Excellent.
So welcome both of you to the podcast.
It would be great if you could start by just introducing yourselves and telling me
little bit about Tulips and the history of the company.
Well, hello.
I'm Laure Cousin.
I live in Paris and I've launched Tulip & Company with Charles in 2002 and it's
corporate film agency.
Right.
And Charles, did you join from the beginning or when did you come on board?
exactly.
So we've launched our creative agency, Toulipes and Company, in 2002.
And at the beginning, we were three shareholders.
Laurent, Laure's husband, who never worked within Toulipes on a daily basis, but who
plays the role of business coach for us.
Not each month, but I think every two months or something like that.
It depends on issues for Trulis, but we can ask for him on different issues and
then talk with him.
It's very helpful for us.
And what were you both doing?
just before you set it up, what were you working as and what gave you the idea to
start the company?
Well, I had been working for 10 years in the same business in different companies
and the last company where I was working was producing corporate films and also
films for association.
And I had met Charles two years before and he was very young.
He was...
He was 23 when we met and we worked together but he was a freelance for
working for our company.
And well you worked on different projects as a director for one and also assistant
director
on others and you helped me also for commercial, well for trying to to trying
to find new new clients and well we very quickly felt that we had the same will of
of launching a company and and fortunately it was the same
a company that we wanted to create.
And how did you go about growing the business and kind of what were some of the
key clients that you picked up along the
In fact, we started in the attic of Laura's house.
So we were only together on the idea, on two ideas at the beginning.
The first one was to be creative, to have different ways of telling stories.
And the first year,
We made three films, one with some papers that we cut in order to organize a movie.
It was in motion.
And the second one with interviews, but very, very clever, very different.
And the last one was something very cool, too.
And we won.
two awards at the end of this first year.
and it was finally it was important for us to be recognized by customers on these
festivals and it was very helpful for to follow and to grow up our business after
that.
And at the beginning, well, we had no reference.
And so our way of trying to find new clients, well, clients, was to look to
their website and try to understand what were their main issues.
And we wrote them.
Well, we...
if you need to hire new people, if you need to work on your image, if you need to
etc.
we would like to create a film that would be...
we just exposed the films we imagined for them and we proposed five, six, ten ideas
of films.
and we just described the concepts and usually they appreciated because we had
already worked on their issues and we proposed interesting concepts.
And the first client we had was La Poste, so the French post office.
Post, how do you say that?
Post office, yes.
And so it was a quite huge client for the first client.
And well, today we are still working for La Poste and we never stopped.
So one other key that was at the beginning of the company was to Fideliser.
to stay with and to retain.
retain, yes, the first key was to retain clients and trying, after making one, they
have to have the desire to create another one with us and and well we we've done it
quite well.
Yeah.
And tell me a little bit about what were your sort of family situations when you
started and how did that kind of develop?
Cause I know this is going to lead on to our conversation about what the decisions
that you made when it, when it came to kind of selling the company.
But yeah, can you tell me a bit about your, each of your family situation?
Charles, well, in fact...
I can start.
In fact, I was just married in 2000.
And so we have launched Tulips two years after.
So we were together with my wife and without any children at this time.
And we had our first son in 2004.
So two years after the beginning of Tulips.
and in fact in fact in fact it's my sister -in -law who spoke with Charles at his
wedding and she she understood that he had studied in cinema and she felt that we
could get along well
and and so yes and the day after charles wedding she phoned me and say and said
well i've met the the son of of one of my best friends you should meet him he's
going to look for job and i think you could you could do something together
And so I obeyed to my sister -in -law and it was a good idea.
And you had only one daughter, Laura.
Yes, yes, I am 10 years older than Charles, so I was 33 at that time, and I
had only one daughter, and my husband was already working in a big company where he
is still now, and he had already occupied different positions.
as finance director and communication director and marketing director.
So he had already a large experience in a large company and that has been really
precious for us several times in our history.
