Constructing Senior Executive Offers — A Practical Guide

The executive offer is the culmination of a search process that will usually have run for several months and involved real investment in briefing, research, assessment and negotiation. Getting the offer right — structuring it so that it is compelling to the candidate, deliverable by the organisation and consistent with the internal pay framework — matters as much as any stage that came before it. When a senior search fails late, it usually fails at offer, and most of those failures are avoidable with better preparation and tighter process management.

This guide explains the components of a senior executive compensation package, how to structure offers at different seniority levels and in different types of business, how to manage the negotiation, and the offer construction and process mistakes we see most often. It draws on Exec Capital’s experience of managing offer processes as part of retained executive search assignments, and should be read alongside our guide to buying out deferred compensation and our restrictive covenants and garden leave guide, which cover the two most complex parts of a senior executive move. It has been updated for the tax and regulatory changes that now shape package design, including the wider EMI limits from April 2026, the higher Business Asset Disposal Relief rate and its reduced lifetime limit, the employer National Insurance increase and the October 2025 changes to the banking Remuneration Code.

One point runs through everything that follows. Offers are rarely lost because the package is too low. They are lost because the offer is made too slowly, presented too rigidly, or because the equity is explained so poorly that the candidate discounts it to nothing. The most useful single improvement most organisations can make is to front-load the package design: agree internally what flexibility exists on each element before the preferred candidate is identified, not after. By the time the offer call happens, the parameters should already be signed off. Scrambling for internal approvals while a candidate waits sends a message about how the business makes decisions, and senior candidates read it.

Components of a Senior Executive Compensation Package

Base salary. The fixed cash component, paid monthly. Base salary benchmarks come from remuneration consultants, published executive pay surveys and annual reports, and the search firm’s market intelligence from comparable recent assignments. The base should position the candidate sensibly against internal comparators — other members of the executive team and the board’s view of relative seniority — and against the external market. Setting base well above the market median creates internal equity problems; setting it well below signals undervaluation and builds in a retention risk from day one.

Base salary is also the most expensive element to move, because so much else is calculated from it. Bonus targets and LTIP awards are usually expressed as a percentage of base, pension contributions are often a percentage of base, life cover is normally a multiple of base, and employer National Insurance is charged on every pound of it. Since 6 April 2025 employer Class 1 contributions have been charged at 15% on earnings above a secondary threshold of £5,000 a year. A modest increase in base therefore costs the organisation considerably more than the headline figure, and finance teams should model the fully loaded cost of any movement before agreeing it.

Annual bonus. Performance-related variable pay, usually expressed as a percentage of base salary at target (on-target earnings) and at maximum. Sales and commercial leadership roles generally carry a larger variable element than functional roles, sometimes with a higher cap. Whatever the level, the performance measures should be clear, measurable and within the executive’s direct influence. A bonus driven mainly by group results that the individual cannot materially affect is a retention instrument rather than a performance incentive, and experienced executives know the difference. At listed companies, the approved remuneration policy will often require part of any bonus to be deferred into shares, and the candidate needs to understand that before they compare the offer with a cash-paid alternative.

Long-term incentives (LTIP or equity). Equity-based or performance-linked deferred pay designed to align the executive’s long-term interests with the company’s performance. At listed companies this is typically an LTIP, with shares vesting against conditions such as earnings growth, relative total shareholder return or strategic measures over a three-year performance period, followed by a holding period. At private equity-backed businesses, management equity through sweet equity or co-investment is the main long-term incentive. At venture-backed and other growth companies, share options are standard — EMI options where the company qualifies, and CSOP or unapproved options where it does not. Our executive equity incentives guide sets out how each structure works. The equity element is frequently the most commercially significant part of the offer, and it is the part most often miscommunicated to candidates.

Pension. Every employer must meet the auto-enrolment minimum, which includes an employer contribution of at least 3% of qualifying earnings, and senior packages are usually more generous. Two tax rules matter at this level. The standard pension annual allowance is £60,000, but it is tapered for anyone whose threshold income exceeds £200,000 and whose adjusted income exceeds £260,000. Many senior executives are caught by the taper, and for them a large employer pension contribution can create a tax charge rather than a benefit. The common answer is a cash allowance in lieu of some or all of the employer contribution.

