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EMI and ESS with growth shares

Question

 
My client is a high tech company. The company has recently gone through a funding round to raise new debt and equity capital which valued the company at £15m. The shareholders are hoping to achieve an exit in the next three to five years. In order to attract and recruit key staff (including a part time chairman) the company wants to implement a new share incentive arrangement for key employees. The employees will only benefit from future growth in value; however the greater the value received on an exit the bigger the percentage the employees will benefit from. The company wants advice on how to structure the arrangements.
 

Answer

 
The best way to structure...

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