochester, N.Y. “My advice to Mike would be to find a job in a dynamic industry and then to be constantly on the lookout for opportunities within that industry. He can do a lot of investigation, research, and soul-searching without financial consequences as long as he maintains his job. In the process, he’ll acquire in-depth knowledge of a particular industry, which will make him far more qualified to compete in it than if he had just walked in blind. Hard as it is to turn your back on a more or less secure job in corporate America, I know I won’t be satisfied until I have my own business. “By the way, that’s pretty much what I did before I started Paychex. I spent two years selling accounting machines, which were used, among other things, to process payroll. Then I spent two more years in sales and sales management for another payroll-processing company. Those experiences were critical to the success of Paychex — because I knew there was a market for what I was trying to sell. That was a big advantage.” Trapped by the Tax Code I am the operations manager of a small publishing company and the son of the entrepreneur who started the business. We will do approximately $2 million in sales this year. Lately, we have worked hard to streamline our operations, creating systems and procedures that have made us more efficient and profitable. As a result, we have run into a problem. While we’d like to keep as much money as possible in the business to hedge against a downturn, we find that we’re hindered by our corporate form and tax status. As a C corporation, we have to pay taxes of 39% on the portion of our annual earnings between $100,000 and $335,000. In addition, our inventory situation requires us to go from cash to accrual accounting this year, which makes it tough to switch to another corporate form. We could reduce our earnings by buying things, but spending money for its own sake runs counter to our culture. What would you do in this situation? –Jason We’d get a very good accountant, Jason. Your business could be a case study in the importance of including tax planning as part of your overall business planning. You evidently came up with a good plan for your business, but you neglected to get good advice about the tax implications of achieving your plan. It also sounds as if you made a mistake in selecting the corporate form you adopted. “The general rule is that a privately held business with a small number of shareholders should be an S corporation unless there are compelling reasons to have another corporate form,” says Tom Feeley, founder and principal of Feeley & Driscoll PC, a Boston-based accounting firm that counts several Inc 500 companies among its clients. “I doubt that Jason and his father would have these concerns if their company were an S corporation, and it would have no trouble switching to S status if it were already on an accrual basis. “But because the company has to convert from cash to accrual this year, it finds itself in a trap. The change will create on paper a lot of additional income. That income can be phased in over four years, but if the company switches to S status, it will incur an additional tax on the phase-in. The alternative is to wait for four years and then become an S corporation. “There are strategies the company might use to make the S selection sooner without incurring a huge tax liability, but Jason and his father need help in exploring those options. They should find an accountant who has experience dealing with small, growing privately held companies. As for other private companies set up as C corporations, they should look into the advisability of becoming S corporations now — before they fall into the trap Jason has found himself in.” Why Go on the Net? My wife and I own a $3.5-million company that supplies and installs cabinets and provides finish-carpentry services. We have a reputation in Oregon and Washington as being the best company to work for and with. We’re currently installing all the finish carpentry at the Seattle Seahawks’ new stadium, and we have many other prestigious jobs. We’re thinking about setting up a Web site, but I’m not sure how it would help us beyond being an electronic brochure. Am I missing an opportunity? –Bill For advice on this one, Bill, we turned to Pud of F***edcompany.com. Those familiar with his site — they number in the millions — know that he has chronicled just about every mistake companies have made on the Net. If you read last month’s profile of him (” Lucrative Expletive“), you also know that he started out as a Web developer and a very successful one at that. “As a Web developer, I could come up with all kinds of ideas for stuff Bill could do with his site,” Pud told us. “That would be good for me and bad for him. For example, he could have an extranet where customers could look up the status of their projects, see all the billing and