Sixth Annual ESOP U
August 15-16, 2013
Pinehurst, NC
Basics of an ESOP Committee
Jennifer Weitzel, Salem Distributing Company
Dennis Lofe, Wilson Senior Care
Lonnie Peppler-Moyer, Monroe Publishing
Caryn McNeill, Smith Anderson
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Different Goals …
•
•
•
•
Oversee administration of the ESOP
Provide fiduciary direction to the ESOP Trustee
Serve as ESOP advocates
Make recommendations to management
about ESOP-related issues
• Provide two-way communication between
employee owners and management
• Help the company achieve its strategic goals
2
Lead to Different Functions
Fiduciary Functions
Non-Fiduciary Functions
Serving as “plan administrator” of the
ESOP
Communicating the ESOP and
championing employee ownership
Making decisions affecting the ESOP
Making recommendations to
management about ESOP issues
Advising the ESOP trustee about ESOP
issues
Conducting ownership and/or business
training
Conducting new employee orientation
Publishing newsletters
Soliciting employee input on policy issues
3
And Yield Different Committees
ESOP Fiduciary Committees
vs.
ESOP Communication Committees
4
Introduction
• What type of committee is your committee?
• What are its goals and functions?
Wilson Senior Care
"WSC Ambassadors"
5
Introduction
• What type of committee is your committee?
• What are its goals and functions?
Salem Distributing Company
“ESOP Committee”
6
Introduction
• What types of committees have you got?
• What are their goals and functions?
Monroe Publishing
“ESOP Advisory Council”
“Administrative Committee”
7
Governance
• Does your committee have a charter or other
governing document?
• If so, what kinds of things does it address?
• Does it clearly spell out the roles and
responsibilities of committee members?
8
Committee Membership
• How many members does your committee
have?
• Who is eligible to serve?
• How are they selected?
• Is there a limit to how long they can serve?
• How do you replace committee members who
leave the company or resign from the
committee?
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Committee Membership, Cont’d
• What sort of time commitment is involved in
being a committee member?
• Are committee members compensated?
• Do committee members receive training?
• Do you have difficulty recruiting committee
members?
• Do you have any employee-owners on your
board of directors?
10
Committee Leadership
• Does your committee have its own leaders?
• What are their titles?
• How are they selected?
11
Meeting Logistics
• How often does your committee meet?
• Who provides the administrative support for
your committee?
• Do you route a meeting notice and agenda
before the meeting?
• Do you take minutes?
12
Structure Generally
• Are there any aspects of how your committee
is structured that you are considering
changing?
• Do you evaluate the effectiveness of your
committee or monitor its impact?
• What one aspect of how an ESOP committee
is structured is most important to its ultimate
success?
13
Education
• How do you educate employees about the
ESOP?
– New employee orientation?
– ESOP 101?
– Other?
• How important is employee education in the
activities of your committee? Do all your
activities have an educational component?
14
Communication
• Do you do any other communication about
the ESOP?
– Newsletters?
– Other?
15
Celebration
• Do you hold events that celebrate your ESOP
and your company’s ownership culture?
16
Engagement
• How do you keep employee owners engaged
so that they have an “I’m an owner” mindset?
17
Adding It All Up
• Does your ESOP Committee make a difference
in the life of your ESOP company?
• What’s the single most effective thing you do?
• What advice would you give to a new ESOP
company just establishing an ESOP
committee?
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Questions & Answers
Jennifer Weitzel
Salem Distributing Company
5901 Gun Club Road
Winston Salem, NC 27103
Phone: 336-201-5398
Email: jweitzel@salemdist.com
Dennis Lofe
Wilson Senior Care
116 Cashua Street
Darlington, South Carolina 29532
Phone: 843-395-8977
Email: dlofe@wilsonseniorcare.com
Lonnie Peppler-Moyer
Monroe Publishing Co.
20 W. First Street
Monroe, MI 48161
Phone: 734-242-1100 x221
Email: lonnie@monroenews.com
Caryn McNeill
Smith, Anderson, Blount, Dorsett,
Mitchell & Jernigan, L.L.P.
150 Fayetteville Street, Suite 2300
Raleigh, NC 27601
Phone: 919-821-6746
Email: cmcneill@smithlaw.com
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