Last Thursday morning, on the 18th of January, nearly 90 ZCoBbers gathered for our monthly Zingerman’s-wide huddle at ZingTrain. About halfway through the get-together, as per the agenda, Paul and I formally announced that, in essence, we were “giving away the store.”

Don’t worry. The statement was serious, but it was said with a sense of deep calm, and a big smile. We haven’t gone crazy, and the company remains, as it has for nearly all of our 41 years, in pretty healthy shape. In the best possible way, no, we’re not going anywhere. In fact, that’s the point.

While the phrase “giving away the store” is usually used to connote poor negotiation skills, in our case, “giving away the store” is actually a big, big win. It’s something like ten years of challenging conversations and a whole bunch of very complex work coming to fruition in a formal sense, which is why, although much of our organization has been involved in the project for quite a while (using Bottom-Line Change®), we can now formally share it more widely with the world.

The announcement in question is that we have formally rolled out what has come to be called a Perpetual Purpose Trust. In essence, it means that Paul and I are, over a period of many years, giving the Zingerman’s “brand”—aka “the intellectual property”—to the business. For the moment, we’re calling this project quite simply “Zingerman’s Perpetual Purpose Trust” (ZPPT), but if a better name comes up in the next few weeks, we could change that. The content, though, is what counts, and that is a done deal. It’s an uncommon, but wholly uplifting, way to handle the long-term succession of the organization that remains true to the way we’ve tried to manage the business since we opened all the way back in 1982.

The point of the Perpetual Purpose Trust is to keep Zingerman’s in the Ann Arbor area, contributing in caring and meaningful ways, for many years to come. It is designed to stay grounded in the community, to benefit the people who work in it, and to give some sense of security that the organization will stay true to our long-standing Guiding Principles and Mission Statement. And it’s about continuing to work with all those things we love to engage with here at Zingerman’s: vision, hope, positive beliefs, inclusion, equity, long-term sustainability, a service mindset, dignity, continuous improvement, and commitment to community. It won’t be perfect (nothing is), but it’s meant, as per the name, to be perpetual. I won’t be here myself, but if all goes well, I hope that in 2082 the Zingerman’s Community will still be here, alive, and well, celebrating its 100th anniversary.

If you want the nickel version of all this, here are the highlights of the presentation:

—1. Over the coming years, this program will make Zingerman’s intellectual property (IP) self-owned. (The Zingerman’s businesses themselves are not part of this, and will continue, as they have been for years, to be co-owned and led by their very able managing partners with support from us and the rest of the ZCoB.) Very importantly, through the ZPPT, we will ensure that Zingerman’s brand WILL NOT be sold to any outside company! No going public, no franchising, no big “cash event,” no selling the business to some huge company on the West Coast that wants to buy us! Eventually, of course, Paul and I will be gone, but the purpose and spirit of the organization can now stay put. And the other great leaders who have already been actively and effectively participating in running the ZCoB so ably will continue on apace.

2. Through this program, we will gradually be paying out more and more of the profit from the intellectual property to Community Share owners (staff who own a share in the IP). Over the next 20 years, that share will gradually increase so that over half of the profit from the intellectual property will go to Community Share owners, people who, by definition, are actively working at Zingerman’s!

3. Along with the work we’ve already done to create our now 30-month-old Stewardship Council (more on this soon) and 30 years of consensus decision-making by our Partners Group to run the organization, ZPPT will allow for a sustainable, thoughtful, planned transition for me and Paul to move onward, upward and outward in intentional and sustainable ways. I’m not going anywhere for a while, but it’s good to get out front of these things!

4. This program will continue what we wrote in our 2032 vision about sharing ownership more and more widely. As Robin Wall Kimmerer says, “The more something is shared, the greater its value becomes.”

5. This work will help make our 2032 vision a reality, while living our Mission, Guiding Principles, and Statement of Beliefs, making the ZCoB a more and more attractive place to come and work. Joining a business where you get to own a share in your first year, where you can come to meetings and meaningfully share your views from the get go, and where, from day one, you really can make a difference, we hope, will benefit both those who work here and the business.

6. In the ecosystem metaphor, the idea of the ZPPT is to set up a structure that supports the organization as an “old-growth forest,” one that will continue to benefit the community of which we’re a part and the people in the ZCoB for decades to come.

