Overview
Stephen Diosi is a partner in our London office and a member of the Paul Hastings Employee Benefits and Incentives practice. He has significant experience advising on the strategy, design, implementation and compliance of U.K. and global employee incentive arrangements, including long-term incentive plans, all-employee share plans, HMRC tax-advantaged plans, management incentive plans, and growth share and joint ownership plans. Stephen also advises on all related corporate, tax and trusts aspects, corporate governance issues, disclosure of directors’ remuneration and share dealing regulations.
In addition, Stephen works with companies on the impact corporate actions have on their incentive arrangements and has acted on many public takeovers, mergers and acquisitions, public to private transactions, initial public offerings, capital raising activities and private equity deals.
Stephen works with a wide range of businesses across several industry sectors, including technology, biotechnology, financial services, natural resources, entertainment, data centres, aerospace and transport. He acts for companies that are listed on the London Stock Exchange, AIM and overseas exchanges, together with private equity houses, private companies and owner-managed businesses.
Stephen has been recognized as a leader in his field in Chambers U.K., with clients saying, “Stephen is incredibly knowledgeable and is able to share this in a manner which is easy to understand” and “Stephen provides innovative and precedent-setting solutions.”
Stephen was also recognized by Business Today as one of their top 10 U.K. lawyers crafting influential employee share schemes and incentives in 2023.
Accolades
- Chambers U.K., Employee Share Schemes & Incentives, Band 2 (2026)
- The Legal 500 U.K., Employee Share Schemes, Leading Partner (2026)
- International Employment Lawyer Awards, Rewards and Incentives Team of the Year (2025)
- Business Today, Top 10 U.K. lawyers crafting influential employee share schemes and incentives (2023)
Education
- College of Law, L.P.C., 1997
- Cardiff University, LL.B., 1997
Representations
- The private equity/other industry buyers on the share plan and remuneration aspects of numerous public to private transaction, including:
- EP Group on its acquisition of International Distribution Services (owner of Royal Mail)
- The consortium of CVC, Nordic Capital and Abu Dhabi Investment Authority on its acquisition of Hargreaves Lansdown
- Thoma Bravo on its acquisition of Darktrace
- Qualcomm on its acquisition of Alpha IP Group
- Trive Capital on its acquisition of Ten Entertainment Group
- EQT on its acquisition of Dechra Pharmaceuticals
- An overseas-listed real estate company on the establishment of a U.K.-headquartered international data center company and the design and implementation of an equity-based management incentive plan for its senior leadership team.
- Numerous high-growth companies on venture capital and private equity investment rounds and the related employee share plan aspects.
- Various companies on their admissions to the London Stock Exchange (including Merlin Entertainments), together with the related exit of private equity incentive arrangements and the design, implementation and launch of new executive and all-employee shares plans across multiple jurisdictions.
- A large FTSE 250-listed company on the acquisition of a U.S.-based private software company, including implementing private equity-style management incentive plans.
- An owner-managed consultancy firm on establishing a new remuneration structure, including a share-based incentive plan to allow senior management to participate in the future growth in value of the company.
- A large social media company on structuring and implementing incentive arrangements for their senior management team.
- A large global bank on the design of long-term incentive plans to be implemented across their subsidiary operations, including joint share ownership arrangements.
- A U.S. private equity investor on establishing a management incentive plan for one of their U.K. portfolio companies using an employee shareholder status wrapper.
- One of the U.K.'s largest peer-to-peer lending companies on the design and implementation of a joint share ownership plan.
- Numerous private equity houses and privately owned companies on the design and implementation of share incentive arrangements for management and other employees, including in conjunction with a business acquisition or sale.
- Numerous FTSE- and AIM-listed companies on each step of their share plan lifecycle, including the grant and vesting of award, tax compliance, ongoing disclosure and corporate governance requirements, directors' remuneration reporting and advising on the ability of participants to deal during a prohibited period.
- Numerous companies on the impact of capital raising activities (including rights issues) on share plans.
- Numerous companies on local securities, regulatory and tax laws (having covered over 80 jurisdictions) to be taken into account when launching incentive plans outside of the U.K. and then tailoring plans accordingly.
- Companies on employee benefit trusts to underpin a company’s share plan arrangements, working closely with trustees to ensure the overall objectives can be achieved.
- Companies on the communications to be sent to participants of their share plans.
Matters may have been handled prior to joining Paul Hastings.
Engagement & Publications
- Speaker, “Public takeovers and the impact on and considerations relating to employee share plans,” ProShare Conference 2025
- Speaker, “Mastering employee incentive arrangements: strategies, taxation and practical perspectives — a focus on Singapore and the Far East”
- Author, “A New Dawn for CSOPs?”
- Author, “Restricted Shares – an alternative to LTIPs?”
- Author, “Employee Ownership Trusts – a viable ownership structure for recruitment companies?”
- Various practice notes written for LexisNexis
Involvement
- Member, City of London Law Society
- Member, ProShare
- Member, U.K. Share Plan Lawyers Group Corporate Governance Committee