In November 2022, the Financial Reporting Council (“FRC”) published its annual review of Corporate Governance Code (“the Code”) disclosures.  As previously, it selected a range of 100 companies across the FTSE 350 and Small Cap markets. Whilst much of the findings will only be interesting to fully listed businesses, there are still some important points…

January 26, 2023 Read more >

Listed companies are required to put their directors’ remuneration policy to a shareholder resolution at least every three years. If a company wishes to make any changes to its remuneration policy, it must put the new policy to shareholders for approval at an annual general meeting (AGM). Several listed companies are likely to be seeking…

January 26, 2023 Read more >

On 22 December 2022, HMRC published its tax avoidance bulletin Spotlight 61 – ‘Disguised remuneration: remuneration trusts used to reduce profits and disguise income’ which follows the warning given by HMRC in Spotlight 51 and Spotlight 56 about remuneration trust tax avoidance schemes and explained why these do not work. HMRC have noticed that certain…

January 26, 2023 Read more >

Looking back on a year of turmoil 2022 was supposed to be the year in which we started to get back to normal, or to embrace the “new” normal. In January, COVID was a declining force, inflation was 5.5%, investors anticipated a brighter outlook for the UK economy and the FTSE100 index closed above 7,500…

December 21, 2022 Read more >

On 8th November this year, a (cross party supported) Private Members’ Bill was introduced into Parliament with the aim of updating two of the current share ownership schemes (the share incentive plan, known as SIP, and the save-as-you-earn system, known as SAYE or Sharesave) —and proposes a third scheme. As is the nature of these…

November 22, 2022 Read more >

Last month, we restarted our series of remuneration dinners for Board Chairs, CEOs, Remuneration Committee Chairs and committee members. The format is that about twenty diners participate in what is usually a spirited discussion on a topical remuneration-related theme. This occasion was no exception. The theme for the evening was provided by the Government’s proposed…

November 22, 2022 Read more >

HMRC has recently updated their guidance in the HMRC manuals at ETASSUM54300 on their views about what would and would not constitute acceptable exercise of discretion in the context of EMI Options. Background Paragraph 37 of Schedule 5 of the Income Tax (Earnings and Pensions) Act 2003 provides that the terms of any EMI Option…

November 22, 2022 Read more >

The Growth Plan 2022 announced by the Chancellor of the Exchequer includes some changes to the employee share schemes, a summary of which is set out below. Company Share Option Plan (CSOP) Perhaps the most significant change announced in the Growth Plan 2022 affects CSOPs. In particular, the individual limit is being increased from £30,000…

October 12, 2022 Read more >

According to the press, Goldman Sachs economists are predicting a recession later this year and that UK inflation will rise to more than 22% next year. The pound is weak against both the US dollar and the euro. Questions are being asked about how can businesses, communities and individuals survive this latest economic crisis. Inflation…

September 15, 2022 Read more >

HM Revenue & Customs have recently updated the Employment Related Securities Manual at ERSM30450 and ERSM30460, which relate to the making of joint elections under section 431 of the Income Tax (Earnings and Pensions) Act 2003 (Section 431 Election). These updates try to address some helpful practical points in relation to making Section 431 Elections.…

September 13, 2022 Read more >

On the 12th July, the ESOP Centre hosted a members’ webclave titled “Are Broad-Based Share Plans Still Fit For Purpose?”. The guest speakers covered a number of topics and issues affecting broad-based share plans today. An employee share scheme is a powerful tool for employee retention and alignment of stakeholder interests. As employment practices are…

July 19, 2022 Read more >

On 16th June 2022, HMRC published the Employment Related Securities Bulletin 43 (Bulletin). The main content of the Bulletin relates to the bonus rate mechanism for Save As You Earn (SAYE) Scheme. In the Bulletin HMRC acknowledged that the current mechanism for calculating the bonus and interest rates (which incidentally has remained at 0% since…

June 29, 2022 Read more >