ESOP Grant Letter

[company_name] [company_address] Date: [letter_date] To, [employee_name] [designation] Subject: Grant of employee stock options under [scheme_name] Dear [employee_name], We are pleased to inform you that the Board of Directors / Compensation Committee of [company_name] ("the Company") has approved a grant of employee stock options to you under [scheme_name] ("the Scheme"), on the terms set out below. 1. PARTICULARS OF THE GRANT Number of options granted : [options_granted] Exercise price per option : Rs. [exercise_price] Grant date : [grant_date] Scheme : [scheme_name] 2. VESTING [vesting_schedule] Vesting is subject to your continued employment with the Company on each vesting date. There shall be a minimum period of ONE YEAR between the grant of options and their vesting, as required under the Companies Act, 2013 and the rules made thereunder. 3. EXERCISE 3.1 Vested options may be exercised within [exercise_period_years] years of vesting, by written notice in the prescribed form accompanied by payment of the exercise price. 3.2 Options not exercised within the exercise period shall lapse. 3.3 On exercise, the Company shall allot the corresponding number of equity shares, subject to compliance with applicable law. 4. NO RIGHTS UNTIL EXERCISE 4.1 An option carries NO right to dividend, NO right to vote, and NO right of a shareholder of any kind, until shares are actually allotted upon exercise. 4.2 Options are personal to you. They CANNOT be transferred, pledged, hypothecated, mortgaged or otherwise alienated, and shall not be available to any other person during your lifetime, in accordance with the Companies Act, 2013. 5. CESSATION OF EMPLOYMENT 5.1 On resignation or termination, all UNVESTED options shall lapse immediately. 5.2 Vested but unexercised options shall be dealt with in accordance with the Scheme. 5.3 Where employment is terminated for misconduct, all options, vested and unvested, shall lapse. 5.4 In the event of death or permanent incapacity, options shall be dealt with in accordance with the Scheme and the applicable rules. 6. TAXATION 6.1 The grant, vesting and exercise of options, and the subsequent sale of shares, carry tax consequences for you. 6.2 The perquisite value on exercise is taxable as salary income, and the Company is obliged to deduct tax at source on that value. 6.3 Any gain on the subsequent sale of shares is taxable as capital gains. 6.4 You are advised to obtain independent tax advice. The Company does not provide tax advice and accepts no responsibility for your tax position. 7. SCHEME PREVAILS This letter is issued under and subject to the Scheme. In the event of any inconsistency between this letter and the Scheme, the Scheme shall prevail. 8. ACCEPTANCE Please signify your acceptance by signing and returning the duplicate copy of this letter within thirty days. We are pleased to offer you this opportunity to participate in the growth of the Company. For [company_name] Authorised Signatory Name: Designation: ACCEPTANCE I have read and understood the terms of this grant and of the Scheme, and I accept them. [employee_name] Date: ______________