Thought Process

Peace Over Profit? Rebuilding After the Rift

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Series: Bloodlines and Bottom Lines – The Untold Stories of Family Business.

You know what no one tells you about family business fallouts?

It’s not just the court cases, the legal bills, or the company registrar changes.
It’s the silence at reunion dinners (in extreme cases, no dinner at all). The siblings who used to go for breakfast together every Saturday… now don’t even reply in the family group chat.

We’ve followed the Tan brothers’ journey—from shared dreams and unspoken assumptions to full-blown litigation. But what happens after the court doors close?

Can families ever come back from a business fallout?

The answer—thankfully—is yes.
But not without some honest reflection, real conversations, and sometimes, the courage to choose peace over profit.

💔 The Aftermath: Broken Bonds, Heavy Hearts

After the Tan brothers settled their case, the legal issues were resolved. But the emotional damage? That lingers.

Ah Tong told a friend, “I didn’t want to fight. I just didn’t want to be erased.”

And that’s the thing. Most family business disputes aren’t about greed. They’re about dignity.
About wanting to be seen, acknowledged, included.

The courtroom can settle ownership. But reconciliation? That takes a different kind of work.

🕊️ The Path to Healing (Yes, It’s Possible)

Let’s talk about what it takes to rebuild, based on what I’ve seen from families who’ve managed to do it—and those who couldn’t.

1. 🤫 Accept that some things may never be said.

Not everyone will apologise. Not every wound gets a neat explanation.

Families who reconcile often stop expecting the “perfect closure” and start building new trust, from today onwards.

✅ Focus on the future. Don’t get stuck relitigating the past.

2. 🗣️ Talk—but with boundaries.

Sometimes, the best thing you can do is bring in a neutral third party: a coach, therapist, mediator, or trusted elder.

These aren’t “soft skills”—they’re survival tools. When emotions run deep, you need structure and safety for the conversation to be productive.

✅ Create structured spaces to talk. Not every dinner is the right time.

3. 🧠 Get clear on values before vision.

Before talking about “next steps,” talk about what matters most. What does the family really value?

Is it legacy? Harmony? Growth? Freedom?

If your values diverge, that’s okay. It might even point to a healthy decision to separate business and family without bitterness.

✅ Start with shared values. Vision comes after.

4. ✋ Know when to walk away—with grace.

Some wounds are too deep. And sometimes, the healthiest thing you can do is let go of the business to save the family.

This doesn’t mean you “lost.” It means you’re wise enough to know that not all capital is financial.

✅ Peace is a return on investment too.

🪙 Peace Over Profit… Or Both?

Here’s a story I’ll never forget.

A client of mine, a second-gen founder named Andrew once told his dad, “I don’t want the company if it means losing my siblings.”

That moment changed everything.

Instead of pushing for titles and control, they brought in an external CEO, wrote down the family values in a charter, and focused on harmony.

Today, the siblings still own the business—but they’re not in each other’s way. And during Chinese New Year, they can still sit at the same table and laugh over fish skin crackers and childhood stories.

That, my friend, is real wealth.

💬 Questions to Reflect On (or Discuss Over Dinner):

  • What’s more important to me—being right, or maintaining the family relationship?
  • Have I ever assumed someone knew what I expected… without saying it?
  • If this business ended tomorrow, what would I want to remain?

🧭 The Big Takeaway: Build with both Head and Heart

Family businesses are sacred. They carry our hopes, our hustle, our history.

But they’re also fragile—held together not just by contracts and KPIs, but by trust, memory, and shared meaning.

If we want to build something that lasts beyond our generation, we need:

  • Structure and softness
  • Governance and grace
  • Logic and love

That’s a Wrap 🎉

Thanks for joining me on this journey through the world of family business. From messy beginnings to tough conversations and hopeful rebuilds, I hope you saw a bit of your story—and found something useful for the road ahead.

👉 What resonated most with you from this series?
👉 Have you been through something similar in your own family business?

Drop a comment, send a DM, or share this with someone who needs to read it.

And if you’re looking to start your own “family alignment” process—I’ve got tools, templates, and plenty of real life case studies/stories to help.

💌 Let’s Keep the Conversation Going:

👉 What resonated most with you from this series?
👉 Have you been through something similar in your own family business?

Drop uncle an email (TalkTo@unclehuat.com) , or share this with someone who needs to read it.

And if you’re looking to start your own “family alignment” process—I’ve got tools, templates, and plenty of real-life stories to help.

What We Can Learn from the Blow-Up when family goes to Court

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Series: Bloodlines and Bottom Lines – The Untold Stories of Family Business

Remember the Tan brothers? The family who went from “we share everything” to “see you in court”?

Today, we’re going deep into what actually happened when things got messy. And spoiler alert: it didn’t start in the courtroom—it started in silence.

Because the biggest risks in family business aren’t bad markets or bad products.
They’re bad assumptions.

Let’s break it down.

🧨 The Build-Up: Years of Unspoken Expectations

The Tan brothers (based loosely on a real case, with names changed to protect privacy) had all worked together since the early days. Some chipped in money, some managed projects, some did more “behind the scenes” work. There was this unspoken agreement that the business belonged to all of them.

