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Employee Share Ownership in Australia: Theory, Evidence, Current Practice and Regulation

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Employee Share Ownership in Australia: Theory, Evidence, Current Practice and Regulation UCLA UCLA Pacific Basin Law Journal Title Employee Share Ownership in Australia: Theory, Evidence, Current Practice and Regulation Permalink https://escholarship.org/uc/item/7dq866s9 Journal UCLA Pacific Basin Law Journal, 25(1) Authors Landau, Ingrid Mitchell, Richard O'Connell, Ann et al. Publication Date 2007 DOI 10.5070/P8251022196 Peer reviewed eScholarship.org Powered by the California Digital Library University of California EMPLOYEE SHARE OWNERSHIP IN AUSTRALIA: THEORY, EVIDENCE, CURRENT PRACTICE AND REGULATION Ingrid Landau,* Richard Mitchell,** Ann O'Connellt and Ian Ramsay# ABSTRACT Since at least the 1970s, employee share ownership has en- joyed bipartisan support in Australia. Despite broad and sus- tained public policy interest in employee share ownership, Australian literature on the subject remains scarce. There has also been very little in the way of comprehensive analysis of the regulatory framework. This paperprovides an overview of em- ployee share ownership from an Australian perspective. It be- gins by reviewing the literature on broad-based employee share ownership before turning to examine available data on Austra- lian practice. It then considers how employee share ownership plans are currently providedfor in public policy and law. Com- panies in Australia proposing to offer securities to employees must comply with a myriad of regulatory requirements. This paper examines these requirements. It also examines features of the current regulatory framework which have been identified as problematic. CONTENTS 1. INTRODUCTION ................................ 27 2. A REVIEW OF THE LITERATURE ............ 28 2.1 Scope and methodology ...................... 30 2.2 Rationales for employee share ownership .... 30 2.3 The costs of employee share ownership ...... 36 * Research Fellow, Employee Share Ownership Project, Law School, The University of Melbourne. ** Professor, Department of Business and Taxation and Department of Man- agement, Monash University. t Associate Professor, Law School, The University of Melbourne. # Harold Ford Professor of Commercial Law, Law School, The University of Melbourne. PACIFIC BASIN LAW JOURNAL [Vol. 25:25 2.4 Research into employee share ownership ..... 2.5 Employee share ownership and corporate governance ................................... 2.6 Comparative approaches ...................... 3. AN OVERVIEW OF EXISTING DATA ON EMPLOYEE SHARE OWNERSHIP IN AU STRA LIA ..................................... 3.1 Overview of key studies ...................... 3.2 Incidence of ESOPs in Australia ............. 3.3 Trends over tim e ............................. 3.4 Type of plan .................................. 3.5 Awareness of employee share ownership ..... 3.6 Characteristics of companies with employee share ownership .............................. 3.7 Characteristics of employees receiving shares. 3.8 Attitudes of businesses in Australia towards employee share ownership .................... 3.9 International comparisons .................... 3.10 Sum m ary ..................................... 4. THE CORPORATE LAW FRAMEWORK ....... 4.1 Disclosure requirements when issuing securities to employees ....................... 4.2 Funding employee share schemes ............. 4.3 ESO P trusts .................................. 4.4 A SX listing rules ............................. 4.5 Financial services licensing and securities haw king ...................................... 4.6 Imposition of restrictions on shares ........... 4.7 Corporate governance standards .............. 4.8 Accounting standards ......................... 4.9 D irectors' duties .............................. 4.10 Employee shareholders: rights and remedies 4.11 Key criticisms of the corporate regulatory framework for employee share schemes ...... 4.12 Sum m ary ..................................... 5. THE TAXATION LAW FRAMEWORK ......... 5.1 Legislative developments ..................... 5.2 The current tax treatment of employee shares or rights ...................................... 5.3 Current practice .............................. 5.4 Difficulties with the current tax regime ....... 5.5 Sum m ary ..................................... 6. CONCLUSION .................................... 2007] EMPLOYEE SHARE OWNERSHIP IN AUSTRALIA 27 1. INTRODUCTION In Australia, interest in broad-based employee share owner- ship (ESO) is reflected in the inquiry held by the Commonwealth House of Representatives Standing Committee on Employment, Education and Workplace Relations into ESO in 2000;1 the es- tablishment in 2003 of a promotional Employee Share Owner- ship Development Unit (ESODU) within the Commonwealth Government's Department of Employment and Workplace Rela- tions; and, in February 2004, the announcement by the Minister for Employment and Workplace Relations of a target of doubling employee share ownership plans (ESOPs) in workplaces from 5 to 11 percent of employees by 2009.2 In addition, there are sev- eral organisations and networks within Australia devoted to pro- moting employee ownership. 