Beware the complexities of ESOT

Opinion: Share ownership has become something of a holy grail for State company unions, writes John McManus.

Opinion: Share ownership has become something of a holy grail for State company unions, writes John McManus.

The workers at the ESB are threatening to go on strike if they do not get 20 per cent of the national power company while over at Aer Lingus staff are licking their lips at the prospect of cashing in their 15 per cent as the flotation of the airline is once again on the agenda.

The recent dispute at An Post was linked to the failure of the company to agree terms for employee share ownership.

The primary reason for this obsession is the apparent success of the Eircom Employee Share Ownership Trust. The Eircom ESOT managed to turn a loan of around €114 million taken out in 1998 into assets exceeding €550 million of which a 30 per cent stake in Eircom accounts for around €350 million.

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Altogether this works out at something north of €50,000 per head for the ESOT's 12,000 members.

But before they get too excited workers at the ESB and Aer Lingus might do well to talk to a few of their counterparts still working at Eircom, who are far from unanimous on the merits of the ESOT.

For a significant proportion it is a profoundly undemocratic organisation which has not delivered either influence or the expected cash windfall. Instead it has turned into a self-perpetuating monster.

To date ESOT members have received a maximum of €18,000 which has been trickled out over the last two years.

Members still with the company point out that in return they have had to forgo two pay rises and agree to contribute to their pensions for the first time.

In addition they have signed up for a transformation agreement which may be derided by outside observers but from their perspective represents a significant concession.

It seems a pretty paltry return compared to the €1.9 million that has been trousered this year by the chairman of the ESOT, Mr Con Scanlon, who triple jobs as the general secretary of the Communications Workers Union and deputy chairman of Eircom.

The ESOT is obviously alive to this issue and has let it be known that it plans to make a payment of €6,000 per member in the next few weeks.

Even after this payment the ESOT will be left with around 28 per cent of the company, worth around €350 million.

It could conceivably pay almost all this out over the next two years in a tax efficient manner. (ESOT members can receive around €12,000 a year tax free.)

Alternatively it could pay it all out this year and let the members pay the tax. The third alternative is for the ESOT to hold onto the shares until 2014 - when it must be wound up - and possibly plough even more money back into Eircom via a joint venture in the mobile market.

What antagonises the ESOT rank and file is that the decision will not be made by the members but by the trustees of the ESOT, led by Mr Scanlan, who would appear to favour retaining a significant stake in the company.

The argument that is made for not winding up the ESOT as quickly as possible is that its continued existence allows the company's workers exert influence over the business. But even this does not stand up to scrutiny.

The trustees of the ESOT are bound to act in the best interest of the members of the ESOT and not the workers of Eircom.

Almost half of the 12,000 members are no longer working in Eircom, while a significant number of the company's workers are not members of the ESOT.

If the ESOT trustees are to do their job, they cannot put the interests of current Eircom workers first.

Despite this, most of the people who still work in the company are members of the CWU and probably think that they do have considerable influence on the company through the ESOT because Mr Scanlon is top dog in the ESOT and deputy chairman of the company.

But Mr Scanlon's explanation for why he - a fulltime trade union official - deserves the astronomical sums he was paid by Eircom in respect of the flotation argues to the contrary.

His supporters argue that he holds all three jobs in his own right, and that his chairmanship of the ESOT and deputy chairmanship of the company are not consequences of his day job with the CWU.

Thus, they claim, he deserves separate remuneration worth €1.9 million in respect of his deputy chairmanship.

This requires something of a leap of faith given that his deputy chairmanship is dependent on the ESOT owning at least 10 per cent of the company. But if we accept that the three roles are separate and that Mr Scanlan is independent in each role, then it is conceivable that Mr Scanlon could be party to a Trustee decision or a Eircom board decision that was not in the interest of the Eircom workers, but in the interest of the ESOT or the company's shareholders.

It can argued that he has already done so. In his role as chairman of the ESOT he made possible the takeover of Eircom in 2001 by the Valentia consortium, which proceeded to load the company's balance sheet up with €2 billion of debt before selling out at a 100 per cent profit last month. Since then the company's shares have fallen by around 10 per cent.

This may have made money for the ESOT, but it is hard to say it was in the best interest of Eircom's workers. Employee share ownership is good thing; the Eircom ESOT is not the model.