But here’s the catch:
Only the two eldest brothers—Ah Fong and Ah Kheng—were listed as shareholders of their main company, Holdings One Pte Ltd

The others? They trusted that their “sweat equity” would eventually be recognised.

Fast forward 20 years. Millions in property assets. And suddenly, in 2019, the younger brothers—Ah Tong, Ah Teng, and Edwin—checked ACRA… and saw their names had been quietly removed from the shareholder list.

Their blood ran cold.

⚖️ The Court Case: When Family Becomes Litigants

After several ignored demands and awkward family meetings, the brothers did something no one wants to do—they filed a lawsuit.

What followed was a full-blown trial:

  • Each side lawyered up (well, some represented themselves—never a good idea).
  • Old emails and WhatsApp messages were dug up.
  • Contributions were disputed: “You didn’t help!” vs. “I mortgaged my house!”
  • A handwritten “Company Resolution” from 2012 showed they once agreed to divide the shares equally—but it wasn’t executed properly.
  • One brother claimed the shares were meant to be sold (and not given) but payment was never made.

At the heart of it all? Trust… broken.

🔍 The Judge’s Take: Intent Matters, But So Does Proof

The court ruled that there was an express trust in place—based on years of consistent behavior, verbal assurances, and that 2012 document.

In short, the younger brothers had a claim.
But it didn’t come easy. It took:

  • Years of litigation
  • Personal attacks in open court
  • Legal fees (think: six figures)
  • And the total breakdown of sibling relationships

No CNY reunion dinner was going to fix that.

🧠 Lessons From the Tan Brothers’ Breakdown

Let’s not waste their pain. Here are 5 takeaways every family business should note:

1. 🧾 If you’re not on ACRA, you’re not a shareholder.

It doesn’t matter what was said, promised, or WhatsApp-ed 10 years ago. In the eyes of the law, if your name isn’t on the company records, you don’t own squat—unless you can prove a trust (which is not easy and never pretty).

✅ Action: Check your ACRA listing today. Better to be disappointed now than blindsided later.

2. 🤝 Good intentions don’t replace proper documentation.

The 2012 agreement would’ve saved everyone… if they had followed through with legal share transfers. But they didn’t.

✅ Action: Don’t stop at a handshake or internal memo. File the documents. Update ACRA. Get signatures. Treat it like a business, not a birthday party.

3. 🧮 Contributions must be visible, valued, and recorded.

One brother claimed he loaned money. Another said he mortgaged his home. But without documentation or agreed valuation, it was all just he-said-she-said.

✅ Action: Keep records. If you’re contributing capital or property, make sure it’s tracked—and agreed upon by all.

4. 👨‍⚖️ Litigation is a last resort. And it’s rarely worth it.

Even when you “win,” you lose—time, money, and relationships. The Tan brothers may have resolved the shareholding issue legally, but they lost their bond as siblings. And no amount of dividends can buy that back.

✅ Action: Explore mediation early. It’s faster, cheaper, and often leads to a more dignified outcome.

5. 🧭 Unclear succession = guaranteed chaos

The eldest brothers made decisions on behalf of everyone. But when there was no roadmap for leadership, ownership, or handover… mistrust festered.

✅ Action: Start succession planning early. It’s not just about who takes over. It’s about building shared understanding, trust, and governance.

🎙️ One Brother’s Words Still Haunt Me…

“I never wanted the money. I just wanted to know my contribution mattered.”

That hit hard. Because that’s the heart of many family business disputes—it’s not greed.
It’s the hurt of feeling unseen.

Next Up in Part 5:

“Peace Over Profit? Rebuilding After the Rift”
 We’ll explore how some families have managed to reconcile, rebuild trust, and even come back stronger—plus, when it’s better to walk away for the sake of love.

💬 Have you seen a family business fall apart—or survive a rough patch? What helped or hurt the most? Drop uncle an email please (TalkTo@unclehuat.com)

Let’s help more families build legacies without losing each other in the process.

Contracts: Building Trust You Can Legally Enforce

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The Untold Stories of Family Business

So, we’ve talked about what goes wrong when family businesses run on vibes (aka verbal promises and “don’t worry, we’re brothers”).

It’s okay. You’re not alone. I’ve worked with dozens of family-run businesses in Singapore, and I can tell you—most of them only call a lawyer after the family group chat becomes a war zone.

But here’s the thing:
Legal structure is not the enemy of trust. It’s the insurance for it. It also helps to preserve the family ties because it keeps everyone accountable and responsible to each other.

So let’s talk about how to protect your family and your business.

☕ “But We’re Family… You Really Need Legal Docs?”

Yes. Especially because you’re family.

Let me give you an analogy. You wouldn’t build a $10 million property without the building authority’s approval, right? You wouldn’t pour concrete without architectural drawings. But so many families build entire empires based on a few WhatsApp messages and some nods over dinner.

That’s why when disputes happen, the question isn’t “What’s fair?” It becomes “What can you prove?”

📝 1. The Shareholder Agreement: Your Family Constitution

Think of this as the “terms and conditions” for being in the business.

