Esop and Esps
Esop and Esps
3
Scheme/Plan
(Employees Stock Option Scheme(ESOS) )
According to Section 2(37)of the Companies Act, 2013, "employees' stock option" means the option given
to the directors, officers or employeesof a company or of its holding company or subsidiary company
or
or employees, the benefit or right to purchase, or to
companies, if any,which gives such directors, officers
subscribe for, the shares of the company at a future date at a pre-determined price.
are separate.
to a company, other
Rule 12 of the Companies (Share Capital and Debentures) Rules, 2014 is applicable
than a listed company.
is applicable to listed companies in India.
The SEBI Regulations (Share Based Employee Benefits), 2014
3.2 Employee Stock Option Scheme / Plan
holding company ofthe company or of an associate company but does not include
) an employee who is a promoter or a person belonging to the promoter group; or
(i)a director who either himself or through his relative or through any body corporate, directy
or indirectly, holds more than ten percent of the outstanding equity shares of thecompany.
(2) The company shall make the following disclosures in the explanatory statement annexed to the notice
for passing of the resolution
(a) the total number ofstock options to be granted;
(6) identification of classes of employees entitled to participate in the Employees Stock Option
Scheme;
() the appraisal process for determining the eligibility of employees to the Employees Stock Option
Scheme;
() the requirements of vesting and period of vesting;
(e) the maximum period within which the options shall be vested;
)
() the exercise price or the formula
)
the
the method which
for arriving at the
(g) the exercise period and process of exercise;
(h) the Lock-in period, if
company
to
shall
same; noig0 oote coavolama
)
(k) the conditions under which option vested in employees
employment for misconduct;
the specified time period within which the employeeshall
ofa proposed of employmentor resignation of employee; and
termination
may lapse e.g. in case
(m) a statement to the effect that the company shall complywith the applicable accounting standards.
of termination of
in the event
(3) The companies granting option to its employees pursuant to Employes Stock Option Scheme will
have the freedom to determine the exercise price in conformity with the applicable accounting
policies, if any
(4) The approval ofshareholders by way ofseparate resolution shall be obtained by the company in case
of
(9) )
(b) grant ofoption
of the issued
of grant of option.
to
capital
identified employees, during any one year, equal to or exceeding one percent
(excluding outstanding warrants and conversions) of the company at the time
The employee shall not have right to receive any dividend or to vote or in any manner enjoy the benefits of a
shareholder in respect of option granted to him, till shares are issued upon exercise of option.
Illustration 1
lst April, 2013
Date of grant ofoption
(i)
3 years
(ii)Vesting period 1.250 shares
(ii)Number ofoptions granted 200 per share
(iv)Market price of
the share
ot 80 per share
(v) Exercise price 7 10
(v) Nominal value 1 year
(v) Exercise period
number of employees
the during the vesting period.
Assume that there was no change in
as expense in each year.
You are required to calculate the amount to be recognised
Solution
(i) Intrinsic value of each option : 200
Market price
80
Less: Exercise price
120
Allernatively,
an accounting period can be calculated as follows:
The value of options to be recognised as an expense in
F.Y. 2013-14
D0SS
() Total value of option = 1,50,000 CHDHAN VAISHN
AV
MLE
OsSo0
LIBRARY
/Plan
Bmployee Stock Option Scheme
as expense
1,50,000
3 x 1-50.000SanAOgoo bagennoblodaovsde
V)Amount recognised
F.Y.2014-15
period=3 years.
(i) Vesting
years expired
=2years
)Number of
=1 year
Number of year remaining
(iii))
after the expiry of 2 years = 1,50,000
x 2= 1,00,000.
(v) Cumulative expenses 3
to be recognised in 2014-15 = 1,00,000 -50,000 = 50,000.
(V) Expenses
anF.Y. 2015-16Sd
period =3years.
