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HMRC internal manual

Employee Tax Advantaged Share Scheme User Manual

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Schedule 3 SAYE option schemes: Supplementary and Defined terms: Minor definitions

Paragraph 48 provides definitions of the following terms:

Certified SAYE savings arrangement – has the meaning given in section 703 (1) of ITTOIA 2005, (see ETASSUM34030).

Company – A body corporate.

Market Value – The same meaning as it has for the purposes of TCGA 1992 by virtue of Part 8 of that Act.

Member of a consortium owning another company – If it is one of a number of companies which between them own not less than 75% of that other company’s ordinary share capital and each of which owns not less than 5% of that capital.

**Restriction **– Shares are restricted if restrictions have been imposed directly or indirectly by any contract, agreement of condition to which S423(2)-(4) would apply if the shares under option were ‘employment-related securities’ for the purposes of those subsections.

Generally, any restriction that reduces the value of a security will be a restriction. This includes the risk of forfeiture where the disposal will be for less than the full market value (S432(2)), restrictions on the freedom to retain or dispose of securities or to exercise rights conferred by securities (S423(3)) and other potential disadvantages in respect of the shares (S423(4)).