A good shareholder agreement covers:

  • Who owns what % of the company (and what happens if someone wants out)
  • How dividends are paid
  • Decision-making rules (Can you buy a new shophouse without a vote?)
  • Dispute resolution mechanisms (Mediation first? Or straight to court?)

Bonus tip: Include a pre-emption clause—it gives existing shareholders the first right to buy shares before they’re sold to outsiders. Super helpful if someone suddenly wants to cash out.

True story: I once advised a family business where one of the cousin sell his stake to a complete stranger out of spite. The rest of the family was furious (of course), but legally, they couldn’t stop it—because there were no pre-emption clause.

👥 2. Roles, Titles & Salaries: Don’t Assume, Define

Every business needs clarity on who does what. Even more so in a family business where Auntie Susan “helps with accounts” and your brother “sort of manages sales.”

Write it down:

  • Job descriptions
  • Reporting lines
  • Compensation packages
  • Performance expectations

Set KPIs. Have performance reviews. Yes, even if it’s your eldest son.

Because guess what? When one sibling feels like they’re doing more but getting paid less—it festers and resentment grows fast.

🧓 3. Succession Planning: The Taboo We Need to Talk About

Nobody wants to think about Dad/Mom stepping down. But what’s worse? A business with no leadership plan.

Succession planning isn’t just about who takes over. It’s also:

  • How do you train the next gen?
  • When does decision-making transition?
  • What happens if the chosen successor doesn’t want it?

Start with a family alignment session. Get everyone to articulate their hopes and fears. Then work with a neutral third party—a coach, lawyer, or trusted advisor—to design a phased transition.

“Later then discuss” is not a plan. It’s a delay with a time bomb attached.

📃 4. Wills & Estate Planning: Because You Can’t Take It with You

Here’s where things get really sensitive. But if you don’t have a proper will (or trust), you’re handing your loved ones a problem, not a legacy.

Without a will:

  • The law decides how your assets are distributed (under the Intestate Succession Act)
  • Your family might end up in court fighting over what they thought you wanted
  • Business shares might go to someone who’s never lifted a finger in the company

You don’t need to be a billionaire to need estate planning. You just need to care about what happens to your business—and your family—after you’re gone.

👨‍👩‍👧‍👦 5. Family Charter: Optional, But Gold

This is less legal, more cultural. A family charter outlines your shared values, vision, and principles for working together. It can include:

  • What the family believes about money
  • Who can work in the business (must be qualified? Married in?)
  • Rules about loans, guarantees, or investing family funds

It’s like a mission statement—but for keeping the family grounded.

“Okay lah, but won’t all this make things awkward?”

Maybe for one or two meetings, yes.

But awkward conversations now prevent ugly conflicts later. I’ve seen families come out of these discussions closer, more aligned, and with a renewed sense of purpose.

Imagine how powerful it is to say:

“We love each other too much to let business tear us apart. That’s why we’re doing this.”

Let’s Make It Real: The Contract Checklist

✅ Shareholder agreement in place
✅ Roles and salaries defined in writing
✅ Succession plan started
✅ Wills and trusts reviewed
✅ Annual family business meeting scheduled

When Love Meets Liability: Why Family Businesses Fail (and How to Stop It)

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🧱 Series: Bloodlines and Bottom Lines – The Untold Stories of Family Business

Have you ever seen two aunties fighting over who gets their mother’s Nasi Lemak recipe? Now imagine that same dynamic… but it involves property, millions of dollars, and 20 years of blood, sweat, and unspoken expectations. (p/s: if you are in Singapore, you will see there are many hawker families that split because of the recipes and this CNA’s series documented it very well – food feuds)

Welcome to family business.

In Part 1, we met the Tan brothers—five siblings who built something special together, only to see it unravel when unspoken promises clashed with legal reality. But the Tan story? It’s not an outlier. It’s a pattern.

So why does this keep happening?

Let’s peel back the curtain on the quiet chaos behind many family-run businesses in Singapore—and more importantly, what you can do before it’s too late.

🧨 Reason 1: “We’re family. No need to write anything down.”

Sound familiar?

It’s the most common refrain I hear when advising family enterprises. There’s this deep cultural reflex—especially in Asian households—that says formalising agreements means you don’t trust each other.

But trust isn’t about handshakes. Trust is about clarity.

Let’s say Ah Seng promises his younger sister Mei Li that she’ll get 20% of the business “next time.” Everyone nods. Fast forward 15 years. “Next time” never came. And suddenly, Mei Li is scrolling through ACRA with a glass of wine and a rising sense of betrayal.

If it’s not written down, it never happened. Period.

💥 Reason 2: Mixing roles and relationships

In theory: your eldest son handles the books, your second-born runs operations, and your daughter helps “when she’s free.”

In reality? You’ve got overlapping responsibilities, zero accountability, and someone’s spouse complaining over dinner about “carrying the whole business.”

Here’s the deal—just because someone is family doesn’t mean they’re qualified. And just because someone is qualified doesn’t mean they want to take over.

Clear roles, job descriptions, and performance reviews aren’t just for MNCs. They protect relationships. They prevent sibling rivalries from turning into full-blown shareholder wars.

🪤 Reason 3: The Next Gen isn’t ready. Or worse, they don’t want it.

You’ve probably heard this saying:

First generation builds it. Second generation grows it. Third generation blows it.

