Capital Accounts and Profit Sharing: The Two Ways Employee-Owners Build Wealth

Thomas Dudley

EQUITABLEECONOMY

9

 MIN READ

Employee-owned companies are great at building wealth for working people. Take WinCo Foods. After roughly 40 years as an ESOP, the 130 workers at a single store in Corvallis, Oregon had a combined $100M in ownership wealth and across the company, over 400 front-line employees were “millionaire grocery clerks”. Or consider Springfield Remanufacturing Company (SRC). From 1983 through 2017, the company paid nearly $100M in distributions to its employee-owners. CEO Jack Stack highlights one person who, “started here in 1983 making $7.50 an hour [and] has now got $1.2 million.”

While not every employee-owner will become a millionaire, research shows that these remarkable examples highlight broader trends. The National Center for Employee Ownership found that, on average, employee-owners have nearly double the retirement wealth compared to non-employee-owners ($170,326 versus $80,339). At Certified Employee-Owned, we used data from the Federal Reserve to show that if every American business became employee-owned, wealth inequality would be reduced to historic lows and the wealth of the median household would increase from $121,760 to $230,076. 

How are employee-owned companies helping people build this much wealth? While there are many ways to create and run an employee-owned company, there are only two ways that these businesses put money in the pockets of their workers: capital accounts and profit sharing

Capital Accounts

Capital accounts are distinct accounts that track the ownership value held by individual employees. Capital accounts can hold company stock directly or they can hold derivatives such as stock options. Employee Stock Ownership Plans (ESOPs), Employee Stock Purchase Plans (ESPPs), stock options or even direct share ownership are all forms of capital accounts. An individual’s capital account is typically funded through an initial grant or annual contributions, either made by the company as in an ESOP, or funded by the employee-owner, as in an ESPP. Today there are over 5,100 employee-owned companies using capital accounts. 

The key feature of capital accounts is compound growth. The value of an employee’s capital account is tied to the performance of the company through the share price. Assuming the business is performing well, the company’s share price will increase and the value of the capital account will go up. Importantly, the increase in value from share price growth applies both to contributions as well as prior share price growth, a process known as compounding. 

Compound growth is how employee-owners build potentially life-changing wealth over time. Specifics vary widely, but many reasonable scenarios that reflect real-world practice lead to six-figure wealth building, and, as we saw with WinCo and SRC, companies that are employee-owned for 25+ years usually have front-line millionaires. While compound growth has tremendous wealth-building potential, the key ingredient is time. Drawing the account down will erase the compounding, and building substantial wealth typically requires the capital account is untouched for 20 years or more. 

Eventually the employee-owner must be able to turn the capital account back into cash. Because employee-owned companies are private, there are generally two options: the company buys the share back or the accounts are cashed out when the company is sold. Due to the nature of business valuation, companies almost never will have enough cash on hand to buy back all shares at any given point in time.

This leads to a situation at mature capital account companies called “share recycling” where shares are bought from selling owners and recycled back to new owners. For example, at ESOPs shares are bought back from employee-owners who have left the company, maybe because they retired. This is a time-tested practice that can continue for a long time so long as both the employee ownership plan and the company are managed well. 

Profit Sharing

Profit sharing is when a company distributes some portion of profits back to employees as cash on a regular cadence. Profit sharing is a flexible concept that is implemented in a variety of ways and not all forms of profit sharing can be considered ownership. For example, a plan that exists solely at the discretion of management can provide a nice benefit, but it is not ownership because it can be taken away by management without any sort of monetary compensation to the employees. 

In line with our certification standards, to be considered ownership a profit sharing plan must have a legal claim on part or all of the business and it must have codified distribution rules that are inclusive and not overly concentrated. Formal profit-sharing benefit plans that own shares of company stock meet these criteria, but in our experience these plans rarely own enough of the company for it to qualify as “employee-owned”. 

Currently we see just two types of employee-owned companies where the primary wealth building mechanism is profit sharing and enough of the company is owned by the profit-sharing structure to qualify as employee-owned:  Worker Cooperatives and Employee Ownership Trusts (EOTs). We know of roughly 350 companies operating through these two vehicles today.

The key feature of profit sharing is liquidity. Profit sharing is typically done on a quarterly or annual basis, and once the profits are in and the benefit is calculated a check is cut to qualifying employee-owners within a few weeks. Profit sharing is immediately useful to employee-owners. 

Tradeoffs Between Capital Accounts and Profit Sharing

The basic structure of capital accounts and profit sharing leads to a tradeoff between timing and wealth creation that impacts people and has implications for investing in growth. 