Backing up a bit, for context, last week’s essay on solidarity was mostly about theory. The very important idea that each of us needs to actively work to advance our organization’s health; and that without that work, those organizations are likely to wither and die, often far more quickly than most people would imagine. This week, I want to write about practice. The ZPPT is a very practical, real, and (I hope) meaningful way to show solidarity for our organization. Rather than extracting and exiting, the idea is to enhance the whole and create greater equity (as opposed to the national trend towards greater and greater economic inequity) in the process.

Poet Richard Blanco says, “Every story begins inside a story that’s already begun by others. Long before we take our first breath, there’s a plot underway, with characters and a setting we did not choose, but which were chosen for us.” In the spirit of which, although the event at hand happened last Thursday morning, I’m going to start the story of the ZPPT a century or so earlier, at the end of the first week of spring 1915. On June 27 of that year, the second year of WWI, the woman the world now knows as Grace Lee Boggs was born in Providence, Rhode Island. Boggs went to Barnard for her undergrad, then on to Bryn Mawr where she earned her Ph.D. in philosophy in 1940. Even with a degree in hand, she had a hard time finding work. As had been true for most of U.S. history, it was not an easy time to be an Asian American. Later in her life, she shared that, “Even department stores would say, ‘We don’t hire Orientals.’” Fortunately for the world, she persevered, turning a challenging situation into a lifelong commitment to creating positive change. President Obama said of Boggs, “Grace learned early on that the world needed changing, and she overcame barriers to do just that. She understood the power of community organizing at its core—the importance of bringing about change and getting people involved to shape their own destiny.” She was most certainly one of the sorts of “elders” I wrote about last week. Grace Lee Boggs passed away in the fall of 2015, but in the back of my mind, her spirit was quietly present at our huddle last week. Throughout the hundred years of her life, she was very much an inspiration. I hope that the work we are doing here will, in some small way, follow in her footsteps.

In fact, even Grace Lee Boggs’ birthday was aligned with positive social change. It’s unlikely that either of her parents, both relatively recent immigrants from China at the time, would have known that the day their new baby girl was born was, coincidentally, also the 46th birthday of another immigrant, Emma Goldman. (That year Emma was out on a national speaking tour, campaigning, controversially, in support of women’s right to birth control and reproductive freedoms.) Both of these amazing women worked, each in their own way, to help make the world a better, more equitable, and more caring place to be. I don’t know that the two of them ever met—Emma Goldman died in Toronto the same spring that Grace Lee Boggs got her graduate degree—but Boggs certainly knew, and drew from, Goldman’s work. Both Boggs and Goldman are featured (along with a couple dozen great leaders like W.E.B. DuBois, Sojourner Truth, Pablo Neruda) in a book for young readers entitled, Firebrands: Portraits of Activists You Never Learned About in School. In the spirit of what I wrote last week, Grace Lee Boggs was very committed to community, to democracy, to dignity, to the development of what she referred to as “more human human beings.” Like us, she loved ideas, and yet, at the same time, she was also about actually doing the down-to-earth work to make those ideas come alive: “We can begin by doing small things at the local level, like planting community gardens or looking out for our neighbors.” All of which, we hope, will also be embedded in, and emerge from, this newly unfolding part of our organizational history.

David Whyte, an Irish-Anglo poet, was born in the fall of 1955, when Grace Lee Boggs was 40. Whyte went on to become a writer and thinker—another wise human whose work has inspired me endlessly. In Crossing the Unknown Sea, Whyte writes:

It seems to me that each of us must identify in our personal history those who represented freedom in the world, those who managed to live just outside the rules, who seemed not beholden to the forces that held others in place. … someone who seemed to exude freedom by the way they lived, who was not a slave to all the truths repeated so easily by others, who had a breath of spontaneity in their lives.

Grace Lee Boggs was, for me, one of those people. I wanted to weave her story in here for context, because it is my very sincere hope that Zingerman’s will fill a similar, spiritually-uplifting, Boggs-ian, bill for others as we continue to move down the river of our history into our collective future. I look to Grace Lee Boggs here because in a sense she models what I hope for the ZCoB—that it can live a rich and full life, contributing to the community in tangible and intangible ways, finding joy and making a difference for well over a century.

