Employment-related securities returns | 6 July deadline approaching

The deadline for submitting employment-related securities annual returns and enterprise management incentive (EMI) notifications to HMRC for the tax year ending 5 April 2026 is on or before 6 July 2026.

Companies operating employment-related securities arrangements are reminded to diarise this important date. New schemes will need to be registered promptly to ensure that returns and notifications can be submitted before the deadline.

What are employment-related securities reporting obligations?

Employment-related securities (ERS) arrangements are widely drawn and will broadly cover any options, shares or any other securities acquired by an employee or director by reason of employment, whether acquired under a formal plan or as one-off awards.

If a company operates ERS arrangements, it must submit end-of-year returns providing the required information to HMRC by 6 July following the end of the relevant UK tax year.

Reportable events include the grant and exercise of share options, the award of shares and other securities to UK employees or directors and awards of carried interest. This includes, for example, the issue and allotment of shares to a new non-executive director.

Which HMRC template should be used?

HMRC publishes different templates for completion:

• Tax-advantaged plans – there are separate templates for each tax-advantaged arrangement, namely enterprise management incentive (EMI) options, the Company Share Option Plan, Share Incentive Plan and Save As You Earn (SAYE) Plan. These contain an important self-certification declaration.
• The "Other" return is used for non tax-advantaged arrangements (including growth shares).

It is important to use the up-to-date version of the correct end-of-year return template for the relevant arrangement.

Points to note

• Companies must submit a return for every live scheme that they have registered on HMRC's ERS Service.
• HMRC has recently updated its guidance on ERS reporting requirements for short-term business visitors and net settlement reporting.
• HMRC offers companies a check ERS files service to identify any formatting errors before submitting their annual returns.
• If there have been no reportable events during the tax year, companies need to submit a nil return.
• Where a scheme has been registered in error or is no longer operating, it should be ceased on the ERS Service. Note that the company must still submit an annual return for ceased schemes for the tax year in which the final event date falls.
• Where new schemes have been established during the tax year, they should be registered in good time to enable HMRC to generate the unique reference number that the company will need to submit its annual returns by 6 July (it can take around two weeks for the number to arrive). For further information see HMRC's guidance Register your employment related securities scheme.
• HMRC recommends that companies have more than one administrator for each Government Gateway account, so that the backup administrator is also able to submit ERS returns. For further information see ERS Bulletin 59.
• Missing the deadline automatically triggers late filing penalties. A company that receives and pays the initial penalty must still submit an end-of-year or nil return to meet its filing obligations and prevent further penalties.
• Further information is available in HMRC's ERS: detailed information collection.

The headline message is don't delay in registering any new schemes and make sure that all ERS returns are filed before the 6 July deadline.

What about EMI notifications?

For companies that granted EMI options during the tax year ending 5 April 2026, the deadline for submitting EMI notifications to HMRC is also by 6 July 2026. This is separate and in addition to the requirement to submit an end of year return for all live EMI schemes by 6 July 2026.

The government announced at Autumn Budget 2025 that it is going to legislate to remove the requirement for employers to submit a notification for EMI options granted on or after 6 April 2027. In the meantime, to qualify for tax relief, companies are required to continue to notify the grant of all EMI options, including those granted during the tax year ending 5 April 2026.

Record-keeping

Companies should retain a copy of their ERS returns and any EMI notifications before submitting them to HMRC, as copies cannot be accessed after filing.

Failing to take screenshots can create complications for companies, particularly during any due diligence process or other corporate event. It is worth taking the time to take copies as part of the filing process.

Please get in touch with your usual Osborne Clarke contact or one of the experts below if you have any queries or would like to discuss further.