Corporate Insolvency and Governance Act 2020 (c. 12)

SCHEDULES

SCHEDULE 9 U.K. Arrangements and reconstructions for companies in financial difficulty

PART 2 U.K. Consequential amendments

Income Tax (Earnings and Pensions) Act 2003 U.K.

23 U.K. The Income Tax (Earnings and Pensions) Act 2003 is amended as follows.

24 (1) Schedule 3 (SAYE option schemes) is amended as follows. U.K.

(2) In Part 6 (requirements etc relating to share options), in paragraph 37 (exercise of options: company events)—

(a) in sub-paragraph (1), after “(4)” insert “ , (4ZA) ”;

(b) after sub-paragraph (4) insert—

“(4ZA) The relevant date for the purposes of this sub-paragraph is the date when the court sanctions under section 901F of the Companies Act 2006 (court sanction for compromise or arrangement) a compromise or arrangement applicable to or affecting—

(a) all the ordinary share capital of the company or all the shares of the same class as the shares to which the option relates, or

(b) all the shares, or all the shares of that same class, which are held by a class of shareholders identified otherwise than by reference to their employment or directorships or their participation in a Schedule 3 SAYE option scheme.”;

(c) in sub-paragraph (6C)(b), after “sub-paragraph (4)” insert “ or (4ZA) ”;

(d) in sub-paragraph (6E)(a), after “(4)” insert “ , (4ZA) ”;

(e) in sub-paragraph (6F)(a)(i) and (b)(i), after “(4)” insert “ , (4ZA) ”.

(3) In Part 7 (exchange of share options), in paragraph 38 (exchange of options on company reorganisation), in sub-paragraph (2)(b), after “section 899” insert “ or 901F ”.

25 (1) Schedule 4 (CSOP schemes) is amended as follows. U.K.

(2) In Part 5 (requirements etc relating to share options), in paragraph 25A (exercise of options: company events)—

(a) in sub-paragraph (1), after “(6)” insert “ , (6ZA) ”;

(b) after sub-paragraph (6) insert—

“(6ZA) The relevant date for the purposes of this sub-paragraph is the date when the court sanctions under section 901F of the Companies Act 2006 (court sanction for compromise or arrangement) a compromise or arrangement applicable to or affecting—

(a) all the ordinary share capital of the company or all the shares of the same class as the shares to which the option relates, or

(b) all the shares, or all the shares of that same class, which are held by a class of shareholders identified otherwise than by reference to their employment or directorships or their participation in a Schedule 4 CSOP scheme.”;

(c) in sub-paragraph (7C)(b), after “sub-paragraph (6)” insert “ or (6ZA) ”;

(d) in sub-paragraph (7E)(a), after “(6)” insert “ , (6ZA) ”;

(e) in sub-paragraph (7F)(a)(i) and (b)(i), after “(6)” insert “ , (6ZA) ”.

(3) In Part 6 (exchange of share options), in paragraph 26 (exchange of options on company reorganisation), in sub-paragraph (2)(b), after “section 899” insert “ or 901F ”.

26 U.K. In Schedule 5 (enterprise management incentives), in paragraph 39 (company reorganisations), in sub-paragraph (2)(b), after “section 899” insert “ or 901F ”.