Related posts:No related photos. Two-way dividendsOn 1 Apr 2000 in Personnel Today The Government hopes to double the number of companies offering shareincentives to staff with its new All-Employee Share Scheme – another step onthe road to the enterprise culture. Lynda Finan explains what’s in it foremployersChancellor of the Exchequer Gordon Brown announced the New All EmployeeShare Scheme in his pre-Budget statement last November. New Labour believesthat employee share ownership has an important part to play in raisingproductivity by giving employees a direct interest in the success of theiremploying company. “I want to encourage the new enterprise cultureÉ inwhich everyone contributes and everyone benefits from success,” Brownsaid. Britain’s share ownership is half that of the US. The UK has never been anation of worker-shareholders, despite the fact that share ownership plans arenot an innovation and that governments since the late 1970s have offered taxincentives to encourage employees to buy shares in their employing companies. In 1978, approved profit-sharing schemes arrived, allowing employers todistribute free shares across the company. This was followed by thesave-as-you-earn (Saye) Option Scheme in 1980 and the Company Share Option Plan(CSOP), for senior executives, in 1984. Despite the tax advantages they carry,employers have not consistently, or on a wide scale, offered share schemes totheir staff. The Government hopes the new scheme will be more successful and will doublethe number of companies offering such incentives to all, rather than a selectfew, employees. In last month’s Budget, Brown announced enhancements to the scheme,including a reduction in Capital Gains Tax, to encourage take-up (see box). Healso announced existing schemes including SAYE would remain unaltered. The new scheme will allow employers to permit their employees to buy up to£1,500 worth of shares in their own company from pre-tax income, which can bematched by the employer with up to £3,000 of shares. It will also allow theemployer to give a further £3,000 worth of shares, with the option of linkingthis award to performance. So long as the shares are retained in the plan forat least five years, no income tax or National Insurance contributions will belevied on them. As employees will be required to pay for “partnership shares” (seebelow) from the outset, the new scheme offers a different form of employeeshare ownership to the traditional option schemes. The Government has tried tobuild barriers against the risk to employees in committing their own funds byintroducing tax breaks, discounting opportunities on equity purchases andsetting a relatively low limit on the number of shares that can be purchased. With these sweeteners it hopes employees will be keen to be a part of such ascheme. It will be possible for an employee, with a purchase of shares at aneffective cost of £1,000, to receive shares up to a maximum of £7,500. Butthere is no guarantee all companies will be this generous. The Government has provided tax incentives for employers to set up thescheme. This may prove useful to companies which have not yet set up shareschemes for their employees, although the real incentive to companies is to beable to offer a scheme which encourages enterprise and promotes the identity ofemployees’ interests with those of the company and its shareholders. The legislation will allow the employer to set up a share ownership plancomprising one or more of three elements. Partnership shares Employers may include a plan which allows employees to allocate part oftheir pre-tax salary to buy shares in their company. These shares are referredto as “partnership shares” and staff can buy to a maximum value of£1,500 a year. As an example, a basic-rate tax payer will be able to purchase£1,500 worth of shares at an effective cost of about £1,000, since the shareswill be exempt from both income tax at a rate of 23 per cent and NIcontributions. Although partnership shares may be removed from the plan at any time, as anincentive to retention the Government proposes that if the shares are withdrawnfrom the plan within five years, other than in certain limited circumstances –including the cessation of employment by reason of death, disability orredundancy and on reaching retirement age – there will be a charge to incometax and NI contributions. As the partnership shares have been bought by employees, however, they cannever be forfeited although they may be subject to pre-emption provisionsrequiring them to be offered for sale if the employee ceased to be in relevantemployment. Matching shares Employers can offer up to £3,000 worth of “matching shares” toemployees who buy the full allowance of partnership shares. Employers willtherefore be able to award up to two free matching shares for every one theemployee buys. The only restriction proposed is that the same ratio of matchingshares must be awarded to all employees who have purchased partnership shares. As the matching shares will be offered to encourage the purchase ofpartnership shares, companies will be permitted to include provisions formatching shares to be forfeited, at no cost, if the corresponding partnershipshares are withdrawn from the plan within three years. Furthermore, matchingshares may also be lost if the employee leaves within three years, other thanfor certain “good” reasons such as death, illness or redundancy. Free shares The employer can give up to £3,000 worth of shares – “free shares”– whether or not it operates a partnership shares plan. The award of freeshares is a form of performance-related pay since the award can be linked toindividual, team, divisional or corporate performance as long as theperformance conditions are based on objective measures. The Government says thescheme will be closely monitored so employers do not abuse it by, for example,concentrating rewards on