The EMI share scheme: 4 key benefits employers need to know

Liam Hosie, Corporate Tax Senior Director, author of blog about extracting value before sale
Liam Hosie

Contact Liam Hosie

or reach out to a member of our Corporate Tax, Tax team.

Retaining top talent in an increasingly competitive labour market isn’t a new challenge that UK businesses are facing. It is, however, a challenge that is becoming increasingly difficult, with more factors contributing to businesses’ struggles. Competitive pay and benefits are still important, but many UK businesses are turning to employee share schemes to build loyalty, spark motivation and lock in long term commitment from their teams. One scheme in particular – the Enterprise Management Incentive (EMI) share scheme – just got a boost in the latest UK Budget, making it even more valuable for fast growing companies. 

What Is an Employee Share Scheme?

EMI share schemes allow employees to acquire shares in the company they work for, typically at a preferential rate or through options that vest over time. These schemes can range from all-employee plans to more selective schemes aimed at key personnel who are deemed key in driving business growth. The overarching goal is to give employees a direct financial interest in the company’s long-term success.  

Why Consider an Employee Share Scheme?

1. Talent Attraction and Retention.

Top-tier talent, especially in sectors such as Technology, Software, and IT, increasingly look beyond salary when considering job offers. Offering share equity can make your package stand out from your competitors and appeal to talent who want a share in the value they help create. By also tying part of an employee’s compensation to the long-term performance of the company, share schemes can help reduce staff turnover rates and build a committed core team. 

2. Alignment of Interests.

 Share schemes turn employees into stakeholders. When team members are also shareholders, their motivations tend to align more closely with the company’s goals. This can help foster a culture of ownership, accountability, and performance-driven decision-making. 

3. Motivation and Productivity.

Knowing that their efforts directly impact company value can motivate employees to go the extra mile. 

4. Cash Friendly.

Especially for startups and growing businesses with limited cash flow, share schemes offer a way to attract and retain top talent without depleting their cash. Rather than offering large salaries upfront, equity-based rewards defer the payout to a future liquidity event, such as a sale of the business or a third-party investment. 

Why EMI Should Be Your First Consideration

Of all the share scheme options out there, the EMI Share scheme is widely seen as the most flexible and tax efficient for qualifying UK companies and their employees. 

It’s designed to help smaller and growing businesses attract and retain key staff through equity that rewards long term value creation. 

And thanks to the Autumn Budget 2025, EMI is now even more accessible to ambitious businesses. 

What’s new in the EMI Scheme (Autumn Budget 2025 Updates)

Effective 6 April 2026, changes announced in the UK Government’s Autumn Budget will expand access to the EMI Share Scheme, giving more UK businesses the chance to reward and retain key staff through tax-efficient share options. 

Here’s what’s changing: 

1. Higher Headcount Limit.

Companies will have up to 500 full time equivalent employees will now be able to qualify with up to 500 employees – double the current 250 threshold. 

2. Increased Gross Assets Cap.

The gross assets limit for qualifying companies will rise from £30 million to £120 million, opening the scheme up to more established, high-growth businesses. 

3. More Share Option Value.

The maximum value of unexercised EMI options a company can grant will increase from £3 million to £6 million. 

4. Longer Timeframe to Exercise Options.

The exercise window will extend from 10 to 15 years, even for existing EMI option agreements that haven’t yet been exercised. 

These updates make the EMI scheme more attractive and accessible than ever – particularly for scale-ups and fast-growing firms looking to retain talent, incentivise performance and support long-term business growth. 

Who qualifies for the EMI share scheme?

While EMI is highly beneficial, not every company or employee qualifies. Key requirements include:  

  • The company must carry on a qualifying trade (some sectors, such as banking, legal services, and property development, are excluded).  
  • Employees must work at least 25 hours per week or 75% of their scheduled working time for the business.  
  • Individuals are limited to holding no more than 30% of the company’s shares.  

4 Key Benefits of the EMI share scheme:

1. Tax Efficiency for Employees.

EMI share schemes come with generous tax advantages. If granted at market value, there’s usually no Income Tax or National Insurance to pay when the options are exercised. When employees eventually sell the shares, gains are subject to Capital Gains Tax, often at a reduced 14% Business Asset Disposal Relief rate (rising to 18% from 6 April 2026). It’s a compelling long-term reward that supports employee wealth creation.Under the EMI share scheme, employees can acquire shares with significant tax advantages. If the options are granted at market value, there’s typically no Income Tax or National Insurance payable when the options are exercised. Gains made on the sale of shares are subject to Capital Gains Tax (“CGT”), often at the lower 14% Business Asset Disposal Relief (formerly Entrepreneurs’ Relief) rate.

2. Corporation Tax Relief for Employers.

Companies that issue EMI share scheme options can often claim a corporation tax deduction on the difference between the market value at grant and the value at exercise. This provides an additional financial incentive for businesses to implement EMI.

3. More Flexibility – and Now Greater Capacity.

An EMI share scheme is highly customisable. You choose who receives options, how many, and under what conditions – whether based on time served, performance milestones or key business goals. And with the option value cap rising from £3m to £6m in April 2026, there’s even more room to reward senior hires and build long-term alignment.

4. Easy to Integrate with Exit Strategies.

Many EMI schemes are designed around exit events, like a company sale or third-party investment. With the exercise period now extended from 10 to 15 years, employees have even more time to benefit – and your business gains more flexibility to build value before a liquidity event.  

How can AAB help?

If your business is scaling and you’re looking for sustainable, incentive-driven growth,now is the time to consider EMI share schemes. Not only will you build a stronger, more engaged team, but you’ll also lay the foundation for a more valuable and successful business. Our team possesses a wealth of knowledge and experience in helping companies to implement and maintain successful employee share schemes.   

If you would like to discuss further how implementing an employee share scheme can benefit your business, please do not hesitate to contact Liam Hosie or your usual AAB contact.  

How AAB can help

Corporate tax services

AAB’s Corporate Tax service supports businesses at every stage by minimising liabilities and simplifying complex tax rules - so you can focus on growth. Their team offers clear, practical advice on extracting profits, group structuring, capital allowances, loss utilisation, and managing capital gains, tailored to suit both day-to-day needs and long term ambitions. They’re champions for owner managed businesses. AAB advises on the right business structure - sole trader, company, LLP - while creating tax efficient strategies for profit withdrawal, succession, and exits. If you’re expanding overseas, AAB's international tax experts guide you through cross border structuring. They’ll help you understand global corporation tax regimes, CFC rules, tax residence, withholding taxes, double tax relief, and foreign compliance. In short, AAB cuts through tax confusion. They offer proactive planning and hands on support to help reduce your tax bill, streamline compliance, and support your goals at home and abroad - all delivered in a friendly, human-first way.

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