3 Nonetheless, despite the breadth of interest in the subject, scholarship on broad-based employee share ownership in Australia remains scarce. This paper is intended to provide a foundation for further inquiry into employee share ownership in Australia. It is pro- duced under the auspices of the Employee Share Ownership Pro- ject, a joint initiative of the Centre for Corporate Law and Securities Regulation, the Centre for Employment and Labour Relations Law and The Tax Group, The University of Mel- bourne. Funded by the Australian Research Council, this three year project will subject the existing regulatory regime for em- ployee share ownership plans in Australia-in tax, corporate and labour law-to technical and empirical scrutiny. The project ex- amines the current incidence and forms of ESOPs in Australia, the diversity of objectives that such schemes serve, the extent to which current corporate, tax and labour law inhibits ESOPs, and the case for reform of the regulatory framework. Produced in the early stages of this project, this paper surveys the existing research on employee share ownership and the current regula- tory regime. This paper is structured as follows. Part 2 of this paper re- views the literature on employee share ownership. As literature on the practice in Australia is limited, the review draws heavily upon studies conducted in Europe and the United States. Part 3 1. Parliament of Austl., H.R., Standing Comm. on Employment, Educ. and Workplace Relations, Shared Endeavours: An Inquiry Into Employee Share Owner- ship In Australia (2000), available at http://www.aph.gov.au/house/committee/ewr/ eso/Report/Index.htm (last visited Oct. 18, 2007) [hereinafter Shared Endeavours]. 2. Press Release, Kevin Andrews, Minister for Employment and Workplace Relations, Promoting Employee Share Ownership (Feb. 25, 2004), availableat http:// www.remstrategy.com/downloads/DEWR.pdf (last visited Nov. 29, 2007). 3. See, e.g., Australian Employee Ownership Association, http://www.aeoa.org. au, and Employee Ownership Group, http://www.eogroup.org. PACIFIC BASIN LAW JOURNAL [Vol. 25:25 of this paper provides an overview of existing data on employee share ownership in Australia. Parts 4 and 5 of the paper examine the regulatory framework for employee share ownership in Aus- tralia. There is no singular piece of legislation regulating the es- tablishment or administration of ESOPs. Companies proposing to offer securities to employees must ensure they comply with a myriad of regulatory requirements. These regulatory considera- tions emanate principally from corporate law and taxation law. Part 4 analyses how the corporate law framework in Australia regulates employee share plans. Part 5 analyses the taxation law framework. In analysing the current framework, the authors also identify areas of the current regime which have been recognized as being problematic. 2. A REVIEW OF THE LITERATURE Employee share ownership is a form of employee financial participation that confers on employees the right to share in the wealth of the company and, in theory at least, the right to exer- cise some degree of control over company affairs. Despite sus- tained and bipartisan interest in employee share ownership in Australia over the last three decades or so, literature on the sub- ject remains scarce. What literature exists tends to be written from a practitioner's perspective, 4 limited to brief magazine arti- 5 cles, or preliminary and tentative in nature. The majority of the literature on employee share ownership comes from the U.K. and the US. An increasing amount also comes from Europe-generally as a result of increased promo- tion of financial participation, including ESO, by the European Commission since the early 1990s. 6 There is also some, but very 4. See, e.g., John Sartori, Employee Share Ownership Plans - Issues Con- fronting ASX Listed Companies, 23 COMPANY & SEC. L.J. 71 (2005). 5. See, e.g., DAVID PEETZ, DEP'T OF INDUS. RELATIONS, FINANCIAL PARTICI- PATION BY EMPLOYEES: A REVIEW OF THEORETICAL AND PRACTICAL ISSUES (1988); Michael J. Aitken & Robert E. Wood, Employee Stock Ownership Plans: Issues and Evidence, 31 J. INDUS. REL. 147 (1989); Rayna Brown & Cheung Wah Lau, The Extent and Industrial Pattern of Employee Share Ownership Plans in Aus- tralia: Preliminary Evidence, 10 Accr. RES. J. 34 (1997); Jarrod Lenne, Richard Mitchell and Ian Ramsay, Employee Share Ownership Schemes in Australia: A Sur- vey of Key Issues and Themes, 14 INT'L J. EMP.
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