EMI Share Option Scheme Accountants

At a glance: Enterprise Management Incentive (EMI) schemes let qualifying companies give employees tax-advantaged share options. From 6 April 2026 the scheme is open to companies with fewer than 500 employees and gross assets up to £120m, with up to £6m of unexercised options. We handle the valuation, HMRC notifications and annual returns. ICAEW/ACCA regulated, led by Waqas Sagar ACA FCCA, 18+ years’ experience and 5,000+ clients served.

For startups competing with bigger employers for talent, EMI is the most tax-efficient way to share future growth with your team. Done properly, employees usually pay no income tax or National Insurance when they exercise, and can pay capital gains tax at a reduced rate when they sell. Done badly, those reliefs can be lost.

Accotax chartered accountants in London
Accotax accountancy team helping London businesses

Why Use Accotax for Your EMI Scheme

  • HMRC-agreed valuations – we prepare the share valuation and agree it with HMRC before you grant, so everyone knows the exercise price is safe.
  • Deadline control – grants must be notified to HMRC online by 6 July after the end of the tax year of grant, and an annual return is due each year. We track both.
  • Startup specialists – we work with founders on SEIS/EIS, R&D relief and investor reporting, so your option scheme fits your funding plans.
  • Joined-up with your lawyer – we work alongside your solicitor on the scheme rules and option agreements.
  • Chartered and regulated – led by Waqas Sagar ACA FCCA, regulated by ICAEW and ACCA.

What Our EMI Service Includes

  • Eligibility check for the company, its trade and each employee (including the working-time requirement)
  • Share valuation and agreement of actual and unrestricted market value with HMRC
  • Advice on option design: time-based vesting, exit-only options, leavers and performance conditions
  • Cap table modelling to show dilution for founders and investors
  • HMRC Employment Related Securities (ERS) registration
  • Online notification of each option grant to HMRC
  • Annual EMI returns, and returns for exercises, lapses and adjustments
  • Advice on disqualifying events and what to do if one happens
  • Tax and payroll treatment when options are exercised

EMI limits from 6 April 2026

  • Fewer than 500 full-time equivalent employees (previously 250)
  • Gross assets up to £120 million (previously £30 million)
  • Up to £6 million of shares under unexercised options company-wide (previously £3 million)
  • Options can be exercisable for up to 15 years (previously 10)
  • Individual limit of £250,000 per employee
Accotax accounting and tax services
Accotax tax returns and tax planning

How Setting Up an EMI Scheme Works

  1. Discovery call – we confirm the company and your team qualify, and agree who will receive options and on what terms.
  2. Valuation – we prepare the valuation report and submit it to HMRC for agreement.
  3. Documents – your lawyer finalises the option agreements and board minutes; we review them for tax.
  4. Grant – options are granted at the agreed price.
  5. Notify – we register the scheme and notify HMRC of each grant before the 6 July deadline.
  6. Ongoing – annual returns, new grants, leavers and exercises are handled each year.

Related services: SEIS/EIS advance assurance, investor-ready accounts, startup accountants and tech accountants.

What We Offer Based on Your Business Structure

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

Compliance

Tax Advisory & Automation

Setup & Others

FAQs – EMI Share Options

What is an EMI scheme?

Enterprise Management Incentives is an HMRC-approved share option scheme for smaller, independent trading companies. It lets you grant employees options over shares with significant income tax, National Insurance and capital gains tax advantages.

Does my company qualify for EMI?

From 6 April 2026 the company must have fewer than 500 full-time equivalent employees, gross assets of no more than £120 million, be independent, carry on a qualifying trade and have a permanent establishment in the UK. Some trades, such as banking, property development and legal services, are excluded.

How much EMI can each employee have?

Each employee can hold EMI options over shares worth up to £250,000 at the date of grant, and the company can have up to £6 million of shares under unexercised EMI options from 6 April 2026.

When must EMI options be notified to HMRC?

Grants must be notified online through HMRC’s ERS service by 6 July following the end of the tax year in which the options were granted. Late notification means the options do not qualify as EMI.

Do I need an HMRC valuation?

It is not compulsory, but we strongly recommend agreeing the share value with HMRC before granting. It gives certainty that employees will not face an unexpected income tax charge on exercise.

What happens to EMI options when an employee leaves?

It depends on the option agreement. Often unvested options lapse. Where options remain exercisable after leaving, they must usually be exercised within 90 days to keep EMI tax treatment.

Can existing options benefit from the 2026 changes?

The higher company limits apply to existing unexercised options, and the 15-year exercise period can apply to existing options if their terms are amended. We can review your current scheme.

How much does EMI set-up cost?

It depends on the number of employees and the complexity of your share structure. We quote a fixed fee upfront – contact us for a quote.

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