If a Participant is engaged via a Professional Employer Organisation (PEO) or other Employer of Record (EoR) they may not be regarded as an employee of the Company’s group. Certain helpful "employee share scheme" exemptions may not be available and the PEO or EoR will be responsible for dealing with the tax withholding and reporting obligations. Awards should be made under a separate plan or sub-plan (and not under the Plan for employees of the Company's group).
If a Participant is engaged via a Professional Employer Organisation (PEO) or other Employer of Record (EoR) they may not be regarded as an employee of the Company’s group. As a result:
- The obligation to file the ERS Annual Return may fall on the PEO or EoR (although it is likely that the Company will need to assist with the preparation of this).
- Any indemnity in the Award documentation against income tax and National Insurance contributions should be extended to the PEO or EoR.
- Further advice should be sought when communicating with the Participants in relation to their Awards as any communication could constitute a "financial promotion", which is a regulated activity (this concern does not generally apply to communications made in connection with an "employee share scheme").
Participants who are not employees of the Company's group (which would include those engaged via a PEO or EoR) should not participate under the same Plan as employees: a separate plan or a sub-plan should be established. The Company should also consider whether the engagement with the PEO or EoR adequately deals with the practical operation of the Plan (taking into account the points highlighted above).
Grant, exercise, leavers.