S-i) Vesting
(6)Number of years expired =3 years
1,50,000
(ii) Cumulative expenses after the expiry of 3 years x 3=1,50,000.bt
3
(v) Expenses
to be recognised in 2015-16 =* 1,50,000 -* 1,00,000 = 50,000.
llustration 2
HCL grants 45,000 options to employeesfree
HCL Over3 years. The company of cost. Each grant is based on the condition that the employees working
estimated that the fair value for
of each
that 1/3rd of the share option is 15 on the date of grant.
employees will leave the
organisation during
HCL estimates
the three year period
)
options. Everything and so
happened as expected. forfeit their rights to the share
You are requíred to calculate the amounts to be recognised as an expense
Solution during the three years of vesting
period.
Vesting period =3 years.
(iú) Fair value
(i)Total
of each option = 15.
value of options
=15x 45,000 =
(iv) Number of
employeeswill leave
6,75,000
the organisation
bonsg etahon
Calculation of the
during 3years = 1/3rd.
Year
amounts to be
Recognisedas Expenses
1st Particulars
Expense for the
R6,75,000 ,2 1 year
Cumulative Expense
1,50,000 1,50,000
2nd
2 2 1,50,000
3rd
76,75,000:
33
-1,50,00 1,50,000
of bo 3,00,000
675,000 2,2
xa x1,50,000 1,50,000
Alternatively, 4,50,000
Ist year :
(i) Vestingperiod 3 years.
(ii) Number of year
expired =1 year.
(i1) Numberofemployees
willleavethe
2 3years =
organisation during
Amount to be 1/3rd.
recognised asan
expense
=t6,75,000
xx=1,50,000
CO
0022
YAAReIJ
3.9
CorporateAccounting
2nd year :
Vesting period3years.
() Number of yearexpired -2 years.
Accounting Entries
and exercise period ending on or before the
1. the vesting period is not exceeding one year
When
closing of the accountingperiod
(Exercise Price x Number of options exercised]
(a) Bank Account Dr.
EmployeeCompensationExpenseAccount Dr. [Valueof option]
Number ofoptions exercised x
To Equity ShareCapital Account
Face value ofshares]
Number ofoptions exercised x
To Securities Premium Account
Premium per share]
(Being the issue of...equity shares to employees under ESOS)e
and Loss Dr.
(b)Statement of Profit
Account [Value ofoption]
To Employee CompensationExpense
(Being the amount transferred to Statement of Profit and Loss)
Illustration 3
6 Arihant Limited has its share capital divided into equity
20,000 employees'
shares of? 10 each.On l.10.2012, it granted
between 10th The options were to be exercised
stock option at 50per share,
when the market price was 129 per share.
their options for 16.000 shares only and the remaining
December, 2012 and 31st March, 2013. The employees
exercised
Entries (with narration) as would
every year. Show Journal
lapsed. The company closes its books on 31st March
options [CA (Inter) –May, 2014]
utpo 31st March, 2013.
appear in the books of the company
Solution
()Value of (120 – 50) × 16000=11,20,000. be recognised as expense in the
option
is less than one year. Therefore, the entitre amount will
In this case,vesting period
LF.
Particulars
Date
Dr. 8,00,000
10.12 2012 Bank Alc (16,000 x*50) 1120,000
Dr.
to Compensation Expense Alc
Employee 1,60,000
31.32013 ToEquity Share Capital
Alc (16,000 x* 10)
17,60,000
To Securities Premium Ac (16,000 x*110)
equity 'shares to employees under ESOS)
(Being the issue of 16,000
Oct 1
To Employee Stock Option Outstanding Ac 14,00,000
(Being the grant of 20,000 stock options to employee at 50. The market price the share
of
was 120)
av
1,60,000
(Being allotment of 16,000 shares of 10 each at a premium 110 per share as perseviis
of
Board's Resolution No. ...dated ..)
