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Employee Ownership Trusts: Long-term Advantages and Critical Success Factors

Employee Ownership Trusts (EOTs) have recently burst into the business succession scene in Canada and are consuming a lot of owner’s thoughts, providing another option for those business owners who hope to transition out of their business.

While new to Canada, they were initially conceived over fifty years ago and have been used successfully in the United States and other countries as a mechanism for owners to transition their business to their employees in a tax efficient and cost-effective manner.

Based on the historical information available, we have found that the success rate for companies that have transitioned using an Employee Stock Ownership Plan (EOT) style model in the United States varies depending on several factors, including industry, company size, management practices, and economic conditions. While there isn't a universally agreed-upon success rate, there is evidence to suggest that EOTs can yield positive outcomes for many companies.

In Canada, the proposed legislation per Budget 2023 will be called an Employee Ownership Trust (EOT). In this article we will refer to these arrangements as EOTs as ESOPs have different meaning in Canada (Employee Stock Option Programs) and we wish to provide a Canadian context to the article.


There are significant advantages to Employee Ownership Trusts that have been identified in successful EOT implementations that may support this option that owners should consider when assessing this option as an exit/transition mechanism:

1.      Long-Term Survival: Studies have shown that EOT transition companies tend to have higher long-term survival rates compared to non-EOT companies. Research by the National Center for Employee Ownership (NCEO) found that EOT companies were significantly less likely to go bankrupt or close down.

2.      Financial Performance: EOT companies often experience improved financial performance over time. Research has indicated that EOT ownership correlates with higher sales growth, increased productivity, and improved profitability.

3.      Employee Engagement and Satisfaction: EOTs can enhance employee engagement and satisfaction by giving employees a stake in the company's success. Studies have shown that EOT participants are more likely to report higher job satisfaction and greater commitment to their work.

4.      Wealth Accumulation for Employees: EOTs provide employees with an opportunity to accumulate wealth over time through ownership of company stock. This can serve as a valuable retirement benefit and incentivize employees to contribute to the company's success.

5.      Succession Planning and Business Continuity: EOTs can facilitate smooth ownership transitions, particularly in closely held or family-owned businesses. By selling shares to the EOT, owners can gradually transition out of the business while maintaining continuity and preserving the company's legacy.

However, it is important to note that not all EOT transitions are successful. Challenges such as governance issues, valuation concerns, communication barriers, and regulatory compliance can impact the effectiveness of EOTs. Additionally, economic downturns or industry-specific challenges may pose risks to these companies.

Overall, the evidence suggests that EOTs can be a viable and beneficial ownership structure for companies, particularly those committed to fostering employee ownership, engagement, and long-term sustainability.

Transitioning using an Employee Ownership Trust (EOT) for exit can be a complex process, however there are several key factors that have been identified in companies that have used an EOT mechanism for their owner’s transition/exit strategy that have been critical for the success in those companies:

1.      Creating a Compelling Vison for the future: having a clear strategic direction, a solid set of core values, and a clear and compelling shared vision for the future of the company will create co-destiny between the company and the employees.

2.      Establishing a Culture of Clear Communication: A successful transition starts with effective communication between all stakeholders (employees, suppliers, customers). Transparency about the transition process, its implications, and the role of the EOT is crucial for buy-in and alignment.

3.      Building and Fostering a Strong Leadership Team: Effective leadership and management are essential for guiding the company through the transition period. Leaders should have the necessary experience and competencies to inspire confidence, make strategic decisions, and manage change effectively. Also, a clear plan for evolving and developing successive leadership teams ensures ongoing success in an EOT company.

4.      Getting Employees Engaged and Empowered: Employees are the heart of any EOT transition. Engaging them in the process, educating them about the EOT and their role in the future success for the company, and empowering them to actively participate and contribute to the company's success is vital to the long-term viability of the EOT and the company.

5.      Establishing a Performance-driven Culture: A culture that values performance, accountability, and innovation can thrive in an EOT environment. Clear performance metrics, recognition systems, and a focus on continuous improvement can motivate employees to contribute their best.

6.      Maintaining Financial Stability and Identifying Growth Potential: Financial stability and growth potential are fundamental for the long-term success of an EOT transition. The company should have a strong financial foundation and promising growth prospects to generate value for employees' stock holdings.

7.      Establishing Robust Governance and Compliance: Effective governance structures and compliance with regulatory requirements are essential for managing an EOT successfully. This includes adhering to fiduciary responsibilities, maintaining accurate records, and conducting regular valuations of company stock and complying with all applicable requirements for the sustainability of the EOT status.

8.      Education and Training Programs: Providing comprehensive education and training programs about the EOT, financial literacy, and business operations can empower employees to understand their roles, rights, responsibilities, and opportunities as owners.

9.      Collaborative Decision-making: Involving employees in decision-making processes, especially those related to the EOT and company strategy, fosters a sense of ownership and commitment among employees.

10.  Maintaining Long-term Perspective: An EOT transition is a long-term commitment. Companies that prioritize long-term sustainability over short-term gains and focus on building enduring value for employees and other stakeholders are more likely to succeed.

11.  Creating a Culture of Adaptability/Resilience: Flexibility and resilience are critical during times of change. Companies that can adapt to market dynamics, economic fluctuations, and unexpected challenges while staying true to their core values and objectives are better positioned for success.

EOTs offer an exciting path forward for many business owners who would like to reward their employees for their commitment to the success of their companies. Evidence has shown that EOTs offer significant benefits to the employees, their families, and the communities they serve, but in order for these to occur there must be certain conditions in place to support a successful and sustainable EOT transition. Owners will need to consider these key factors because without them there are significant risks to the long-term success and visibility for an EOT transition, which could put the business owner, the employee’s and in some cases, local communities, financial future at risk.

Please Note: the rules surrounding EOTs in Canada are evolving and if you are considering this option for an exit from your business it is imperative that you consult appropriate legal and tax professionals.

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