Owner-Managed Businesses

Annual return for Employment-Related Securities (ERS) – 6 July 2023

7th March 2023

Any award of shares or other securities (including loan stock and debentures) made to an employee or officer of a company by reason of their employment are known as ‘Employment Related Securities’ or ERS.

Companies are required to report ERS transactions and schemes annually to HMRC, regardless of whether a tax charge arises or not. The deadline for registering schemes and submitting the ERS return, for events occurring in the 22/23 tax year, is 6th July 2023 and penalties are issued for any returns not filed by the deadline. 

The ERS legislation brings most shareholder-director shares (as well as employee shares) under the ERS umbrella. Therefore, ERS must be considered whenever any share transaction has been undertaken.


Have there been any share transactions in the 2022/23 tax year (i.e. year to 5/4/2023)?

Further questions to help identify such transactions are:

  1. Has the company issued any shares in the year?
  2. Have you transferred any shares to another person or entity?
  3. Have you sold any shares in the year to another person or entity?
  4. Have you converted your Director’s Loan Account (DLA) to preference shares in the year?
  5. Have you incorporated your business in the year?
  6. Were any changes noted in the company’s most recent confirmation statement?

If the answer to any of the above is “yes” and you would like to discuss whether the transaction is reportable on the ERS annual return, please contact Stephen Martin directly by clicking here.

Although the 6th July deadline may seem far away, we recommend starting the process as soon as possible as it can take some weeks for any schemes to be registered with HMRC.