Ilustration4
A company has its share capital divided into shares of? 10 each. On 1st April, 2014, it granted 5,000 shares as employee
stock options at 40
per share, when the market price was ? 130 per share. The options were to be exercised between 16th
December, 2014 and 15th March, 2015. The employee exercised their options for4,500 shares only. The remaining options
lapsed.The companycloses its books on 31st March every year. Show the Journal entries in the books of thecompany.
/CS-December, 2015)
Solution
Cr.
Date Particulars LIF.
(Being the grant of 5,000 stock option to employees at a price of T 40 each. At the time of
(Being the allotrment of 4,500 equity shares of ?10 each at a premium of 120 per share as
2.
)
When the vesyting period is exceeding one year
(a) For recognition of
compensationexpense
Employee CompensationExpenseAccount
To Employee StockOptionOutstanding Account
(Beingthe compensation expense recognised)
Dr. [Amount recognised as expense]
Note :'Enployee Stock Option Outstanding will be shown in the Balance Sheet under 'Reserve and Surplus'.
llustration 5
The vesting period is 2'/2
Gobinda Ltd. granted 1,000 stock options to its employees on lst April, 2013 at 50
per share.
years andthe maximum exercise period is one year. The market price on that date is 150 pershare. All the options were
exercised on 30th June, 2016.
theequit share is 10.
You are required to pass journal entries with suitable narrations. The face value of
Solution
The value of option =Number of Options x (Market Price -Exercise Price)
Solution
() Value optjons =1,500 x ( -* 80)
160 1,20,000. = I600X10
of
(iü) Amount tobe amortised =1,20,000/3=40,000each year.
amount transferred
(Being the to Statement of Profit and Loss)
6600.S
2015 Employee Compensation Expense Alc Dr.enso0 2olgoa40,000so 40,000
March 31 To Employee Stock Option Outstanding Alc
Solution
) Value of options 2,000 x (165-75)m60,000
=? 1,80,000
Gi) Amount to be anortised 1,80,000 /3 each year.
Corporate Accounting 3.13
of
dadscount of T 90each, amortsed on straight ine basis)
Statementof Proft and Loss Dr. 60,000
To Empiloyee Campensation Expense Ac 60,000
Being the amounttransferred to Statement of Profit and Loss)
Dr.
1,50,000
1,80,000
Emplioyee Stock Option Outstanding Ac
20,000
To Equity Share Capital Alc
To Securities Premium Alc 3,10,000
llustration 8
by DC Limited are available :
The following particulars in respect of stock options granted
) Grant date :1.4.2014
()Number of Options granted :12,000
(ii) Market on 1.4.2014:7 188 per share
price
Solution
()Intrinsic value of an option :
Market price ? 188 per share
)
E.Y. 2015-16
()
(i)
Vested options
Vesting period
Number
12,000 2,000
2 years
yearexpired =2
years
=
7,000
=
- =
3,36,000
2,16,000
of
(7,000x48)
(iv) Unamortised amount L20,000
Amount amortised
Less:
be recognised
as expenses
Amount to
F.Y. 2016-17
Options forfeited
(7,000 - 6,800) =200
-200x 48 =*9,600.
options forfeited
Value of
to Capital
Reserve.
9,600 willbe transferred of DC
Therefore,
In the books
Limited
olDr. Cr.
Journal
L.F.
Particulars
2,16,000
Date Dr.
Epense Alc 2,16,000
2015 Employee Compensation
Alc
Option Outstanding
March 31 To Employee Stock to employees
of 9,000 options granted
expense recognised in respect
(Beingcompensation
ata discount of
T 48 each)
Dr 2,16,000
at
Statement of Profit and Loss 2,16,00
2016
Being the amount transfered
Expense Alc
to Statement of Profit and Loss)
Dr Soa 1,20,000
Dr.EL
in
(Being the amount transterred to General Reserve Account in respect of 200 options lapsed)
llustration 9
HCL grants 1,250 options on Ist April, 2014 at 80when the market price is 200 and the face value 10. The ves
period 3ycars. The maximum
is
is
exercise period is one year. 800options are exercised on 31st August, 2017. Pass neces
joumalentries to record the above transactions and also show
Employee Compensation
Stock Options ExpenseAccount and
(
Account and state how these
Outstanding g
accounts will be shown in the
Solution Balance Sheet.
