ESOP Case Studies – The Good, the Bad and the Ugly


ESOP Case Studies - The Good,
the Bad and the Ugly

ESOPs are an option often considered by business owners and their advisors when planning for an exit.  The problem is that they are almost always talked about in the abstract with the benefits highlighted and the realities ignored. Using case studies, Chelsea will explore all the factors in considering an ESOP from the actual components of the plan, to how to choose when it’s appropriate (and when it’s not) for both the owner and the key employees, to potential disasters for the business owner 3, 5, 7 years down the road.


Learning Objectives:

  • Background on ESOPs and the advantages of ESOPs, as compared to other exit strategy options
  • Key issues to be mindful of
  • Issues in ESOP litigation, including:
    • DOL enforcement actions
    • Private party plaintiff actions
    • Valuation Issues
    • Indemnification
    • Warrants/SARs
    • Qualification of Advisors
    • Due Diligence


About the Presenter:

Learn from industry expert Chelsea Mikula-Tomko, Partner, Tucker Ellis, LLP.

Meet the Presenter


This event is free to attend!

Thank you to our Sponsors:



The EPI Local Chapter is different than other groups because it brings together a diverse group of professionals from a wide range of specialties that can naturally work collaboratively on exit planning, succession planning, value growth, transaction or any engagement from both sides of the equation. The chapter meets regularly to network, reconnect, grow knowledge, and sharpen their skills with a common goal: Change the outcome for transitioning business owners. Make plans to join us for future events and connect with the local leadership by visiting

About the Presenter

Chelsea Mikula-Tomko

Chelsea Mikula-Tomko

Partner, Tucker Ellis LLP

Meet Chelsea Mikula-Tomko. 

Chelsea Mikula is an experienced trial lawyer who represents clients nationwide in all aspects of commercial litigation, with a particular focus on shareholder disputes and ESOP litigation.

Chelsea has amassed significant trial experience early in her career. As a general commercial litigator, she has taken several cases to verdict at trial and in arbitration as co-counsel. She is often brought onto large trial teams to assist with preparation of witnesses and overall trial strategy. Chelsea has represented clients in complicated breach of contract actions and other business-related torts. She has a particular emphasis on shareholder disputes and cases involving business valuation issues. Chelsea’s passion for truly getting to know clients allows her to better understand their businesses and help them solve problems quickly and efficiently.


Complementing her business litigation work and skills as a trial lawyer, Chelsea represents corporations and employee stock ownership plan (ESOP) trustees in litigation across the country.

At the start of her career, Chelsea spent a number of years focused on consumer product safety issues. Today she uses that knowledge to advise clients on compliance, reporting obligations, and recall effectiveness and in advertising disputes before the National Advertising Division of the Better Business Bureau and the National Advertising Review Board.

Chelsea has been ranked in the “Up and Coming” category in Chambers USA, where she was “praised for the breadth of her skills” and noted for providing “extreme attention to detail, effectively navigating a very complex matter from beginning to trial.”


A native Clevelander, Chelsea enjoys being active in the Northeast Ohio community and volunteering with organizations to do what she can to give back. She also enjoys mentoring young associates and helping them build their careers as trial lawyers.