CG56328 - Shares and securities: employee share schemes: employment-related securities: Income Tax (Earnings and Pensions) Act 2003
Section 119A of the Taxation of Chargeable Gains Act (TCGA) 1992 has the effect of stopping the same value difference being subject to both Income Tax and Capital Gains Tax. The section identifies certain events that may result in an amount counting as employment income in relation to employment-related securities. Subsequently, in the computation of a chargeable gain or allowable loss accruing on a disposal of the securities, an amount which has counted as employment income before or on the occasion of the disposal may fall to be treated as part of the consideration given for the acquisition of the asset. This will lead to a smaller chargeable gain than would otherwise have accrued. It may also have the effect of augmenting or creating an allowable capital loss (see the example at CG56341).
In many cases the market value rule in section 17(1) TCGA 1992 does not apply to an employee’s acquisition of employment-related securities (see CG56321). If the rule does apply and there is then also an amount counting as employment income (see CG56321A).
Amounts may count as employment income of the employee on the securities being acquired or disposed of by the employee. Amounts may also count as his or her income if the securities are acquired or disposed of by an "associated person" as defined in section 421C of the Income Tax (Earnings and Pensions) Act (ITEPA) 2003 from or to someone who is not. And amounts counting as income may arise on events which are not a disposal, for example, on the removal of a restriction from shares
When an individual makes a disposal of an employment-related security, section 119A TCGA 1992 may increase the acquisition cost by amounts counting as employment income of another individual and amounts arising on earlier non-disposal events. A security may be treated as an employment-related security after it has ceased to be so for the purposes of ITEPA 2003 thus permitting an earlier income amount to be taken into account on a disposal, see section 119A(6) TCGA 1992.
Not every amount counting as employment income within Part 7 ITEPA 2003 will have an impact on the capital gains computation. Section 119A(3) TCGA 1992 identifies provisions under which relevant Income Tax charges may arise. These are outlined briefly below.
Restricted securities (including forfeitable securities), see section 426 Chapter 2 Part 7 ITEPA 2003
Convertible securities, see section 438 and section 439(3)(a) Chapter 3 Part 7 ITEPA 2003
Discharge of a notional loan, see section 446U Chapter 3C Part 7 ITEPA 2003
Benefit of increase in market value of security, see section 447 Chapter 4 Part 7 ITEPA 2003
Income gains on the exercise of securities options, see section 476 Chapter 5 Part 7 ITEPA 2003
For more detail see the Employment Related Securities Manual.