GoKwik Adds Non-Compete Clause That Puts Vested ESOPs at Risk
GoKwik has amended its ESOP Plan 2021 to bar staff from joining nine named rivals, allowing it to forfeit even vested but unexercised options.
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giftdetect· the right gift in minutesCheckout startup GoKwik has amended its ESOP Plan 2021 with a non-compete clause that names nine companies employees cannot join or associate with if they want to keep their stock options. The company can forfeit both unvested and vested-but-unexercised options if it finds a breach, and the rule also reaches former employees.
The clause was communicated to current and former staff in August 2026, according to an internal document reviewed by us. It covers existing as well as future grants. The named competitors are Razorpay, Shiprocket, CRED, Cashfree Payments, BiteSpeed, Snapmint, WebEngage, Shopflo (acquired by Pine Labs) and Pine Labs.
What the clause covers
Employees may not take a job with, provide services to, advise, invest in or otherwise associate with those companies. Options already exercised and converted into shares are not affected. Passive investments in publicly traded securities appear to be carved out, and the board can approve exceptions in writing.
Forfeiture is not automatic. The Board or the Nomination and Remuneration Committee decides whether an employee has committed a "Competitive Breach". The restriction, based on a special resolution passed at the September 2025 AGM, runs from the grant date until two years after the employee's last day with the company or its affiliates. The phrase "otherwise associate" is ambiguous about which relationships count.
Why it matters
The change arrives amid senior exits, including vice president Sneha Rao, product management senior director Sharad Gupta and head of product Siddhartha Bahl. It also lands as ESOP liquidity and employee wealth creation are a hot topic across India's startup scene.
A former employee described the change as a shock, saying people with large holdings now fear losing them if they move to stronger companies. Staff are reportedly weighing job offers against possible loss of vested options.
GoKwik, backed by Z47 Partners, Peak XV Partners, RTP Global and Think Investments, did not respond to questions. It instead issued a press release saying former employees could see average ESOP returns of 9X and that the company turned EBITDA positive in October 2026. The release did not address employee concerns.
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