ETASSUM43320 - Schedule 4 Company Share Option Plan (CSOP): Shares to be used: Open market test

Paragraph 20 was repealed on 6 April 2023: Unexercised options granted prior to 6 April 2023 will benefit from the changes to the share class requirement.

Options granted prior to 6 April 2023:
For companies with more than one class of shares, if the scheme shares are not 鈥渆mployee-control鈥 shares, they must satisfy the 鈥渙pen market test鈥 in paragraph 20(3)(a). This means that the majority of the shares of the scheme class must be held by what can be summarised as 鈥渙utsiders鈥, specifically:

  • persons who did not acquire their shares 鈥渁s a director or employee鈥 of any company (paragraph 20(3)(a)) (ETASSUM43330),
  • persons who acquired their shares in pursuance of an offer to the public (paragraph 20(3)(a)),
  • trustees - but excluding the shares they hold on behalf of persons who acquired their interests in the shares 鈥渁s a director or employee鈥 and not in pursuance of an offer to the public (paragraph 20(3)(b)),