Employment, ESOP & Incentives
Hire, incentivise and restructure without unpleasant surprises.
Scaling a team brings employment obligations, share-option schemes and, sometimes, restructurings. We advise on all three — and design the ESOP that keeps your best people aligned with the cap table.
An employee share option scheme is one of the most powerful tools a growth company has, and one of the easiest to get wrong. Pool it badly and you dilute founders and investors alike; document it loosely and it creates disputes and tax surprises. We design option pools that sit cleanly on the cap table, alongside the employment contracts and policies a scaling company needs.
What we do
- Employee share option schemes (ESOS / ESOP) — pool sizing, vesting, exercise and leaver provisions
- Employment contracts, handbooks and policies compliant with the Employment Act 1955
- Senior and C-suite hires, service agreements and restrictive covenants
- Restructurings, redundancies and reductions in force, handled to reduce the risk of unfair-dismissal claims
- Contractor and consultant arrangements, and the employee-versus-contractor question
- Advice on dismissals and the Industrial Relations Act 1967 framework
Typical matters
- Design and roll-out of an ESOP pool across a Series A financing, sized to satisfy the incoming investor.
- A reduction-in-force across two offices, planned and executed to reduce claim risk.
- Founder and C-suite service agreements with vesting and restrictive covenants for a scaling fintech.
- A review of contractor arrangements to confirm they are not, in substance, employment.
Who it is for
Growth companies building out a team, granting equity to employees, or restructuring — and founders negotiating their own service terms.
Frequently asked
How big should our option pool be?
A pool of around 10% to 15% of the fully-diluted cap table is common for an early-stage company, sized to cover the hires you plan before the next round. Investors often ask for the pool to be topped up as a condition of a financing. We size it to your hiring plan rather than a rule of thumb, and model the dilution with you.
When is the option pool created — before or after the raise?
Investors usually want the pool created or topped up pre-money, which means the dilution falls on existing shareholders rather than the new money. It is a negotiable point with a real cost. We show you the effect on your holding before you agree it.
Can we make someone redundant in Malaysia?
Yes, but redundancy must be genuine and the process matters — selection, consultation and, where relevant, the last-in-first-out expectation. Getting the process wrong is what turns a redundancy into an unfair-dismissal claim at the Industrial Court. We help you do it properly the first time.
Have a employment & esop question?
Whether you are incorporating, raising a round, buying a business or heading for an exit, the first conversation is on us. Send a short outline and the right partner will respond within one working day.