A cash alternative is not cost-neutral, though. Employer pension contributions are free of National Insurance, whereas a cash supplement is paid through payroll and attracts employer NICs as well as income tax. Many employers therefore pay the cash alternative net of the employer NIC cost; whichever approach is chosen, the offer should say so explicitly. Salary sacrifice arrangements also need care: the government has confirmed that from April 2029 only the first £2,000 a year of pension contributions made through salary sacrifice will be exempt from National Insurance, with contributions above that subject to employer and employee NICs. Employer pension contributions outside sacrifice remain NIC-free. Where a package relies on salary sacrifice, draft it so that the 2029 change does not become a dispute later. At listed companies, the UK Corporate Governance Code also expects pension contribution rates for executive directors to be aligned with those available to the wider workforce, which limits how far pension can be used as a negotiating lever.

Benefits. The usual senior executive benefits package includes private medical insurance for the executive and family, life assurance (normally a multiple of base salary), income protection, a company car or car allowance, and increasingly enhanced parental leave, mental health support and financial wellbeing benefits. Benefits have genuine economic value and should be included in any total package comparison — ask the insurer or broker for actual premiums rather than estimating them. Remember that most benefits in kind are taxable for the executive, so their net value to the candidate is lower than their cost to the company.

Relocation allowance. Where the appointment requires a move, a relocation allowance covering removal costs, temporary accommodation and sometimes the costs of selling and buying property should be included. It is a practical necessity that makes the move possible, not a discretionary enhancement. HMRC allows a limited amount of qualifying relocation expenses to be paid free of tax, and anything above that is taxable, so check the treatment before quoting a figure. International relocations raise more complex tax, social security and employment law questions and need specialist advice.

Notice, start date and conditions. These are not pay, but they are part of the offer. A long notice period at the current employer may push the start date months out, and the conditions attached to the offer — references, regulatory approval, right to work checks — affect how certain the candidate feels about resigning. Treat them as package items to be agreed, not administrative afterthoughts.

Presenting the Equity Component

The equity component of a senior offer is consistently the element most mishandled by hiring organisations and most misunderstood by candidates who are not used to equity-weighted packages. A package presented as “options over x% of the company” or “an LTIP with a target value of £y”, without any explanation of what that might actually be worth, invites the candidate to discount it to zero when comparing it with a higher cash alternative.

A well-presented equity component covers four things: the current assessed value of the equity, based on the last funding round, the price at which the most recent investment was made or the market capitalisation; a range of exit or vesting scenarios with the approximate value at each, including a downside case; the vesting timeline and conditions in plain language; and the tax treatment. A hypothetical example for EMI options at a venture-backed business might read: “Options over 0.5% of the company. At our last post-money valuation of £80m that is £400,000 on paper today; at a £300m exit it would be £1.5m before any further dilution. Options vest over four years with a one-year cliff.” The figures are illustrative, but the format gives the candidate what they need to assess the equity properly.

The tax treatment needs updating in many companies’ offer templates. Gains on EMI shares can qualify for Business Asset Disposal Relief without the usual 5% shareholding test, provided the option was granted at least two years before the disposal. BADR is no longer the 10% relief many candidates remember: the rate rose to 14% for disposals from 6 April 2025 and to 18% from 6 April 2026. The lifetime limit is also falling. At Budget 2026 the government announced that the BADR lifetime limit will fall from £1 million to £500,000 for qualifying disposals on or after 6 April 2027. Gains above the limit are taxed at the main capital gains tax rates. For a senior executive with a meaningful equity stake, that changes the net value of the equity and may affect the timing of an exit, so offer documents should not promise a particular tax outcome. Where shares are acquired directly rather than through options, the timing of acquisition and any section 431 election matter too; our guide to BADR and section 431 for senior executives covers the detail.

Candidates also need to understand what sits ahead of them in the capital structure. Liquidation preferences, investor loan notes and further funding rounds all reduce what ordinary shareholders and option holders receive on an exit. An honest presentation shows the value of the candidate’s equity after the preference stack, not before it. Candidates who later discover that a headline percentage was worth much less than they were led to believe tend to stop trusting the rest of the package too.

For listed company LTIPs, the presentation should set out the annual award size as a percentage of base salary, the performance conditions and how the company is currently tracking against them, the vesting date, and the holding period that applies after vesting. The UK Corporate Governance Code expects share awards to be subject to a total vesting and holding period of at least five years, which candidates moving from private companies may not expect. Framing the total expected remuneration over a three-year period — base plus bonus plus LTIP plus pension — puts the package in context far better than presenting each element in isolation. As a simple illustration, an annual award worth 150% of base that vested in full each year would be worth four and a half times base across three grants, before any movement in the share price. Our guide to LTIP structures at listed firms explains the common designs.

