The Menke Group, Inc.

THE MENKE GROUP

AMERICA’S LARGEST & OLDEST ESOP ADVISOR

Celebrating 50+ Years of Excellence in...

ESOP Design Installation Administration Appraisals Legal Consulting

Since 1974, Menke has structured over 4,000 ESOPs, the most by any single organization.

We design and install ESOPs for companies with as few as 10 employees and as many as 10,000 employees.

We provide all the services needed to design and install an ESOP, including Structuring, Legal & Tax Compliance, Valuation, Documentation, Debt Capital Raising (if required), Employee Communication, and Administration.

Years in Business
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ESOPs Designed and Installed
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Administration Clients
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esop,employee stock ownership plan

Menke does a tremendous job for us. I am very pleased.

Bob W.,Ā President
Industry: Machinery
ESOP since 2001

Industry Leading Solutions

Single Source Provider for All ESOP Services

Engineer surrounded by gears and tools.

ESOP Design & Installation

Along with corporate management, we will design a plan for the acquisition of stock by the ESOP.
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ESOP Administration

Menke provides full-service administration for nearly 1,000 ESOPs – more than any other firm.
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People managing ESOP and administration books.

Combined ESOP & 401(k) Administration

Each ESOP is custom drafted, based upon a 20 page checklist, to reflect your own personal desires and preferences.
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ESOP feasibility studies on computer screen

ESOP Feasibility Studies

Menke prepares custom-designed feasibility studies for company owners, company management, bank lenders, and outside company advisors.
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Business report with charts and financial symbols

ESOP Success ScoreĀ® & Repurchase Obligations

Menke prepares custom-designed ESOP repurchase obligation studies for company management, ESOP trustees, bank lenders, and outside company advisors.
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Employee Communications

We make sure company employees have a good understanding of the new Plan being presented to them.
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Online ESOP platform with charts and graphs

Online ESOP Access

Along with corporate management, we will design a plan for the acquisition of stock by the ESOP.
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Balanced scale with dollar signs

ESOP Appraisals

30 years providing business valuation appraisals and fairness opinions for privately-held companies.
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M&A Advisory

Full-service M&A Advisory — helping business owners sell to an ESOP, raise capital, or explore strategic mergers — from deal structuring to closing.
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READY FOR AN ESOP NOW?

Interested in finding out how an ESOP could work for your company?

John D. Menke

Founder, President
ā€œThe Menke Group is committed to providing our clients with the highest level of expertise and service as it relates to the structuring and implementation of employee and management-led buyout transactions. We believe that by maintaining our position as recognized leaders in employee and management related transactions, we will continue to be able to bring unparalleled guidance, support and results to our clients nationwide and around the world.ā€
John D. Menke

ESOP Industry News

Composite image of U.S. Senators from the HELP Committee, symbolizing bipartisan passage of ESOP legislation in July 2025

Senate HELP Committee Unanimously Passes Landmark ESOP Bills: A Victory for Employee Ownership

In a powerful bipartisan moment for worker-ownership advocates, the U.S. Senate Health, Education, Labor & Pensions (HELP) Committee voted unanimously on July 31 to advance two major bills promoting and protecting Employee Stock Ownership Plans (ESOPs): the Retire Through Ownership Act (S. 2403) and the Employee Ownership Representation Act (S. 1728). Together, these bills represent…

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Dr. Joseph Blasi speaking into a microphone during a U.S. Senate HELP Committee hearing, seated beside other attendees.

Empowering Workers, One Share at a Time: Highlights from the U.S. Senate’s 2025 ESOP Hearing

Update (July 31, 2025): The Senate HELP Committee has now unanimously passed the ESOP bills discussed in this hearing. [Read the follow-up here →] On July 24, 2025, the Senate Committee on Health, Education, Labor, and Pensions (HELP) convened a powerful and bipartisan hearing under the banner: ā€œEmpowering Workers by Expanding Employee Ownership.ā€ With support…

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Man speaking at a conference.

Congress to DOL: It’s Time to Shine a Light on EBSA’s Anti-ESOP Tactics

And the Senate Follows Up With a Powerful Push to Expand Employee Ownership Washington, D.C. – July 22, 2025​ This week marked a historic moment for the employee ownership movement. On Tuesday, the House Education and Workforce Committee held a hard-hitting oversight hearing scrutinizing the Department of Labor’s Employee Benefits Security Administration (EBSA) for what…

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Elderly man and woman speaking at event

Remembering Impassioned ESOP Advocate and Pioneer, Patricia Hetter Kelso (1927-2025)

Patricia Hetter Kelso (nee Bertsche), pioneering champion of democratic capitalism, died peacefully in her San Francisco home on Independence Day, July 4, 2025, at age 98. Born in Anderson, Indiana, Patricia dedicated her life to the development and advancement of Binary Economics, a revolutionary economic theory that aims to achieve universal capitalism. After earning degrees…

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Oregon state legislative chamber with overlay graphics

Oregon Just Passed a Landmark Law Giving ESOP Companies a Leg Up in Public Contracting

On June 11, 2025, Oregon made history for employee ownership. Governor Tina Kotek signed House Bill 3646 into law, creating a formal preference in public procurement for companies that are majority-owned by their employees—either directly or through an Employee Stock Ownership Plan (ESOP). Starting in 2026, Oregon state agencies will be able to give these…

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Secretary of Labor Lori Chavez-DeRemer delivering a keynote at The ESOP Association event, standing at a podium with an American flag and ESOP Association logo in the background.

