oa © 2005 ownership associates employee ownership training and education in the usa christopher...
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OAwww.ownershipassociat
es.com© 2005 Ownership Associates
Employee Ownership Training and Education in the USA
Christopher Mackin, Ownership Associates, Cambridge, MA www.ownershipassociates.com
EOLE Conference – sponsored by EFES
Brussels, Belgium - June 16, 2005
OAwww.ownershipassociat
es.com© 2005 Ownership Associates
Involvement is not inevitable.
Expectations about involvement are inevitable.
OAwww.ownershipassociat
es.com© 2005 Ownership Associates
Four Steps toward the creation of an
Ownership Culture1. Set the Context2. Build Skills3. Agree on Meaning - Narrative4. Initiate Organizational Change
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Four Steps toward the creation of an
Ownership Culture 1. Set the Context – Why is the seller selling to
employees?2. Build Skills - Foster the development of
“ownership skills” concerning how your employee ownership structure works and how your business works.
3. Agree on Meaning – Construct your theory of what ownership means – your ownership narrative.
4. Initiate Organizational Change - Initiate a process of organizational change – Becoming a “Company of Owners”
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Why did the Sellers choose to sell to employees?
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Outside Purchaser
OurC
o
Sto
ck
Founding Shareholder
s
Smith and Others
The Transaction: Option A
What happens to
OurCo, Inc.?
OurCo Employees?
Our “OurCo Culture”?
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Four Stages of ESOP Participation
Participation
Distribution
Vesting
Allocation
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Total allocation = 850 shares
If the total allocation is 850 shares,
ESOPEligible PayrollSuppose eligible payroll is $2,500,000
Total payroll = $2,500,000
Beth’s $25,000
and Beth earns $25,000
John’s $20,000
and John earns $20,000.
Beth’s 8.5 shares
Beth gets 8.5 shares
John’s 6.8 shares
and John gets 6.8 shares.
Stage 2: Allocation
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ORGANIZATIONAL LIFEMembership ...or...
People Issues
ECONOMIC LIFEBusiness andMoney Issues
RIGHTS VS.RESPONSIBILITIES
RISKS VS.REWARDS
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OWNERSHIP VALUES AND ORGANIZATIONAL LIFE
The Necessary Balance:(1) RIGHTS & RESPONSIBILITIES
“SOCIAL” FAIRNESS
RESPONSIBILITIESRIGHTS
Voice
Influence
RecognizingExpertise
Commitment
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Innovation
Investment
“ECONOMIC” FAIRNESS
OWNERSHIP VALUES AND ECONOMIC LIFE
Fair Bonus
EconomicReturn
The Necessary Balance:(2) RISKS & REWARDS
RISKS REWARDS
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OWNERSHIP PERCEPTIONS
Organizational Profiles
Type 1: Act Like an Owner / Sit Down & Be Quiet
Type 2: Treat Me Like An Owner / AND Like An Employee
Management
Office orShop Floor
Rights Responsibilities Risks Rewards
1.
2.
–
+
+
–
+
–
–
+
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I think that, on some issues, I should leave the decisionmaking to managers with specialized knowledge.
0%
15%
30%
45%
60%
1 2 3 4 5 6 7
D isagree N eutra l A gree
1%6% 3%
11%16%
32% 31%
unpublished data from the Ownership Culture Survey™
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1. Physical Working Conditions
2. Election of Employees’ Committee
3. Speed of Production
4. Job Assignments
5. Safety Rules and Practices
6. Quality Standards and Measurement
7. Hiring
8. Promotions, Performance Evaluation
9. Equipment Layout
10. Asset Purchases
11. Employee Compensation and Benefits
12. Firing
13. Marketing and Advertising Strategies
14. Raising Capital, Relationships with Banks and Investment Groups
15. Product, Technology, and Investment Strategy
16. Lay-off Policy, Employment Levels
17. Management Compensation
18. Distribution of Profits (dividends, reinvestment, debt reduction)
19. Selection and Oversight of Senior Management
20. Constitutionalism: Setting and Moving Decision-Making Boundaries
21. Selection of Board of Directors
22. Fate of the Company: merger, sale, major location change
Standard List of Corporate Decisions
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22. Fate of the Company: merger, sale,major location change
