Firms To Watch: Employee share schemes

In January 2022, Orrick, Herrington & Sutcliffe (UK) LLP strengthened its offering for venture capital clients and high-growth companies seeking advice on employee share schemes with the arrival of former Taylor Wessing LLP practitioner Anna Humphrey, who brings extensive expertise in the full range of employee incentive matters, with an emphasis on the tech and life sciences sectors.

Employee share schemes in London

Allen & Overy LLP

With 'vast amounts of knowledge and experience', Allen & Overy LLP's employee share scheme and incentives team is noted for its longstanding track record in advising on large-scale transactions. In addition to its notable strength in the financial services sector, the group is active in a variety of industries, including tech, retail, and healthcare, among others, and has a well-established reputation in incentive arrangements for senior executives. The practice is also known for its strong cross-border capabilities and seamless collaboration with the firm's tax, employment and corporate teams. Leading the group is 'knowledgeable, pragmatic and responsive' Paul McCarthy, who frequently acts for both listed and private companies on all aspects of employee equity benefits.

Practice head(s):

Paul McCarthy

Other key lawyers:

Katie James

Testimonials

‘Paul McCarthy has been a very valuable resource for many years in ensuring our bespoke share plans are kept up to date. Always a pleasure to work with.’

‘Vast amounts of knowledge and experience applied in a variety of situations.’

‘Paul McCarthy and Katie James are outstanding. Very knowledgeable, pragmatic and responsive.’

Key clients

The Weston Family

DoorDash

Etsy

Brookfield

Macquarie Infrastructure and Real Assets

Babylon Health

Hanesbrands

Exponent

River & Mercantile

Hiscox

Work highlights

  • Advised the Weston Family on the incentives aspects of the sale of the Selfridges Group to Central Group and Signa Holding.
  • Acted for DoorDash on the incentives aspects of the acquisition of the entire issued share capital in Wolt Enterprise, a Helsinki-based international technology company offering services in the food delivery, grocery and retail sectors.
  • Assisted Etsy with the incentives aspects of its acquisition of the entire issued share capital of Depop, a UK-based global fashion resale marketplace company.

Clifford Chance LLP

Clifford Chance LLP is renowned for its expertise advising on the share scheme aspects of large high-profile M&A and IPO transactions, most recently assisting Clayton, Dubilier & Rice with its £7bn bid to takeover WM Morrisons Supermarkets. The group has a strong background in the financial services industry, with a client list featuring Cinven, CVC and Permira, among others. Tech, manufacturing and energy are other areas of interest. Practice head Sonia Gilbert excels in cross-border transactions involving remuneration policies, governance matters and share plans. Another key name in the practice is Andrew Patterson, who is noted for his 'excellent client skills' and 'strong understanding of the business context'.

Practice head(s):

Sonia Gilbert

Other key lawyers:

Andrew Patterson

Testimonials

‘Depth of understanding of the business combined with strength in depth of their team positions them very well compared to the competition. In addition, they are notably flexible in how they think about billing and collaboration when we have specific needs or requests.’

‘Andrew Patterson is our primary adviser. A calm and thoughtful commercial adviser with excellent client skills. Andrew has a strong understanding of the business context and his consistently excellent performance has led him to become a trusted adviser to the business as well as to the legal team.’

‘The team provided excellent support to us on the implementation of our new Share Incentive Plan. They are both knowledgeable and commercial, providing support on all the key regulatory and taxation considerations.’

‘Andrew and his team were always available and approachable and could unravel complex issues for us. They were always pragmatic and worked to our timescales.’

Key clients

PensionBee

Wizz Air

Gamesys Group

Permira

Siemens AG and Siemens Energy

Cinven

Clayton, Dubilier & Rice

C&C Group

Vectura

Chanel

Allegro

CVC

easyJet

Swiss Re

SumUp

DP World

Work highlights

  • Advised PensionBee on the remuneration aspects of its initial public offering (IPO) on the High Growth Segment of the London Stock Exchange.
  • Acted for Wizz Air on new share plans, including a bespoke value creation plan (VCP) for the CEO.
  • Advised Gamesys Group on the impact of its combination with Bally’s Corporation, a NYSE-listed US omnichannel provider of land-based gaming and interactive entertainment, on its employees who hold options or shares in the company.

Herbert Smith Freehills LLP

Herbert Smith Freehills LLP's remuneration and incentives practice is 'able to provide advice across the full spectrum of share plans and incentives', and is often sought after to handle the share scheme aspects of major M&A and rights issuances. The team's leadership is split between Paul Ellerman, who often acts for well-known names, including Jet2 and WHSmith, on cross-border mandates, and Mark Ife, who is highly rated for his 'deep technical expertise and great market knowledge'. Also recommended is  Kiran Khetia, whose expertise spans cash and share-based incentives arrangements and executive remuneration matters.

Practice head(s):

Paul Ellerman; Mark Ife

Other key lawyers:

Kiran Khetia; Chris White

Testimonials

‘Expert technical advice and very commercial.’

‘Mark Ife is excellent. Mark is pragmatic, responsive and he has deep technical expertise and great market knowledge.’

‘The remuneration and incentives team is very responsive and able to provide advice across the full spectrum of share plans and incentives. Of particular note is that invariably, the team highlights the legal risks which the client has not yet identified and which could – if not addressed – have resulted in serious losses or claims.

‘Chris White is a standout in the remuneration team working under the guidance of partner, Paul Ellerman.’ 

‘Paul Ellerman has a unique ability to develop young up-and-coming lawyers.’

‘Chris White shows a high level of maturity and confidence when dealing with clients and provides well-thought and through legal advice. There is little doubt that the future is bright for Chris.’

‘The team offers practical and pragmatic advice and solutions and can communicate complex legal concepts pitched at an appropriate level to a non-legal audience.’

‘We really value the team’s experience and expertise and the advice we receive provides clear and practical solutions.’

Key clients

Made.com Group

easyJet

National Grid

Cohort

Suez

The Ardonagh Group

Associated British Foods

EssilorLuxottica

Comcast

Hammerson

BHP

W H Smith

Jet2

BAT

PageGroup

Genus

Kin + Carta

Inchcape

Work highlights

  • Advised Made.com Group, a London-based online furniture retailer, on the employee share schemes and incentives aspects of its initial public offering and admission to listing on the main market of the London Stock Exchange.
  • Assisted easyJet with the share plan aspects of its £1.235bn rights issue.
  • Acted for FTSE 100 client National Grid on the share plan and incentives aspects of its acquisition of Western Power Distribution from PPL Corporation.

Linklaters LLP

The sizeable employee incentives team at Linklaters LLP often acts for FTSE 30 companies, large banks, international asset managers and conglomerates on the share plan and remuneration elements of big ticket cross-border transactions, including M&A, rights issuances, and takeovers. The financial services sector is a particular area of focus, where practice head Alexandra Beidas receives strong praise from clients for her 'knowledge of regulatory remuneration matters'. Other key names are Cara Hegarty and Bradley Richardson, who together have extensive experience advising listed and unlisted companies on executive remuneration, share plans and incentive schemes.

Practice head(s):

Alexandra Beidas

Other key lawyers:

Cara Hegarty; Bradley Richardson; Ben McCarthy

Testimonials

‘Technical expertise, availability, sincerity, and problem solving.’

‘Working in partnership with the business. Mutual respect.’

‘Linklaters demonstrated good knowledge of new regulations and collaborated very well to address our questions and provide solutions.’

‘The Linklaters team invested time in understanding our business requirements in order to advise how new regulations would impact us. Alexandra Beidas’s knowledge of regulatory remuneration matters was an asset and very valuable during our work with Linklaters.’

‘The whole team is great and such a pleasure to work with, particularly Cara Hegarty, who is responsive, commercial and calm, and Ben McCarthy, who is enthusiastic and practical.’

Key clients

Unilever

Dialog Semiconductor

BP

Aristocrat Leisure

Wise

Alphawave

Endeavour Mining

Global Infrastructure Partners

Blackstone

Cascade

Ameriprise Financial

Work highlights

  • Advised Unilever on the share plan aspects of the sale of its global tea business to CVC Capital Partners for €4.5 bn.
  • Acted for Wise on the share schemes aspects of its UK first direct listing and 2021’s high-profile flotation on the London Stock Exchange at a valuation of over $11bn.
  • Advised a consortium of investors, comprising Global Infrastructure Partners, Blackstone and Cascade, on all share scheme elements of  its $4.7bn offer for Signature Aviation, a London-listed market-leading provider of global aviation support services.

