06.03.2014 Views

Equity Remuneration Incentive Scheme (Start-Ups) - IRAS

Equity Remuneration Incentive Scheme (Start-Ups) - IRAS

Equity Remuneration Incentive Scheme (Start-Ups) - IRAS

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

the SGX rules on ESOPs provide that the market value is the average market price<br />

prevailing during the price fixing period immediately before the options are granted.<br />

The price fixing period is explicitly defined for each stock option scheme in the<br />

company circular to the shareholders, which informs them of the proposed motion to<br />

approve the stock option scheme. The computation of the average market price is<br />

decided by the company and is also stated in the same circular. Consequently, in<br />

the case of an SGX listed company, if the exercise price were fixed at or exceeds the<br />

average market price prevailing during the price fixing period, a one-year vesting<br />

period would apply for the purposes of the ERIS (<strong>Start</strong>-<strong>Ups</strong>) Plan. If, however, it were<br />

fixed at a discount to the average market price, the vesting period would be two<br />

years for the purposes of the ERIS (<strong>Start</strong>-<strong>Ups</strong>) Plan.<br />

12. An ESOW plan must meet the minimum holding period 6 before it can qualify<br />

as ERIS (<strong>Start</strong>-<strong>Ups</strong>) Plan. The minimum holding period is as follows:<br />

(a) where the price payable by an employee to acquire a share is equivalent<br />

to or exceeds the market value of the shares at the time of the grant of the<br />

share under the ESOW plan, a moratorium of at least ½ a year must be<br />

imposed i.e. the share so acquired cannot be disposed of by that<br />

employee within ½ year from the date of grant.<br />

(b) where the price payable by an employee to acquire a share is at a<br />

discount to the market value of the share at the time of the grant of the<br />

share under the ESOW plan, a moratorium of at least 1 year must be<br />

imposed i.e. the share so acquired cannot be disposed of by that<br />

employee within 1 year from the date of grant.<br />

13. Companies do not have to apply for approval from Comptroller of Income Tax<br />

(referred hereafter as “the Comptroller”) to have their ESOP or ESOW plans<br />

considered as ERIS (<strong>Start</strong>-<strong>Ups</strong>) Plans. However, companies that wish to operate<br />

ERIS (<strong>Start</strong>-<strong>Ups</strong>) Plans have to keep sufficient documentation to show, when<br />

required by the Comptroller, that their ESOP or ESOW plans satisfy the required<br />

vesting period or minimum holding period as the case may be. In addition, they are<br />

required to comply with the administrative requirements as set out in paragraphs 32<br />

to 36 of this circular.<br />

Qualifying company<br />

14. A qualifying company is any company that grants options under ESOP plans<br />

or shares under ESOW plans operated by the company 7 , to its employees within the<br />

first 3 years of its incorporation. The company must meet the following requirements<br />

at the time of grant of options or shares:<br />

(a) it is a company incorporated in Singapore;<br />

(b) it must carry on business activities in Singapore;<br />

6 Please refer to paragraph 21 of <strong>IRAS</strong>’ Circular dated 27 December 2002) on “Changes to Tax Treatment of Employee Stock<br />

Options and Other Forms of Employee Share Ownership Plans (Revised Edition)”.<br />

7<br />

Under ERIS (<strong>Start</strong>-<strong>Ups</strong>), a parent company which grants stock options under a group ESOP plan or shares under a group<br />

ESOW plan to an employee of another company within its corporate group does not qualify as a qualifying company in relation<br />

to the employee.<br />

5

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!