This note covers the following topics: • the law governing save as you earn (SAYE) options and corporate events • corporate events which may trigger the exercise of SAYE options • demergers • tax relief for exercise of SAYE options on specified corporate events, and • exchange of SAYE options The law governing SAYE options and corporate events The legislation governing the impact of corporate events on SAYE options is as follows: • Schedule 3 Part 6, paragraph 37 to the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003) and ITEPA 2003, Sch 3 Pt 7, paras 38–39, and • ITEPA 2003, s 519 Corporate events which may trigger exercise of SAYE options The SAYE legislation permits an SAYE scheme to allow for early exercise of SAYE options (before the bonus date of their linked savings arrangement) in the event that one of the following occurs in relation to the company whose shares are subject to the SAYE scheme (referred to in this note as the scheme company): • a change of control of

This Practice Note covers the following topics: • the law governing eligibility to participate in an SAYE scheme • general requirements regarding SAYE participation • who must be invited to participate in the operation of an SAYE scheme? • who else may be permitted to participate in an SAYE scheme? • who is prohibited from participating? • participation following the death of the option holder, and • nominees For further information on save as you earn (SAYE) schemes generally, see Practice Note: How SAYE schemes work and key features. The law governing eligibility to participate in an SAYE scheme The legislation governing eligibility to participate in an SAYE scheme is set out under paragraphs 6–7, Part 2, Schedule 3 and paragraph 10, Part 3, Schedule 3 to the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003). General requirements regarding SAYE participation SAYE schemes are designed to be operated on an all-employee basis. The SAYE legislation therefore includes general requirements which a scheme must satisfy, and which determine who is

This Practice Note covers the following topics: • the law governing exchange of save as you earn (SAYE) options • exchange of SAYE options ◦ circumstances and timing in which exchange is permitted ◦ requirements in respect of the replacement options ◦ tax treatment of exchange, and • practical considerations relating to SAYE rollovers The law governing the exchange of SAYE options The legislation governing the terms on which SAYE options can be exchanged on the occurrence of a corporate event can be found in paragraphs 38–39, Schedule 3, Part 7 to the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003). For more information on SAYE options generally, see Practice Note: How SAYE schemes work and key features. For more information on how SAYE options are impacted on a corporate event, see Practice Note: SAYE—corporate events. It is possible to have more than one rollover, provided the scheme rules are suitably drafted to cater for a change in the company whose shares are scheme shares following each successive rollover. Exchange

Where an employee is granted a share option under a Schedule 3 save as you earn (SAYE) option scheme, the employee benefits from the following tax advantages provided that they exercise the share option in one of the circumstances prescribed by the legislation (as detailed below): • no income tax on option grant • no income tax on option exercise • no income tax on any discount in the exercise price (SAYE options can be granted with a discount of up to 20% to the market value of the shares at the award date) • no income tax on any savings bonus paid on the bonus date or, if the savings contract is terminated early, on any interest payable by the savings carrier under the savings contract • no National Insurance contributions (NICs), and • CGT on disposal of the shares on gains in excess of the individual’s annual exempt allowance (where the exercise of the option is relieved from income tax, the base cost for the shares is

This Practice Note covers the following topics: • overall requirements for save as you earn (SAYE) schemes and options • the law governing the requirements for SAYE options • what must the exercise price be? ◦ determining market value, and ◦ impact of variation of share capital • details of restrictions on shares • restrictions on transferring an SAYE option • circumstances in which an SAYE option must be capable of exercise ◦ exercise following the bonus date ◦ in which circumstances must the option be exercisable before the bonus date? ◦ timing of exercise • additional circumstances in which an SAYE option may be capable of exercise ◦ leavers in other circumstances ◦ company ceasing to have control and certain business transfers ◦ employment in associated company at bonus date ◦ corporate events, and ◦ option holder becoming a US taxpayer, and • when does an SAYE option lapse? Overall requirements for SAYE schemes and options An

