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ETASSUM45160 | Schedule 4 Company Share Option Plan (CSOP): Exchange of share options: Obtaining control by compromise or arrangement

From HM Revenue & Customs · Employee Tax Advantaged Share Scheme User Manual

Paragraph 26(2)(b) permits a rollover to be triggered when the acquiring company:

  • obtains control of the company whose shares are used in the scheme,

  • by a compromise or arrangement sanctioned by the Court under Section 899 of the Companies Act 2006 (previously section 425 of the Companies Act 1985) or 901F Companies Act 2006.

    • Any change to a scheme’s rules to include the new rights provided by 901F Companies Act 2006 will apply to existing options, including those granted before 26 June 2020 as well as any options granted since then.

References in scheme rules to rollover being triggered by events under other UK legislation which may have a similar effect to Section 899 (such as Section 110 Insolvency Act 1986) are not acceptable.