Karen Cooper

This Practice 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. It 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 Practice 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.

This Practice Note considers the topic of disguised remuneration from the perspective of the self-employed contractor. While the tax avoidance and disguised remuneration rules are designed to focus on employees, the self-employed are also caught within the disguised remuneration rules in certain circumstances (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 Stephen Downie of Francis Wilks & Jones.

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 Stephen Downie of Francis Wilks & Jones.

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.

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 and Anthony Rose of Simmonds Gainsford LLP.

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.

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 Stephen Downie of Francis Wilks & Jones.

This Practice Note looks at the issues arising for companies trading on 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.

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 LLP.

This Practice Note explains what a tax indemnity is and why they are particularly relevant in relation to employee share incentive arrangements. It describes common scenarios in which a tax indemnity will be needed for an employee share scheme, alongside the employer’s statutory right of recovery against employees, including in relation to employer National Insurance contributions. This Practice Note then looks at how to draft tax indemnities and practical issues involved in operating them, including in relation to tax-advantaged arrangements. Written in partnership with Karen Cooper of Cooper Cavendish LLP.

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.