21. Selection of Board of Directors
20. Constitutionalism: Setting & MovingDecision-Making Boundaries
19. Corporate Strategy
18. Distribution of Profits (dividends,reinvestment, debt reduction, etc.)
17. Selection and Compensation ofSenior Management
16. Lay-off Policy, Employment Levels
15. Product, Technology, andInvestment Strategy
14. Raising Capital, Relationships withBanks and Investment Groups
13. Marketing & Advertising Strategy
12. Firing
11. Employee Compensation & Benefits
10. Asset Purchases
9. Equipment Layout
8. Promotions, Job Evaluations
7. Hiring
6. Quality Standards and Measurement
5. Safety Rules and Practices
4. Job Assignments
3. Speed of Production
2. Election of Employees’ Committee
1. Physical Working Conditions
CORPORATEPOLICY
Influence Chart
Types of Influence
MANAGERIALOPERATIONS
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Board of Directors
22. Fate of the Company: merger, sale,major location change
21. Selection of Board of Directors20. Constitutionalism: Setting & Moving
Decision-Making Boundaries19. Selection and Oversight of Senior
Management18. Distribution of Profits (dividends,
reinvestment, debt reduction, etc.)17. Management Compensation16. Lay-off Policy, Employment Levels15. Product, Technology, and
Investment Strategy14. Raising Capital, Relationships with
Banks and Investment Groups13. Marketing & Advertising Strategy12. Firing11. Employee Compensation & Benefits10. Asset Purchases9. Equipment Layout8. Promotions, Performance
Evaluation7. Hiring6. Quality Standards and Measurement5. Safety Rules and Practices4. Job Assignments3. Speed of Production2. Election of Employees’ Committee1. Physical Working Conditions
OVERALL POLICYAND STRATEGY
Influence Allocation Chart
Types of Influence
CORPORATEManagerialOperations
DEPARTMENTLocal Policy,Planning andCoordination
Management
Shareholder Voting
DecisionMaking
Represent-ation Voting
2001 Ownership Associates, Inc. Cambridge, MA.
OAwww.ownershipassociat
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Board of Directors
22. Fate of the Company: merger, sale,major location change
21. Selection of Board of Directors20. Constitutionalism: Setting & Moving
Decision-Making Boundaries19. Selection and Oversight of Senior
Management18. Distribution of Profits (dividends,
reinvestment, debt reduction, etc.)17. Management Compensation16. Lay-off Policy, Employment Levels15. Product, Technology, and
Investment Strategy14. Raising Capital, Relationships with
Banks and Investment Groups13. Marketing & Advertising Strategy12. Firing11. Employee Compensation & Benefits10. Asset Purchases9. Equipment Layout8. Promotions, Performance
Evaluation7. Hiring6. Quality Standards and Measurement5. Safety Rules and Practices4. Job Assignments3. Speed of Production2. Election of Employees’ Committee1. Physical Working Conditions
OVERALL POLICYAND STRATEGY
DirectInfluence
SharedInfluence
RepresentativeInfluence
ConsultativeInfluence
Influence Allocation Chart
Types of Influence
CORPORATEManagerialOperations
DEPARTMENTLocal Policy,Planning andCoordination
Em ployee Partic ipationCommittees/Task Forces
W ork Team s
Management
Shareholder Voting
2001 Ownership Associates, Inc. Cambridge, MA.
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Six Steps of Decision Making
1. Initiate Process
2. Gather Information
3. Generate Alternatives
4. Make the Decision
5. Inform Others
6. Review Decision