Taxes Consolidation Act 1997 Schedule 12 paragraph 10

Single trustee structure

Schedule 12 paragraph 10 sets out the requirements where an employee share ownership trust is structured with a single trustee company, including the composition and selection of that company's board of directors.

• Where the trust deed provides for a single trustee, that trustee must be a company resident in the State and controlled by the founding company, and the deed must appoint the initial trustee and provide rules for removal and replacement.
• The trust company must have at least three directors, all resident in the State, including at least one professional director and at least two non-professional directors, with at least half of the non-professional directors selected by employee vote or by elected employee representatives.
• A professional director must be a solicitor or member of another approved professional body, must not be an employee or director of any group company other than the trust company, and must have been selected by the non-professional directors (or, in the case of an initial appointment, by those who later became the non-professional initial directors).
• The employee selection process must, so far as reasonably practicable, give all eligible employees the opportunity to stand for selection and to vote, with preference given to candidates receiving more votes.