Offer Construction by Business Type

Listed company offers. At listed companies, executive director pay is set by the remuneration committee within a remuneration policy that shareholders approve in a binding vote at least every three years, and it is disclosed in the annual directors’ remuneration report. That policy will normally include a recruitment section setting the maximum variable pay that can be offered to a new executive director. An offer that needs to go beyond the approved policy requires either a revised policy, which means a shareholder vote, or a different structure that stays within it. The remuneration committee chair and the company’s remuneration adviser should therefore be involved in the offer design before the preferred candidate is identified. For regulated firms, the SMF12 Chair of the Remuneration Committee plays a central role, and our SMF12 hiring guide provides the governance context.

PE-backed business offers. Private equity-backed businesses typically offer cash packages below listed equivalents and compensate with management equity — sweet equity or co-investment — that can produce significant returns on a successful exit. Our guide to sweet equity for PE management teams covers the framework in detail. The critical issue is presenting the equity upside credibly: making sure the candidate understands the base case return, the spread of outcomes around it, how much of their own money they are expected to invest, and the good leaver and bad leaver terms that decide what they keep if they leave early. Those leaver provisions are often the point at which an experienced candidate’s lawyer pushes hardest.

Venture-backed and growth business offers. Venture-backed offers are usually equity-weighted, with cash below the market rate. EMI remains the most tax-efficient option scheme for qualifying companies, and from 6 April 2026 it is available to far more of them. The government has raised the EMI gross assets limit from £30 million to £120 million, the employee limit from 250 to 500 and the company option limit from £3 million to £6 million, and extended the maximum exercise period from ten years to fifteen. Companies that had outgrown EMI and moved to unapproved options may now be able to grant EMI again, which can make a materially better offer to a senior hire at no extra cash cost. That is worth explaining clearly, particularly to candidates moving from corporate backgrounds who have never held EMI options. For businesses heading towards a listing, our pre-IPO equity structuring guide is relevant.

Owner-managed and family businesses. Where the owners are not willing to dilute, long-term reward is often delivered through profit share, phantom shares, growth shares or a deferred cash plan tied to business value. These can work well, but they need careful drafting: candidates will want to know exactly how value is measured, when it is paid and what happens on a sale. A vague promise of “equity later” is one of the most common reasons strong candidates turn down owner-managed businesses.

Tax and Cost Changes That Affect Package Design

Several recent changes affect how senior packages should be structured and costed. None of them is a reason to delay a hire, but offer templates written two or three years ago are likely to be out of date. The points to check:

• Employer National Insurance. The 15% rate and £5,000 secondary threshold from April 2025 increase the cost of every pound of cash pay. Moving value from base salary into employer pension contributions, where the executive’s allowance permits, is more cost-effective than it was.
• Pension cash alternatives. If a tapered executive takes cash in lieu of pension, decide and document whether the payment is made gross or net of employer NICs.
• Salary sacrifice. Any package that assumes NIC savings from sacrificing large pension contributions will be affected from April 2029, when the NIC exemption is capped at £2,000 a year.
• EMI. The wider limits from 6 April 2026 bring larger growth companies back within the scheme. Check eligibility before defaulting to unapproved options.
• Business Asset Disposal Relief. The 18% rate from April 2026 and the £500,000 lifetime limit for disposals from 6 April 2027 reduce the net value of qualifying equity for executives with large gains. Equity illustrations that quote old rates should be corrected.

The practical lesson is to show candidates illustrative values on a pre-tax basis, explain the tax treatment in general terms, and encourage them to take their own tax advice. Promising a specific after-tax outcome creates exposure if the rules change again before the equity pays out.

Offers at FCA- and PRA-Regulated Firms

Banks, building societies and PRA-designated investment firms are subject to the Remuneration Code, and other regulated firms are subject to their own remuneration codes, so offers there carry extra constraints. The cap limiting variable pay to a multiple of fixed pay was removed in 2023. In October 2025 the FCA and PRA went further in their joint policy statement PS25/15 on remuneration reform, which came into force on 16 October 2025. Among other changes, the longest bonus deferral period for the most senior bankers was cut from eight years to four, and part-payment of deferred awards can now begin in the first year rather than the third. The regulators allowed firms to apply some of the changes to awards for the 2025 performance year and to earlier awards not yet vested.

