The Equity Award Agreement is essential for companies operating in India that wish to provide equity-based compensation to their employees. This document is used when a company grants stock options, restricted stock units, or other forms of equity compensation to employees, ensuring compliance with Indian regulatory requirements. It incorporates provisions mandated by the Companies Act 2013, SEBI regulations (particularly the SEBI Share Based Employee Benefits Regulations), and where applicable, FEMA guidelines for foreign companies. The agreement serves as a comprehensive record of the award terms, including grant details, vesting conditions, exercise procedures, and associated rights and restrictions. It's particularly crucial in the Indian context where equity compensation must navigate complex regulatory requirements while remaining aligned with company objectives for employee retention and motivation.
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1. Parties: Identification of the company granting the award and the employee receiving it
2. Background: Context of the equity award program and its establishment under relevant company policies
3. Definitions: Key terms used throughout the agreement including Award, Exercise Price, Vesting Date, etc.
4. Grant of Award: Details of the equity award including number of shares/options, grant date, and type of security
5. Vesting Schedule: Timing and conditions under which the award will vest
6. Exercise of Award: Process, timing, and conditions for exercising the award
7. Purchase Price and Payment: Details of exercise price and acceptable payment methods
8. Tax Obligations: Tax implications and responsibilities of both parties
9. Compliance with Laws: Requirements for compliance with Indian securities, exchange control, and other regulations
10. Restrictions on Transfer: Limitations on transferring, selling, or encumbering the awarded shares
11. Termination of Employment: Impact of various types of employment termination on the award
12. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
13. Notices: Process for formal communications between parties
14. General Provisions: Standard contractual provisions including amendments, severability, and entire agreement
1. Performance Conditions: Additional vesting conditions based on individual or company performance metrics
2. Foreign Exchange Compliance: Required for non-resident employees, addressing FEMA compliance
3. Change in Capital Structure: Adjustments to awards in case of corporate actions like splits or mergers
4. Listing Requirements: Required for listed companies, addressing stock exchange compliance
5. Clawback Provisions: Terms for recouping awards in cases of misconduct or restatement
6. Lock-in Period: Required when specific holding periods apply post-vesting
7. Electronic Acceptance: Required when agreement can be accepted electronically
8. Data Privacy: Required when personal data processing spans multiple jurisdictions
1. Schedule 1 - Award Details: Specific details of the award including number of shares/options, grant price, and vesting dates
2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and percentages
3. Schedule 3 - Exercise Notice: Form for exercising the award
4. Schedule 4 - Nominee Form: Form for designating beneficiaries
5. Appendix A - Tax Implications: Detailed explanation of tax treatment in various scenarios
6. Appendix B - Compliance Checklist: List of regulatory requirements and necessary approvals
7. Appendix C - Plan Terms: Key terms of the overall equity plan under which the award is granted
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