What we do
Listed companies’ plans
Our work with the employee incentives arrangements for listed entities often starts before listing, with designing and implementing all types of incentives, including all-employee tax-qualified plans and plans for senior management and executive directors. We also help established listed companies in setting up and operating such plans on an ongoing basis. This includes the impact on plans of transactions (see below), specific issues for executive directors’ incentives (see below), compliance with the Corporate Governance Code, the Listing Rules and the market abuse regime, and advising on tax, market practice, regulators’ and investors’ views.
Remuneration for directors of quoted companies is a perennial hot topic under relentless political, media and public scrutiny. There is a plethora of rules affecting the design, implementation and disclosure of pay: legislation, guidance, market practice and investors’ expectations. We assist companies and remuneration committees aiming to reward directors appropriately for performance, on hires, terminations and on an ongoing basis. This includes board training and preparation and review of pay policies and the annual remuneration reports.
Pay in the financial services sector
Our market leading practice advises on all aspects of regulatory remuneration and governance in the financial service sector, across all market participants including global investment banks, UK listed banking groups, global asset managers and leading insurers. We steer our clients through the continuing developments in the regulatory landscape and the increase in complexity of operations across Europe since Brexit. We have close ties to the financial services industry, working closely with industry bodies, and have worked with regulators to clarify and influence the practical application of the rules. We also advise on remuneration issues in the context of regulatory investigations and crisis situations, including on performance adjustment, freezing of current year pay and applying malus and clawback.
Private and portfolio companies
Implementing effective management incentives in private companies often requires specific and bespoke arrangements. We advise on the design of new management incentive arrangements in a broad range of private companies and sectors, as well as in private equity portfolio companies. We advise on the wide variety of structures used by private companies, including tax-optimised arrangements, and the establishment of plans for management teams globally. We assist clients with all aspects of the operation of the arrangements, and related matters such as establishing employee trusts to facilitate holding of shares and leaver arrangements.
Remuneration, and share incentives in particular, are often among the most critical and high profile issues on transactions. We assist companies and their remuneration committees to navigate and balance conflicting interests, regulatory requirements, reputational issues and investor concerns. As well as advising on the key legal issues for employee incentives on IPOs, we advise on the effects of corporate transactions, including capital raisings, private mergers and acquisitions, demergers and public takeovers, on our clients’ incentive plans. This includes liaising with tax authorities, regulators and investment bankers, carrying out due diligence and plan changes, and project managing employee communications.
Global share plans
We advise on the implementation and launches of global share plans for multinational companies. We can assist with the design, drafting, implementation and project management of all types of global incentive arrangements, including local tax-qualified plans. We advise on the legal issues with using global nominee arrangements and online share plan administration platforms, and help companies to formulate a global approach to data privacy compliance for their plans.
How we can help
With rare expertise in the complex and multi-jurisdictional field of incentives, in its many forms and guises, we can help you to navigate through the details and construct the most suitable pay arrangements for your organisation. You’ll get the most current, best practice in the market. If you’ve got cross-border operations, you’ll get clear, relevant and targeted advice identifying the key differences between national regimes that you’ll need to consider, including due to Brexit.
Practical and timely commercial advice
There is no “one size fits all” approach to your questions. We have a reputation for providing clear, innovative, commercial and practical solutions that meet the complex and often unique challenges our clients face.
Clients say that the work is "provided by a dedicated, knowledgeable and practical-minded team."
"First class technical knowledge combined with a pragmatic approach, understanding of tight deadlines, professionalism and humour."
(Legal 500, 2020)
"It is an excellent team. The lawyers are very human in their approach and are always available."
"The team is personable, commercial, responsive and excellent at communicating."
"The team is very professional and gives very good reliable advise, with practical solutions to the various issues that arise."
Doing the most challenging and complex work
Dedicated to finding solutions that meet your needs, our team combines exceptional technical skills and commercial acumen with the ability to think outside the box.
"Individuals are all technical experts and legally outstanding, but what sets them apart is their responsiveness, commercial nous and ability to crystallise legal issues to clear, accessible content."
