Stephen M. Brown

Partner

Areas of Focus

Stephen M. Brown

Partner

stephen.brown@akingump.com

Areas of Focus

Save as PDF

Share This Biography

LinkedIn

Biography
  • Private equity lawyer with particular experience in negotiating shareholder agreements and advising on the taxation of management teams’ equity investments.
  • Significant cross border experience of management incentive arrangements both at the funds and portfolio company level.
  • Advises private equity investors and public and private companies in the U.K. and internationally on executive renumeration and incentive structures.
  • Also advises on international employment law.

Stephen has substantial experience advising funds, private equity sponsors and public companies on the taxation and structuring of management equity and share incentive arrangements, among many other types of matters. He is also an experienced employment lawyer.

Stephen leads on the negotiation, drafting and implementation of shareholder agreements and the management equity piece in private equity-backed acquisitions and focuses on aligning rewards for the leadership team with the creation of value for investors over a multi-year period. He develops innovative approaches to solve tax, legal and governance problems for leading funds and corporates.

With extensive experience advising U.S. investors investing in U.K. and European assets, Stephen combines a deep knowledge of tax, corporate law, structuring aspects of management incentive and carried interestarrangements and share inventive plans.

Stephen also has many years of experience guiding U.S.-based clients on the introduction of incentive arrangements in different jurisdictions, including Europe, the Middle East, Asia and South America and finding solutions to the tax, employment and regulatory issues that arise in these jurisdictions.

Representative Work
  • Advised Carlyle on the structuring and implementation of the management incentive arrangements for its investment in the $9.5 billion redevelopment of JFK Terminal 1.
  • Advised King Street on UK carry matters and UK management equity arrangements.
  • Advised Mubadala on its carry arrangements.
  • Advised Carlyle in relation to the incentive arrangements for its investment, alongside GIC, in Eneus Energy, a green ammonia project development company.
  • Advised Carlyle in developing the Management Incentive Plan for the US$10 billion acquisition of the specialty chemicals business of AkzoNobel.
  • Advised Carlyle on the re-structuring of the management equity arrangements relating to its investment in South American upstream energy assets led by former BP CEO Tony Hayward.
  • Advised Carlyle on the employment arrangements in relation to its acquisition of trans-Atlantic bio-science investment firm, Abingworth LLP.
  • Advised Royalty Pharma PLC on its incentive arrangements for UK-based executives.
  • Advised PIMCO on its equity incentive arrangements for senior executives.
  • Advised London Southend Airport on the design and implementation of equity-based incentive arrangements for senior management.
  • Advised Agility Global PLC on the design and introduction of a long-term equity-based share incentive arrangement for senior executives.
  • Advised Mubadala on its acquisition of Bugaboo, including the design and implementation of an equity-based Management Incentive Plan for its senior executives based around the world.
  • Advised Mubadala on aspects of its carried interest arrangements for senior executives.
  • Advised shareholders on the management incentive arrangements for the executives of Nordic Aviation Capital.
  • Advised OneIM on the design and implantation of its carried interest arrangements for its senior executives.
  • Advised VIP II Blue B.V, a wholly-owned subsidiary of Vitol Investment Partnership II Ltd (VIP II), in relation to its $2.3 billion takeover of Vivo Energy Plc.
  • Advised LivaNova PLC on the share incentive, remuneration and employment arrangements on the merger and then IPO of legacy US and Italian entities.
  • Advised TI Automotive PLC on on the introduction of appropriate share incentive and remuneration arrangements for the US based C-suite team for the IPO on the London Stock Exchange.

Education
  • DLP, University of Edinburgh, 1992

  • LL.B., University of Edinburgh, 1991

Bar Admissions
  • Law Society of Scotland (non-practising)

  • Solicitor, England and Wales

Recognitions
  • The Legal 500 UK, Corporate Tax, Private Equity: Mid-market Deals.
Affiliations and Public Service
  • Meyler Campbell accredited business coach.

Insights and Achievements

    Publications | Articles

    February 5, 2026

    Read More

      Publications | Articles

      February 5, 2026

      Read More

          Publications | Articles

          February 5, 2026

          Read More

            Publications | Articles

            February 5, 2026

            Read More

              Related Content

              People

              Distinguished by our areas of focus, as a cohesive and integrated firm, we are defined by the caliber of our work, the responsiveness of our service and a culture that is rooted in collaboration and forward-thinking.

              We Also Recommend

              Loading...
              Loading...
              Loading...
              Loading...