Okay.
And so fast forward to today.
I know that you've got 18 full -time employees.
Can you give me a sense of the size of the business?
What kind of turnover are you doing?
So yes, today we have a permanent team of 18 people and of course we have many
freelances.
So it depends on each month, but it's between 80 people and 200 people each
month.
And we produce something around 700 films each year.
and our turnover is around 8 and 9 million euros each year.
So we produce mainly corporate films, but also many films for museums.
And the genre is different, so we can produce fiction, documentaries,
3D animation, VR experiences, or AR experiences.
So it depends on each topic and customer.
And in the 18 team workers, we have seven producers, seven production managers, one
post production director, and three administrative employees.
that's interesting.
So you've just got production people and on, on staff, and then all of the
filmmakers are freelance.
Yes, yes, and that was a choice at the beginning, and we never changed that.
It's really something that constitutes our DNA, and that was because we wanted to be
creative, and so we wanted to have the freedom of choosing the director for the
film, and we felt the freedom would be bigger
we could choose directors that would be outside the company.
So tell me a bit about how you came to start to think about selling the company
or passing on the ownership into new hands.
When did you first start talking about
I would say three or four years ago.
Perhaps more, more, even more.
No, no, six, five or six years ago.
Five or six years ago.
Before that, we sometimes joked, sorry, we sometimes joked saying, well, because
Charles now has four children and I have three.
And...
we were saying, they have to know each other because one day perhaps they will
have to run the company.
And it was funny to think of them running the company because they were just young,
very young.
But it felt a bit strange and kind of unfair to think that our children would...
be the the boss of Tulip & Company in the future.
And one day we were gathered with my husband and also, no perhaps only, we were
three, yes we were three gathered, three shareholders, and we thought is it really
fair to to think that our children will be Tulip & Company shareholders?
Is it really a nice gift for them?
Perhaps they want to do something else, and perhaps it's too heavy for them to
have this obligation to take over the company when they're grown up?
And is it fair for our colleagues?
Today, the...
the shareholders are the boss of the company.
And it seems more natural that in our business, it seems natural that
shareholders and bosses are the same.
And yeah, and just to add something, at the same time, we were close to one of our
colleagues, who is Camille, the clerk, and she was interested by becoming a
shareholder of Tulips.
And for us, was an opportunity at the same time, because
we had trust with her together and she was younger than us and there is something
very good on that way and then we had a big discussion together with Laure and
Laurent just to imagine what we want together.
And in 2018, we have decided to welcome Camille as a shareholder.
And we said at this time that Tulips and Company has to be owned by...
by future directors of Tulips.
And I think it was key because we start like that and in our mind, the goal is to
find these directors within Tulips.
And the first one was Camille.
but after saying that, it wasn't easy to find the solution to, well, find a way of
selling tulips and company without forcing the people chosen to be shareholders to
borrow money to the bank because one of our core values is also freedom and
freedom that means no no debts yes
financial pressure.
We've never had debts and we didn't want to force our successors to borrow money to
buy shares.
And that wasn't easy to imagine the way to the dispositive.
Yeah.
So how did you go about doing the research into the different ways that you could
sell the company to its employees?
Just to begin, before that, in fact, there is also a question of age for law, I
think, and for me, just to be...
Because we launched Tulips together, but we know that in few years, in four, five,
six years, I don't know, and we will see, that's perfect like
we have to welcome new shareholders.
And it was important for us for the future of tulips.
Well, I'm sorry.
Yes, our position is not exactly the same as I told you.
I'm 10 years older than Charles.
So for me, it's more an exit plan than for Charles.
For me, it's, well, in fact, well, I don't know.
what will be the age of retirement in France because it's a big issue in our
country at the moment.
But I'm 57, so in seven years maximum, I will retire.
And so we felt we had to solve this problem before facing it.
It's not in five years that we have to find a solution.
