The Big Benefits of Employee Ownership

数十年来，美国的贫富差距越来越严重。资源集中在顶部造成的影响遍及整个社会，从经济增长减慢到民主退化。在商业领域，与财富分配不均相关的问题严重得让公司感到不得不采取行动。越来越多的企业为了在社会中发挥疗愈作用，承诺不再只关注股东利益、会关注所有利益相关者。大部分人的疑问是，要怎么做？    

For decades now, the wealth gap in the United States has been growing wider. The effects of this concentration of resources at the top can be felt throughout society, from slowed economic growth to the degradation of democracy itself. In the business world, the problems associated with wealth inequality are stark enough that companies increasingly feel compelled to act. More and more businesses are promising to look to the interests of stakeholders, not just shareholders, in an effort to play a healing role in society. The question for most is, How?

对于不平等问题的政策解决方案，如增税，企业领导者影响力有限。不过，企业领导者依然可以让员工获得公司股权，借以产生直接、即时、有针对性的影响。      

Business leaders have limited influence over potential policy solutions to inequality, such as tax increases. Still, they can have a direct, immediate, and targeted impact by giving employees ownership stakes in their companies.

员工持股并不是个新鲜的概念，但却普遍被忽视——尽管这种模式已被证明对员工和企业主都有利。许多学术研究表明，公司若有30%以上的股份由广泛的员工群体持有、所有员工都能持股且限制股权集中，效益就会更高、发展更快，而且出局的可能性低于其他对手。员工持股全国研究中心最近一项研究表明，与没有持股的员工相比，股东员工的薪水和净资产更高，获得的福利更好，在经济下行时期由于裁员和外包而失业的可能性较低。     

Employee ownership isn’t a new idea, but it’s widely overlooked — surprisingly so, given how the model has been shown to benefit not just workers but also owners. According to numerous academic studies, companies where at least 30% of the shares are owned by a broad-based group of employees, where all employees have access to ownership, and where the concentration of ownership is limited are more productive, grow faster, and are less likely to go out of business than their counterparts. According to recent research by the National Center for Employee Ownership, employee-owners have higher wages and net worths, receive better benefits, and are less likely to lose jobs to cuts and outsourcing during a downturn, compared with workers who don’t have ownership stakes in their organizations.

员工持股被证明是有益的；不同于新的政策提案或新的ESG模型，员工持股的益处有数十年研究成果支持。希望转为员工持股的企业可以在各行各业找到各种不同规模和年龄、不同所有权结构的例子。如果更多的组织采用员工持股制度，即使是有限持股，也会产生深远的影响。根据我们的研究，企业若能广泛采用由员工持有30%股份的模式，将能够让边缘人群获得足以改变生活的利益。

The benefits of employee ownership are proven; unlike new policy proposals or novel ESG models, decades of evidence back them up. Companies looking to convert to employee ownership can find examples across industries, firm sizes and ages, and ownership stakes. If more organizations adopted even limited employee ownership, the results could be profound. In fact, according to our research, broad adoption of the 30% employee-owned model could create life-changing gains for marginalized populations.

资本和财富不平等

Capital and Wealth Inequality

员工持股有何特殊之处？其一，可以实现其他许多旨在解决不平等问题的方案难以实现的效果：帮助更多的人通过积累资产来建立财富。企业所有权是美国财富最集中的形式之一，绝大部分企业财富掌握在最富裕的1%美国人手中，90%以上的财富集中在顶层10%的人群。底层的50%家庭平均持有的私有公司股份仅825美元，上市公司股份仅为522美元。最穷的一半人只持有全部企业所有权的约0.25%。     

What’s so special about employee ownership? For one, it can accomplish something that many other inequality solutions struggle to: helping more people build wealth through the accumulation of assets. Business ownership is among the most concentrated forms of wealth in the U.S., with the richest 1% of Americans owning a majority of all business wealth, and the top 10% owning more than 90%. Meanwhile, households in the bottom 50% own an average of just $825 in private company stock and $522 in public company stock. The poorest half of the population accounts for around just 0.25% of all business ownership.

