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Stock Grant Agreement
"I need a Stock Grant Agreement under Philippine law for our incoming Chief Technology Officer, granting 100,000 shares with a 4-year vesting period starting March 1, 2025, including standard non-compete and clawback provisions."
1. Parties: Identification of the Company (Grantor) and the Recipient (Grantee)
2. Background: Context of the grant, including company information and purpose of the agreement
3. Definitions: Key terms used throughout the agreement including 'Shares', 'Vesting Date', 'Grant Date', etc.
4. Grant of Shares: Details of the stock grant including number of shares, class of shares, and grant date
5. Vesting Provisions: Vesting schedule, conditions, and requirements for the shares to fully vest
6. Rights and Restrictions: Voting rights, dividend rights, and any restrictions on transfer or sale of shares
7. Tax Provisions: Tax obligations and responsibilities of both parties under Philippine tax laws
8. Compliance with Securities Laws: Acknowledgment and compliance with Philippine securities regulations
9. Termination: Consequences of termination of employment or service on unvested shares
10. General Provisions: Standard clauses including governing law, notices, amendments, and entire agreement
1. Employment Relationship: Required when the grant is tied to employment terms and conditions
2. Non-Competition and Non-Solicitation: Added when the company wants to prevent competitive activities
3. Shareholders' Agreement Compliance: Required when the company has an existing shareholders' agreement that affects the grant
4. Lock-up Period: Added when there are specific time restrictions on selling the granted shares
5. Drag-Along and Tag-Along Rights: Included for private companies where these rights are relevant to share transfers
6. Corporate Governance Compliance: Required for public companies or when specific governance requirements apply
1. Schedule A - Share Details: Detailed description of shares including class, rights, and any special terms
2. Schedule B - Vesting Schedule: Detailed breakdown of vesting dates and percentages
3. Schedule C - Deed of Adherence: Required if the recipient must adhere to existing shareholders' agreements
4. Schedule D - Tax Computation Example: Illustration of tax implications and calculations
5. Appendix 1 - Board Resolution: Copy of board resolution approving the stock grant
6. Appendix 2 - Acceptance Form: Form for formal acceptance of the grant by the recipient
Authors
Articles of Incorporation
Board
Board Resolution
Business Day
Cause
Company
Confidential Information
Corporate Secretary
Disability
Effective Date
Fair Market Value
Good Reason
Grant
Grant Date
Grantee
Grantor
Material Breach
Notice
Par Value
Parties
Philippine SEC
Plan
Regulatory Approvals
Related Party
Restricted Period
Securities Laws
Securities Regulation Code
Service Provider
Shares
Share Certificate
Shareholders Agreement
Stock
Stock Transfer Agent
Subsidiary
Tax
Tax Authority
Term
Termination Date
Transfer
Unvested Shares
Vested Shares
Vesting Date
Vesting Period
Vesting Schedule
Vesting
Transfer Restrictions
Rights and Obligations
Representations and Warranties
Confidentiality
Non-Competition
Non-Solicitation
Securities Law Compliance
Tax Compliance
Termination
Forfeiture
Share Certificates
Voting Rights
Dividend Rights
Change of Control
Corporate Reorganization
Employment Status
Notices
Assignment
Amendment
Waiver
Severability
Governing Law
Dispute Resolution
Entire Agreement
Force Majeure
Data Privacy
Regulatory Compliance
Shareholder Rights
Technology
Financial Services
Professional Services
Manufacturing
Retail
Healthcare
Telecommunications
Real Estate
Energy
Start-ups
E-commerce
Business Process Outsourcing
Legal
Human Resources
Finance
Corporate Secretariat
Compliance
Executive Management
Board of Directors
Compensation and Benefits
Stock Administration
Chief Executive Officer
Chief Financial Officer
Human Resources Director
Corporate Counsel
Legal Manager
Compensation and Benefits Manager
Stock Plan Administrator
Board Member
Executive Director
Senior Manager
Department Head
Key Employee
Corporate Secretary
Compliance Officer
Finance Manager
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