Legal Precedents

[ Letter to be printed on company headed paper ] [ Insert name of Company ] SAYE share option scheme (the Scheme) Application form You are invited to apply for a three- or five-year option (the Option) to purchase ordinary shares in [ insert name of Company ] (the Company and the Shares, respectively) in line with the rules of the Scheme. The deadline for returning your Application Form is [ insert closing date ]. If you are not familiar with the Scheme, please refer to the explanatory brochure, which outlines the rules of the Scheme and explains the principal terms of the savings contract prospectus (the Prospectus). Both the explanatory brochure and the Prospectus are [ enclosed OR available on request from [ insert name of administrator ] OR can be viewed online at www.[ insert web address ] ]......

[ insert name of company adopting the EMI scheme ] (the Company)—[ insert Company number ] Record of a meeting of the Company’s [ remuneration committee of the ] board of directors convened at [ insert place of meeting ] on [ insert date of meeting ] at [ insert time of meeting ] Present: [ insert name of director to be Chair ] (the Chair) [ insert names of directors present ] In attendance: [ insert names of those in attendance ] Apologies: [ insert names of directors who are unable to attend meeting ] 1 Notice and quorum [ insert name of Chair ] took the role of Chair for the meeting. It was confirmed that valid notice of the meeting had been provided in accordance with the Company’s articles of association ( Articles), and that a quorum was...

[ insert name of company adopting the CSOP ] ( Company)—[ insert Company number ] Minutes of a meeting of the [ remuneration committee of the ] board of directors of the Company convened at [ insert place of meeting ] on [ insert date of meeting ] at [ insert time of meeting ]. Present [ insert name of director to be Chair ] (the Chair) [ insert names of directors present ] In attendance [ insert names of those in attendance ] Apologies [ insert names of directors who are unable to attend meeting ] 1 Notice and quorum The meeting appointed [ insert name of Chair ] as Chair. It was noted that due notice of the meeting had been provided in line with the Company’s articles of association ( Articles) and that a quorum was present....

Company No [ insert registered number of company ] [ insert name of company ] (the Company) Minutes of a meeting of the board of directors of the Company held at [ insert place of meeting ] at [ insert time of meeting ] on [ insert date of meeting ] Name Position Present: In attendance: Apologies for absence received from: 1 Notice and quorum 1.1 The Chair confirmed that proper notice of the meeting had been served, a quorum of directors was in attendance and, accordingly, the meeting was duly constituted. 2 Business of the meeting 2.1 The Chair stated that the meeting had been called: 2.1.1 to consider and, if deemed appropriate, recommend to the trustee of the EBT ( Trustee ) that the discretionary employee benefit trust named [ insert name of Employee Benefit Trust ] (the EBT ) be terminated [ ; and OR . ] 2.1.2 [ to approve the making of a...

Enterprise management incentives suitability questionnaire in respect of [ insert name of company ] (the Company) FORTHCOMING CHANGE: On 26 November 2025, as part of Budget 2025, it was confirmed that, with effect from 6 April 2026, the EMI gross asset threshold will rise from £30 million to £120 million. The cap on full-time equivalent employees will likewise move from 250 to 500, and the overall ceiling on the value of unexercised EMI options a company or group may have outstanding at any point will lift from £3 million to £6 million. In addition, the permitted EMI exercise period will be extended from 10 to 15 years, and existing EMI options can be amended to reflect this longer timeframe without forfeiting tax advantages, so long as those amendments accord with the legislation to be included in Finance Bill 2025–26....

FORTHCOMING CHANGE: On 26 November 2025, within Budget 2025, it was confirmed that from April 2029, only the first £2,000 per year of any pension payment made under a salary sacrifice arrangement will be exempt from National Insurance contributions ( NICs). Employee sums put through salary sacrifice above £2,000 a year will attract both employer and employee NICs, so any amount over £2,000 will, for NICs, be treated in the same way as other employee workplace pension contributions. Employer contributions remain unchanged, and income tax relief is unaffected. Employers will be required to report the total amount of salary sacrificed via existing payroll software, with HMRC committing to engage with stakeholders......

FORTHCOMING CHANGE: On 26 November 2025, within Budget 2025, the government confirmed that, from April 2029 onwards, only the initial £2,000 per year in total of any pension payment under a salary sacrifice scheme arrangement will escape National Insurance contributions ( NICs). Amounts employees sacrifice beyond £2,000 annually will attract both employer and employee NICs, meaning any sum over that limit will, for NICs purposes, be handled in the same way as standard employee workplace pension payments. Employer pension contributions are unchanged, and income tax relief also remains intact. Businesses must record the aggregate salary given up using their existing payroll software systems, and HMRC has pledged to consult and engage stakeholders, as required. Further HMRC guidance will be published ‘before April 2029’......

FORTHCOMING CHANGE: On 26 November 2025, within Budget 2025, it was confirmed that, from April 2029, only the first £2,000 each year of pension savings made under a salary sacrifice arrangement will escape National Insurance contributions ( NICs). Any amount an employee sacrifices above £2,000 per annum will attract both employer and employee NICs, meaning the surplus over £2,000 will, for NICs, be handled in the same manner as other staff workplace pension contributions. Employer-paid contributions are not altered by this measure, and income tax relief continues as before, as announced in Budget 2025 officially......

FORTHCOMING CHANGE: On 26 November 2025, within Budget 2025, the government confirmed that from April 2029, only the first £2,000 per year of pension saving made under a salary sacrifice arrangement will be exempt from National Insurance contributions ( NICs). Employee sums channelled through salary sacrifice above £2,000 a year will attract both employer and employee NICs, with the effect that any portion exceeding £2,000 will be treated for NICs in the same manner as other employee workplace pension contributions. Employer contributions remain unchanged, and income tax relief is unaffected. Employers will be required to report the total salary sacrificed through existing payroll software, and HMRC has pledged to engage with stakeholders across the sector. HMRC will issue further guidance ‘before April 2029’. The National Insurance Contributions ( Employer Pensions Contributions) Bill 2026 will introduce a new subsection into section 4 of the Social...