0) Valae options 1,250 x 200 - 80)
of
Amount to be =1,50,000.
amortised - 1,50,000/3 =50,000 each year.
Corporate Accounting 3.15
Cr.
Dr. Employee Compensation Expense Account
Date Particulars
Date Particulars
2015
2015
Alc 50,000 Mar 31 By Statement of Profit and Loss 50,000
Mar 31 To Employee Stock Options Outstanding
2016
2016
50,000 Mar 31 By Statement of Profit and Loss 50,000
Mar 31 To Employee Stock Options Outstanding Alc
2017
2017
50,000 Mar 31 By Statement of Profit and Loss 50,000
Mar 31 Employee Stock Options Outstanding Alc
To
1,00,000 1,00,000
2016
2017
1,50,000 Apr 1 By Balance b/d 1,00,000
Mar 31 To Balance cld
2017
Mar 31 By Employee Compensation Expense Ac 50,000
1,50,000 1,50,000
3.16 Employee StockOption Scheme / Plan
1,50,000
1,50,000
llustration 10
Y Ltd íssued 1,000 shares on 1st April, 2017 under ESPs at 50 when the market price is 150 and the face
? 10. Pass necessaryjournal value
is
entries to record the above transactions.
Solution In the books of Y Ltd
Journal
Dr. Cr.
Date Particulars
2017 L.F.
Bank Alc (1,000 x 50) Dr.
50,000
April 1
Employee Compensation Expense Ac Dr.
1,00,000
To Equity Share Capital Ac
10.000
To Securities Premium Ac
1,40,000
(Being the issue of 1,000 shares
under ESPS at a price 50each when the market
of
price is
150 each)
Illustration 11
On 1st April, 2012, a company offered 100 shares to each of
its400 employees at R 25 per
a month to accept the shares. The share. The employees are giveu
shares issued under the plan shall be
subject to lock-in to transfer for three years
the grant date, i.e., 30th April, 2012.
The market price of shares ofthecompany on the
to post-vestingrestrictions on transfer, grant date is 30 per share.
the fair value of shares issued under the
Up to 30th April,2012,50% employees accepted the plan is estimatedat 28 per share.
offer and paid 25 per share purchased. Normal value of ea
share is z 10. Record the issue of
of
shares in the books of the
companyunder the aforesaid plan.
[CA.(PCC)–May,
2012)
Solution
Numberof employees accepting the offer :400 x 50% 200. =
Total number shares to be issued =
:200 x 100 20,000,
Fair
Total value of
of
KEY POINTS
No ESOS can be offered to employees ofa companyunless the shareholders the company approveESOS by passing a special
of
resolution in the general meeting.
ESOS would be open to allpermanent employees of the company working in India or outside India and to the dírectors of the
company.
Thecompany shall not vary the terms of ESOS in any manner,which may be detrimental to the interest of the employee.
According to Section 2(37) of the Companies Act, 2013,"employees' stock option means the option given to the directors, officers
or employees of a company or of its company or subsidiary company or companies,
holding if any, which gives such dinectors,
officers or employees, the benefit or right to purchase, or to subscribe for, the shares of the company at a future date at a
pre-determined price.
Employee Stock Purchase Scheme(ESPS) means a scheme under which the company ofers shares to employees aspart ofa
public issue or otherwise.
THEORETICAL QUESTIONS
OBJECTIVE QUESTIONS
Multiple Choice
below:
Select the best choice to complete each sentence or answer each question
by passing
Employee Stock Option can be offered
:
2.
the general meeting
A a special resolution in
B an ordínary resolution in the general meeting
C a resolution in the board meeting