expenses, and so on. That’s classic. You spend a ton of money on stuff you can’t charge for and that most people don’t care about anyway. Not only is the site costly to build, but it’s even costlier to maintain. So you lose your shirt. “Bill should stick with the electronic-brochure concept. Yes, you’ve got to have a Web presence or your business looks really out of it, but remember the new rules of the Internet: Don’t give stuff away, and don’t try to fill a need that doesn’t exist.” A Piece of the Action My wife and I started a marketing-communications business about five years ago. Most of our people work on a contract basis. One of them, an account manager, has been especially great. Aside from working well with clients, she has tremendous knowledge of electronic media production and media buying — both wildly profitable services we didn’t offer before she came. Last December she helped us land our first really big account with a national company. That has created an opportunity for us to grow the business significantly and (belatedly) start building our nest egg for retirement. So here’s the issue: the account manager is now interested in becoming an employee with a small ownership stake. My wife and I like the idea. We can see her helping us become much more profitable in the future. Our plan is to have a probationary period, after which we’d get a valuation done and allow the account manager to buy up to 15% of the stock. If we decide not to proceed after the probationary period, she could stay on as an employee or we’d go our separate ways. It seems simple enough to me, but our accountant, our lawyer, and many of our friends are extremely negative about the idea. We could use advice from someone who has experience with sharing equity. –Richard The person you’re looking for, Richard, is Jack Stack of SRC Holdings (formerly Springfield Remanufacturing Corp.), who started the company in 1983 with 12 other managers as shareholders. Today SRC has 804 employee-owners. “I wouldn’t offer equity to anybody just for landing one big account, especially if all your eggs are in that basket,” he says. “On the other hand, I wouldn’t mind offering equity as a reward for taking risk out of the business by bringing in three or four more customers and diversifying the customer base. “Say the goal is to have no single account represent more than 40% of total revenues. I’d have a plan for letting the account manager buy up to 10% of the equity based on progress toward that goal. I’d start by giving her 5% in stock options at the current appraised value. Then I’d let her buy another 2.5% when the largest customer accounted for 60% of revenues, and another 2.5% at 40%. I’d hold an additional 10% of the equity in reserve for new employees who come in later. “I’d also let the account manager know you’ll give her a bonus to pay for the stock, provided the sales she brings in allow you to improve your margins. Otherwise, she might be tempted to go for low-margin sales. Just make sure that the margin improvement is enough both to cover the bonus and to increase your bottom line. “As for the lawyer and the accountant, they’re paid to give you safe answers. Write down their concerns and address them in the shareholders’ agreement. There are some dangers, but you can anticipate them. The most important thing is to have a buyout clause that protects the company if one of the shareholders cashes out.” The Whole New Business Catalog Where, Oh, Where to Begin With a Little Help from My Friends You Just Don’t Get It The Talking Cure Board Stiff Please e-mail your comments to editors@inc.com.

Barbarians at the Watergate

THIS PLACE Washington society adjusts to a new breed: the fast-moving, different-thinking, so very dot-com riche In a blaze of lights at the MCI Center Arena, the nouveau Madison Square Garden of Washington, D.C., basketball superstar Michael Jordan made his announcement. He was acquiring an ownership stake in the Washington Wizards and would serve as the team’s president of basketball operations. The news, widely anticipated because of leaks prior to Jordan’s January 19 appearance, played well in the capital. Neighbors couldn’t stop talking about it. Pundits had a field day. It was the knell that signaled an end to the district’s darkest days. There was a new Washington now, with a new, can-do mayor, Anthony Williams. The city’s financial crisis was over. Real estate was rebounding. And now Michael Jordan, with that perennial movie-star grin, had arrived. Only one way to go, everyone seemed to be saying — up — a direction particularly well suited to His Airness (and the loss-ridden Wizards, too). It hasn’t been that long since D.C. — besides being the seat of the most powerful government in the free world — was a ranking murder capital with a standing mayor who was an international embarrassment. The city government was so mismanaged that