SCHEDULES

SCHEDULE 4... CSOP schemes

Part 1Introduction

F1Introduction to Schedule 4 CSOP schemes

1

F2A1

For the purposes of the CSOP code a CSOP scheme is a Schedule 4 CSOP scheme if the requirements of Parts 2 to 6 of this Schedule are met in relation to the scheme.

(3)

The requirements consist of general requirements (see Part 2) and requirements as to—

  • the eligibility of individuals to participate in a scheme (see Part 3),

  • the shares to which a scheme can apply (see Part 4),

  • the share options which may be granted under a scheme (see Part 5), and

  • the exchange of share options (see Part 6).

F3(4)

Sub-paragraph (A1) is subject to Part 7 of this Schedule which—

(a)

requires notice of a scheme to be given to Her Majesty's Revenue and Customs (“HMRC”) in order for the scheme to be a Schedule 4 CSOP scheme (see paragraph 28A(1)),

(b)

provides for a scheme in relation to which such notice is given to be a Schedule 4 CSOP scheme (see paragraph 28A(4)), and

(c)

gives power to HMRC to enquire into a scheme and to decide that the scheme should not be a Schedule 4 CSOP scheme (see paragraphs 28F to 28I).

CSOP schemes

2

(1)

In the CSOP code a “CSOP scheme” means (in accordance with section 521(4)) a scheme which—

(a)

is established by a company,

(b)

provides for share options to be granted to employees and directors, and

(c)

is not an SAYE option scheme (within the meaning of the SAYE code: see section 516(4)).

(2)

In the CSOP code, in relation to a CSOP scheme—

“participant” means an individual who has been granted (but has not yet exercised) share options under the scheme (“the options”);

“participate” means obtain and exercise share options under the scheme;

“the scheme organiser” means the company which has established the scheme.

Group schemes

3

(1)

A CSOP scheme established by a company that controls one or more other companies (a “parent scheme company”) may extend to all or any of those other companies.

(2)

In the CSOP code a CSOP scheme established by a parent scheme company which so extends is called a “group scheme”.

(3)

In relation to a group scheme a “constituent company” means—

(a)

the parent scheme company, or

(b)

any other company to which for the time being the scheme is expressed to extend.

(4)

Paragraph 34 deals with jointly owned companies and companies controlled by them.