The StartupLab : Compliance | Tech | Funding

Retain and Motivate Talent With ESOP Plans That Work

Great teams build great startups — and they deserve ownership.
We help startups design and implement legally compliant, investor-friendly ESOP plans that attract top talent, boost retention, and align your team with long-term growth.‹

Our team has structured 150+ ESOP plans for funded startups across India.

Design My ESOP Plan

Why ESOPs Are Essential for Startups

Early-stage startups often can’t match corporate salaries. ESOPs let you:

  • Attract top talent with long-term wealth potential
  • Retain key employees during high-growth stages
  • Conserve cash while offering competitive compensation
  • Align employees with company success
  • Impress investors with a structured incentive plan

Without an ESOP, startups risk losing great talent and investor confidence.

What We Include in Our ESOP Structuring Services

We provide end-to-end ESOP design and compliance support:

  • ESOP Scheme Design

    • Plan structure, grant pool size, and eligibility criteria
    • Vesting schedule, cliff period, and exercise terms

  • Legal Drafting

    • Drafting of ESOP scheme and trust deed
    • Shareholders’ and board resolutions for plan approval

  • Valuation Support

    • Fair market value calculation for strike price
    • ESOP-related 409A/Rule 11UA valuations

  • Regulatory Filings & Approvals

    • ROC filings (Form MGT-14, PAS-3, SH-6)
    • Assistance during audits and due diligence

  • Grant Implementation & Record-Keeping

    • Employee grant letters and cap table updates

Your ESOP plan will be fully compliant and diligence-ready.

Our ESOP Structuring Process

We make the setup fast, smooth, and legally correct:

1. Consultation Call

Understand your team structure and goals

2. Plan Design & Valuation

Define structure, pool size, and strike price

3. Legal Drafting & Approvals

Draft plan, resolutions, and get board/shareholder sign-offs

4. ROC Filings & Grant Issuance

Complete statutory filings and issue grants

Timeline: 2–4 weeks
Deliverables: ESOP scheme, board/shareholder approvals, ROC filings, grant templates

Why Choose The Startup Lab

  • 150+ ESOP plans designed for Indian startups
  • Trusted by VCs and accelerators for diligence-ready compliance
  • Legal + valuation expertise under one roof
  • End-to-end handling from design to grant issuance
  • Plans accepted by investors and auditors

We build ESOPs that are fair, compliant, and motivating.

Benefits of a Well-Structured ESOP Plan

  • Attract and retain top startup talent
  • Conserve cash while offering competitive packages
  • Align team interests with company growth
  • Improve investor and employee confidence
  • Avoid legal and tax issues with proper documentation

Common Objections (And Our Solutions)

“We’re too early to offer ESOPs.”
Early ESOPs help attract strong founding team members and build loyalty from day one.

“It sounds complicated and legal-heavy.”
We handle everything — design, drafting, valuation, and filings.

“Investors will set this up later.”
Having an ESOP before fundraising actually improves your valuation and investor readiness.

FAQs About ESOP Structuring

An Employee Stock Option Plan allows employees to buy company shares at a fixed price after vesting.

They are taxed as a perquisite on exercise and as capital gains on sale.

Not mandatory, but DPIIT recognition gives additional tax benefits.
Usually 5–15% of total equity, depending on your stage and hiring plans.

Yes, we manage all board approvals, shareholder resolutions, and ROC filings.

Usually 2–4 weeks, depending on your readiness and approvals.

Motivate Your Team and Impress Investors

We’ll design a clear, compliant ESOP plan tailored to your growth stage.

Design My ESOP Plan

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