ETASSUM39040 | Schedule 3 SAYE option schemes: Supplementary and Defined terms: Jointly owned companies

For the purposes of paragraph 46, a jointly-owned company(JOC) is one that is not controlled by any one person and 50% of the issued share capital is owned by one person and 50% by another, or which is otherwise controlled by two persons taken together. Paragraph 46 allows for the Schedule 3 SAYE code relating to group schemes (see ETASSUM39030) to be extended to include JOCs and any company controlled by that JOC. The conditions for this are that no JOC or any company controlled by that company may be a constituent company in more than one group scheme nor may the JOC (or one of its subsidiaries) be a constituent company of a group scheme if one of those companies (the JOC and its subsidiaries) is a constituent of another group scheme.

For the purposes of determining 'control' each joint-owner of a JOC is regarded as controlling every JOC and any company controlled by that company.

For example:

• both Company A and Company B each own 50% of the issued share capital of Company C

• Company C owns 100% of the issued share capital of Company X, Company Y and Company Z

• both Company A and Company B have Schedule 3 SAYE option schemes with provisions allowing for participation of jointly owned companies

• if employees of Company C are granted tax advantaged options by Company A, then only Company A could grant further options to employees of Company C or any of its subsidiary companies

• if Company B had previously granted options to employees of Company C or any of its subsidiary companies, then Company A would be prevented from granting options to employees of any of those companies

For a visual representation of this refer to the jointly-owned company example diagram.