In an increasingly competitive global market, attracting and retaining top talent as well as incentivising the workforce requires appropriate compensation and incentive strategies that meet all governance, tax and regulatory standards.  

We provide comprehensive guidance on executive compensation and cash and equity-based incentive arrangements, working with a diverse range of clients, from start-ups to multinational public and private entities. Our global services cover the entire lifecycle of compensation and incentive arrangements, from implementation and drafting to operational advice and resolution of issues arising during corporate actions or transactions. Clients turn to us for our balanced perspective, uncommon insight into both the legal and financial aspects of these arrangements, knowledge of market trends and ability to steer negotiations to successful outcomes.

Our practice is designed to address complex, cross-border challenges and includes:

  • Share plans and incentives: We offer a full spectrum of advisory services related to the day-to-day operation and design of incentive arrangements, including short-term and long-term incentive plans, deferred compensation arrangements, equity and equity-based plans (including profits interest, carried interest, stock options, restricted stock and phantom equity arrangements). 
  • Compensation matters: We advise on the full spectrum of executive compensation matters, including employment, change-of-control, retention and severance/termination packages. 
  • Corporate governance and executive compensation: We focus on the specific needs of listed companies, advising on directors' compensation, share dealing restrictions, reporting and disclosure obligations and risk management. 
  • Financial services compensation and regulatory compliance: We advise on complex regulatory issues affecting compensation within the financial services sector, ensuring that institutions comply with the relevant financial regulations.

We regularly collaborate with our corporate, private equity and bankruptcy teams to support on a range of matters including M&A, IPOs, demergers and spin-offs, restructurings, representations and warranties, products and private equity portfolio company compensation arrangements. Our team offers clear, strategic advice to help clients navigate the evolving landscape of executive compensation, share plans and other incentive arrangements.

Our UK team regularly advises on extending incentive arrangements globally, ensuring that all local legal and tax matters are complied with.

Our US team works closely with clients to ensure compliance with US regulations, including ERISA, the Internal Revenue Code, and related laws. In addition, our US team advises on US employee benefit programmes, such as tax-qualified retirement plans and ERISA welfare plans. Our services also extend to advising investment and retirement committees on their fiduciary obligations and IRS determination letter applications, correction programmes, and negotiations for appropriate resolutions.

Experience

Corporate actions

We advise on all forms of corporate actions including takeovers, IPOs, capital raisings and demergers. Notable examples include the acquisition of Sky by Comcast, British American Tobacco's acquisition of Reynolds America Inc. and the sale of Commonwealth Bank of Australia’s global asset management business

Financial Institutions

We advise financial institutions on the regulatory requirements governing their remuneration arrangements, including the requirements of the Banking Executive Accountability Regime (BEAR), as administered by APRA, and the current and proposed UK remuneration codes (CRD, IFPR, AIFMD, UCITS V and Solvency II), as implemented by the PRA/FCA. We advise a wide range of retail and investment banks, asset managers, broker-dealers and insurers

Head Office / Corporate Governance Advisory

We assist our clients in navigating the latest developments in corporate governance including malus and clawback arrangements, executive shareholding requirements and remuneration reporting, together with market disclosure advice and shareholder approvals.  Our listed clients include BHP, British American Tobacco, Commonwealth Bank of Australia, Man Group, Telstra, Transurban and Woodside

Implementing incentive plans globally

We provide support to our global clients on the implementation and operation of incentive plans on a worldwide basis, including drafting plan documentation and providing legal, tax, exchange control and securities advice

Share plans and incentives

We advise our clients on all aspects of implementing and operating cash and equity incentive plans including in relation to taxation, employment, regulatory and reporting aspects.  We also provide advice on design and best practice

Related capabilities

‎ 

Employment, pensions and incentives

Delivering commercial results, consistently for our clients

Find out more

Resources

Stay in the know

We’ll send you the latest insights and briefings tailored to your needs

Subscribe now

Key contacts

Fatim Jumabhoy photo

Fatim Jumabhoy

Partner, Head of Employment & Workplace Investigations, Asia, Singapore

Marissa J. Holob photo

Marissa J. Holob

Partner, Head of Executive Compensation and Employee Benefits, US, New York