Employee share schemes in London
The incentives department at Clifford Chance LLP is dedicated to advising on high-end transactions as well as a range of other complex advisory projects. Recognised as technical and market experts, the team contributes to several industry organisations at committee level. Sonia Gilbert heads the team and advises a wide range of companies from all sectors on remuneration disclosure, governance and policy as well on remuneration issues on large corporate deals and IPOs; she is praised for her 'tremendous client facing skills'. Andrew Patterson, the former head of incentives law at Barclays, advises on a range of global incentives and remuneration issues at the highest level, with notable experience of financial service sector remuneration.
‘Two things make this practice unique. First, the team has recruited personnel from in-house positions in large financial services institutions. Having people of this calibre and experience really gives the practice extra commercial flair and focus. Second, precisely because of the financial services angle, I would say that CC are the pre-eminent share schemes practice in the financial remuneration regulatory space.’
‘Sonia Gilbert has tremendous client facing skills, which, coupled with 20+ years of share scheme experience, puts her at the vanguard of top experts in this area.’
‘Andrew Patterson brings to the table both his unique experience of financial remuneration regulation gained at Barclays and his phenomenal work ethic.’
‘A cohesive and loyal team.’
CK Asset Holdings
Standard Chartered Bank
- Advised Inmarsat on its takeover by a consortium formed of funds advised by Apax Partners LLP, Warburg Pincus LLC, Canada Pension Plan Investment Board and Ontario Teachers’ Pension Plan Board.
- Represented CK Asset Holdings in connection with its recommended cash offer for Greene King through CKA’s wholly owned subsidiary, CK Noble (UK) Limited.
- Advised Provident, the leading UK non-standard credit provider, on its successful 14-week defence against an unsolicited hostile offer by Non-Standard Finance.
Herbert Smith Freehills LLP
The remuneration and incentives practice at Herbert Smith Freehills LLP combines dedicated subject matter expertise with cross-border and cross-practice experience by combining three limbs of the practice. The share schemes and incentives practice provides the full range of share plan and incentives advice to bluechip clients and advises on all related aspects of corporate actions; the corporate governance practice addresses the particular needs of listed companies; and the financial services compensation regulatory practice advises financial institution clients. The 'approachable, extremely experienced and well regarded' Paul Ellerman is the global head of the remuneration and incentives team in London and advises on some of the most challenging issues in the UK and internationally for listed and private companies. The 'fantastic' Mark Ife, who co-heads the practice receives much praise for his client handling skills, while Kiran Khetia advises private and listed clients globally on cash and share-based incentive arrangements.
‘Specialist in their field; conversant with processes but what sets them apart is they got close to us and understood our levels of knowledge. where we were lacking they took time to explain the issues offering options and leading us through any problems.’
‘Paul Ellerman is an excellent leader of the team and oversaw what was going on throughout our transaction giving valued advice as he went, but not interrupting the flow.’
‘The level of service, dedication and guidance provided by our key contacts in the practice was exceptional. The quality of legal advice given including their ability to proffer creative solutions to quite complex legal issues was outstanding, and very much appreciated.’
‘The quality of the work produced is to a very high standard – the team can always be relied upon to provide timely guidance and advice when needed. I would highly recommend them for their excellent knowledge and professional manner.’
‘Mark Ife and Niall Crean are both exceptional – demonstrating deep expertise and knowledge and a very strong understanding of the business, they are extremely responsible and attentive to deadlines. All wrapped up in great personalities such that our relationship is characterized by a strong and lasting partnership.’
‘A great team of hard-hitters – with significant technical expertise, a commercial and pragmatic approach and a huge amount of experience, the HSF team stands out as a leader amongst its peers.’
‘Paul Ellerman is approachable, extremely experienced and well regarded.’
‘Mark Ife is hugely capable and commercial and cuts to the heart of any problem offering pragmatic, clear and decisive advice.’
‘Kiran Khetia is very experienced and technically sound.’
‘The depth and breadth of knowledge of the Herbert Smith Freehills employee share schemes team is remarkable. Their balance of technical knowledge and pragmatism brings added value to their service.’
‘Mark Ife is a fantastic partner who has in-depth knowledge of our share plans – seemingly knowing our plan rules off the top of his head as he can always reference them immediately when I make an unscheduled call to him! Exceptional.’
‘Mark Ife is excellent at being able to discuss complex legal concepts to audiences at any level which I particularly appreciate as a non-lawyer! He is always responsive, clear, concise and most importantly pragmatic. He is always very knowledgeable and always enthusiastic about his subject matter.’
‘Mark Ife is amazing. Pragmatic and thoughtful and extremely knowledgeable – no question is too trivial and a reasoned approached what sometimes can be some quite basic questions through to some very technical questions. The rapport he has with us a client is remarkable and always happy to lend some helpful tips.’
British American Tobacco
Gulf Keystone Petroleum
Marathon Asset Management
River & Mercantile
Royal Mail Group
- Advised Millennium & Copthorne plc on the share plan aspects of its take private by City Developments Ltd.
- Advised Virgin Atlantic, a longstanding client of the firm, on the share plan aspects of its acquisition of Flybe and Flybe.com (the operating subsidiaries of Flybe Group) by Connect Airways, a joint venture company owned by Virgin Atlantic, the Stobart Group and Cyrus Capital, and associated £100 million financing for Flybe.
- Advised Asterion Industrial Partners on the share plan aspects of its acquisition of Aggregated Micro Power Holdings plc (trading as AMP Clean Energy).
The incentives team at Linklaters LLP is one of the largest practices in the London market, with 15 lawyers advising only on incentives and providing a full-service offering to clients. With incentive lawyers in another 20 countries, the firm has a global reach and services companies worldwide. Due to its particular expertise in the financial services sector, the team's client roster includes a plethora of global investment banks and asset managers. Clients can also benefit from the firm's interactive compliance tool for directors' remuneration reports, which gives companies quick access to all required information, links to underlying legislation and regulatory guidelines. Alexandra Beidas heads the team and specialises in advising financial institutions on remuneration as well as in director recruitment and terminations. Cara Hegarty was recently promoted to partner and comes highly recommended, as does counsel Bradley Richardson.
‘Every person I have worked with on the Linklaters team is professional yet friendly and down-to-earth. They are a pleasure to work with because they take complex concepts and distil them into practical advice which gives clear reasoning and boundaries. They are also extremely responsive which is always appreciated.’
‘Bradley Richardson is a go-to person. He inspires confidence with his calm, professional approach and his commercial solutions.’
‘Excellent individual team members but also a good team as a whole. The firm has excellent lawyers in all disciplines so is an excellent option for deals requiring expertise in share schemes as part of a bigger deal.’
‘Individuals are all technical experts and legally outstanding, but what sets them apart is their responsiveness, commercial nous and ability to crystallise legal issues to clear, accessible content. The individuals are all incredibly personable and easy to work with.’
‘First class technical knowledge combined with a pragmatic approach, understanding of tight deadlines, professionalism and humour.’
‘Cara Hegarty is excellent – her advice is clear, thorough and pragmatic and her attitude is supportive and professional. I always feel I can speak to her as a sounding board and very much value the level of support we receive from her.’
‘The team at Linklaters are able to break down legal issues and explain them to all levels in the organisation in an incredibly clear and concise way. Their knowledge and work ethic is second to none. Having just gone through a very complex merger with a large number of legal challenges, their ability to break down complex legal issues and explain them to the reward team was very useful. We are very confident in this team and putting them in front of senior executives is never a risk, they always excel and are spoken highly of across the organisation.’
‘Cara Hegarty is one of the most intellectually agile people I have had the pleasure of working with. She thinks three problems ahead and comes up with commercial solutions to problems that we face. All future lawyers that we have will be held up to her standard, she is an asset to Linklaters and any firm she provides services to. I couldn’t praise her more highly.’