Slaughter and May

Slaughter and May has a well-established reputation in the market as ‘a go-to law firm in terms of its detailed analysis of legal issues related to employee share schemes’. Corporate pension plans expert Charles Cameron heads the team while Philip Linnard, who ‘has a knack for thinking outside the box’, is ‘a go-to-partner’ for listed and unlisted companies seeking assistance with executive remuneration, employee bonus and share plan matters. Also recommended are  Ian Brown and  Rosemary Nelson, who together have extensive experience in handling the incentives aspects of major M&A, public takeovers, and rights issuance transactions.

Practice head(s):

Charles Cameron

Other key lawyers:

Phil Linnard; Padraig Cronin; Ian Brown; Rosemary Nelson; Richard Surtees

Testimonials

‘Philip Linnard provides world-class knowledge, expertise and service. He is very good at tailoring his advice to the particular situation and is a very good listener. Overall, he is an excellent adviser.’

‘The team have been outstanding at taking on the task of assisting us with what is a very complicated set of executive incentive schemes and drawing up rules for the employee share scheme.’

‘Philip Linnard is very accommodating and gives us access to assistance at very short notice and sometimes based on pretty unrealistic timelines.’

‘The team approaches problems in a very pragmatic way, offering solutions that go beyond the basic legalities, providing value-added ideas to smooth issues out. They are extremely quick to respond and are clear with their instructions. I have enjoyed working with them, which makes projects easier to manage.’

‘The team of Padraig Cronin, Ian Brown and Richard Surtees have advised us on a number of projects over the last year. They are all very approachable and have a down-to-earth manner when dealing with queries. Padraig in particular is able to explain detailed technical matters very simply and is very quick to respond, even on weekends and bank holiday. Ian is technically very competent and Richard has drafted and project managed transactions very well.’

‘Slaughter and  May has established itself as a go-to law firm in terms of its detailed analysis of legal issues related to employee share schemes. The firm adopts an all inclusive approach in legal analysis and ultimately offers bespoke and pragmatic solutions to novel and complex legal issues.’

‘Philip Linnard has become our go-to partner for employee share scheme legal questions. He is very responsive and robust in preferring legal solutions.’

‘Always super responsive, articulate, and able to provide advice in a way which is suitable for immediate presentation to a range of stakeholders with varying degrees of legal understanding.

Key clients

Schroders

M&G

Intermediate Capital Group

Reckitt Benckiser Group

Ocado Group

Prudential

Land Securities Group

Vodafone Group

Whitbread

Barratt Developments

Work highlights

  • Advised FTSE 100 client Ashtead on the implementation of its new restricted share plan.
  • Assisted Prudential with the treatment of existing executive and all-employee incentive awards related to the demerger of its $4bn US business, Jackson Financial.
  • Advised ASOS on the employment and incentives aspects of its move from AIM to the Main Market of the London Stock Exchange.

Tapestry Compliance

With ‘renowned expertise in employee share option schemes’, specialist boutique Tapestry Compliance‘s ‘knowledge of (incentives), tax and other implications and requirements is second to none and quite unique’, which makes it a popular choice for household names, including Coca-Cola, Unilever, Sony, and Costa. Splitting her time between London and Leeds, Hannah Needle, who has extensive experience in cross-border incentive schemes and compliance matters, leads the group alongside responsive, knowledgeable and pragmatic’ Chris Fallon, who works between London and Birmingham and is a key contact for discretionary executive plans. Also recommended are Bob Grayson and managing associate Matthew Hunter, whose 'coordination and communication with external counsel is second to none'.

Practice head(s):

Hannah Needle; Chris Fallon

Other key lawyers:

Lorna Parkin; Tom Parker; Sarah Bruce; Matthew Hunter

Testimonials

‘I used Tapestry Compliance because of its renowned expertise in employee share option schemes. Its knowledge of this area, the tax and other implications and requirements is second to none and quite unique. I found them excellent in all respects and very user friendly.’ 

‘Sarah Bruce  led the setting up of our employee share option scheme and she was excellent. Approachable, knowledgeable on both the tax and the share option requirements. Very friendly and engaging and a pleasure to work with. She understood and anticipated our needs instinctively and produced an excellent result for my company. I would recommend her without hesitation.’ 

‘Our key contacts at Tapestry are Chris Fallon and Tom Parker. Both are exceptionally responsive, knowledgeable and pragmatic – especially when my queries and aims are challenging! They are also very personable and work in true partnership with us.’ 

‘They helped us produce an innovative all employee share plan for a non-European workforce, using phantom shares. The solution was easy to implement and operate, avoided complex regulatory issues and provided the same benefits across our group. Our executives are delighted.’ 

‘There is no stronger share plans team in the world. What sets them apart is their understanding of the practicalities of share plans as well as the legal position. Unlike some law firms who really only get involved with share plans in the context of transactions, they understand the day-to-day nuances and can provide pragmatic, risk-based advice on the practical administration of shares plans as well as the legal position. This is rare and very valuable.’ 

‘The team led by Lorna Parkin provided top-notch service to our company. Not only are the lawyers knowledgeable and skilled in their practice areas, but they are proactive and nimble in their approach. We rely on the team a great deal, and they are really great about providing us real-time alerts that could impact the way we operate our plans. I always feel comfortable with the advice they provide and the manner and timeliness with which they provide it.’ 

‘Matthew Hunter is an excellent representative of Tapestry. He is extremely responsive and knowledgeable. Matthew is not afraid to make judgement calls when we need them. His coordination and communication with external counsel is second to none.’ 

‘Matthew Hunter is a great lawyer, responsive, intelligent and able to break down complex topics in an easy way. He is very reasonable and level-headed. Additionally, he is very articulate and someone I can trust.’ 

Key clients

Aviva

The Coca Cola Company

HSBC

Credit Suisse

Trip Advisor

Shopify

Goldman Sachs

Costa

Sony

Unilever

Work highlights

  • Advised Ericsson on the global rollout and compliance of their new all-employee share purchase plan, which was contemplated in 100+ jurisdictions and successfully launched in 70+ to date.
  • Assisted Rolls-Royce in relation to all aspects of its UK and global remuneration plans.
  • Advised Morgan Stanley on its complex global executive incentive arrangements, including awards under investment fund-based incentive arrangements and various cash-based long-term incentive and deferral plans.

Travers Smith LLP

At Travers Smith LLP, the incentives and remuneration team sits within the firm's tax department, which makes it well placed to handle the tax aspects of share plans as well as governance and trust law considerations. With 'deep experience in transactional share scheme matters', the group is often sought out to assist with the incentives aspects of major corporate transactions, including M&A and IPOs. Leading the team is Mahesh Varia, who 'provides a pragmatic approach to knotty legal issues' and is well regarded as 'a thought leader in the industry'. He is supported by senior counsel Elissavet Grout, who often acts for listed and unlisted companies on cross-border mandates.

Practice head(s):

Mahesh Varia

Other key lawyers:

Elissavet Grout; Hugo Twigg; Laura O’Flynn

Testimonials

‘The members of the team are absolute experts in their field. In addition, they are responsive, practical and a pleasure to work with. They are head and shoulders above other UK lawyers I’ve engaged with on executive compensation matters.’ 

‘Mahesh Varia, the head of the group, brings a calm professionalism to every matter he works on, which is refreshing. Mahesh simply addresses the issues as they come in a straightforward, no drama manner, which helps keep everything on track. The team that backs him up is similar, and also a pleasure to work with.’ 

‘Strong practice group leadership. Deep experience in transactional share scheme matters. One of the go-to firms in London for incentives and remuneration advice.’ 

‘Mahesh Varia is a thought leader in the industry. Mahesh provides a pragmatic approach to knotty legal issues.’

‘A special nod to Elissavet Grout, Laura O’Flynn and Hugo Twigg.’ 

‘Travers Smith’s incentives team is a pleasure to work with – strong technical expertise is a given, with good counsel and partner availability to back the growing team. Their evident care in developing the team is shown by the depth of knowledge, experience and client care of its associates. Always responsive, clear and commercial.’ 

‘Mahesh Varia is always outwardly calm, supportive and technically very strong. Elissavet Grout provides clear and practical advice with constructive solutions.’ 

