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Employee Stock Option Agreement Template for Ireland

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Key Requirements PROMPT example:

Employee Stock Option Agreement

"I need an Employee Stock Option Agreement for a private Irish tech startup with 50 employees, incorporating a 4-year vesting schedule with a one-year cliff, and including provisions for both good and bad leaver scenarios."

Document background
The Employee Stock Option Agreement is a fundamental instrument used by Irish companies to provide employees with the opportunity to acquire ownership in their employer through share options. This document is particularly crucial for growing companies, start-ups, and established businesses operating under Irish law who wish to attract, retain, and motivate key talent by offering equity incentives. The agreement must comply with Irish corporate law, particularly the Companies Act 2014, and tax legislation, including the Taxes Consolidation Act 1997. It typically includes detailed provisions on grant terms, vesting conditions, exercise procedures, and tax implications, while also addressing requirements specific to Irish jurisdiction regarding share schemes and employee benefits. This type of agreement is commonly used as part of a broader compensation strategy and often forms part of a company's equity incentive plan.
Suggested Sections

1. Parties: Identification of the Company and the Employee (Option holder)

2. Background: Context of the option grant and reference to any overarching equity incentive plan

3. Definitions: Definitions of key terms including Option, Exercise Price, Shares, Vesting Date, etc.

4. Grant of Option: Details of the option grant including number of shares, type of shares, and exercise price

5. Vesting Schedule: Timing and conditions for option vesting

6. Exercise of Option: Process and conditions for exercising options, including payment methods and timing

7. Taxation: Tax obligations and responsibilities of both parties

8. Termination of Employment: Impact of employment termination on options under different scenarios

9. Restrictions on Transfer: Limitations on transferring or assigning the options

10. Company's Rights: Company's rights regarding share issuance and corporate actions

11. Data Protection: GDPR compliance and data handling provisions

12. General Provisions: Standard boilerplate clauses including notices, amendments, governing law

Optional Sections

1. Change of Control: Provisions for what happens to options in case of company sale or merger - include for private companies

2. International Provisions: Special terms for employees in different jurisdictions - include if agreement will cover international employees

3. Market Standoff: Restrictions during IPO - include for pre-IPO companies

4. Shareholders' Agreement Adherence: Requirement to sign shareholders' agreement - include for private companies

5. Clawback Provisions: Terms for recouping options/shares in specific circumstances - include for senior executives

6. Performance Conditions: Additional vesting conditions tied to performance - include if options are performance-based

Suggested Schedules

1. Option Certificate: Formal certificate detailing the option grant

2. Notice of Exercise: Form for exercising options

3. Vesting Schedule Details: Detailed breakdown of vesting dates and quantities

4. Tax Calculation Examples: Illustrations of tax implications in different scenarios

5. Shareholders' Agreement: Copy or summary of relevant shareholders' agreement provisions

6. Company's Articles of Association: Relevant extracts from articles relating to shares and share options

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions


















































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Relevant Industries

Technology

Financial Services

Professional Services

Biotechnology

Software Development

E-commerce

Consulting

Healthcare Technology

Fintech

Start-ups and Scale-ups

Manufacturing

Telecommunications

Relevant Teams

Human Resources

Legal

Finance

Company Secretarial

Executive Leadership

Compensation & Benefits

Corporate Governance

Talent Acquisition

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Software Engineer

Product Manager

Sales Director

Senior Developer

HR Director

Legal Counsel

Finance Manager

Operations Manager

Research Scientist

Business Development Manager

Marketing Director

Department Head

Technical Lead

Senior Consultant

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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