Charter Court Financial Services
Advent International Corporation
Bovis plc (now called Vistry Group plc)
Ophir Energy plc
Greene King PLC
Just Eat plc
Burberry Group plc
- Advised Just Eat plc on its £12bn merger with Takeaway.com, including advice in relation to a rival bid from Prosus N.V. and the impact of the ongoing CMA investigation.
- Advised Charter Court on the impact of its £1.6 billion merger with OneSavings Bank, a merger which created one of the UK’s largest specialist mortgage lenders.
- Advised Investec plc in connection with the demerger of its asset management business, Ninety One.
Slaughter and May
The pensions, employment and incentives department at Slaughter and May is headed by Charles Cameron and has vast experience of advising companies on all aspects of management and all-employee incentivisation, including navigating corporate governance standards and regulatory requirements, advising remuneration committees on sensitive decisions as well as designing, implementing and operating share and cash-based incentive plans. The team works closely with the firm’s top-tier corporate practice on the incentives and remuneration aspects of major corporate transactions, including those involving major listed companies. Recently, the team has seen considerable growth in its advisory practice, particularly in the financial services sector, and advises numerous LSE listed companies. The team includes multi-specialists who work across the tax, regulatory and employment practices to ensure that clients receive joined-up advice on issues which span different areas. Philip Linnard has particular experience in executive appointments and terminations. 'Incredibly knowledgeable' Padraig Cronin and associate Rosemary Nelson are also recommended.
‘They know the business, know how we operate and take care to ensure that advice provided is in a format that is easy to understand and follow. It is practical as well as theoretical.
‘Rosemary Nelson is always on hand to answer our queries in respect of share schemes in particular and has helped with the renewal of rules on a number of occasions. Her advice is always clear and to the point and suggests alternatives to help resolve situations that arise.’
‘Ian Brown is the leading expert in his field, providing exceptional advice on the operation of incentives and executive remuneration. Commercial, pragmatic advice provided underpinned by technical foundations that are second to none.’
‘Ian Brown and Padraig Cronin are incredibly knowledgeable and very concise and straightforward in their advice. Slaughters obviously has a strong brand name in the market and these two fully justify such a reputation. As well as the legal advice being comprehensive, both have strong client relationship skills.’
Ocado Group plc
Workspace Group plc
Reckitt Benckiser plc
Close Brothers plc
OneSavings Bank plc
- Advised Ocado on the design and implementation of a range of new share incentive arrangements to enable the company to grant executive and all-employee awards internationally (including in the US on a tax approved basis).
- Advised Takeaway.com on the incentives implications of its £6 billion combination with Just Eat, including the grant of rollover options and replacement awards.
- Advising Reckitt Benckiser on bespoke replacement awards granted to its new CEO, Laxman Narasimhan, to buy out incentive awards granted by his former employer.
Tapestry Compliance is a specialist firm advising on all aspects of global HR and incentives; the practice was founded in 2011 and in the ensuing years has consolidated a strong reputation at the top of the market. With focused expertise in this area of work, the firm designs, drafts and implements a wide range of employee and executive equity plans for a global client base. The team, headed by the 'world-class' Janet Cooper, Bob Grayson and Hannah Needle - based in London, Sheffield and Leeds respectively - has particular strengths in the financial services sector, amongst others. Matthew Hunter advises a number of global banks, insurers and asset managers in relation to their compliance with EU and global remuneration regulations. Carla Walsham is also recommended; the firm is notable for having a more than 70% female workforce.
‘Tapestry operates in a very niche market but one that is extremely relevant for financial institutions. Their knowledge of the regulatory requirements is very detailed but also they take a very commercial approach to the advice provided. They take time to get to know your firm in order to be able to provide you a significant value added advice.’
‘Matthew Hunter is very experienced, detailed oriented and very quick to respond. I have worked very closely with him in the past 12 months and feel that he has become a true partner in his area of expertise. Matthew understands our challenges and offers solutions at every stage – also proactively communicates when something relevant comes up.’
‘The team is uniquely qualified in the area of equity incentives. While many other firms will claim to be able to provide advice of a similar quality, in many firms their experience of equity incentives is largely limited to dealing with them in the context of a transaction. Tapestry Compliance can certainly support equity incentives in relation to transactions but also, more importantly, they can support their day-to-day operation.’
‘The team is very diverse and, as such, brings a different perspective (as well as a great deal of pragmatism and commercialism) to any situation.’
‘During these challenging few months due to Covid 19, the Tapestry team have gone the extra mile to support and stay in contact with clients and led discussion and provided help with Covid 19 impacts.’
‘Tapestry is a (the?) leading boutique law firm focused on employee share and incentive plans globally. Within that, they also have good experience in financial services and the associated remuneration regulatory requirements. They are smart, responsive and pragmatic – and also provide great value for money vs. the larger firms who also sit in the top tier for incentives.’
‘Hannah Needle leads our engagement and provides us with an excellent service. She is detailed and thorough but combines that with plenty of practicality and common sense. We operate some complex and unusual arrangements and she is always able to provide clear and compelling advice on whatever we throw at her.’
Matthew Hunter has built up a great knowledge of FS remuneration regulations and some of the kinds of approaches and issues that different kinds of FS firms face. Matthew stands out as an excellent adviser and one to watch.’
‘Janet Cooper is without doubt the absolute market leader on employee incentives. Janet is a joy to work with and a world-class adviser.’
‘I find them very approachable and very easy to discuss matters with. They are always willing to work within our timelines and always deliver on time.’
‘Tapestry is adept at balancing technical insight with accessible and practical advice.’
- Advised Schroders on their extensive review and restructuring of their global incentive arrangements. The advice covered a range of employees in 43 jurisdictions.
- Advised Goldman Sachs on their global plans including feasibility studies and compliance requirements since 2011.
- Advised multinational engineering company The Weir Group plc on the global implementation on their all employee share plan which covered over 50 countries.
As part of the Travers Smith LLP tax department, the incentives and remuneration group - headed by the 'excellent' Mahesh Varia - provides a full service to clients encompassing in-depth advice on the technical tax aspects of employee incentive arrangements, as well as the corporate, governance, securities, trusts and employment considerations. Clients include publicly traded companies as well as private equity backed companies from a range of industry sectors, on both a domestic and international level. The team drafts, designs and implements a wide variety of incentive arrangements from tax-advantaged share plans to bespoke share ownership, option and cash-based schemes; the practice also provides transactional support on major M&A deals. Elissavet Grout's work focuses on corporate governance and regulatory frameworks for listed companies; senior associate Kevin Donegan is also recommended.
‘A very talented team, particularly in relation to PE and PE portfolio companies work but also for listed companies. The team is supportive, technically excellent but also commercial. They provide pragmatic and legally precise advice and the quality of their drafting is excellent. The team is well resourced and responsive and in my experience over the many years that I have worked with them, their service is first class.’
‘Mahesh Varia is very well respected in his field, thorough, approachable, commercial and technically excellent, Mahesh can always be depended upon to get the job done.’
‘Elissavet Grout is technically excellent, user friendly and commercial.’
‘Kevin Donegan is technically very sound, pragmatic and commercial.
‘Exceptionally strong share scheme and incentives practice for private equity portfolio companies.’
‘Mahesh Varia is a stand-out partner. Well known in the legal community. Brings keen judgement and business acumen to the table to resolve legal matters with commercial common sense.’
Distribution Finance Capital Limited
Lovell Minnick Partners LLC
Aggregated Micro Power Energy plc
Bank of London and the Middle East
S4 Capital PLC
Auto Trader Group plc
Micro Focus International plc
- Advised on the share plan aspects of the acquisition of British insurance services firm Charles Taylor plc by Lovell Minnick LLC by way of a UK scheme of arrangement.
