Growth · Template 16 of 40

Non-EMI Share Option Agreement

Use it when giving options to non-employees (advisers, contractors).

  • About 3 pages
  • 8 drafting notes in the margin
  • 8 clauses
  • Word (.docx)
  • England and Wales
  • Updated November 2026

What is in it

  1. Definitions
  2. Grant of the Option
  3. Vesting
  4. Exercise
  5. When the Services Agreement ends
  6. Tax and corporate authority
  7. Changes to share capital
  8. General

Plus a schedule of the commercial details and signature blocks where the document needs them.

Read the opening

The first part of the template, as it reads in Word. Blanks are shown as lines; the drafting notes sit in the margin of the file.

SHARE OPTION AGREEMENT (UNAPPROVED)

This Share Option Agreement is made on ____________________ (the “Grant Date”) between:

(1) ____________________ LTD, a company registered in England and Wales (registration number ____________) whose registered office is at ______________________________________________ (the “Company”); and

(2) ____________________ of ______________________________________________ (the “Optionholder”).

1. Definitions

“Articles”: the Company’s articles of association from time to time.

“Board”: the board of directors of the Company.

“Business Day”: a day other than a Saturday, Sunday or public holiday in England.

“Exit”: (a) a sale of all or substantially all of the issued shares in the Company, (b) a sale of all or substantially all of its business and assets, or (c) a listing of the Company’s shares on a recognised investment exchange.

“Services Agreement”: the agreement or arrangement under which the Optionholder provides services to the Company, as described in Schedule 1.

How it works

  1. Pay by card. The download starts at once and the link keeps working.
  2. Open the Word file. Fill in the blanks, pick the options marked with boxes, read each note in the margin.
  3. Delete the notes and the notice box, then sign. Or send it to us for a fixed-fee check first.

Word template

£79 Instant download

One-off. No account needed. No VAT to add. Stripe emails a receipt you can use as an invoice.

Or fill it in online (platform plan)
  • Drafted by a solicitor for England and Wales
  • Drafting notes explain every choice
  • Instant download, link works again later
  • Last updated November 2026
  • £50 off a fixed-fee review once filled in (from £99)

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All 40 documents, with the index and guide.