EMPLOYEE OWNERSHIP TRUST: All You Need to Know

This page serves as a starting point for business owners and executives who wish to see if an employee ownership trust is a good fit for them and their companies. EOTs are being adopted by more businesses, and both businesses and professional employee ownership advisers have asked for more information. EOTs appear to be gaining traction around the world, with regulatory changes in Australia, Canada, and at least one US state. Read further to learn more about Employee share ownership Trust, benefits, and how an employee share ownership trust works.

Employee Ownership Trust Origins

The UK has a model of employee ownership that does not involve individual awards of shares to employees. Also, shares are held in trust on behalf of all employees of a company or group.  In the US we call this type of perpetual trust the Employee Ownership Trust model. The inception of the first popular trust was in Great Britain for employee ownership in 1929 by the John Lewis Partnership. The UK law also provides a tax incentive thereby, establishing perpetual trust ownership for the benefit of employees. The US on the other hand has no tax incentives for Employees ownership trust.

More About Employee Ownership Trust

In some US states, Employee Ownership Trust can be used to purchase companies that continue to operate in a state. Employee ownership trust is a profit-sharing plan that allocates profits to employees. However, This is managed under a trust agreement that provides for employee governance rights. The company can remain employee-owned permanently and cannot be forced to sell to an outside buyer.

How an Employee Ownership Trust Works 

The company creates a steady trust for the sole purpose of operating the company for the benefit of the employees. Also, The owner sells its interest in the company to the trust installment over time. Most employee ownership trusts are seller-financed. Moreover, this may change as US banks become more familiar with employee ownership trust. Repayment of purchase debt is a company expense repaid to the seller as a company expense.

The Employee Ownership Trust, as a company owner, can allocate any profit that would normally be taxable income to the trust revenue. Furthermore, It cannot be deductible for the company’s working capital, and future investment to the employees. In profitable years, all participating employees get an increase in compensation over and above their standard compensation package.

The company amends its bylaws for input, controlling the company’s operations and future direction in the same way. Interests in the company are transferred to the trustee in a series of transactions, and the control rights of employees may develop over the years. These rights include the right to elect the board of directors and access company financial information. Complaints provide direct input to the board about the company’s direction, product, development, and investment. Moreover, determine how long employees must be employed before being entitled to profit distributions.

An Employee Ownership Trust is likewise a business ownership model in which a trust owns a controlling stake in a company on behalf of all its employees.

Employee Shares Ownership Trust

An employee shares ownership Trust is a stock strategy that facilitates the acquisition and percentage of a company’s shares to its employees. Also, Employee shares ownership trust is a trust fund through which a company can sell its shares to employees.

Employee shares Ownership Trust is a stock program that allow for the acquisition of a company’s shares by its employees. Furthermore, an ESOT works through a profit-sharing scheme and a trust that acquires the shares. Employees and the company can benefit from tax incentives.

Employee shares ownership trust is extremely flexible, in that both private and public companies utilize it. Furthermore, avoid incurring budget problems that are apparent in other qualified plans.

By permitting employees to obtain shares through a profit-sharing strategy and trust, employees can see certain tax benefits from using such an arrangement. The company can also see some tax relief from the cost of setting up and, maintaining such an arrangement, which can also have payments that go towards the trustees.

The money the trustees receive is for the qualifying purpose of purchasing shares in the company. Also, for the sake of the employees. The scope of the trust may seek to secure a significant stake in the company. making shares available to the employees. The trusted marketplace can serve as a vehicle for major shareholders to sell part of their shares.

How Does a Sale to an Employee Ownership Trust Work?

There are three key steps:

• A qualifying EOT will create a corporate Trustee Company.
• The shareholders sell their shares to the Trustee Company under a share purchase agreement. Furthermore, the shareholders and the Trustee Company will jointly engage a share valuation expert to value the company. Also, the Trustee Company will use this value as the basis for determining the purchase price.
• The company will generate no trading profits each year, and it will use these profits to make contributions to the EOT. Also, It will use these contributions to repay the outstanding purchase price that it owes to the shareholders.

What are the Advantages of selling to an Employee Ownership Trust?

Some advantages for shareholders, of which we’ve highlighted below.

• It allows employees to indirectly buy the company from its shareholders without them having to use their own funds. Moreover, creating an immediate purchaser and addressing succession issues.

• Shareholders can sell their shares for full market value which is independent valuation.

• No capital gain income tax liabilities should arise On the disposal of a controlling interest in a company to an Employee ownership trust.

• Not all shareholders are to sell their shares to the EOT.

• The directors can remain in the situation post-disposal. Also, can continue to receive market-competitive remuneration packages.

