About Share Incentives
The world of share incentives and employee ownership is currently one of the hottest topics and a huge priority for the current government. The law is constantly changing and companies are regularly having to grapple with new legislation, new guidance and new ideas. In such a complex, ever-changing area, where the repercussions of getting it wrong can be unforgiving, companies need to understand the law and implement it correctly.
Corporate governance content
Reports on executive pay are regularly in the news. We include subtopics on corporate governance, remuneration issues for financial services firms and a comparison of UK Corporate Governance remuneration principles.
Disguised remuneration
Get updated documents and a Practice Note examining common disguised remuneration scenarios in share schemes. There’s nothing like this elsewhere.
Key Share Incentives developments
Keeping up-to-date on developments naturally important. We produce a weekly Share Incentives highlights report and email it straight to subscribers' inboxes. It's also posted on our news carousel.
Topics We Cover
Our Share Incentives Experts
Nicky Griffin
Stephen Woodhouse
David Pett
William Franklin
David Cohen
Latest Share Incentives News
This week's edition of Share Incentives weekly highlights includes (1) the FTT decision in CooperVision Lens Care Ltd v HMRC, (2) the FCA’s CP26/8:...
Tax analysis: In Coopervision Lens Care Ltd v HMRC, the First-tier Tax Tribunal (FTT) held that the appellant should have accounted for income tax and...
This week's edition of Share Incentives weekly highlights includes Employment Related Securities Bulletin 64 in which HMRC confirms a change to the...
This week's edition of Share Incentives weekly highlights includes (1) concerns raised by the ICAEW regarding HMRC’s guidance for the new mandatory...
This week's edition of Share Incentives weekly highlights includes (1) HMRC guidance on the new tax adviser mandatory registration requirement, (2)...
Latest Share Incentives Practice Notes
This Practice Note explains the income tax treatment of convertible securities. The definition of convertible securities is set out in Practice Note:...
This Practice Note sets out the key considerations and illustrative computations for determining whether to elect under section 425 or section 431 of...
An earn-out is a particular way of structuring the consideration payable for the acquisition of shares in a company where at least part of the price...
This Practice Note explains when National Insurance contributions (NICs) charges, namely primary and secondary Class 1 NICs and Class 1A NICs, arise...
A specific set of income tax rules (contained in Part 7, Chapter 5 of the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003)) applies to...
Latest Share Incentives Precedents
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[Insert name of company adopting the unapproved option plan] (Company)—[insert Company number]Minutes of a meeting of the[ remuneration committee of...
Letter from company inviting employees to join salary sacrificeFORTHCOMING CHANGE: On 26 November 2025, as part of Budget 2025, it was announced that...
Declaration of trust for LTIP contingent or matched award or optionthis declaration of trust is made on [insert date on which this declaration of...
Declaration of trust for LTIP restricted share awardthis declaration of trust is made on [insert date on which this declaration of trust is executed]...
Latest Share Incentives Q&As
Featured Share Incentives content
Malus and clawback
Malus and clawbackThe use of malus and clawbackThe concept of withholding or even recovering value from executives if a material adverse event occurs...
What is a long-term incentive plan?
What is a long-term incentive plan?A long-term incentive plan (LTIP) is a term that is commonly used among listed companies to describe executive...
Nil paid shares and partly paid shares—practical considerations
Nil paid shares and partly paid shares—practical considerationsWhat are nil paid shares and partly paid shares?When shares are issued, their...
Implementing share plans—ways to manage dilution of existing shareholders
Implementing share plans—ways to manage dilution of existing shareholdersWhat is share dilution?Share dilution happens when a company issues...
Introduction to enterprise management incentives (EMI) schemes
Introduction to enterprise management incentives (EMI) schemesIntroduction to EMI schemesThe EMI scheme is a highly flexible and tax-efficient scheme...
Corporation tax relief and employee share schemes
Corporation tax relief and employee share schemesCorporation tax deduction for costs incurred in setting up and operating employee share schemesCosts...
What is an employee benefit trust?
What is an employee benefit trust?The EBT as a trustAn employee benefit trust (EBT) is a form of trust. A trust refers to the legal relationship...
Phantom share awards and options
Phantom share awards and optionsWhat is a phantom award?Phantom awards, broadly speaking, can be split into two categories, phantom share awards and...
Growth shares—practical examples and comparisons with options
Growth shares—practical examples and comparisons with optionsWhat are growth shares?Growth shares, also known as value shares or hurdle shares, are a...
Value Creation Plans
Value Creation PlansWhat is a Value Creation Plan?The term ‘Value Creation Plan’ (VCP) normally refers to an employee incentive plan which is designed...
Cashless exercise of options
Cashless exercise of optionsWhat is a cashless exercise of options?The ‘cashless exercise’ of options or a 'cashless exercise facility' refers to the...
Employee ownership trusts
Employee ownership trustsWhat is an employee ownership trust?An employee ownership trust (EOT) is a particular type of employee benefit trust (EBT)...
Shares for non-executive directors—issues and considerations
Shares for non-executive directors—issues and considerationsMeaning of ‘non-executive director’The general definition of ‘director’ is not exhaustive....
Underwater share options
Underwater share optionsWhat is an underwater share option?'Underwater option' is the term used to describe a share option (granted under any share...
What is a SIP?
What is a SIP?This Practice Note provides an introduction to the HMRC tax-advantaged share incentive plan (SIP). It provides a summary of:•the types...
Pitfalls of setting up and operating an employee ownership trust
Pitfalls of setting up and operating an employee ownership trustWhat is an employee ownership trust?An employee ownership trust (EOT) is a particular...
Long-term incentive plans—income tax and NICs treatment
Long-term incentive plans—income tax and NICs treatmentTypes of LTIP awardsThe most common type of awards that can be made under a long-term incentive...
Notice of exercise of option
Notice of exercise of optionThe Company Secretary[insert date of letter][insert name of company who granted the option] (Company)[[insert address of...
Associated legal terms
Malus
Malus is an additional hurdle to the vesting of a share incentive award under which, if a material adverse event takes place, the company can reduce or extinguish the amount the awardholder may otherwise receive under that award. For further information.
Non-executive director (NED)
A member of the board of directors of a company, who is not part of the executive management team.
Save As You Earn Scheme
A SAYE scheme is a type of tax-advantaged employee share scheme that meets the requirements of Schedule 3 of ITEPA 2003 under which participants are granted a tax-efficient share option and are required to enter into a linked savings arrangement with a bank or building society.
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