Hong Kong International Corporate Secretaries

How are share options taxed in Hong Kong

Share options are taxed in Hong Kong as a salaries tax benefit upon exercise, calculated on the gain.

How Are Share Options Taxed in Hong Kong

Share options are taxed as a benefit under salaries tax, not a capital gain. The taxable event is the exercise of the option, not its grant or the vesting of the shares. The assessable benefit is the difference between the market value of the shares on the exercise date and the amount the employee pays to acquire them.

The Taxable Benefit Calculation

The Inland Revenue Department treats the exercise discount as a perquisite from employment. Calculate the assessable income by taking the market value of the shares on the exercise date and subtracting the employee's exercise price. Add this amount to the employee's salaries tax assessment for that year of assessment.

An employee exercising an option for 1,000 shares at HK$10 each when the market value is HK$25 incurs a taxable benefit of HK$15,000 (1,000 × HK$15). Report this benefit as part of the employee's total income on Form BIR60.

Employee Share Option Tax HK: Reporting Obligations

The employee must declare the option benefit on their individual tax return. The IRD issues Form BIR60 to each employee who has filed previously. If an employee has not received a return but has exercised options, they must notify the IRD in writing.

Employers have a parallel duty. On the annual employer's return (Form BIR56A), complete Form IR56B for each employee. The IR56B must include the value of any share option benefit arising during the year, reported in the "perquisites" section using the market value at exercise.

Tax on Share Options Hong Kong: Timing Matters

The timing of exercise determines the year of assessment. Exercise options in March 2026 and the benefit is assessable in the 2025-26 year of assessment, even if the option was granted years earlier.

The grant of an option is not a taxable event. Vesting is not a taxable event. Only exercise triggers the charge. No salaries tax arises if the option is never exercised.

IRD Share Option Guidance: Employer's Deduction

The employer can claim a profits tax deduction for the cost of providing share options. The deduction is available in the year the employee exercises the option, not when it is granted. The deductible amount is the same as the employee's assessed benefit: the market value at exercise minus the exercise price.

This deduction is subject to the general rule that the expense must be incurred wholly and exclusively for producing assessable profits. If the employer issues new shares rather than buying them on market, the deduction is still available, calculated as the difference between market value and exercise price.

Practical Steps for Compliance

Keep records. Employees exercising share options should retain the grant date, exercise date, exercise price and the market value on the exercise date. Employers should maintain a register of option grants and exercises to support the IR56B reporting and the profits tax deduction.

If an employee is unsure how to report the benefit, consult the Inland Revenue Department's guidance or seek professional advice. The IRD may request supporting documents, including the option agreement and the broker's confirmation of the market value on the exercise date.

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