Personal Tax
Share schemes and share pooling.
Share pooling is how UK capital gains tax is worked out when you sell shares you received or bought at different times, and it is where RSU and ESPP tax returns most often go wrong. We rebuild your section 104 holding from your broker statements so the gain is right and income is not taxed twice.
Employer shares: each step has its own tax rule.
It is easy to pay tax twice on employer shares without noticing.
Your shares are usually taxed as income when they vest or when you buy them at a discount. When you sell, capital gains tax applies to the growth since then. Broker year-end figures are built for US reporting, often in dollars, and do not follow UK matching or currency rules.
We take the raw transaction history, apply HMRC's identification rules in order, convert every figure to sterling and give you a share pool you can rely on. This is core work for us. We regularly rebuild pools from Morgan Stanley, Charles Schwab, E*TRADE and Interactive Brokers statements.
What our share scheme and share pooling work includes.
One year of RSUs or ten years of mixed vests, purchases and sales: the process is the same.
Share pool rebuild
We reconstruct your section 104 holding from broker statements and confirmations, back to your first acquisition. We regularly work from Morgan Stanley, Charles Schwab, E*TRADE and Interactive Brokers records.
Personal tax02RSU vest review
The value at vesting is taxed as employment income and becomes your capital gains cost. We check each vest against your payslips, including sell-to-cover shares, so income is not taxed twice.
Moving to the UK03ESPP and US plans
The US tax advantages do not carry over to the UK. We identify the discount taxed as income on each purchase and set your UK cost as the price paid plus that amount.
High earners04EMI, CSOP, SAYE and SIP
We check whether options kept their tax-advantaged status, whether Share Incentive Plan shares left the plan early (taxable if within five years), and whether BADR may apply when you sell.
Business Asset Disposal Relief05Matching rules applied
Every sale is matched under the same day, 30-day and section 104 rules, in that order. The 30-day rule applies only to shares acquired while you are UK resident.
Leaving the UK06Sterling conversion
Every acquisition and sale is converted at the rate on the day, from a consistent source. A falling pound can create a sterling gain on shares that made no gain in dollars.
International tax07Self Assessment reporting
We report employment income, gains and losses on your return, claiming losses so they can be set against future gains, and keep a pool schedule for next year.
The 31 January deadline08Planning future sales
We plan sales across tax years to use each £3,000 annual exempt amount, consider gifts to a spouse or civil partner, which are usually tax free, and look at ISA transfers for SAYE shares.
Tax rates for 2026/2709Correcting past years
If earlier returns used the wrong cost, we rebuild the pool from the start and compare it with what was filed. We amend where we can and deal with HMRC on your behalf.
HMRC enquiriesThe figures for shareholders in 2026/27.
Source: GOV.UK and HMRC helpsheets, checked 11 October 2026, and the AP Tax Advisors 2026/27 tax rates card.
How are RSUs taxed in the UK?
RSU tax in the UK arises when the shares vest, not when they are granted. The market value of the shares you receive at vesting is taxed as employment income. Shares in a listed company are readily convertible assets, so your employer is normally required to operate PAYE and deduct income tax and National Insurance through payroll, often by selling some shares to cover the tax.
Where your employer does not deduct the tax through payroll, you report the income on your Self Assessment return. If you moved to or from the UK while RSUs were vesting, part of the award may relate to work abroad and needs careful apportionment. See our moving to the UK and leaving the UK pages.
How is ESPP taxed in the UK?
A US employee stock purchase plan lets you buy shares through salary deductions, often at a discount. The US tax advantages do not carry over to the UK. For a UK taxpayer the discount is usually taxed as employment income when the shares are bought, and your capital gains cost is what you paid plus the amount charged to income tax.
This is where we see the most mismatches. Payroll may tax the discount correctly while the broker shows only the discounted price as your cost. Using the broker figure would tax the discount again when you sell.
What is an EMI scheme and how is it taxed?
An EMI scheme gives employees of smaller trading companies options over shares worth up to £250,000 in a 3-year period. The company must have assets of £120 million or less and fewer than 500 full-time employees. If you exercise within the time limit and pay at least the market value at grant, there is no income tax or National Insurance on exercise. If the exercise price is below market value at grant, that discount is taxed when you exercise.
Capital gains tax applies when you sell. Business Asset Disposal Relief can apply to EMI shares without the usual 5% shareholding test, if the option was granted at least 2 years before the sale and you worked for the trading company throughout. From 6 April 2026 the BADR rate is 18%, within a £1 million lifetime limit. See our guide to Business Asset Disposal Relief.