We knew that we had to find solutions earlier.
And for Charles, it's different.
It's more...
Yes.
It's not an exit plan.
And I think it's more an existing plan, in fact.
But for three main reasons, this is a big opportunity at the same time for me.
Because in a small company and in our past pandemic new world,
it's sometimes difficult to retain people.
And of course, it's an opportunity to retain people.
And it's also an opportunity to involve people in our small company without big
evolutions, but with a big adventure at the end.
And...
And in fact, our purpose is to produce creative and meaningful media to build a
more human and sustainable world.
And we do that by developing a new business model where people are committed
in their own company.
I think it's important to feel that.
And that's exactly what we felt during these two days.
last week during our seminar.
So how much, because I know that both of you are quite kind of passionate about
sustainability and looking after people and doing the right thing by your
employees.
So how much did that kind of guide your decision making when it came to this?
Yeah, it's totally connected to our CSR approach.
And it was very funny because it was a labelization for Tulips just before we
announced to our people what we had in mind.
during this audit,
with an inspector.
It was interesting to talk with him and to understand that what we imagine for
Trilips and for people to become shareholders, it was exactly in line with
our CSR approach.
It's also a question of governance, of course.
and of participation.
We want to share what we do and we want to share the direction of tulips with our
people.
So in practical terms, how did you go about doing this?
As we said earlier, we didn't want our colleagues to borrow money in order to buy
shares.
We felt that it would be contrary to our spirit of independence, of freedom.
And well, we spoke about my husband earlier.
Well, he worked in finance and so he really worked a lot to find
a solution and he came up with a creative solution and so we created a new company
owned by all the people who work in Tulips that we call Ortus, not exactly all the
people but people that we have agreed and that and who are in the company for more
than two years.
At the beginning, Tulips lent money to Ortus so that Ortus could buy shares in
Tulips.
And every year, a part of Tulip's profit goes to Ortus, which helps it increase its
stake in Tulips until it becomes the only owner.
Thus, at that time,
The directors and the collaborators will be the new shareholders without having to
take out a loan from the bank.
And this will sustain our core value, independence.
Okay, so how, so the, has that transfer happened now in terms of the ownership of
Ortus?
And do you still both have shares in that other company?
Yes, yes we do.
So in fact, we create this new company, Ortus, which is the staff company,
finally, to buy Tulips and Company by steps every year.
35 % are owned by founders.
So Laurent, Camille, and I.
And we have opened 65 % of the capital to employees, including Laura, Camille, and
So that was the first step.
And this new company is with a capital of 150 ,000 euros just to start.
So 1 ,000 shares at 150 euros.
And to get started, we made an interest -free loan of 500 ,000 provided by
founders.
And thanks to this loan, this new company took 20 % of the capital of Tulips.
It was last year.
And then each year, with the dividends received, Ortus repays part of the loan
and purchases additional shares in Tulips.
So this year...
Autus has 23 % and next year probably 26 % and every year like that.
And we have some conditions in our project.
So the obligation to resell shares in the event of departure from Tulebs with a
capital gain depending on the exit date.
So the price is determined by a fixed calculation formula based on the results
of the previous three years.
I see.
that gives you, and presumably if someone new joins, they are then able to buy in as
Yeah, and in fact for that, Lohan had more shares at the beginning in order to sell
these shares during the years.
I see.
so if someone have you had anyone leave yet?
Have you had to deal with that situation?
Yes, yes, we have one.
Okay, and did that was it all kind of was it all clear and went to plan?
It was clear and easy, even if she wasn't very happy with it, but it was the rule,
so it wasn't difficult.
Okay.
And is this type of structure?
Is this like a common way of doing things in France?
Or is this something that your husband devised that was kind of unique to your
situation?
really imagined it and when he explained this idea to his banker, the banker was
really very interested and said can I speak about that to other companies
because it's smart and it can be helpful for a lot of other companies.
So I don't think it's very usual.
