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Phantom Equity Agreement Template for Pakistan

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Key Requirements PROMPT example:

Phantom Equity Agreement

"I need a Phantom Equity Agreement for our Pakistan-based technology startup to grant our newly hired CTO 1,000 phantom units, with quarterly vesting over 4 years starting March 2025, including specific provisions for an IPO event."

Document background
The Phantom Equity Agreement serves as a crucial instrument for Pakistani companies seeking to incentivize key personnel without diluting actual equity ownership. This document type is particularly valuable for private companies, startups, and family-owned businesses operating under Pakistani jurisdiction that want to retain control while offering competitive compensation packages. The agreement creates a contractual right to cash payments that mirror the economic benefits of equity ownership, typically including detailed provisions for grant, vesting, valuation, and payment terms. It's designed to comply with Pakistani corporate law, securities regulations, and tax requirements while providing flexibility in structuring synthetic equity arrangements. The document is commonly used when companies want to reward and retain top talent, align interests with company performance, or create succession planning mechanisms without transferring actual shares.
Suggested Sections

1. Parties: Identifies the company and the participant entering into the phantom equity arrangement

2. Background: Explains the context and purpose of the agreement, including the company's desire to incentivize the participant

3. Definitions: Defines key terms used throughout the agreement, including Phantom Units, Fair Market Value, and Trigger Events

4. Grant of Phantom Equity Units: Specifies the number of phantom units granted and their initial reference value

5. Vesting Schedule: Details the vesting timeline and conditions for the phantom units

6. Valuation Methodology: Explains how the phantom units will be valued, including the formula and timing of valuations

7. Payment Terms: Describes when and how payments will be made upon vesting or trigger events

8. Termination Provisions: Outlines what happens to phantom units upon various types of employment termination

9. Confidentiality: Establishes confidentiality obligations regarding the agreement and company information

10. Non-Competition and Non-Solicitation: Sets out restrictive covenants to protect the company's interests

11. Tax Matters: Addresses tax implications and responsibilities for both parties

12. Amendment and Termination: Specifies how the agreement can be modified or terminated

13. Governing Law and Jurisdiction: Establishes Pakistani law as governing law and specifies jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement

Optional Sections

1. Change of Control Provisions: Additional terms addressing phantom unit treatment in case of company sale or merger - include if company anticipates potential M&A activity

2. International Payment Provisions: Special terms for handling payments across borders - include if participant is or may become non-resident

3. Shareholder Approval: Requirements for shareholder approval of certain actions - include if required by company's articles or shareholders' agreement

4. Anti-dilution Provisions: Protections against dilution of phantom unit value - include if company anticipates capital structure changes

5. Clawback Provisions: Terms allowing company to recoup payments in certain circumstances - include if required by company policy or risk profile

6. Dispute Resolution: Detailed arbitration or mediation procedures - include if parties prefer alternative dispute resolution to court proceedings

Suggested Schedules

1. Schedule 1 - Grant Notice: Formal notice of phantom unit grant including number of units and initial reference value

2. Schedule 2 - Vesting Schedule: Detailed breakdown of vesting dates and conditions

3. Schedule 3 - Valuation Methodology: Technical details of how phantom units will be valued, including specific formulas and procedures

4. Schedule 4 - Trigger Events: Comprehensive list of events triggering payment or adjustment of phantom units

5. Schedule 5 - Participant Information: Personal and employment details of the participant

6. Appendix A - Tax Treatment Summary: Summary of relevant tax implications under Pakistani law

7. Appendix B - Calculation Examples: Sample calculations showing how phantom unit values and payments will be determined

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions









































Clauses



































Relevant Industries

Technology

Financial Services

Professional Services

Manufacturing

Healthcare

Retail

Telecommunications

Real Estate

Energy

Education

Consulting

E-commerce

Relevant Teams

Human Resources

Legal

Finance

Executive Leadership

Corporate Secretarial

Compensation & Benefits

Risk Management

Compliance

Corporate Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Managing Director

Senior Executive

Department Head

Key Employee

Senior Manager

Technical Lead

Sales Director

Regional Manager

Principal Consultant

Senior Advisor

Head of Operations

Executive Director

Industries







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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