INSIDE PRIVATE ADVISORY
Write Your Role After the Earn-Out
You have a buyer conversation next week and no written view of what your days look like once the deal closes and the earn-out starts. Ivanka Menken uses the Advisory Year inside Private Advisory, a 12-month engagement at AUD $5,000 per month ex GST, to map the earn-out into a written role after the sale: stay length, reporting line, decision rights and a finish date. You leave with that role map, ready for the buyer conversation.
The Advisory Year is a tool inside Private Advisory, not a separate product. Not legal, tax or financial advice.
ONE EARN-OUT, TWO DATES
The deal said 12. The stay ran 16.
- THE EARN-OUTthe period in the deal12 months
- THE ACTUAL STAYfour more months, never written down16 months
- THE ROLE MAPstay length, reporting line, decision rights, finish date1 page
THE RULE
“Write the role after the sale before you agree the earn-out. A stay with no finish date has no end.”
Your earn-out and your role will be your own.
SOUND FAMILIAR?
An earn-out agreed, and a role nobody has described
- 01You know the earn-out length but not who you will report to.
- 02You cannot say which decisions stay yours after the close.
- 03You have not written what you want to do once it ends.
THE STAY, AS IT STANDS
- Earn-out: 12 months, agreed in conversation
- Reporting line after close: not discussed
- Your decision rights: assumed, not written
- Finish date: the end of the earn-out, in theory
- What you want afterwards: not yet named
A deal with dates, and a role with none.
THE EXAMPLE CASE
The founder whose year became sixteen months
01
THE MOMENT
A buyer, an earn-out and an unwritten role
The buyer is keen and the earn-out sounds simple: stay for a year, help with the handover, hit the targets. Then you try to picture a normal Tuesday after the close. Who sets your priorities? Can you still decide on a client, a hire, a price? What happens if the year ends and the buyer asks for a few more months? You realise the deal has a length, and your role has none.
02
WHAT THEY HAD TRIED
Agree the earn-out and sort the role later
In this case, the founder of a small services business had a buyer interested and an earn-out on the table. The obvious move was to accept the 12-month earn-out in conversation and assume the role would settle itself once the deal closed. It did not. With no reporting line, no written decision rights and no finish date, the stay drifted. The 12 months became 16, and the extra months felt like a favour, not a plan.
03
WHAT IVANKA NOTICED
The deal terms were planned. The daily role was not.
Ivanka noticed the founder had spent every meeting on the deal terms and none on the job after the close. They could recite the price and the earn-out targets, yet could not say who they would report to, which decisions would stay theirs, or what would end the stay. The earn-out had a length. The role inside it had no shape, and that was what would decide whether the founder could leave cleanly.
THE DIAGNOSIS
An unwritten role, not a short earn-out
The diagnosis was not the length of the earn-out. It was an unwritten role after the sale. The founder had planned how the business would change hands and left their own part in it to goodwill.
The reframe: the exit is not finished when the deal closes. The earn-out is where the real handover is decided, so the stay needs the same care as the price. A written role, with a reporting line, decision rights and a finish date, turns an open-ended favour into a planned job with an end.
The deal had a length. The role inside it had no shape.
THE COST OF STAYING STUCK
Staying stuck can turn a 12-month earn-out into a 16-month stay, with the founder doing the work and none of the decisions.
THE TOOL
The Advisory Year, mapped onto your earn-out
The Advisory Year is how Private Advisory works through the year’s biggest decisions, one at a time, with time to test each one. For a sale, one of those decisions is your role once the deal closes. The Deal Terms Map puts that role on one row beside the price and the deferred payment; this page is the full map of that one row.
Tap a part. Your earn-out and role will be your own; your advisers draft the agreement.
Earn-Out Role Map · a framework by Ivanka Menken
What it is
It is a one-page role map for the earn-out. Five lines: how long you stay, who you report to, which decisions stay yours, the date it finishes, and what you want afterwards. Underneath, the questions for your lawyer and accountant.
What it replaces
It replaces a verbal yes to the earn-out, a role that will sort itself out after the close, and a stay that ends whenever the buyer stops asking.
It sits inside Private Advisory, next to the Deal Terms Map and the quarterly five-number read. Ivanka does not value the business, negotiate the deal or draft the agreement. It is not legal, tax or financial advice. Your lawyer and accountant work from the questions the role map produces.
THE ROLE MAP, FOR ONE EARN-OUT
- 01Stay length: the earn-out period, in this case 12 months, and what can extend it
- 02Reporting line: who you answer to after the close
- 03Decision rights: what you still decide, and what moves to the buyer
- 04Finish date: the day the role ends, written down
- 05What you want after: the next thing, named before the deal closes
- 06The adviser list: the questions for your lawyer and accountant
HOW IVANKA WORKED WITH THEM
From earn-out length to a written role
In the session, Ivanka asked the founder to describe a normal week after the close, then wrote down every assumption. Who sets the priorities? Which decisions are still yours? What ends the stay? Together they wrote a one-page role map with the stay length, reporting line, decision rights and a finish date, plus one line on what the founder wanted afterwards. Before the next buyer meeting, the founder took the map to their lawyer and accountant.
