.webp)
.svg)
£1Bn+
of EOT transactions advisedOne Team.
One Engagement.
Full service.
Is it achievable? What price do I get? How do I get paid?
These are the questions that founders ask us about a sale to an EOT and we address them in our first meeting with you.
Is it achievable?
The quick answer is "probably", but a business owner needs certainty. We explore the feasibility of a sale to an EOT in the first meeting and using our corporate finance expertise we also consider the alternatives. We will look at the business, the company’s shareholding structure, the requirements of management and consider whether the conditions for EOT Relief (12% effective CGT rate) can be met. At the end of the meeting, you will know whether an EOT sale is an achievable option for your company.
What price do I get?
The final sale price is set at the company’s market value and we confirm this as part of the independent valuation we carry out. You do not need to sell at a discount because you’re selling to an EOT. During our initial meeting, we can give you an indication of the likely valuation range at which an EOT can buy your company.
How do I get paid?
The price you get paid for your shares is based on the independent valuation. The EOT funds this from the surplus assets within the company and from the future profits of the company - normally there is no external financing involved.
Typically, you get a payment at completion from the company’s surplus cash with the balance paid over 5-8 years from the company’s post tax profits.
One team that can do the whole deal.
We offer a full advisory “one stop shop” service, managing the EOT transaction process from start to finish and providing the necessary corporate finance advice (valuation and structuring), tax clearance advice and legal input to get the transaction done. We can also take on the initial independent trustee role, which a lot of clients find very useful.
So with RVE you only need to appoint one adviser (who will work on a fixed fee quote) as opposed to having to appoint two or three different advisors and hoping they agree on matters and can coordinate their work.
People businesses.
The EOT structure has been successfully used by companies in most sectors of the UK economy. However, the EOT structure works particularly well for people businesses. We highlight below three people businesses where the EOT structure has started to make a significant impact.
Veterinary practices
"We wanted to ensure that the values at the heart of Johnson and Scott Vets - compassion, community and personalised care - continue for many years to come"
Cathy Scott (Co-Founder, J&S)
.webp)
Recruitment consultants
"The transition of ownership of the business from the Founders to the employees was definitely the right move for us as our employees and community are extremely important to us."
Paul Harris (Founder, VIBE)
Independent Financial Advisors
"We felt a loyalty to our clients and to our team. EOT is repaying our clients' trust and repaying the team's efforts."
Jo Ranger, Co-Founder, Grierson Dickens
Consultancy Providers
"We almost missed the opportunity to make it happen for our business. Do look at EOT very seriously, the flexibility and scope to meet the needs of the business is greater than you would expect."
Dr Peter Taylor, Chairman, TTP Group
12%
12% effective rate of CGT on sales to an EOT
The November 2025 Budget changed the level of EOT Relief increasing the effective rate of CGT on sales to an EOT from 0% to 12% which compares favourably to the standard rate of CGT of 24%. Whilst this change is unwelcome, the 12% CGT rate still provides a significant tax incentive to support EOT transactions.
Founders who handed their business on.
What Founders tell us they like about EOT
“Control of the sale process”
Being able to control the timing of the sale process and create a transaction structure that meets all our key stakeholder objectives makes an EOT transaction a strong option for many business owners.
“Market value and 12% CGT”
Fair market value and the attractive rate of CGT means that often EOT transactions compare favourably with other exit routes.
"Independence and legacy”
Secures the lasting independence of the company, providing job security and career development for the team and a valuable employer for the local community
Common questions.
Selling to an EOT has several major advantages for the owners. The biggest advantage for the owners can simply be the ability to sell the business at a market price which avoids the uncertainties of a sale to a trade or financial buyer or would otherwise be unattractive (for instance due to the impact the sale would have on staff or the culture of the business) or too high risk (for instance due to how an earnout might operate or the risk of sharing sensitive information with a competitor). Other key advantages include control of the sale process and earnout, low deal risks, low costs, flexibility in structuring the transaction and not having to raise external finance.
Selling to an EOT is effectively an “in-house” transaction controlled by the owners and negotiated with the company and the EOT, which the company establishes. The business is independently valued to ensure the trustees of the EOT can be satisfied they are paying a fair market value. This valuation sets the sale price to be paid to the owners which the EOT settles in cash (using any surplus cash in the business) and by issuing loan notes to the owners. The loan notes are scheduled for repayment by the EOT over the earnout period, subject to the EOT receiving funding from the company. During the earnout period or until the loan notes are fully repaid, the rights of the EOT are restricted and the former owners will continue to retain certain rights to protect their interests.
An EOT is a form of indirect employee share ownership where a controlling interest in the business is held by the EOT for the benefit of all employees. EOTs were introduced in 2014 by the coalition government to promote wider share ownership and more diverse ways of running a business that could create long term sustainable growth. The incentive for owners to sell to EOTs are the very generous tax breaks offered. An EOT is run by trustees a majority of which must be independent of the owner(s). Trustees typically include the company’s directors, employees and external professionals.
An EOT sale is a share transaction where a founder/the shareholders sell more than 50% of the Company (but typically 100%) to a trust (the EOT) which has been set up for the benefit of the employees. The sale price is determined by an independent valuation. The sale consideration is funded by the Company itself, with any surplus cash within the Company utilised to pay some of the sale consideration at completion, with the balance payable over 5-8 years out of the future profits of the Company.
RVE acts as the adviser to the Company to execute the transaction, carrying out work over 6 phases: feasibility review, transaction structuring, valuation, tax clearance, legal transaction documents drafting, completion. An EOT transaction typically completes in 4 months.
An Employee Ownership Trust (EOT) is a UK structure that lets a founder / controlling shareholders sell a controlling stake (50.1% -100.0%) in a UK trading company to a trust which is established to hold the shares for the benefit of all the employees of the Company. The trust holds the shares; the staff become the long-term indirect owners of the Company through the trust. It is the most tax-advantaged exit route for most UK private-company founders / shareholders, with 50% Capital Gains Tax relief on qualifying sales since 26 November 2025, such that the effective rate of CGT on sale of shares to an EOT is 12%, compared to the BADR rate of CGT at 18% (applied on the first £1m of gain) and standard rate of CGT at 24%.