A Company Share Option Plan (CSOP) allows options over up to £60,000 of shares, with no income tax or National Insurance if exercised between 3 and 10 years after grant. Save As You Earn (SAYE) lets you save up to £500 a month for 3 or 5 years, then buy shares at a fixed price free of income tax and National Insurance on the growth.
How our engagement works.
Gather the records
We look at your scheme documents, broker transaction history, vest and purchase confirmations, payslips and P60s, and any returns already filed. We tell you exactly which records we need and check what you have already sent before asking for anything more.
Scope and fixed fee
We confirm the scope, the tax years covered and our fixed fee in writing, then send our engagement letter. We carry out our identity and anti-money laundering checks before starting, and agree a timetable that works back from any return deadline that is close.
Rebuild and match
We list every vest, purchase, sale and sell-to-cover in date order, check vest values against payroll, apply the same day, 30-day and section 104 rules and convert each figure to sterling. You receive a full pool schedule and the gain or loss for each year.
Report and review
We prepare your Self Assessment return, claim any losses and, where earlier years were wrong, amend them or deal with HMRC on your behalf. Each year we update the pool for new vests and sales, so the next return starts from figures you can rely on.
Share Schemes and Share Pooling, answered.
RSUs, ESPPs and share options
RSUs are not taxed when they are granted. When they vest and the shares are delivered, their market value is taxed as employment income. For listed shares your employer normally deducts income tax and National Insurance through payroll, often by selling some of the shares. If tax is not deducted, you report it on your Self Assessment return. Any rise in value after vesting is a capital gain when you sell.
You should not. The value at vesting is taxed as employment income, and that value becomes your capital gains cost. Only the increase since vesting is a gain. Double taxation happens when the broker's cost is used without checking it against what payroll taxed, or when sell-to-cover shares are missed. We check both.
Usually not. US employee stock purchase plans have tax advantages in the US, but these do not apply to UK taxpayers. The discount you receive on purchase is normally taxed as employment income. Your capital gains cost is the price you paid plus the amount taxed as income, so the discount is not taxed again when you sell.
If your option price was at least the market value when the option was granted, and you buy within the period in your option agreement, there is no income tax or National Insurance when you exercise. A discounted option is taxed on the discount. On sale, capital gains tax applies, and Business Asset Disposal Relief at 18% can apply if the option was granted at least 2 years before you sell.
Mostly. Under SAYE you save up to £500 a month for 3 or 5 years; the interest and bonus are tax free and there is no income tax or National Insurance on the discount when you buy. CSOP options over up to £60,000 of shares are free of income tax and National Insurance if you exercise between 3 and 10 years after grant. Capital gains tax can apply when you sell.
Shares kept in the plan for 5 years carry no income tax or National Insurance on their value. Your employer can give up to £3,600 of free shares a year, and you can buy partnership shares up to the lower of £1,800 or 10% of your income. If you sell shares while still in the plan there is no capital gains tax. Once they leave, their cost is their market value on that date.
Share pooling and matching rules
Shares of one class in one company are grouped into a single section 104 pool, which carries one combined cost figure. Shares not matched under the same day or 30-day rules go into it, and each sale takes out an average cost. Errors in early years carry forward until corrected.
Repurchase identical shares within 30 days of a sale and HMRC matches the sale with those repurchased shares before your pool is touched. For employees this often happens when an RSU vest or ESPP purchase falls shortly after a sale. The rule only applies to shares acquired while you are UK resident.
Each acquisition and each sale is converted to sterling at the exchange rate on the date it took place, so the cost uses the rate on the vest or purchase date and the proceeds use the rate on the sale date. A change in the exchange rate can create a sterling gain or loss even where the dollar price barely moved. We use one reliable source for every transaction.
Capital gains tax and reporting
After the £3,000 annual exempt amount, gains on shares are taxed at 18% to the extent they fall within your unused basic rate band, and 24% above it. Your gains are added to your taxable income to work out which rate applies. Business Asset Disposal Relief, where it applies, is charged at 18%, up from 14% in 2025/26.
You claim a loss through your Self Assessment return, up to 4 years after the end of the tax year in which you sold. Losses are set against gains of the same year first. Any loss left over is carried forward, and in later years it is only used to bring your gains down to the annual exempt amount, so none of the allowance is wasted.
Yes. We rebuild the pool from the start, work out the correct gain for each year and compare it with what was filed. Where a return can still be amended we amend it. Otherwise we advise on the right way to correct it and deal with HMRC on your behalf.
Related pages.
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