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S Corporation ESOPs: Legal Issues

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This replay was recorded on August 7, 2018.

About This Meeting

S corporations are not taxed directly; rather, taxation is passed through to shareholders. However, to the extent an ESOP owns an S corporation, its share of corporate profits is not taxable for federal, and often state, income tax purposes. (The ESOP trust itself is the shareholder, not the employees in the plan.) Thus, an S corporation 100% owned by an ESOP pays no federal (and often no state) income tax. S corporation ESOPs do not have all the same benefits as C ESOPs; most notably, sellers to an S ESOP cannot defer capital gains taxes on the sale, and corporate ESOP contribution limits can be somewhat lower. There are also special rules to prevent S corporation ESOPs from being used primarily to benefit a small number of people. Nonetheless, S corporation ESOPs can be a tremendous competitive advantage and are expanding at a rapid rate.

This Webinar covers the legal issues you need to know about S corporation ESOPs.


Steven B. Greenapple

presenter photologo

SES ESOP Strategies, A Stevens & Lee/Griffin Company

Steven is a shareholder at Stevens & Lee, a nationally recognized law firm, and SES ESOP Strategies, a Stevens & Lee/Griffin Company. Steve has 29 years of experience representing ESOP plan sponsors, shareholders, and trustees. He has served as an expert witness in litigation relating to ESOPs in federal and state courts. Steve is a member of, and frequent speaker for, the NCEO and the ESOP Association. He recently served as chair of the ESOP Association's legislative and regulatory committee and is currently a trustee of the Employee Ownership Foundation.

Erin Hollis

presenter photo

Marshall & Stevens, Inc.

Erin is a director at Marshall & Stevens Inc. in Chicago, with more than 18 years valuation experience. She is a speaker and prolific author on ESOP topics, and a credentialed member of the American Society of Appraisers (ASA), where she serves on the business valuation committee. She is also a member of the NCEO and a member of the valuation advisory committee of the ESOP Association.