I'm sure there are other
schemes of transmission, but this one is really a smooth way of selling the company
and without a lot of effort for the people buying it, so it's really a positive.
And what for you both as the founding shareholders, are there any kind of tax
benefits to doing it this way?
Or is there a sort of financial advantage or have you kind of chosen a route which
actually isn't, that isn't necessarily the primary motivation?
It was not the primary motivation but in fact because we had these chairs since a
long time and we stay with these chairs for a few years it's also an advantage in
terms of physicality.
Okay, so essentially...
And in fact, we had three key rules in this project.
The first one was what said law, so the shareholding was not intended to force
newcomers to borrow money.
But the second one is that the project had to be relevant and interesting for funders
too.
And the final one,
I think the most important is that we really wanted to stay independent without
any bank or debt, which is key for a sustainable future for our company.
Because essentially the setup means that the company is using its own money,
really, to buy you out.
but you're completely comfortable with that, are
Yeah, in fact, that's very fun at the end because if we win a lot of projects and if
it's a big year for us, of course, we will have more dividends at the end.
And at the same time, the value of our company is bigger.
So we have more money to buy something which is more interesting and with more
value.
So at the end, that's quite the same.
Of course, the value could be more interesting for everyone or less, but it
will be around 10 years.
and even if it's big years or small years.
Okay.
So over the so in 10 years or in seven years time, when it when this completes
the, the employees will own 65%.
You will retain.
Okay.
I had another question and it's just gone from my head.
What was it?
It's completely gone.
Hahaha
We can tell you what happened when we informed our colleagues.
yeah.
Yeah.
How did they respond?
well very well they were a little surprised but not totally surprised
because I think it's so coherent with all our way of managing tulips that it wasn't
that surprising and they were really very...
how would you say that?
grateful, they were very grateful because it was a recognition of the importance
that we see in each person and that was really a great day we will never forget
and we we had a few drinks after that and and it was really what struck me most was
that I heard the two youngest speaking together and saying, well, in 25 years,
you will be the finance director and I will be the producer.
it was really fun to see how they were imagining their future within Tulips and
Company on a very long term.
I'm not sure that they will stay within Tulips.
that long, that time, all that time.
But for the moment, they are really involved in our adventure and that's
great.
And we were saying at the beginning that last week we were in a seminar, an annual
seminar in the countryside and you really felt an engagement of all the crew that is
incredible, incredible.
And how will you manage the sort of management of this new business?
Because it's, we'll have a lot of shareholders and what provisions have you
put in place for, is there a kind of lead managing director or how have you
approached
To be honest, we don't really know.
Because, no, in fact, we had this discussion with Laurent and we said, we
will see during 10 years, it will happen many, things during these years.
But what we know is that we create an executive committee.
within tulips, with law, with our financial director, with the director of
production and the director of sales.
And it's very important to make decisions on our daily basis, sales and work.
And we organized, for example, together the seminar in order to ask the good
questions to our people and to share on the future of tulips.
So we share a lot and we share our vision with them.
And for example, there is a key fact because we don't want to grow too much.
And sometimes it's difficult to understand and to do that.
So we have to explain and we have to find solutions together in order to choose the
good projects, to develop these kind of projects.
So we want to dig our own furrow, in
So, for example, our project, our purpose is to produce less media, but more
ambitious and better.
And at the same time, we are committed to a pragmatic and ambitious CSR approach,
which is one of our fundamental principles.
We try to do rather than say.
So it's a long way.
For example, we have been calculating the carbon footprint of all our projects since
2018, reducing what we can reduce through our choices and through our organization
with our customers.
and by bringing on board our service providers, freelancers, suppliers, but of
course our staff.
So they have to be involved in this area with us.
And of course, it's more interesting if they are involved in this perspective, but
also as shareholders.
So on your question, I think it's important to launch a new dialogue.