(Legal 500, 2020)
"Excellent individual team members but also a good team as a whole. The firm has excellent lawyers in all disciplines so is an excellent option for deals requiring expertise in share schemes as part of a bigger deal."
(Legal 500, 2020)
"Cut through the complexity to key issues, The incentives team is world class."
"Commercially focused and pragmatic advice, strong technical depth."
"Responsive, engaging, commercial and superb technically"
A passion for helping you
Your needs are paramount to us. We are a supportive team and see each client relationship as a long term-commitment.
The proof is in our current client base, which includes: 8 of the FTSE Top 10, over half of the FTSE top 20, 40 of the FTSE 100, 14 of the top 20 global banks and half of the top 20 asset managers. Many of these clients have relied on our team for nearly 20 years.
"Linklaters stands out for its client focus, its pragmatism and its subject matter expertise but, beyond that, it is just a very collaborative firm that is always eager to help"
"The team are simply brilliant to work with. They all engage proactively and transparently with us, which is much appreciated. They are also very much solution-oriented. Some firms use that strapline but the Linklaters team demonstrate this consistently.”
(Legal 500, 2021)
"Every person I have worked with on the Linklaters team is professional yet friendly and down-to-earth. They are a pleasure to work with because they take complex concepts and distil them into practical advice which gives clear reasoning and boundaries. They are also extremely responsive which is always appreciated."
(Legal 500, 2020)
"Technically strong practice, provides commercial and pragmatic advice, and preceded by strong reputation in the market. Great team to work with where there is a sense of authenticity and connection with the individuals you’re working with."
(Legal 500, 2020)
"The team is highly committed and totally focused."
"The team's quality of advice is outstanding. The lawyers are very strong technically and are a pleasure to deal with."
Clear communications and approachability
Tailoring advice to your particular circumstances, we convey complex technical issues concisely, avoiding unnecessary jargon to ensure that the details are clear and to the point.
"They anticipate client needs, nothing is too small or too large for them to handle and they get to know their client."
"The team at Linklaters are able to break down legal issues and explain them to all levels in the organisation in an incredibly clear and concise way. Their knowledge and work ethic is second to none. Having just gone through a very complex merger with a large number of legal challenges, their ability to break down complex legal issues and explain them to the reward team was very useful. We are very confident in this team and putting them in front of senior executives is never a risk, they always excel and are spoken highly of across the organisation."
(Legal 500, 2020)
"Extremely responsive and provide excellent quality of advice, very commercial and excellent communicators."
"Strong technically and is very responsive, commercial and pragmatic, have the ability to break down highly complex legal problems and explain them in an easily understandable way."
Innovative and versatile approach
Differentiating by being innovative. For example:
- Using technology to enhance our client service. This includes our e-learning courses on insider dealing and identifying inside information, which companies can use to train their employees and executives on these onerous rules.
- Running our own Employment & Incentives Twitter account to keep our clients updated.
- Providing on-line access to guides through our web-based client knowhow products. Examples include a global remuneration guide for financial institutions and online interactive directors’ remuneration report toolkit which guides you through the plethora of rules around both the design and disclosure of directors’ pay.
- Regularly holding webinars, workshops and training for clients. We further differentiate ourselves by conducting surveys (both at our workshops and as stand-alone exercises) on topical issues and upcoming developments for the participants’ benefit.
- Running an insider dealing user group for companies, which has become a useful forum to exchange ideas on implementation and discuss market practice.
- Holding roundtables for general counsel and non-executive directors to discuss and share views on market practice and proposed changes. Examples include our roundtables on the government’s executive pay and corporate governance reforms.
- Facilitating networking for user groups in the financial services sector (including asset managers), to bring them up to date with developments and discuss topical issues.
We advise large global companies and leading entrepreneurial organisations on the operation of their global share plans and incentive arrangements, including: Citibank, GlaxoSmithKline and Deutsche Post.
"The excellent department is noted for its global share plans expertise."
(Legal 500, 2018)
Having a voiceWe join the debate and keep you up to date with changes to the law, regulations and market practice. You will know exactly how any changes will affect you and can plan accordingly.
“Very good insights into market practice and the regulatory perspective.”