Rodger Cairns

Rodger has been involved in the share scheme industry since the 1990s, and leads our Employee Share Incentives team. He advises public, private and international companies on a wide range of matters relating to employee share participation and incentivisation.

He also has a particular interest in wider executive compensation issues, and frequently assists clients on a variety of associated corporate governance matters.

Employee Share Schemes

  • Designing, drafting and implementing the full range of tax-advantaged and “unapproved” share plans.
  • Designing and implementing other forms of incentivisation arrangements including cash bonus plans and phantom share option schemes.
  • Advising on the implementation and operation of employee benefit trusts.
  • Providing advice on the corporation tax, accounting (including IFRS 2) and transfer pricing issues relating to employee share schemes.
  • Assisting with the compliance aspects of equity incentive arrangements, including reporting obligations and PAYE/ NIC matters.
  • Advising on the share scheme aspects of major corporate transactions
  • Advising Nucleus Financial Group plc on the share scheme aspects of its 2021 recommended takeover by James Hay Holdings Limited.
  • Advising Capricorn Energy plc on the incentive aspects of a variety of returns of capital during 2023 and 2024.
  • Advising IndigoVision Group plc on the share scheme aspects of its 2020 recommended takeover by Motorola Solutions.
  • Advising Collagen Solutions plc on the share scheme aspects of its 2020 recommended takeover by Rosen’s Diversified, Inc.
  • Advised Springfield Properties plc on the design and implementation of new bonus and long-term incentive arrangements for its senior management team.
  • Acted for satellite broadband provider BigBlu Broadband plc on the implementation and ongoing operation of its various share incentive arrangements.
  • Assisting a number of companies on the implementation of “growth share” incentive schemes for their senior management team.

Executive Compensation and Corporate Governance

  • Providing executive compensation services to a number of listed clients (such as Capricorn Energy plc, Springfield Properties and Ricardo plc) on a range of matters, including corporate governance and compliance rules relating to executive remuneration; consultation with institutional investors on remuneration issues; and carrying out salary and total remuneration benchmarking exercises.

Partner

M:
0778 987 8402
T:
0131 473 5449