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Equity Incentives and Investments

Being able to effectively incentivise senior executives and other managers/employees through equity participation is becoming increasingly important in the current climate. But the rules governing such arrangements are notoriously tricky and, in particular, implementing such arrangements without advice can often result in unexpected and unwanted tax charges for both the individuals concerned and employers. Conversely, structuring such arrangements correctly can result in significant tax savings. In addition, in some cases, there can be complex corporate governance and financial services regulation considerations.

Our equity incentives team is made up of experts in each of our corporate and tax groups, as well as members of our pre-eminent employment and professional practice groups, who have significant experience advising in the context of tax efficient equity based incentivisation and performance related remuneration. We provide pragmatic high quality advice tailored to each client’s particular needs and circumstances, and look to combine excellent technical skills with a personable and user-friendly approach.

We advise listed companies, mid-tier corporates, owner-managed and/or venture capital backed businesses, and start ups as well as partnerships and LLPs and individuals (entrepreneurs, senior executives and employees) in relation to both existing and new share plan and management incentive arrangements, including in the context of wider corporate transactions. Our work often has an international dimension, whether it be advising overseas companies on setting up incentive arrangements for UK employees or internationally mobile employees on tax efficient share based remuneration packages.

Where necessary, we are happy to work alongside existing external or overseas advisors, and we have access to a wide international network should non-UK tax advice be required.

Our expertise

We advise clients in relation to:

  • all aspects (including the setting up and implementation) of HMRC approved share/share option schemes, including EMI options, CSOP options, SAYE and SIP schemes;
  • other equity based incentive arrangements for senior executives/employees, including LTIPs, phantom share schemes, performance and growth shares, partly paid shares and joint share ownership arrangements (including in relation to deferred awards);
  • structuring founders’ equity for owner-managers on start up, and the offering of further equity incentives over the life-cycle of their business;
  • appropriate share based structures for businesses backed by venture capital, business angels or other private investors;
  • management’s participation in private equity transactions;
  • employee share schemes and management incentives in the context of corporate and corporate finance transactions, including reorganisations, mergers and acquisitions, business transfers, IPO’s and private equity deals;
  • incentivisation of UK based employees/executives within the framework of international share plans;
  • maximising corporation tax reliefs available to employing companies;
  • employment related securities issues generally, including disputes with HMRC;
  • disguised remuneration and employee benefit trusts (EBTs);
  • the new “employee shareholder” status;
  • partnership and carried interest structures; and
  • corporate governance and financial services regulatory issues.

Who should I contact?


Emma Bailey
Direct dial: +44 (0)7976 356 590


Joanne Varia
Tax Director
Direct dial: +44 (0)7736 621 180


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