James Sullivan-Tailyour

Practice Areas

James is a senior associate in Pinsent Masons' Share Plans & Incentives team, and has extensive experience in advising both private and public companies on all aspects of their incentive arrangements. James advises clients on all aspects of shares incentives, including corporate, employment, regulatory and tax matters, and has considerable expertise in advising clients on tax-efficient incentive arrangements from EMI options to growth shares joint ownership arrangements.

James advises a large number of Main Market and AIM-listed companies in implementing and running their share incentive schemes, and has particular expertise in advising listed clients on compliance with Listing Rules, MAR and corporate governance requirements. James also advises a number of FTSE 100 and 250 clients in the financial services sector on their regulatory obligations in relation to remuneration and governance, and provides close and detailed support to financial services firms on the application of malus and clawback to variable remuneration. James also has extensive experience in advising both listed and private companies on the share incentives aspects of M&A transactions, rights issues and IPOs.

Notable clients of James’s include Ithaca Energy plc, Rightmove plc and Imperial Brands plc.

James is a member of the Share Plan Lawyers (SPL) group , ProShare and the Global Equity Organisation. The share plans & incentives team are ranked by Legal 500, both nationally and regionally as leading advisors on share plans, incentives and executive remuneration.

Experience

• Advised a construction and engineering company on the implementation of a growth share arrangement for employees, including advising on and drafting a liquidity mechanism intended to create a synthetic exit after expiry of a long-stop date.

• Advised an AIM-listed company on the implementation of a growth share arrangement over shares in a subsidiary, with a series of put and call options to translate the growth shares into listed shares on vesting.

• Advised a PE-backed private company incorporated in Ireland on a cash-settled, exit-based profit share arrangement

• Advised Ithaca Energy plc on all aspects of its incentivisation arrangements pre- and post-IPO.

• Drafted and negotiated a high-value management equity plan for a senior employee of an oil & gas company.

• Advised the management team of a private energy technology business on the terms of their participation in a growth share arrangement, and negotiation of commercial terms and documentation.

• Advised Imperial Brands plc on the offer of share incentives to worldwide employees in 55+ jurisdictions.