Here’s the actual mechanism behind everything described on this site: the company is intended to be owned by a perpetual, non-charitable purpose trust, an Employee Ownership Trust (EOT) — not by shareholders, and not through individual equity or shares held by employees. Ownership and the returns it generates are meant to stay inside the workforce that builds and runs the company, permanently, by structure rather than by policy or good intentions that could erode over time. That’s the whole idea in one sentence. The rest of this page is why it’s built this way instead of the more familiar alternatives.
Is This Even Legal?
One objection worth addressing directly: is a perpetual, purpose-owned for-profit trust even legal? It used to be a real obstacle — an old legal doctrine called the “Rule Against Perpetuities” limited how long a trust could exist. But most states have abolished or substantially loosened that rule over the past few decades, specifically to allow long-duration and perpetual trusts. I’m still researching which state offers the best fit for this specific structure — early candidates include South Dakota, Delaware, New Hampshire, and Wyoming, states generally known for trust-friendly statutes — but nothing is decided yet, and this is exactly the kind of decision that needs a qualified trusts-and-estates attorney, not just web research.
Why Not ESOP, Why Not a Traditional Worker Co-op
This project sometimes gets asked why it isn’t just an ESOP, or a worker cooperative — both already let employees own a company, so why build something new?
With an ESOP, the trustee has a fiduciary duty to sell the company if offered enough money. That single fact means an ESOP is always one attractive offer away from becoming exactly the kind of passive-capital-owned company this project exists to avoid.
Worker cooperatives put ownership directly in members’ hands, but have a well-documented pattern of “demutualization” — members voting to convert the co-op and cash out. Same underlying issue as the ESOP case: a structure that depends on people choosing, indefinitely, to stay non-extractive tends to fail eventually. The trust’s purpose is designed to be unamendable — not votable or negotiable away, even by future leadership — specifically to close both of these gaps.
Beyond the co-optation risk, both ESOPs and worker co-ops typically involve some notion of shares — actual or notional — that has to be tracked, valued, negotiated, and settled as people join, leave, or the company’s value changes. That’s real, ongoing administrative overhead, and it can also be emotionally fraught. A perpetual trust with no share concept sidesteps this entirely: employees joining or leaving is handled much like it would be at any ordinary company. Compensation is still a real question, but it’s a comparatively simpler one — a market-rate salary plus a profit-based bonus — rather than share valuation and negotiation on top of it.
None of this is a claim that ESOPs or worker co-ops are bad models — both have real strengths and have worked well for many companies. The trust structure is what best fits this project’s specific requirement: an ownership structure built to be, as close as possible, permanently resistant to being sold, cashed out, or converted back to conventional ownership — even decades from now, even by people who aren’t involved today.
Less Overhead Than an ESOP
There’s also a practical cost dimension: ESOPs require a formal valuation process, ongoing fiduciary compliance infrastructure, and share-accounting overhead — real, recurring costs. A trust with no shares to value or track avoids that entire category of expense, on top of avoiding the administrative and emotional overhead already discussed above.
An Ask, for Any Attorneys Reading This
Getting the trust’s legal structure right — not just which state, but the charter itself, and the policies and procedures that give the governance model teeth — is a real, ongoing legal undertaking, not a one-time filing. If you’re an attorney with relevant experience (trusts and estates, nonprofit/purpose-trust structures, corporate governance) and you’re interested in this project, pro bono or reduced-fee guidance on any of this would be a meaningful way to help move it from concept to reality. See Support the project for other ways to get involved.
Common Objections
This kind of company sometimes gets mistaken for socialism, or lumped in with other proposed fixes like Universal Basic Income, or asked whether it plans to franchise. It isn’t, and doesn’t — see the common objections →.
Governance
None of this is only about ownership, though. A trust that’s supposed to hold its purpose permanently also has to survive the ordinary ways organizations tend to go wrong over time — concentrated power, capture by narrow interests, nepotism, unaccountable spending. Those failure modes have nothing to do with who owns the company; they happen inside co-ops, nonprofits, family businesses, and conventional corporations alike. So the trust’s design has to address that too, deliberately, not just assume good governance will happen on its own.
Compensation and Retention
There’s a third piece, closer to home for anyone actually working here: how people get paid, and what happens to them if automation changes or eliminates their role. Ownership and governance are the structural guarantees; compensation and retention are what an employee actually experiences day to day.