‘I’ve worked with Travers Smith for several years now, being able to build a relationship with the team, which makes working with them feel like an extension of my in-house team.’

Key clients

Bridgepoint Group

S4 Capital

The Access Group

Auction Technology Group

Qualtrics.com

Merlin Entertainments Group

Pets at Home Group

SSP Group

Marks Electrical Group

Micro Focus International

Xceptor

Alexander Mann Solutions

Ocorian

Work highlights

  • Advised Bridgepoint Group on the introduction of executive and employee share plans as part of its main market IPO.
  • Assisted Foster + Partners with the unwinding of its old incentive plans and the implementation of new incentive arrangements for Foster+ Partners employees around the world.
  • Advised Auction Technology Group on the incentives aspects of its acquisition of US based auction platform LiveAuctioneers.

Baker McKenzie

Baker McKenzie‘s employee benefits group is the first port of call for major employers such as Sony and the Daily Mail and has a longstanding presence in the employee share schemes space, with practice head Jeremy Edwards often acting for FTSE 100 companies on the structure of remuneration plans for directors and senior executives. He is supported by Gillian Parnell , who offers practical and pragmatic solutions’ and is well versed in employee share incentives, executive remuneration and employment taxation.

Practice head(s):

Jeremy Edwards

Other key lawyers:

Gillian Parnell; Victoria Kirsch

Testimonials

‘Victoria Harvey is great; quick, focused and able to deal with an overstretched in-house team in a supportive and helpful way.’ 

‘I have worked with Jeremy Edwards and Gillian Parnell on employment tax and incentive scheme matter for several years now and have found them very easy to deal with, responsive, clear and concise. As the team understands our business well and knows us and is familiar with our documents and practices, they bring a level of business know how to their advice which is very helpful.’

‘I work primarily with Gillian Parnell. She is an excellent lawyer. She responds very quickly on all queries and matters; her advice is very straightforward and succinct. She offers practical and pragmatic solutions. She is also a very pleasant person to deal with. I can’t recommend her highly enough.’ 

Key clients

Smith & Nephew

Prudential

DS Smith

Daily Mail & General Trust

TBC Bank

Kofax

Becton Dickinson

Sony

Jacobs Engineering

JKX

DLA Piper

DLA Piper often acts for major listed and private companies on the full range of employee incentive matters, with a strong emphasis on cross-border large-scale employee share scheme work. Receiving high praise from clients is 'responsive, engaging and client-focused' Nick Hipwell, who overseas the team and has assisted employers in implementing their share plan schemes in more than 100 countries. Another key name in the group is 'subject-matter expert'  Martin MacLeod, whose expertise spans all-employee share schemes, executive remuneration and corporate governance matters.

Practice head(s):

Nick Hipwell

Testimonials

‘They were able to provide US and UK employment and tax advice in a coherent whole. They were also able to introduce us to appropriate trustees and organise the whole process of establishing the scheme.’ 

‘Nick Hipwell is responsive, engaging and client focused. Martin Macleod is a subject matter expert with excellent drafting skills.’ 

‘We worked with the team on an all-employee cash and share scheme across 18 countries that was quite unique . The team was extremely knowledgeable, thoughtful and creative in its approach. The final product we ended up with was first rate, and the collaboration we had with the DLA Piper team was second to none. They said that they wanted the scheme to be as much of a success as we did, and it really felt like that.’ 

‘We worked with a small team, which I think made the project easier to manage. Nick Hipwell Martin MacLeod;  Jordan Levy and Lauren Leitch were all exceptional to work with. Ultimately, we trusted the advice we received from the team, which was always clear and timely. I’m very glad that we were able to work with this team on such a critical project.’ 

‘The team has a depth of knowledge and experience which has enabled the board to design and implement an employee share scheme in a complex environment. DLA Piper has always been accommodating on availability and understanding. They listen.’ 

‘The equity incentives team at DLA Piper is a team I would and do recommend to clients of my own. Knowledgeable, responsive, proactive, thought provoking, all built on a foundation of many years of experience.’ 

‘The team is made of great listeners and practitioners. Especially, Nick Hipwell, who has an amazing way of making the client always feel special, and always delivers expertise on time to the price stated. A pleasure to work with.’ 

Key clients

Anglo American

Belron Group

Guidewire Software

Wabtec Corporation

NatWest Group

Halma

Hugo Boss

4D Pharma

10x Banking Technology

Simfoni

RPS Group

Ardagh Group

Healx

NCC Group

Meltwater

Henry Boot

Flybe

Work highlights

  • Advised Belron Group on the design and implementation of an all-employee share plans for approximately 25,000 employees in 20 countries.
  • Assisted Natwest Group in relation to the tax treatment of its employee share plans in 15 countries.
  • Advised Philip Morris on the employee share plan aspects of its £1.1bn acquisition of Vectura Group.

Fieldfisher

Fieldfisher is particularly known for its expertise in employee ownership transactions, most recently acting on the £276m employee buy-out of TTP Group. The team is jointly led by Graeme Nuttall OBE, who is noted for writing the Nuttall Review which led the establishment of employee ownership trusts by the British Government, and Neil Palmer, who draws on 30 years' experience in handling employee ownership matters. Other key names include Mark Gearing, who often advises AIM listed companies with a focus on the mining, media, tech and life sciences sectors, and Tamsin Nicholds.

Practice head(s):

Mark Gearing; Neil Palmer

Other key lawyers:

Jennifer Martine; Tamsin Nicholds; Graeme Nuttall OBE

Testimonials

‘Given that one of its partners wrote the Government report which led directly to the establishment of employee ownership trusts as a specific form of employee share schemes, the team’s understanding and insight are unparalleled.’

‘Graeme Nuttall inspires and supports his excellent team.’

‘Graeme Nuttall wrote the Nuttall Report that was adopted by the Government in relation to employee ownership trusts and he is one of the highest profile solicitor in this area. What is impressive about him is his modesty and being available to deal with client issues in detail.’

‘Neil Palmer and Jennifer Martine are particularly effective,’

‘All practitioners in the team are experts in employee shares schemes.’

‘Efficient and helpful.’

‘Good support from Mark Gearing and Tamsin Nicholds.’

Key clients

TTP Group

Global Law Talent

Zaha Hadid

Winch Design

Saietta Group

Faradion

Genesis Global Technology

Gelion

Access Intelligence

Cambridge Design Partnership

Heyne Tillett Steel

Milltown Partners

SigmaRoc

BBC Studios Distribution

Castlefield Partners

Devolver

Macfarlanes LLP

Large listed and private companies, trustees and start-ups turn to Macfarlanes LLP for assistance with the design, implementation and operation of employee share plans and incentive arrangements. In addition to its growing presence in the financial services sector, the group is noted for its expertise in linking ESG metrics to performance-based remuneration, which makes it a popular choice for private equity houses and fund managers. Heading the team is Robert Collard, who is ‘able to bring share scheme experience together with the financial service context and regulatory considerations’. Rasmus Berglund, who was made partner is May 2022, is another name to note.

Practice head(s):

Robert Collard

Other key lawyers:

Rasmus Berglund

Testimonials

‘Highly proactive and professional. Excellent transactional management and ongoing client support. Experienced team able to deliver practical solutions. Well-drafted documentation.’ 

‘Rob Collard is an experienced leader, client focused, and solution-driven, with a sound understanding of EBT trustee considerations.’ 

‘Rob Collard was able to bring share scheme experience together with the financial service context and regulatory considerations. The combination is unusual and helpful.’ 

‘In my experience some law firms give advice without thinking through how it will be applied practically. Macfarlanes is different – they collaborate between teams i.e., share schemes, corporate and tax, to ensure that the advice given is comprehensive while being pragmatic; making it easy to apply in a real-life situation.’ 

‘Rasmus Berglund  drew on his knowledge of wider market practices and larger organisations to create a suitable rule set for us within a very short time. His attention to detail meant there were minimal iterations.’

‘Led by Rob Collard, this is a high-quality team with deep transactional experience and strong tax support. The corporate law experience in the team sets it apart.’

‘Rob Collard is a leading lawyer in employee share schemes. His corporate and commercial experience sets him apart.’ 

