Income Tax (Earnings and Pensions) Act 2003

The “no material interest” requirement

11 (1) The scheme must ensure that an individual is not eligible to participate in the scheme on any date if the individual has on that date, or has had within the 12 months ending with that date, a material interest in a close company—

(a) whose shares may be acquired as a result of exercising share options granted under the scheme, or

(b) which has control of a company whose shares may be acquired as a result of exercising share options granted under the scheme, or

(c) which is a member of a consortium which owns a company within paragraph (b).

(2) For the purposes of this paragraph an individual is to be regarded as having a material interest in a company if—

(a) the individual, or

(b) the individual together with one or more of the individual’s associates, or

(c) any such associate, with or without any other such associates,

has a material interest in the company.

(3) This paragraph is supplemented—

(a) as regards the meaning of “material interest”, by paragraphs 12 and 13, and

(b) as regards the meaning of “associate”, by paragraph 14 (read with paragraphs 15 and 16).

(4) In this paragraph and paragraph 12 “close company” includes a company that would be a close company but for—

(a) section 414(1)(a) of ICTA (exclusion of companies not resident in the United Kingdom), or

(b) section 415 of ICTA (exclusion of certain quoted companies).