In an interview with Krista Tippett for On Being, released exactly two months after Boggs’ 100th birthday on August 27, 2015, Boggs elaborated on her beliefs, beliefs that quietly underlie the idea of the Zingerman’s Perpetual Purpose Trust program:

The opportunity that we now have to reimagine everything, to reimagine work, to think of it as productive not only of things, but of well-being, to think of governance in a different way, to think of education in a different way. What an opportunity, what a time to be alive.

… 

There are so many creative energies that are part of human history that have been lost because we’ve been pursuing the almighty dollar. … We no longer recognize that we have the capacity within us to create the world anew. 

 … 

There’s something about people beginning to seek solutions by doing things for themselves, by deciding they are going to create new concepts of economy, new concepts of governance, new concepts of education, and that they have the capacity within themselves to do that, that we have that capacity to create the world anew.

Bo Burlingham is the caring, creative thinker and business journalist who wrote the book Small Giants back in 2005, as well as the article that ran in Inc. Magazine about the ZCoB 20 years ago this month. Given that Bo’s been a positive part of so many hallmarks of ZCoB history, it was great that he generously joined us on the Zoom link last Thursday when we did the ZPPT presentation. Bo being there was timely, too, because his most recent publication happens to be about this very subject of succession. Finish Big: How Great Entrepreneurs Exit Their Companies on Top has been helpful to a wide range of business owners beginning to think about how to handle the work of “What’s next?” When Bo’s book was published, Perpetual Purpose Trusts were barely beginning to be known. The main options then available—and still, by far, the most common today—were selling the business, leaving it to family, or creating what’s called an “Employee Stock Ownership” plan. (The latter has upsides, and also some issues that make it unattractive for us—I’m not an expert, but I’m happy to share if you want to talk more.) With those paths to succession in mind, Bo recommends in the book that founders/owners getting ready to think about “exiting” begin by:

Coming up with a number—that is, the amount of money you’d be happy to walk away with when the time comes—and a time frame. Stage two is strategic. It requires learning to view your company as a product itself, not just as a deliverer of products or services, and then building into it the qualities and characteristics that will maximize its value and allow you to have the kind of exit you want.

These are, to Bo’s credit, exactly the sorts of succession plans that you and I see in the press pretty regularly. Every few months I read about another values-driven, community-based company selling, usually to some multinational corporation whose offices are, more often than not, half a world away. For many people, this is the right way to exit. Long-time Ann Arborites will know all too well, said with respect for all involved, that this is what happened with Borders. With good intentions, the founders sold the company to a much bigger business in 1992. You likely know the rest of the story. That outcome is the opposite of what we hope to create here. Instead of selling, we wanted to find a way for the ZCoB to settle in. In the spirit of Jeannette Armstrong and Timothy Snyder, whose work I referenced extensively last week, the intent of the ZPPT is to help create a healthy thriving institution of an organization—one that is far greater as a whole than what any of us as individuals can do on our own—that is rooted in the community for many decades to come!

You may, perhaps, have heard recently that Patagonia (which is WAY, way bigger than we are) is also doing a Perpetual Purpose Trust when they released the info last fall! I was happily surprised to hear the news—I’ve had the idea of doing something like this on my mind ever since I stumbled on the concept something like 10 years or so ago when I was reading E.F. Schumacher’s 1973 book, Small is Beautiful: A Study of Economics as if People Mattered. I can’t recommend Schumacher’s work too highly for many reasons, but it was particularly influential in the context of what I’m writing about here: Small is Beautiful changed my beliefs about succession planning and what is possible.

On page 264 of my very well-worn first edition paperback (I’ve read it so many times, the book actually requires a rubber band to hold it together), Schumacher tells the story of the Scott Bader Commonwealth in the U.K. The chemical goods firm was founded in 1923 by a Swiss immigrant to Great Britain named Ernst Bader. Bader’s small business grew steadily and successfully for many years. In 1951, as the company was approaching its 30th anniversary, for pretty much the same reasons we are doing it here, Mr. Bader created a version of a Perpetual Purpose Trust. If you want to learn more, there’s a wealth of great information about how Scott Bader Commonwealth works on its website, along with information about how they are celebrating their 100th anniversary. Even back in 1973 though, when the trust had been in place for just a little over 20 years, E.F. Schumacher was already saying:

Scott Bader—and a few others—remain as small islands of sanity in a large society ruled by greed and envy. It seems to be true that, whatever evidence of a new way of doing things may be provided, “old dogs cannot learn new tricks.” It is also true, however, that “new dogs” grow up all the time; and they will be well advised to take notice of what has been shown to be possible by The Scott Bader Commonwealth Ltd.