stories of payroll checks being issued to dead or nonexistent employees were daily fodder for the Washington Post. “We’ve taken such a bruising in the past 10 years,” says John Tydings, president of the Greater Washington Board of Trade, sort of a chamber of commerce for the Beltway. Now, though, the new mayor, the city’s comeback, and Michael Jordan — hell, even the Washington Redskins’ finally making the NFL playoffs — were like manna from heaven. But Jordan’s entrance was eye-popping in another, more significant way. The deal that brought him to town was done without any help from the usual suspects — the cabinet officials, career politicians, lobbyists, media stars, Georgetown Brahmins, society hostesses, policy heads, real estate barons, and well-connected lawyers who have made the town what it is for decades, if not centuries. No, the people who landed Jordan were outsiders, like Wizards part-owner Ted Leonsis, who helped build a local company called America Online Inc. into, arguably, the first dot-com Goliath. These new big-city players did the Jordan deal in their off-hours with play money, much of it from tech fortunes. They made a huge splash for guys who five years before hadn’t even been on the radar screen, let alone on society-party lists. But this is a new day, and not only in Washington. Now politicians are no longer the role models they used to be, especially when compared with the strike-it-rich business stars. On March 9 the Wall Street Journal likened the new era to the turn of the last century, when industrialists with names like Carnegie and Rockefeller led the first entrepreneurial revolution. “It was an era when the economy — with wildcat prosperity, businessmen as media superstars — was shifting like tectonic plates; an era when Wall Street, not the White House, drove events,” the Journal reported. The first big wake-up call for Olde Washington had come only a week before the Jordan deal went down. That’s when America Online — a once unknown speck of a company dabbling in that Internet thing from offices in the distant suburbs — announced it was buying Time Warner Inc. for upwards of $166 billion. The establishment movers and shakers were caught off guard by the hordes of tech millionaires making waves in “our city.” “They don’t know who these people are. They don’t know anything about them. They don’t even know enough to be suspicious,” says Sally Quinn, the Georgetown high-society hostess who offers a window on the elite and also helps shape its outlook through her writings in the pages of the Post. “The first moment anyone ever thought about it was the AOL thing, and they said, ‘Oh, my God! That’s what they do over there.” None of those people were bred in Georgetown. Nor did they attend St. Albans, the elite private school in northwest Washington. Most don’t even have degrees from Yale or Harvard. Worse, they couldn’t care less about the society way of life. They trade neither on their social connections nor on their pedigree but rather on their business exploits, which might include a flaming dot-com failure (it seems to give them credibility, of all things) as easily as a stunning success. Instead of considering social standing in the good old-fashioned meaning of the term, they measure one another by the growth curve of their companies, the size of their paper fortunes, and the global impact of their businesses. Washington, to put it politely, has always been defined by power and access — who’s got it, who wants it, who lost it. Money has never been a part of the equation; certainly not in the way it is in, say, New York. But now money is a force to be reckoned with, big-time, and it’s here to stay. Politics has always supplied Washington with a new crop of movers and shakers, who tended to assimilate into the standing social fabric, refreshing their own ranks with each election. But this new group of tech-fortune youngsters isn’t leaving with the next election. “The way I view it, this is the biggest thing to happen to this city since Washington was made the capital of the nation,” says Quinn, who notes that the recent arrivals are infusing much-needed new blood into a town where the old money kind of “dried up.” And she enthusiastically welcomes the transfusion. “It’s going to have a big impact in every way,” she predicts. Washington used to be quaint, run by a stable circle of friends. Not anymore. To understand how all that is playing out, you need to look at the people who made the Jordan deal happen. The aforementioned Ted Leonsis, now president of AOL Interactive Properties Group and worth an estimated $1 billion, came up with the idea. Originally, he’d been a marketing guy with a company of his own, whose operations were folded into AOL when the larger company bought him out, in 1994. The then-unproven online service paid $45 million, mostly in stock, for Leonsis’s CD-ROM catalog