- Advised S4 Capital PLC on the implementation of a variety of incentive arrangements across the various sections of the group.
- Advised NASDAQ listed Worldpay, Inc. on the UK share incentives aspects of its merger with FIS.
The share schemes and incentives practice at Allen & Overy LLP is headed by Paul McCarthy and offers advice on all aspects of share plans, including complex cross-border issues. Comprehensive advice is offered to clients by drawing on the magic circle firm's full-service global offering, working together with the firm's local tax, securities, employment, corporate and regulatory lawyers when necessary. The team has advised on share plans in over 75 countries, ranging from Azerbaijan to Uruguay, and has seen some significant activity relating to both the domestic and international M&A market over the last year, working on a number of large high-profile acquisitions and disposals. The firm's particular expertise in the financial services sector means financial institution clients regularly turn to the team for strategic advice on sensitive, high-risk remuneration issues and for help navigating regulatory frameworks.
‘There’s not been a question or issue presented to A&O by my team that has not been dealt with quickly and succinctly and with the appropriate level of background to ensure that I can act on the matter with the fullest of confidence.’
‘The whole team strikes an excellent balance between pragmatically helping us achieve the outcomes we desire without us worrying that we are doing is incorrect and/or outside of best practice.’
Network International Holdings plc
DWF Group plc
JP Morgan Chase Bank
Wm Morrison Supermarkets plc
Marks & Spencer plc
Prudential Financial Inc
Sage Group plc
TT Electronics plc
Associated British Foods plc
TP ICAP plc
Nationwide Building Society
Liberty Global Inc
21st Century Fox
Reckitt Benckiser plc
Jeremy Edwards, who has particular expertise in advising London Stock Exchange listed companies on remuneration for directors and senior executives, heads the employee benefits group at Baker McKenzie. Well-regarded senior associate Gillian Murdoch advises on a wide variety of matters relating to employee share incentives and employment taxation. These include issues relating to executive remuneration and globally mobile employees, assisting multinational clients with the design, implementation and administration of their international share plans. Edwards and Murdoch are praised for 'going over and above to ensure an excellent level of service is given.' The team has further specialisms in complex cross-border transactions, helping clients identify the share plan implications of such deals, as well as handling commercial and tax issues, advising clients on alternative corporate and transactional structures to enable them to achieve their commercial objectives in tax-efficient ways.
‘The team is well balanced, excellent at communication not only in share schemes but in other areas such as IR35.’
‘Individuals are all personable, professional and extremely knowledgeable.’
‘The team is professional, friendly and helpful. We have always found them to be extremely accessible and responsive. They have also demonstrated a good grasp of our business.’
‘Gillian Murdoch is a delight to deal with – always extremely thorough, pragmatic and turns things around extremely quickly for us when required.’
‘The knowledge demonstrated by all the staff was impeccable. Gillian Murdoch deserves special praise in this regard. I felt she understood our unique requirements and provided real strong advice.’
‘Very responsive, friendly, knowledgeable and able to explain complex legal matters in a simple and understandable way.’
‘Both Jeremy Edwards and Gillian Murdoch are extremely experienced in share plans matters and are able to respond and articulate in a manner that is easily understood. In particular, Gillian Murdoch has a very good manner and working relationship with share plan team members.’
‘The Baker McKenzie share plans team is unique in its ability to give excellent legal advice and practical and pragmatic solutions to employee share plans issues. The professional and yet friendly approach compares well with other firms.’
‘All the team gives excellent advice but we would call out Jeremy Edwards, and Gillian Murdoch, who go over and above to ensure an excellent level of service is given.’
DS Smith Plc
Bank of Georgia Group plc
Smith & Nephew plc
TBC Bank plc
Daily Mail & General Trust plc
- Assisted Prudential plc, as their principal share plan adviser, with the launch of its global share plans worldwide and with global compliance for their executive share plans and all employee share purchase plans.
- Assisted Smith & Nephew plc with the annual review and launch of its international Sharesave plan and executive share plans. Helped Smith & Nephew develop replacement executive share plans to their existing plans, including a new long term incentive plan and deferred share bonus plan.
- Assisted TBC Bank plc in connection with its compliance with remuneration requirements in the United Kingdom as a result of its listing on the London Stock Exchange and assisted with the setting up and implementation of a new long term incentive plan for TBC.
DLA Piper launched a dedicated employee remuneration and incentives practice during 2019 with the hire of Nick Hipwell from Deloitte, where he led the incentive plans legal team. Led by Hipwell - who also previously worked at Clifford Chance LLP - the team has since continued to grow, with other senior recruits joining from Deloitte and share scheme specialist firm Tapestry Compliance. The department offers a full service to its clients and has particular expertise in the financial services sector, as well as incentive plan design and implementation in for fintech and technology businesses, as well as biotechs. The team works with the wider firm's global corporate team to provide specialist support on major M&A transactions, drawing on its considerable experience to advise on share plan implications of such deals.
‘Nick Hipwell has extensive industry knowledge and experience – I always appreciate him reaching out and checking in. He is responsive and a trustworthy partner to work with.’
‘A true business partner. Gives outcome based guidance rather than options. Looks at legal challenges in the context of what the business is trying to achieve as well as culture.’
‘A professional and relationship based approach was a key factor in successfully delivering the intended outcome which was complex in the make-up of the range of deal components. An intelligence in understanding how best to sequence the workstreams and deliver the necessary communication in written and verbal form was clearly evident throughout.’
The equity incentives and employee ownership practice at Fieldfisher is co-headed by 'leading light' Graeme Nuttall OBE, a recognised expert on employee ownership trusts, and Mark Gearing, who focuses on, amongst other things, inward investment work, advising US technology companies expanding their operations into the UK and the rest of Europe. The practice acts for companies listed on AIM, with a particular focus on the mining, media and technology and life sciences sectors, as well as for start-up businesses. Senior associate Tamsin Nicholds provides legal and tax advice to assist in implementing share plans and also handles incentives issues that arise in corporate transactions, M&A deals, IPOs and private equity buyouts. Neil Palmer is also recommended.
‘Our relationship with Fieldfisher is specific to their expertise in employee ownership. This is an area in which they are, arguably, uniquely qualified to provide advice and professional services. They bring a detailed knowledge as well as a strategic overview which makes them ideally placed to provide this advice at all stages of a business’ potential transition to employee ownership.’
‘I have worked most closely with Graeme Nuttall, who brought employee ownership trusts into existence and so is uniquely qualified to give advice on them, along with his colleague, Neil Palmer.’
‘Fieldfisher advised the government with the Nuttall Report on policy to support employee ownership trusts. Graeme Nuttall led the team and was supported by Neil Palmer. Graeme led on strategy and was very accommodating in helping us understand the various options. The process was led by Neil Palmer who was calmness personified when dealing with a client who needed lots of advice and who constantly wanted reassurance. They were both outstanding.’
‘Employee ownership trusts experts, with a firm and practical approach to negotiating financing with banks.’
‘Graeme Nuttall has a passion and unrivalled understanding of employee ownership trusts including questioning if a particular scheme is appropriate. I believe it would be difficult to find anybody with more knowledge. Mark Gearing then built our EMI scheme very efficiently. In all our communications everybody seemed to be talking to each other and nothing was missed.’
‘The clear market leader in the creation of employee ownership trusts.’
‘The level of overall knowledge is excellent and this is borne out by the volume of employee ownership trust transactions that they have carried out for their clients to date. This was very ably led by Neil Palmer, the partner in charge.’
‘Graeme Nuttall has an established reputation as a leading light in the Employee Owned sector.’
