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Description

Management Incentive Packages: Structuring, Valuing and Securing Executive Equity Plans

Designing an executive package that withstands reclassification as employment income

  • 0.43 days — 3 h
  • In-person or virtual
  • Expert
  • Up to 6 participants

Executive and management incentive tools have been built up in successive layers. Free shares, subscription warrants and preference shares each carry their own practice, their own valuation logic and their own history of disputes. As tax and regulatory scrutiny of management equity has increased across the UAE and the wider region, schemes designed under earlier practice need to be reviewed and live transactions arbitrated with care.

This three-hour session is intended for experienced practitioners. It covers the characterisation of the gain, the valuation of the instrument, the conditions under which the manager genuinely invests and bears risk, and the documentation to be assembled. Existing structures are examined from the standpoint of reclassification risk.

Learning objectives

  • Characterise the gain derived from an executive incentive instrument
  • Assess the reality of the risk borne by the manager as an investor
  • Value the instrument at entry and document that valuation
  • Review an existing structure against current tax and regulatory expectations
  • Assemble the evidence file required in the event of a review or audit

What makes this programme different

Legacy structures are reviewed one by one against current requirements
The valuation file is built as a defence file, not a formality
Exit and leaver clauses are analysed for their tax consequences

Programme

1Instruments and Characterisation of the Gain

Distinguishing an investment return from additional remuneration

  • Overview of the instruments used in leveraged transactions
  • Criteria distinguishing a capital gain from an employment benefit
  • Scope of the tax and accounting treatment applicable to share-based arrangements
  • Payroll and social consequences of a reclassification

2Valuation and Entry Conditions

Setting a price that can be defended

  • Valuation methods for incentive instruments at entry, including IFRS 2 principles
  • Subscription price and any benefit granted at acquisition
  • Leverage, financing arrangements and guarantees given by the manager
  • Documentation to be assembled at the time the transaction closes

3Exit, Review and Risk Mitigation

Preparing for liquidity and for discussions with the authorities

  • Treatment of the disposal and of exit clauses
  • Presence conditions and early leaver provisions
  • Review of live structures and available arbitrages
  • Managing a tax review and the evidence to be produced

Who is it for

Tax lawyers, chartered accountants, general counsel and fund professionals involved in leveraged transactions.

Prerequisites

Solid working practice in executive taxation and equity transactions

Dates & locations

12 scheduled dates between November 2026 and December 2027. Seats are confirmed in the order enquiries are received.

November 2026

December 2026

January 2027

February 2027

March 2027

April 2027

May 2027

June 2027

September 2027

October 2027

November 2027

December 2027

None of these dates suit you? We open additional sessions on request, and any programme can be run privately for your team.

Practical details

Before the programme
Online positioning questionnaire. Your development objectives are shared with the trainer, who tailors the practical case studies to your context.
Teaching methods
Theoretical input, workshops and practical case studies. Digital course materials and method sheets provided.
Assessment
Multiple-choice tests and role-play exercises. Assessment of learning at the start and end of the programme, with immediate and 60-day follow-up evaluations.
After the programme
One year of access to the e-learning platform. Self-assessment of the skills acquired and a 30-day follow-up session with your trainer.
How to register
Registration online or on the basis of a quotation.
Lead time
11 working days after confirmation of registration.
Accessibility
Accessible to people of determination. Contact our accessibility coordinator to design a suitable solution: contact@mpf-academy.ae
Start dates
Rolling intake: in addition to the scheduled sessions, this programme can start on request.