Harsh, but there’s truth in it.

Many founders work 16-hour days to build something meaningful… but forget to build foundations for succession. So when it’s time to pass the baton, they realise no one’s been trained, no one wants the stress, or worse—everyone wants control, but no one wants responsibility.

If you’ve never had a proper family business meeting about succession, expectations, and vision… it’s not too late. But you’ve got to start before it becomes a fight over your hospital bed.

📉 Reason 4: Money makes things weird.

Let’s be real. We don’t like talking about money in most Asian families. It’s “not nice,” “disrespectful,” or “later then discuss.”

But money is the bloodstream of a business. If your brothers don’t know who actually owns the shoplot, or your kids think “everything is 50/50” because you love them equally… you’re sitting on a landmine.

Transparent communication about ownership, dividends, salary, and reinvestment isn’t greedy—it’s governance. And it keeps Christmas dinner drama-free.

📈 Reason 5: There’s no plan… just vibes.

Far too many family businesses run on vibes, not vision. Everyone’s “just trying their best.” But there’s no roadmap. No strategy. No emergency plan if dad falls sick or the market tanks.

Sound familiar?

Without clarity, emotions fill the void. And once egos enter the chat, it’s very hard to walk it back.

So, What Can You Do?

  1. Start talking. Set up regular, structured family business meetings. Not every dinner needs to turn into a boardroom… but some should.
  2. Get it in writing. Use shareholder agreements, employment contracts, and wills. It’s not a lack of trust—it’s a sign of respect.
  3. Bring in help. Whether it’s a family business coach, a lawyer, or your accountant—external professionals can ask the awkward questions and create safe boundaries.
  4. Respect the boundary between family and business. One is built on love. The other runs on structure.

🎯 Quick Self-Check: Are You Running a Business or a legacy Time Bomb?

☐ Do you have clear written agreements about ownership and roles?
☐ Have you had an open conversation about succession?
☐ Are family members being paid fairly and transparently?
☐ Do you have a mechanism to resolve disputes (that’s not “see you in court”)?
☐ Is everyone clear on your vision for the future?

Liberation Day and the Coming Trade Earthquake

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🎯 The Return of Tariffs

Last night on 2nd April 2025, President Donald Trump rolled out what he proudly branded as “Liberation Day”—a sweeping tariff overhaul that effectively rewrites the rules of global trade. If you’re having déjà vu, you’re not alone. We’ve been here before. Only this time, the stakes are higher, the timing worse, and the ripple effects more unpredictable.

Let’s unpack what’s happened, what it means, and why it’s not just another headline to scroll past.

🔁 What’s a “Reciprocal Tariff,” and Why Should You Care?

Trump’s proposal starts with a blanket 10% tariff on all imports into the U.S., effective April 5. But that’s just the opening act. The bigger shift kicks in April 9, when “reciprocal tariffs”—ranging from 20% to 49%—hit about 60 countries. The logic? If another country taxes U.S. goods at 30%, the U.S. will now do the same to them.

In a vacuum, it sounds fair—almost elegant. Like a simple mirror held up to global trade practices. But economics doesn’t happen in a vacuum. It happens in messy, interdependent systems with human behavior, complex supply chains, and investor psychology thrown in. That’s where the problems begin.

📉 The Markets React: Fast and Furious

The announcement wiped out nearly $5 trillion in U.S. market value within hours. Apple dropped 7%. Nvidia lost 4.5%. Dollar Tree—a bellwether for inflationary stress—plummeted 11%.

Dow futures fell 1,100 points on cue. The message from Wall Street was clear: this isn’t about patriotism. It’s about profit margins, pricing power, and supply chain calculus.

The tariffs aren’t just economic policy; they’re a psychological signal that the world’s largest economy is pivoting away from interdependence—and possibly toward stagflation.

🌍 the Geography of Trade Shock

Let’s be honest: no one truly “wins” in a global trade war. But some will suffer less, and a lucky few might actually benefit from the reshuffling.

The Losers (For Now):

  • China: Now facing a combined 54% tariff. If you’re a U.S. company sourcing electronics or materials from Shenzhen, this just became your biggest headache.
  • Vietnam: Punished with 46% due to its growing trade surplus with the U.S.—a reversal of fortune after being the safe haven in the last U.S.-China tiff.
  • Europe, Japan, South Korea: Each slapped with 20–25% tariffs, impacting autos, semiconductors, and pharmaceuticals.

🏠 Closer to Home: What This Means for Singapore

Singapore escaped the worst of it—only the 10% baseline tariff applies. But “least bad” is not the same as good.

Here’s the reality:

  • Electronics and pharmaceuticals, which make up a hefty slice of Singapore’s exports to the U.S., just got pricier and less competitive.
  • MAS and MTI are already hinting at a downward revision of growth projections. The original forecast of 2.6% GDP growth may start to feel aspirational.
  • And with 45% of firms saying they’ll pass on the higher costs, expect margin pressure, inflation trickle-downs, and supply chain detours.

To borrow a phrase from macroeconomics: Singapore isn’t in the eye of the storm, but it’s close enough to feel the wind.