Lori Chavez-DeRemer’s Keynote: A Bold New Era for ESOP Advocacy at the Department of Labor

In a rousing keynote address to The ESOP Association, newly confirmed Secretary of Labor Lori Chavez-DeRemer signaled a sea change in federal policy toward Employee Stock Ownership Plans (ESOPs). Her remarks marked the strongest pro-ESOP stance from a sitting Labor Secretary in recent memory—and possibly ever. Secretary of Labor Lori Chavez-DeRemer at The ESOP Association’s…

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US Capitol building with red-blue color filter

The Employee Ownership Fairness Act of 2025: A Game-Changer for ESOP Companies and Their People

Big news is brewing in Washington that could reshape the landscape for ESOP-owned companies The Employee Ownership Fairness Act of 2025, recently introduced in Congress, proposes substantial increases in ESOP contribution limits and ESOP participant allocation limits—changes that would be wholly positive for companies, owners, and employee participants alike. The proposed Employee Ownership Fairness Act…

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Volunteer team and colorful urban planning illustration.

M-Group Becomes Employee-Owned

Campbell, CA – M-Group, a leading urban planning firm in the San Francisco Bay Area, has transitioned to an Employee Ownership Model (ESOP) with the guidance of The Menke Group, America’s leading ESOP advisory firm. This transition secures the company’s future, rewards employees for their contributions, and ensures long-term stability for its customers and community.…

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Nor-Cal Pipeline Services crew working on underground utility infrastructure at night, highlighting the benefits of employee ownership through an ESOP.

Legacy Utility Group Transitions to Employee Ownership: A Win for Employees, Customers, and the Community

How Employee Ownership Secures the Future for Legacy Utility Group Legacy Utility Group, a premier infrastructure contractor based in Roseville, California, has made a transformational shift to employee ownership by establishing an Employee Stock Ownership Plan (ESOP). This strategic move not only secures the company’s long-term future but also empowers its workforce, reinforcing a culture…

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Oliver's Market 100% employee owned banner.

Oliver’s Market Becomes 100% Employee-Owned: A Commitment to Independence and Community

For CEOs exploring the transformative potential of Employee Stock Ownership Plans (ESOPs), the case of Oliver’s Market, a California-based grocery chain, offers an inspiring roadmap. Oliver’s has long been a staple in Sonoma County, known for its commitment to local sourcing, exceptional customer service, and strong community ties.​ Oliver’s began its ESOP journey in 2017…

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Corovan team celebrating employee ownership

Corovan’s Transformation to Employee Ownership

The Historical Evolution of Corovan Corovan’s journey from a small moving service to the largest commercial mover in the Western United States is a testament to its adaptability and forward-thinking strategies. Founded in 1948 by Richard T. Schmitz, Corovan initially offered residential moving services. By 1955, it expanded its horizons by becoming an agent for…

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Learn why an ESOP is better for You,
your Business, and your Employees

Upcoming Web Seminar

Free 90-Minute Webinar for Business Owners, CFOs & Advisors

Learn how ESOPs fuel growth, reduce taxes, and power succession—without giving up control.

Why 2026 is the Time for ESOPs

Strong companies are using ESOPs to play offense. With rates stabilizing and talent still tight, employee ownership is delivering a durable edge:

    • Founder Liquidity—On Your Terms. Create a market for your shares without selling to private equity or competitors.
    • Major Tax Efficiency. Enable capital‑gains deferral for selling shareholders (Section 1042 eligibility) and reduce or even eliminate ongoing corporate income tax for S‑Corporation ESOPs—freeing cash for growth.
    • Talent Magnet. Meaningful employee ownership boosts engagement, retention, and performance—without relying solely on wage increases.
    • Resilient Margins. ESOP tax advantages help counter wage pressure, input costs, and tariffs—so more operating cash flows to strategy.
    • Control & Culture Intact. Transition ownership while keeping leadership and values in place.. Transition ownership while keeping leadership and values in place.

Bottom line: ESOPs create a rare win‑win‑win—for owners, the business, and employees.

What You’ll Learn

ESOP 101—Modern Playbook
How ESOPs work in 2026, who qualifies, deal structures, and timelines.

