Standard documents

This standard document is an application for a subscription for shares by an employee or director, including a tax and NICs indemnity and an exclusion of liability for losses arising from loss of office or employment, and is in the form of a deed.For a short form letter application to subscribe for shares, which might be appropriate at an early stage of development of a company where there are few tax concerns about the employee's or director's shares, see Standard document, Subscription letter.

This document sets out specimen warranties about employee shares and share incentives (and other incentives) which could be included in an agreement for the sale and purchase of the entire share capital of a private company.

A precedent for a form of instructions from a SIP participant to a SIP trustee instructing the trustee on the action it should take relation to the participant's rights under a rights issue.

A short form letter of application to subscribe for shares. The subscription letter confirms the number of shares subscribed for, and the amount paid per share. It also authorises the company to add the subscriber's name to the company's register of members.  It refers to the consideration for the shares to be by way of cheque, banker's draft, electronic transfer or release of a debt owed by the company to the subscriber. This letter has been drafted to satisfy sections 583(2) and 583(3)(a) to (c) of the Companies Act 2006 (meaning of payment in cash). For a short form letter of application where the consideration is by way of an undertaking to pay cash to the company at a future date, see Standard document, Subscription letter: undertaking to pay. For a long form subscription deed to use when an employee or director subscribes for shares, including a tax indemnity and exclusion clause relating to liabilies for loss on termination, see Standard document, Employee/director subscription deed. Note that, in a non-leveraged investment round, the investors' subscription and payment for shares will be made pursuant to an investment agreement (see Standard document, Investment agreement: non-leveraged investment).

This document sets out component paragraphs for board minutes recording the simultaneous grant of employee share options over new issue shares under tax-advantaged and fully taxable (unapproved) share option plans. Simultaneous tax-advantaged and unapproved option grants are often necessary because of the statutory limits on individual holdings of tax-advantaged options. If at least some option holders will exceed the relevant limit, then unapproved options will need to be granted to them in addition to their tax-advantaged options. The tax-advantaged option plan could be either an EMI share option plan or an HMRC-approved company share option plan (CSOP).

A precedent for a letter from share incentive plan (SIP) trustees to SIP participants explaining the effect of a rights issue, and inviting participants to indicate what course of action they would like to take in relation to their rights issue shares.

A trustee who executes a power of attorney under section 25 of the Trustee Act 1925 (rather than under an express power of delegation in the trust document) must give notice to his or her co-trustees and any other person named in the trust document as having the power to appoint new trustees. This is a suggested form of notice for the trustee of an employee benefit trust (EBT) to give a notice under section 25 to the appointor (as the trustee is often a sole corporate trustee) in relation to a power of attorney to sell EBT shares to a buyer under a share sale and purchase agreement.