Key clients

Virgin

Hyve group

Charme Capital Partners

Epic private equity

Smith & Williamson

Improbable

Checkout

Genius Sports

The Finsbury Group

abrdn

Record

Work highlights

  • Advised Finsbury Glover Hering on the share plan aspects of its merger with Sard Verbinnen & Co, including rollover arrangements and a multinational employee share subscription for more than 350 employees.
  • Assisted Siris Capital Group with the negotiations and settlement of awards under 7 share plans in connection with its recommended all-cash £673m offer for Equiniti Group.
  • Advised NortonLifeLock on $9.2bn merger with Avast plc and helped with the share plan changes.

Pinsent Masons LLP

The incentives team at Pinsent Masons LLP regularly handles complex cross-border share plan transactions, governance matters and remuneration policy issues for public, private, and private equity-backed companies. Splitting her time between London and Manchester, Lynette Jacobs, who is 'a great advocate of share plans and a very well known face in the industry', overseas the group. Another key practitioner is legal director Fleur Benns , who has extensive experience in advising on the share plan elements of large IPOs, takeovers and M&A, with a focus on the life sciences and financial services industries.

Practice head(s):

Lynette Jacobs

Other key lawyers:

Fleur Benns

Testimonials

‘The team is always approachable and quick to respond. The strength of its knowledge is great too.’ 

‘Lynette Jacobs is great to work with, very knowledgeable in her field and proactive in her approach.’ 

‘We have worked with Lynette Jacobs and Fleur Benns for many years – relying on them for clear, practical advice and technical expertise.’

‘Lynette Jacobs and her team are always happy to support me with their knowledge and experience.’ 

‘Lynette Jacobs is always proactive and very knowledgeable. I can’t speak highly enough of Lynette, she is a great advocate of share plans and a very well known face in the industry.’ 

‘We have found the Pinsent’s employee share schemes team mix technical excellence with genuine commercial pragmatism. The firm has developed its strong experience and knowledge to make it a leader in the field, enabling it to be a key innovator and knowledge sharer.’ 

‘The team were very proactive, practical and helpful in establishing our first all-employee share plan.’ 

‘I enjoyed working with Lynette Jacobs and her team. They provided good, timely advice at a cost effective price and were eager to help.’ 

Key clients

Arena Events Group

Imperial Brands

Strip Tinning

ADF Facilities

Driver Group

Halfords Group

Portmeirion Group

F2G

Gamesys Group  (now part of the Bally’s Corporation group)

St Modwen Properties

Tullow Oil

LSL Property Services

Primary Health Properties

Wincanton

Emis Group

Work highlights

  • Advised Imperial Brands on the operation of its share plans globally, extending to 55 countries.
  • Assisted Strip Tinning with the treatment of existing qualifying EMI options in a pre-IPO reconstruction, the implementation of a new LTIP to incentivise management post IPO, and a new all employee share incentive plan.
  • Advised Arena Events Group on the implications of a recommended cash offer for the entire issued share capital of the company for approximately £71m on its outstanding share awards.

Addleshaw Goddard

Addleshaw Goddard is regularly appointed by a wide range of employers, from large public companies to start-ups, to advise on executive and management pay, remuneration policies, corporate government matters, and the incentives aspects of major corporate transactions, among others. Receiving strong praise from clients is practice head Jonathan Fletcher Rogers, who is described as 'extremely knowledgeable and a expert in employee share schemes'. Another key practitioner is Leeds-based Martin Griffiths.

Practice head(s):

Jonathan Fletcher Rogers

Other key lawyers:

Martin Griffiths

Testimonials

‘My overall sense is that they strive for commercial outcomes, balancing risk, reward and cost.’

‘Jonathan Fletcher Rogers is able to synthesise complex arguments into relatively plain and understandable language, particularly where debate with remuneration committees is required.’

‘The firm gives confidence that it has looked into the issue in detail so the advice received is as full and complete as possible.’ 

‘Jonathan Fletcher Rogers is quick to respond and adheres to timescales. He is very logical in his thought processes. Advice is clear and is both legal and solution based. Pleasure to deal with.’ 

‘Jonathan Fletcher Rogers is extremely knowledgeable and an expert in employee share schemes. He is very easy and pleasant to deal with, and always very available and engaged.’ 

‘Addleshaw Goddard’s employee share scheme team is highly responsive, diligent and fast. Additionally, the team members that we worked with were commercially minded and proactively developed ideas to improve our employee share scheme. I would certainly recommend them.’ 

‘I am impressed by AG’s ‘one firm’ mentality where our lead partner was able to bring a range of experts to us effortlessly – a huge plus to a corporate client.’ 

Key clients

Britvic

LBG Media

Rathbones Group

McBride

MusicMagpie

Associated British Food

Sanne Group

Moneysupermarket.com Group

Immunodiagnostic Systems Holdings

Rothermere Continuation

Work highlights

  • Advised Rothermere Continuation on the employee share scheme aspects of its £3bn takeover office for Daily Mail & General Trust.
  • Advised Sanne Group on the employee incentives aspects of its £1.5bn takeover by Apex.
  • Acted for LBG Media on the employee incentives aspects of its AIM IPO.

Cooley (UK) LLP

Highly rated for its ‘outstanding knowledge of share scheme market practices in  the US and UK’, Cooley (UK) LLP is regularly sought out to advise on share scheme and incentive aspects of cross-border M&A and IPOs. Practice head Paula Holland is a popular choice for innovative life sciences and tech companies seeking advice on incentives and executive compensation matters related to M&A,  private equity transactions and venture capital investment. She is supported by Nicola Squire, who is noted for her outside the box solutions’ and pragmatic and commercially focused advice’.

Practice head(s):

Paula Holland

Other key lawyers:

Nicola Squire

Testimonials

‘Nicola Squire is a trusted adviser to our business. Nicola has advised us on a range of complex issues, and we have been impressed with her ability to deliver outside the box solutions. Nicola is exceptionally responsive and has always made herself available to meet tight deadlines. We highly value her pragmatic and commercially focused advice.’ 

‘Our company has a presence in the UK and US, and Paula Holland and her team at Cooley LLP in London have always been there for us and provided great advice in helping us structure the UK elements of our share schemes. They have deep experience, which has helped us evaluate and deliver awards to UK staff. We use Cooley for a broad variety of matters in both the UK and US and having Paula and her team as a ready resource on share schemes leads to meaningful efficiencies in terms of integrating with other Cooley subject matter attorneys, beyond benefitting from her team’s knowledge and experience.’ 

‘Paula Holland has deep knowledge and experience in the technical and tax aspects of share schemes, as well as a good handle on current market practices. She is a pleasure to work with and is very accessible.’ 

‘Nicola Squire is all the things I would want from a lawyer – approachable, available, knowledgeable, commercial and able to have a sensible discussion on pricing. I was able to talk with Nicola at my level and she was able to engage me in a way that showed she understood the in-house obstacles that I had to work with.’ 

‘Nicola and the team have a true global outreach and have been able to support on complex cross border equity issues. They also have a very pragmatic ability to give advice tailored to the business, which in a highly regulated equity ecosystem I think stands them out from their peers.’ 

‘Paula Holland and Nicola Squire in the Cooley compensation and benefits team bring top-notch, cross-border perspective to sensitive and complicated topics on employee compensation matters. I know that I am getting the most sophisticated, up-to-date advice on market practice. Their detailed knowledge of the technology and biotechnology sectors, in particular, is superlative as is their ability to marshal Cooley’s cross-border capabilities for the client’s benefit.’ 

‘Paula Holland took the time to understand our needs, review our current practices, and provide advice on what changes were necessary to implement a new world-wide stock option programme for the company. She is well experienced and very responsive to our requests. When she did not have expertise on a specific justification, she was able to effectively use her network to get the right information. I found Paula to be an excellent business partner.’ 

‘Special mention for Nicola Squire. I am regularly impressed by her intimate knowledge of our company, recollections of decisions and events that took place months or years ago, and the integrity of her advice.’ 

Key clients

Humio

Runtime Collective (Brandwatch)

RiskIQ

Sense Photonics

Babylon Health

SGHC (Super Group)

Enjoy Technology

Exscientia

Sprinklr

Reneo Pharmaceuticals

Work highlights

  • AdivsedHumio, cloud log management business, on its $400m sale to security company CrowdStrike, including complex EMI option vesting terms and compensation arrangements.
  • Acted for Babylon Health on its SPAC transaction which resulted in it becoming a public company in the United States through a merger with Alkuri Global Acquisition Corp, a SPAC, at an equity valuation of $4.2bn.
  • Advised RiskIQ on its proposed acquisition by Microsoft for approx. $600m, including matters related to the exercise of options qualifying as EMI and options granted under a CSOP.

