INDIA
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ESOP Structuring

Optiones Actionum Operariorum

Employee stock option plan design — SEBI compliance, trust structuring, vesting schedules, exercise mechanics, and tax advisory.

What We Do

Employee Stock Option Plans (ESOPs) are a powerful tool for talent retention, alignment of interests, and compensation optimisation. We design ESOP schemes that balance employee incentivisation with regulatory compliance and tax efficiency — for both listed companies (SEBI SBEB Regulations) and unlisted startups/SMEs (Companies Act framework).

Our Services

✓ ESOP scheme design and documentation
✓ SEBI (Share Based Employee Benefits and Sweat Equity) Regulations compliance for listed companies
✓ Companies Act Section 62(1)(b) compliance for unlisted companies
✓ Trust route vs direct route structuring
✓ Vesting schedule and cliff period design
✓ Exercise price and fair market value determination
✓ ESOP pool sizing and dilution modelling
✓ Tax advisory — perquisite tax at exercise, capital gains at sale

Advanced Structures

✓ Stock Appreciation Rights (SARs)
✓ Restricted Stock Units (RSUs)
✓ Phantom stock plans
✓ ESOP trust formation and administration
✓ Cashless exercise mechanisms
✓ ESOP buyback and liquidity events
✓ Cross-border ESOP compliance (for employees in multiple jurisdictions)

Related Services

"Consilium fidele, eventus certus"

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