Updated document: Loan Agreeemnt
Minor update, changing a paragraph headline to more suitable wording.
New document: Share transfer document
New version of Qualified Employee Stock & Board Options
2.1: It is clarified that the options cannot be transferred. This is because QESOS are not securities (“värdepapper”) but an agreement which cannot be sold (just like you cannot sell your employment agreement).
2.2: The default time to subscribe for shares is extended from 90 days to 1 year.
2.5: the penalty for the company if shares are not delivered are paid not by the company buying the options, but rather through a regular payment. This is made, since we have clarified in 2.1 that the options cannot be bought or sold. This does not affect the amount paid to the employee.
3.1 – 3.7 (old numbering): The terms “Good Leaver” and “Bad Leaver” are removed, and the general case is not that you are either a “leaver” or a “stayer”. The reason is that Swedish employment law makes it hard to distinguish between a “real” good leaver and a person who happens to fall under the definition of “good leaver”, even if the company actively wants to terminate the employment. This means that wether or not a person is designated a good or bad leaver becomes somewhat random, and the distinction is therefore not that meaningful.
3.2 (new): the default is now that nothing vests until 36 months (3 year cliff). It is still possible to set a different cliff and vest after a shorter time, but any vesting before 36 months turns a QESO into a non-QESO without the favourable tax treatment.
4.1 – 4.6: rewritten to only deal with shares subscribed to from QESOs. This change is a reflection of the fact that options cannot be bought and sold (see above).
5.1-5.3: various changes to the wording; the meaning essentially remains the same.
10: confidentiality extends for five years after the general expiry of the agreement.
11: all of the agreement terminates five years after the last subscription date instead of after ten years.
13: the agreement cannot be transferred at all (before: a transfer required consent by both parties).
Last page: it is now assumed that the document is signed digitally.
Minor edits to the Loan Agreement published.
The warrant agreement in the platform has a slight change to section 7.1 so that the sale of warrants in the case of the company being listed is not mandatory, but rather at the discretion of the company. This gives greater flexibility, if the company wishes that the warrants should stay in place, while at the same time retaining the possibility to force a sale if that is deemed to be beneficial. This does not afflict the free documents, since they have a slightly different wording regarding the IPO event.
A new document for re-confirming share subscription when it has been filed late.
A new agreement for Redemption of Warrants was added.
Minor language, comments & formatting updates to the Loan Agreement published.
Minor formatting updates to the Consulting Agreement published.
We have added our Consulting Agreement.
These changes have been made to comply with updates to Employment Protection Act, 1982:80 (Swedish: Lagen om Anställningsskydd, 1982:80) coming into effect on the 29th & 30th of June 2022
Permanent / probationary employment:
Hourly employment, same as for Permanent /probationary and:
Managing Director, same as for Permanent /probationary and:
These changes to TheStartupTools Standard has been thoroughly considered and passed the review of multiple trusted advisors within the Startup community. We believe that making these changes will achieve these main objectives: