How to Issue ESOP in a Private Limited Company (2025) | MGT-14 PAS-3 SH-6 Compliance Checklist

Issuing ESOPs is one of the smartest ways for private limited companies in India to retain top talent. This in-depth guide by Prashant Kumar explains how to issue ESOPs step-by-step — from drafting the ESOP Scheme to filing MGT-14, PAS-3, and maintaining SH-6 registers — under the Companies Act, 2013. Perfect for startups, CFOs, and company secretaries seeking practical ESOP compliance insights.

Difference Between ESOP, Sweat Equity, and Phantom Stock in India: Practical Comparison for Founders, CFOs, and Compliance Teams

Equity-linked rewards are shaping how Indian startups attract and retain talent. This guide explains the key differences between ESOPs, Sweat Equity Shares, and Phantom Stock Plans — including legal framework, compliance under the Companies Act, 2013, valuation rules, and taxation impact for Indian companies in 2026.

Legal Framework of ESOPs in India (2026 Guide)

Employee Stock Option Plans (ESOPs) in India are governed by Section 62(1)(b) of the Companies Act, 2013 and Rule 12 of the Share Capital and Debentures Rules, 2014. This guide explains how private companies must structure, approve, and file ESOPs under the MCA V3 portal in 2025. It covers board and shareholder approvals, filing forms like MGT-14 and PAS-3, and maintaining Form SH-6. The article also highlights compliance mistakes startups commonly make and how to avoid them during audits and funding rounds. Perfect for founders, CFOs, and company secretaries seeking a clear understanding of ESOP legal compliance in India.