Updated HMRC guidance on restricted securities elections - other formats are acceptable

HMRC published updated guidance in the Employment Related Securities Manual regarding restricted securities elections on 19 July 2022.  The changes to ERSM30450 and ERSM30460 include:

• elections can be made in a format other than HMRC's standard forms.  The can be included as part of another document such as a share subscription agreement and can be made electronically;
• if using a different format, it must contain no less detail than the HMRC standard form;
• HMRC may request evidence that an election has been made, which means that companies must store the information in a form which can be verified;
• if an employee does not have a National Insurance number, this will not affect the validity of the election; and
• an election can cover more than one type of security issued by more than one company, although all the companies must be in the same group.

These changes reflect existing HMRC practice but are a welcome clarification of an area in which incorrect or incomplete documentation can cause issues for advisers, particularly during due diligence on a corporate transaction.