Wealth Building

Due to compound growth, capital accounts help employee-owners build more wealth than profit sharing. Specifics vary, but typically after 30 years compound growth is responsible for at least 80% of the value of a capital account. If the account owner had instead received their annual allocations of stock as cash payments, for example through profit sharing, they would have received just one fifth of the value of the capital account over time. I doubt that any employee-owner has ever built a million dollars in wealth through profit sharing alone.

Liquidity (Timing of Payments)

While capital accounts have greater wealth-building potential, profit sharing provides money to employee-owners sooner. Most capital account structures at employee-owned companies simply don’t give people the option to withdraw value before retirement because it would not be feasible for the business. On top of that, regularly withdrawing a portion of your capital account will diminish or even completely offset the benefits of compounding. 

Delayed gratification is inherent in the concept of capital accounts just as liquidity is inherent in the concept of profit sharing. The ultimate point of employee ownership is to create better lives for working people and if people have immediate needs, it simply might not be feasible to wait. While profit sharing has lower total wealth building potential, it provides greater liquidity and that tradeoff might be well-worth it for employee-owners, especially for those making a lower income. 

Investing in Growth

The difference in payment timing between profit sharing and capital accounts has implications for how a company invests in its growth. Theoretically, the immediacy of profit sharing disincentives investing in the business, since investments reduce profit now in exchange for profit later. For example, consider a company thinking about using some excess cash this year to buy a piece of equipment that would increase profitability multiple years in the future. If employee-owners have a strong need for money now, what are they likely to choose? 

Capital accounts are fundamentally long-term and therefore can be much better for long-term alignment. Of course, the specific fit will likely depend quite a bit on industry. If the company is involved in a people-oriented business that involves little capital, for example consulting, profit sharing might do better in terms of aligning incentives. But if a lumpy investment is required, shares might be better. 

Why Not Both?

Considering the advantages of both capital accounts and profit sharing it’s tempting to ask: why not do both? In theory you could split the ownership of a company in any way between capital accounts and profit sharing. In practice, we find that companies tend to do one or the other. We haven’t counted exactly, but I would estimate that over 95% of employee-owned companies either have capital accounts or they have a formal profit sharing structure, and if they are owned by a profit sharing structure, such as an EOT or Worker Cooperative, it almost always owns 100% of the company.

There is a major exception: discretionary profit sharing. While not technically ownership, profit sharing that exists at the discretion of management shares the positive characteristics described above, specifically the immediacy of payment and the attendant culture-building benefits. For this reason, we see many companies that use capital accounts for their ownership while implementing a discretionary profit sharing plan as well. Typically it has a quarterly or annual cadence and the primary focus is to strengthen the connection between the success of the company and the success of the employee-owner. 

Wealth building for working people is the common thread running through all corners of the employee ownership community. Different companies in different industries employing different people will all find their own balance in the tradeoff between capital accounts and profit sharing. What’s important is to consider what’s right for your company and your people.

Special thanks to Jon Shell of Social Capital Partners who read an early version of this post and suggested the point about “Investing in Growth”. That section is adapted from his email.

-----------------

After publication, Christopher Mackin of Ownership Associates sent a thoughtful reply detailing a notable example of a non-US company that uses both profit sharing and capital accounts, as well as a template for implementing a dual structure. With permission, I am including the content of the message here for interested readers.

"Your statement that worker cooperatives and EOT's are where profit sharing employee ownership models reside is a bit problematic. You are factually correct about EOT's and most American worker cooperatives. But it is also the case that perhaps the most prominent single example of what you are calling Capital Accounts is in the Mondragon worker cooperative system of - yes - internal capital accounts. David Ellerman and the rest of us at the Industrial Cooperative Association worked hard in the 1970's and 1980's to develop model by laws for worker cooperatives (pps.16-20) that specify how to establish that internal capital account model which David thought through independently of Mondragon.

When we traveled there in the late 1970's we were amazed to find a real world example of scale that made use of the very same ideas - a membership share of stock the price of which was set and adjusted only for inflation separated from individual internal capital accounts into which annual profits were contributed and losses deducted. These same accounts obviously also compound wealth.

It is my guess that only a small percentage (say 10%?) of American worker cooperatives make use of the internal capital account system used in Mondragon. That is or will become a problem for them when the pressure to pay out cash is perceived to be a zero-sum decision on the part of members (cash for persons or undifferentiated investment in the cooperative). The internal capital account system breaks through that problem and does so in a way that is actually superior in my mind to the ESOP structure which has the benefit of capital accounts but the pressure to value those accounts using net present value methodologies."