Enterprise Management Incentive (EMI) schemes
Attracting, rewarding and retaining key employees through tax-efficient Enterprise Management Incentive (EMI) schemes.
Supporting business growth with tax-efficient Enterprise Management Incentive (EMI) schemes
As businesses continue to look for effective ways to attract, motivate and retain key talent, Enterprise Management Incentive (EMI) share option schemes remain one of the most tax-efficient employee incentive arrangements available in the UK.
Recent legislative changes effective from 6 April 2026 have significantly expanded the number of companies that may qualify for EMI, creating new opportunities for many growing businesses that were previously excluded. Crowe UK supports businesses with the design, implementation, valuation and ongoing compliance of EMI schemes, helping employers make the most of these enhanced eligibility rules.
What is an EMI scheme?
An EMI scheme allows qualifying companies to grant options over shares to employees, giving them the opportunity to acquire equity in the business at a future date. The scheme is designed to align employee and shareholder interests, rewarding employees for contributing to the company's long-term growth and success.
EMI schemes are particularly popular with entrepreneurial and fast-growing businesses seeking to incentivise key employees without creating an immediate cash cost.
Benefits of an EMI scheme
Delivering tax advantages and long-term value for employees and employers
EMI schemes offer a range of tax and commercial benefits, helping employers attract and retain talent while giving employees the opportunity to share in future business success.
Key benefits for employees
Tax savings
EMI options can often be exercised without triggering an Income Tax or National Insurance charge, subject to qualifying conditions.
Tax savings
Growth potential
Growth in share value is typically subject to Capital Gains Tax rather than Income Tax, often resulting in a lower effective tax rate.
Growth potential
Shared success
Employees can benefit from future value creation while becoming more closely aligned with business performance and growth.
Shared success
Key benefits for employers
Attract and retain talent
EMI schemes can attract, motivate and retain high-quality employees through a meaningful share-based incentive aligned to long-term business success.
Attract and retain talent
Business cost savings
Employers can save on National Insurance contributions while rewarding employees without impacting short-term cashflow.
Business cost savings
Increase engagement
EMI schemes create a stronger alignment between employee and shareholder interests, encouraging long-term commitment and performance.
Increase engagement
Corporate tax relief
Qualifying EMI schemes may provide a Corporation Tax deduction when options are exercised, helping to reduce the overall cost of providing employee incentives.
Corporate tax relief
EMI eligibility changes
Expanding opportunities for more growing businesses to benefit from EMI schemes
If your business previously exceeded the EMI size limits, the recent changes may mean that you are now eligible to implement a highly tax-efficient employee share incentive plan.
What has changed on 6 April 2026?
The government has expanded EMI eligibility to make the regime accessible to a wider range of scaling businesses.
For options granted on or after 6 April 2026, the following limits have increased:
| Requirement | Previous limit | New limit |
| Gross assets | £30 million | £120 million |
| Employee headcount | Fewer than 250 employees | Fewer than 500 employees |
| Total EMI options across the company | £3 million | £6 million |
| Maximum exercise period | 10 years | 15 years |
The individual employee limit of £250,000 of unexercised EMI options remains unchanged.
These changes mean that many companies that previously exceeded the gross asset or employee thresholds may now qualify for EMI for the first time.
*Note that these thresholds are measured against the global business, not the UK company in isolation.
Our services
How we can help you
Crowe UK can support businesses throughout the entire EMI lifecycle.
Eligibility review
Assessing whether your company qualifies for an EMI scheme.
Eligibility review
Scheme design
Advising on the structure, participant selection and implementation.
Scheme design
HMRC assurance
Obtaining HMRC advance assurance where appropriate.
HMRC assurance
Share valuation
Providing share valuation support and HMRC valuation submissions.
Share valuation
Documentation drafting
Preparing plan documentation and option agreements.
Documentation drafting
Ongoing compliance
Managing ongoing administration and compliance requirements.
Ongoing compliance
ERS reporting
Supporting Employment Related Securities (ERS) reporting obligations.
ERS reporting
Our latest thinking
Contact us
For more information on how Crowe UK can support your EMI scheme options, please get in touch with a member of our team.
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Our Global Business Solutions team provides integrated HR, payroll, accounting and tax compliance support through one UK-based team working across all territories. With decades of experience helping organisations expand globally, we manage the administrative and compliance demands of global operations so you can focus on growth.
From payroll to finance and HR processes, our connected services give you a consistent, reliable framework to operate confidently worldwide.