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How to Build the Right Team for Your Employee Ownership Transition

How to Build the Right Team for Your Employee Ownership Transition

The right advisory team isn’t just about finding employee ownership experts. It’s about understanding which roles require specialized EOT experience, how the pieces fit together, and how the team you assemble directly influences the structure you ultimately build.

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If you're exploring employee ownership, you've likely already started talking with advisors about what a transition could look like for your business.

You may have started with your corporate counsel or CPA to learn more about your options, who then recommended bringing in additional support — legal, financial, valuation, and employee ownership specialists can each play an important role in the process.

But because most owners only go through this transition once, it’s not always obvious where to start, who should be involved, or what to look for when building your team.

And while many employee ownership conversations can sound similar on the surface, there isn’t a cookie-cutter approach to structuring these transactions. The team you assemble early on can have a meaningful impact on whether the structure ultimately fits your business, your goals, and your budget.

An Employee Ownership Trust (EOT) isn’t a one-time event; it’s a long-term ownership structure and operating model that governs how the business operates, how employees participate, and how value is shared for years after the transaction closes.

Which means the team you assemble will shape the structure you get. Gaps in expertise tend to show up as gaps in the design — and they’re much harder to fix after close than before.

The good news: building the right team isn’t as complicated — or as cost-prohibitive — as it can feel from the outside. EOTs are often one of the more affordable ways to transition to employee ownership, but this is also one of the most important decisions in your company’s history. Having the right expertise at the table matters. 

Who belongs on an employee ownership transition team?

For most owners pursuing an Employee Ownership Trust, the core team includes:

  • Legal counsel, covering corporate governance, transactions, trusts and estate planning, and tax law — typically handled by one to two legal partners.

  • A CPA or tax advisor, supporting both the company and the seller.

  • An employee ownership advisor with direct EOT experience.

  • A third-party valuation firm.

Depending on your situation, you may also need:

  • A lender or equity partner, if you're financing the buyout externally.

  • An exit planner, if you're already working with one.

  • A personal financial advisor or estate planner.

Here’s one of the things many owners don’t realize from their first few conversations about EOTs: not everyone on the team needs employee ownership experience.

In many cases, businesses can continue working with existing advisors who already bring relevant experience to the process. However, there are specific roles where direct EOT experience across multiple transactions genuinely matters.

Knowing which is which helps you spend your attention and your budget where it actually makes a difference.

Legal counsel

Your legal counsel brings together expertise across corporate governance, transactions, trusts and estate planning, and tax law. These practice areas may be covered by a single firm or — more commonly — by one or two legal partners working together: one handling the transaction structure, governance documents, and corporate matters; the other designing the trust itself, the legal entity that will own the company on behalf of employees.

Does employee ownership experience matter? 

It depends on which part of the legal work you're looking at.

On the corporate side, employee ownership experience is helpful but not required. The transaction mechanics of an EOT are generally within reach for corporate attorneys who have worked on private company sales. The bigger consideration is their ability to coordinate closely with the trust attorney, who will typically lead the trust-specific design and structuring work.

On the trust side, what matters is purpose trust experience — the legal vehicle used for EOTs. Employee ownership-specific experience is a valuable bonus, but it’s not the core qualification. Purpose trust experience is.

A purpose trust is structurally distinct from a traditional trust. Instead of naming specific individuals as beneficiaries, a purpose trust exists to fulfill a defined purpose. Trust and estate attorneys without purpose trust experience may still be able to support an EOT transaction successfully, but they’re often learning a specialized structure in real time, which can add cost, time, and complexity to the process.

This is also where the division of labor between your legal team and your employee ownership advisor becomes important.

Your counsel handles the mechanics of structuring the purpose trust correctly. Your employee ownership advisor brings the employee ownership perspective: what the company is trying to achieve through ownership, how profit-sharing should function in practice, how governance should reflect the company's culture, and what the seller and employees need the structure to do. 

A trust attorney who deeply understands purpose trusts will work directly with an experienced employee ownership advisor to translate those goals into a sound legal structure.

What to look for

For corporate counsel, prioritize experience with private company transactions, comfort coordinating with specialists, and a willingness to defer to the trust attorney on trust design rather than trying to retrofit it through a corporate lens. Existing corporate counsel will often continue playing the lead legal role in the process.

For trust counsel, look for direct purpose trust experience, plus either a track record of working alongside employee ownership advisors and corporate counsel on prior transactions or a clear willingness to collaborate.

Questions to ask

  • How many purpose trusts has your trust attorney designed, and have any of those been Employee Ownership Trusts?

  • How does your trust attorney typically work with employee ownership advisors on the ownership elements of the structure?

  • How often have your corporate and trust attorneys worked together on transactions like this?

CPA or tax advisor

Your CPA or tax advisor handles tax planning and analysis for both the company and the seller — two distinct areas of work that will be impacted by the transaction. Often, your existing CPA can support this work, sometimes with input from a specialist on specific questions.

Does employee ownership experience matter? 

It can be helpful, but it’s not always necessary. The tax mechanics of an EOT aren’t beyond the reach of a capable CPA — but the bigger consideration is timing. Tax outcomes for the company, the seller, and the trust are shaped by decisions made early in the structuring process.

Your CPA needs to be involved while those decisions are still being made, not just brought in later to execute them.

What to look for

A CPA willing to engage in the structuring conversation, not just the tax filing. A CPA who shows up only to file isn't going to catch the optimizations that matter most.