THE ROLE MAP, AS WRITTEN
- Stay length
- 12 months, with any extension agreed in writing.
- Reporting line
- One named person at the buyer.
- Decision rights
- Client handover and team questions, written in.
- Finish date
- A fixed date, and what happens after it.
- Review
- Before the next buyer meeting
Your role is yours. Your advisers draft the agreement.
THE FOUR-STEP LOOP
- 1The one thingThe role after the sale, still unwritten.
- 2The numbersA 12-month earn-out, and a stay with no finish date.
- 3The storyWhy the role felt like something to sort out later.
- 4The commitmentOne written role map, before the next buyer meeting.
THE QUESTIONS
- What does a normal week look like after the close?
- Who will you report to?
- Which decisions stay yours, and which move?
- What date does the role finish, and what can extend it?
- What do you want to do once it ends?
Before the next session, the founder sent the role map to their lawyer and accountant and used it to open the next buyer conversation.
WHAT CHANGED
A stay with a shape and an end
Over the engagement, the founder has a written role map, a clearer buyer conversation and a named next step for life after the earn-out. The quarterly five-number read keeps the sale decision tied to the business, not the earn-out dates alone.
BEFORE
- The earn-out was agreed in conversation.
- No reporting line after the close.
- Decision rights assumed, not written.
- No finish date and no plan afterwards.
BY MONTH 6
- A one-page role map for the earn-out.
- A named reporting line.
- Decision rights written into the questions for advisers.
- A finish date and a named next step.
THE 12 MONTHS
- 12 sessions
- 22 sessions
- 3Clarity Day
- 42 sessions
- 52 sessions
- 62 sessions
- 7Clarity Day
- 82 sessions
- 92 sessions
- 102 sessions
- 11Clarity Day
- 122 sessions
The programme is the container: 12 months, 24 fortnightly 90-minute 1:1 sessions and three Clarity Days.
ILLUSTRATIVE RESULT
In this case, the founder wrote a role map with the stay length, reporting line, decision rights and a finish date, and used it in the buyer conversation. They also wrote what they wanted after the earn-out, so the stay became a planned role rather than an open-ended favour.
WHAT THIS MEANS FOR YOU
Write the role before you agree the earn-out
Ivanka Menken runs Private Advisory for founders of A$2M to A$10M businesses facing the decisions that shape the next five years. Selling the business is one of them, and the months after the close are part of that decision.
This fits if a buyer is interested and an earn-out is on the table. It does not fit if you want someone to value the business, negotiate the deal or give legal, tax or financial advice. The decision in front of you is simple: write your role after the sale before the next buyer meeting.
“Helps founders lead with clarity and integrity by modelling vulnerability, emotional intelligence, and grounded decision-making. Creates an environment where leaders can openly explore challenges and grow without fear of judgement.”
R.W., founder
WHO IT IS FOR
It fits
- A buyer is interested and an earn-out is part of the offer.
- You expect to stay on after the close.
- You want a finish date, not an open-ended stay.
- You will take the questions to your own lawyer and accountant.
It does not fit
- You want a done-for-you sale or a broker.
- You want someone to value the business.
- You want legal, tax or financial advice.
- You have already signed and want the terms changed.
THE INVESTMENT
AUD $5,000
per month ex GST
12 months · 24 fortnightly 90-minute sessions · three Clarity Days
The Advisory Year is part of Private Advisory, a 12-month engagement at AUD $5,000 per month ex GST, by application. It is not sold separately.
- 24 fortnightly 90-minute 1:1 sessions
- Three Clarity Days on the year’s biggest decisions
- The quarterly five-number read
- A written role map for the earn-out
The Advisory Year is part of Private Advisory. It is not sold separately.
FREQUENTLY ASKED
Questions about your role after an earn-out
When should I start planning an earn-out?
Before the first serious buyer meeting, while the terms are still open. Once the earn-out is agreed in conversation, the role inside it is much harder to change. Ivanka Menken works through the role with you inside Private Advisory, 12 months at AUD $5,000 per month ex GST, so you walk into the buyer conversation with the stay length and finish date already written.
What does a post-sale role need to cover?
Five things: how long you stay, who you report to, which decisions stay yours, the date the role finishes, and what you want to do afterwards. Write each one down before you agree the earn-out. Ivanka Menken builds that one-page role map with you inside Private Advisory, 12 months at AUD $5,000 per month ex GST.
Is this legal or financial advice?
No. Ivanka Menken does not value the business, negotiate the deal or draft the agreement. The role map produces the questions you take to your own lawyer and accountant, so their time goes on the terms that decide your stay. It is part of Private Advisory, 12 months at AUD $5,000 per month ex GST.
Can Private Advisory help after the deal closes?
Yes. The earn-out period is where the real handover happens, and the role map is reviewed against what is actually happening each fortnight. Ivanka Menken keeps the finish date and your next step in view inside Private Advisory, 12 months of fortnightly sessions at AUD $5,000 per month ex GST, by application.
Write your role after the sale first
If a buyer is interested and an earn-out is on the table, start with Private Advisory. The role map is part of the Advisory Year, and the 20-minute intro call is where you can see whether it fits.
Not legal, tax or financial advice, a valuation or a done-for-you sale.