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ESOP

Alok D. Mishra (Company Secretary Manager -Legal) (93 Points)

10 March 2011

a pvt company wishes to go for ESOP, can it go for ESOP? what are the guidelines for the same and how to start with it? Can anyone please provide me checklist for the same????

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3 Replies

Jaideep (Service) (1368 Points)
Replied 10 March 2011

In Companies Act you will find reference for stock options in Explanation II of section 79A. SEBI guidelines are not applicable to ESOP by unlisted companies. As far as RBI guidelines is concerned, Company can not allot options/shares more than 5% of its total paid up capital to non resident employees under ESOP.

Procedures will be as fallow;

Get the ESOP scheme approved in Board Meeting and Setup compensation commitee for administering ESOP.
Get the ESOP scheme approved by members by special resolution under 81(1)(A) and others.
File form 23 with ROC.
Form 2 as and when options converted into shares.

Regards

Jaideep Pandya

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Hema (Service) (21 Points)
Replied 02 May 2011

There is a foreign national employee who has exercised his options. The exercise price is different for each and every employee. So, is there any restriction now that the future exercise price for any Indian employees should not be more than this price?

If yes please send me the reference number?

Thank You

Hema

Jaideep (Service) (1368 Points)
Replied 02 May 2011

How come exercise price can be different, and if it is so, definately he would be falling under some different grants. Even if so, it doesnot affect valuation of other options as the same will be decided previously at the time of grant, which was already decided some where in past.

At the time of exercise, price will be the same for what resolution been passes and consequently issued grant letter.

Regards

Jaideep Pandya