Employee incentives and share schemes have been highlighted in the press and by the government as key drivers to underpin future growth. Few advisers have the expertise to advise clients on employee incentives support. To meet this need, the team at WH, ranked in Legal 500 for employee incentives, have been providing this support on an outsourced basis. 

What we did

We worked closely with the corporate team of a London law firm in relation to the acquisition by an AIM listed company of another AIM listed entity and dealt with all share incentive aspects of that transaction.


  • Analysed the impact on the buyer of the vesting of existing share incentives in the target.
  • Determined the potential tax costs and tax benefits that may arise to target as a result of the vesting of the incentives.
  • Highlighted any particular retention risks in respect of key personnel going forward.
  • Worked with the buyer and corporate lawyers to determine appropriate proposals to be made to option holders and drafting all incentive related offer documentation.
  • Determined future incentive policy to lock-in and motivate key employees post deal. 

How this benefited the London firm

Working in tandem with their corporate team, we enabled the London firm to:-

  • Secure the opportunity in a competitive pitch situation by filling a hole in their existing offering.
  • Provide a specialist and joined-up service to complement their team so as to deliver a “one-stop” shop for all matters on the deal.
  • Secure an ongoing relationship for future incentive work, protecting the relationship of the London law firm going forward and referring back associated corporate and employment work that have arisen post-deal.
  • Provide our services at a much lower cost than other providers, therefore offering efficiencies and (if appropriate) the potential for a mark-up on the deal.

We are happy to provide outsourced incentives support to intermediaries who are not able to provide that service currently to their clients and we would be delighted to discuss if this service is of interest to you.

About the author

John Dormer Partner

John specialises in employee incentive work and regularly provides advice on the structuring, implementation, maintenance and vesting of management and employee incentive arrangements to both UK and overseas companies of varying sizes.