The Herrington Carmichael corporate team has advised the owners of a cloud-based property management software business on a buyback of shares, termination of an existing enterprise management incentive ("EMI") scheme, adoption of a new EMI scheme, and variations to the company's constitutional documents.
The Client
A fast-growing, cloud-based property management software business, trusted by over 100 leading real estate clients. The platform connects owners, operators, service providers, and tenants to deliver real-time, data-driven insights that are transforming the delivery of housing services.
The Challenge
As part of its growth and employee engagement strategy, the company sought to restructure its equity arrangements. This included a buyback of shares, the termination of an existing Enterprise Management Incentive (EMI) scheme, the adoption of a new EMI scheme, and updates to its constitutional documents. The company also required bespoke unapproved option arrangements for individuals not eligible under EMI rules.
Our Approach
The Herrington Carmichael Corporate Team provided comprehensive legal support throughout the restructuring process. Our work included:
- Advising on and implementing a share buyback, ensuring compliance with statutory and constitutional requirements
- Terminating the existing EMI scheme and preparing documentation for a new, tax-efficient EMI structure
- Amending the company's constitutional documents to reflect the updated share capital and option arrangements
The Outcome
The company successfully implemented a refreshed and inclusive equity incentive structure, aligning employee rewards with the business's continued growth and innovation. The new framework supports long-term retention and recognises the contributions of key team members.
What Our Team Said
Yavan Brar, Corporate Partner, commented:
"We are pleased to have helped the company in re-organising their share scheme arrangements, to allow employees to benefit from the success they have assisted the company in achieving."
The Team
The project was led by Yavan Brar, Managing Partner, with support from Sophie Protheroe, Solicitor.