Option plan & approval
A standard employee stock option plan, with the board approval package for adoption.
What’s inside···
Employee stock option plan
Board approval package
Exercise procedures
Workflow Kit · From CAD $4,500 · Scope Review Required
ESOP Plan Setup Kit — the option-plan foundation.
Option-plan infrastructure for companies creating employee, advisor, contractor, or contributor incentive programs.
Starting feeFrom CAD $4,500
ScopeCanadian private company
StageBefore issuing grants
What’s Included
A standard option-plan framework.
For approved standard scope, the ESOP Plan Setup Kit may include the following — the legal structure for option grants, before incentives are promised or relied on.
Form agreement & vesting
A standard form option agreement, vesting framework, and the process for future grants.
Framework···
Form option agreement
Vesting schedule framework
Future grant process
Option Grant Add-on
Implement specific grants under an approved plan — added where plan setup and grants are scoped together.
Grant implementation···
Board approval for grants
Individual option agreement
Grant notice & ledger update
Intake call
One call to confirm the option pool, participants, vesting approach, and any red flags.
Delivery call
One call to walk through the plan, your records, and the recommended next steps.
One revision round
One consolidated round of reasonable comments, reviewed and incorporated within scope.
What This Kit Solves
Build the option-plan framework before making any grants.
For companies that want to offer options before the legal infrastructure exists. Intake-gated, because option plans can raise tax, securities, and approval issues.
The problem
Grants before infrastructure cause problems
Without a properly adopted plan, option grants create problems around approval authority, vesting, exercise rights, recordkeeping, tax, securities, and future diligence.
The outcome
Framework first, grants second
The legal structure for option-based incentives — before incentives are promised, granted, or relied on by team members.
Starting at · CAD $4,500
For approved standard option-plan setup — a Canadian private company, standard plan terms, no U.S. or foreign holders, no investor pool negotiation, and no tax, valuation, or Carta work. Individual grants are added through the Option Grant Add-on (from CAD $1,250). Final fee confirmed after scope review; HST and disbursements are separate.
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Best for
Creating an option plan
Pre-grant infrastructure
Before hiring or raising
Aligning incentives
Standard plan & form
Shares vs options
Scope Boundaries
Designed for standard option-plan setup scope.
The kit is intake-gated, and individual grants are added through the Option Grant Add-on. Anything beyond standard plan setup is handled as an add-on, the Equity Structuring Kit, or Advisory & Transactional Work.
Inside approved scope
Standard option-plan setup.
- ●standard employee stock option plan;
- ●board approval for plan adoption;
- ●standard form option agreement;
- ●standard vesting framework;
- ●basic exercise procedures;
- ●one intake call and one revision round.
Separately scoped
Add-on, equity kit, or advisory.
- ●U.S. or foreign option holders;
- ●tax, FMV, valuation, or accounting issues;
- ●investor negotiation over option-pool size and dilution;
- ●custom / performance vesting and complex pool design;
- ●Carta or equity-platform implementation;
- ●securities filings, plan amendments, or undocumented promises.
How This Connects
Where the ESOP Plan Setup Kit fits in your legal sequence.
Most companies use the ESOP Plan Setup Kit alongside or after related kits. Directional only — each step is subject to intake and engagement terms.
Govern before you grant.
Founder governance should generally be in place before or alongside broader incentive planning.
View Startup KitShares instead of options.
When actual share issuance fits better than options — restricted shares, founder vesting.
View Equity KitIf they also work here.
When option recipients also need service, confidentiality, or IP documentation.
View Build a Team KitPool before the round.
Option-pool planning often arises before or during financing and may need review first.
View Funding KitCounsel on standing terms.
For recurring needs — option grants, equity incentives, hiring, governance, and contracts.
View Ongoing CounselWhen it needs judgment.
Investor pool negotiation, tax-sensitive incentive design, foreign holders, or securities filings.
View Advisory Practice
How the Engagement Works
From scope review to delivery — a clear, lawyer-led process.
This kit is intake-gated. Submitting intake does not create a lawyer-client relationship until Fauri Law confirms scope, fee, and the engagement in writing.
Have questions?
Find answers.
Any more questions?
Contact us
Does this create the option plan?
Yes, if the matter fits approved scope — a standard option plan, board approval package, form option agreement, vesting framework, and exercise procedure summary.
Are individual option grants included?
Not automatically. Individual grants are handled through the Option Grant Add-on (from CAD $1,250) unless expressly included in the engagement scope.
What is the Option Grant Implementation Add-on?
It supports implementation of specific grants under an existing approved plan, or a plan being established in the same engagement. It may include grant approvals, grant notices, individual option agreements, and option-ledger updates from client-provided information.
Is this the same as issuing restricted shares?
No. Stock options and restricted shares are different structures. This kit creates option-plan infrastructure; the Equity Structuring Kit is used where actual shares are issued subject to vesting, restrictions, or repurchase rights.
Does this include tax advice?
No. Tax, accounting, valuation, FMV advice, and tax-sensitive incentive structuring are not included. You should consult a tax advisor; legal coordination with your advisors can be separately scoped.
Does this include valuation or FMV advice?
No. If option pricing, exercise price, or incentive design requires valuation input, that should be obtained from an appropriate tax, accounting, or valuation advisor.
Can this include U.S. or foreign option holders?
Not as standard scope. U.S. or foreign option holders may raise tax, securities, employment, foreign-law, and cross-border issues that require separate review.
Does this include Carta setup?
No. Carta implementation, equity-platform setup, or option-ledger platform administration is not included unless separately scoped.
Does this include investor negotiation over the option pool?
No. Investor negotiation over option-pool size, financing terms, dilution, or investor rights is not included — those are handled through Advisory & Transactional Work or a financing-specific engagement.
Does this include securities filings?
No. Securities filings and securities exemption analysis are not included unless expressly scoped.
Can this be used if the company already has an option plan?
Yes, but the existing plan may need to be reviewed first. Existing plan review, amendment, cleanup, or grant implementation may require separate scope.
What happens after delivery?
You’ll have the approved option-plan documents in place for the confirmed scope. Common next steps include the Option Grant Add-on for specific grants, the Build a Team Kit for employees and contractors, the Equity Structuring Kit for restricted shares, the Funding Kit for financing, Ongoing Counsel Support for recurring needs, or Advisory & Transactional Work for bespoke matters.
Set up the plan before you grant.
The ESOP Plan Setup Kit creates the legal framework for option-based incentives before grants are promised, approved, or relied on by employees, advisors, contractors, or contributors.