This Practice Note looks at the SBCC (Scottish Building Contract Committee) standard forms of contract and the key differences between them and the JCT contracts. The approach of the Scottish Building Contract Committee (SBCC) in its standard form contracts is to create as much uniformity across the UK as possible, adopting the JCT forms wherever practicable. However, it remains the case that because of the different legal system north of the border, there are certain key differences in approach. The SBCC standard forms have made the changes required to the JCT forms to bring them in line with Scots law and terminology but they do not change the risk profile or, generally speaking, make other substantive amendments. They follow the JCT colour coding, section headings and clause numbering and, as far as possible, follow the JCT names and dates. The SBCC forms are now published in one amalgamated document so that it is no longer necessary (as was the case with the old JCT 80 and 98 forms) to read a separate

The Scottish Building Contracts Committee (SBCC) has announced a 6% price increase for all current SBCC Contracts and Guides, effective from 7 January 2025. The increase will apply to both online and print copy purchases. However, contracts purchased prior to 6 January 2025 will retain 2024 pricing. The SBCC online subscription fee will not be impacted by this increase. This adjustment also aligns with the SBCC's agreement with the Joint Contracts Tribunal (JCT), which requires pricing alignment with equivalent JCT contracts.

The Scottish Building Contracts Committee (SBCC) has announced undergoing updates on the SBCC 2024 Edition, confirming that it is adapting the JCT 2024 suites for Scotland with a focus on modernising and streamlining, future proofing updates, and legislative changes affecting Scotland. It stated that the SBCC 2024 Minor Works suite—comprising three main contracts, two sub‑contracts, administration forms and tracked‑change documents—is nearing completion and expected to be available by the end of February 2026, with online launch events to follow. The SBCC added that further Design and Build and Standard Building Contract suites are expected between Spring and Autumn 2026, with remaining suites released later in 2026 and into 2027, and advised continued use of current SBCC editions, mainly 2016, until the 2024 versions are published.

The Scottish Building Contract Committee (SBCC) has announced that it will be revising the majority of Joint Contracts Tribunal (JCT) 2024 contract suites in the upcoming year to ensure compliance with Scottish law so that they can be used in Scotland. The SBCC has requested that projects continue to use the current editions until these are released. The SBCC has asserted that it will be focusing on modernising and streamlining the contract suites, for example by using gender-neutral terminology throughout and future proofing updates.

The Scottish Building Contracts Committee (SBCC) has announced the release of its updated Homeowner Contracts and new Contract Administration Packs. Based on the JCT 2021 editions and adapted to comply with Scottish law and practice, the updated contracts are designed to provide homeowners with the necessary contractual protection when engaging consultants or contractors to carry out building works. The release comprises two main contracts: one for homeowners dealing directly with builders (SBC593) and another for projects involving consultants (SBC594), along with the corresponding contract administration model forms (SBC595 and SBC596), which provide template forms to assist with contract administration. The SBCC Homeowner contracts are currently available in digital format, with print versions expected in the coming months.

The Scottish Building Contract Committee (SBCC) has issued Errata Sheet No. 1 (August 2026) for the print edition of the Minor Works Building Contract with Contractor's Design for Use in Scotland (MWD/Scot 2024, SBC598). The errata sheet identifies an error in the Contract Particulars at Clauses 6.4, 6.5 and 6.6 and details the requisite amendment. Future print edition purchases will include copies of the errata sheet. The digital edition has been updated to incorporate the correction.

The Scottish Building Contracts Committee (SBCC) has published its 2024 Minor Works suite, marking the first full suite in the SBCC 2024 series to be published. Derived from the JCT 2024 editions, the suite has been adapted for compliance with Scottish law and practice. The key themes underpinning the 2024 Minor Works suite include modernisation and streamlining, future-proofing measures, and the incorporation of legislative changes affecting Scotland.