ESOP / Fund Raising
Legal support for ESOPs, equity funding, private placements, preferential issues and investor documentation.
- Estimate Cost
- ₹50,000 – ₹5,00,000
- Typical duration
- 30 days
Service overview
Legal support for companies raising capital or introducing employee equity arrangements.
Who needs it? / When is it needed?
Start-ups, private companies and growing businesses issuing shares or options to investors, employees or strategic participants.
What to expect from the WCP Professionals
The professional would understand the proposed transaction, check the company's constitutional documents and existing investor rights, structure the issue route, prepare resolutions and filings and negotiate the principal investment documents.
How the work would proceed:
- The professional would begin by checking the cap table, constitutional documents, existing investor rights and the commercial terms agreed with the proposed investor or employees
- They would identify the correct issue or option route, prepare the transaction documents and board/shareholder approvals, and track conditions that must be completed before allotment or grant
- Valuation, tax, FEMA and other specialist issues should be brought in where the facts require them, rather than assumed to be covered by basic drafting
Key deliverables
Term-sheet review, shareholders' agreement, subscription agreement, ESOP plan, board/shareholder resolutions, valuation coordination and statutory filings.
Standard turnaround time
Simple issue: 5-10 working days after receiving complete information. Negotiated fund raises may take several weeks.
Government fees, timelines & key outcomes
- MCA filing fees apply to relevant statutory filings and vary with the company and filing
- Private-placement and other allotment routes have statutory procedural timelines
- The outcome is a completed, compliant issue or ESOP implementation
Forms & filings involved
Depending on the transaction: MGT-14, PAS-3, SH-6, SH-7 and other applicable forms. The exact filing set depends on the issue route.
Documents required
MOA/AOA, cap table, existing shareholder agreements, valuation, board records, financials, investor term sheet and employee data for ESOPs.
What we need from you
The proposed economics, investor details, existing cap table and any negotiated commercial terms.
Important conditions
The issue route matters. Private placement, rights issue, preferential issue and ESOPs have different statutory requirements.
Additional information
Foreign investors may also bring FEMA pricing and reporting requirements into the transaction.
The estimated cost covers indicative professional fees only. Government fees, stamp duty and taxes are payable at actuals.
How it works
- 1. Raise a service enquiry describing your requirement.
- 2. A Relationship Manager reviews it and opens it for bidding.
- 3. Pay into escrow and assign the professional you select.
- 4. Track progress to completion, then accept and release payment.
Frequently asked questions
Who can be granted ESOPs?
Permanent employees and directors, excluding independent directors and, generally, promoters or directors holding more than 10% — with relaxations for startups.
What approvals does an ESOP need?
A special resolution of shareholders approving the scheme, with disclosures under the Companies (Share Capital and Debentures) Rules, 2014.
What is a private placement?
An offer of securities to a select group of up to 200 persons in a financial year, using Form PAS-4 and filing PAS-3 after allotment.
Is a valuation needed to issue shares?
Usually yes — a registered valuer's report for preferential allotment, and a fair-value report for tax purposes where relevant.