For offer construction, this matters in two ways. First, deferral and instrument rules still apply to material risk takers, so a candidate’s variable pay at a regulated firm will not be paid in the same way as at an unregulated one, and the offer should explain the schedule. Second, buy-out awards for forfeited deferred pay at firms in scope of the Code are generally expected to mirror the deferral and performance adjustment terms of the awards they replace, rather than being paid as unconditional cash. Take specialist advice before committing to a buy-out figure.

Senior manager appointments add a timing condition. Where the role is a senior management function, the offer will normally be conditional on FCA or PRA approval, and the regulator has a statutory period to decide applications. Our guide to how long FCA SMF approval takes sets out what to expect. Regulatory references from previous employers are also required for certain roles. Build these conditions into the timetable and explain them to the candidate early, so that a conditional offer does not feel like a lack of commitment.

The Sign-On Bonus and Deferred Compensation Buyout

A sign-on payment — cash paid at or shortly after joining — can be appropriate to compensate the executive for one of three things: unvested deferred compensation forfeited on leaving the current employer (the buyout); a long notice period that delays the start of the new salary; or a retention payment at the current employer that is being given up. Each is a legitimate and different basis for a sign-on payment, and they should be distinguished clearly in the offer discussion and in the employment contract.

Sign-on payments that do not compensate for a specific financial loss — that simply make the package look more attractive — attract institutional investor scrutiny at listed companies and are viewed unfavourably by proxy advisers. Investors generally expect buy-out awards to be no more generous than what is being forfeited, in value, timing and performance conditions. Sign-on payments also usually carry clawback provisions requiring repayment, often pro rata, if the executive leaves within a defined period, which reduces their appeal to candidates who read the terms carefully. Where there is no specific loss to compensate, investing the equivalent value in the annual bonus target or LTIP award is often more effective and avoids the governance concerns.

For unvested deferred compensation specifically — LTIP awards, deferred bonus shares and unvested options — the companion buyout guide referenced above covers valuation, structuring and tax in full. The essential step for an offer is to get a complete, documented list of what the candidate will forfeit, with vesting dates and the leaver treatment under each plan, early in the process. Buy-out discussions that begin only after the offer has been made almost always become adversarial.

Managing the Offer Negotiation

Senior executive offer negotiations are best managed through the search firm acting as intermediary. The search firm can communicate the candidate’s requirements without the candidate appearing to negotiate directly, can test what movement is possible on the client side without committing the candidate to a revised offer, and can give both sides market context that lets each calibrate its position against external benchmarks.

The most productive negotiations focus on total package value rather than individual line items. A candidate asking for a higher base salary may be just as well served by an enhanced bonus target, a larger LTIP award or an additional pension contribution that costs the organisation less than the base increase while providing equivalent value. With employer NICs now at 15%, that trade-off is sharper than it used to be. The search firm’s job is to find the package structure that meets the candidate’s financial requirements within the organisation’s constraints — which depends on honest communication about what flexibility genuinely exists on each element.

The most common client-side failure is treating the initial offer as final and any negotiation as bad faith. Almost every senior candidate negotiates to some degree; it is expected, reasonable and an early signal of the executive’s commercial instincts. An organisation that withdraws an offer because the candidate asked for more is badly calibrated about how senior appointments work. Agreeing in advance what movement is acceptable on base, bonus target, LTIP award and specific benefits lets the negotiation be handled constructively rather than reactively.

Process discipline helps too. Agree who will make the verbal offer — usually the chair, CEO or hiring executive, with the search firm briefing the candidate before and after the call. Follow the verbal offer with a written summary of terms within a day, so that the candidate is comparing a document rather than a memory. Set a reasonable decision window and keep in contact throughout it. Silence after an offer is when competing approaches and counter-offers do their work.

Counter-Offer Management

When a candidate tells their employer they intend to resign, the employer may respond with an improved package designed to keep them — a counter-offer. Counter-offers are common at senior level and usually take the form of a salary increase, enhanced bonus, accelerated promotion or a new title. The executive then faces a difficult choice between a significant improvement from their current employer and the reasons they decided to move in the first place.

