Transaction Structuring

Transaction Structuring for EOT Sales

Introduction: The success of an Employee Ownership Trust (EOT) transaction depends on structuring and execution. A well-structured (and executed) EOT transaction enables 100% Capital Gains Tax relief to be claimed, protects employee interests, and secures the long-term health of the business.

At EotOwl, we specialise in designing and implementing tax-compliant, commercially sound EOT structures tailored to each client’s unique circumstances. Our tax experts balance tax requirements, shareholder objectives, employee considerations, and future cash flow, ensuring your EOT works not only on paper, but in practice.

Why It Matters: EOT legislation provides significant tax incentives, but only if all conditions are met and the structure holds up under scrutiny. Poor structuring can result in:

Loss of CGT Relief.
Unintended Income Tax or PAYE liabilities.
Breaches of trust law.
Compliance failures with HMRC.
Post-sale disputes or commercial instability

Every aspect of the sale, from the share transfer mechanism to the trust deed, valuation methodology, and deferred consideration terms, must be carefully thought through, aligned, and documented. Tax risks must be mitigated.

With multiple stakeholders involved (shareholders, trustees, employees, advisers, HMRC etc.), clear structuring is what holds the transaction together. Our role is to ensure that the transaction is structured in a way which is fully compliant with tax law, to ensure that no Capital Gains Tax liabilities are incurred, and that exposure to other tax risks are mitigated.

Our Approach:

What You Get:

Get expert support to structure your EOT transaction correctly from the start.

Transaction Structuring