股权集中可以解释美国的财富不平等问题为何发展到前所未有的程度。富人拥有大量资产，资产回报令他们的财富以美国大部分人靠薪水无法企及的速度增长。      

This concentration of ownership helps explain how wealth inequality in the United States has grown to levels that have rarely been seen in recorded history. The returns on the assets owned by the rich allow them to grow their wealth at rates that the majority of Americans cannot match when they are relying largely on wages.

美联储每三年开展一次的消费者财务状况调查（Survey of Consumer Finances，简称SCF）数据表明，富人的大部分资产是企业股权。根据SCF调查结果，美国最富有的1%平均资产为2840万美元，其中1080万是私有公司股权。另有平均至少510万投资于上市公司股票。总体而言，在最富有的1%人的资产组合中，企业股权占56%以上。      

Data from the Survey of Consumer Finances (SCF), a triennial survey of household wealth conducted by the Federal Reserve Board, shows that the rich’s largest asset is the ownership of businesses. According to the SCF, the richest 1% of Americans have an average of $28.4 million in assets, and $10.8 million of that is held in private companies. At least another $5.1 million, on average, is invested in shares of public companies. In total, business ownership tends to account for over 56% of the portfolio of the top 1% of households.

综上所述，不难看出，大部分人被股东阶级拒之门外，是推动财富不平等的一大因素。世界不平等数据库（World Inequality Database）的数据表明，2019年，美国最富有的1%人控制着35%的财富，中间40%的人只有28%的财富。中间40%的人拥有的财富达到高峰是在1985年，当时比例为35%，最富有的1%则只拥有24%的财富。倘若不加以干预，富人将会越来越富，其他人无法望其项背。

Given all this, it’s easy to see how wealth inequality is driven by the fact that most people are shut out of the ownership class. In 2019, the top 1% of the U.S. population controlled 35% of wealth, while the middle 40% of the population controlled just 28%, according to the World Inequality Database. In 1985, the year in which the wealth held by the middle 40% peaked, this group controlled 35% of the wealth, with the top 1% controlling only 24%. Without intervention, the rich will continue to get richer, and everyone else will be unable to keep up.

员工持股30%的作用    

What 30% Employee Ownership Could Do

因为股权对于建立财富具有重大意义，我们开展了一项实证思维实验：如果用一项员工持股计划（ESOP）让所有企业的30%股份都由员工持有会如何？

Knowing the significant role ownership stakes play in building wealth, we conducted an empirical thought experiment: What would happen if 30% of all businesses were owned by employees using an employee stock ownership plan (ESOP)?

为了探究这个问题，我们运用最新的SCF数据，计算财富不平等状况在企业持股发生变化后会出现怎样的变化，借此得以一窥持有股份的影响力之大。我们以30%作为一个企业可以称为“员工持股”的门槛，这是唯一一个相关的国家认证项目“员工持股认证”（Certified Employee-Owned）给出的标准（本文作者之一是该项目联合创始人兼CEO）。另外，这个标准与历史上鼓励员工持股的法规相一致。我们采用了ESOP的所有权模式，这个建立于40多年前的所有权结构是现如今最常用的员工持股形式。   

To find out, we used the most recent SCF data to calculate how wealth inequality would change if the transfer in ownership was made overnight. This allowed us to see a snapshot of how significant the impact of ownership would be. We used 30% as the threshold for when a company can rightfully be called employee-owned, because it is the standard set by Certified Employee-Owned, the only national accreditation program for these kinds of companies. (One of us, Thomas, is its cofounder and CEO.) Additionally, this threshold is aligned with historical legislation to encourage employee ownership. For our model of ownership we used ESOP, an effective ownership structure established more than 40 years ago, because it’s the most common form of employee-owned company today.  

