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  • RE: Sole trader receipt of vested shares

    Thanks for the links, but I am unsure of how to answer the questions below when receiving shares in exchange for services provided (in this case advisory services that fall outside of IR35) I'm also unsure about which valuation of the shares is used at the point of vesting as it will be a non listed, early stage startup with low likelihood of the shares being liquid during the vesting period. 3. Did you earn more than £1,000 from working for yourself? - is this £0? Or the value of the vested shares in the tax year? 10. Did you get more than £10,000 from dividends or savings and investments? - is this the value of the vested shares in the tax year OR the gain made from any shares sold?
  • Sole trader receipt of vested shares

    I've an offer to provide startup company advisory services in return for shares in the startup company. The startup is at an early stage. The shares would vest monthly over a 2 year period and unlikely to be liquid/tradeable in this period. I currently have a full time job and am paid via PAYE. I have no other reason to submit as self assessment tax return. If I provide advisory services as a sole trader in return for sweat equity, is there a share income value threshold I need to cross before needing to declare the receipt of the shares to HMRC on a self assessment tax return?
  • RE: UK Advisor providing services to US startup but rewarded in shares

    Thanks for the reply. In this example the advisor is treated as an independent contractor by the US startup company, so tax would not be withheld to cover tax in the US, the responsibility is on the Advisor for tax/legal obligations. Also the startup company is early stage and unlisted so would not be feasible to dispose of them immediately. 1) Does this alter your response? Plus, On the UK side of things: 2) Is a Section 431 Election applicable? Operationally Advisory Board members are not Non Executive directors, nor employees, but would a board advisor be seen as a Non Executive Director for HMRC purposes? 3) At the point shares vest - Would the fair market value of shares determined in the US still be applicable, or would an independent valuation be needed in the UK? Thanks in advance
  • UK Advisor providing services to US startup but rewarded in shares

    I have an opportunity to provide Advice to the Board of a US startup company in return for either shares or share options, which would vest monthly over a 2 year period. I am a UK tax resident and would be providing the advisory services remotely from my office in the UK. The advisory services would be incremental to my primary means of employment here in the UK. I am not currently set up as a limited company or freelancer so can be flexible on the most suitable approach. The startup is in very early stages, but there are planned investment milestones over the 2 year vesting period that could potentially increase the value of the shares, though it is unlikely there would be an opportunity to trade them within that 2 year period. If I go for Restricted Shares to myself as an individual I am concerned that I may incur tax at the point shares vest - and therefore incur an unaffordable cashflow issue as I wouldn't get any cash value from them until they are sold? Is my assumption correct? However, I am considering setting up a Personal Service Company (with the primary reason of helping limit my personal legal liability of dealing with a US company). In which case the Advisor agreement would be made in the name of my Personal Service Company. In this case am I then correct in assuming that tax would not be due until the shares are exercised? Or would they still be deemed as being to myself as an individual as they are for my advisory services under my own personal service company?

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