In our experience, counter-offers that address pay but not the reasons the executive wanted to leave rarely resolve them. Having signalled an intention to leave, and accepted an improvement that was only available because they threatened to go, the executive has changed the relationship with their employer, and the frustrations that prompted the move tend to return. That is not a reason to pressure anyone; it is a reason to make sure the decision is made clearly.

The search firm’s role when a candidate receives a counter-offer is to help them think the decision through — not to push them into the new role regardless, but to make sure they are not deciding under the immediate pressure of an unexpected retention offer. In practice that means reminding the candidate of the reasons they gave for moving; helping them value the counter-offer honestly, including whether it deals with those reasons; and making sure they understand how accepting it may change their position. The best preparation happens earlier: discussing counter-offer risk openly at the assessment stage, before the candidate resigns, so that it does not come as a surprise to either side.

The Offer Letter and Contract of Employment

The offer letter and contract of employment create binding obligations for both parties, and their preparation should involve legal advice, particularly on the following elements. The notice period should reflect the seniority of the role; our benchmarking study of senior executive notice periods shows what is typical at different levels. Restrictive covenants — non-compete, non-solicitation of clients and non-poaching of staff — are enforceable only if they go no further than reasonably necessary to protect legitimate business interests, which is covered in the restrictive covenants guide referenced above. Garden leave provisions, the terms and vesting conditions of any LTIP or equity awards, and the treatment of unvested awards on termination all need to be set out precisely.

Conditions should be listed clearly: satisfactory references, right to work checks, regulatory approval where relevant, and any sector-specific checks. The contract should be agreed and signed before the executive gives notice to their current employer. An oral offer that has not been documented creates real legal ambiguity and can lead to disputes, and a candidate who resigns on the strength of a verbal offer that later changes will not forget it. Equity documentation — option agreements, the articles, a shareholders’ agreement — often takes longer than the employment contract; at a minimum, the key terms should be set out in a signed letter before resignation, with the full documents to follow.

How Exec Capital Approaches Offer Construction

Exec Capital supports clients through offer construction and negotiation as part of every retained executive search assignment. That includes market benchmarks for the role and sector drawn from comparable recent searches; advice on package structure relative to the candidate’s current package and the deferred compensation they would forfeit; managing the negotiation as intermediary where the candidate’s requirements and the client’s flexibility need bridging; and supporting both sides through resignation and any counter-offer. We do this across permanent C-suite roles, from CEO recruitment to CFO recruitment, and across interim and fractional appointments where the reward conversation is about day rates and terms rather than equity. Every search is run by our specialist team, with Adrian Lawrence FCA overseeing each mandate. Our sister firm FD Capital provides specialist support on finance director appointments.

Benchmarking the Package Against the Candidate’s Current Compensation

Effective offer construction requires understanding not just the market benchmark for the role but the specific financial position of the preferred candidate — what they currently earn, what they would walk away from, and the minimum total package that would make the move worthwhile. This information is best gathered by the search firm during assessment, as part of a structured conversation about compensation expectations, rather than at offer stage, when the conversation is more constrained and the stakes are higher. Our executive assessment guide explains where this fits in the process.

The benchmark that matters most to the candidate is their current total compensation — not just base salary but bonus, LTIP, pension and benefits. An executive with a substantial bonus target, a large annual LTIP award and a generous pension is earning a great deal more in expected value than their base suggests. An offer that matches base but carries a lower bonus target and a smaller LTIP will feel like a pay cut, even if the headline number is the same. Understanding the full current package lets the offer be built on genuine equivalence rather than nominal base equivalence. Ask for evidence too: recent payslips, bonus letters and plan statements make the conversation factual and avoid misunderstandings about what is and is not vested.

Gathering this information, and using it to bridge the gap between the candidate’s expectations and the client’s constraints, is one of the most commercially valuable things a retained search firm does. A search firm that avoids the compensation conversation because it is awkward leaves the client building offers in the dark, which tends to produce offers that are either too low and rejected, or higher than they needed to be. The conversation should happen by the second, or at the latest the third, assessment stage — not at offer.

Internal Equity and the Incumbent Pay Framework

An external offer has to be built with reference to the existing leadership team’s pay — the internal equity framework. An external appointment paid well above the incumbent in an equivalent role can unsettle the team even when the appointment itself is commercially justified. A new CFO paid noticeably more than an established COO, for example, creates a perception of relative undervaluation among other executives that becomes a retention risk the organisation may not have anticipated. Pay information tends to travel, and at listed companies executive director pay is published in any case.