‘Mark Gearing has a wide knowledge of the sector. He is supported by the very able associate Tamsin Nicholds. They worked hard to grapple with our particular problems and helped us navigate through a number of very complex historic issues.’
‘The team is headed by Graeme Nuttall OBE, who drafted the Finance Act 2014 section on Employee Ownership Trusts. Graeme is supported by a dedicated and skilled group of colleagues.’
StatPro Group Plc
Elektron Technology plc
Blue Prism plc
Rutherford Health plc
Dale Nazzari & Co Limited
Paradigm Norton Financial Planning Ltd
Buckley Gray Yeoman Limited
Hopkins Architects Limited
Morey Smith Limited
MSMR Architects Limited
Riverford Organic Foods Limited
Assael Architecture Limited
Hodge Jones & Allen Solicitors Limited
Independent Oil & Gas plc
Haydale Graphene plc
City Health Care Partnership CIC
Atalaya Mining plc
- Acted for AIM quoted StatPro Group plc on its takeover by Ceres Bidco Limited, a wholly-owned subsidiary of US-based Confluence Technologies, Inc.
- Acted for HireVue (which deploys artificial intelligence to help companies make hiring decisions) on the UK incentives aspects of a transaction that involved the global private equity fund Carlyle acquiring a majority stake in HireVue.
- Advised Elektron Technology plc on its sale of the business known as Bulgin to Equistone, the leading European mid-market PE for £105m.
Robert Collard heads the 'excellent' share plans and remuneration team at Macfarlanes LLP. The team, which is part of the wider tax and reward department, advises on the full range of employee share plans and other incentive arrangements as well as key related areas such as employment, tax, trust law, corporate governance and financial services remuneration regulation. The team has recently seen an increasing amount of work relating to financial services remuneration, advising on regulations and incentives for fund managers. Clients range from large international listed companies, established private companies, financial services firms and start-up ventures to trustees of employee benefit trusts, as well as senior executives who are advised on the compensation and benefits arrangements they are offered by potential employers. Senior counsel Rasmus Berglund complements the team’s offering, in particular within the listed company and financial services remuneration space.
Other key lawyers:
Rasmus Berglund; Saba Palizi
‘Rob Collard leads an excellent team at Macfarlanes. The combination of a very strong tax team (that covers employee tax) and a transactional mindset makes the team one of the best available.’
‘Super responsive and also business savvy.’
J.D. Wetherspoon plc
Revolution Bars plc
Epic private equity
Smith & Williamson
- Advised Inspecs Group plc on a number of employee share option plans in relation to its IPO.
- Advised Elegant Hotels on the treatment of its share plans in connection with the takeover by Marriot International.
- Advised Smith & Williamson on the treatment of options and awards in relation to the agreed combination with the Tilney Group.
Senior consultant Nicholas Stretch heads the employee share schemes and incentives practice at Ashurst. The team handles the incentives aspects of complex corporate transactions, having worked on some of the largest deals of recent years, including FTSE 100 tech multinational AVEVA's $5bn acquisition of US software group OSIsoft. All members of the team belong to Share Plan Lawyers (SPL), a group of lawyers advising on employee share plans chaired by Stretch, and are active participants in ProShare, an organisation which promotes employee share ownership in the UK.
‘The team’s responsiveness and depth of knowledge is valuable to us as a client. In a fast-moving industry this is of great importance.’
‘Nicholas Stretch is responsive, knowledgeable and personable.’
- Advised Amerisur Resources, an AIM-listed oil and gas company, in relation to the £242 million offer for the company by US listed company GeoPark.
- Advised IHS Markit on its exchange of business units with Informa; specifically the impact on employee share plan rights of those leaving and joining the group and bonus arrangements.
- Advised long-standing client Serica Energy on incentives for employees joining the group from BP.
CMS advises FTSE 100 and multinational companies on their share plans and the related public company M&A work that goes with it. The firm also advises start-ups, particularly in the tech and life sciences sectors, and other private equity-owned companies.
Mathew Gorringe heads the employee incentives group at Eversheds Sutherland (International) LLP out of Leeds and has particular expertise in relation to implementing and advising upon employee incentive schemes in multiple jurisdictions and has a network of advisors in its own overseas offices to deliver this service to its multinational clients. The team does a blend of transactional and advisory work offering a full service to numerous quoted companies, but also advise private equity backed companies, private companies, main board directors, employee benefit trustees and management teams on incentive/reward structures and in relation to transactions.
‘A multi-disciplinary practice that that can meet all of our needs as a fast growing business with diverse activities.’
‘Very responsive with strong technical knowledge.’
Matthew Gorringe provided a proactive service on employee share schemes. He ensured that we complied with legal, tax and Stock Exchange rules and regulations in decision-making and met the very tight timescales for documentation.’
United Utilities Group PLC
Van Elle Holdings plc
Harworth Group PLC
Dairy Crest Group plc
Tower Transit Group Ltd
Anglian Water Services Limited
- Advising Anglian Water Services Limited upon the terms of a proposed Deferred Bonus Plan and then drafting the rules of the Deferred Bonus Plan, ancillary grant documents and employee guidance notes necessary to implement the new Deferred Bonus Plan.
- Engaged by Dairy Crest Group plc to deal with all of its incentive schemes and outstanding awards in respect of the takeover of Dairy Crest Group plc by Saputo Inc.. As part of the mandate agreed the terms being offered to outstanding award holders by Saputo Inc., drafted and negotiated the relevant communications sent to award holders under the Takeover Code and provided day to day support to the Company on all share incentive issues during the course of the transaction.
- advising AstraZeneca for 5 years on all aspects of its employee share incentivisation arrangements. Over the course of the last year we Advised on a number of complex global projects relating to employee share plans for AstraZeneca, including in multiple countries around the world such as in the UK, USA, China, Japan and Sweden.
Hogan Lovells International LLP has a dedicated employee share incentives team covering corporate, tax, trust and financial services law and regulation in connection with management and employee share incentive arrangements. Since the beginning of 2020, the team - which works closely with colleagues in the wider corporate, employment, tax and transfer pricing departments to offer a more rounded service to clients - has been headed by newly promoted tax and incentives partner Fiona Bantock. Paul Randall, who chairs the Share Plan Lawyers' Corporate and Regulatory Committee and sits on the SPL's Executive Committee, now serves as a senior counsel.
Other key lawyers:
‘An industrious, knowledgeable and thorough team with an expansive reach making them ideal for issuers who make awards in a large number of countries.’
The employee share schemes and incentives team at Mishcon de Reya LLP is led by the 'excellent' Stephen Diosi; he head up a cross-departmental team of lawyers who work closely with their counterparts in corporate, tax, employment, real estate, litigation, private client, technology and financial services and fraud to service a client base spanning more than 50 jurisdictions. Clients include businesses of all sizes, from large FTSE listed global companies to fast growing entrepreneurial businesses and private equity-backed companies. Caroline Nye-Wilkins is recommended.
Other key lawyers:
‘The team has a first-rate balance of the different skills and experience required. Few other firms can boast the same assured, coherent, accurate, practical and action-oriented approach.’
‘Stephen Diosi has exceptional knowledge of his subject matter, how it relates to the real world of business and, to a rare degree, the ability to communicate this at the absolutely spot-on appropriate technical level.’
‘Mishcon is a very professional firm with great knowledge of employee share schemes, thus enabling businesses to make the most of these employee incentives.’
‘Stephen Diosi is extremely professional, responsive, patient, informative and helpful. He has been a great support particularly over the last 12 months as we’ve gone through a lot of changes to our share option schemes. He always makes himself available when needed and never seems to tire of the endless questions we seem to have! He is able to answer queries clearly in business language. Stephen is also very personable and has been quick to form good relationships with all contacts within our company.’