🧮 Global Economics: The Bigger Picture

Here’s the part no one wants to admit: tariffs are a tax. Not on foreign companies—but on consumers. Every 10% tariff? That’s a hidden cost that shows up in your receipts, your rent, your Amazon Prime order.

According to the IMF and Yale economic models:

  • U.S. GDP may drop by 1.45%, costing American households roughly $3,487 per year.
  • Global GDP could shrink by $500 billion, dragging down growth in Canada, Mexico, Vietnam—and yes, even Singapore.

And perhaps most troubling of all, this is happening at a time when global inflation is already sticky and geopolitical confidence is brittle.

🧠 Final Thought: Trade Wars Are Not Math Problems

You can’t solve trade with a calculator. Reciprocity sounds neat, but economies aren’t tit-for-tat spreadsheets. They’re ecosystems. Interdependent, messy, irrational.

Aswath Damodaran once said: “Risk is what’s left when you think you’ve thought of everything.” That applies here. The biggest risk of these tariffs isn’t the immediate price hike—it’s the long tail of unintended consequences.

Supply chains will reroute. Partnerships will erode. Trust will take a hit. And in the end, no spreadsheet will capture the opportunity cost of that erosion.

My Brothers, My Business Partners… and My Opponent?

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When Family and Business Collide – bloodlines or bottom-lines?

Have you ever sat down, kopi in hand, and thought, “Wah, family sure got drama—but at least business is different” 

Yeah… About that.. hold on to your seat, although this story is not as widely spread like the recent CDL saga, but there are plenty of learning from this drama. 

I had coffee recently with a friend—let’s call him Gerald—who’s a lawyer and he shared with me a legal tangle that sounds like an episode of “Succession,” except it’s set in MacPherson, not Manhattan. (You can google the case most probably you will find it)

His story isn’t rare. In fact, it echoes a real case I came across not long ago. And it’s one of those stories that makes you pause and think: “Can blood and business really mix?”

Business is thicker than blood?

Yea.. of course it is an ai generated picture – can’t find the heart to use any other family’s picture for this article.

Let me tell you about the Tan brothers (Not their real name, of course).

You know the type.. Five brothers, grew up working shoulder to shoulder in their dad’s construction business. From the dusty sites of Toa Payoh to the steel frames of Upper Thomson, they were inseparable. They hustled, saved, and eventually pooled resources to buy over a property company—let’s call it Holdings One Pte Ltd (again, not the real name).

Now, here’s where the plot thickens.

Initially, only the two eldest – Ah Fong (Brother 1) and Ah Kheng (Brother 2) – were listed as shareholders. “For simplicity,” they said. “We’re all in this together,” they promised. And everyone nodded because, well, they’re family. Trust is like pandan waffles – best enjoyed warm, with no surprises.

Fast forward 20 years. Properties bought, redeveloped, sold. Money flowed in. Some was reinvested, some (allegedly) loaned in, and some mortgaged. But when the younger brothers Ah Tong (Brother 3), Ah Kang (Brother 4), and Ah Pang (Brother 5) – decided to check the company’s registrar one day in 2019 (imagine that feeling, like finding out your Kaya Toast have no Kaya), they saw their names… and they weren’t there!

Instead, shares they thought were theirs had been transferred back to Ah Fong. Quietly. Without a whisper.

“Maybe it’s a mistake?” one of them said.

It wasn’t.

What followed was a family implosion. Courtrooms instead of CNY reunions. Lawyers instead of love. Claims of trust arrangements from the 90s, a “Company Resolution” they all signed in 2012, and share transfers that apparently came with no payments. 

The older brothers said it was a sale. The younger ones said it was a gift based on long-standing trust and shared effort.

Who’s right?

The High Court eventually ruled in favor of the younger brothers. Turns out, those family agreements—though informal, even a little messy—can still hold water when backed by years of consistent behavior, financial contribution, and a bit of documentation. But by then, the damage was done.

No more family dinners. No more “I got your back.” Just silence. The kind that echoes even louder in a small island like ours.

So what do we take away from this?

Look, I’ve been in corporate finance for over 15 years. I’ve helped founders exit for millions and guided families navigating sticky shareholder exits. But nothing—and I mean nothing—is more volatile than a business built on assumed trust with zero structure.

Because here’s the hard truth: feelings fade. Memories get fuzzy. But paper—paper doesn’t forget (plus now digitally it is uploaded and saved somewhere).

If you’re building a business with family, here are three lessons that you must not forget:

  1. Put it in writing. Trust is great. But contracts preserve trust. Don’t rely on verbal agreements from the ’90s when today’s assets are worth millions.
  2. Separate roles from relationships. Your eldest brother may have raised you, but that doesn’t make him your CFO if he is not financially trained. Know and define who’s wearing what hat—and the responsibilities and accountabilities that come with it.
  3. Review and refresh. Businesses evolve. So should your agreements. What made sense in 2012 may not work in 2025. Update your shareholder structure, especially when new projects or people come in.

Today, there’s a growing trend of family offices and succession planning in Singapore – especially with so many SMEs hitting the second or third generation. That’s a good thing. But plans only work when they’re followed.

