Sarah Ferguson

I am a Tax partner based in our London office, specialising in incentives. Heading up our global employee incentives practice, I advise both listed and private companies on executive remuneration and all-employee incentive structures. This includes the design, implementation, and operation of share-based and cash-based plans, their global implementation, related trust and tax work, and support on large cross-border transactions.

Known for my practical approach to tackling potential incentive problems and my 'can-do' attitude, I delight in finding swift and cost-effective solutions for my clients. I have been consistently ranked in Chambers for Employee Share Schemes & Incentives and, under my leadership, the Bird & Bird Employee Incentives & Benefits (EIB) team has leapt up the rankings in the Legal 500 directory from a 'Firm to Watch' straight into Tier 4 with a special mention for client satisfaction.

With over 15 years of experience, I have advised private companies, AIM-listed companies, and numerous FTSE 100 and FTSE 250 companies, as well as share plan administrators and trustees, on the global incentives aspects of their transactions and advisory matters, including global rollouts. I have a strong background in transactional and global work, supporting both clients and corporate colleagues through many large private company acquisitions and investments. In the listed arena, I have advised on many high-profile IPOs, takeovers, rights issues, placings, and demergers. My particular focus is on tax-favoured Enterprise Management Incentive (EMI) option plans. I also advise on growth shares, Long-Term Incentive Plans (LTIPs), tax-advantaged Company Share Option Plans (CSOPs), Share Incentive Plans (SIPs), and Sharesave (SAYE) plans, as well as non-tax advantaged share plans.

As an active member of the share plans industry, I have been privileged to sit on the tax committee of the Share Plan Lawyers Organisation since 2015. Recently, I am proud to have been re-appointed to the SPLORG Tax Committee and also appointed to the Steering Committee for The ESOP (Employee Share Ownership) Centre.

• GoHenry on its merger with US company Acorns for share consideration, which included complex incentives arrangements operated in multiple jurisdictions.
• investor Heineken on its acquisition of the remaining shareholding in Beavertown Brewery.
• Wireless Logic's dual acquisition of Jola Cloud Solutions and Mobius Networks for £175 million and £165 million respectively.
• Innovid on its acquisition of TV Squared for share consideration worth $160 million and including cross-border incentives advice in multiple jurisdictions.
• Aggreko on its take private of public company Crestchic for £122 million by way of a cash scheme of arrangement with intricate incentives arrangements, including an executive growth share plan at subsidiary level with shadow arrangements, as well as tax-advantaged CSOP options for the broader employee base.