Navigating ESOP Taxation in Singapore: A Guide for Businesses

This article explains the tax implications of ESOP taxation in Singapore, and considerations for structuring and managing tax liabilities from ESOPs.

In Singapore, taxes on ESOPs are assessed only once, either when an individual exercises the ESOP or when they remove the selling restriction. Any gains or profits resulting from the exercise of share options granted by an employer to an employee are subject to taxation. When options are exercised, tax is applied to gains from an ESOP in Singapore without a selling limitation.

This article explains the tax implications of ESOP taxation in Singapore, and considerations for structuring and managing tax liabilities from ESOPs.

ESOP Taxation In Singapore

Employee Stock Option Plans (ESOPs) are a form of employee incentive program available in Singapore. ESOP gains in Singapore are generally taxable, with specific rules and incentives depending on the employee’s residency status and the company’s eligibility for tax schemes.

Startups in Singapore can provide a tax exemption of up to 75% of ESOP gains to employees under the Equity Remuneration Incentive Scheme (ERIS),Subject to certain conditions.

How Does ESOP Work In Singapore?

Employee stock ownership plans allow employees to purchase employer stock at a predetermined price. Any earnings or gains generated by the ESOP plan are taxed when employees exercise these options by buying the shares.

ESOPs in Singapore are subject to taxation in following ways:

  • When an employee exercises their ESOP by purchaising company shares, the gain is taxable as income.
  • If the ESOP has selling restrictions, the gain is taxable when restrictions are lifted.
  • Gains from ESOP granted during overseas employment are not taxable in Singapore, but are subject to the double taxation agreement between Singapore and the country where the ESOP was granted.
  • For Foreign employees in Singapore, any unexercised ESOPs are deemed to be exercised and taxed as income when their employment ends.
  • Tracking option rule allows employers in Singapore to to track the foreign employees and understand the ESOP gains and report.

Types of ESOP In Singapore

The tax authorities assess taxes on ESOPs with selling limitations when they eliminate the restriction. Companies often employ a variety of Employee Stock Option Plans (ESOPs) in Singapore.

Types of ESOP In Singapore

Employee Stock Option Plan (ESOP)

A firm’s board of management oversees an ESOP, which enables employees to acquire company shares at a set price. The board determines the exercise price, which is often close to the fair market value.

EligibilityAll full-time employees
Granting of Options1,000 stock options per eligible employee
Exercise PriceSGD 5.00 per share (fair market value)
Vesting Schedule4-year vesting period, 25% annually
Exercise Period7 years from grant date
Termination of Employment90 days post-termination for exercise
Change in ControlAccelerated vesting for unvested options
Total Employees50
Total Options Granted50,000 (50 employees x 1,000 options/employee)
Total Shares Reserved50000
Exercise ValueSGD 5.00 gain per share if stock reaches SGD 10.00 after 4 years

Employees can start exercising their share options after the ESOP’s cliff or lock-in period and vesting period have passed.

Employee Share Award Plan (ESAP)

An ESAP enables businesses to provide workers with free real shares rather than options. Employee stock appreciation plans (ESAPs) provide for the granting of business shares to employees, either in addition to or as a component of their normal income.

EligibilityAll full-time employees with at least one year of service
Number of Shares Awarded100 shares per eligible employee
Vesting Schedule3-year vesting period, 33.33% annually
Retention RequirementHold at least 50% of shares for two years post-vesting
Performance ConditionsAdditional shares based on performance metrics
Transfer RestrictionsNo transfer until vested
Tax ConsiderationsConsult tax advisor
Termination of EmploymentUnvested shares forfeited, vested shares may be repurchased
Change in ControlUnvested shares accelerate to vesting
Number of Employees50
Total Shares Awarded5,000 shares (50 employees × 100 shares/employee)
Total Shares Reserved5,000 shares

The recipients of ESAPs are frequently the company’s founders or workers.

Performance Share Option Plan (PSOP)

A PSOP is a cash bonus arrangement in which the cash payout amount is based on the income yield and capital appreciation of the company’s stock.

EligibilityAll full-time employees are eligible
Number of Options Granted1,000 options per eligible employee
Exercise PriceSGD 5.00 per share (fair market value at grant date)
Performance MetricsRevenue growth, customer satisfaction, cost reduction
Vesting Schedule3-year vesting period, 33.33% annually based on performance achievement
Exercise Period7 years from the grant date
Performance Measurement Period3 years from the grant date
Termination of EmploymentUnvested options forfeited upon termination; vested options exercisable within 90 days
Change in ControlOptions may accelerate based on performance achievement in the event of a change in control
Number of Employees50
Total Options Granted50,000 options (50 employees × 1,000 options/employee)
Total Shares Reserved50,000 shares (assuming 1 option = 1 share)

A PSOP does not issue or transfer any actual shares, in contrast to ESOPs and ESAPs.

Benefits of ESOP Taxation In Singapore

Employee Stock Option Plans (ESOPs) in Singapore provide both businesses and employees with a number of advantages. The following are the major benefits of ESOP implementation in Singapore:

  • Motivating Element For Employees – By enabling employees to buy shares at set prices, ESOPs give them ownership of the business. This ties their goals to the businesses, inspiring people to put in more effort, boost output, and advance the enterprise’s long-term success.
  • Shared Entrepreneurial SpiritESOPs in Singapore encourage a culture of shared entrepreneurship by allowing employees to own a portion of a firm. This shared accountability reduces startup burdens, promotes teamwork, and fosters friendship.
  • Employee RetentionESOPs employees are frequently required to wait for a vesting time before acquiring shares, promoting long-term commitment and lowering turnover. Employees must work until the vesting period ends to retain ESOP benefits.
  • Alternative To Compensation For Businesses With Limited ResourcesStartups can utilize ESOPs as a substitute for high cash pay since they give employees stock options equal to the gap between their full market salary and cash salary. Startups competing for talent with larger organizations with greater financial resources may benefit from this.

