Karen Cooper

Karen is an experienced employee benefits lawyer with more than 20 years’ experience in advising companies of all sizes in relation to their employee benefit and remuneration issues. She trained and worked for leading law firms Baker McKenzie LLP and Linklaters LLP and spent three years as a remuneration consultant at Ernst & Young LLP. Prior to co-founding Cooper Cavendish, Karen headed up Osborne Clarke LLP's employee benefit practice for 15 years.



Karen is a thought-leader and regularly speaks and presents at industry conferences and events. She is a member of the Small Quoted Companies Alliance Share Scheme Committee and the Share Plan Lawyers Organisation.



Karen is also the author of a wide range of legal publications including the chapter on executive remuneration in Sweet & Maxwell’s ‘Corporate Governance’, the chapter on employee share schemes in Jordan’s Company Administration and she contributes regularly to Tax Journal. She is ranked as a leading individual on employees share schemes in Chambers and Partners and was recognised in the 2015 International Tax Review Women in Tax Leaders (a comprehensive guide to the world’s leading female tax advisers).
Contributed to

10

Death of an employee option holder or shareholder
Practice Note

This note looks at the issues arising on the death of a participant in an employee share scheme, or on the death of an employee who has already acquired shares in their employer. The note looks at market practice regarding how share scheme awards are treated when a participant dies, as well as institutional shareholder guidelines regarding this. It also considers the legislative requirements in relation to the treatment of awards under tax-advantaged share schemes where the participant dies. This note then considers the tax implications of the participant’s death in respect of different share award structures and the practical considerations which can arise. Written in partnership with Karen Cooper of Cooper Cavendish LLP.

Disguised remuneration and the self-employed
Practice Note

This Practice Note considers the disguised remuneration regime which applies to the self-employed (also known as the Trading Income Provided Through Third Parties rules). This Practice Note sets out the meaning of a ‘relevant benefit’ as well as the implications of a tax advantage arising further to the provision of that relevant benefit arrangement. The outstanding loan charge rules, as well as the double taxation and anti-avoidance provisions, are also detailed. This Practice Note was produced in partnership with Karen Cooper of Cooper Cavendish LLP.

Disguised remuneration—structure of the regime and its implications in practice
Practice Note

This Practice Note provides an introduction to the disguised remuneration regime and the other Practice Notes in this subtopic. Key concepts such as relevant steps and a relevant third person are briefly explained and the practical implications of the regime and the types of arrangements to which it applies are considered. This Practice Note was produced in partnership with Karen Cooper of Cooper Cavendish LLP.

Employee benefit trusts and corporate transactions
Practice Note

This Practice Note looks at the impact that private company sale transactions can have on subsisting employee benefit trust (EBT) arrangements involving shares and the practical challenges facing companies operating EBTs. This Practice Note is written in conjunction with Karen Cooper of Cooper Cavendish.

Employee benefit trusts—UK taxation issues
Practice Note

This Practice Note explains how and why employee benefit trusts (EBTs) are used in practice and sets out the main tax considerations, including corporation tax, capital gains tax, inheritance tax and the impact of the disguised remuneration rules from an income tax perspective. This Practice Note was produced in partnership with Karen Cooper of Cooper Cavendish LLP.

Employment-related securities, securities options and capital gains tax
Practice Note

This Practice Note provides an introduction to the capital gains tax (CGT) regime as well as employment-related securities and securities options, and then analyses how the capital gains should be calculated, depending upon the particular share incentives structure involved. This includes a review of restricted securities, convertible securities, securities acquired for less than market value, securities disposed of for more than market value, securities with an artificially enhanced market value, post-acquisition benefits from employment-related securities, securities options (both tax advantaged and unapproved), employee-shareholder shares, joint-share ownership arrangements and growth shares. This Practice Note then examines applicable exemptions and reliefs, share pooling issues and CGT planning in the context of employee share schemes. This Practice Note is written in partnership with Karen Cooper of Cooper Cavendish LLP.

Exclusions from the disguised remuneration rules
Practice Note

This Practice Note sets out the main exclusions from the disguised remuneration rules, including exclusions for tax-advantaged share schemes, unapproved share schemes, employment-related securities and other relieving provisions. This Practice Note was produced in partnership with Karen Cooper of Cooper Cavendish LLP.

Share scheme issues for an AIM company
Practice Note

This Practice Note looks at the issues arising for companies trading on the AIM when designing and operating their employee and executive share schemes. It highlights the key regulatory and corporate governance issues which must be borne in mind, along with some of the tax considerations for the company and scheme participants. This Practice Note is produced in partnership with Karen Cooper of Cooper Cavendish LLP.

Share schemes implications of transferring companies and businesses within a group
Practice Note

This Practice Note looks at the implications of subsidiary and business transfers within the same corporate group for tax-advantaged share plans and for common types of ‘unapproved’ plan. This Practice Note is produced in partnership with Karen Cooper of Cooper Cavendish LLP and Sara Cohen of Lewis Silkin.

Letter to be sent to LTIP award holders on a rights issue
Precedent

This is a draft letter from a company to the holder of an outstanding long-term incentive plan (LTIP) award, explaining the impact of the rights issue on their award. It will need to be personalised to meet the terms and conditions of the rights issue and to reflect the provisions in the relevant LTIP rules and award certificate. This Precedent is written in conjunction with Karen Cooper of Cooper Cavendish.

Practice areas

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