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HMRC published updated guidance in the Employment Related Securities Manual on July 19, 2022 regarding restricted securities choices. Changes to ERSM30450 and ERSM30460 include:
- elections can be made in a format other than standard HMRC forms. The may be included as part of another document such as a stock subscription agreement and may be done electronically;
- if you use a different format, it should not contain less detail than the standard HMRC form;
- HMRC can ask for proof that a choice has been made, which means companies must store the information in a form that can be verified;
- if an employee does not have a National Insurance Number, this will not affect the validity of the election; and
- an election may cover more than one type of securities issued by more than one company, although all companies must belong to the same group.
These changes reflect existing HMRC practice, but are a welcome clarification of an area where incorrect or incomplete documentation can cause problems for advisers, particularly when due diligence on a corporate transaction.
The content of this article is intended to provide a general guide on the subject. Specialist advice should be sought regarding your particular situation.
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