Tax Implications on ESOP Taxation In Singapore

In Singapore, employers are often excluded from ESOP tax requirements. They could, however, be compelled to withhold tax on the employment income that the workers get as a result of exercising the options and to record the grant of stock options to employees in their yearly tax return.

Tax Implications on ESOP Taxation In Singapore

  • Taxation of ESOPs at the Time of Grant – The taxation of employee stock ownership plans at the time of grant covers the tax treatment of ESOPs in Singapore at that time, the computation of the taxable amount, the inclusion of ESOP income in the total income for tax purposes, and the ESOP income tax exemption requirements.
  • Tax Treatment Of ESOPs At The Time Of Grant – In Singapore ESOPs are subject to taxes depending on the unique jurisdiction and rules governing such plans at the time of the award. Gains and earnings derived from ESOP plans are taxed in Singapore if granted to an employee while employed in Singapore.
  • Calculation Of The Taxable Amount – The difference between the open market value of the stock option and the exercise price is multiplied by the total number of ESOPs to arrive at the taxable amount. The tax rate that applies to the employee concerning this gain is considered taxable income.
  • Inclusion of ESOP Income In The Total Income For Tax Purposes – Employees are subject to taxation on their ESOP income, which is included in their taxable salary income and eligible for a tax reduction.

Conditions For Tax Exemption Of ESOP Income In Singapore

The employee must meet the following criteria for tax exemption in Singapore:

  • Employer’s Obligations and Considerations – Employer’s Obligations and Considerations list the employer’s responsibilities for ESOP taxes, compliance with the reporting and withholding requirements, and factors to take into account while establishing the ESOP to reduce tax liability.
  • Employer’s obligations In Relation To ESOP taxation – Employers are required to withhold (deduct) tax from employees’ compensation since the benefit from exercising options is taxable as a perquisite, or salary income.
  • Compliance With The Reporting And Withholding Requirements – With regard to the taxable perk (ESOP), the employer is required to regularly withhold tax and submit it on time to the tax authorities. Failure to file by the deadline would result in late filing costs or penalties.

Considerations For Managing Tax Liabilities From ESOPs in Singapore

When handling tax responsibilities from ESOPs, numerous factors must be considered, including taxable events, computation of taxable amount, appropriate tax rate, withholding tax, Fair Market Value (FMV), and so on.

  • Taxation of ESOP Income – Specific occurrences, including the exercising of stock options or the removal of ESOP selling limitations, result in tax obligations for ESOPs in Singapore. It’s critical to comprehend when these occurrences take place and how they affect the company’s and the employees’ tax liabilities.
  • Taxation of Capital Gains – When shares are sold, the profit is taxed as a capital gain. It will be categorized as a short-term capital gain if the holding period is less than 12 months, and as a long-term capital gain if the holding period is greater than 12 months.
  • Timing of ESOP Transactions – The timing of ESOP transactions in Singapore might vary based on the particular conditions and goals of the business and its workers. The financial status of the business, the state of the market, legal requirements, and the objectives of the stakeholders can all have an impact on when ESOP transactions take place.
  • Deductions and Credits – Employers may be required to deduct taxes from ESOP in Singapore at the time of exercise. When an employee exercises their rights, the amount of tax withheld from their paycheck affects how much they are paid in that particular month. Employers must be aware of their withholding responsibilities in order to comply with applicable tax legislation.
  • Compliance Requirements – Companies that provide ESOPs in Singapore must maintain accurate accounting and reporting requirements. This entails correctly documenting the value of stock options issued to workers, monitoring exercise and tax liabilities, and adhering to applicable accounting standards and reporting requirements.
  • Professional Advice and Assistance – It is essential to get professional guidance from tax professionals or accountants who focus on ESOP taxes because managing tax responsibilities from ESOPs in Singapore can be complicated. They may offer advice catered to your particular circumstances and aid in ensuring that tax laws are adhered to.
  • Impact Of International Mobility On ESOP Taxation – Transfer pricing, local tax treatment, and tax treaties all come into play when analyzing how international mobility affects the taxation of ESOPs in Singapore .
  • Use Of Double Tax Treaties To Avoid Double Taxation – The adoption of double tax treaties can help to prevent double taxation with respect to Employee Share Option (ESOP) programs. Double tax treaties are bilateral agreements made between two nations to prevent or reduce the possibility of an individual being taxed twice on the same income.

Navigate your ESOP tax with Eqvista

Understanding the basic principles and standards established by the Inland Revenue Authority of Singapore (IRAS) is critical for firms navigating ESOP taxes in Singapore. Businesses should engage with tax experts or seek advice from the IRAS to ensure compliance with Singapore’s tax laws regarding ESOP programs.

Eqvista provides excellent equity management software for cap table and ESOP management, facilitating successful business management. Eqvista’s user-friendly interface helps users create successful ESOP programs while saving time and money. Sign up with Eqvista to learn about the advantages of ESOP management and business development. Contact us to learn more about our services.

Interested in issuing & managing shares?

If you want to start issuing and managing shares, Try out our Eqvista App, it is free and all online!