Discuss the rules relating to pricing and lock-in under Employees Stock Purchase Scheme (ESPS) including exception if any, thereof.

The company may determine the price of shares to be issued under an Employee Stock Purchase Scheme, provided they conform to the provisions of accounting policies as prescribed under the SEBI (Share Based Employee Benefit) Regulations, 2014. Shares issued under an ESPS shall be locked-in for a minimum period of one year from the date of allotment. However, in case where shares are allotted by a company under an ESPS in lieu of shares acquired by the same person under an ESPS in another company which has merged or amalgamated with the first mentioned company, the lock-in period already undergone in respect of shares of the transferor company shall be adjusted against the lock-in period required under this sub-regulation. If ESPS is part of a public issue and the shares are issued to employees at the same price as in the public issue, the shares issued to employees pursuant to ESPS shall not be subject to lock in.