How to execute signing for Restricted Stock Unit (RSU)

This article aims to cover how to execute signings for RSU's manually on Capdesk.

Please note that this feature is only available after you have gone live and using any of  online signing features (share certificates, option grant signing, etc) on Capdesk will, by default, use our DocuSign account and this will cost you £2.50 per document to cover the cost of signing. However, we allow you to log in to your own DocuSign account so there is no additional cost for you.  For more assistance on how to login to your own Docusign account, you can find the support article here.

This guide will give you a quick run-through of how to execute and sign an RSU.

The first point of action is to enable the RSU's add-on on Capdesk if you have not already done so. To do this, navigate to the settings and add-ons tab on the left side menu. Then scroll down to the "RSU's addon" check box and click it. 
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This will enable you to see the RSU's tab on the left side menu under "Equity awards", clicking on this will redirect you to our RSU's page. 

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Before you can issue the RSU grant, you will have to add the RSU plan it is part of. To do this, please navigate to the "Plans" page and then click on the green "Add Plan" button. 

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This will redirect you to the following page: 
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Choose the origin of shares this plan is using:
1) Directly from Incentive Pool: If the shares has been authorised by the board to an equity pool in general
2) Authorise specifically for this plan (a portion of the pool):If the shares has been authorised by the board to this plan specifically
3) Outside Pool (non-incentive shares outside the pool): If no shares has been authorised, but will be upon either granting or exercising.

If you need help on how to create an incentive pool on Capdesk, you can find the support article here.

Assign a name and the relevant share class, if the share class you are looking for does not appear in the drop down you can simply add a new one by clicking the grey "Add" buttonScreenshot 2020-05-19 at 10.58.45

Once you have filled in the fields in the screenshot above, your new share class will appear in the drop down and you can then attach it to the plan. You will be able to view this on the plans page: Screenshot 2020-05-19 at 11.06.22


Now that you have a plan, you can then upload the online document (agreement template). Please navigate to the "Online document templates" and then click on the green "Add Template" button: 
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You will be asked to select the type of agreement, you can chose whether the grant issuance is for an individual or a corporate stakeholder. Please choose the relevant one.

From here you will have to input the RSU plan you will like to add onto the agreement (it will appear on the drop down). If it does not appear in the drop down, please create the plan first.
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You will need to input a name of the RSU template (to make it easier to identify in the future). 


Next, click on the 'Add Dynamic Document' button. This refers to your actual agreement template, and it's referred to as dynamic because every time you issue a new grant on Capdesk, the platform will automatically fill out the template with the data that is relevant in each occasion (eg. the name of each new grantholder, date, etc.).

When you click on this, you will be prompted to choose the category your dynamic document falls under, select "Grant Agreement". 

The next field to choose will be the type, which is the type of signing. The options are whether to have it signed by the grantholder and issuer or only the issuer.

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After this, you will be asked to upload the document. Please note that there are a number of Capdesk placeholders that needs to be included in the template you provide, in order for it to be compatible with Capdesk. You can see a list of these by clicking on 'View available placeholders'.

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For your convenience, Capdesk provides a sample template available for download. However, please note that this is a very basic sample template, intended to give you an understanding of what a template might look like with the Capdesk placeholders. It is not intended for use. If you do not already have an RSU agreement of your own, we recommend you consult your legal adviser.

Once you have uploaded your RSU agreement that includes the Capdesk placeholders, you should be able to see it in a narrow green box on the right side of your screen, as shown below. When you are ready, click the green 'Upload' button on the right.

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You can also upload static documents (i.e. documents that will be sent to all grantholders when they receive a grant, without any adjustments made to them).
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To do so, click the drop-down menu under 'Static Documents', and select the type of document you wish to add. Then click 'Upload' to attach the relevant document.

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When you've completed the process, click the green 'Save' button at the bottom right of your screen.

This will take you back to the 'Document Templates' section of your 'RSUs' tab, where you should now be able to see the new template under the name you gave it earlier on.