我们发现，广泛的员工持股能带来方方面面的益处，所有90%以下的财富分位数都出现了提升。在最近劳动力和股票市场的增长中获利微薄的员工状况会发生很大的改变：底层50%的美国人持有的财富会增加四倍以上，占全美净资产的比例从现在的1.4%跃升至6.4%。黑人家庭的财富中位数也会增加四倍以上，从2.4万美元提升到10.6万美元。没有高中文凭的人受益同样明显，财富中位数从2.1万美元提升到8.4万美元。     

We found that the benefits of widespread employee ownership are broad, with all wealth quantiles below 90% seeing an increase. Workers who have benefited least from the recent meteoric gains in the labor and stock markets would see dramatic changes: The share of wealth held by the bottom 50% of Americans would more than quadruple, jumping from just 1.4% of the total net worth of Americans to 6.4%. Median wealth among Black households would more than quadruple as well, from $24,000 to $106,000. Those without high school diplomas would see similar gains, with their median wealth increasing from $21,000 to $84,000.

顶部成本基本可以忽略不计，但最富有的人除外。百分位数值位于90%到99%的人群净资产平均只会减少1%，只有最顶层的1%人财富会看到大幅下降，净资产减少14%。   

The costs at the top would be negligible for all but the very richest. Those in the 90th to 99th percentiles of wealth would see an average decline of 1% of their net worth. It’s only the top 1% who would see any sort of substantial decline, with their net worth decreasing 14%.

以上数字引人瞩目，不过我们也发现，较小的改变就能对数以千万计的美国人造成巨大的影响。员工持股不是一个“全有或全无”的命题。假如所有公司仅10%股份转为员工持有，底层50%的财富份额也会增加两倍以上，黑人家庭的财富中位数亦然。

While these numbers are dramatic, we also found that smaller changes would have a huge impact for tens of millions of Americans. Employee ownership is not an all-or-nothing proposition. If just 10% of every business was employee-owned, the wealth share of the bottom 50% would more than double, as would the median wealth of Black households.

员工持股的现状（及其益处）

The Current State of Employee Ownership (and Its Benefits)

广泛的员工持股在美国普遍存在——而且很多企业的实绩证明，这是一种富有活力的成功模式。据员工持股认证项目资料，5000多家公司达到了员工持股30%的标准，供职于这些公司的员工人数超过150万（此处数据是根据员工持股认证项目资料以及经过认证的员工持股公司数据库做出的保守估计）。大部分公司规模较小，员工人数在50至1000人之间。不过还有一些是面向消费者的大型公司，如Wawa、Davey Tree、Litehouse Foods和Publix Supermarkets等；Publix Supermarkets是美国最大的员工持股企业，员工人数超过22.5万。员工持股公司遍及各行各业，如建筑、物流、工程、制造、专业服务以及金融等。

Broad-based employee ownership is prevalent throughout the United States — and has proven a robust, successful model for many companies. According to Certified Employee-Owned, more than 5,000 companies meet the 30% threshold, and more than 1.5 million Americans work for them. (These numbers are conservative estimates based on Certified Employee-Owned’s work with the companies, as well as on a growing database of employee-owned companies identified by the firm.) Most of these companies are small, employing between 50 and 1,000 people. Some, however, are large consumer-facing firms such as Wawa, Davey Tree, Litehouse Foods, and Publix Supermarkets; the latter is the largest employee-owned company in America, with more than 225,000 workers. Employee-owned companies operate in a diverse array of industries, including construction, distribution, engineering, manufacturing, professional services, and finance.

