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The practical question is not just what the investor will pay. It is what capital and partnership the business needs, what decisions the investor can influence, and whether the resulting ownership and exit plan fit the founder’s aims.
What does “trading cash for control” mean?
Private equity is an investment in a private business in exchange for an ownership stake. It is not simply a loan or a cash injection: the investor expects to contribute to the company’s direction and ultimately to realise value, typically through an eventual sale or another exit.
“Private equity should be viewed as an active partnership rather than simply a source of capital,” says Eimear O’Hare, director at BDO Dublin. The partnership can bring experience, networks, acquisition capability and expansion funding. In return, founders should expect formal governance, more scrutiny of performance and a negotiated route to an exit.
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The Irish Times’s 2 October 2026 feature was published by its Content Studio as a special report supported by advertisers; the page says advertisers do not have editorial control. Its commentary, alongside BDO Ireland’s companion article and Hayes Solicitors’ commentary published the same day, provides general context rather than advice on any specific transaction.
How much control might an investor want?
There is no single standard allocation. An investor’s influence depends on the ownership stake and the rights set out in the investment and company documents. A founder may continue to run daily operations while sharing board oversight and needing investor approval for certain major decisions.
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| Deal pattern | What it may mean for founders | Important qualification |
|---|---|---|
| Majority investment | The investor may control the board and key strategic decisions. | James McMenamin, partner in corporate finance at PwC, says: “Most private equity investors will look to acquire a majority stake in the business, thus controlling the board and having final say on any key strategic decisions.” This describes a reported pattern, not every offer. |
| Minority investment | Founders may retain overall control while the investor receives protections on significant matters. | The specific board, voting and consent rights depend on the proposed documents; minority ownership does not by itself establish how much influence an investor has. |
Consent rights, sometimes called reserved matters, can require investor approval for significant changes to the business, its governance, or its capital and debt structure. David Mangan, partner in corporate at Hayes Solicitors, says: “Private equity investors take different approaches, but most will seek to introduce significant protections for their investment through consent requirements in relation to significant changes to and decisions in the business, its governance and capital and debt structure.”
That means a founder’s operational role and decision-making authority are not the same thing. Ask for the proposed board composition, voting arrangements and full list of matters requiring consent; do not infer the practical balance of power from the ownership percentage alone.
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Private equity may provide growth capital and a partner able to support expansion, acquisitions or strategic change. A transaction may also let owners realise some value at investment while retaining an equity stake and a chance to benefit from future growth. Those outcomes depend on the terms and the business’s progress; neither continued ownership nor a particular future return is assured.
- Capital and capacity: funding can support a growth plan that would otherwise be difficult to pursue.
- Experience and networks: an investor may bring sector knowledge, contacts and acquisition capability.
- Liquidity and future participation: owners may be able to sell some shares while keeping an interest in future value.
- Shared authority: board oversight and consent requirements can limit a founder’s freedom over major choices.
- Greater accountability: forecasts, reporting and performance against an agreed plan can bring more structure and scrutiny.
- An eventual exit: investors generally invest with a route to realising value in mind, which may not align automatically with an owner’s preferred timing or outcome.
BDO Ireland describes a commonly referenced rule of thumb as doubling an investment over about three years or trebling it over about five. That is a rule of thumb, not a universal target or promised return. Separately, EY Ireland’s Siobhan Donlevy told The Irish Times that investors may target “Annual returns in the region of 20 per cent or more” over a three-to-five-year horizon. This is a quoted target, not a guarantee or a threshold shared by every investor.
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What does the Irish private equity market context tell you?
BDO Ireland and The Irish Times reported figures attributed to PitchBook for 2025: 137 deals, 34 exits, and €1.8 billion invested in Ireland by 160 private equity investors. These are reported market figures, not a forecast for an individual company or evidence that a particular business will attract investment on similar terms.
Market activity cannot answer whether a founder should accept an offer. The relevant test is whether the proposed capital, investor contribution, governance and exit expectations fit the company and its owners.
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What should you assess before accepting an offer?
Compare the whole transaction rather than focusing on valuation alone. Two offers with similar headline prices can leave founders with different dilution, board influence, obligations and future proceeds.
| Decision area | Questions to resolve |
|---|---|
| Capital and ownership | How much capital is being invested, in what form, and what ownership percentage and dilution result? |
| Governance | Who appoints directors? What voting rights apply? Which decisions require investor consent? |
| Management and incentives | What role will founders keep? How are management responsibilities and incentives expected to change? |
| Investor contribution | What relevant sector knowledge, network, acquisition capability or operating expertise will the investor bring? |
| Reporting and oversight | What financial reporting, forecasts, due diligence and performance reviews will be expected? |
| Time horizon and exit | What is the anticipated holding period, how does it relate to the fund’s investment cycle, and what exit routes are contemplated? |
| Value and liquidity | How is value allocated now and in a future exit? How much liquidity does the owner need, and what equity will they retain? |
| Personal fit | Does the proposed role, level of oversight and risk fit the owner’s priorities and tolerance for shared control? |
Fit is also about how the people work together. BDO’s O’Hare puts it this way: “Ultimately, private equity is not simply about securing funding. It is about finding a partner with the right capital, experience, cultural fit and shared vision for the business.” Where practical, speak with current and former portfolio companies about the investor’s working style and involvement.
How should you prepare to negotiate?
- Define the need. Specify how much capital the business needs, what it will fund and what outcomes it is intended to support. Consider whether debt or another route could meet the need; BDO notes that debt may involve less direct governance control where agreed performance is achieved.
- Build the case for growth. Prepare a credible business plan, financial forecasts and an equity story explaining how the investment could create value and how that value might eventually be realised.
- Set personal and governance boundaries. Write down your desired future role, non-negotiables, acceptable reporting requirements and the decisions you are willing to share or reserve for investor consent.
- Understand the investor’s timetable. Ask about the expected holding period, the fund’s investment cycle and likely exit paths, and discuss how those expectations could affect the company.
- Test the working relationship. Assess strategic alignment and cultural fit, and seek views from portfolio companies where possible.
- Get transaction-specific advice. Have a corporate finance adviser and a corporate lawyer review the proposed terms. The implications for a particular company—including legal, tax, regulatory, valuation and financing questions—depend on its circumstances and documents.
Do not negotiate only the percentage sold or the headline valuation. Board seats, voting power, reserved matters, management arrangements, reporting obligations and exit provisions are part of the control being exchanged for capital.
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