Being A Board Member of an ESOP Company

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Effective Boards of Directors: Best Practices in Governing an ESOP Board Member Case Study September 16, 2014 Jenny Briggs & Paul Hudnut New Belgium Brewing Co.

description

A presentation to the National Center for Employee Ownership (NCEO) session on boards and governance based on my experience as an independent board member at New Belgium Brewing Co.

Transcript of Being A Board Member of an ESOP Company

Page 1: Being A Board Member of an ESOP Company

Effective Boards of Directors: Best Practices

in Governing an ESOP

Board Member Case StudySeptember 16, 2014

Jenny Briggs & Paul HudnutNew Belgium Brewing Co.

Page 2: Being A Board Member of an ESOP Company

About New Belgium BrewingYour logo here

Page 3: Being A Board Member of an ESOP Company

Getting a Taste for Co-worker Ownership

• 1996 Co-workers granted 10% ownership– 28 people; 55,000 barrels

• 1999 ESOP purchases 32% ownership– 90 people; 148,000 barrels

• 2009 ESOP has 41.5% ownership– 339 people; 568,000 barrels

• 2012 ESOP becomes 100% owner– 457 people, 764,000 barrels

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Page 4: Being A Board Member of an ESOP Company

Crafting Our Culture

• Core Values and Beliefs• Employee Ownership• Open Book Management• High Engagement Culture• B Corporation• Advocacy

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Page 5: Being A Board Member of an ESOP Company

The Board’s Work- WHO

• Prior to 2006- Owners • 2006- 8 Owners, 1 co-worker representative

and 3 independent advisors• 2008 2 owners (CEO and CFO) and 2

independent directors• 2014 2 owners (CEO and COO) and 3

independent directors

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Page 6: Being A Board Member of an ESOP Company

The Board’s Work- WHAT

• Strategy– Business plan review– Long Range Planning– Partnerships and Transactions

• Succession – Leadership– Geographic growth

• Soul– Culture– Rippling

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The Board’s Work- HOW

• Close, trusting relationships• Respect for different skills and perspectives• Open communication• Preparation and participation• Ebb and flow from strategic to operational• Meeting cadence:

– Face to face 4-6 x/year– Monthly calls

• Several hours/week to … 24/7• Committees- only when needed

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Are ESOP Boards Different?

• Independent directors• Stakeholder priorities

– Investors– Employees

• Specialty advisors• Guard Rails

– Trustee relationships and agreements– Legal– Operating Covenants

• Long term view

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Page 9: Being A Board Member of an ESOP Company

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