Q&As

Where a company incorrectly registers Enterprise Management Incentives options with HMRC, stating fewer shares than the option related to, and the company has missed the 92-day registration period, what alternatives are available to the company? The company has a valuation showing the share value has not changed since the original grant.

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Published on LexisPSL on 03/11/2020

The following Share Incentives Q&A provides comprehensive and up to date legal information covering:

  • Where a company incorrectly registers Enterprise Management Incentives options with HMRC, stating fewer shares than the option related to, and the company has missed the 92-day registration period, what alternatives are available to the company? The company has a valuation showing the share value has not changed since the original grant.

Where a company incorrectly registers Enterprise Management Incentives options with HMRC, stating fewer shares than the option related to, and the company has missed the 92-day registration period, what alternatives are available to the company? The company has a valuation showing the share value has not changed since the original grant.

HMRC’s guidance is clear that if a company makes a mistake in the notification form after 92 days of granting the original Enterprise Management Incentives (EMI) option, but within nine months of notifying HMRC of the grant of the original EMI option and the company believes it has a reasonable excuse for not re-notifying within the original 92-day deadline, then the company should advise HMRC of all the facts including the date of the grant of options, the name of company, the scheme name and the unique scheme reference number (as allocated by ERS service). Note, the reasonable excuse is in relation to not re-notifying HMRC of the original error rather than in respect of the error itself.

If they accept your reasonable excuse, a code will be issued allowing you to re-notify (in ERS online) the corrected options.

If the original EMI option grant was notified to HMRC over nine months ago, then it is HMRC’s view that it cannot be corrected, regardless of whether or not the error is considered significant. In such

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