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Executing Grants (for RSU signing) on Capdesk:

This part of the article covers how to execute grants for RSU signing. 

Please note, this feature is only available once you're live. 

The first point of action will be to navigate to the "Online issuances" tab on the RSUs page. Then click on the green "Issue Grant Online" button.

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This will prompt you to select the stakeholder to whom you wish to issue the grant. Select a stakeholder from the recommendations list shown, or start typing a name in the search bar to find the person you're looking for. If the person is not registered on Capdesk, click the "Or Add New RSU holder Instead Button".

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Once you have chosen the specific stakeholder (or added a new one), you now need to enter details of the RSU grant.

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As you can see, the template we inputted before has now appeared on the drop down. Also, the "Expected Grant Date" field asks you for the date you expect the grant agreement to be signed by all parties. However, if signing is not completed by this date Capdesk will automatically adjust both the agreement and user interface to the date all parties (company and RSU holder) have signed the agreement.

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When you have added all the necessary information, click "Send for Signing" or "Save draft". If you select save draft, this will allow you to view the document before it is sent for signing. 
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Please note if your RSU plan pulls shares from an incentive pool, that pool must have enough available shares to cover the RSU's to be granted.

Now you have to wait for the grant recipient and their witness (which the grantholder will provide themselves) to sign the grant agreement before you and your own witness can do so too.

[N.B. please ensure you have selected the default signatory (the person who will sign documents on behalf of the company). You can learn more about how to do this here.]

You can cancel your RSU grant signing by going back into the "RSU's'" and "Online Issuances" tabs, finding the name of your grantholder, and clicking on the action button (...) on the far right of their name section.

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If you would like to see the current status of the RSU, you can click on the online issuances tab of the RSU page and then you can see the status. You can filter these to see which ones still need signing and therefore speed up the process. 

This page will also tell you when the signing has been done by the witness and the RSU holder, so it is important to keep checking this page regularly to know when it is your turn to sign. It will be on the company's side to sign the document when you see the status is: 
"Issuer Signing (Awaiting Signatures)"

Click on the action button (...) on the far right and select "Review and Sign":
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(Depending on if you require a witness) You'll then be asked to select a witness, or add a witness.


Selecting add new witness will bring you to the page below where you can enter the personal information of the person you wish to be your witness. When you are done, click "Finish".

Your witness will receive an email inviting them to log in to Capdesk and sign the RSU agreement.

You will now be shown a reminder that you and your witness needs to be in the same physical location when signing (to render the signing ceremony valid under UK law). Please note that the platform will not let you or your witness sign the document before you are both logged in and found in the same location.

When both parties are ready to sign, you will be shown the grant agreement but will not be allowed to see it in full before you select the "Continue Button". If you wish to take a different action (eg. sign later, decline a.o.) you can do so by choosing the relevant option in "More Options".

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If you clicked continue, you must read the first page of the agreement to ensure all details are correct. Then click 'Start' on the left-hand-side.

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This will take you to the last page of the document, where you'll be required to add an electronic signature indicated by the yellow and red icon shown below:Screenshot 2020-04-28 at 16.02.08

To sign, click on the icon. This will automatically offer you two options of a virtual signature to choose from. Click on the one you prefer and select "Adopt and Sign" to add it to the document.

To finalise the signing, click on the finish button at the top of your screen: 
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Now that all parties have signed, the grant issuance is official. If you navigate back to your "Online Issuances" tab, you should be able to see that the "Status" section of your grant has changed to "Complete".

Finally, if you wish to download the signed RSU agreement in the future, navigate to "RSU" in the left-hand side menu, and locate the name of the grant holder under "Online Issuances". Click on the "View" button next to their name, on the right-hand side a tab called "RSU Grant" will open, scroll down to the bottom and you'll find it under "Grant Documents".

If you need further assistance, you can reach out by submitting a support ticket here.

Thank you for reading this support article, if you are interested to read other articles that relate to managing your account, please see this page of articles: support.capdesk.com/stakeholders