company. That brought Leonsis on board for practically the whole AOL ride, all the way from obscurity to megagiant. Now he’s using the resources he gained to have some real fun. In May 1999, Leonsis and two partners plunked down $200 million for the Washington Capitals hockey team and a stake in the holding company, which counts the Wizards basketball team among its multiple properties. Leonsis figured that snagging Jordan would be the ultimate buzz card, elevating the profile of both teams. He and his group took a meeting with Jordan at his Chicago restaurant. Under the deal they eventually cut, the one that was announced at the MCI Center, Jordan got the front office of the basketball team, a stake in the partnership, and a chance to play with the dot-com boys. ( Boys is not a casual term; modern as dot-coms may be, there are few women among their ranks in Washington.) The way Leonsis tells it, the Capitals’ Web site will be the foundation for building an “Internet distribution channel” for the team in the same way that Ted Turner used cable TV to promote the Atlanta Braves. Right now the Capitals are red-hot. If Jordan also manages a comeback for the Wizards in the next few years, it isn’t hard to figure the upside: valuable teams, Web channel, and then the eventual acquisition of the entire basketball franchise when its current owner, Abe Pollin, 76, retires. No doubt, this was a value investment for all concerned. Six days before Jordan made his role official, Leonsis brought in a partner, Raul Fernandez, to help design the sports-team-cum-Web vision. Fernandez immediately took a place on the roster of Washington’s new power players. Just 33, he is a card-carrying member of the current crop of dot-com millionaires. He is the founder and CEO of Proxicom Inc., a fast-growing Internet-consulting firm based in Reston, Va., that serves clients like General Electric Capital Corp., Mobil Corp., and Mercedes-Benz Credit Corp. And he’s a big sports fan. “I told Ted last summer, ‘If you ever need another partner, I’m in,” he says. Fernandez has gotten a lot of ink lately, being featured in the Wall Street Journal and on the cover of Fortune, where he appeared right next to Jordan (“America’s 40 Richest under 40″). His background speaks volumes about how diverse the new A-list in D.C. can be. Fernandez is the son of a Cuban immigrant who came to this country with $100. He grew up outside Washington, D.C., attended the University of Maryland, and then worked on Capitol Hill for Congressman Jack Kemp. In 1991, with $40,000 in savings, he formed his own company. It grew like crazy and went public in April 1999. Since then Proxicom has grown so rapidly that Fernandez’s 28% stake is now worth about $600 million. With that kind of money, he can afford to indulge his “love of competition, in any form.” Although he jets around the world all the time — Proxicom is steadily expanding — Fernandez calls the sports team his “night job.” It has raised his profile, as have his other local activities. Fernandez talks passionately about the importance of community service and appears on philanthropic panels. He is conscious of being a role model for his employees, many of whom are already millionaires in their late twenties and early thirties — the coming shock troops for the new establishment. The rise of a figure like Fernandez is just another signal that times are changing inside the Beltway. Talk to one of the society veterans, like real estate power broker Robert Linowes, about the Washington business world of the 1960s and 1970s. You’ll get a picture of a quaint, provincial town, run mostly by developers, bank managers, and retail executives, who would welcome the other power players — the pols and their minions — in full knowledge that eventually most would return to wherever it was they came from. By contrast, the old Washington hands Linowes recalls knew one another: they sat on the same corporate and philanthropic boards. In the evenings they hobnobbed with the ever-changing political-cultural elite. “It was incestuous, but no one even thought about it,” Linowes says, recalling the days when the landscape could be altered by a few words over dinner at the Willard Hotel. “Conflict of interest? If you didn’t have a conflict, you didn’t have any interest.” It was a cozy little community in those days. But that community has long faded away. The local retail chains were bought out or folded. The banks were gobbled up, the CEOs with community ties replaced by professional managers. And while Washington’s business world was devolving, the federal government was seeding a vast and entirely new industry outside the city’s borders. So-called Beltway bandits grew by feeding an insatiable demand for information technology, supplying all the computers, software, telecommunications services, and training that could fit into the budgets of federal