Incentive programmes for key management
Scope of advice
Frequent changes in regulations and a restrictive approach of tax authorities make it necessary to implement incentive programmes with the utmost care.
The ways in which a programme is set up and the conditions which, when met, will generate certain benefits, can be defined basically at will. This allows the given programme to be adapted (even "tailor-made") to the market situation or the specific situation of the company (taking into account, among other things, whether it is a public company or not), as well as to the assumed incentive goals.
Depending on the Client's needs and the assumptions to be met by the programmes, we support the implementation of remuneration systems based on e.g:
- shares in the company or its subsidiaries,
- subscription warrants, bonds, share options,
- derivative financial instruments,
- authorized capital increase, buy-back, subscribed issues with the authorization to trade, with the lock-up option, based on the use of shares/other.
We will answer your questions and help you in the following areas:
Implementation / continuation / change of the rules of the incentive scheme – we draft regulations, resolutions of supervisory boards and shareholders' meetings, prepare subscription documents
The inclusion of the scheme rules in the requirements for preferential PIT taxation in the case of share-based incentive schemes
Implementation of programmes, e.g. subscription of shares / certified units, exchange of subscription warrants for shares, cash settlements
Assessments of tax and social security impacts – we issue opinions on the qualification of revenues from incentive schemes in the dynamic legal and tax reality, taking into account the current line of interpretation and jurisdiction; we apply for individual tax interpretations for the manager and participants of the schemes; we represent them before tax authorities and administrative courts
Current or retrospective settlement of programmes by qualifying the income into particular source of revenue, adjusting the tax rate, assessing the need to submit specific tax returns or file corrected returns, or submitting applications for the refund of overpaid tax
Comprehensive support in the assessment of the impact of the schemes on the tax burden of the organizers and participants, as well as on the shape of the implemented scheme – taking into account, inter alia, the burden of the solidarity levy, the obligations following the adoption of remuneration policies for management and supervisory boards and new reporting on remuneration in public companies, obligations of tax scheme reporting (MDR)