Eversheds Sutherland (International) LLP

Equipped to 'advise on both the legal and tax aspects of schemes that involve overseas components', Eversheds Sutherland (International) LLP assists public and private companies, including London Heathrow Airport, Rolls Royce and AstraZeneca, with the design and implementation of incentive plans. From Leeds, Mathew Gorringe, who draws on than 25 years of experience advising on the incentives aspects of M&A and IPOs, directs the team. Another key name is London-based Danny Blum, 'who works effectively with colleagues in Singapore, China and the US to assist with' cross-border mandates.

Practice head(s):

Mathew Gorringe

Other key lawyers:

Danny Blum

Testimonials

‘The team is happy to work on a fixed fee basis. They have a detailed knowledge of a wide range of UK employee incentive schemes and are willing to either guide a client through the process of administering these in-house or to take on the full responsibility for their administration – a flexible approach. They are able to advise on both the legal (corporate law) and tax aspects of schemes that involve overseas components, such as a Jersey-based employee benefit trust, as well as incentive arrangements in our Singapore, Chinese and US.’ 

‘Danny Blum offers the best customer service of any lawyer I have used since founding my business 15 years ago and is completely trusted by me and my co-founder to set up effective and legal employee incentive schemes that deliver real value to recipients while also protecting our interests as majority shareholders. His own knowledge of the field is encyclopedic and, as a bonus, he takes his responsibility as our client partner seriously, always finding us excellent people within his firm to assist with other areas of law. He always delivers on time and on budget and the quality of written reports and advice is first-class. He works effectively with colleagues in Singapore, China and the US to assist with incentives across our subsidiaries as well as in our UK company.’ 

‘Eversheds has teams of experts around the world making them a great fit to advise companies on international equity plans.’ 

‘Danny Blum is extremely responsive, transparent, and helpful. He and his team have provided valuable advice related to the expansion of our equity award program into various foreign jurisdictions in Europe, Asia, and the Americas.’ 

‘We had the pleasure of working with Eversheds on a project recently. All work was clearly explained and our consent was given at all stages with full understanding of the options. The project was a collaboration but Eversheds provided everything that we needed and guided us through the process superbly’ 

‘Danny Blum and his team really went beyond our expectations as a client. They provided everything at the right time, everything was prepared to a very high standard and all implications were fully explained.  We are very thankful for this level of care.’ 

‘The team is incredibly knowledgeable in its subject area. They are thorough and pay attention to detail. They anticipate problems before they arise and provide suggested solutions to those problems. Their client service is excellent, and they always make themselves available when needed.’ 

‘The partners from Eversheds are knowledgeable, approachable and always make themselves available for questions when needed. They apply commerciality to the situation and find pragmatic solutions to problems.’ 

Key clients

AstraZeneca

Croda International

Greencore Group

MicroStrategy

London Heathrow Airport

Intertrust Employee Benefit Trustees

ProCook

Van Elle Holdings

Roll-Royce

Sygnature Discovery

Hogan Lovells International LLP

Under the leadership of tax and incentives expert Fiona Bantock, the employee benefits team at Hogan Lovells International LLP advises a wide range of clients, from tech start-ups to large multinational companies, on share plans and compensation packages. The practice also benefits from the expertise of Paul Randall, the chairman of the Corporate and Regulatory Committee of the Share Plan Lawyers Organisation, who draws on more than 30 years of experience in advising on the corporate, tax and regulatory aspects of domestic and international share schemes.

Practice head(s):

Fiona Bantock

Other key lawyers:

Paul Randall

Work highlights

  • Advised FTSE 250 Clipper Logistics on all employee incentives aspects of its recommended approximately £1bn takeover by GXO Logistics.
  • Advised Patron Capital Partners on the treatment of equity and cash incentive arrangements in connection with the sale of Punch Pubs for circa £1bn to private equity firm Fortress.
  • Assisted CPI Property Group with a range of employee share incentives issues in connection with the company and Aroundtown ’s €1.57bn takeover of Globalworth Real Estate Investments.

Mishcon de Reya LLP

Mishcon de Reya LLP has an international focus, with a team that is experienced in implementing share plan arrangements in more than 50 jurisdictions. The group excels in EOT transitions, contentious incentives matters, and the share plan aspects of corporate transactions, including M&A, secondary buy-outs and IPOs. Stephen Diosi, who is highly regarded as ‘one of the most experienced equity incentive professionals’, overseas the practice. Another key practitioner is Neil Sharpe, who has extensive experience in advising listed companies on incentives and executive remuneration matters.

Practice head(s):

Stephen Diosi

Other key lawyers:

Neil Sharpe

Testimonials

‘Stephen Diosi was very responsive, hands-on, client-friendly and creative with solutions to legal issues.’

‘The equity incentives team at Mishcon de Reya is knowledgeable, responsive, proactive, thought provoking, all built on a foundation of many years of experience.’

‘Stephen Diosi stands out because of his manner with clients and ability to listen to what is being said. Natural ability to challenge, but with empathy, which builds great confidence and trust with clients. One of the most experienced equity incentive professionals, trusted by issuers and providers. Discreet and professional.’

‘Approachable and collaborative. Great technical knowledge. Ability to deliver innovative solutions.’

‘Stephen Diosi is very experienced and knowledgeable and has a highly personal approach. Sound practical advice and well-drafted documentation.’

‘The team is run immaculately by Stephen Diosi. He is calm, measured, thoughtful and client focused.’

‘The team provides a real personal touch and full involvement in the legal matters. I get a hands-on approach from the lead partner who makes himself available and responsive at all times. The key strength is the ability to communicate clearly with the client and deal with the legal procedures at hand.’

Key clients

Perspectum

Freetrade

Ninety One

Quilter

Scottish Widows Schroder Personal Wealth

OpenPayd

Spectris

Keyword Studios

GAN

ADC Therapeutics

Work highlights

  • Advised Quilter, a FTSE 250 asset and wealth management company, in relation to the impact on its share plans of a return of capital to shareholders by way of a B share scheme.
  • Assisted Freetrade with the design, implementation and launch of a new global share plan in the UK, Australia, Sweden and Canada.
  • Acted for Keywords Studios, a video game industry services company listed on AIM, on its global share purchase plan and the design and implement a of a new long-term incentive plan for members of its senior management team around the world.

Norton Rose Fulbright

Norton Rose Fulbright is particularly known for its expertise in advising financial sponsors and private equity-backed companies on the design and implementation of  incentives arrangements, with a focus on the fintech industry. Benefiting from the firm's international network, the group often handles the share plan aspects of major transactions, including corporate reorganisations, M&A and rights issuances. Leading the team is employee benefits and executive compensation specialist Matthew Findley , who is described by one client as 'one of the best professionals in relation to share schemes'.

Practice head(s):

Matthew Findley

Testimonials

‘Grounded practical advice. Matt Findley is one of the best professionals in relation to share schemes. Always understands the corporate context and advises accordingly.’

‘Matt Findley is excellent. Commercial and clear advice.’

‘I was looking for pragmatic, constructive legal advice on the development and implementation of the long-term incentive programme for an AIM-listed company. The NRF team was extremely helpful, I do not think I could have been better served.’

‘Quick to respond with constructive advice.’

Key clients

Charles Stanley

Revera

Bank of Montreal

Siteimprove

CGI Group

Cloudcall Group

Science in Sport

Staffline Group

Anghami

Taylor Maritime Investments

Work highlights

  • Advised Charles Stanley Group on a £278.9m recommended cash offer by Raymond James Financial, a multinational independent investment bank and financial services company.
  • Assisted BMO Financial Group with the sale of its EMEA asset management business to Ameriprise Financial for £615m.
  • Advised Danish, private equity-backed company Siteimprove on the design, implementation and rollout of a global restricted stock unit plan.

Osborne Clarke LLP

Osborne Clarke LLP‘s very knowledgeable and responsive’ team regularly advises domestic and international private and listed companies on the full spectrum of employee benefits, from executive-level incentives to all-employee schemes. Leading the practice is Michael Carter, who draws on more than 20 years of experience and is a member of the Employee Ownership Association. Working alongside him is associate director and certified tax adviser Dan Sharman and Anika Chandra, who joined the firm in May 2022 from Shoosmiths LLP.