FORTHCOMING CHANGE On 26 November 2025, as part of Budget 2025, it was confirmed that from April 2029 only the first £2,000 per year of pension contributions made via a salary sacrifice arrangement will be exempt from National Insurance contributions ( NICs). Any employee contributions sacrificed above £2,000 a year will attract both employer and employee NICs, meaning the portion exceeding £2,000 will, for NICs purposes, be handled in the same way as other employee workplace pension contributions. Employer contributions are unchanged, and income tax relief remains in place......

FORTHCOMING CHANGE: On 26 November 2025, as part of Budget 2025, it was confirmed that from April 2029, only the first £2,000 in each year of pension saving arranged via salary sacrifice will be exempt from National Insurance contributions ( NICs). Any employee amounts channelled through salary sacrifice above £2,000 annually will attract both employer and employee NICs, meaning any sum beyond £2,000 will, for NICs, be handled in the same manner as other staff workplace pension payments. Employer contributions remain unchanged, and income tax relief is also preserved. Employers must report the value of salary surrendered using existing payroll systems, with HMRC pledging to consult stakeholders. HMRC intends to issue additional guidance ‘before April 2029’, ahead of the April 2029 start date......

This Deed is executed on [ insert date of deed ] Parties [ Insert name of company ], registered in [ insert where the Company is registered ], with company number [ insert company registration number ], and having its registered office at [ insert address of registered office ] (the Company); and [ Insert name of trustee ], registered in [ insert where the Trustee registered if a company ] (acting as trustee of the [ insert name of EBT ]), whose registered office is at [ insert registered address of Trustee ] ( Trustee)......

[ INSERT NAME OF COMPANY ] SAYE share option scheme (the Scheme) Notice of exercise of option To: the [ Secretary OR Administrator ] Of: [ insert address ] I confirm I hold an SAYE option over ordinary shares of [ insert nominal value of shares ] in [ insert name of company whose shares are under option ] (the ‘ Company’), awarded to me under the Scheme, with the following particulars: Date of grant: Number of shares: Exercise price: Savings period start date: Unique SAYE account number: I seek to exercise this option in respect of either: ...

This Deed is dated [ insert date ] Parties [ insert full name of Trustee ] incorporated and registered in [ insert place of incorporation of the Trustee ] with company number [ insert registered number ] whose registered office is at [ insert address of registered office ] as sole trustee of the [ insert name of the EBT ] Employee Benefit Trust (the Trustee ). [ Insert full name of company ] incorporated and registered in England and Wales under company number [ insert registered number ] whose registered office is at [ insert registered office address ] (the Lender ). Background ( A) By a trust deed dated [ insert date of EBT trust deed ] (the Trust Deed), the Lender created the [ insert name of EBT ] Employee Benefit Trust (the EBT ). ( B) The Lender is prepared to lend...

This option certificate draws partly on the HMRC precedent and provides the information required to confirm the grant of a save as you earn ( SAYE) option to the participant named herein......

Parties Participant Name: [ insert name of participant ] Residential Address: [ insert address of participant ] Payroll Reference: [ insert payroll number of participant ] Company Name: [ insert name of company ] Registered Address: [ insert registered address of company ] Registered Number: [ insert registered number of company ] Trustee Name: [ insert name of trustee ] Registered Address: [ insert registered address of trustee ] ...

This agreement is between: Parties Participant Name: [ insert name of participant ] Home Address: [ insert address of participant ] Payroll Number: [ insert payroll number of participant ] Company Name: [ insert name of company ] Registered Address: [ insert registered address of company ] Registered Number: [ insert registered number of company ] Trustee Name: [ insert name of trustee ] Registered Address: [ insert registered address of trustee ] This agreement explains the basis on which the Participant agrees to participate in Awards of Free Shares in accordance with the Plan. The...

[ insert full name of Trustee ] as trustee of the [ insert full name of the employee benefit trust ] [ insert full address of trustees ] [ insert date of letter ] Dear Trustee(s) [ name of the employee benefit trust ] ( EBT ) We write in your capacity as trustee of the EBT (the Trustee). We refer to the trust deed establishing the EBT, dated [ insert date of trust deed ], executed by you, as Trustee, together with [ insert name of settlor of EBT ] (the Company and the Trust Deed). There are no assets and liabilities in the EBT It is our understanding that the EBT now holds no assets or liabilities and, as a result, is no longer constituted as a trust. Nonetheless, the EBT’s termination must be formally acknowledged and HMRC notified. We therefore propose that you...

HM Revenue and Customs Trusts [ insert relevant address ] [ enter date of letter ] To whom it may concern, THE [ insert name of EBT ] ( EBT) REFERENCE NUMBER: [ insert HMRC reference number ] We write herewith to advise we act as trustee of the EBT (the Trustee)…...

This Deed is made on [ insert date ] BY [ insert full name of Trustee ], incorporated and registered in [ insert country in which the trustee is incorporated ] under company number [ insert company registered number ], whose registered office is at [ insert address of registered office ], acting in its capacity as sole trustee of the [ insert name of the EBT ] Employee Benefit Trust (the Trustee). Background Under a trust deed dated [ insert date of EBT trust deed ] (the Trust Deed), [ insert full name of company ], incorporated and registered in England and Wales with company number [ insert registered number ], whose registered office is at [ insert registered office address ] (the Company), created the [ insert name of EBT ] Employee Benefit Trust (the EBT). The Company is discussing with [ insert name of...