Document background
The Restricted Stock Purchase Agreement is a crucial document used in the Netherlands when companies wish to sell shares to employees, executives, or other stakeholders while maintaining certain controls over the equity. This agreement is particularly common in startups, scale-ups, and established companies implementing employee equity incentive programs. It details the terms of share purchases, including price, payment terms, vesting schedules, and transfer restrictions, while ensuring compliance with Dutch corporate law, tax regulations, and financial supervision requirements. The document becomes especially important when companies want to align stakeholder interests with company growth while protecting company interests through structured share ownership arrangements. The agreement must be carefully drafted to comply with Dutch legal requirements, including the Dutch Civil Code (Burgerlijk Wetboek) and Financial Supervision Act (Wet op het financieel toezicht), while also addressing practical considerations such as tax implications and corporate governance requirements.
