Expertise

Meaning before the Math.

ESOP Scheme Design and Structuring driven by values, not just industry templates.

Most companies approach scheme design asking, "How many shares should we give?" We believe the better question is, "Why are we giving them at all?"

The Problem with Standard Templates

The industry standard is to copy a term sheet from a successful competitor, tweak the numbers slightly, and rollout the plan. This results in empty mechanics. The employee receives a piece of paper, but feels no true ownership. They treat it like a bonus, not a partnership. When schemes are designed purely as financial retention tools, they inevitably fail at cultivating loyalty or deep engagement.

The Contemplative Approach

We begin with a dialogue (our Adios framework) to uncover your underlying intent. Are you trying to reward past loyalty? Motivate future leaps? Build a cooperative culture? Or perhaps just compete for talent?

Only once we have profound clarity on your values do we translate them into cap-tables, vesting schedules, and legal structures. By ensuring the math reflects the meaning, the resulting scheme becomes a living embodiment of your company culture.

Our Structuring Philosophy:

  • Intent over mechanics: Define the "why" before touching Excel.
  • Clarity over complexity: If an employee cannot explain it simply, the structure has failed.
  • Values integration: Vesting metrics that align with cultural cornerstones, not just revenue targets.

Ready to design with clarity?

Start the Dialogue

FAQ

Frequently asked questions about scheme design

What does 'meaning before the math' mean in scheme design?

Start from why you are granting equity at all. Once intent is clear — reward past loyalty, motivate future growth, build a cooperative culture — translate that into pool size, eligibility, vesting, and pricing. Mechanics should reinforce the story, not replace it.

Why are copy-pasted templates risky?

Copying another company's terms produces empty mechanics. The employee receives a piece of paper, feels no true ownership, and treats the grant like a bonus — not a partnership. When schemes are designed purely as financial retention tools, they inevitably fail at cultivating genuine engagement.

What is the contemplative approach to scheme design?

Just Esops begins with a dialogue using the ADIOS framework (A Dialogue In Objective Silence) to surface your underlying intent: are you rewarding past loyalty, motivating future leaps, building cooperative culture, or competing for talent? Only after that clarity do mechanics get designed.

What does 'clarity over complexity' mean?

If an employee cannot explain their own scheme in simple terms, the structure has failed. Good design is understandable to the people it is meant to inspire — not obfuscated by layers of legal language they will never read.

Can vesting conditions align with culture rather than just revenue?

Yes. Values integration means vesting milestones and conditions can reflect cultural cornerstones — not only top-line metrics. The conditions define what earning your options actually means in your specific context.

Is this service for new plans only, or existing ones too?

Both. Contact Just Esops to discuss building a new scheme from scratch or realigning an existing plan that no longer matches your culture, strategy, or current team composition.

What should we prepare before engaging on scheme design?

Your cap table, hiring plan, any past promises made to employees, your cultural priorities, and your liquidity outlook. This allows scheme designers to anchor every clause in reality rather than generic defaults.