不过，这些公司几乎都不是一开始就有员工持股制度。大部分公司之前由创始人或创始人的家族所有。后来原本的所有者逐渐将公司转为部分或全部由员工持股，而非出售给私募基金或战略买主。这种转变令所有者得以将公司更广泛的使命写入其DNA，许多B认证企业决定转为员工持股，就能看出这一点。转为员工持股还有明显的税收优惠，比如1042展期条款，允许企业所有者将至少30%的公司股份出售给ESOP就可以延期支付资本利得税。

But few employee-owned companies start as such. Most were formerly owned by their founder or their founder’s family. Over time the original owners converted the company to partially or fully employee-owned rather than selling to private equity or a strategic buyer. The shift allows owners to hardcode the company’s broader mission into its DNA, which is evident in the decision by many B Corps to become employee-owned. There are also significant tax benefits to the conversion, such as the 1042 rollover, which allows owners selling at least 30% of their company to an ESOP to defer capital gains taxes.

很多公司已经发现，将员工的财务激励和业务统一起来，可以提升公司表现。原先的企业所有者持有的股权份额降低了，但员工更加敬业，把公司业绩的馅饼做大了，每个人都更加富裕。私人股权收购公司KKR最近开始采用广泛持股制作为其工业集团交易的标准部分，因为发现这样可以获得更好的回报。在其中的CHI Overhead Doors公司，一名卡车司机的可选套餐（包括无条件授予股权和可自愿购买的价值5000美元的更多选项）在公司的基本案例情境中可达到20万美元。公司此前由另一家私募股权公司所有，转为广泛持股模式后仅三年，息税折旧摊销前利润（评估绩效的一个常见指标）便从21%提升到29%。

Many firms have found that aligning the financial incentives of workers and the business increases company performance. The original owners might have a smaller stake than before, but the increased employee engagement grows the pie, leaving everyone better off. The private equity buyout firm KKR recently adopted broad-based ownership as a standard part of deals in its industrials group because it found doing so produced better returns. At one of its companies, CHI Overhead Doors, a truck driver’s total option package (including grants and a voluntary $5,000 purchase of more options) is expected to be worth $200,000 under the company’s base case scenario. The company, which was previously owned by another private equity firm, has seen its EBITDA margin (a common metric for measuring performance) grow from 21% to 29% in just three years under this model.

另一个例子是树木养护及景观公司Davey Tree。该公司创立于1880年，于1979年转为员工持股制，因为创始人戴维家族觉得员工最适合将公司的文化传统延续下去。之后，公司营收从6000万美元增长到12亿美元以上。随着公司发展，所有新员工都有机会通过ESOP的自动授予股权成为企业股东，并且可以通过员工股票购买项目购买更多股份。于是，员工股东的数量从原本的400人增加到6500人以上。几百名一线员工持有价值几十万美元的公司股份。

Davey Tree, a tree care and landscaping company, provides another illustration. Founded in 1880, it converted to employee ownership in 1979 because the Davey family felt the employees were best suited to continue the company’s cultural legacy. Since then, revenues have risen from $60 million to more than $1.2 billion. As the company has grown, all new employees have been given the opportunity to become owners through automatic stock grants via an ESOP and the ability to buy more shares through an employee stock purchase program. As a result, the number of employee-owners has expanded from an original group of 400 to more than 6,500. Hundreds of Davey’s frontline field employees have built up hundreds of thousands of dollars of company stock.

要注意，员工持股企业在员工以股东的方式思考和行动时才会获得最大的绩效提升。因此，很多组织致力于建立股东思维文化，还会实行开放式管理或自下而上的创意系统。

One important caveat here is that employee-owned companies tend to see the biggest performance advantages when employees think and act like owners. For this reason, many organizations work to create a culture of ownership and often implement some sort of open-book management or bottom-up idea-generation system.

