The advisory layer for your company's equity.

Demat is mandatory. Valuations are required. ESOPs are complex. Compliance isn't optional. Incentiv Advisory delivers SEBI- and MCA-compliant ESOP design, valuations, and dematerialisation services—delivered by experts who understand India's regulatory landscape.

MCA-Compliant200+ ESOP DesignsFastest DEMAT Process
200+
ESOP Designs
₹2,500 Cr+
Equity Value Certified
4 weeks
Fastest Dematerialisation
100%
Regulatory Acceptance

Advisory built for India's equity landscape

IN PROGRESS
SaaSCo Private Ltd.
800options (8% pool)
₹10exercise price (FMV)
DPIITtax deferral eligible
Scheme design completed
Done
DPIIT eligibility confirmed
Done
Trust deed execution
Active
Board resolution drafting
Queued
Registrar filing
Queued
Est. completion: 2 weeks
01

ESOP Advisory

Structure, design, and implement ESOP schemes—right from AoA updates to pool creation and stock option plan design, our team executes the entire process for you.

ESOP scheme design and pool structuring
ESOP, SAR, Phantom Stock, RSUs, and more
Trust deed and board resolution drafting
Grant letter templates and documentation
Post setup management software

02

Valuation Services

Independent, SEBI-compliant valuations for ESOPs, M&A, and regulatory purposes. DCF, CCA, and precedent transaction methodologies used by auditors and regulators.

DCF, CCA, and precedent transaction methods
SEBI-compliant for ESOP, M&A, and RBI purposes
Accepted by auditors, investors, and regulators
Delivered in 8–12 business days
IN PROGRESS
PurposeESOP FMV — Series B

MethodologyDCF + CCA

Data collection complete
Done
DCF model built
Done
CCA analysis in progress
Active
Final report
Queued
Est. delivery: 3 business days

IN PROGRESS
TechCo Private Ltd.
48shareholders
3,200certificates
DPM appointed and empaneled
Done
NSDL/CDSL coordination
Done
Share certificates being digitized
Active
Beneficial owner credits
Queued
Final confirmation
Queued
Est. completion: Feb 28, 2025
03

Dematerialisation

Convert physical shares to demat form with complete RTA coordination, NSDL/CDSL registration, and regulatory filing—end to end, no back-and-forth.

ISIN procurement for all share classes
RTA coordination and NSDL/CDSL registration
Physical certificate to demat conversion
Shareholder communication managed end-to-end
Mandatory compliance for private companies

04

Compliance Support

Navigate ESOP expense accounting, board resolutions management, RTA empanelment, iSAFE Note creation, and ongoing equity compliance filings. Our experts own the process so your team doesn't have to.

iSAFE Note creation and consultation
Cap table advisory
Board and shareholder resolution drafting
ESOP valuations, expense and reporting
Ongoing equity-related filing assistance
Demat Compliance
Done
FMV Valuation
Done
ESOP Scheme Setup
In Progress
Board Resolution
Pending
RTA Empanelment
Not Started
Employee Grant Letters
Not Started

4-week delivery

01Week 1

Scoping call + data collection

02Week 2

Analysis + draft deliverables

03Week 3

Review + regulatory cross-check

04Week 4

Final delivery + filing support

Expertise you can trust

SEBI-compliant valuation methodsDCF, CCA, and precedent transactions accepted by regulators and auditors.
End-to-end demat supportSingle point of contact for the entire dematerialisation process.
ESOP scheme designScheme documentation, board resolutions, and trustee setup handled by experts.
Board and shareholder documentationEvery resolution, notice, and approval drafted and filed correctly.
Regulatory filing assistanceSEBI, RBI, and MCA filings managed — no compliance gaps.
Experienced advisory teamProfessionals who understand India's equity and compliance landscape deeply.

How we work

01

Scoping

Scoping call and data collection from your team.

Engagement letter and timeline agreed.

02

Analysis

Deep-dive into your requirements, equity structure and compliance deliverables.

Draft deliverables shared for review.

03

Review

Regulatory cross-check and compliance sign-off.

Revisions incorporated, final sign-off.

04

Delivery

Final ESOP design, valuation report, filing, or documentation delivered.

Archival copies and ongoing support.


Want to talk to an expert?

Schedule a consultation with our team to discuss how we can deliver value to your ESOP and equity compliance needs.

Contact Us