Between ESOPs, EOTs and Mondragon cooperatives: the institutional design of Slovenia's employee ownership cooperative act

Purpose This paper examines Slovenia's Employee Ownership Cooperative Act (EOCA), adopted in 2025, which provides a novel legislative framework for the Slovenian Employee Stock Ownership Plan (ESOP) model. The purpose is to analyze how the EOCA translates its statutory objective of “long-term and stable participation of as many employees as possible in ownership” into a concrete institutional design. Design/methodology/approach The paper adopts a comparative-institutional and design-based approach. Drawing on existing empirical and theoretical literature on employee ownership, it analyses the EOCA as an institutional response rather than as an evaluation of outcomes. Findings The institutional analysis identifies five interdependent mechanisms of the Slovenian ESOP model, which are designed to address some of the historical challenges associated with employee ownership. Additionally, the paper describes the fiscal incentives and regulatory framework created by the EOCA. Research limitations/implications The paper does not assess actual outcomes of the EOCA but provides an ex ante institutional design analysis. Future research should examine adoption rates, study implementation practices at the firm-level, analyze governance and look at long-term outcomes as new employee-owned firms emerge under the novel legislative framework in Slovenia. Practical implications The paper provides practitioners, policymakers, advisors and employee ownership organizations with a detailed explanation of the Slovenian ESOP framework, including the institutional design, description of the fiscal incentives and the outline of the regulatory framework. Originality/value This paper provides the first systematic academic analysis of the EOCA. It contributes to the literature by presenting a novel institutional design that combines elements of different employee-ownership (EO) models within a single legal and fiscal framework, offering replicable insights for jurisdictions seeking similar initiatives.