“We are experiencing some considerable difficulties in facilitating share sales (independent of option exercises) by members of our senior management team who are based overseas. Both our registrar, Equiniti, and other UK-based brokers have declined to extend their share dealing services to overseas employees due to the potential for breaches of securities regulations (they have offered no more specific reasoning than this). We do not currently have a relationship with any overseas-based brokers. We have considered setting up a corporate sponsored nominee but our registrars have advised that this would be costly to establish and maintain.
Has anyone else encountered similar problems and, if so, how have you resolved them?”
We have not experienced difficulties. As our brokers (J P Morgan Cazenove) already have a relationship with us, they are generally happy to trade for our senior management on the basis that the Company Secretarial Department are authorising the instruction, can confirm that person’s identity and verify how that person came to own their shares. JPMC say that when trading for individuals they tend to work on a case by case basis, dependent on factors such as how the stock trades. Helpfully, they also say that if the company who is seeking feedback on this subject would like to speak to them about the possibility of trading shares for their senior management, they would be happy to try and help if they are able to.
We have set up a corporate sponsored nominee with Morgan Stanley Smith Barney for our executive plan participants. They have been able to deal for all of our participants and settle in local currency. I think JPMorganCazenove operate a similar nominee.
We have set up a corporate sponsored nominee with Halifax Share Dealing Ltd for shares held after coming out of overseas all-employee plans and exec plans. HSDL maintain this. It is a bit cumbersome for the overseas employee to set up but can be operated as an online account subsequently.
We have used WH Ireland for a number of years and they have been very efficient in effecting sales for our overseas staff. Contact Jamie Holmes on 0845 6031470 or Jamie.Holmes@WH-Ireland.Co.UK
We are considering allowing options to be exercised over existing shares held within our employee benefit trust. The timing of so doing may not be as fast, but it will avoid having to use a broker.
NatWest stockbrokers have an overseas employee fax share dealing service which we have offered to employees. We have not had any complaints. Call Stuart Allin at NWS on 020 7842 8505 for more details