I took Schumacher’s advice to heart. Reading about the work of the Scott Bader Commonwealth inspired us to investigate the Perpetual Purpose Trust. We have adapted the ideas to our own ecosystem, and how we do it here will be a bit different from the way it plays out at Patagonia and at other places that are following this path. The point, though, is the same—to really make businesses into community-based organizations that have the legal and financial structure that honors their people, their purpose, and their place. While profits of course matter, they are, as I’ve written elsewhere, only one part of what makes an organizational ecosystem healthy.

The main points of what Perpetual Purpose Trusts make possible were summed up pretty well in a piece in the New Yorker earlier this year. The details shared in the article are different from the way we’re doing it here, but the concept, intention, and format are still aligned with our approach:

A perpetual-purpose trust [is] a trust that exists not for the benefit of particular individuals but to fulfill some purpose. … The trusts become the legal owners of these businesses, and the business owners now have a fiduciary duty to fulfill its purposes … Perpetual trusts last indefinitely, preventing future owners from discarding pro-social policies in favor of higher profits.

In 2010, in the Citizens United v. Federal Election Commission case, the Supreme Court granted corporations legal protections previously reserved for people. Since then, it’s been hard to resist a natural question: If corporations are people, what kind of people are they? One answer, bleak but justifiable, is that they’re psychopaths, devoted entirely to maximizing profits at the cost of everyone else, including their employees. [Some] unusual business owners … show the limits of this generalization, as do many other socially conscious companies. But as long as pro-social companies are vulnerable to acquisition by larger firms and investors who are likely to disregard their social mission, they will remain ephemeral exceptions to the profit-first rule. They will last only as long as their founders are able to keep working, and to avoid accepting investments with strings attached.

This last bit is exactly what the Perpetual Purpose Trust here will help us avoid. Our hope in doing this work as we are is to steer completely clear of the kind of “cash event” that, while it enriches owners, sooner or later, nearly always leaves communities and colleagues without the richness that a community-minded organization had been contributing. In the context of the organizational ecosystem metaphor, I would compare that sort of approach to clear-cutting. You grow the trees, you harvest them, and when you’re ready, you take the money you “earned.” The problem is that the ecosystem is poorer for it. Canadian author and Professor of Forestry Ecology Suzanne Simard says:

When a mature forest is burned or clear-cut, the planet loses an invaluable ecosystem and one of its most effective systems of climate regulation. The razing of an old-growth forest is not just the destruction of magnificent individual trees—it’s the collapse of an ancient republic whose interspecies covenant of reciprocation and compromise is essential for the survival of Earth as we’ve known it.

Borders, as I mentioned, is the well-known Ann Arbor version of this. Nationally, you could think of Whole Foods—opened in the fall of 1980, which, like the Deli, was once a single community-based store in Austin. Said with respect for some of the great people who still work there, you know how that story goes. The work of the ZPPT is about going in the opposite direction. Instead of clear-cutting, we want continuity in the community. Rather than clear-cutting with me and Paul retiring to warmer climes with a lot of cash, the ZPPT work will, we hope, help to make it possible for the ZCoB to be the metaphorical equivalent of the sort of old-growth forest Suzanne Simard describes:

An old-growth forest is neither an assemblage of stoic organisms tolerating one another’s presence nor a merciless battle royale: It’s a vast, ancient and intricate society. There is conflict in a forest, but there is also negotiation, reciprocity and perhaps even selflessness. The trees, understory plants, fungi and microbes in a forest are so thoroughly connected, communicative and codependent that some scientists have described them as superorganisms.

Perpetual Purpose Trusts like this are still a relatively new option for business owners like us looking at succession. There are, right now, only a handful of them in the U.S., but the work of Scott Bader in Britain—now celebrating its centenary and still going strong—reinforces my belief that this isn’t just an idea that sounds good, but actually a very sound idea. As we have so many times in our organizational history, we are choosing the road less traveled, in the belief that it will create the kind of “new concepts of economy, new concepts of governance, new concepts of education” that Grace Lee Boggs spoke of. And that as she believed, they can give us the “capacity to create the world anew.”