agencies. The defense buildup and deregulation of the telecommunications industry during the 1980s fueled the growth of high tech so well, it now has more employees in the D.C. area than the federal government itself. By the mid-1990s, the local versions of Silicon Valley-style growth companies were primed like a tinderbox ready to explode. The technology, the communications, and the workforce were all in place. All that was needed was the economic spark — and then came the Internet. Mike Daniels, chairman of the Internet-domain-registration company Network Solutions Inc., based in Herndon, Va., is a prime example of a player who was brought into the game by the dot-com revolution and the explosion in Web businesses. He’s one of the “new” breed that was actually in the area all along, one of the tech executives who had worked for decades in obscurity under the shadow of the military- industrial complex. He started out as a naval research officer at ARPA (the Defense Department’s Advanced Research Projects Agency, which invented the Internet — first known as the ARPANET) and then formed his own technology-consulting company. He sold it in 1987 to Science Applications International Corp. (SAIC), an employee-owned company and one of the Beltway bandits. “We were very typical of what went on here in the Washington technology community, especially in the northern Virginia side, until the Internet revolution began,” says Daniels. In 1995 he convinced SAIC that it should buy Network Solutions for $4.8 million. Network Solutions was as close to being a world-dominating organization as there ever was, if you consider cyberspace to be the world. The company was the registrar for the Internet, the keeper of domain names on the Web. Daniels became chairman of the subsidiary and led its initial public offering. In March, VeriSign Inc. agreed to buy Network Solutions for $21 billion. Obscure no longer, Daniels is a made man. Now he appears with the Steve Cases and Michael Dells of the world on panels such as Governor Jim Gilmore’s 2000 Global Internet Summit, which was held in March in Fairfax, Va. The pace at which this new world has emerged isn’t lost on traditional power brokers like Linowes. In the past, he says, if he wanted to raise money quickly on behalf of some philanthropy, all he had to do was get on the phone. With calls to 20 close friends from the city’s business community, he could complete a fund drive. That’s all changed now. Trudging out to northern Virginia recently to seek funds for the Smithsonian’s National Air and Space Museum, Linowes met with a number of the new-wealth class of greater Washington: high-tech executives. “But I had to be introduced. No one knew me,” Linowes said afterward, briefly interrupting the interview to take a call from the governor of Maryland. And what of the old crowd in the Washington business world? Where are they now? “Either dead or out of business or both,” he said, laughing. Anthony Kennedy Shriver (a member of two of the “best” families in town) started the nonprofit organization Best Buddies in 1987, when he was a student at Georgetown University. His organization offers social and employment opportunities for the mentally retarded. In the early days, he says, he relied on his family’s circle of friends — Washington’s political and cultural elite — for the donations he needed. That all changed in 1995, when Shriver was introduced to Leonsis. The AOL honcho decided to make Best Buddies his charity of choice. Leonsis came aboard as cochairman of the Best Buddies ball, the nonprofit’s fund-raising event, and one that drew many famous names. But not the names Leonsis could draw. He brought in his contacts from the high-tech world. “Honestly, in those days no one had heard of Ted Leonsis, and when I told my mother, she was like, ‘Fine, whatever. It’s your thing,” Shriver recalls. “But Ted was willing to work and get involved, and that’s what we were looking for.” Now Shriver talks about the “pre-Ted” and “post-Ted” eras at his charity. “I try to avoid remembering the pre-Ted days, because they were very unpleasant,” he says. In those early days the charity typically raised anywhere from $200,000 to $300,000 from the establishment. But with Leonsis working the phones — or rather, E-mail — the northern Virginia tech crowd began to show up in force at the Best Buddies ball and to give generously. Last year, with Leonsis’s Wizards partner Fernandez serving as cochairman of the event, tickets went as fast as shares in a dot-com IPO. With the ball oversubscribed, Shriver expanded the tent at his aunt Ethel Kennedy’s Virginia estate, and then he sold out again. When the black-tie event took place, in October, limos got stuck in the driveway. Muhammad Ali posed for pictures. The Pointer Sisters sang. The Kennedys welcomed guests. “People showed up from my family, but they didn’t know anyone, which