Case study: Fullers (Builders) Limited Employee Ownership Trust
"This is the most significant day in our history, ” - William Fuller.
Five generations of experience
Fullers Builders is one of London’s most experienced specialist building contractors. Operating from their Walthamstow base since 1872, they specialise in conservation, repair and restoration of buildings of historic interest and have won many awards for their work. The business has been in the family for the entirety of its near 150 year history, most recently owned and run by William and Sarah Fuller.
William and Sarah have successfully run the business for a number of years, though were faced with the prospect of having no natural succession in order to ensure the business remained in the family. Having been a client of Rickard Luckin for over 20 years, recent discussions have indicated that they were keen to ensure that the company, and in particular its loyal team of employees, were able to continue in a business that retained its family-run values and traditional approach to craftsmanship that has led to such success over the years. However, this was not something that William and Sarah could manage forever, and therefore plans needed to be made.
Planning for the future
Having discussed various options and approaches that could be taken, we made William and Sarah aware of an Employee Ownership Trust (EOT) structure which could facilitate the desire to protect their team and its traditions, as well as offering them both a suitable but gradual retreat from the business over a number of years.
EOTs are not a new concept, but are becoming increasingly used where an exit from a business is driven more by the desire to leave behind the right legacy than other factors. Some high profile examples of the model in action are The John Lewis Partnerhip, and more recently Richer Sounds. EOTs effectively pass the ownership of the business to the employees (via a Trust and not in individual name) for their benefit. It is intended to foster a culture of employee engagement and input, and also allow employees to benefit from the fruits of their labour.
The process itself is not simple, but with the help of experts from Birketts solicitors; Lisa Hayward and Heidi Bond, we have collectively navigated William and Sarah through the various stages to a successful point of completion. The Rickard Luckin team have been instrumental in dealing with a number of the core aspects;
Reviewing the pros and cons of undertaking the EOT with the client, from a fiscal perspective but also commercially.
- Setting out the tax implications of the transaction in detail, and in particular the conditions they needed to meet in order to qualify for the transaction and to not suffer any CGT (a relief the Government created to encourage others to follow the same path).
Undertaking an independent valuation of the company.
Obtaining HMRC clearances to confirm that the tax-advantaged treatment should apply.
General project management and contributing to the discussions with Birketts and the Trustee Directors.
The preservation of a workforce
After much hard work from everyone involved we are delighted to announce that on 30 September 2021, Fullers (Builders) Limited was successfully sold to its Employee Ownership Trust.
“This is the most significant day in our history,” says William Fuller. “Businesses that recognise and appreciate their employees are needed more than ever to respond to the challenge of providing high levels of craftsmanship whilst recognising that we work within an industry that is enduring a dwindling traditionally skilled workforce.”
It goes without saying that working with William and Sarah to achieve this has been an absolute pleasure for the team at Rickard Luckin. Michael Breame, Director at Rickard Luckin adds:
“William and Sarah have always been motivated by the preservation of their workforce, caring deeply about their loyal team and this has been one of the underlying reasons they have achieved success over the years. I am absolutely delighted for them that they have been able to pass the business on to their team in this way, and am sure that the business will continue successfully as a result. As for William and Sarah, whilst I know they will still be involved for a number of years, I hope this is the first step for them into a long and happy future. Being involved in their journey has been very fulfilling and gives me great satisfaction that we have helped William and Sarah achieve this.”
EOTs are not for everyone, but what is important is to consider where your business is heading and what your ultimate goals are, so that you can plan and work towards this with the help and support of those around you.
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