oMost ESOPs have less than 1,000 employees. The one hundred largest ESOPs range from
1,070 to 144,000 employees, and include supermarkets, manufacturers, engineering, tree
service, construction, motels, nursing homes, and drug stores.
oAlthough all full-time employees must be included to create an ESOP, an ESOP does not
necessarily control the entire company.
oThe average ESOP owns only 6 percent of a company’s equity.
oThe United Airlines ESOP was granted equity shares accounting for 55 percent of
the firm’s cash flow rights.
oESOPs are complex financial vehicles requiring legal assistance. ESOPs cost about
$50,000 to $100,000 to set up and operate the first year, with annual maintenance fees
ranging from $15,000 to $30,000 for firms with less than a few hundred employees.
oThe initial legal costs may seem high, but it is typically equivalent to, or less than,
what an owner would pay a broker to sell the business.
oOwners usually consider creating an ESOP when a change of ownership is being
explored. Rather than selling the company to an outsider, the owner can sell the company
to employees.
oTo create an ESOP, the company borrows money from a bank to purchase company stock
which is then placed into a trust fund.
oThe loan interest is tax deductable and paid off through dividends. Loan principal
payments are deductable up to 25 percent of payroll.
oEmployees do not purchase the company, the trust fund does. The stocks are then
allocated into employee accounts according to a specific formula, typically based on
compensation and seniority.
oThe company makes annual tax-deductible contributions into the fund to purchase stock
employees sell back to the company.
oMost of the money in the trust fund must be invested in company operations.
oThe value of employee stock is independently appraised on an annual basis.
oThe value of the stock increase is tax deferred until sold.
oESOPs provide employees with a right to purchase the stock, but employees are not
obligated to do so.
oEmployees can purchase their vested shares when they leave the organization—quit, are
fired, retire, or die—and must sell the stock back to the company or other employees
within one year at the appraised value.
oEmployees can vote their ESOP shares on major issues.
oESOPs are governed by a board of directors that employs professional managers. In
publicly held companies, ESOP participants have the same rights as other stockholders.
COOPERATIVES
oProducer, consumer, and employee cooperatives are an alternative communal way to
govern a business and raise capital.
oIn a producer cooperative, such as an agricultural cooperative, producers pool
their capital and resources for their mutual benefit.
oConsumer cooperatives are businesses owned by customers for their mutual
benefit, such as credit unions and healthcare cooperatives.