There is a chinese saying “富不过三代” (fù bù guò sān dài), meaning “wealth doesn’t last three generations”, but with proper legacy and wealth planning, it could last more than three generations and the legacy last for the many generations to come.

So next time when you are hanging out with your family-business-partner, ask: “Eh, bro… we really clear on this or not? Let’s get the paper work done and sign it.”

Because if not, you might find your next family meeting happening… in court.

What do you think? Have you had to navigate business with your family before? Share your experience—anonymously or not— by dropping me an email (TalkTo@unclehuat.com). Let’s start the conversation.

The Hardest Part of Every M&A Deal

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Post-Merger Integration: The Real Battle Begins

You ever watch a wedding where the couple spends months planning the big day, but nobody talks about what happens after the honeymoon? That’s what M&A feels like. Everyone’s obsessed with the deal—negotiations, valuations, legal wrangling—but once the ink dries, the real work begins: Post-Merger Integration (PMI).

And let me tell you, this is where deals either create massive value or completely unravel. If you’ve ever been through an integration, you know it’s messy. If you haven’t—buckle up.

Also, let’s be real—this isn’t about fancy software or some overpriced tool that promises to ‘streamline integration.’ It’s about people and process. Get that right, and even a simple spreadsheet will do the job just fine.

The Hardest Part of Every M&A Deal

I’ll never forget my first major post-merger integration. We were the scrappy, fast-growing underdog, acquiring a company that was bigger, more ‘sophisticated,’ and let’s be honest—a little full of itself. They had processes, bureaucracy, and layers of decision-making that made the Titanic look nimble. We wanted to cut through the corporate nonsense and turn this oil tanker into a speedboat.

Easy, right?

Not exactly.

Here’s the cold, hard truth: If you don’t take control fast, you get swallowed. I’ve seen buyers lose control of their own acquisitions, becoming the junior partner in what was supposed to be their deal. It’s like a lion trying to take down an elephant—if you hesitate, you get trampled.

The Moment I Realized Culture Trumps Everything

Day One, we walk into their sleek HQ. Our CEO, our Chief People Officer, a couple of HR execs, and me—an odd mix for an integration meeting, I thought. Then it happened.

After a brief meeting with their top execs, our CEO drops the bomb: all of them are out. Fired. By the end of the first day, most had signed their severance agreements.

Now, I won’t lie. Some of these people were the best operators in the industry. I was excited to work with them. Surely, they were part of what we paid for?

So, after a few weeks, I mustered the courage to ask our CEO why he nuked the entire leadership team before we even had a chance to understand the business.

His answer?

“We need to change the culture, and I need the thousands of employees to get on board. Every single one of them worked for those ten execs. If the top team doesn’t fully buy in, nothing will change. Or… I could just remove them.”

Brutal? Yes. Effective? Absolutely.

That one move forced the entire organization to shift. Instead of waiting to see how things would shake out, the next layer of leadership stepped up. It created a burning platform for change, accelerating integration, breaking down resistance, and ultimately unlocking hundreds of millions in synergies.

The Five Stages of Post-Merger Integration

Most M&A deals fail not because they were bad deals, but because integration was botched. So how do you avoid turning your acquisition into a slow-motion disaster? You move fast, and you move smart.

Here’s how:

1. Day 1 Planning (Pre-Closing)

A lot of people think you need a fully baked integration plan before closing. That’s nonsense. You can’t plan everything before you set foot inside the business. But you do need:

  • A clear vision of what the combined company should look like
  • A safe passage checklist to ensure a smooth legal and operational transition
  • A synergy roadmap—because at some point, you’ll have to prove this deal was worth it
  • An Integration Management Office (IMO) to keep everything from descending into chaos

Your ‘Day 1’ isn’t just about ownership transfer. It’s about setting the tone and making sure you don’t spend the next six months playing defense.

2. Safe Passage (Months 0-1)

Congratulations, you bought a company. Now, do you actually control it?

Day 1 is a minefield. Employees are nervous, customers are watching, and competitors are hoping you screw up. Get communication wrong on this day, and you’ll spend months cleaning up the mess.

You also need to lock down operational control—bank mandates, IT systems, payroll. I’ve seen cases where a seller drained the bank account after closing. Don’t let that be your horror story.

3. Fast Synergies (Months 0-3)

This is where you get your money back.

The fastest wins usually come from:

  • Procurement—Leveraging scale to cut supplier costs
  • Overlapping roles—Yes, that means headcount reductions, and no, it’s not fun
  • Pricing alignment—Are customers paying different prices for the same product? Fix that
  • Working capital improvements—Aligning payment terms can free up huge amounts of cash

These early wins give you the oxygen to push through the tougher integration work ahead.

4. Integration (Months 3-18)

By now, you’ve got control and banked some quick wins. But the real work starts here—systems, processes, and culture. If you don’t get this right, you’ll still have two separate companies operating under one roof years later.

ERP systems, reporting structures, product lines—this is where complexity skyrockets. And honestly, it’s where a lot of leadership teams lose steam. But if you don’t push through, you’ll never see the full value of the deal.

5. Long-Term Synergies (Months 12+)

This is where the big wins happen—new products, geographic expansion, full operational efficiencies. The problem? Most companies never get here. They get stuck in never-ending integration chaos and lose momentum.

