Why Agency Owners Should Consider an EMI Scheme in 2026

When it comes to running a successful agency, the biggest wins rarely come from just landing a dream client or launching a brilliant campaign. They come from the team you build and the culture you create.

But attracting and holding onto great people isn’t getting any easier. Salaries, bonuses, benefits - everyone’s offering them. What’s harder to find is a long-term incentive that motivates your team, supports your goals, and strengthens your business from the inside out.

That’s where an Enterprise Management Incentive (EMI) scheme comes in.

It’s a tax-advantaged share option scheme designed to help you reward your top talent, without draining your cash flow. And with big changes coming to EMI rules from April 2026, now is a great time to revisit whether it could support your agency’s next phase of growth.

What is an EMI scheme?

In simple terms, EMI schemes allow you to grant key employees the right to buy shares in your company at a fixed price in the future. If your agency grows in value, those shares become more valuable, giving your team a direct stake in your success.

It’s a smart way to make your team think and act more like owners. And it’s incredibly flexible too. You can choose when options are granted, who gets them, and what conditions must be met before they can be exercised.

Common examples include:

• Shares only exercisable when the business is sold
  
• Options that vest after a set period of service
  
• Shares that unlock once performance milestones are hit
  

You can design the scheme to align with your agency’s strategy - whether you’re planning an exit, scaling up, or simply looking to retain brilliant people.

Why EMI schemes work so well for agencies

1. Attract and retain senior talent

Agencies are competing with tech companies, startups and corporate brands for the same senior people. EMI options immediately differentiate your offer.

Equity participation is often the deciding factor for high-level hires, especially when cash is tight, but growth potential is strong. It also supports long-term retention, as most EMI schemes are structured to reward those who stay and grow with the business.

2. More value than bonuses, with less tax

EMIs are one of the most tax-efficient ways to reward your team:

• No income tax or National Insurance when options are granted
  
• No tax when options are exercised (if granted at market value)
  
• Gains are usually taxed as Capital Gains rather than income
  
• Business Asset Disposal Relief (BADR) may apply, reducing tax to 14%
  

Compared to cash bonuses, this can mean significantly more value for the employee, without extra payroll costs for the business.

3. Total flexibility to design it your way

No two agencies are the same, and EMI schemes don’t have to be either. You can decide:

• Who gets options (leaders, heads of department, senior creatives, etc.)
  
• How many options each person receives
  
• The terms for vesting (time-based, performance-based, or exit-only)
  
• What happens if someone leaves the business
  

This means you can reward the people who are truly driving growth, without giving away more equity than you need to.

What’s changing in April 2026?

The UK Government is updating EMI rules to make the scheme more accessible for established, scaling businesses. These changes are especially good news for growing agencies.

Here’s what’s new:

1. Larger businesses now qualify

From April 2026:

• The employee cap increases from 250 to 500
  
• Gross assets limit increases from £30m to £120m
  
• The total EMI option pool doubles from £3m to £6m

This opens the door for more mature agencies to benefit, especially those that have scaled past the previous limits.

2. More time to exercise options

Currently, EMI options expire after 10 years. From April 2026, this increases to 15 years, giving employees more flexibility around when to exercise their options. This is particularly useful in businesses where exits may take longer.

3. Less admin in future

From April 2027, you’ll no longer need to notify HMRC when options are granted, easing the compliance burden.

What’s in it for your team?

Your team benefits directly from the growth they help create. If the company’s value increases, their options become more valuable, and because the purchase price is fixed when options are granted, they get a real reward for their contribution over time.

It’s a powerful motivator, and one that ties personal ambition to the agency’s success.

What’s in it for you?

EMI schemes help you:

• Build a more committed, growth-focused team
  
• Attract and retain top performers
  
• Offer meaningful benefits without increasing salaries
  
• Create a genuine culture of ownership
  
• Prepare your business for future exit or succession
  

All while preserving your cash flow and protecting equity until it’s the right time.

And as more businesses add EMI to their benefits package, not offering it could put you at a competitive disadvantage when hiring or retaining talent.

Tax advantages (in a nutshell)

Provided options are granted at market value:

• No tax is due when options are granted or exercised
  
• Capital Gains Tax applies when shares are eventually sold
  
• Business Asset Disposal Relief can reduce CGT to just 14%
  

That’s a significant uplift in value for your team, without increasing your salary bill.

A few things to be aware of

There are some limits to EMI schemes:

• One person can’t be granted EMI options worth more than £250k (at grant value)
  
• Participants must work at least 75% of their time in the business
  
• Anyone who already owns more than 30% of the company isn’t eligible
  
• The scheme must be placed in the top company where a group structure exists

Even with the expanded eligibility from April 2026, it’s important to get advice to ensure your agency qualifies.

Is it time to explore EMI?

If you’re looking to:

• Retain brilliant people
  
• Align your team with long-term goals
  
• Build a culture of ownership
  
• Improve your exit or succession planning
  

Would you like to know more?

Book a call with Wow's Rory Spence to find out if your business might benefit from implementing an EMI scheme.