Your client may have been compensated in the past with stock options, but he or she may now be remunerated with a new type of compensation: share units.

The value of a share unit is measured by the change in value between the date the unit was granted to the date the unit is paid out. Some share-unit plans allow employees to reinvest in shares of equal value; however, most employees take a cash payment.

This shift in remuneration has occurred over the past three to four years, says Rick Shubert, director of the deferred compensation practice at PricewaterhouseCoopers LLP in Toronto.

There are three reasons for the shift, he says. At the beginning of 2004, new accounting rules came into effect requiring public companies to show unexercised stock options on their balance sheets as an outstanding expense. Second, institutional investors, such as pension plans, became increasingly concerned about the dilution of their stock holdings. Third, after the many corporate scandals, shareholders began to monitor the connection between company performance and executive compensation, particularly as it pertained to options.

Three types of share units have been developed:

> Restricted share units are long-term incentives that vest only after a fixed period of time, such as three years. They motivate employees to stay and work harder to push the share price up.

> Deferred share units vest immediately but they aren’t cashable until the employee leaves the company.

> Performance share units are tied to performance benchmarks.

There was serious concern that share-unit plans would run afoul of Income Tax Act rules that prohibit salary deferral, says Peter Megoudis, senior manager of compensation and benefits in the Toronto office of Deloitte & Touche LLP.

But, last August, the Canada Revenue Agency issued a response to an inquiry about a share-unit plan, approving it. The CRA ruled share unit plans do not constitute salary deferral, and all payments “will be taxable to the recipient in the year the payment is received as employment income.”

For those clients who still receive stock options as remuneration, or who still have options in play, there are some basic tax rules they should know. Any increase in value between the date the options are granted to the employee and the date he or she exercises the options will be included as part of his or her taxable income in the year that the option is exercised. When your client sells the shares, any increase in the value after acquiring the shares will be treated as a taxable capital gain; a loss will be treated as a capital loss. Capital losses can be carried forward indefinitely, but can only be written off against capital gains. They cannot be used to offset employment income.

Ottawa, however, provides some tax relief for people who exercise options. How this works depends on whether the taxpayer is an employee of a publicly held company or works for a Canadian-controlled private company.

For the former, inclusion of the income can be deferred to the year in which the shares are sold. This deferral is open to options exercised after Feb. 27, 2000, as long as the exercise price was not less than the value of the shares on the date the options were granted. There is an annual limit of $100,000, based on the fair market value of the shares on the date the options were granted.

The taxpayer must file an election for this deferral with his or her employer by Jan. 15 of the year after he or she exercised the options. The client must also file form T1212 with his or her tax return for the year of the deferral.

A 50% deduction of the income is also available, as long as the price paid for the shares was not less than the price on the date the options were granted.

If your client is employed by a Canadian-controlled private company, the taxes are always deferred until the year in which he or she sells the shares. The 50% deduction in income inclusion is also available — if your client holds the options for two years. This helps such companies hold on to their employees for at least two years, Shubert says.

A few years ago, many technology-firm employees were caught in a tax trap when the technology bubble burst. They got a large taxable benefit when they exercised their options, but claimed they weren’t able to pay the taxes because their shares had fallen in value. But the CRA viewed them as any stockholder who waits too long to sell.

@page_break@Share-unit plans present a different risk. The value of the units are not included as income until they are cashed in, so there are no taxes owing until then. However, if the share units’ value falls, the employee loses. IE