A great example? When Facebook bought Instagram for $1 billion, people thought Zuck was crazy. Instagram had zero revenue at the time. But after 18 months of integration and ad-network expansion, it became one of the best M&A deals ever.

The Reality of Post-Merger Integration

If M&A deals are like weddings, PMI is the marriage. And just like a marriage, you’ve got to communicate, make tough decisions, and stay committed when things get messy.

So, have you lived through a post-merger integration nightmare? Or maybe a success story? Drop uncle an email please (TalkTo@unclehuat.com) —I’d love to hear about your battle scars and lessons learned.

Net Working Capital After M&A: The Make-or-Break Factor Nobody Talks About

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Picture this: you bought a house and then realised you didn’t budget for the movers, the new locks, the lawyer fee, the renovation, the furniture? That’s what happens in M&A when companies overlook net working capital (NWC). It’s like buying the house and forgetting that you actually need cash flow to keep the lights on.

Now, if you’ve ever been involved in a deal—whether as a CFO, a founder, or just the poor soul stuck in due diligence—you know how much effort goes into closing. 

Valuations, synergies, legal battles… it’s a ring of tactical warfare and once the confetti settles, the real game begins: keeping the business running smoothly. And that’s where NWC can sneak up and kick you in the balls (from my pov, cos uncle is a male).

What’s the Big Deal with Net Working Capital (“NWC”)?

NWC is essentially the cash cushion that keeps the business afloat day-to-day. It’s the difference between current assets (stuff like accounts receivable and inventory) and current liabilities (bills, salaries, supplier payments—aka the stuff you owe). Get this wrong post-acquisition, and you’ll quickly find yourself in a cash crunch.

Here’s a classic scenario: A buyer acquires a company based on historical NWC, but right after the deal closes, they realize that the seller has aggressively collected receivables and slowed down payables to make the balance sheet look good. 

What does that mean? The buyer now has to pump in extra cash just to keep the business running. Fun times.

The Great Negotiation Dance

In most deals, buyers and sellers negotiate a target NWC. This target is typically an average of the company’s working capital over the past 12 months. But here’s the kicker—seasonality, business cycles, and one-off events can mess with these numbers. If you’re not careful, you might inherit a business that looked healthy on paper but is actually gasping for air.

Take retail, for example. If you buy a company right after the holiday season, the working capital might be artificially high because of all the cash from Christmas sales. But come March, when sales dip and inventory is bloated, you’re in for a surprise. That’s why timing and deep diligence matter.

Imagine buying Manchester United Football Club (one of the most valuable club in the world) but now you have to spend 10% of your purchase value to fix the old stadium – one of your main revenue generator (yeah.. I’m not a fan).

Recent Trends: Why NWC is Even Trickier in 2025

With supply chain disruptions still lingering and inflation throwing cost structures out of whack, NWC has become a minefield. Companies are holding more inventory to hedge against delays, and payment terms are getting stretched on both sides. Just last quarter, a buddy of mine was advising on a mid-market deal where the buyer underestimated post-close cash needs by 40%—all because supplier lead times had doubled.

Another trend? Private equity (PE) firms are getting savvier. They’re baking in tighter NWC adjustments to avoid surprises. But some strategic buyers? Still getting burned. They focus on EBITDA (earnings before interest, taxes, blah blah blah) and forget that positive EBITDA doesn’t mean cash magically appears in the bank.

So, How Do You Avoid an NWC Disaster?

  1. Scrub the Numbers Harder Than Ever – Look beyond averages. Analyze trends, seasonality, and outliers. If there was a sudden dip or spike in working capital, ask why.
  2. Understand the Seller’s Game – Is the seller playing with receivables and payables? Are they delaying payments to suppliers to pump up cash flow? You gotta know.
  3. Model Post-Close Scenarios – Assume things will go sideways. What happens if collection cycles slow down? If customers take longer to pay? Build these into your forecasts.
  4. Negotiate a Fair NWC Target – Don’t just accept a rolling average. Push for a structure that reflects business realities post-close.
  5. Have a Cash Buffer – Always, always assume you’ll need more cash post-close than you think. Because you probably will.

Let’s Talk

Ever seen an NWC nightmare firsthand? Or maybe you’ve got a war story about a deal that almost went sideways? Let uncle know, I’d love to hear how you navigated the chaos. And if you’re in the middle of a deal right now, well… may your cash flows be ever in your favor, “may the cash.. flows be with you” 

When Theory Meets Reality – 2/2

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What the Textbooks Miss in Valuation Practice (Part 2)

The DCF Trap: When Perfect Math Meets Imperfect Reality

DCF might look great in a textbook, but in real life? It can be a bit of a trap. It’s built entirely on forecasted assumptions, and you know how that goes. Especially in M&A, where the seller is probably handing you a forecast that’s, let’s say, optimistically inflated.

Take a business generating $500 in free cash flow. Using an 8% growth rate and a 10% discount rate, you get a DCF of $23,310. Change those assumptions by just 1%, and the valuation can drop by half. The model is only as good as the guesswork behind it.