SRC Holdings是建立股东思维文化的典范。该公司是1983年陷入困境的万国收割机公司（International Harvester）拆分而来。万国收割机公司像其他许多历史悠久的制造商一样，在20世纪80年代初期严重受到经济危机冲击，两年间每周解雇1000名员工。密苏里州斯普林菲尔德工厂的领导者知道工厂即将被关闭，组织起高杠杆管理层收购，建立了斯普林菲尔德再制造公司（Springfield Remanufacturing Company）。最终协议——贷款890万美元，利率18%，10万美元股本——令新成立的公司陷入艰难的财务状况。

SRC Holdings is a prime example of creating a culture of ownership. SRC began in 1983 as a spinout from struggling International Harvester. Like many legacy manufacturers, International Harvester was hit hard by the recession of the early 1980s; for two years it laid off 1,000 employees a week. Knowing their plant was going to be cut, the leaders of the Springfield, Missouri, factory organized a highly leveraged management buyout to create the Springfield Remanufacturing Company. The final deal — funded by an $8.9 million loan with an 18% interest rate and $100,000 in equity — put the new company in a tough financial position.

SRC需要员工贡献一切力量还上下一笔贷款，于是采取开放式管理，不仅还清了第一笔贷款，还成了让公司脱颖而出的一大关键要素，令其发展成为有各个业务部门的2000多名员工持股的广泛持股企业，还设立了开放式管理辅导机构The Great Game of Business，根据实绩指导其他公司开展相应项目。

SRC needed employees to do everything in their power to help meet the next loan payment. It turned to open-book management, which not only helped SRC pay off its initial loan but also became a key source of differentiation, helping it grow to over 2,000 employee-owners working across multiple lines of business. This includes The Great Game of Business, an open-book management coaching firm that SRC started to teach other companies to implement its proven program.

实行员工持股    

Becoming Employee-Owned

如果考虑在自己的公司实行员工持股，你会从何处入手？一般而言，转型过程有四个步骤：探讨各种股权模式、设计转型流程、实行，最后是与新的股东共同努力实现业绩提升。     

If you were considering employee ownership at your company, where would you start? Generally, there are four steps to the transition: exploring the various ownership models, designing the transaction, executing the deal, and working with your new owners to build engagement and harness the performance advantages.

首先，找到与你的目标一致的所有权结构。

私有企业和上市企业都可以采用员工持股制，但私有企业通常规模较小，所以更容易。如果你的公司员工超过30人，目标是将来（可能要到多年以后）实现30%以上的员工持股，那么ESOP可能是最合适的选择。这种模式有税收优惠，十分吸引希望实现大部分乃至100%员工持股的企业。如果你只希望将公司的一小部分转为员工持股，或者公司成立不久、员工人数很少，那么可以选择股票期权授予等广泛股权薪酬计划。不过，如果你希望员工不只在财务方面持有股权，还会直接参与公司治理，效果最好的可能是职工合作或永久信托。

First, identify the ownership model that aligns with your goals.

While both private and public companies can become employee-owned, it’s often easier for private companies, which tend to be smaller. If your company has at least 30 employees and your goal is to have at least 30% of the company owned by employees over time (even years down the road), then an ESOP will likely be the best fit. Tax benefits make this model especially popular among companies looking to become majority or 100% employee-owned. If you want to transfer a smaller portion of the company, or if the company is new and has few employees, a broad-based equity compensation plan, such as stock option grants, might be your path forward. On the other hand, if you want employees to have not only a financial ownership interest but also a direct role in company governance, then a worker cooperative or a perpetual trust might work best.

记住，转为员工持股制的方法有很多，可以只分出一部分份额，也可以100%转为员工持股。大部分模式允许所有者有一定的余地可以逐渐过渡，或者为员工提供少数股权、足以获得持股带来的利润，而控制权仍在原本的所有者手里。

Keep in mind that there are many different ways of converting to employee ownership, from offering a relatively modest share of ownership to becoming 100% employee-owned. Most models allow selling owners the flexibility to make the transition gradually, or to offer employees a minority role to access the benefits of ownership while the original owners maintain control.

其次，考虑时机。

转为员工所有制，可以与所有者或创始人的继任计划选在同一时期，虽然所有者想放手的话什么时候都可以。员工所有制可以带来灵活性，让所有者依然以部分持股的方式参与企业运营、保留公司传统和对社区的承诺。    

Second, consider timing.

