Ison Harrison Solicitors has advised prominent regional law firm Guest Walker Limited on its successful transition to employee ownership via an Employee Ownership Trust (“EOT”).
A Strategic Succession Solution
Guest Walker Solicitors (“Guest Walker”), founded in 1981 with its principal office located on the shambles in the historic heart of York had been exploring innovative succession planning strategies to secure the long term strategic success of the firm.
A decision was made to transition to employee ownership to ensure the firm’s future while maintaining its independence and culture. The transition was driven by the founding partners’ desire to secure both the legacy of the firm and long-term employee engagement. Rather than selling to an external buyer or merging with a larger practice, the partners explored the EOT route to ensure continuity for clients and colleagues alike.
Guest Walker engaged Ison Harrison’s specialist corporate team to guide them through the complex legal and regulatory process of establishing an EOT which involved the sale of 100% of Guest Walker’s shares to a trust established for the benefit of all employees, completing the firm’s transition into an employee-owned business.
Helen Burrows, Director and one of the former shareholders of Guest Walker Limited said “We were recommended to Ison Harrison as a very reputable local commercial firm with experience of transitioning to an EOT themselves. Richard Coulthard was able to answer our questions from his own experience and this proved invaluable. His advice was practical and appropriate to us and he was able to introduce us to independent professionals who also advised us on the transition. His handling of the SRA was very helpful in expediting the process and making sure we got everything right. Richard and his team were professional helpful, approachable and efficient in the whole process and have continued to be so in the early days of our EOT development.
Tailored Legal Expertise
Led by Ison Harrison’s corporate director Richard Coulthard and assisted by Daniel Allison (a trainee in the corporate team) the team provided end-to-end legal support to Guest Walker, including:
- Liaising with the SRA to approve the new ownership structure for Guest Walker;
- Advising on the EOT conditions as established in section 235H Taxation of Chargeable Gains Act 1992 to fulfil the tax benefits from the sale to the EOT;
- Incorporation of the corporate trustee for the EOT;
- Negotiating the key documentation around the entry into the trust including the trust deed, profit share scheme rules, governance agreement for Guest Walker, new articles of association for the corporate trustee of the EOT and associated corporate authorizations required to enter into the trust documentation;
- Drafting the share purchase agreement and associated corporate authorizations required tailored to Guest Walkers requirements;
- Overseeing the signing process to ensure that all documents were executed correctly.
“Our client was committed to finding a succession route that protected the independence of the firm while rewarding the people who have contributed to its success,” explained Richard Coulthard of Ison Harrison. Richard went on to say “The EOT model offers a practical and ethical solution, and we were proud to help deliver a smooth and strategic transition to Guest Walker Solicitors. We have increasingly been engaged by a range of businesses, including other law firms, to advise on the transition to Employee Ownership as this continues to become an increasingly popular option for succession planning”
Maintaining Continuity
Under the EOT structure, day-to-day operations remain largely unchanged. The firm will continue to be managed by its leadership team, with strategic oversight provided by the EOT’s trustees. Employees will not be required to buy shares or make financial contributions — ownership is collective and held in trust. However, the EOT model offers the employees a tax-free bonuses of up to £3,600 per year subject to performance of the Company and not only facilitates tax-efficient succession but also aligns with values of inclusivity and long-term stability.
This sale marks a new chapter for the firm, one that prioritizes long-term sustainability and collective ownership. As the legal landscape continues to evolve, the employee ownership model may offer a blueprint for firms seeking to balance commercial success with social responsibility and employee empowerment.
About Ison Harrison
Ison Harrison has a strong reputation for advising owner-managed businesses on succession and growth strategies, including employee ownership transitions. With deep expertise in corporate law and a client-focused approach, the firm continues to support progressive businesses seeking sustainable and people-centric solutions.