Why Comparable Transactions Are the Real MVP

This is why I lean on comparable transactions. They provide a sanity check against market reality. If DCF is the theory, comparables are the antidote. They help you understand the range of multiples in similar deals and adjust for qualitative factors like market potential and risk.

But here’s the rub: In high capex industries, EBITDA multiples can be misleading. Two businesses with the same EBITDA might have very different capital needs. The solution? Use EBITDA less recurring capex as your metric. It’s a closer proxy to real cash flow and a much better basis for valuation.

Synergies: The Good, The Bad, and The Ugly

When it comes to synergies—the supposed magic that creates deal value—always separate the hard synergies (quantifiable and reliable) from the soft ones (more like wishful thinking). You might share some hard synergies with the seller in a competitive bid, but never, ever bake soft synergies into your valuation offer. That’s a recipe for disaster.

The Reverse DCF: A Real-World Application

While I’m not a huge fan of DCF in traditional scenarios, I do like using a reverse DCF to validate valuations. You start with a market-based valuation, then work backward to see what growth and discount rate assumptions it implies. It’s a great way to test whether your assumptions are grounded in reality.

Practical Steps for Valuing a Business

Alright, let’s wrap this up with a practical framework I use:

  1. Understand the acquisition perimeter – What exactly are you buying?
  2. Break down the business into cash-generating units – Separate profit-makers from loss-makers.
  3. Choose your valuation method – Earnings-based or asset-based.
  4. Apply the right multiples – Use comparables, adjust for capex needs, and ensure your assumptions make sense.
  5. Backtest with a reverse DCF – This is your reality check.
  6. Include hard synergies only – And decide how much of that value to include in your offer.

So, What’s the Bottom Line?

Valuation is messy. It’s part art, part science, and part gut feeling. The smartest deals I’ve seen are the ones where the price is so good, the details almost don’t matter. When you buy well, you create a margin of safety that smooths over any miscalculations.

But hey, that’s just my take. What’s been your experience with valuation? Have you seen deals where the “textbook” approach fell short? come email uncle at TalkTo@UncleHuat.com

When Theory Meets Reality in M&A

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What the Textbooks Miss in Valuation Practice (Part 1/2)

Have you ever sat down with someone who built a billion-dollar empire from scratch and realised they couldn’t name a single valuation method? I did. It was a family business—no fancy tech, no groundbreaking innovation—just savvy operators in a tough industry who built massive moats using mergers and acquisitions (M&A).

And here’s the kicker: Not one of them had a college degree. Forget MBAs—they probably thought “DCF” stood for “Don’t Care, Friend.” Yet, they managed to achieve something most of the smartest folks from top business schools only dream of—adding a third comma to their bank accounts.

I’ve worked with incredibly sharp minds, dissecting valuation methodologies with managing directors from every big investment bank you could name. They had successful careers, no doubt. But billionaires? Not quite.

The magic formula these self-made billionaires used wasn’t some complex valuation model. They didn’t calculate terminal growth rates or lose sleep over internal rates of return (IRR). Instead, they had an uncanny ability to buy assets and businesses at prices so low, they simply couldn’t lose.

The Art of Patience and Simplicity

Their strategy was beautifully straightforward: find good assets being run poorly, and wait. Sometimes for years, even decades. When the time was right, they’d swoop in, buying at or near book value. They’d improve profitability, integrate the asset into their core operation, and voilà—instant value creation. They bought at book values and held or sold at an earnings multiple.

They understood that valuation isn’t a precise science. It’s more like art. You can analyze all you want, but at the end of the day, if you try hard enough, you can justify any price within a range. It’s a minefield of cognitive biases and conflicts of interest—something I’m sure you’ve seen before.

Enterprise Value vs. Equity Value: Let’s Break It Down

Before we dive into methodologies, let’s clear up two critical terms: Enterprise Value and Equity Value.

  • Enterprise Value is the total value of a company’s assets, excluding its debt and cash. It’s like looking at a car’s price without considering how much gas is in the tank or if it has a loan on it.
  • Equity Value is what you’d actually pay to buy the business. You start with the enterprise value, add cash, subtract debt, and adjust for working capital.

Why does this matter? Because acquisition offers are typically made on an enterprise value basis. The tricky part is bridging enterprise value to equity value, which is why valuation conversations often start with enterprise value—it keeps things clean and comparable.

Valuation: The “Science” That Often Misses the Art

Ever heard the saying, “A business is worth whatever someone is willing to pay for it”? Yeah, I hate that cliché. It’s not just unhelpful; it’s misleading. It ignores the massive information gap between buyers and sellers. It’s like saying, “A house is worth whatever the highest bidder offers,” without mentioning if the roof leaks or if it’s haunted.

For us finance nerds, there are three main schools of valuation theory:

  1. Discounted Cash Flow (DCF) – The purist’s method. It calculates the present value of future cash flows. It’s technically perfect but relies on forecasts, which are, let’s face it, often just educated guesses.
  2. Multiples of a Metric – The practical approach. You apply a multiple (derived from similar deals) to a business metric, usually EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization). It’s less precise but more real-world.
  3. Asset-Based Valuation – Common in distressed sales, this method values each asset separately. It’s like selling a car for its parts instead of as a whole.

In part 2, I will share my experience on a textbook method that seems to fall short.