The shift to employee ownership can coincide with when an owner or founder is creating their succession plan, although it can also be done at any time if the owner is considering liquidating holdings in the business. Converting to employee ownership can provide liquidity, allow the owner to remain involved through a partial stake, and preserve the company’s legacy and commitment to its community.

第三，组建一支团队负责设计转型过程。通常由咨询顾问负责指导公司完成转型，过程可能包括确定正式估值、方案设计、新的信托角色和融资来源。虽然投资银行家可以提供融资支持，ESOP模式尤其如此，不过许多企业所有者是自行筹集资金或利用已有的银行合作关系筹资，或者这两种方式综合起来。   

Third, assemble a team to design the transaction.

Consultants are traditionally responsible for guiding the company through the process, which may include determining a formal valuation, plan design, new fiduciary roles, and the best source of financing. While investment bankers are available to support the financing side, especially for ESOPs, many owners self-finance, use existing bank relationships to finance the transfer, or both.

最后，建立股东思维的文化。

一般先是举办典礼，宣布新的持股机会。不过，企业领导者应该都知道，文化上的改变并非易事。要帮助员工培养股东思维和相应的行为，公司可以采取的方式很多。常见的方法有开展关于股东权力及责任的教育、财务知识培训、对以股东思维采取行动的人予以认可，以及调整组织流程、让员工股东更多地参与日常决策。帮助员工理解这种参与企业运营的新方法，需要投入时间和精力，但可以带来巨大的回报，促使公司获得成功，并对员工生活产生积极影响。   

Finally, build an ownership culture.

Typically, this begins with a celebration announcing the new ownership opportunity. But as all business leaders know, cultural change requires dedication. There are many ways that employee-owned companies can help their people think and act like owners. Common activities include regular education on the rights and responsibilities of ownership, financial literacy training, recognizing individuals who act with an ownership mentality, and changing organizational processes to give employee-owners an increased role in day-to-day decision-making. Helping your people understand this new approach to business requires regular time and effort, but it offers huge rewards in terms of company success and the impacts on employees’ lives.

如果高管现在还不能促成此类转变，也有其他间接的方法。比方说，管理者可以精心设计员工奖金制度，建立综合持股模式；采购经理可以有意识地选择与员工持股制的公司合作。前者可以让公司发展出与员工持股制相似的文化，后者则是明确为站在重视员工的前沿上的公司提供支持。   

For those not in a position to make the transition now, there are other opportunities to encourage it. Managers can create synthetic ownership through the thoughtful design of employee bonus structures, for example, or purchasing managers can make the conscious choice to do business with employee-owned companies. The former allows firms to develop an employee-ownership-like culture, while the latter provides explicit support for companies that are at the forefront of putting their employees first.

转为员工持股制，可以简单有效地巩固企业对社区的长期承诺，还可以对员工和整个社会产生深远影响。若能广泛应用，员工持股制可以减慢乃至扭转愈演愈烈的财富不平等的趋势，令社会边缘人获得足以改变生活的财富积累，并且建立起有利于提升企业绩效的强大企业文化。如果希望协助建立更公平的世界，将企业转为全体员工持股，就是一个很好的起点。

Given its simplicity, converting to employee ownership is a way to solidify an owner’s legacy to their community. It also creates a lasting impact on employees and society at large. Applied broadly, employee ownership can slow or even reverse the trend of growing wealth inequality, offer life-changing wealth accumulation for marginalized members of society, and build a strong corporate culture that can improve the business’s performance. For companies looking to help build a fairer, more just world, making owners of all employees is a great place to start.

托马斯·达德利是员工持股认证项目联合创始人兼CEO。

伊桑·鲁昂是哈佛商学院助理教授、影响权重项目联合主席。

本文有删节，原文参见《哈佛商业评论》中文版2021年8月刊。