Share Plans and Employee Incentives: Shaping New Law into Solution Focused Advice for Clients

Tue 9 May 2017

The Caledonian Club 9 Halkin St London SW1X 7DR

Answers to 9 Thorny Questions: Directly from 8 QCs, Solicitors and Accountants

5hrs CPD

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  1. Registration and coffee

  2. Chairman's Introduction

    Share Plans and Employee Incentives: Shaping new law into solution focused advice for clients

    Answered by: Mahesh Varia of Travers Smith

    Mahesh advised Nikkei on the incentive aspects of its £844m acquisition of The Financial Times Group. He is editor of the employment income chapter of "Revenue Law – Practice and Principles".

  3. Market Abuse

    Without official guidance, how do you grapple with the impact of the Market Abuse Regime on share plans and executive pay and the inevitable divergence in market practice?

    Answered by: Jonathan Fenn of Slaughter and May

    Jonathan advised Royal Dutch Shell on the share plan aspects of its combination with BG Group and ARM Holdings on its acquisition by Softbank Group Corp. He is Chair of the Share Plan Lawyers group.

  4. ​Growth shares and JSOP interests

    How is HMRC approaching the valuation of growth shares and JSOP interests following the withdrawal of the post transaction valuation checks service?

    Answered by: Hannah Tipper of Deloitte's Fiscal Valuation Group

    Hannah's specific interest is the valuation of non-quoted shares for complex employee incentive arrangements and transactions. She is highly experienced at leading negotiations with HMRC.

  5. Morning coffee

  6. ​Disguised remuneration

    What can you tell clients who have "disguised remuneration" type loans?

    Is there any solution other than to repay the loans?

    Answered by: Francis Fitzpatrick QC of 11 New Square

    Francis "exudes star quality". His advice is "exceptionally clear and reliable" and infused with "real commercial awareness". He has an impressive track record of settling disputes with HMRC.

  7. ​Post-ESS

    Post-ESS, what share incentive strategies remain available for start-ups, SMEs and PE backed companies (under the EMI threshold)?

    Is it now all a matter of share plan design?

    Answered by: Mark Ife of Herbert Smith Freehills

    Mark assisted Sky with its acquisition of Sky Deutschland and Sky Italia and the extension of its employee ownership scheme. He is a co-author of the leading text, "Employee Share Schemes".

  8. Over-run

  9. Lunch

  10. ​Tax avoidance

    Where is the tipping point after which tax advisers become promoters of tax avoidance schemes, with reference to DOTAS and financial products, CIOT guidance, GAAR and the impact of legal privilege?

    Answered by Ian Mayes QC of Enterprise Chambers

    Ian was Treasury Counsel to the Inland Revenue for ten years, cleaning up frauds and over-ambitious avoidance schemes. High-profile cases include the Financial Times against Jeffrey Archer and Matrix Churchill.

  11. ​Employee-ownership

    To what extent can you finance an employee-ownership trust tax-efficiently given the rules on close companies and distributions?

    Answered by: David Craddock

    David is a “problem solver – practical, positive and with ground-breaking knowledge”. He is author of Tolley's Guide to Employee Share Schemes and ICSA’s Employee Share Schemes Handbook.

  12. ​M&A transactions

    What are the critical success factors when engineering a new incentive structure in anticipation of or immediately following an M&A transaction (including entrepreneur relief for managers)?

    Answered by: John Dunlop of DAC Beachcroft

    John specialises in advising on share schemes of all types, particularly Enterprise Management Incentives. He has "an excellent breadth of knowledge and understanding and strategic sense".

  13. Over-run

  14. Close of conference

** All speaker quotes are taken from Chambers Directory, Who's Who Legal and Legal 500

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