FAQs DOCUMENT

The Role of the Employee Trustee Director

In much the same way as the main FAQs document, we worked hard to remove any confusion from people’s understanding of their representation at a trust level.

The document was designed to both inform and spark interest in people putting their names into the hat for the role of Employee Trustee Director.

BECOMING AN EMPLOYEE TRUSTEE DIRECTOR

As part of our transition to employee ownership, we are establishing the Eyeful Presentations Employee Ownership Trust. This trust will be a very important part of our organisation as it will ultimately control the ownership of our business.

The Employee Ownership Trust is in turn controlled by a group of trustee directors and will hold all the assets of the trust on behalf of the beneficiaries of the trust. The beneficiaries of the trust are all the employees of the company.

The trust will always hold a majority of the shares in the company.

However, the board of directors is the group that has day-to-day control of the operational running of the company. The trustee directors would normally leave the board / management team to manage the business.

What is an Employee Trustee Director Responsible for?

Certain key decisions in the business will only be able to take place with the consent of the trustee directors.

The trustee directors’ role is usually to look long term and to safeguard the business and the employees. All the decisions of the trustee directors must be in the best interests of the employees. The trustee directors may also take account of the interests of future employees.

The decisions of the trust must be taken in accordance with the Deed of Trust that will establish the trust (this is being finetuned at the moment). It is important that anyone who is appointed as a trustee director is familiar with this Deed of Trust.

We anticipate that the trustee directors will meet between two to four times a year, but there may be a need for additional meetings from time to time.

The Eyeful Presentations EOT will have two of our employees as Employee Trustee Directors, who will be directors of a special corporate trustee that will control the trust.

An Employee Trustee Director is an individual who:

Becomes a trustee director of the Eyeful Presentations Employee Ownership Trust.
Cannot be a director of the company Board.
Is an employee with at least twelve months of continuous service, and is not on probation or working their notice.
Will be elected by an all-employee ballot. To be eligible to vote in this election, employees must not be on probation. Directors of the company cannot vote in the election.
Will serve a term of three years, after which they can be appointed for a further term of three years. There is a two-term limit after which someone else must be appointed. However, one of the initial two Employee Trustee Directors will serve an initial term of two years, to create a stagger. After this point it will be three-year terms as normal.

Employee Trustee Directors will be able to resign from the Trust with a month’s notice should they wish.

Who else is on the EOT Board?

There will be three other trustee directors of the trust – Simon Morton will have a position as a Founder Trustee Director whilst any sums remain owed to him and Lisa Morton by the Trust. The Board of the Company will have the right to appoint one further Trustee Director – to begin with this will be one of Luke Riordan and Lloyd Carter. Finally, there will also be an Independent Trustee Director – likely to be the Company’s accountant, Jeff Lermer – appointed on such terms as the trustees as a group decide.

The role of a Trustee Director is obviously important, and the company will ensure that sufficient time and support is provided to the individuals who take on this appointment. This will include ensuring that all meetings occur during normal working hours. However, note that there is no payment or financial reward for anyone taking on the role of an Employee Trustee Director (although out of pocket expenses will be met).

Special training for all the initial trustee directors will be provided prior to the trust acquiring any shares in the company.

Key Dates

w/b 6th June: Q&A sessions with Simon and Luke or Lloyd to discuss any further questions, particularly for anyone interested in being an Employee Trustee Director.
17th June: Deadline to let Simon, Luke or Lloyd know (via email / in person) if you wish to put your name on the ballot sheet.
22nd June: election process starts – everyone has a week to cast their votes.
29th June: election results announced. Two employees will become Employee Trustee Directors.
Mid July: training session for elected Trustee Directors to take place this week.
Late August/Early September: completion of sale of shares to EOT.
Please contact Simon, Luke or Lloyd by 17th June if you have any further queries.