Chloe Jodkowski

She is experienced in advising both listed and private companies on the implementation and operation of a wide variety of incentives schemes, with a particular focus on EMI, growth shares and HMRC approved all employee share plans, as well as assisting with employee ownership acquisitions. She provides specialist support with share schemes compliance and reporting obligations for clients in respect of their incentive arrangements.

On the tax side, she specialises in providing advice on direct and indirect taxes, including stamp duty, VAT and capital gains tax. She also supports with the tax aspects of corporate transactions, advising on real estate taxes and calculating associated liabilities, and the treatment of shares and other employee incentives on acquisitions, disposals and reorganisations.

Her combination of incentives and transactional tax experience enables her to identify how share plan issues interact with wider deal terms, consideration mechanics and post-completion requirements. She takes a practical and detail-focused approach, helping clients manage tax risk, preserve the intended treatment of employee awards and implement arrangements that support recruitment, retention and business growth.

Chloe has experience supporting founder-led, owner-managed and high-growth businesses, particularly in the technology, digital, leisure and hospitality sectors, on the design, operation and transactional treatment of employee incentives.

She has also advised on the tax and incentives aspects of domestic and international acquisitions in the future energy, infrastructure, construction services, waste management, software and consumer products sectors.

Jurisdiction: England & Wales

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• Advising Hanab on the tax and share incentives aspects of its acquisitions of Green Frog Connect and AMS Trenchless, supporting its expansion in UK energy and connectivity infrastructure.
• Advising FM Mattsson Group on the tax aspects of its acquisition of Bristan Group Limited, a strategic investment expanding the group’s UK portfolio of bathroom and kitchen brands.
• Advising on the employee incentives aspects of the sale of Amdaris Group Limited to Insight Enterprises, including the treatment of share incentives in the transaction.
• Coordinating and preparing employment-related securities annual returns for businesses with EMI and non-tax-advantaged plans, including complex reporting involving option exercises, lapses, multiple grants, leavers and company sales.
• Assisting clients with successful applications to HMRC, including advance assurance, non-statutory clearance and reasonable excuse claims in relation to the late notification of EMI option grants.
• Advising on stamp duty arising on corporate acquisitions, including analysing the components and allocation of consideration, option exercise arrangements, deferred and contingent consideration, and payments connected with target company liabilities.
• Supporting transaction teams on tax due diligence, tax disclosures, tax covenants and warranties, including identifying employment-related securities issues and considering their treatment in transaction documentation.