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HMRC internal manual

Capital Gains Manual

Entrepreneurs’ Relief: officers and employees

Where there has been:

  • a disposal of shares in or securities of a company, or of an interest in such shares and securities by an individual - see CG63975, or by the trustees of a settlement - see CG63985, or
  • a “disposal associated with a relevant material disposal” (which consists of shares, or interest in shares, or securities of a company) by an individual - see CG63995,

then one of the conditions that must be complied with is that throughout the period of 1 year up to the date of the disposal, or in some cases the date the company ceases to be a trading company or holding company of a trading group, either the individual, or in the case of trustees, the qualifying beneficiary, has to have been an officer or employee of the company, or if in a group, of one or more of the companies which are members of the group.

Generally whether a person is an officer or employee of a company or not is dependent upon whether that person has an employment or holds an ‘office’ within the meaning of ITEPA2003/S4 and ITEPA2003/S5 (3) - for guidance on these areas see the Employment Status Manual.

There are no specific requirements regarding either working hours or the level of remuneration. The condition is simply that the individual should be an officer or employee.