‘Stephen Diosi is one of the top five in the UK for advising on equity incentives. Enthusiastic, positive, clear communication, very responsive, practical, highly knowledgeable, checks for understanding, never assumes clients know more than they do.’
‘Exceptionally high quality at both partner and associate level. A joy to work with, taking the time to understand their clients business and designing a solution that will drive the right outcomes.’
‘Stephen Diosi and Caroline Nye-Wilkins are both incredibly bright, commercially astute and provide outstanding customer service.’
‘Personal, yet professional attitude and behaviour.’
‘Stephen Diosi is always at the end of a phone. Doesn’t talk legal jargon but explains in simple terms so decisions can be made effectively and efficiently. Always personable and professional with an excellent knowledge base.’
‘The team are always a pleasure to work with. Timely responses, totally professional attitudes and technical expertise are hallmarks of their service. We have worked with the team for many years, and never experienced anything other than excellent responses from them.’
‘Stephen Diosi and Caroline Nye-Wilkins have always been excellent and efficient working partners in any projects we have undertaken with them.’
Advanz Pharma Corp
Insight Learning and Development
- Advised Merlin Entertainments on numerous share plan matters, including ongoing advice in relation to corporate governance compliance and market changes; the offering of share plans into overseas jurisdictions; and specialist advice on the takeover of Merlin by the Lego family and Blackstone.
- Advised Advanz Pharma Corp on the design and implementation of the management incentive plan (MIP) as part of the global restructuring of the group, including the addition of new participants to the MIP and the impact on leavers.
- Advised Insight Learning and Development Limited on design, implementation and tax structuring of a new long term incentive plan following the termination of the Company’s previous incentive arrangements.
The employee benefits and executive compensation team at Norton Rose Fulbright has a focus on advising listed multinationals, but also has expertise in designing and implementing bespoke incentive plans for unlisted companies, particularly fintech businesses and those with private equity backing. The team is headed by Matthew Findley, who has particular experience in both executive plans and all-employee arrangements as well as dealing with employee benefits in the context of mergers and acquisitions, IPOs and demergers. He also sits on the corporate and regulatory committee of the Share Plan Lawyers Group.
‘Matt Findley is excellent – efficient, knowledgeable and pragmatic.’
‘Commercial thinking, sound judgement and good recommendations.’
‘Matthew Findley is a great source of advice, knowledge and pragmatism.’
‘Advice is always practical and with the realities of the commercial world in mind.’
HSBC Holdings plc
Delta Airlines, Inc.
Barrick Gold Corporation
Jane’s Information Group Limited
Vakt Holdings Limited
- Advised NYSE and TSX-listed client Barrick Gold Corporation on its take-private of London-listed Acacia Mining.
- Advised IMI plc on its UK and international share plan and executive remuneration matters.
- Advised the Canadian multinational CGI Group in relation to the extension of their share purchase plan into numerous European jurisdictions.
Pinsent Masons LLP
Pinsent Masons LLP's share plans and incentives team is headed by the 'superb' Lynette Jacobs and provides a full-service offering, with the ability to advise on share plan design, governance and remuneration policy. Combined with the wider firm’s tax expertise, the team provides practical and innovative solutions to venture capital and private equity backed companies and investors in respect of their management incentive arrangements. The team is an active member of industry bodies such as the Global Equity organisation and ProShare. Legal director Fleur Benns is also well-regarded by clients.
Other key lawyers:
‘The team at Pinsents are exemplary in terms of responsiveness, accuracy and completeness of advice, commercial nous and overall professionalism. First-class service without a doubt. Lynette Jacobs is pioneering and leads her team with class.’
‘Lynette Jacobs is a standout lawyer and partner. I’d want her on my side in any negotiation or discussion, without a doubt. Lynette gets it from the get-go – she pragmatic sensible and knows her subject – what an expert she is and she is so likeable and practical yet an expert in her field.’
‘A very well established firm in the field of share schemes and has been so for the last 20 years and so has an excellent pedigree, considerable experience and is highly regarded. It serves both London and the rest of the country very well and has consistently high standards.’
‘Lynette Jacobs and Fleur Benns are technically excellent, commercial and pragmatic whilst being very approachable. Lynette in particular has bags of experience and is very well regarded.’
Lynette Jacobs is one of the UK’s leading equity incentives advisers.’
‘Lynette Jacobs is a stand-out partner. Runs a well-organised group.’
‘Lynette Jacobs is technically on top of the issues and provides a very good service.’
‘Pinsent Masons seems far more focused on the long term relationship to ensure future work rather than maximising fees in the short term.’
‘Lynette Jacobs is always focused on fully understanding the issue and ensuring accurate advice rather then trying to give and answer quickly. She is not frightened of contacting other people in the firm to provide specialist advice and admitting they would be better to talk to rather than trying provide the advice herself or acting as the ‘mail box’. This approach has greatly increased our confidence in the advice.’
‘Fleur Benns has been fantastic to work with. Incredibly personable, ensuring she always makes time for you. In less intense times we she will make sure she comes to visit us to get a face to face experience, and in tight deadline work she immediately responds and will put into action a plan and timeline.’
‘Lynette Jacobs is hugely experienced and knows all the detail, but can do more: puts it in the context of the wider remuneration picture.’
‘The team are always one of the top three firms I go to with any share plan queries. This is due to them having great knowledge and experience’
‘Lynette Jacobs has been superb during my time working with her. She is one of my go to people for support on events or queries. Nothing is too much for Lynette, she is a joy to work with. I have hosted panels where an answer couldn’t be answered but after the event I have approached Lynette and she delivers even though she wasn’t at the event.’
Premier Technical Services Group
Imperial Brands PLC
The Vitec Group PLC
Halfords Group plc
Portmeirion Group PLC
S-RM Intelligence and Risk Consulting Limited
Capgemini UK plc
EMIS Group plc
- Advised FTSE 100 company Imperial Brands on the operation of its share plans globally. This covers six executive and all employee plans operated in over fifty jurisdictions.
- Advised Premier Technical Services Group plc on the share plan and management equity issues in relation to the cash acquisition of Premier Technical Services Group plc, an AIM listed company, by Bernard Bidco Limited on behalf of Macquarie Group Limited.
- Assisted Vitec Group in relation to the roll out and maturity, respectively, of Sharesave awards in New Zealand, Israel, the USA, Australia, Costa Rica, France, Germany, Italy, Japan, Netherlands, Singapore and Hong Kong.
The incentives team at Taylor Wessing LLP advises on the full range of employee incentive arrangements and their implications for high-value, complex transactions. These include EMI plans and HMRC tax-favoured schemes and more bespoke arrangements such as hurdle shares and joint share ownership arrangements. The team has a particular focus in US inward investment where it helps US companies set up share schemes for their UK employees. Ann Casey heads the team, working with the ‘fantastic’ Anna Humphrey, who has a particular focus on high-growth technology companies. The team was boosted by the arrival of senior associate Katie Lewis from Slaughter and May in late 2019.
Other key lawyers:
‘Practical and commercially driven advice, based on razor sharp technical skill-sets.’
‘Anna Humphrey is fantastic – always thinking of practical solutions and approaches to new and technically challenging situations.’
Tritax Big Box REIT
CalAmp UK Limited
JHC Systems Ltd
AppScatter Group plc
Nutmeg Savings and Investments
- Advised in relation to options on the fund-raising into Babylon Health, an international UK-based digital health subscription provider.
- Advised digital marketing agency, Croud on its £30m minority investment from mid-market private equity house LDC including detailed advice on share options.
- Advised Zynstra, a long-standing client, provider of edge virtualisation technology, on its sale to NCR. The share options advice was an integral part of the transaction.