Third-party valuation firm

The valuation firm establishes the fair market value of the company, which helps set the transaction price.

Does employee ownership experience matter? 

Not necessarily. Employee Stock Ownership Plans (ESOPs) have specific requirements that often call for firms with specialized ESOP valuation experience. EOTs do not carry the same regulatory requirements, so employee ownership valuation experience isn’t always necessary. Depending on their expertise and role, your employee ownership advisor may also be able to manage this process.

What to look for 

Experience with private company valuations and a clear methodology for how the valuation is developed.

Lender or equity partner

If you're not financing the transaction entirely through seller financing, a lender or equity partner provides the external capital — debt, equity, or both — that funds the buyout.

Does employee ownership experience matter? 

It’s not always required, but it can be valuable. Financing partners who have worked on employee ownership transitions before will usually understand the structure and move faster. Those who haven’t may push back on terms or require structural changes that complicate the goals behind the transition.

That doesn’t mean they can’t still be strong financing partners. In fact, many companies may choose to work with their existing banking relationship for the senior debt. But it does mean your transition team should be prepared to help bridge the gap between the financing partner and the trust structure.

Exit planner

If you're working with an exit planner, they're likely helping you think through your post-sale life, financial planning, and broader goals behind the transition.

Does employee ownership experience matter? 

Not necessarily. An exit planner's value is in helping you think about you — your goals, your timing, your post-transition life, your financial goals. 

They don't need to be an EOT expert, but they should be willing to work alongside your employee ownership advisor rather than steer you toward more familiar structures simply because those are the ones they know best.

Employee ownership advisor

Your employee ownership advisor is the connective tissue of the entire EOT transaction and typically coordinates across all parties to keep the process aligned and help avoid unnecessary complexity and cost. 

They help you think through whether employee ownership is the right path, what structure fits your business goals, what the trust needs to accomplish, how to model the financials, how to sequence the work across the rest of the team, and how to roll out and operationalize the structure with your employees. 

They’re also the person most directly responsible for keeping the rest of the transition team aligned — coordinating across legal, tax, valuation, and financing efforts so decisions get made in the right order and the pieces fit together.

Does employee ownership experience matter? 

Yes, and specifically EOT experience if that’s the structure you’re pursuing.

If you’re still comparing ESOPs and EOTs, it’s important to understand that the advisory teams and structural considerations can differ meaningfully between the two approaches.

Employee Ownership Trusts are still relatively new in the US, and conceptual familiarity isn't the same as having taken transactions all the way through. 

The questions that matter most — how to balance seller liquidity against long-term company resilience, how to structure profit-sharing, what governance should look like — are best answered by someone who has navigated those tradeoffs in real transactions.

What to look for

  • They've taken EOT transactions from exploration through close and into post-close operation — not just modeled or advised in theory.

  • They have a clear philosophy on how to structure employee ownership and can explain what their recommendations are designed to prioritize, along with the potential tradeoffs.

  • They can connect you with past clients, including those already operating as employee-owned businesses. A reference at signing tells you less than one that reflects how the structure has functioned over time.

  • They work regularly with a network of trust attorneys, lenders, and CPAs who understand EOTs. Advisors who assemble the team from scratch each time often run slower, more expensive processes because more alignment has to happen in real time.

Questions to ask

  • How many EOT transactions have you closed?

  • What have you learned about structuring EOT transactions based on how it’s going for your previous clients?

  • How do you think about balancing seller liquidity, employee benefit, and long-term company resilience?

  • What’s your fee structure?

  • Who do you typically bring into the process for legal, tax, valuation, and financing support?

How does an employee ownership transition team work together?

Most of what determines whether a transition goes well isn’t any single team member’s expertise. It’s how the team coordinates.

Employee ownership transactions involve decisions that cross legal, tax, financial, and operational domains — often simultaneously. 

The trust design affects the tax outcome. The financing structure affects the trust design. The valuation affects the financing. The seller’s personal planning touches all of it.

Those interdependencies matter because decisions rarely happen in isolation. When the team coordinates well, work happens in the right order, and the structure comes together coherently. When they don't, owners can end up revisiting decisions they thought were settled or discovering too late that choices made independently don’t align cleanly.

That’s one of the underappreciated reasons employee ownership advisors with established partner networks tend to deliver better outcomes. It’s not because every partner in that network is automatically better — it’s because the team has already worked through the coordination challenges before. 

If you’re building a team from scratch, be sure to account for the additional time, cost, and coordination effort that can come with it.

Where to start

As you start assembling your transaction team, an employee ownership advisor is usually the first seat to fill.

That’s partly because the employee ownership advisor helps shape the rest of the team. But it’s also because the right advisor can help you understand which of your existing advisors can stay involved, where specialized experience is needed, and how the full team should work together.

Ultimately, building your transition team isn’t just about credentials or training. It’s about finding people who can work through a layered set of decisions with you, stay engaged as those decisions evolve, and bring the right expertise together at the right time.

If you’re exploring employee ownership or want a second perspective on your current approach, we’re always happy to compare notes and share what we’re seeing across other transitions. Let’s talk.

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Zoe Schlag

Zoe Schlag

CEO & Founder

Zoe leads our investment practice, and helps companies organize capital that doesn't compromise their values. She has worked for over a decade in impact investing, including with TechStars and Schmidt Futures, and sees Common Trust's work as a critical component to leaving the economy better than we found it.