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Stock Option Award Agreement Template for India

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Key Requirements PROMPT example:

Stock Option Award Agreement

"I need a Stock Option Award Agreement for our Series B startup in India, covering a grant of 10,000 options to our new CTO with a 4-year vesting schedule starting March 2025, including special provisions for accelerated vesting in case of acquisition."

Document background
The Stock Option Award Agreement is a critical document used when companies in India wish to grant equity-based compensation to their employees through stock options. It is implemented under the framework of the Companies Act 2013 and, for listed companies, SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The agreement formally documents the specific terms of option grants, including the number of shares, exercise price, vesting schedule, and exercise conditions. It's particularly valuable for companies looking to attract and retain talent, especially in competitive sectors like technology and financial services. The document needs to carefully balance regulatory compliance with practical implementation considerations, including tax implications under the Income Tax Act and, where applicable, foreign exchange regulations under FEMA.
Suggested Sections

1. Parties: Identification of the Company and the Option Holder (Employee)

2. Background: Context of the agreement, reference to the ESOP plan, and board/shareholder approvals

3. Definitions: Key terms including Exercise Price, Grant Date, Vesting Schedule, Option Period, etc.

4. Grant of Options: Details of options granted, including number of shares and exercise price

5. Vesting Schedule: Timing and conditions for vesting of options

6. Exercise of Options: Process and conditions for exercising options, including payment methods

7. Restrictions on Transfer: Limitations on transfer or assignment of options

8. Termination of Employment: Impact of various types of employment termination on options

9. Taxes and Compliance: Tax obligations and regulatory compliance requirements

10. Representations and Warranties: Standard declarations by both parties

11. Notices: Communication procedures between parties

12. Governing Law and Jurisdiction: Applicable law and dispute resolution mechanism

Optional Sections

1. Change in Capital Structure: Adjustments to options in case of corporate actions like bonus, splits, etc. - include for listed companies

2. Lock-in Period: Restrictions on sale of shares post-exercise - relevant for unlisted companies

3. Clawback Provisions: Company's right to recover shares/benefits in specific circumstances - include for senior executives

4. Non-Competition and Confidentiality: Additional restrictions on employee - include for senior positions

5. Foreign Exchange Compliance: FEMA compliance provisions - include if foreign nationals are eligible

6. Tag-Along Rights: Rights in case of majority stake sale - relevant for unlisted companies

Suggested Schedules

1. Schedule 1 - Option Details: Specific details of grant including number of options, exercise price, grant date

2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and percentages

3. Schedule 3 - Exercise Notice: Template for exercising options

4. Schedule 4 - Shareholder Agreement Deed of Adherence: Form to be signed upon exercise of options

5. Appendix A - ESOP Plan: Copy or summary of the main ESOP plan

6. Appendix B - Regulatory Approvals: Copies of relevant board/shareholder resolutions and regulatory approvals

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºÚÁÏÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions

















































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Relevant Industries

Technology

Financial Services

E-commerce

Manufacturing

Pharmaceuticals

Consulting

Telecommunications

Start-ups

Professional Services

Healthcare

Relevant Teams

Human Resources

Legal

Finance

Company Secretarial

Compensation & Benefits

Executive Leadership

Board of Directors

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Senior Software Engineer

Product Manager

Human Resources Director

Legal Counsel

Finance Manager

Department Head

Senior Analyst

Vice President

Director

General Manager

Project Manager

Research Scientist

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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