The employee trustee

The purpose of the role

To give employees confidence that a fellow employee is on the trustee board, and that employees’ interests are being actively looked after by somebody who understands what the business feels like from the inside.

This is a substantive governance role rather than a symbolic appointment. A trustee board without an employee voice can satisfy every legal requirement and still not know what it needs to know about how the business actually operates, or what employee ownership means to the people it is meant to benefit.

How the role is appointed

Typically elected by your colleagues, or selected through some process the workforce recognises as theirs. In many businesses the first employee trustees were simply chosen at the point the company became employee owned, by the former owner or the trading company directors.

How you were appointed makes no difference to your duties. It may make a difference to what your colleagues expect of you, which is worth knowing.

The first distinction to understand

You are not a delegate. Your colleagues may have chosen you, or you may have been selected by the former owner or the trading company directors — but either way your duty is to all beneficiaries of the trust, including employees who have not joined yet.

So there might well be occasions when you vote against what your colleagues want, because you have seen information they have not, or because their preference is not in the long-term interests of the beneficiaries as a whole.

Taking a different view is not disloyalty. It is part of exercising the independent judgement the role requires.

The distinction is best explained to employees before a difficult decision arises. If it is explained only afterwards, it can easily be misunderstood.

If your company has no employee forum

In smaller employee owned businesses there may be no forum or employee council, and no employee representatives dealing with day-to-day issues. You may be the only person employees think of when they want to raise something.

An employee trustee and an employee representative perform different roles.

An employee representative gathers and carries employee views, usually raising day-to-day issues and frustrations. A trustee director exercises independent judgement about the interests of all beneficiaries, and is concerned with the long-term success of the trading company and with high-level strategic matters. Those are different jobs, and doing the first inside the second can compromise it.

Where there is no forum, what you can and should do is listen, understand what issues and frustrations employees have, and make sure the trustee board is properly informed about those and about how decisions more generally are landing.

The trustee role should not be used to carry a fixed mandate into meetings, negotiate on employees’ behalf or pursue an individual grievance.

If the absence of any employee voice mechanism is itself causing problems, that is a perfectly legitimate thing for you to raise as a governance issue that ought to be resolved — but raise it as a gap in the existing arrangements, rather than filling it yourself.

Conflicts to manage

Confidential information is the most common difficulty. An employee trustee may know things that colleagues do not, including when those colleagues are openly speculating.

It helps to explain clearly, and from the outset, that the role involves information which cannot always be shared. Colleagues are more likely to understand this if expectations are set in advance.

This is a point the trading company board should also make, and keep making. It should not be left to you alone to explain why you have gone quiet.

What the role contributes

You know how decisions actually land with your colleagues. You know which announcements were believed and which were not. You know what people say when the directors are not in the room.

This perspective may not be available to the trustee board in any other way, which is why the role matters.

One thing makes it far more useful. Report what you have heard, and how widely you have heard it, rather than presenting one group’s view as though it were everybody’s. A trustee board can act on the first and cannot safely act on the second.

That does not mean you should not argue a position. If you believe a course of action is in the beneficiaries’ interests, say so and say why. Forming a view and pressing it is the job, not a departure from it.

The boundary is personal preference. A trustee director should support an outcome because it serves the beneficiaries, not simply because it suits them individually.

Common pitfalls

• Voting the way colleagues want because you do not want to seem disloyal, rather than exercising your own judgement about what is right for the beneficiaries.
• Promising outcomes to colleagues that are not yours to promise.
• Repeating to colleagues what was said in a trustee meeting, and by whom.
• Drifting into the employee representative role, particularly where there is no forum and nobody else is doing it.
• Remaining silent because others appear better informed. The employee trustee brings knowledge of colleagues and the working life of the business that others may not have.