Selling businesses to an employee ownership trust seemed to explode in 2021 and enquiries for this type of business sale structure shows no sign of abating.
What our clients say...
“A management buy-out was completed for our recruitment business with professional support provided by Michael Crook.
Michael impressed us with his deep understanding and knowledge of the complexities of the recruitment sector which proved to be of great value during negotiations. Michael is diligent, thoughtful and supportive, particularly at times of stress. During meetings his quiet, confident, calm approach facilitated the resolution of compound and stressful issues to the satisfaction of all parties.
We endorse and highly Michael for his excellent work. Michael you are legally awesome!”
Anton and Janine Muller
Active Solutions UK Ltd.
“Michael advised me through an MBI for a company I purchased. His expertise and experience helped me tremendously during this process.
I would highly recommend Michael if anyone requires helpful and very thorough legal advice. He is also a nice guy to work with.”
Craftwork Upholstery Ltd.
“We have used Michael to deal with numerous pharmacy transactions for about 5 years, and always find him to be very easy to deal with, knowledgeable and a great support in deciding how to approach difficult issues. He takes a commercial reassuring approach and works hard to resolve issues and to get the deal completed.
I would highly recommend using Michael for pharmacy sale transactions and the icing on the cake is that his fees are very reasonable.”
Sajid Razaq, Asad Ali
Dispensing Healthcare Ltd.
Interest for some is undoubtedly driven by the favourable tax treatment of the scheme, against a back drop in recent years of an ever looming threat of rises in the capital gains rates. For some, a sale to an employee trust is the only feasible option for sale. And for others, securing the future of the business in the hands of trusted loyal and hard working employees represents an amazing legacy to be proud of.
A material risk and drawback with the schemes., certainly compared to trade sales or management buy outs, is the availability of meaningful security for payment of any deferred purchase price.
A key part of a vendor’s protection, and means of mitigating the risk of the trust misbehaving, is to appoint a professional independent trustee, who can (subject to structure) hold the balance of control of the trust.
As corporate lawyers, with experience implementing these sorts of transaction, we are uniquely placed to best fill these types of role.
As well as a technical understanding of the schemes and the key purpose of the independent trustee, as corporate lawyers we have an amazingly broad experience dealing with all sorts of business, and advising clients on how to manage risk and take decisions. As such we believe we can add incredible value to this role and generally to any employee owned business.
Our charges are based on a general ‘take on fee’, for the time which we spend getting to know you, the board, other key personnel, the business and crucially reviewing the EOT structure and transaction terms. Our minimum contract is for 3 years, and renews annually thereafter. Typically, our appointment will be important (from a seller’s point of view) for as long as any part of the purchase price remains outstanding.