The 'highly skilled’ Nicholas Greenacre heads the employment, compensation and benefits team at White & Case LLP. The team advises across multiple industries, but with particular depth in the financial services sector, fintech, oil and gas, technology and private equity. The team complements the firm’s public company advisory offering, which delivers board and public company advice to UK corporates, covering employee share plans, corporate advisory matters and corporate governance. The team provides an integrated offering with its tax and regulatory teams, enabling to deliver advice on complex tax and regulatory aspects of transactions in connection with share plan considerations.
Other key lawyers:
‘High quality legal advice overlaid with commercial acumen — business and solution driven.’
‘Nicholas Greenacre is highly skilled in pensions and incentives. He is very sound technically, but also frames his advice to provide a business solution. He is always accessible and a pleasure to deal with.’
‘Nicholas Greenacre consistently provides creative and commercial advice. He is always the first person I call when I have to think through a thorny issue.’
‘They are able to draw on a great depth of experience within their own team and have accurate knowledge of where to go if outside expertise is needed.’
- Advised Saudi Aramco on long-term incentive plans and other incentive related aspects of its $25.6bn IPO, the world’s largest IPO to date.
- Advised Franklin Templeton Investments, an investment firm listed on the New York Stock Exchange, in relation to its employee share plans, including regulatory issues, the scope of new regulations relating to activities affecting management of investment funds and alternative investment funds and the impact of securities law on the operation of their compensation plans around the world.
- Advised Pollinate International, a UK-based software business developing an innovative cloud-based platform reinventing merchant acquiring for banks, on employment and incentive arrangements, the employment aspects of various services agreements, and general day to day HR related matters, in relation to its establishment and recent growth capital investment round.
With a broad range of clients from large listed companies to start-ups, the employee incentives department at Addleshaw Goddard offers a complete remuneration service, providing 'tailored, clear and practical advice' on issues such as corporate governance and disclosure, remuneration policies and best practice, investor guidelines on executive remuneration, internationally mobile employees and employment taxes. The ‘excellent’ Jonathan Fletcher-Rogers heads the growing team and takes an active role in industry groups such as Share Plan Lawyers.
‘Very responsive – they recognise the sensitivity around unique plans for executive directors.
‘Jonathan Fletcher Rogers is excellent – he has great knowledge and advice on how to work through complex scenarios and provide options.’
‘The team team did a good job on the matter on which we instructed them. The matter was not straightforward, but they found a path through the complexity and drove the matter across the line.’
‘Jonathan Fletcher Rodgers is very experienced and supportive.’
‘Martin Griffiths has a practical mindset to ensure completion occurs smoothly and Jonathan Fletcher Rogers has the technical skills to design an effective road map to completion.’
‘One would expect competency and professionalism. Addleshaw Goddard surpasses those expectations and gives tailored, clear and practical advice.’
‘Jonathan Fletcher Rogers provides exceptional service. He is commercially sensitive so provides realistic advice, is happy to talk on the phone (where other firms I have worked with hide behind emails), and I always feel is very reasonable on the billing side of things.’
Ted Baker plc
GVC Holdings plc
Rathbone Brothers Plc
SafeCharge International Group PLC
JD Sports plc
William Hill PLC
Moneysupermarket.com Group plc
A & J Mucklow Group plc
- Acted for KCOM on its recommended acquisition by MEIF 6 Fibre Ltd.
- Advised William Hill on the global extension of its International Sharesave Plan.
- Acted for JD Sports on its proposed acquisition of Footasylum.
The compensation and benefits department at Cooley (UK) LLP demonstrates expertise in the share incentive aspects of public takeovers, UK and cross-border private acquisitions, US mergers, UK and US IPOs, schemes of arrangement, demergers, venture capital investments and private equity transactions. Head of the department Paula Holland has particular experience in employee benefits and executive compensation. The ‘exceptional’ Nicola Squire focuses on the establishment and operation of equity incentive plans in the UK and internationally by public and private companies.
Other key lawyers:
‘Responsive, pragmatic, value for money, nice people to work with, real technical strength in their area as well as being good at providing advice on what is market or not.’
‘Nicola Squire has been exceptionally responsive and reactive to our requests. She and the team have been great at getting us drafting and advice needed in a timely manner and I have not once been left without the advice when I needed it. They are a commercial team and provide easy to understand pragmatic advice and tips on market practice, which is also really useful. Also great at getting us local law advice globally and filtering those responses, which has made my life so much easier! I would definitely recommend working with the Cooley team.’
‘Cooley’s team are super responsive and extremely knowledgeable. They are always on hand to help us and have a wealth of experience across the board which help us to drive our goals and legal arrangements forward in the best possible way.’
‘I work at a US-based company with a UK affiliate – Cooley was able to help me with a complex employee shares issue from both a US and UK perspective. They came up with sound, creative solutions that were easily and cost effective to implement for both entities.’
‘Nicola Squire was exceptional. She’s responsive, communicates well, and delivers exceptional client service.’
Bicycle Therapeutics PLC
The Berkeley Group PLC
Babylon Holdings Limited
RockRose Energy PLC
Bud Financial Limited
IRIS Software Group
Enphase Energy, Inc.
- Prepared complex amendments to the rules of The Berkeley Group Holdings Long Term Incentives Plan to draw a more direct link between the company’s corporate and reward strategies.
- Interpreted and drafted a wide variety of incentive documentation and policies for Bicycle Therapeutics relating to the UK and US and provided advice on best practice and disclosure of equity incentives.
- Assisted Depop on the EMI issues triggered by the $62m Series C funding round and then put in place a new tax efficient company share option plan for their UK employees.
The 'incredibly knowledgable’ Andrew Stanger heads the equity and incentives plans practice in the UK for Mayer Brown International LLP. The practice is globally coordinated, providing advice on the various laws and regulations affecting incentive plans in different jurisdictions around the world, covering, amongst others, tax, stock exchange rules, exchange control regulations, corporate governance and compliance rules, investor guidelines, trust law and pensions finance. The team has particular expertise in relation to share plans for dual listed companies and UK companies listed on US exchanges.
Other key lawyers:
‘A committed team, also very commercial.’
‘I worked with Andrew Stanger and was very satisfied with the work done. We found a good solution to a complex situation.’
‘The team was very accommodating and friendly and really helped us understand the process involved with the engagement.’
‘Andrew Stanger was incredibly knowledgeable and was able to explain very complex issues in a simplified and straightforward way.’
‘Andrew Stanger has exceptional experience and understanding of all employment related securities work and the pitfalls to avoid. Would highly recommend.’
Adaptimmune Therapeutics plc
Crux Product Design Limited
Entertainment One Ltd
Helios Towers Limited
Innis & Gunn
IP Group plc
Silence Therapeutics plc
St Modwen Properties PLC
- Advised Entertainment One on its acquisition by Hasbro which was structured by way of a Canadian law merger arrangement.
- Advised Innis & Gunn Limited on the implementation of a bespoke “growth share” arrangement for a new member of the board of directors.
- Advised Velocys plc, a “turn-around” AIM-listed company on the relaunch of its share incentive plans.
Orrick, Herrington & Sutcliffe (UK) LLP offers a full service to businesses wishing to either create an equity incentives plan or build on existing arrangements. The employee share schemes and incentives practice, led by London by Ian Shaw, has particular expertise in both advisory and transactional matters, including cross-border issues, and specialises in advising high-growth companies. The team advises a range of UK and international corporate and private clients across the firm’s core sectors - technology, innovation, finance, energy and infrastructure.
‘The Orrick team are experts in venture-backed firms and we trust them to know what they’re doing when it comes to industry best practices around employee share schemes.’
‘Ian Shaw’s expertise on share schemes and his responsiveness and speed of execution are exceptional. We’ve brought up emergency issues with him and had him turn them around late at night – really exceptional service.’
‘Orrick are a super firm, we really enjoy working with them, in particular on share incentive work.’