• Employee purchases ownership trust is seen generally as a friendly purchase and this means the sale process may be timelier with potentially lower fees.

What are the Advantages for the Company and Employees?

As all employees get an indirect stake in the company. There are substantial practical benefits that come with bbeing ownedby an Employee ownership trust such as:

• Greater employee engagement and commitment
• Reduced absenteeism
• Greater drive for innovation
• Improved business performance.

Companies are following Employee ownership trust. do pay tax-free cash bonuses to their employees.

Key qualifying conditions

To carry out quality sales to an EOT there are five key conditions to meet:

• The company whose shares are with a trading company or the principal company of a trading group
• The trustee of the EOT must restrict the application of any settled property.
• The trustees must retain an ongoing purpose, thus, making at least a 51% control interest in the company.
• The number of continuing shareholders who are directors or employees must not exceed 40% of the total number of employees of the firm.
• Trust property is commonly applying for the benefit of all eligible employees. In the same terms, the trustees may distinguish between employees based on income, length of service, and hours worked.

Invaluable Lessons Businesses need to remember when it comes to EOTs:

#1. Keeping the valuation realistic

Employee ownership Trusts are usually given funds by the company’s future profits so it doesn’t make sense to exacerbate risk by inflating the price. Interestingly, HMRC doesn’t seem overly concerned about valuation.

When authorizing tax clearance the concerns appear to be more around ascertaining whether the transaction is a bonafide employee ownership transaction; in other words, is control moving from the former owners to the trust?

#2. What goes up can also go down

No one can accurately predict the future and if performance dips then funding the EOT can be a problem. Conversely, if the profits soar then the sellers could lose out on rewards they helped create. The inclusion of an ‘anti-embarrassment clause’ can mitigate this to an extent.

#3. Don’t fall foul of disguised remuneration rules

HMRC is ever watchful for tax avoidance and advisers must take care to be clear that deferred consideration is just that, and not employment income, thus falling foul of disguised remuneration rules.

#4. The trustworthy trustee

The trustees control the trust, essentially, and therefore wield significant power in the employee-owned business. There are two reasons to give careful consideration to the composition of the trustees.

First, to gain tax clearance the company has to demonstrate that control has been transferred to the trust. If the former owners are the sole trustees then it’s difficult to show how that transfer has been made.

Second, A key role of the trustees is to hold the board of directors to account. If the trust comprises only directors, where is that accountability? More so, the use of a corporate trustee can give additional protections to individual trustees.

#5. Don’t get disqualified

Certain changes can mean a big tax charge if the rules are not adhered to. If certain ‘disqualifying events’ occur after the tax year following the tax year in which EOT is implemented, then the seller becomes liable for capital gains tax. Disqualifying events means:

• Employee ownership trust ceasing to meet all benefit requirements or controlling interest requirements.
• A breach of the limited participation.
• The trustees not observing the rule of equality.

#6. Ignore at your Peril

Installing an EOT is actually a relatively straightforward process, and there is a wealth of tools available for advisers on the topic. It won’t fit every business but might be exactly the right answer for some.

Employee Ownership Trust Benefits

Employee ownership trust benefits improve employee incentives to work hard and make decisions that are in the company’s best interest. Such an arrangement helps to go a long way with the interests of company employees with those of other shareholders.

An Employee ownership trust benefits involve a Trust holding share in a trading company or group for the benefit of all eligible employees. Trustees of the Trust act in the best interest of its beneficiaries, being the employees of the underlying business.

What does an Employee ownership Trust mean for Employees?

This may mean a lot of things that the employee is yet to understand, breaking it down the employee needs to be structural in a particular way. It’s essentially about Employee ownership trust benefits on the side of the employee. The employees receive a nice amount in the business, and there are a number of benefits for them. things an employee will want to know are:

• An employee will not become a direct shareholder in the trading company or group.
• An individual employee will have an indirect ‘ownership’ alongside all other eligible employees (broadly most employees), whilst they are an employee of the company or group. Moreover, employees will potentially be entitled to an annual tax-free bonus of up to £3,600 (the EOT bonus). The bonus is subject to National Insurance contributions (NIC) and is dependent on the financial performance of the group and the terms of the EOT bonus scheme.
• One or more employee representatives will commonly be trustees of the EOT, to ensure the Trust is functional in accordance with the EOT deed. They don’t usually comprise the majority of the trustees, however.
• While overall strategy, day-to-day decisions, and governance remain with the Board of Directors, there’s often scope for increased employee engagement with respect to the strategic decisions of the business. This increased engagement often results in greater employee commitment, drive for innovation, and consequently an overall excellent business performance.

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