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Phantom Unit Agreement Template for India

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Key Requirements PROMPT example:

Phantom Unit Agreement

"Need a Phantom Unit Agreement for our Indian technology startup, granting 1000 phantom units to senior engineers with 4-year vesting and a one-year cliff, starting March 2025, with accelerated vesting upon acquisition."

Document background
The Phantom Unit Agreement serves as a critical instrument for companies operating in India who wish to provide long-term incentives to key employees without diluting actual equity. This document type is particularly valuable for private companies, subsidiaries of multinational corporations, and organizations that cannot or prefer not to issue real equity. The agreement typically outlines the grant of phantom units, vesting schedules, valuation methodologies, and settlement procedures, all while ensuring compliance with Indian regulatory requirements including securities laws, tax regulations, and employment legislation. The document becomes especially relevant during talent retention initiatives, succession planning, or when creating long-term incentive programs.
Suggested Sections

1. Parties: Identification of the Company and the Unit Holder

2. Background: Context of the phantom unit grant and purpose of the agreement

3. Definitions and Interpretation: Definitions of key terms including Phantom Units, Fair Market Value, Vesting Date, Settlement Amount, etc.

4. Grant of Phantom Units: Details of the number of units granted and terms of the grant

5. Vesting Schedule: Timing and conditions for vesting of the phantom units

6. Valuation Mechanism: Method for determining the value of phantom units at settlement

7. Settlement Provisions: Process and timing for cash settlement of vested phantom units

8. Tax Obligations: Responsibilities for tax payments and withholding requirements

9. Confidentiality: Provisions regarding confidentiality of agreement terms and company information

10. Term and Termination: Duration of the agreement and circumstances for termination

11. General Provisions: Standard clauses including notices, amendments, governing law, and dispute resolution

Optional Sections

1. Change in Capital Structure: Provisions for adjusting phantom units in case of corporate restructuring, to be included if company anticipates such events

2. Non-Competition and Non-Solicitation: Restrictive covenants, to be included for senior employees or key personnel

3. Foreign Exchange Compliance: Required when phantom unit holders include foreign nationals

4. Clawback Provisions: To be included if company wants right to recoup settlements under specific circumstances

5. Electronic Communications: Include if agreement and related communications will be handled electronically

6. Data Protection: Include if personal data processing is involved in agreement administration

Suggested Schedules

1. Schedule 1 - Grant Letter: Specific details of the phantom unit grant including number of units and grant date

2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and conditions

3. Schedule 3 - Valuation Methodology: Detailed formula and process for calculating phantom unit value

4. Schedule 4 - Settlement Procedure: Step-by-step process for requesting and receiving settlement

5. Appendix A - Tax Treatment Summary: Overview of applicable tax implications and withholding requirements

6. Appendix B - Regulatory Compliance Checklist: List of relevant regulatory requirements and compliance steps

Authors

Alex Denne

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

Relevant legal definitions
Clauses






























Relevant Industries

Technology

Financial Services

Professional Services

Manufacturing

Healthcare

E-commerce

Consulting

Start-ups

Private Equity

Venture Capital

Relevant Teams

Human Resources

Legal

Finance

Corporate Secretarial

Compensation & Benefits

Treasury

Tax

Corporate Development

Board Secretariat

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Technology Officer

Senior Vice President

Vice President

Director

Senior Manager

Department Head

Key Account Manager

Technical Lead

Principal Engineer

Senior Consultant

Regional Manager

Business Unit Head

Product Manager

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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