And at the same time, because of shareholders, we have to make decisions
each year and sometimes each month.
And so we hear people, but at the end, we have to decide something.
We can't stay with everyone and with each voice.
We have to organize this dialogue.
So it takes time, but it's helpful.
colleague Camille is the president of Ortus.
So we chose that it would be someone else, the third shareholder.
And I think that it's also a symbol because she's younger than the two of us.
And so it's a first step to...
to sharing our governance.
So sort of looking back on this project that you've put together, with the benefit
of hindsight, is there anything that you think you would do differently if you were
to do it again?
No, for me, no.
In fact, I'm very lucky like that.
I remember the day when we exposed the project.
And I remember one person representing the staff who stood up and addressed everyone
saying, how lucky.
they all were to have come across us.
So it was, of course, very strong to us at the same time.
I remember one of our people in finance who is very young and said, OK, I don't
know if I can put some money, but I see all the key figures all the day because
I'm on finance.
And if I can do that, I bring many, many mallets with money.
So it was fun.
Another one who is in production and very strong to deal with suppliers said, OK,
that's very interesting.
I want to be part of it.
But can I buy something this year?
and more next year.
And I have a discount next year and everything like that.
So it was very funny to see that.
So.
market, trading.
yes and even when our colleague left us, the one who left us, well she had to sell
her shares and some of other colleagues asked if they could buy the new shares and
we...
what was she not happy about?
What was her issue?
She was a bit difficult.
It's difficult to speak about her, but...
I can cut that out if you want.
Yeah, yeah, no problem.
Yeah.
yeah, have to, I think it's, yeah, we have to cut that after, we can share with you,
Barnaby.
So finally we have fired her because it was difficult.
She wanted to be a boss, a big boss in our company.
And in fact, finally we have no boss.
Of course, we've learned we are the bosses, but our Yeruashi is very,
flat.
Yeah, flat.
Yeah, yeah, yeah.
flat, thank you, flat.
And it doesn't work like that.
So we ask for many things and to write a strategy in order to imagine what could be
this new market and a new project.
And it doesn't work at all.
And then we had to fire her.
And it was hard for her and for us.
But finally, thanks to our status, everything was clear.
And we knew exactly what to do.
So for this part, was quite easy, fortunately.
Yeah, okay.
That bit will cut out.
it, in terms of legally putting this together, did it cost much money to do it?
Did you have to get lots of lawyers involved?
Or how did that
Thanks to Laurent, not at all.
Laurent was at the head of this project in terms of finance and terms of laws too.
So it cost nothing.
And on your first question and the question
what we have to do differently.
In fact, there is one thing, I don't know how to do that, probably one thing,
because we told to each people that we should ask them personally and
confidentially by mail if they were interested and what share they wish to
buy.
And of course,
everyone was very interested and they wanted more than we can sell.
So of course we warned them that the current owners will retain a significant
share in the company and that no one will have the share they might hope for.
Of course, there is something after that when you say, you ask for 4%, but finally
you only will have 2%.
You can have some deception.
And also because you have a comparison with others.
So it was important also to explain, to explain really
why this guy or this woman has four persons and this one six and this one two.
So this part was the most difficult part.
After we explained it was easy and it was okay but you can explain before
that you can't buy what you want.
When you know that you can't buy, it's sometimes difficult.
Yeah, yeah.
Okay.
Well, great.
mean, thank you very much for sharing that story.
And I think that's that's probably a good place to to wrap it up.
Is there anything else you wanted to add about the process?
not really about the process, but at the end there is something a little bit
strange because on the one hand it's fundamental change with our team and on
the other hand it doesn't change anything on a daily basis.
So we deal on salaries and...
and we talk about everything like before and at the same time in terms of vision of
sharing about 3Dips and its future, it's very different.
Yes and really it strengthens the company and the spirit of the company and we all
share really the same goal to produce creative films for useful issues and
that's really a great thing to live.
Great.
OK.