The Employee Share Agreement is a crucial document used when companies in Hong Kong wish to offer equity participation to their employees as part of compensation or retention strategies. It serves as the primary legal instrument for documenting share-based incentives, whether through direct share grants or option schemes. The agreement must comply with Hong Kong's regulatory framework, including the Companies Ordinance, Securities and Futures Ordinance, and relevant employment laws. This document typically forms part of a company's employee incentive program and includes detailed provisions on share allocation, vesting schedules, transfer restrictions, tax obligations, and termination consequences. It's particularly important for startups, listed companies, and businesses looking to align employee interests with company growth.
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1. Parties: Identifies the company issuing the shares and the employee receiving them
2. Background: Explains the context of the agreement and the share scheme
3. Definitions and Interpretation: Defines key terms used throughout the agreement and interpretation rules
4. Grant of Shares: Details the number of shares, class, and terms of the grant
5. Price and Payment: Specifies the price per share (if applicable) and payment terms
6. Vesting Conditions: Sets out the vesting schedule and conditions that must be met
7. Rights and Restrictions: Details shareholder rights and any restrictions on share transfers
8. Tax Obligations: Addresses tax implications and responsibilities
9. Confidentiality: Confidentiality obligations regarding the agreement and company information
10. Termination Provisions: Consequences of employment termination on share ownership
11. Compliance with Laws: Ensures compliance with relevant Hong Kong regulations
12. General Provisions: Standard clauses including notices, amendments, and governing law
1. Share Option Provisions: Used when the agreement involves share options rather than direct share grants
2. Performance Conditions: Include when vesting is tied to specific performance metrics
3. Bad Leaver Provisions: Additional provisions for forfeitures in case of termination for cause
4. Tag-Along Rights: Include for minority shareholder protection in private companies
5. Drag-Along Rights: Include when company wants to ensure ability to force sale in certain circumstances
6. Lock-up Period: Include when shares must be held for a minimum period
7. Clawback Provisions: Used when company wants right to recoup shares in specific circumstances
8. Internal Dealing Rules: Required for listed companies to address trading restrictions
1. Share Details: Detailed description of share class, rights, and restrictions
2. Vesting Schedule: Detailed timeline and conditions for share vesting
3. Deed of Adherence: Form for employee to agree to company's shareholders' agreement
4. Tax Information: Detailed tax implications and calculations
5. Share Transfer Form: Template for executing share transfers
6. Company Securities Trading Policy: Company's policy on share trading and restrictions
7. Nomination Form: Form for nominating beneficiaries in case of death
8. Notice of Exercise: Template for exercising share options (if applicable)
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