Practice head(s):

Michael Carter

Other key lawyers:

Rhiannon Jones; Natalie Paddock; Dan Sharman

Testimonials

‘At every stage of our dealings with Osborne Clark, both partners and associates have been friendly, efficient and able to communicate with us in easy to understand English;  not confusing us with legal jargon.’

‘Rhiannon Jones was helpful, intelligent, flexible and available.’

‘Aside from the expected level of excellent detailed professional knowledge, they engage in a way that feels part of the client team.’

‘Michael Carter has been engaged in several projects and delivered perfectly. A notable team member of Michael’s is Natalie Paddock, who led the delivery of a complex process of documents in a totally professional and timely manner.’ 

‘The team is very helpful and responsive. They are very knowledgeable, thoughtful, responsive and concise in their work.’ 

‘Michael Carter is very clear and engaged. He knows the law and helps us think through practical considerations.’ 

‘Dan Sharman is helpful, sharp and engaged.’

‘Anika Chandra is excellent. I have worked with her for a number of years and she continues to be a joy to work with.’

Key clients

Mitie Group

Elixrr

Marshall Motor Holdings

In the Style Group

Secure Docs

Octopus Deploy Pty

AML Communications

Sky UK

Founders Intelligence

Dice FM

AA

Oxular

Everyday Health

Astrak Group

Mura Technology

Work highlights

  • Advised Marshall Motor Holdings, one of the UK’s leading automotive retail groups, on the company’s long-term incentive plan and employee benefit trust in connection with its £325m recommended offer by CAG Vega 2, a wholly owned subsidiary of Constellation Automotive Holdings.
  • Successfully assisted In the Style (ITS) Group plc, an e-commerce womenswear fashion brand, with the structuring of its share option plan to be effective both pre and post-IPO.
  • Acted for Mitie Group on its incentive arrangements, including its share incentive plan and arrangements for senior executives.

Taylor Wessing LLP

Taylor Wessing LLP stands out for its track record in tech and life sciences, regularly assisting early-stage funds and VC firms with US inward investment transactions and UK share plan arrangements. Leading the group is responsive, detailed and precise’ Ann Casey, who has more than 30 years of experience advising domestic and international clients on the tax aspects of equity incentives. She is supported by  Karen Bail, whose expertise spans multi-jurisdictional schemes and executive remuneration matters, and Katie Lewis, who is highly regarded for her ‘valuable advice related to EMI options’.

Practice head(s):

Ann Casey

Other key lawyers:

Katie Lewis

Testimonials

‘Ann Casey is responsive, detailed, precise and a pleasure to work with.’

‘Excellent technical understanding allows them to provide expert guidance.’ 

‘Our key contact at Taylor Wessing has been very supportive and has almost felt like a part of our business. They are always on hand to answer any queries and help get projects off the ground super quickly. This is especially valuable as we do not have our own in-house tax team.’

‘The quality and diligence of their work is consistently high quality. Katie Lewis is recommended.’ 

‘The Taylor Wessing team is able to provide legal advice in a wide range of areas, ranging from employment law, commercial law, to option plan structuring and execution. Their advice is always on time and to the point. The team has always been available and happy to provide detailed clarifications on various topics.’ 

‘Working with Katie has been a pleasure. She has provided valuable advice related to not only EMI options but also various commercial issues that the company faced. I have never needed to contact another law firm regarding the company’s legal matters.’ 

‘Incredibly collaborative and responsive. Strategic and pragmatic legal advice. Great market insights. Excellent speed of execution and very efficient fee structures.’ 

‘The team has been great at building a relationship with our senior team by showing a genuine interest in our business and the strategy moving forward. Taylor Wessing was the only firm we have worked with so far that put real effort into explaining the billing process and making us feel comfortable with the fees.’ 

Key clients

Rezolve

interactive investor

Nutmeg

Current Health

Dataminr

Fancy Delivery

Inflexion

Trustology

Curve

Vinted

Lovecrafts Group

Onfido

Chiaro Technology

Troglo

Reverie Health

Sift Science

Motorway Online

Ankerstore

Work highlights

  • Advised Rezolve on its deal to go public via a $2bn special purpose acquisition company (SPAC).
  • Acted Trustology on its exit to Vienna-based unicorn Bitpanda.
  • Advised Cambridge Epigenetix on its $88m Series D financing.

White & Case LLP

The share schemes team at White & Case LLP is recognised for its strong presence in the the financial services, fintech and technology sectors, most recently advising Klarna, the global retail bank and online services provider, on the acquisition of Hero, a social shopping platform. Nicholas Greenacre  heads the firm's EMEA employment, compensation and benefits group and is well versed in corporate transactions, including takeovers, M&A and IPOs. Working alongside him is employment expert Helen Joseph, whose expertise spans executive compensation and private equity transactions.

Practice head(s):

Nicholas Greenacre

Other key lawyers:

Helen Joseph; Kate Russell

Testimonials

‘Very good technically, easy to engage with and very down to earth. Responsive and flexible too.’ 

Nicholas Greenacre is very strong on all fronts and a pleasure to work with.’

‘The team is technically strong on the subject matter and delivers exceptional service. Advice is delivered in a commercial context and in a way that is easy to understand and apply to our business.’ 

‘Nicholas Greenacre  – assisted by Kate Russell – deliver clear and concise advice tailored to our particular needs. They are attentive and readily available to help navigate through a technical area of law across multiple jurisdictions.’ 

Key clients

Avast

Arqit

discoverIE

Klarna Bank

Alpha Bank

Kobalt Music Group

DP World

Oaktree Capital Management

SoftBank Vision Fund II

The Co-Operative Bank

Aroundtown

Work highlights

  • Advised SoftBank Vision Fund II, a leading venture capital investor, on its $130m investment in the Series B round of Envelop Risk Analytics, a data driven cyber insurance business.
  • Acted for Klarna, a leading global retail bank, payments and shopping service, on the acquisition of HERO, a social shopping platform based in London and New York.
  • Assisted Avast with a variety of complex international employment and executive compensation matters on an on-going basis in addition to substantial transactional advice.

Ashurst

Ashurst is particularly known for its expertise in handling the incentives aspects of complex corporate transactions, most recently advising WM Morrisons Supermarkets on the impact of its takeover by Clayton, Dubilier & Rice on its share plans. A key contact is senior associate Rebecca Servian, who works closely with the firm’s digital solutions team to advise private, high growth and start-up companies on tax-advantaged share schemes.  Senior consultant Nicholas Stretch departed the firm in June 2022.

Other key lawyers:

Rebecca Servian

Testimonials

‘Excellent technical skill, pragmatic application and client care. Wouldn’t hesitate to use the team again.’ 

‘Rebecca Servian is extremely committed to getting the deal done on the terms we wanted.’ 

‘Incredibly strong understanding of the share plan administration market, how providers operate and how practical admin steps are managed in house. This makes the team incredibly easy to work with as they fully understand the issues we are facing.’ 

‘Consistently demonstrates such a thorough understanding of the operation of share schemes. Clear and practical advice provided.’ 

‘Ashurst reviewed our share plan rules and drafted our DBSP rules. They were extremely efficient and accessible.’

‘I was impressed with Rebecca Servian’s knowledge, approachability and pragmatism. She responded to questions and emails promptly and delivered a high-level service.’ 

‘The Ashurst team is exceptional. Not only did they provide clear and well considered legal advice in a friendly manner, but they were instrumental in the project management of the share scheme aspects during the takeover. They were a pleasure to work with and I felt I was always in good hands and fully supported by the team. They also managed to negotiate positive results on difficult issues with the other parties involved in a constructive manner, which allowed good ongoing relationships throughout the work.’ 

‘The team was always available and took the time to listen and understand the questions or concerns raised to ensure that they were able to explain the legal positions and options available in an easy to understand and fully relevant manner. Their attitude and way of working  allowed for a very positive working environment despite the complexities and pressures of the work. Throughout the complex takeover, Ashurst ensured that we always knew how the process would work, key timelines and required next steps, ensuring that there were very few surprises and all key stakeholders understood what was expected of them.’ 

