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Vested Equity Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Vested Equity Agreement

"I need a Vested Equity Agreement for a senior software engineer joining our Hong Kong fintech startup, with a four-year vesting schedule starting March 2025 and a one-year cliff period, including accelerated vesting provisions in case of company acquisition."

Document background
The Vested Equity Agreement is a crucial document used when companies want to grant equity to employees, contractors, or other stakeholders while ensuring their long-term commitment through a vesting schedule. This agreement type is particularly common in Hong Kong's dynamic business environment, especially among startups and growing companies looking to attract and retain talent. The document carefully balances the interests of both the company and the equity recipient, incorporating necessary provisions to comply with Hong Kong's corporate and securities laws. It typically includes detailed vesting schedules, conditions for acceleration or forfeiture, tax considerations, and transfer restrictions. The agreement must align with Hong Kong's Companies Ordinance and other relevant regulations while providing flexibility for companies to structure equity incentives that meet their specific needs.
Suggested Sections

1. Parties: Identification of the company issuing the equity and the recipient (grantee)

2. Background: Context of the equity grant, relationship between parties, and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement including 'Vesting Period', 'Shares', 'Grant Date', etc.

4. Grant of Equity: Details of the equity being granted, including number of shares, class of shares, and grant price if applicable

5. Vesting Schedule: Specific timeline and conditions for vesting, including vesting commencement date and vesting increments

6. Conditions and Restrictions: Conditions that must be met for vesting to occur, including continued employment or service

7. Rights and Obligations: Rights attached to the shares and obligations of the grantee during the vesting period

8. Termination Provisions: Effects of employment or service termination on unvested and vested equity

9. Transfer Restrictions: Limitations on transfer of unvested and vested shares

10. Tax Provisions: Tax obligations and responsibilities of both parties

11. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes

Optional Sections

1. Accelerated Vesting: Provisions for acceleration of vesting upon specific trigger events such as change of control or IPO

2. Clawback Provisions: Company's right to reclaim vested shares under specific circumstances such as misconduct

3. Tag-Along Rights: Rights of the grantee to participate in sale of shares by major shareholders

4. Drag-Along Rights: Obligation of the grantee to sell shares if major shareholders sell

5. Non-Competition and Non-Solicitation: Restrictions on competitive activities and solicitation of employees/customers

6. Shareholders' Agreement Adherence: Requirement to adhere to existing shareholders' agreement

7. Board Matters: Provisions relating to board representation or observer rights if applicable

8. Put and Call Options: Rights of either party to force a sale/purchase of vested shares under specific circumstances

Suggested Schedules

1. Schedule 1 - Vesting Schedule Details: Detailed breakdown of vesting dates and percentages

2. Schedule 2 - Share Details: Specific details of the shares including class rights and restrictions

3. Schedule 3 - Company Information: Key company information including share capital structure and existing shareholders

4. Schedule 4 - Warranties and Representations: Detailed warranties given by both parties

5. Schedule 5 - Notice Provisions: Contact details and methods for formal notices under the agreement

6. Appendix A - Form of Share Certificate: Template for share certificates to be issued upon vesting

7. Appendix B - Deed of Adherence: Form of deed to be signed for adherence to shareholders' agreement if required

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 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

Startups

E-commerce

Biotechnology

Consulting

Software Development

Digital Media

Healthcare Technology

Fintech

Manufacturing

Real Estate

Relevant Teams

Legal

Human Resources

Executive

Finance

Company Secretarial

Board of Directors

Corporate Governance

Compensation

Employee Benefits

Talent Acquisition

Relevant Roles

CEO

CFO

COO

Chief Technology Officer

HR Director

Legal Counsel

Company Secretary

Senior Software Engineer

Product Manager

Sales Director

Department Head

Vice President

Managing Director

Senior Executive

Founder

Co-founder

Executive Director

Non-Executive Director

Senior Manager

Key Employee

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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