Phantom Stock Award Agreement Template for Singapore

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Key Requirements PROMPT example:

Phantom Stock Award Agreement

"I need a Phantom Stock Award Agreement for our Singapore tech startup, granting 1,000 phantom stock units to our new CTO with quarterly vesting over 4 years starting March 2025, including special provisions for accelerated vesting in case of an IPO."

Document background
The Phantom Stock Award Agreement is commonly used by Singapore companies seeking to provide equity-like incentives without diluting actual shareholding. This document type is particularly relevant when companies want to reward and retain key employees while maintaining existing ownership structures. The agreement, governed by Singapore law, typically includes detailed provisions on award calculation, vesting schedules, and payment terms. Companies implement Phantom Stock Award Agreements as part of their compensation strategy, especially when direct equity grants are not feasible or desired. The document must comply with Singapore's Companies Act, Securities and Futures Act, and relevant employment regulations.
Suggested Sections

1. Parties: Identification of the company and the award recipient

2. Background: Context of the phantom stock award program and its purpose

3. Definitions: Key terms including Phantom Stock, Value Date, Vesting Schedule

4. Grant of Phantom Stock: Number of units granted and basic terms

5. Vesting Provisions: Vesting schedule and conditions

6. Valuation Method: How phantom stock units will be valued

7. Payment Terms: When and how payments will be made

8. Termination Provisions: Effects of employment termination

9. Tax Provisions: Tax treatment and responsibilities

Optional Sections

1. Change of Control Provisions: Used when company wants to specify treatment during ownership changes

2. Non-Competition Clause: Used when company wants to include restrictive covenants

3. International Provisions: Used for recipients in multiple jurisdictions

4. Clawback Provisions: Used when company wants right to recoup payments

Suggested Schedules

1. Vesting Schedule: Detailed timeline of vesting dates and conditions

2. Valuation Methodology: Detailed calculation method for phantom stock value

3. Notice Forms: Template forms for exercise notices or communications

4. Tax Treatment Summary: Summary of applicable tax implications

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
Industries

Companies Act (Cap. 50): Primary legislation governing corporate matters and securities in Singapore. Essential for structuring phantom stock arrangements as a form of synthetic equity compensation.

Securities and Futures Act (Cap. 289): Regulates securities and financial instruments in Singapore. Must be considered if phantom stock arrangements could be classified as securities products.

Income Tax Act (Cap. 134): Governs tax implications of phantom stock payments, including their treatment as compensation and associated withholding tax requirements.

Employment Act (Cap. 91): Regulates employment relationships and must be considered as phantom stock is typically part of employee compensation packages.

MAS Guidelines and Regulations: Monetary Authority of Singapore's requirements for financial instruments, particularly relevant for companies in the financial sector.

Personal Data Protection Act 2012: Governs the collection, use, and disclosure of personal data in Singapore, relevant for handling personal information in the agreement.

Singapore Contract Law: Based on Common Law principles, covering contract formation, consideration, and terms and conditions requirements.

Central Provident Fund Act: Determines whether phantom stock payments are subject to CPF contributions and related obligations.

SGX Listing Rules: Relevant for listed companies, providing additional requirements for equity-based compensation arrangements.

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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