So you've set up either an EMI or an unapproved scheme and now you're ready to get that grant paperwork out of the door - nice!
You'll now need to create the grants for each individual. Normally this would be a whole lot of copying and pasting - but now it's super easy on SeedLegals!
Here are the steps:
- Work out exactly how many option shares you're going to give to each team member. It's likely in an employment or advisor contract you've promised a %, but now you'll need to work out a fixed number of shares for the grant.
Because the grant size is diluted by a funding round, if you've accepted investment since the promise, you'll need to work out how many shares would have been granted before you accept new investment. And remember to always use the fully diluted (aka including the options pool) total when working out grant percentages on your cap table - otherwise your maths will be off!
If all of that doesn't make sense - hit the chat button and we can advise.
- Once that's done, you can input the details into the options grant:
Select Options Scheme on the left menu and Create New Option Grant.
Enter the details of the Option Holder (including their address) and you'll get through to this page:
There you can fill in the number of options to give the individual, the strike price (the amount that the holder will pay for their options and the date of the grant (note - that's not the same as the vesting start date - that'll come later!)
For EMI schemes - the strike price will normally be the same as the Actual Market Value agreed with HMRC. For unapproved schemes - it's up to you to decide what they'll pay for their shares on exercise - the most common is setting them to nominal value.
If you have multiple schemes on the platform, be sure to pick the right one you want your option holder to participate in.
Remember for EMI schemes to input the holders National Insurance number - this is important for notifying HMRC about the scheme.
3. Scroll down and then you'll see the second part of the option grant - the conditions:
Here you'll fill in the vesting start date (which is normally set to the employment start date). The platform will automatically pull in the vesting schedule set when you set up your scheme rules - but if you hit "Custom vesting schedule" then you can vary that for each individual option holder - for example if you wanted to give an employee a longer, or even a shorter vesting schedule you can. After that hit done.
4. The platform will generate the option grant (and if it's an EMI scheme), a joint election letter:
Hit Create on the Option Agreement, and you'll go through to the document:
And then click on the purple sign button to complete the agreement and send it out to your Option Holder's email.
As this document is a Deed - it'll need to also be witnessed. The platform will generate you a link to send out too to your witness.
Remember to also sign and send out the Joint Election form for an EMI grant too - though there's no need for a witness on this one.
5. Repeat this process for all of your option holders, and wait for them to all be signed and witnessed.
6. When they are all signed and witnessed, go back to the option scheme section and click on Actions > Certificates and notifications:
You'll then get through to your Option Table. Hit Sign All for all of your Option Certificates, and Actions: Email Certificates to send them out to your options holders.
And for EMI schemes - you can even download the EMI notification for upload to your Government Gateway Account. (Note - this currently only works for your first option grant, if you've completed one before, or have multiple share classes - hit the chat button and we can advise).
Once these Option Agreements are completed - don't forget about letting HMRC know about the EMI grants. You have 92 days from the date of the grant - and there can be big problems if that's not done.
As always with SeedLegals - we're here to support you every step of the way - so if you get stuck or need a bit of help - hit the chat on the bottom right.