Enterprise management incentives (EMI) due diligence questions
Enterprise management incentives (EMI) due diligence questions

The following Share Incentives precedent provides comprehensive and up to date legal information covering:

  • Enterprise management incentives (EMI) due diligence questions


This legal due diligence questionnaire relates to the proposed purchase by [insert buyer name] (the Buyer) of the entire issued share capital of [insert name of target company] incorporated in England and Wales under number [insert company number] (the Company) (the Proposed Acquisition).

This questionnaire is designed to enable the Buyer, the Buyer's solicitors and other professional advisers involved in the Proposed Acquisition to obtain the information which the Buyer requires in relation to the Company’s enterprise management incentives (EMI) scheme(s) to assist in the valuation of the Company and assessment of the risks associated with the Company’s EMI scheme(s). Please answer every question fully. Please provide your answers in italics underneath each question and provide copies of all relevant documentation, ensuring that all answers and documents are clearly marked by reference to the appropriate paragraph of this questionnaire.

We reserve the right to raise further enquiries in respect of both your responses to this questionnaire and generally.



  1. means the Company and each of the Subsidiaries and Group Company means any of them;


  1. means the Income Tax (Earnings and Pensions) Act 2003;


  1. means the respective rights to acquire Option Shares granted to each Option Holder as detailed in the Option Table;

Option Holders

  1. means the individuals listed in the Option Table;

Option Shares

  1. means the [insert class of shares] of £[insert nominal value of shares] which may be acquired as a result

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