There is no need to be afraid of staff

For companies for which even mezzanine equity interests held by staff means ‘too much’ involvement, there arises the additional possibility of indirect participation by staff. Here, the participation is not direct, but is achieved through a company formed for that purpose, which, as an equity interest company, is used as a kind of ‘intermediate receptacle’ by staff (usually in the form of a civil law company or a GmbH). The female and male staff then participate, for example, via special dividend rights, or as dormant shareholders, in the company formed for that purpose, which, in its turn, provides the staff capital to the operative company (usually in the form of a dormant equity interest, but also via special dividend rights or full company shares). The capital majority in the GmbH formed for the purpose (what is termed ‘special purpose vehicle’, ‘SPV’) is held by the old shareholders, who can also determine the responsibilities of the equity interest company in the future.

Indirect participation models suggest themselves not only for ‘staff-averse’ entrepreneurs, but also for the involvement of a large number of female and male staff. This is because, because they are combined into one company, the accounting and administrative responsibilities are simplified. Moreover, via the equity interest company, the spectrum of investments can also be broadened, since the company can also invest capital outside the company or have strategic holdings in other companies. In addition, for indirect participation, support can be given by the state. With the appropriate kind of communication, an indirect staff profit-sharing scheme can achieve the same positive effects as a direct scheme on the operative company.