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Legal Paperwork 101:
The Stock Option Plan

Options are a way to lock in a particular per-share price for stock without having to actually buy the stock, and they have a specific lifetime. An example of an option might be a two-year-long opportunity to buy 500 shares of Cisco at $2.50/share. If the option isn't "exercised" it expires.

Employee options, as you might then deduce, are stock options offered to employees either when they join the company or as additional incentives as they help the company succeed or achieve significant milestones. Many companies also use stock options to compensate for their inability to pay 100% market rate for executives. (Be aware, however, that there are significant tax consequences with stock as compensation)

There are quite a few sections to a typical Stock Option Plan, but they boil down to the following critical elements:

  • Stock subject to the plan
  • Administration of the plan
  • Eligibility
  • Exercise Details (price, procedures and rights of shareholders)
  • Adjustments upon change in corporate capitalization or control
  • Effective date and term of plan
Sample Stock Option Plan

Most importantly, make sure that you clearly state the conditions of the option grant and the exercise conditions. A classic tripwire to explicitly state is that any tax liability upon exercise of the option is assumed by the employee.

Next up: incorporation, the big kahuna of startup legal work!

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