‘Ian Shaw is very knowledgeable and someone who we have known for a long time and with whom we have a strong relationship.’
‘Ian Shaw’s knowledge, enthusiasm and practical approach to solutions shine through. A trusted and experienced adviser.’
Atomico Management Ltd
Splyt Technologies Ltd
Canal + International
Coatue Management LLC
Peloton Interactive, Inc.
Osborne Clarke LLP’s incentives team assists national and international clients in implementing cross-border schemes for executives and other employees and handling the incentives aspects of IPOs, M&A and group restructurings. Michael Carter heads the team and specialises in working with a mix of UK and globalised listed and private companies. Dan Sharman also advises a wide range of UK and international clients, while senior associate Rhiannon Jones is another key member of the team.
‘Great mix of nimbleness and attentiveness in their service model whilst also having international scale and experience. Hard to find that blend.’
‘Michael Carter and Rhiannon Jones provided great service. Truly able to assist promptly with some difficult queries but they stood out as knowledgeable and expedient in their assistance.’
Hargreaves Lansdown plc
Union Jack Oil plc
Stagecoach Group plc
C M Monitor
AAR Holdings Limited
Tribal Group plc
Paragon International Holdings Limited
Hanover Communications Limited
Advanced Medical Solutions Group plc
- Advised FTSE 100 company Hargreaves Lansdown plc on implementing a new employee share plan, a new ‘save as you earn’ scheme, and reviewing existing employee benefit trusts and a share incentive plan trust.
- Advised mid-market private equity firm LDC on all incentives aspects of an equity investment in Bristol-based Plimsoll Productions.
- Acted for Cytora, a provider of AI-powered solutions for the commercial insurance industry, on its £25 million Series B funding round led by the EQT Ventures fund.
Postlethwaite Solicitors Ltd
Postlethwaite Solicitors Ltd is a niche practice, 'full of talent and expertise', specialising in employee ownership and employee share schemes, jointly headed by the 'exceptional' Robert Postlethwaite and David Reuben. The duo advise on all aspects of employee ownership transactions, such as succession and share ownership arrangements, as well as all types of share schemes and ancillary aspects. Postlethwaite is regarded as 'an absolute authority on employee ownership trust schemes'.
Other key lawyers:
‘David Reuben is very helpful, efficient and pragmatic.’
‘Robert Postlethwaite and his team welcomed us and were extremely friendly and approachable. Communication was excellent and our work with them was pleasant and enjoyable.’
‘Robert Postlethwaite is in my mind an absolute authority on an EOT and I am sure is also extremely capable on other employee share schemes. He led us through a minefield of legal and compliance requirements, carried out everything in a fully informative and understanding way and is very easy to deal with.’
‘A niche law firm specialising in employee ownership, with extensive experience in the field. A small team led by Robert Postlethwaite, who is closely involved in all work and ably supported by others. Responsive, personal and flexible approach, tailored to our specific needs as a client. Also very cost effective, compared with the larger practices.’
‘Robert Postlethwaite is exceptional. He has a comprehensive knowledge of his subject area and is able to answer any question, often referring to examples from his previous experience. He has an easy-going, relaxed manner and from the outset made an effort to get to know us and get under the skin of our business, so that his advice is always tailored to our specific needs. He responds very quickly when we contact him and has been willing to adapt his approach to changing circumstances. I would highly recommend him.’
‘From the options I looked at, Postlethwaites stood out as sector-recognised leaders in the EOT field. They are a small organisation that were able to quickly recognise our needs and act and charge accordingly. We felt well informed and guided throughout the whole process which had a successful outcome. I would not hesitate to recommend them to anyone wishing to explore the EOT option.’
Robert Postlethwaite dealt with our application from start to finish. We felt well informed throughout with clear explanations and help at all stages. We appreciated the time taken by Robert especially to guide us through what was at the time a fairly unique process and felt comfortable from day one with his ability to communicate legal matters.’
‘We engaged Postlethwaite to set up our Employment Ownership Trust. Our experience with them was excellent. Throughout the process they gave us complete confidence in their abilities, they were on hand at all times to explore options and deal with questions – and there were many! Most impressive was their attention to us as their client which remained at its peak from start to finish and beyond.’
‘Toby Locke was technically excellent and worked tirelessly with us to ensure the transactional documentation worked from both a legal and commercial perspective.’
Allen Pyke Associates Limited
Intelligent Finishing Systems Limited
Kings (Sevenoaks) Limited
The Metal Window Company Limited
Blizzard Utility Holding Limited
Oaklands Landscaping Limited
EDW Technology Holdings Limited
Haworth Tompkins Limited
Gardner Tackle Limited
- For for Intelligent Finishing Systems Limited, designed and implemented the ownership succession plan involving acquisition by employee ownership trust of 100% of shares in a firm supplying finishing equipment to graphic arts sectors of the UK and Ireland.
- For The Metal Window Company Limited, designed and implemented the ownership succession plan involving acquisition by employee ownership trust of 51% of shares in a business that designs and manufactures rooflights, roof windows and skylights.
- For Blizzard Utility Holding Limited, designed and implemented the ownership succession plan involving acquisition by employee ownership trust of majority share in a business that provides telecommunication services and buys and manages gas and electricity expenditure for business clients. The owners wished to put in place an arrangement under which the company becomes majority employee-owned by an employee ownership trust.
The employee incentives practice at Shoosmiths LLP advises a wide range of companies, from start-ups seeking investment to mature private companies seeking an exit or succession plan on a longer-term basis. Anika Chandra heads the employee incentives offering having joined from Stephenson Harwood in August 2019 and advises both listed companies and private companies on their employee share incentive arrangements. Recently, her focus has been on advising private companies, having implemented innovative structures for these clients.
‘Shoosmiths’ share schemes practice is a great resource on UK compensation-related matters. They combine deep knowledge with a desire to find practical solutions for clients. They are a pleasure to work with.’
‘Anika Chandra provides invaluable assistance on UK share scheme matters. Her advice is timely, practical, and easy for the non-UK lawyer to understand.’
‘Anika Chandra has delivered excellent training on employee share incentive schemes to our entire venture capital team. The training was engaging, relevant and pitched at the right level for the audience in question. She has a very deep understanding of both UK and US incentive schemes and understands the commercial drivers behind each, and the decisions our venture capitalists face when discussing these schemes at board level. I’d highly recommend her for company side advice when setting up such a scheme.’
The shareholders of Innervision Management Limited
The shareholders of Phabrix Limited
The shareholders of the Happen Group
Allied London Development Management 3 Ltd
- Acted for the shareholders of Phabrix Limited, a global manufacturer of video and audio broadcast test and measurement instruments, on the sale of the company to Leader Europe Limited.
- Acted for the sellers on the sale of Innervision Management Limited, a global provider of lease accounting software, lease management consultancy and services, to Iris Capital Limited.
Simmons & Simmons
Regulatory work relating to financial services remuneration has traditionally been a focus of the employee incentives department at Simmons & Simmons, with the team advising on the full range of remuneration issues for major financial institutions. Recently, the team has continued to develop and increase its corporate share schemes offering, drafting complex employee share schemes for standalone clients. In particular, market leading fintech companies have been a particular area of growth and expertise for practice head Tair Hussain.
‘Tair Hussain has an encyclopaedic knowledge of employment tax law and employee share schemes, combined with a commercial outlook and evident charm. He is our go-to UK counsel for employment tax and share scheme matters.’
‘Our experience of working with Simmons & Simmons, particularly Tair Hussain, has been positive with an emphasis on prompt responsiveness with thorough well balanced practical and technical advice delivered in a clear manner including availability for follow up discussions and conference calls.’
‘Their work is done at a very competitive price and you feel you get good value for money.’
