Vested Equity Agreement Template for Malaysia

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Key Requirements PROMPT example:

Vested Equity Agreement

"I need a Vested Equity Agreement for our new CTO who will receive 5% equity stake with a 4-year vesting period starting January 1, 2025, including a one-year cliff and monthly vesting thereafter."

Document background
The Vested Equity Agreement serves as a crucial instrument in Malaysian corporate practice for companies looking to attract, retain, and motivate key personnel by offering them an ownership stake in the business. This document is particularly relevant when companies want to grant equity to employees, contractors, or advisors while ensuring their long-term commitment through a vesting schedule. The agreement must comply with Malaysian corporate law, specifically the Companies Act 2016 and relevant securities regulations. It typically includes detailed vesting terms, exercise conditions, shareholder rights, and provisions for various termination scenarios. The document is especially common in startup environments and growth companies where immediate cash compensation might be limited but long-term equity value is potentially significant. The vesting structure helps protect the company by ensuring the equity recipient remains committed for a specified period while providing the recipient with clear rights and expectations regarding their equity stake.
Suggested Sections

1. Parties: Identification of the company and the equity recipient (employee/contractor/advisor)

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

3. Definitions: Key terms used throughout the agreement including vesting period, cliff, cause, good leaver/bad leaver scenarios

4. Grant of Equity: Details of the equity being granted, including type and number of shares or options

5. Vesting Schedule: Specific terms of the vesting schedule, including vesting period, cliff period, and vesting frequency

6. Vesting Conditions: Conditions that must be met for vesting to occur, including continued service requirements

7. Exercise Terms: Process and conditions for exercising vested equity rights

8. Termination Provisions: Effects of various termination scenarios on vesting and equity rights

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

10. Shareholders' Rights: Voting rights, dividend rights, and other shareholder privileges

11. Confidentiality: Obligations regarding confidential information

12. Governing Law: Specification of Malaysian law as governing law and jurisdiction

13. General Provisions: Standard clauses including amendments, notices, and entire agreement

Optional Sections

1. Tag-Along Rights: Include when protecting minority shareholders in case of majority share sale

2. Drag-Along Rights: Include when company wants to ensure all shareholders can be required to join in a sale

3. Right of First Refusal: Include when company or existing shareholders should have priority in purchasing shares

4. Bad Leaver Provisions: Include when specific penalties for termination for cause are desired

5. Intellectual Property Rights: Include when equity recipient is involved in IP creation

6. Non-Competition: Include when recipient should be restricted from competing activities

7. Accelerated Vesting: Include when specific events should trigger accelerated vesting

8. Tax Provisions: Include detailed tax handling when complex tax implications exist

Suggested Schedules

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

2. Share Capital Structure: Current and post-investment share capital structure of the company

3. Shareholders' Agreement: Copy or key terms of the existing shareholders' agreement

4. Performance Metrics: If applicable, specific performance conditions tied to vesting

5. Company Constitution: Relevant excerpts from the company constitution regarding share rights

6. Calculation Methods: Methods for calculating fair market value or exercise price

7. Form of Exercise Notice: Template for exercising vested equity rights

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Technology

Financial Services

E-commerce

Healthcare

Manufacturing

Professional Services

Education Technology

Biotechnology

Real Estate

Consumer Goods

Software Development

Consulting

Digital Media

Green Technology

Telecommunications

Relevant Teams

Legal

Human Resources

Finance

Executive Leadership

Corporate Governance

Compliance

Company Secretarial

Board of Directors

Compensation Committee

Risk Management

Relevant Roles

CEO

CFO

CTO

Senior Software Engineer

Product Manager

Business Development Director

Technical Lead

Head of Operations

Senior Consultant

Research Director

Chief Scientific Officer

VP of Sales

Strategy Director

Principal Engineer

Department Head

Senior Advisor

Investment Manager

Regional Manager

Project Director

Chief Marketing Officer

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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