Minutes of a meeting of the Share Plan Lawyers Tax Sub-Committee with HMRC on 16 March 2006

Minutes of a meeting of the Share Plan Lawyers Tax Sub-Committee with HMRC on 16 March 2006 containing pre-meeting written responses from HMRC (in bold) and minutes of discussion at the meeting (in italics).

Please note that these minutes have not been submitted to HMRC for approval. They have been produced as an internal note for members only.

Matters discussed at the meeting include:

  • Double tax relief for Restricted Securities;
  • Ratchets and overgeared returns and the legislative basis for applying thin capitalisation arguments to determine a Chapter 4 benefit;
  • CSOPs – restrictions not applying to shares put under option;
  • SAYE – satisfaction of an SAYE option where there is an income tax charge by a person other than a person granting the option;
  • EMI Options – eligibility of joint venture “subsidiary”;
  • the position for partly paid shares acquired between 16 April 2003 and 1 September 2003;
  • SIP – acquisition of partnership shares by trustees on more than one day and market value on the acquisition date;
  • NICs liabilities on share awards on the transfer of a business; and
  • Other points raised at the meeting were:
    • HMRC asking how SPL members viewed the restricted securities regime and how companies were taking advantage of its various possibilities;
    • the issue of whether a director or other senior employee giving an irrevocable undertaking to sell shares acquired on exercise of a CSOP option is a restriction (held over until next meeting);
    • HMRC review of SIPs; and
    • Recent work done by the HMRC.
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Keywords: CGT, CGT reliefs, Convertible securities, CSOP, EMI, EMI qualifying company, Forfeiture, Income tax, ITEPA 2003, Leavers, NICs, PAYE, Ratchets, Restricted securities, s.431 elections, SAYE, Share valuation, SIP
Categories: Document archive, HMRC meetings