from my perspective was a great sign,” Shriver says. Best Buddies raised a record $1.1 million that night. “When we hold events in Hollywood with a good number of celebrities, or in Houston, Palm Beach, Miami, or New York on the Forbes yacht, we raise maybe $300,000 to $400,000 a night,” Shriver says. “Washington just blows them away.” He is calling the upcoming 2000 event the “dot-com ball.” And this year he plans to raise $2 million. It will be a real A-list event, especially in the tech community — a party “where anybody who is anybody in the Internet world will be,” he says. That example hasn’t been lost on the region’s cultural institutions, ones that have been at the heart of the Washington social circuit for ages but that have been at a loss to capture much of the new wealth. “In the 1990s, at almost every board meeting I attended, the question was always raised, ‘How are we going to get those people interested?” Linowes recalls. “Almost every major foundation and charity had a committee aimed at doing just that.” “Is it a conscious strategy to get those new people involved? Yes. Is it organized? No,” says David Levy. The disconnect makes sense when you think about it. Many of the new paper millionaires are young and simply haven’t had the time that the older crowd has had to focus on how to give money away. And many of the philanthropies have never had ties to a class of people who lived on the wrong side of the Potomac River. But that’s changing. The Corcoran Gallery of Art, which as the largest privately funded art museum in the capital also runs a college of art, recently lured Bob Pittman, president and chief operating officer of AOL, to its board; he’s the first major figure from the tech community to join at that high level. Why, you might say that Pittman — the New Yorker credited with creating the massive MTV phenomenon before making his high-profile move to start shaping the world in AOL’s image — had finally arrived. But you’d better have your tongue firmly in your cheek, because in this case it seems that Pittman brings as much cachet to the Corcoran and the society it represents as they give to him. “Is it a conscious strategy to get those people involved? Yes. Is it organized? No,” says David Levy, the Corcoran’s president and director. The way he sees it, people give money for two reasons: to support the arts and education and to gain access to social and cultural circles in Washington. “We provide that access, and they provide the support,” Levy says. What’s not clear, however, is whether access to society is something the dot-com crowd wants. Where a charity-board seat might have been de rigueur for the well-bred, it’s more of a fun option for the newly minted. As Linowes says, “We had a certain way of giving and a certain level of giving. These people want to do things in new ways.” Remember, many high-tech fortunes were spawned by battling the establishment business world. These start-ups exploited small niches and built new entities by going against the grain. The late Bill McGowan, founder of MCI, is a perfect example. In fact, he’s something of an Ôber role model for many of the established entrepreneurs in the region, because his Washington-based company battled giant AT&T for years. McGowan used to exhort his troops, Whatever AT&T does, do the opposite. That rattle-the-gates strategy worked for all who followed, and they prospered by it. Why change any of those attitudes now? Already, there are strong indications that Washington’s technology elite is treating philanthropy in a very different way from that of the establishment. Many even take umbrage at the word philanthropy, since it suggests a handout rather than an attempt at producing fundamental change in people’s lives. Mario Morino, chairman of the nonprofit Morino Institute, in Reston, Va., for example, speaks in no uncertain terms of the need for “social change” to correct the huge disparities in wealth and opportunity for youth in the region. He’s not going by Karl Marx; quite the opposite. He’s repeating lessons learned by virtue of his entrepreneurial experience, which some would term ultimate capitalism. Morino earned his first entrepreneurial merit badge building Legent Corp., a software company that was sold to Computer Associates International Inc. in 1995 for $1.8 billion. By then Morino had stepped back from day-to-day business affairs and embarked on an eight-year odyssey to figure out how to give some of his $140 million away. Oddly, he found it harder to properly give his wealth away than it was to build it in the first place. [In the interests of full disclosure, the writer of this article worked on speeches for Morino a couple of years ago.] “We took [MicroStrategy founder Michael Saylor] to lunch, and over the course of that lunch his net worth went up by $145 million.” –Lloyd Grove, society columnist fpr the Washington Post