directors and higher-paid employees. Tax treatment Employees who keep their shares in the scheme for five years will pay noincome tax or NI contributions on those shares. Participants taking theirshares out after three years will pay tax and NI contributions on no more thanthe initial value of those shares – any increase in the value of their sharesin the plan will be free from tax and NI contributions. Employees removingshares within three years will be liable to pay income tax on the market valueof shares when taken out of the plan. On the sale of shares there is a capital gains tax liability only on anyincrease in the value of shares after coming out of the plan. Dividends may bepaid on the shares to employees and they are to be taxed in the normal way.However, the Government is encouraging further reinvestment by offeringdividends free from income tax if they are ploughed back into purchasingadditional shares. Creating a trust A UK trust will act as the vehicle for acquiring and handling shares for thebenefit of employees. The Government believes that since many companies arefamiliar with trusts and operate such arrangements at present, this will notcause any practical problems for those wishing to establish the new scheme. The trust required will be more flexible than the types of trusts currentlyused in conjunction with approved profit-sharing schemes. For example, themoney acquired to purchase the shares will come not only from the company butalso from the employees. Second, the trustees will be empowered to recycle freeand matching shares as a result of employees leaving their jobs. Third, cash tomeet Paye liabilities can be raised by the trustees by selling any of aparticipant shares. There will be a strict time limit for the use of deductions from salary toacquire shares. The current proposal is for 30 days, unless the plan providesfor an “accumulation period” of not more than 12 months. Tax relief As well as offering employees tax incentives to participate in the scheme,the new scheme offers tax advantages to the employer. The following can all bededucted in computing the company’s liability for corporation tax – the costsof setting up and administering the plan, gross salary allocated by employeesto buy partnership shares and the market value of free and matching shares whenacquired by the trustees. Administration and implementation For most companies, the scheme must be approved by shareholders. For publiccompanies with an annual general meeting to be held before July, considerationshould therefore be given to obtaining shareholder approval on the basis of thedraft legislation. Companies should review their administration procedures and systems to seeif they can cope with the mass of paperwork the new scheme will inevitablygenerate. Alternatively, they should consider outsourcing the administrativeburden. HR strategies Employers should be looking to review their HR strategies as soon aspossible, considering how they will monitor performance relative to the awardof shares. Existing schemes should be reviewed and employment packages may needto be reconsidered to take account of the existence of the new scheme. Lynda Finan is a share schemes specialist and a tax partner in the Leedsoffice of national firm Dibb Lupton Alsop www.inlandrevenue.gov.uk/shareschemesActionThe final details of the proposals are to be contained in the Finance Bill,which is due to be published in April. The Finance Act 2000 is expected toreceive Royal Assent in July. The Chancellor has announced that the InlandRevenue will be geared up to review draft schemes submitted by companies inlate April. The Inland Revenue is expected to preview schemes under a new Fast TrackApproval Procedure. It is also promising a helpline for initial queries, and isproposing to increase the number of officials working on share schemes in orderto deal with the likely increase in demand as a result of the implementation ofthe new scheme. It will also publish specimen documents, including the planrules and a trust deed.At a glance guideImprovements in the Budget– Companies will get corporation tax relief for the costs they incur inproviding shares for employees to buy, to the extent that such costs exceed theemployees’ contributions– Shares held in a qualifying employee share ownership trust (Quest) onBudget Day can be transferred to a new plan trust without losing thecorporation tax relief already given on the contribution made to the Quest– Companies can award free shares in respect of performance periods thatbegin before the 2000 Finance Bill becomes law– As a transitional measure, companies can run an APS scheme alongside a newplan that provides partnership shares – A simplification for trustees D employers can operate PAYE and account forNational Insurance– The dividend re-investment limits are simplified – up to £1,500 of dividendsmay be re-invested in shares tax free each year– The time limit for providing information to the Inland Revenue is extendedfrom 30 days to three months– The 30-day time limit for taking shares out of the trust when employeesleave is replaced by a new rule which gives employees and trustees freedom tomake their own arrangements about transferring the shares– Improvements specifically to help smaller companies– A new capital gains roll-over relief for existing shareholders who want to– Sell their shares to a new plan trust to be used for the benefit ofemployees – The existence of arrangements to enable employees to sell shares held in anew plan trust will not of itself make those shares readily convertible intocash and require employers to operate PAYE and account for National InsuranceWhere to go from here?– Review your HR strategy – Review employment packages – Review existing share schemes – Review administration systems – Consider seeking shareholder approval now Previous Article Next Article Comments are closed.