Dear SPL Member,

Here is an autumn update on recent SPL activities:

Training and social committee

Summer drinks were held and two very successful training sessions have already been held this side of the summer – one on disguised remuneration at Travers Smith and the other as a SPL Northern event at Tapestry Compliance. Information on our annual “New to Share Plans” training afternoon in London should be coming round shortly. As before, this event will be open to members of SPL and people who are not members of SPL but who are at firms with SPL members and who advise and/or expect to advise on share plans, including trainees.

We are always keen to hear from members who have ideas for training sessions, particularly if they would like to speak and host. For any firms that may not be based in London, we can always find a member firm in London that can help with hosting the session. The costs of hosting, telephone dial-ins, printing and refreshments are reimbursed by SPL.

Tax committee

We continue to try to engage with HMRC on matters of mutual interest. So far this has been by way of short and very general conference calls, but we hope to have a meeting with a relatively new London team in the near future.

We have also been alerted to the following issue by Amanda Dodsworth at Eversheds Sutherland. Where UK shares are held in the name of an offshore nominee (commonly a Jersey trustee company), any dividend on those shares is properly included as UK income in a UK tax return (if indeed it needs to be included at all – it would not be if, for example, no tax return needs to be completed or dividends do not need to be reported). However, the offshore nominee will need to make a FATCA report of income being paid to an offshore person. On the basis of this information, HMRC have been contacting share plan participants who receive dividends via an offshore nominee asking them to report undeclared offshore income in what are quite intimidating letters. While we will try to ask HMRC to stop these letters, that may not be possible and in any event is likely to take time. The simplest thing to do at the moment seems to be to advise clients to tell relevant employees that they may receive these letters direct from HMRC but – unless they have other offshore income that this could relate to – they should not worry. Their dividends are not offshore income for UK tax purposes. It may, however, be useful to prepare a letter for employees to send to HMRC, explaining the position, because HMRC letters should not normally be ignored.

We will update members in due course on this. Thank you to Amanda for bringing this to our attention.

Corporate and regulatory committee

SPL is shortly having a meeting with the Takeover Panel on employee share plan issues which arise on takeovers. Our MAR table, which considered how various share plan events should be treated in the context of MAR, is also being updated, as is the Brexit table. When the next versions are finalised, they will be circulated and put on the website.

Annual conference 2020

We are progressing plans with this. At the moment, it looks like it will as usual be in mid to late January, followed by our annual dinner.

Website

Plans are in progress for updating the site, and we hope to have a much improved site in place next year. We are finalising the specification to go out to tender and have a core group working on this. Thanks go to Saba Palizi (Macfarlanes), Jasleen Kaur (CMS) and Emilie Sylvester (Tapestry Compliance) who have been working with Paul Randall on this project.

Executive committee

Finally, I am very pleased that Anika Chandra and Tamsin Nicholds have agreed to join this committee. Anika has worked at CMS, Allen & Overy and Stephenson Harwood and now heads the incentives practice at Shoosmiths. Tamsin has worked at Hogan Lovells and is now at Fieldfisher.

Others on the committee with me are Jonathan Fenn (Slaughter and May), Janet Cooper (Tapestry Compliance), Mahesh Varia (Travers Smith) (Secretary), Alice Greenwell (Freshfields) (Treasurer), Sonia Gilbert (Clifford Chance) (Chair, Training Committee) and Paul Randall (Hogan Lovells) (Chair, Corporate Governance and Regulatory Committee).

Nicholas Stretch
Chairman

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