Tax Strategies that Change the Math
Capital‑gains deferral, corporate tax reduction/elimination for S‑Corp ESOPs, deductible contributions, and cash‑flow modeling.

Talent & Culture
Retention without across‑the‑board raises; ownership communications that actually move the needle.

Protecting Margins
How ESOP incentives can offset cost inflation and support reinvestment.

Valuation & Financing in Today’s Market
Bank/seller notes, mezzanine options, rate considerations, and why ā€œbankable ESOPsā€ are closing now.

Governance & Control
Board, trustee, and management roles—what really changes (and what doesn’t).

Who Should Attend

    • Business OwnersĀ planning an exit, partial sale, or recapitalization

    • CFOsĀ evaluating capital structure and tax strategy

    • Advisors & Succession PlannersĀ guiding owner‑led companies

    • HR & ESOP Committee MembersĀ building engagement around ownership

Agenda (90 Minutes)

    1. Welcome, Speakers & Why ESOPs in 2026Ā (5 min)
      Quick orientation; who Menke is and why ESOPs are winning right now.
    2. ESOP Basics & Business Owner BenefitsĀ (10 min)
      What an ESOP is; liquidity, diversification, succession, productivity.
    3. Myth‑Busting: What ESOPs Do—and Don’t—RequireĀ (5 min)
      No, you don’t have to sell 30%+, borrow big, or give up control.
    4. Deal Structures & Transaction PathsĀ (10 min)
      Cash‑contribution (pay‑as‑you‑go), leveraged (bank/seller notes), and stock contribution; when each fits.
    5. Typical Scenarios & OutcomesĀ (10 min)
      Gradual sales, minority/majority sales, 100% buyouts, and recap strategies.
    6. Who’s a Strong Fit (and Common Constraints)Ā (5 min)
      Profitability, team/transition readiness, industry notes.
    7. Tax Strategy Deep DiveĀ (10 min)
      S‑Corp ESOP distribution savings; C‑Corp §1042 capital‑gains deferral; entity‑path options.
    8. Valuation & Pricing vs. Third‑Party SalesĀ (8 min)
      FMV standards, control vs. minority value, practical comparisons.
    9. Financing the ESOPĀ (8 min)
      Bank market overview, seller paper, balance‑sheet effects, cash‑flow modeling.
    10. Plan Operations & Employee CommunicationsĀ (8 min)
      Eligibility, vesting, distributions, disclosures, and how transparency drives results.
    11. Culture, Engagement & Measured Performance UpliftĀ (6 min)
      What changes on day 2; tying ownership to productivity.
    12. Roadmap & Next StepsĀ (3 min)
      Feasibility, design/adopt, contributions, and timing the sale.
    13. Live Q&AĀ (2 min)

Hear From Past Attendees

ā€œI came in skeptical. I left with a concrete roadmap and the math to brief our board.ā€

ā€œThis clarified our exit plan and showed how we can reward employees at the same time."

Your Presenter: Phil DeDominicis

Phil DeDominicisĀ is an ESOP strategist and M&A advisor who has guided 300+ companies through ESOP formations, financing, and transactions overĀ 20+ years at Menke & Associates. He specializes inĀ selling ESOP‑owned businessesĀ to financial or strategic buyers and inĀ helping ESOP companies acquire other businesses.

Before Menke, Phil spentĀ 14 years in investment banking M&AĀ atĀ Morgan StanleyĀ andĀ Salomon Smith Barney, advising middle‑market companies on change‑of‑control transactions. He holds aĀ B.S. in Chemical EngineeringĀ from theĀ University of DelawareĀ (1985) and anĀ MBA in Finance & AccountingĀ fromĀ UCLA AndersonĀ (1989). Phil currently serves onĀ six for‑profit and not‑for‑profit boards.

What Phil will cover:

    • Where ESOPs win in 2026 (tax, talent, and control)
    • Owner liquidity paths: minority, majority, and 100% sales
    • Financing options and what lenders look for
    • Valuation reality vs. third‑party sales
    • How to prep a board, trustee, and employees for a successful close

Reserve Your Spot Now

Seats are limited.Ā Save yours now and receive the ESOP Feasibility Checklist.

10:00AM – 11:30AM PT
11:00AM – 12:30PM MT
12:00PM – 1:30PM CT
1:00PM – 2:30PM ET

No cost. Suitable for companies with $5M–$500M+ in revenue across construction, manufacturing, services, distribution, tech, and more.

FAQ (Quick Hits)

    • Do I lose control?Ā No—most ESOPs preserve day‑to‑day control with your leadership team and board.

    • Is this only for certain industries?Ā ESOPs work across sectors when cash flow is stable and leadership continuity matters.

    • Can we do a partial sale?Ā Yes—stage liquidity over time while capturing tax benefits.