Dear SPL Member,

Following the end of the year, we thought it would be helpful to circulate a summary of what the Executive Committee and the sub-committees of Share Plan Lawyers have been doing since I last wrote to you in 2017.

Executive Committee

The members of the Executive Committee who served over the last year were: Jonathan Fenn (Slaughter and May) (Chair), Mahesh Varia (Travers Smith) (Secretary), Alice Greenwell (Freshfields) (Treasurer), Nicholas Stretch (Ashurst), Paul Randall (Hogan Lovells), Sonia Gilbert (Clifford Chance) and Janet Cooper (Tapestry). Following the end of the year the Committee has been joined by Liz Pierson (Square Patton Boggs). I have now reached the end of my three year term of office and Nicholas Stretch has now taken over as Chair of Share Plan Lawyers going forward.

The Executive Committee meets normally every 6 weeks and, since I last wrote to you, it has discussed a wide variety of matters.

One of the areas which the Executive Committee deals with is membership of the Group and I am very pleased to be able to welcome a good number of new members during the year and another increase in membership. The Group today has more than 250 members spread over 64 firms and a number of independent practitioners.

As mentioned last year, we have formally documented the constitution of Share Plan Lawyers. A copy of the new written constitution can be found on the website. Thank you for all of those who made comments on the draft.

The Executive Committee is also responsible for the finances of the Group and you will be pleased to note that, despite the introduction of new social activities this year, the finances of the Group are such that we have been able to maintain the renewal subscription at the reduced level of £30 per member. Given the training courses and other materials available this remains great value for money.

The main work of the SPL is done through the sub-committees and reports of activities of each of the sub-committees is set out below. Thank you to all members who have participated in committees or who have spoken at or organised training sessions and other events.

Tax Committee

The co-Chairs of this Committee during the year were Nicholas Stretch and Graham Muir.

In addition to several meetings of the committee to discuss matters of current interest, including at one meeting the tax status of remuneration arrangements concerning crypto-currencies (!), the committee held discussions in the Spring with the Treasury and HMRC on issues arising from the delay to State Aid re-approval of EMI and held a conference call with HMRC in November.

On EMI, although In the end all went reasonably smoothly with EMI State Aid approval coming through in May, a matter of weeks after the previous approval ended, there were a number of technical concerns arising from a gap in State Aid approval and the possible end of State Aid approval altogether. Before the previous approval ended, members discussed with HMRC the status after April of options already granted, and the status of options granted at a time when prevailing State Aid approval was not in place. HMRC’s announcements at the time reflected these discussions.

During the November conference call, the committee discussed a number of technical issues with HMRC, including several arising from HMRC’s October bulletin. We also discussed how members can obtain guidance for their clients from HMRC as well as discussing how HMRC can provide better guidance to practitioners generally.

Copies of minutes of relevant meetings are circulated to members and are on our website although the minutes of the November meeting are not yet available. Any SPL member who wishes to discuss matters raised in the minutes or indeed wishes to raise or share any tax-related point they encounter is encouraged to contact either Nicholas Stretch or Graham Muir.

Corporate and Regulatory Committee

The Chair of this Committee is Paul Randall.

2018 was a busy year for the Corporate and Regulatory Committee. The Committee has been flexible both in the timing and format of its meetings, and has had the benefit of substitute members in cases of long term leave. Various sub-committees and working parties have tackled specific matters, such as GDPR and gender reporting, producing detailed guidance that has been made available to the SPL membership as a whole via the website. The main activities of the Committee during the year have been:

Training and Social Committee

The Chair of this Committee is Sonia Gilbert.

The Committee is responsible for organising the programme of regular training events for members and ad hoc social events. Over the year we have held training sessions on a wide range of topics from tax residence and domicile, to share plan discretions to the role of share plan administrators. We also held our now annual “New(ish) to Share Plans” event in early November which was well attended with over 50 attendees and was followed by a very sociable drinks event.

Given our broad membership spans the UK, we are keen to hold events outside of London (in addition to the programme of City-based events) where our members are keen to do this. Our first ever regional SPL event was held in Leeds in June to bring together members based in the North of England and the event was a great success. A similar event is planned for 2019 in the South West.

We are grateful to all of the firms and external speakers that have hosted and spoken at events during 2018. We are in the midst of planning events for 2019 and suggestions for session topics, regional training and social events, plus volunteers to speak and host, are really welcome. If you are at a firm which does not have a London base but would like to speak at a session, we can always find firms that are able to host. For any firms that host, all reasonable printing, room and catering costs are reimbursed by SPL. Please contact Sonia Gilbert ( with your thoughts.


I hope those of you who attended the Annual Dinner and/or the half-day conference last Tuesday enjoyed those events. Copies of the slides from the conference are attached for those who were not able to attend. SPL Event Presentation – 5 February 2019

An important project during 2019 will be reviewing the SPL website, with a view to updating it and improving its functionality. If you would like to be involved in the committee considering that (and particularly if you have an interest in technology or programming), please do contact Nicholas Stretch (

I hope you all have a prosperous 2019, notwithstanding all the uncertainties of Brexit!

Jonathan Fenn






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