‘Tair Hussain’s responsiveness and availability on time-sensitive transactions, – and ability to provide clear yet detailed analysis of documents and issues – ensure we can meet the needs of our clients, mitigate risk and also enhance our own technical knowledge.’
Evercore International Partners LLP
Mizuho International plc
Sumitomo Mitsui Banking Corporation
First State Investments
Liontrust Asset Management plc
- Advised Liontrust Asset Management plc, a FTSE listed specialist fund management company, on the employee share schemes aspects of the acquisition of Neptune Asset Management.
- Advised global independent investment banking advisory firm Evercore Inc on the structuring, implementation and roll-out of an international RSU plan in multiple jurisdictions.
- Advised Sumitomo Mitsui Banking Corporation, one of Japan’s leading banks, on remuneration regulatory compliance and the drafting of regulatory compliant employee cash and instrument based schemes.
Barbara Allen - described as 'a true leader in the field' - heads the employee share schemes and incentives department at Stephenson Harwood. The team acts for a broad range of clients from start-ups to premium listed companies. Particular areas of focus include advising AIM companies and financial institutions and drafting bespoke arrangements for businesses. Of counsel David Baxter recently joined the team from KPMG to work on broader reward design and corporate governance issues.
Other key lawyers:
‘The team clearly has an excellent rapport and work really well together. They are a joy to work with, knowledgeable and proactive.’
‘Barbara Allen is a true leader in the field. I have know Barbara for a number of years and her enthusiasm for incentive arrangements does not wain. She is also an absolute pleasure to work with. Her understanding of requirements and ability to find solutions is not matched.’
‘Stephenson Harwood’s employee share schemes practice is excellent in helping the remuneration committee and management navigate through the multitude of factors which influence decisions in this complex area and are a huge help in terms of practical and effective implementation.’
‘Barbara Allen is highly approachable, she is always on hand when needed and her depth and breadth of knowledge is second to none. I greatly value her pragmatic support.’
‘Barbara Allen is extremely knowledgeable and provides significant reassurance when guiding businesses through employee share schemes and the potential pitfalls.’
Premier Miton Group Plc (formerly Miton Group Plc)
Clive Bannister (CEO Phoenix Group)
SEETEC Employee Ownership Trustee Limited
Tim White (Tesco Personal Finance plc / Tesco Bank)
- Advised on a recommended, all-share offer for Miton Group plc, an AIM-traded specialist UK fund management group, by Premier Asset Management Group PLC, an AIM-traded UK retail asset management group.
- Advised on the equity arrangements in connection with independent UK private equity firm Bowmark Capital’s public-to-private takeover of AIM-listed Tax Systems plc.
Bryan Cave Leighton Paisner LLP
Bryan Cave Leighton Paisner LLP’s ‘prompt, efficient and always helpful’ employee benefits team is headed by David Dennison. The team offers cost-effective EMI option plans as well as transactional support, including for the share plan aspects of mergers and acquisitions, and advice on termination of employment and new appointments.
‘Prompt, efficient and clear advice. Always helpful and accessible.’
‘David Dennison has an ability to distil complicated matters into easily understandable advice.’
SDX Energy PLC
Zanaga Iron Ore Company Limited
Raven Property Group Limited
Pensana Rare Earths Plc
Ncondezi Energy Limited
H&T Group Plc
Jadestone Energy Inc
- Advised on the redomiciliation of SDX Energy Inc, a company quoted on the Canadian TSX Venture exchange and AIM, on ‘rolling over’ existing options into options over shares in SDX Energy PLC, which involved complicated issues in relation to outstand ‘CSOP’ options as well as rolling over long term incentive awards.
- Advised Redde PLC on the effect of the scheme of arrangement in relation to Redde’s performance share plan and save as you earn scheme, as part of Redde’s all share merger with Northgate.
- Advised Zanaga, the AIM-traded mining company, in relation to the grant of options under individual option deeds.
The tax and incentives team at Fox Williams LLP, headed by the 'very smart and hugely knowledgeable' Emma Bailey, has broad expertise in advising on share schemes issues that arise in the context of private companies, in particular owner-managed businesses, and works for numerous international clients investing into UK private companies.
‘Emma Bailey is very smart and hugely knowledgeable on employment tax. I have the utmost confidence in her advice which is always commercial but underpinned by the strongest technical foundations. A great combination.’
‘Fox Williams is a law firm that delivers a partner-led and personal service. They cover all key service lines for an SME client. There is a real focus on making sure that the client is ultimately content with the service delivered and its value. They are attentive throughout the engagement and keen to learn and understand their client’s viewpoint on any matter.’
‘Emma Bailey is a hands-on partner with strong knowledge of a wide range of taxation expertise, covering both corporate and personal taxation. What she may not know first-hand, she will research fully.’
Constellation Software Inc.
Jonas Computing (UK) Limited
Volaris Group Inc.
Vela Software International Inc.
N. Harris Computer Corporation
Risk First Group Limited
RLT International Limited (Guided Knowledge)
Merco Medical Holdings Limited
- Advised various companies within the Constellation Software Inc. group on a large number of target company acquisitions involving employee share schemes.
- Advised Merco Medical Holdings Limited in relation to the implementation of a new EMI option scheme involving the replacement of existing options and the grant of new options.
- Advised RLT International Limited (trading as Guided Knowledge) on appropriate equity incentive structures for senior employees in various jurisdictions, including the UK, US and Australia.
Wright Hassall LLP
A significant element of the employee benefits and incentives practice at Wright Hassall LLP is designing and implementing bespoke, commercially driven arrangements focusing on entrepreneurial growth businesses, both large and small. Practice head John Dormer - a 'clear expert' - and his 'excellent' team further specialise in employee ownership trusts and advising AIM-listed clients.
Other key lawyers:
‘Having worked with the Wight Hassall team for many years across many different engagements, it truly feels that they are an extension to our organisation. They have a deep understanding of what we do and our plan for growth providing relevant advice and guidance. Their expertise, openness and helpful approach fits well with our culture and approach allowing the teams to communicate and work at pace without compromising quality or professionalism. In summary the people make the difference combined with a client-obsessed approach makes for a strategic and long-term partnership.’
‘The team is structured to ensure we have continuity whilst accessing specialist expertise based on the requirements of each engagement. This continuity is critical as it is the key to understanding our business past, present and future to genuinely act as our legal trusted advisers.’
‘The team were excellent being able to advice and communicate throughout all levels in our organisation in a simple and easy to understand way. Their knowledge and experience was very relevant to our complex EMI requirements. The standout element was the people and their ability to communicate in a non-technical, non-patronising way. This relaxed the team and built confidence in the information being provided allowing them consider the need for further advice and commitment to the scheme. In all the engagement was delivered professionally, friendly and within the agreed timescales.’
‘John Dormer is excellent at putting legal jargon into plain English, especially important and valuable as my CEO and the owner needed to understand, and I’m certain I could not have translated complex legal language as well.’
‘Experts in the field of employee share schemes who work collaboratively with other advisers and always take into account the bigger picture when providing well-thought-through advice.’
‘John Dormer is a clear expert in employee share incentives with creative thought and an ability to articulate complex matters in an easy to understand way.’
- Supported Project Imagine (a London based fintech business) in relation to its bespoke employee and consultant incentive arrangements. This involved detailed structuring and implementation advice, liaising with stakeholders and other advisers in order to implement a tailored employee share incentive structure for key personnel.
- Advised Azur (a digital platform producer within the insurance sector) on its new management incentive arrangements. This involved structuring, design and implementation advice of both management share options and a new Employee Benefit Trust, together with associated taxation advice.
- Advised PJA Holdings (a transport planning and land development engineering consultancy) on its offer of share ownership to its workforce. This involved detailed tax advice and structuring design and implementation advice as well as employee communication elements.