The Restricted Stock Grant Agreement is a fundamental document in equity compensation schemes under English and Welsh law. It is commonly used when companies wish to incentivize and retain key employees by granting them company shares that vest over time. The agreement specifies the terms of the share grant, including vesting schedules, transfer restrictions, and forfeiture provisions. This document must comply with the Companies Act 2006, Income Tax (Earnings and Pensions) Act 2003, and other relevant UK legislation. It's particularly important for start-ups, growth companies, and established corporations implementing employee retention strategies.
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1. Parties: Identification of the company and the recipient of the restricted stock
2. Background: Context of the grant and reference to any relevant share schemes
3. Definitions: Key terms used throughout the agreement including 'Restricted Stock', 'Vesting Date', 'Restricted Period'
4. Grant of Restricted Stock: Details of shares being granted, including number, class and nominal value of shares
5. Vesting Provisions: Vesting schedule, conditions and mechanics of how and when restrictions will lapse
6. Transfer Restrictions: Limitations on transfer during restricted period and consequences of unauthorized transfer
7. Termination Provisions: Consequences of employment termination, including good leaver/bad leaver provisions
8. Company's Rights and Obligations: Company's obligations regarding share issuance, maintenance of registers, and corporate actions
9. Participant's Undertakings: Participant's agreements and warranties regarding compliance with restrictions and tax obligations
10. Governing Law and Jurisdiction: Specification of English and Welsh law as governing law and jurisdiction for disputes
1. Tax Elections: Section 431 election provisions and process for making tax elections
2. Dividend Rights: Treatment of dividends during restricted period and any special dividend arrangements
3. Voting Rights: Specification of voting rights during restricted period
4. Change of Control Provisions: Treatment of restricted stock in the event of a change of control or corporate transaction
5. Malus and Clawback: Provisions for reducing or reclaiming shares in specific circumstances
1. Section 431 Election Form: Standard form for making tax election under Section 431 ITEPA 2003
2. Vesting Schedule: Detailed timetable showing vesting dates and portions of shares that vest on each date
3. Share Rights and Restrictions: Detailed terms of the share class being granted, including any special rights or restrictions
4. Shareholders' Agreement Extract: Relevant provisions from the company's shareholders' agreement that apply to the restricted stock
5. Stock Certificate Template: Form of stock certificate to be issued for the restricted shares
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