Key clients

AVEVA Group

Buck Trustees

PPL Corporation

Clinigen Group

Serica Energy

QinetiQ Group

EnQuest

Renewi

McLaren

Ricardo

Numis Securities

GetBusy

WM Morrison Supermarkets

Work highlights

  • Advised WM Morrison Supermarkets on all incentives aspects involved in two rival bids from US private equity firms (Fortress and CD&R, with CD&R being the ultimate winner) for £7bn.
  • Acted for National Express Group on all incentives aspects of its proposed £1.9bn combination with Stagecoach, the UK bus and coach operator.
  • Advised Clinigen Group on all incentives aspects of its £1.3bn takeover by Triton, a US private equity house.

CMS

Start-ups, private equity-backed, listed and private companies turn to CMS for advice on corporate governance issues, regulatory matters and global share plan schemes. Practice head Andrew Quayle focuses on growth share arrangements and often assists private equity houses with management incentive plans. He works alongside 'knowledgeable, approachable, friendly and commercial' Catherine Merry, who has strong expertise in the financial services industry. The team welcomed in senior associate Kate Haywood, formerly with Cooley (UK) LLP , in early 2022.

Practice head(s):

Andrew Quayle

Other key lawyers:

Catherine Merry; Cathy Wears; Kate Haywood

Testimonials

‘Catherine Merry is an ideal adviser. Knowledgeable, approachable, friendly and commercial. She’s the full package.’ 

‘Very pragmatic and commercial approach across all team members, and always willing to spend extra time ‘off the clock’ in educating non-specialists about share plans and market issues generally. Andy Quayle leads the team well and Cathy Wears is strong at explaining the most technical issues to a generalist client audience.’ 

‘My interaction with the firm is with Andrew Quayle who is quite exceptional at delivering complex advice with absolute clarity. I have recently used him for one of the most challenging schemes I have ever been involved with and he was outstanding.’ 

‘Andrew Quayle is a big strategic thinker who can find a tailored solution to pretty much any share scheme issue. Really impressive.’ 

‘Cathy Merry is fantastic. She explains very complex topics in a straightforward manner, and gives you the confidence to ask any question.’ 

‘Excellent team, very approachable and knowledgeable with regards to all of the latest remuneration hot topics within UK capital markets.’ 

‘Andrew Quayle was superb in his understanding of our existing incentive scheme frameworks and was able to efficiently navigate the structuring problems we were facing. This meant our commercial aspirations were suitably documented in an effective way and provided great value for money. Would highly recommend.’ 

Key clients

Blue Prism

Telit Communications

Aviva Investors

Chill Brands Group

Celadon Pharmaceuticals

XL Media

Tortilla Mexican Grill

Anzo Group

Atomos

Muirhall Energy

Instadeep

RWS Group

Work highlights

  • Advised Blue Prism on its global employee share plans, and the associated employee communications, in connection with its £1.24bn takeover by SS&C Technologies.
  • Acted for Celadon Pharmaceuticals on its £97m listing and admission to trading on the AIM market of the London Stock Exchange, by way of a reverse acquisition of Summerway Capital.
  • Assisted ActiveOps with the introduction of a wide range of equity incentive schemes applicable to its worldwide workforce over six jurisdictions in connection with its £120m IPO.

Fox Williams LLP

Fox Williams LLP is particularly active in the tech and fintech spaces, where it advises private and high-growth companies on the share scheme aspects of corporate transactions, including M&A and takeovers. Leading the team is tax expert Emma Bailey, who has extensive experience assisting domestic and international clients, particularly from the US and Canada, with the implementation of EMI option schemes and unapproved equity incentive arrangements for senior executives.

Practice head(s):

Emma Bailey

Testimonials

‘We use Fox Williams across a multitude of workstreams. They offer fair,value for money advice.’

‘Emma Bailey gave us excellent advice on how to structure our employee share scheme.’

‘Emma Bailey is able and inventive lawyer.’

Key clients

Constellation Software

Allianz X

Walker Morris

ETC Holdings

Allica Bank

Appfleet (Pomelo Pay)

Zavfit

RLT International

Equiem Holdings Pty

Vita Brevis (VIP Ski)

NelsonCroom

LendX

Work highlights

  • Advised a number of divisions within Constellation Software Inc. Group in respect of the employee equity incentive issues arising from acquisitions of UK target companies.
  • Advised Walker Morris on the employee equity incentive issues arising from its client’s, Emplifi (an Audax Private Equity investee), acquisition of SYM-SYS LTD (Go Instore) from its shareholders.
  • Assisted ETC Holdings, a leading arranger and issuer of cryptocurrency ETCs, with appropriate equity structures for its senior employees and directors.

Mayer Brown International LLP

Mayer Brown International LLP  is noted for its expertise handling incentive schemes for private companies, especially sweet equity arrangements in private equity structures. Additionally, the group often assists listed companies with share plan matters arising from M&A and rights issuances. London-based practice head Andrew Stanger excels in all types of share schemes, in particular tax-advantageous and tax-efficient arrangements, and is experienced in implementing employee option plans in Hong Kong.

Practice head(s):

Andrew Stanger

Testimonials

‘Easy to deal with and keen to try and make a technical area well understood.’

Not “hiding behind” the law. Eager to make it fit for our purpose.’

‘Andrew Stanger is simply brilliant at his role. He has an ability to breakdown seemingly complex incentive-related problems into very easily understood and navigable solutions.’

Key clients

Adaptimmune Therapeutics

Crux Product Design

St Modwen Properties

Velocys

Tungsten West

Sotheby’s

Shearwater Group

Lunglife AI

Cambridge Mechatronics

Star Capital

Work highlights

  • Advised Tungsten West on complex issues relating to the restructuring of existing equity incentives, and the implementation of a new share option scheme, in the run up to an AIM IPO.
  • Acted for Star Capital on the implementation of a new management incentive plan following its acquisition of the Hawksford Group.
  • Advised Bizspace on the implementation of a new management incentive plan using a new class of “growth share” in advance of the company’s sale to Sirius.

Postlethwaite Solicitors Ltd

Boutique law firm Postlethwaite Solicitors Ltd houses a team of lawyers that are 'absolute experts in employee share schemes', which makes the firm uniquely positioned to advise on employee ownership trusts, ownership succession arrangements, and EMI schemes. Founder Robert Postlethwaite often assists small listed companies in implementing tax-advantageous schemes. Postlethwaite directs the group alongside David Reuben, whose expertise spans management incentive arrangements and cash bonus plans.

Practice head(s):

Robert Postlethwaite; David Reuben

Other key lawyers:

Judith Harris; Toby Locke

Testimonials

‘Postlethwaite solicitors are simply absolute experts in employee share schemes, especially disposals to Employee Ownership Trusts (EOTs).’ 

‘David Reuben is an expert. He also has extensive tax knowledge of employee share scheme matters. This means his advice is invaluable and he is a pleasure to work with.’ 

‘Robert and his team have a unique knowledge of what is required around EOT schemes. They have the knowledge and experience that give clients the feeling of being in safe hands.’

‘David Reuben and Toby Locke are consistently reliable, efficient with their time, and pragmatic in their responses. Always a pleasure working with such terrific professionals.’ 

‘Very knowledgeable technically. Associates are especially good. Judith Harris stands out. She is very attentive and client focused.’ 

‘The process is a very smooth one. My experience with other firms has sometimes been slightly chaotic, whereas with Postlethwaite they have a very clear process from start to finish and are transparent with communications throughout. That process is evident across the firm from partners to associates who all liaise with you in the same way.’ 

‘David Reuben’s knowledge and calmness really help. Going through a share sale is one of the most stressful things I’ll possibly ever do, but David’s supportive nature and extensive knowledge helped make the whole transaction seem smoother.’ 

‘Judith Harris and David Reuben have always been extremely helpful, offering great advice on a timely basis.’ 

Key clients

Adnitt Acoustic Services

Deeland

Nikwax & Páramo

Statement Group Limited t/a Novos

Granit Chartered Architects

Stocks Taylor Benson

Vincent & Gorbing

LDA Design Consulting

ING Media

Quanta Dialysis Technologies

Borderfree Trade Limited t/a SimplyVAT

Institutional Protection Services

UK Tote Group

Like Minds (UK)

Sky Medical Technology

Hillier Hopkins (Accountants)

Work highlights

  • Assisted Nikwax & Páramo with the design of an employee share structure, advising on all legal and tax issues and documentation.
  • Advised Statement Group and its two founders on all the legal, tax and commercial aspects of the company’s transition into an employee ownership trust.
  • Advised Like Minds on the qualification considerations and implementation of an EMI scheme.

