Since the beginning of this year, a number of new third board companies have successively launched equity incentive plans. Compared with the A-share market, the equity incentive of the New Third Board is still in its infancy. At present, the New Third Board has few restrictions on the implementation of equity incentives for listed companies, and only requires listed companies to disclose equity incentive plans in a timely manner, but the contents of the announcement have not been clearly defined. In the equity incentive scheme of the New Third Board Company, there are some incentive objects and some novel ways that are not allowed to appear in the equity incentive scheme of listed companies.

1. Employee stock ownership refers to letting the incentive object hold a certain number of company shares, which are given to the incentive object by the company free of charge, or purchased by the company with the subsidy of the incentive object, or purchased by the incentive object at its own expense. The incentive object can benefit when the stock appreciates and suffer losses when the stock depreciates.

Equity incentive plan is implemented through employee stock ownership, which is generally restricted stock.

1. The company has set performance targets to be achieved in advance. When the performance target is achieved, the company will sell a certain number of its shares to the incentive object for free or at a low price.

2. The granted shares cannot be sold at will, but they are subject to certain restrictions. 1. Limitation of lock-up period: The shares granted to the incentive object shall not be sold during the lock-up period. Set the lock-up period according to different incentive objects. For example, the restrictions on company directors and managers stipulate that the lock-up period is longer than the general incentive object. The second is the restriction of unlocking conditions and unlocking period: when the established performance target is reached, the stock of the incentive object can be unlocked, that is, it can be listed and traded. Unlocking is generally carried out in stages, either at a constant speed or at a variable speed.

(1) direct shareholding through private placement

(B) Private indirect shareholding

Direct shareholding gives employees complete shareholder rights, but it leads to scattered ownership and reduces decision-making efficiency; Indirect shareholding companies can uniformly manage decision-making power, reserve shares, and freely choose legal person platform or limited partnership platform to hold shares. Comparatively speaking, the indirect shareholding form of limited partnership platform is more suitable for the new third board listed companies that are still in the development stage.

(3) Mode of equity transfer

? 2. Stock options Stock options refer to the incentive object obtaining stock options. If the exercise conditions are met after a certain period of time, it is feasible to buy a certain number of company shares at a predetermined price, or you can give up the purchase right. The incentive object generally has no dividend right, and its income comes from the future stock price rise, and whether the income is realized depends on the future stock price fluctuation.

? 3. Compound equity case: Baihua Yuebang (83 1008. OC)

On 20 14, 1419 October, the company issued stock options and restricted stock incentive plans:

1. Incentive targets: including directors, supervisors, senior managers, middle managers, main business (technical) personnel and other personnel who the board of directors thinks have made special contributions to the company *** 1 12.

2. Program content: This incentive plan intends to grant 2 million shares to the incentive object, and the underlying shares involved are the company's common shares, accounting for about 5% of the company's total share capital of 40 million shares when this incentive plan is signed, of which 6,543,800 shares are granted for the first time, accounting for 3.69% of the current company's total share capital of 40 million shares, and 523,000 shares are reserved, accounting for the current company's total share capital of 40 million shares granted by the incentive plan. The stock source of the stock option incentive plan is the company's directional issuance of company shares to the incentive object.

3. Stock option incentive plan: The company intends to grant 654.38+0000 stock options to the incentive object, and the underlying stock type involved is the company's common stock, accounting for about 2.5% of the company's total share capital of 40 million shares when this incentive plan is signed. Among them, 738,500 shares were granted for the first time, accounting for 65,438+0.85% of the current company's total share capital of 40 million shares; 2,665,438+0.5 million shares are reserved, accounting for 0.65% of the company's current total share capital. Under the condition of satisfying the exercise conditions, each stock option has the right to purchase 1 share of the company's stock at the exercise price within the validity period. The reserved stock option is granted within 65,438+08 months after the first grant, and after 65,438+02 months from the corresponding grant date, the incentive object will exercise it in two phases in the next 24 months, with 50% exercise each time. The annual performance appraisal objectives are as follows:

The first exercise period: the weighted average return on equity attributable to shareholders of the company after deducting non-recurring gains and losses in 20 15 is not less than 20%; The company's operating income in 20 15 is not less than 20% higher than that in 20 13; Compared with 20 13, the net profit attributable to shareholders of the company after deducting non-recurring gains and losses increased by no less than 20%;

The second exercise period: the weighted average return on equity attributable to shareholders of the company after deducting non-recurring gains and losses in 20 16 is not less than 20%; The company's operating income in 20 16 is not less than 40% higher than that in 20 13; Compared with 20 13, the net profit attributable to shareholders of the company after deducting non-recurring gains and losses increased by no less than 40%;

The third exercise period: the weighted average return on equity attributable to shareholders of the company after deducting non-recurring gains and losses in 20 17 is not less than 20%; The company's operating income in 20 17 is not less than 60% higher than that in 20 13; Compared with 20 13, the net profit attributable to shareholders of the company after deducting non-recurring gains and losses increased by no less than 60%.

? 4. Incentive fund Incentive fund is a real equity incentive tool based on net profit. When the performance requirements are met, the company draws incentive funds according to a specific proportion or increment of net profit, and distributes them to the incentive objects in stages, requiring them to purchase shares of the company in proportion to their own funds, and the shares must be locked for a certain period before they can be sold.

? 5. Virtual Equity Virtual equity refers to a kind of virtual stock granted by the company to the incentive object. According to this, the incentive object can enjoy certain dividend rights and stock price appreciation income, but it cannot be transferred and sold without ownership and voting rights, and it will automatically become invalid when leaving the enterprise. The income enjoyed by virtual equity comes from the corresponding equity income transferred by shareholders.

Virtual equity is divided into share appreciation right and dividend right, which can also be used in combination. Stock appreciation rights simulates the stock option tool, which encourages the target to subscribe for the company's virtual equity after a certain period of time. Generally, the net assets per share at the time of grant is taken as the virtual exercise price. When the incentive object exercises, the company directly pays the increase based on the net assets per share as its exercise income. The incentive object of dividend right is to buy the company's virtual equity with its own funds. After obtaining the equity, it can enjoy the dividend right and continue to invest for multiple purchases. At present, companies often use the combination of share appreciation rights and dividend rights to carry out virtual equity incentives.

The above is the answer given by Jingbang Consulting according to your question, hoping to help you. 17 after consulting bangbang, I focused on one thing: share reform.