Where the external market requires an offer at or above the top of the existing framework, the organisation has a choice: adjust the framework for all equivalent roles, which is costly and may not be justified; make a formal exception with a transparent rationale, which needs careful communication; or accept a weaker appointment within the existing framework. This is a genuine governance tension. The right answer depends on whether the premium the market demands reflects a real difference in capability or a temporary market imbalance that patient search can work around. Remuneration committees should also consider the knock-on effect at the next pay review, when incumbents will benchmark themselves against the new hire.

Offer Process Failure: The Five Most Common Mistakes

1. Making the offer too late. The most common failure. The client has identified the preferred candidate but takes weeks to complete internal approvals before making the offer. Meanwhile the candidate receives other approaches, the search firm has no credible answer to questions about timing, and the enthusiasm that was genuine at final interview fades. The offer, when it arrives, goes to a candidate who has already started to disengage. Prevention: agree the offer parameters at the same time as the final panel agrees the preferred candidate, so that the offer can be made within a couple of working days of the decision.

2. Presenting the package piecemeal. Sharing the base salary first, waiting for a reaction, then sharing the bonus target, then the LTIP, creates a drawn-out negotiation in which each element is contested separately. A candidate who agrees the base may then contest the bonus, having already anchored the base. Presenting the full package in a single structured conversation, with each element in context, lets the candidate assess the total value and respond to the whole.

3. Equity without context. Presenting equity as “options over x% of the company” without a credible value analysis invites the candidate to discount it. If the organisation believes the equity is valuable, it should explain why in specific, evidence-based terms — and with tax assumptions that reflect the current rules, not the BADR rate of several years ago.

4. Ignoring the deferred compensation. Failing to understand the candidate’s unvested deferred compensation before making the offer leaves them facing a package that requires them to forfeit significant value without compensation. They will raise it in negotiation, but by then the conversation has an adversarial edge that an earlier discussion would have avoided.

5. Using the offer as the first salary conversation. If the search firm has not had a structured compensation conversation with the candidate during assessment, the offer is the first time each side’s expectations are tested against the other’s. That produces surprises in both directions: either the offer disappoints, or the candidate’s expectations exceed what the organisation can meet and the search fails despite a strong assessment process. The compensation conversation belongs in the assessment stage, not the offer stage.

Further Reading and Authoritative Sources

The primary sources for the tax and regulatory points in this guide are linked in the relevant sections above: HMRC’s employer rates and thresholds, the gov.uk guidance on the pension annual allowance and taper, the government’s policy papers on the EMI limits and the BADR lifetime limit, and the FCA’s policy statement on remuneration reform. The government has also published a policy paper on changes to salary sacrifice for pensions from April 2029, which employers using sacrifice arrangements for senior staff should read. For listed companies, the UK Corporate Governance Code and the Investment Association’s Principles of Remuneration set out what institutional investors expect of executive pay, and the company’s own approved remuneration policy is the starting point for any offer to an executive director.

Tax rules on share schemes and capital gains change frequently, and the right structure depends on individual circumstances, so both the company and the candidate should take professional tax and legal advice before an offer is finalised. Related Exec Capital guides include our executive compensation guide, which covers pay design more broadly, and our executive onboarding guide, which picks up where the offer process ends.

Frequently asked questions

When should we discuss compensation with a senior candidate?

Early. The search firm should establish the candidate’s current total package and expectations by the second or third assessment stage, so that the offer confirms what both sides already understand rather than testing it for the first time.

Should a sign-on payment be used to make an offer more attractive?

Generally only where it compensates for a specific loss, such as forfeited deferred awards or a retention payment being given up. Unjustified sign-on payments draw investor criticism at listed companies, and value is usually better placed in the bonus or LTIP.

Is Business Asset Disposal Relief still worth explaining to candidates?

Yes, but with current figures. The rate is 18% for disposals from 6 April 2026, and the lifetime limit is due to fall from £1 million to £500,000 for disposals from 6 April 2027. Candidates should take their own advice on how it applies to them.

Can a larger company now offer EMI options?

Possibly. From 6 April 2026 the EMI limits rose to £120 million of gross assets and 500 employees, with a £6 million company option limit. Companies that previously fell outside the scheme should check eligibility again.

Should the executive resign before the contract is signed?

No. The contract, or at least a signed letter setting out all key terms, should be in place before the candidate gives notice. Conditions such as references or regulatory approval should be stated clearly in that document.