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Not all ESOPs are created equal – Why the PPT really works.

Employee Ownership

Not all ESOPs are created equal – Why the PPT really works.

By , April 7, 2021
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An Employee Share Ownership Plan is essentially a trust deed, a set of plan rules, maybe an employee manual and an invitation or offer letter to employees – all legally important to set up the plan and make sure it complies with all the Corporations Act and taxation rules and regulations – BUT NONE OF THESE ACTUALLY MAKE THE ESOP WORK.

No client has ever asked for an ESOP because they need the legal documents – What clients actually want is to retain good employees, to provide succession options, to reward long serving team members, to increase engagement, to attract new staff, to provide a better longer-term reward or to gradually sell the business to employees as part of a longer term legacy exit.

In order to actually deliver these outcomes, the plan needs a couple of key items that are nothing to do with the legal documents:

Employee education – the academic research is quite clear ESOP’s deliver better outcomes all-round of employees are informed and engaged in the process and in knowing how they can help build value in the business they now own part of. All of our ESOP’s include employee workshops.

Business outcomes focus – improving profit or productivity or reducing sick leave are all business outcomes that our clients report as a result of the ESOP – but it is not “caused” by the ESOP – it is a result of correctly designing the ESOP rules to make sure they are focused on this particular KPI you are trying to influence – in other words improvement in that KPI increases the contributions made to the ESOP.

Employment parameters – as part of the implementation a full review of employment criteria is needed. Do all employees have job descriptions? Do they all contain relevant KPIs? Are they part of an annual performance review process? Does that process and review influence their remuneration structure – salary, STI and LTI components (including the ESOP)?

Disqualifying discount – an ESOP is a form of LTI – long term being the key – the key trade-off for being able to own equity in the company your work for is time – time working at the company. If the employee leaves early our disqualifying discount kicks in and reduces the amount the employee is paid out – a penalty for “early” leavers.

Ownership Mindset – this management system works perfectly well with an ESOP – but it is also used successfully in businesses that are not employee owned, when combined they work together to help employees to think and act like business owners.

Tax Concessions – our ESOP has taxation rulings that confirm the deductibility of contributions by the employer and the deferral of tax by the employee – creating quite a tax effective remuneration model.

Ladder to Equity – the gradual transition from employee income (salary, hourly rate) to profit share (bonus scheme) to equity ownership (ESOP) should be carefully managed to ensure real business outcomes are met at each milestone.

WIN-WIN-WIN-WIN – if designed properly then all parties should win. That is employees are better off (research clearly shows a wealth benefit for employees in an ESOP), the business is better off (reduced owner reliance and structured remuneration based on KPI’s, improve business valuation), the owners/founder is better off (a pre-determined, documented succession plan and focused & motivated employees reduce responsibility and workload), external parties like suppliers and customers are also better off with consumers keen to buy from and happier to pay more to employee owned companies.

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Craig West

Craig West

Executive Chairman | Succession Plus

Craig West is a strategic accountant with over 20 years of experience advising business owners. His background as a CPA in public practice has provided invaluable experience in the key issues of concern to business owners.

In March 2014, Craig was appointed Executive Chairman of the SME Association of Australia, Australia’s largest small business organisation representing over 300,000 business owners.

In October 2014, he was awarded the Exit Planner of the Year at the Exit Planning Institute Annual Conference in Texas, USA, due to his innovative development of an exit planning process to help business owners maximise business value and achieve a successful exit.

Craig’s proprietary structure - a Peak Performance Trust - has won the Australia-wide award for the Employee Share Ownership Plan of the year twice in four years.

In November 2018, Craig launched SME Experts in partnership with Mark Bouris’ Mentored on Podcast One and quickly grew the monthly podcast audience to over 26,500 downloads; in October 2019, he released a new podcast focused on medium-sized businesses - Mid-Market Matters.

In July 2021, Craig joined the NSW Committee for STEP (Society of Trust & Estate Practitioners) – focusing on advising families across generations.

Craig has also launched a SaaS platform, Capitaliz (which captures the 21-step process), to assist other advisers internationally deliver advisory services at scale.

In November 2021, Craig was appointed Executive Chairman of NSW Leaders, a business mentoring group for leading NSW businesses.

In July 2022, Craig West received the award of Doctor of Business Administration for his research thesis titled “Examination of the key factors driving business exit options in Australian Small and Medium Enterprises.”

Craig is passionate about encouraging business owners to think strategically, maximise the value of their business and achieve a successful exit.

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