Shoosmiths LLP

Shoosmiths LLP  is especially popular among private companies and startups seeking advice on the implementation of their incentive arrangements and share plans. Another area of notable strength within the team is private equity transactions, often working alongside target companies’ lawyers to improve existing schemes and remuneration packages. The group is led by Tom Wilde, who has extensive expertise in advising on tax efficient investments and share schemes such as EMI options. Anika Chandra departed the firm in May 2022 to join Osborne Clarke LLP.

Practice head(s):

Tom Wilde

Key clients

Rothschild (Five Arrows Principal Investments S.A.R.L and Five Arrows Capital Growth)

Akmazo Capital

Equitix

Livingbridge

Gresham House Investment Management (Guernsey)

Metals and Materials

Collabco

DXC Group

SOC.OS

Kortext

Chronomics

Extreme E

Berkeley De Veer

Matillion

Work highlights

  • Acted for Five Arrows Principal Investments on its acquisition of drug-discovery business, Sygnature Discovery.
  • Acted for Gresham House on its £63 million investment into full-stack UK internet service provider Telcom Group through its British Strategic Investment Fund (BSIF).
  • Advised Equitix, an European infrastructure investor, on its £75 million investment into Grain Connect, a multi-brand ISP and fiber broadband operator based in the north-west of England.

Simmons & Simmons

Simmons & Simmons stands out for its expertise in the financial services industry, which makes it a popular choice for financial institutions and investment funds seeking advice on regulatory matters related to remuneration plans. The group is often retained to assist with the share scheme aspects of major corporate transactions, including IPOs and M&A. Practice head Tair Hussain is noted for his expertise in the banking, fintech and listed company spaces. He is supported by managing associate Lucy Boyle, who has extensive experience in financial services regulatory remuneration rules in the UK and EU.

Practice head(s):

Tair Hussain

Other key lawyers:

Lucy Boyle

Key clients

Liontrust Asset Management

Future

Monzo Bank

Future

Evercore

Marex Financial

Lumyna Investments

Zopa Bank

StoneX Group

Sumitomo Mitsui Banking Corporation (SMBC)

Farallon Capital Europe

LendInvest

Octopus Capital

Intertrust Group

Work highlights

  • Advised Future on the employee share schemes aspects of the acquisition of Dennis publishing, a leading consumer media subscriptions business.
  • Acted for Liontrust Asset Management, a FTSE listed specialist fund management company, on the employee share schemes aspects of the acquisition of MajedieAsset Management.
  • Assisted LendInvest with the employee share schemes aspects of its IPO and the design and structuring of new post-IPO share plans for the company, including an all-employee share plan and an executive long-term incentive plan.

Stephenson Harwood

Stephenson Harwood's 'highly dedicated team' collaborates with the firm's tax, corporate and private equity departments to assist listed companies, employee trusts, private equity portfolio clients, financial institutions, and start-ups with a wide range of incentive arrangements. Working alongside the employment practice, the group is often retained to handle severance packages and remuneration policies. Leading the team is Nicholas Stretch, the former head of incentives at Ashurst, who joined the firm in June 2022 to take over the practice from Barbara Allen, who has recently retired.

Practice head(s):

Nicholas Stretch

Testimonials

‘The team is very approachable and knowledgeable. They turn requirements around in good time and where issues arise, they are always quick to suggest sensible solutions.’

‘A highly dedicated team, providing timely and expert advice, and adaptable to change. Takes significant time to understand the client’s needs and requirements to come up with the best solutions. Always friendly in their approach.’

‘Very approachable and willing to engage at short notice.’

‘Stephenson Harwood partners and associates are a pleasure to work with. They are personable and provide sound legal advice in a very clear manner. They also work extremely well with colleagues outside of the legal team.’

‘Stephenson Harwood has a great employee share plans team. They’re always responsive, approachable, proactive and up to date with all the latest trends in this fast moving area of law. Their practical approach to employee share incentives means they always deliver a good solution to support business objectives.’

Key clients

Gyroscope Therapeutics Holdings

Management of BGC Partners

Elemica

Inspired Education Holdings

Elysian Capital

RELX Group

Bowmark Capital

Aptamer Group plc

Work highlights

  • Advised Gyroscope Therapeutics Holdings on the share plan aspects of its aborted IPO and its acquisition by Novartis Pharma AG.
  • Acted for a Fortune 500 company on the operation of its share plans in the UK and on the winding up and release of assets from a legacy employee trust.
  • Assisted Bowmark Capital with the share plan aspects in relation to its acquisition of Kubrick Group.

Bryan Cave Leighton Paisner LLP

Bryan Cave Leighton Paisner LLP is frequently sought after to advise on the incentive aspects of IPOs and M&A. Another area of expertise for the practice is EMI schemes, where it advises a number of start-ups. David Dennison overseas the team and draws on extensive experience in advising trustees and employers on pension plans and incentive arrangements, including tax-advantageous schemes and executive remuneration.

Practice head(s):

David Dennison

Testimonials

‘David Dennison is recommended.’

‘Responsive, friendly, deep domain expertise’

Key clients

U and I Group

Playtech

Industrials REIT

FRP Advisory Group

Redde Northgate

Pensana

Raven Property Group

Jadestone Energy

Trident Royalties

I(X) Investments

Work highlights

  • Advised U and I Group , a company with a premium listing on the London Stock Exchange, in connection with its recommended all cash takeover by Land Securities.
  • Acted for Industrials REIT , a Guernsey company quoted on the premium segment of the London Stock Exchange, on the adoption of a new savings-related share option plan.
  • Assisted Playtech, a premium listed company, with an all cash offer by Aristocrat Leisure, an Australian company.

Skadden, Arps, Slate, Meagher & Flom (UK) LLP

Skadden, Arps, Slate, Meagher & Flom (UK) LLP is rated for its 'advice on the implications of corporate transactions relating to share plans and in particular on private equity transactions'. Louise Batty, who overseas the team, is described as a 'go-to lawyer for any share schemes matter' and excels in the tax, employment, governance and regulatory aspects of the design, implementation and operation of incentive and remuneration arrangements.

Practice head(s):

Louise Batty

Testimonials

‘Louise Batty is an expert in her field. She is very commercial, responsive and helpful. Always a go-to lawyer for any queries.’

‘Louise Batty is our go-to lawyer for any share schemes matter and we know we will receive excellent advice in a timely manner. She understands our structure intimately and is able to rally a global team to provide advice on any jurisdiction through her network of contacts whilst acting as an interface for us. Louise and her team consistently deliver a very high level of support, often on an urgent basis, and provide holistic view which takes into account other areas of risk for us.’

‘The firm really listens and understands the client’s needs. They are always ahead of the curve on market changes.’

‘Outstanding support from Louise Batty. An expert in her field, efficient, responsive and solution driven.’

‘The team is very strong on providing advice on the implications of corporate transactions relating to share plans and in particular on private equity transactions. It also has the advantage of being able to access US advice as increasingly companies in the tech and life sciences sectors have US-based employees.’

‘Louise Batty is technically strong and can communicate complex issues clearly. She is always accessible and collaborative to work with. She has a good grasp of a client’s commercial objectives and does not seek to over complicate issues.’

Key clients

Visa

Odyssey Acquisition

Gyroscope Therapeutics

Raymond James Financial

Globalworth Real Estate Investments

Convera

Netflix

Electronic Arts

CPI International

Phoenix Group Holdings

Alussa Energy Acquisition

Adobe

Unily

Barilla Iniziative

Adevinta

EG Group

TDR Capital

ASDA

Signifier Medical Technologies

MJ Gleeson

DWF Group

Janus Henderson

Work highlights

  • Advised Visa on the impact of its €1.8bn acquisition of open banking platform Tink AB (Tink) on Tink’s warrant programme, comprising approximately 300 participants across approximately 12 jurisdictions, and on retention and reward issues.
  • Advised Odyssey, a Luxembourg incorporated SPAC company listed on Euronext Amsterdam, on the impact of its €1.5bn combination with BenevolentAI on its existing equity incentive arrangements.
  • Advised Gyroscope Therapeutics on the impact of its acquisition of Swiss drugmaker Novartis for up to $1.5bn on Gyroscope’s extensive employee share and option programme.