Contact details

Barbara Allen

T: +44 20 7809 2231 M: +44 7771 531 553 Email Barbara | Vcard Office: London


Employee share schemes

Employee share schemes

Employee Share Schemes & Incentives

Employee Share Schemes & Incentives

Band 2 for employee share schemes and incentives

Band 2 for employee share schemes and incentives

Barbara Allen Partner

Contact details

Barbara Allen

Barbara Allen

T: +44 20 7809 2231 M: +44 7771 531 553 Email Barbara | Vcard Office: London

Barbara has over 25 years' experience of advising both companies and individuals on all aspects of employee incentives and remuneration matters. Valued by clients for her pragmatic and commercial approach, she is recognised as a leading individual in her area of expertise by The Legal 500 and Chambers UK.
  • Profile
  • Services
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Barbara advises on share plans, management incentives, bonus arrangements and remuneration related issues. 

She has particular expertise in the design and implementation of bespoke share plans including advising on the tax structuring and corporate governance aspects.  She also has vast experience of advising on the impact of corporate transactions on employee incentives, including mergers and acquisitions and initial public offerings, particularly on the Alternative Investment Market. In addition, Barbara works closely with Stephenson Harwood's employment and pensions experts to advise on senior level appointments and terminations.

Barbara has excellent and long-standing relationships with many clients, in several cases, spanning over ten years. Both clients and other employee incentives practitioners rate Barbara highly and clients comment that she is ‘very knowledgeable on directors’ remuneration and share schemes'.

Chambers UK 2015 singled her out for her expertise on remuneration issues. They note that clients appreciate her commercial approach and she is well regarded within the market for her depth of knowledge.

"genuinely excellent"
The Legal 500 UK 2019

  • Employee incentives
  • Corporate governance
  • Remuneration policies
  • Corporate
  • Tax

Share plans

Implementing share plans including enterprise management incentive plans, growth share plans and joint ownership plans. Recently structured an innovative growth share plan over shares in a subsidiary of a fund management company to incentivise its key employees.

Bonus arrangements

Advising clients on the design and structure of annual bonus plans, incorporating deferral and bespoke clawback provisions.

Appointments and terminations

Representing both employers and senior management on appointments and on the impact of a termination of employment on equity awards held by a departing individual, with particular focus on the financial services sector.

Global share plans

Advising multinational clients on the employment, tax, securities and regulatory law aspects of operating share plans in several jurisdictions.

UK advice for overseas clients

Advising various overseas clients, especially US based clients, on the extension of participation in their share plans to UK employees.

More: Employee incentives


Advising clients on the application of regulations pertinent to share plans and employee incentives including the Model Code, Corporate Governance Code, AIM Rules and Listing Rules.

Shareholding guidelines

Preparing shareholding guidelines to apply to board members and other senior management for FTSE listed companies.


Advising several banking clients on the technical and practical implications of clawback, in particular in the context of new hires seeking to have existing entitlements "bought out".

More: Corporate governance

Remuneration reporting

Advising several FTSE 250 companies on their disclosures and remuneration policy in their remuneration reports further to the directors' remuneration regulations. Clients include ICAP plc and Diploma plc.

Financial services institutions

Advising clients regulated by the PRA/FCA on the application of the Remuneration Code and CRD IV.

Remuneration committees

Advising remuneration committees on remuneration matters and their terms of reference.

More: Remuneration policies

Initial public offers

Designing and implementing the incentive arrangements for companies in the context of an initial public offering, including those adopted by easyHotel plc for its senior executives on its admission to AIM.

Mergers and acquisitions

Acting for buyers and sellers on several transactions including incadea plc on the equity incentive aspects of its sale to Dealertrack Technologies, Inc and GDF Suez on the acquisition (through a subsidiary) of the management businesses of Balfour Beatty and, separately Lend Lease Group’s UK facilities.

Private equity

Implementing arrangements to incentivise senior managers of private equity backed clients and advising on the impact of further funding and restructurings on such arrangements.

More: Corporate

HM Revenue & Customs tax-advantaged share plans

Advising on the implementation and continuing operation and compliance of tax-advantaged share plans, including their self-certification and filing requirements.

Employee shareholder status

Advising several clients on tax favoured employee shareholder status shares including in connection with a growth share plan.


Advising companies, trustees and individuals on disputes relating to equity arrangements including a client on a settlement with HM Revenue & Customs relating to a complex trust structure which was legislated against in 2011.

Employee owned companies

Advising an employee owned company on the tax and other implications of its corporate structure, and in particular, on the various tax advantages afforded to such entities.

More: Tax

  • Energy and natural resources
  • Banks and banking
  • Consumer
  • Funds and financial services
  • Life sciences

Soma Oil & Gas Holdings Limited

We have advised this investor backed client on its cash and share incentive arrangements, including advising on the impact on share awards of further fund raisings.

An energy storage company

We are advising this client on its incentive arrangements and have recently implemented a new tax-advantaged enterprise management incentive plan.

A clean energy company

We have advised this client on all aspects of its incentive arrangements and recently, we helped to adapt its equity arrangements when it ceased to be eligible to operate HM Revenue & Customs tax-advantaged share plans.

More: Energy and natural resources


Advising on both the technical and practical implications of clawback, in particular in the context of new hires who are seeking to have their existing entitlements "bought out".

Banking executives

Advising a number of individuals employed in the financial services sector in connection with their bonus and incentives in the context of highly sensitive matters, ​such as the impact of regulatory investigations.

Mizuho Bank Limited

Regulated by the PRA, Mizuho reviewed its Remuneration Policy to ensure compliance with the Remuneration Code and CRD IV. Particular focus was placed on the provisions for malus and clawback.

More: Banks and banking

Major US food chain

We have advised this client on the UK aspects of its international share plans including changing the way it manages its exercise process and advising on data protection.

Luxury food brand

Advising on a tax-efficient equity incentive structure for senior management to replace existing arrangements.

High end beverage company

Advising on the impact of a termination of employment on equity held by a senior manager.

More: Consumer

Investment bank

Advising on all aspects of its remuneration and incentives including the operation of an internal market for its shares.

Asset management group

Assessed the merits of a judicial review claim in light of an HMRC challenge to the company's employee benefit trust arrangements.

Fund manager

Implemented a complex growth share plan which operates over shares in a subsidiary, linked to the value of assets managed in particular funds.

More: Funds and financial services

BTG plc

We advised on the acquisition of Biocompatibles International plc and we provide on-going ad hoc advice on regulatory issues and market practice affecting their share incentives, including their employee benefit trust arrangements.

Shield Therapeutics

Advised this pharmaceutical company on the incentives aspects of its proposed admission to trading on the London Stock Exchange including a bonus scheme, a HM Revenue & Customs tax-advantaged share plan and a long-term incentive plan.

Amicus Therapeutics, Inc

Advising this US based pharmaceutical company on extending participation in its share plan to UK employees. 

More: Life sciences


Employee share schemes

Employee share schemes

Employee Share Schemes & Incentives

Employee Share Schemes & Incentives

Band 2 for employee share schemes and incentives

Band 2 for employee share schemes and incentives

© Stephenson Harwood LLP 2016. Any reference to Stephenson Harwood in this document means Stephenson Harwood LLP and/or its affiliated undertakings. Any reference to a partner is used to refer to a member of Stephenson Harwood LLP.