Speaking of opting for newly-created, alternative, and off-the-beaten-path plans … in August 1915, the same year that Grace Lee Boggs was born, Robert Frost published his poem “The Road Not Taken” in The Atlantic. Frost’s framing has been an unconscious theme throughout all our years in business. We’re very, happily, familiar with roads less traveled. In the long run they have led us to excellence, while in the near term they often mostly elicit eye rolls. Responses when we rolled out the 2009 Vision in 1994—where we declared to the world that we were staying local, deciding not to franchise or open all over the country, and have actual managing partners who owned a big part of their business—ranged from shock to surprise to some serious head shaking. In hindsight, that’s the first of many times we decided to “give away the store.” And that one sure seems like it’s worked out reasonably well. We hope the best for this new part of our organizational path as well.

Whatever we have created here at Zingerman’s is, of course, a product of the collective efforts of all the many terrific managing partners, thousands of ZCoB staff and suppliers, and what must now be many millions of caring customers over the years, all of whom have given of themselves to help make Zingerman’s what it is. Without you, none of this would be possible. I appreciate you ALL deeply. I also want to share very deep appreciation here to our amazing attorney, Gary Bruder, who’s done extensive work to make the ZPPT program a reality. I could write an entire essay on the remarkable way that Gary brings together grace, good business sense, care, effective adherence to ethics, and legal acumen. He is, I will suggest here, the sort of “more human human being” of whom Grace Lee Boggs wrote.

During the years that we’ve actively been working to make this happen, we have been ably guided by Natalie Reitman-White and the folks at Alternative Ownership Advisors in Portland, Oregon. I will highly and happily recommend them to any of you who are interested. (Tell them I said Hi!) And of course, last on this list, but definitely not least, enormous appreciation to Paul. Forty-one years ago this week, we were working to renovate the Deli building to be ready to open as we had planned in mid-March. We made our deadline—March 15 will mark our 41st anniversary. To come to this point and still be spiritually and strategically aligned as partners is something truly special.

In 2011, in what would turn out to be her final book, entitled The Next American Revolution, Grace Lee Boggs wrote:

The main reason why Western civilization lacks Spirituality, or an awareness of our interconnectedness with one another and the universe, according to Gandhi, is that it has given priority to economic and technological development over human and community development. 

We have tried, for 40-plus years at Zingerman’s, to humbly and caringly cook, serve, and sell good food, make a positive workplace for all involved, and diligently pay our debts as we do it—all the while actively supporting spirit, honoring interconnectedness, and contributing positively back to both. The idea of the Perpetual Purpose Trust is to create a construct that gives the Zingerman’s Community of Businesses a good chance to keep doing it for many decades to come. As E.F. Schumacher says, our commitment remains to do it all “as if people mattered.”

In the On Being interview released in the summer of 2015, Grace Lee Boggs said:

We are living in a time of enormous changes, and we have the opportunity to change our thinking, to change our philosophy, by responding to and really trying to understand what’s happening, what time it is on the clock of the world. … You can see the possibility of giving up, of moving forward, making a little leap. … We have now the opportunity to rediscover who we are.

This step, creating a Perpetual Purpose Trust for Zingerman’s intellectual property, is small in the scheme of the world, but still very important in the context of our little Community of Businesses here in Ann Arbor. It is, I hope, exactly the sort of positive change Grace Lee Boggs believed was possible. To give back and go forward together, instead of giving up and getting out. It’s taken us 10 years to get here, but our hope is that we can help Zingerman’s continue on as a thriving, healthy, imperfect organization, supporting the people who work here and being a positive anchor in our community for 10 times that long. If things go well, I hope we can, like the Scott Bader Commonwealth and Grace Lee Boggs, hit a hundred.

Grace Lee Boggs said of her husband, the activist and writer Jimmy Boggs, ​​that he “used to remind us, revolutions are made out of love for people and for place.” That is certainly our motivation here. I’ll send you off with a statement from Grace Lee Boggs that seems right for the moment. A good reminder for us, and maybe for you too:

A revolution is to create new truths about human beings and society. There is no proof really that the road you are taking is the “true” one.

You have to make it true.

When I doubt myself, as I will inevitably do every day as we move forward, I will remind myself of Grace Lee Boggs’ very wise words.

Here’s to trust, a positive sense of perpetuity, and a lot of good Zing-things to come.

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