Generally speaking, the benefits of equity incentive for listed companies are obvious, such as enhancing the value of listed companies to a certain extent and attracting and motivating certain talents. What are the ways of equity incentive for listed companies? In the process of equity incentive of listed companies, the first thing to be determined is the way of equity incentive. Generally speaking, there are two main ways to choose equity incentives: direct shareholding and indirect shareholding. Among them, direct shareholding means that the equity incentive object directly holds the shares of the company to be listed, and indirect shareholding means that the equity incentive object indirectly holds the shares of the company to be listed through employee stock ownership platforms such as partnerships or companies. In this way, the ways of equity incentive can be divided into the following three types: the object of equity incentive holds shares directly, through the limited partnership, and through the limited liability company. Generally speaking, from the perspective of company participation in decision-making and tax cost, for listed companies and their major shareholders, equity incentive through limited partnership is the best choice, the second best choice is to hold shares directly through equity incentive, and the third is to hold shares indirectly through limited liability companies; For the object of equity incentive, direct shareholding is the best choice, followed by indirect shareholding through limited partnership and third indirect shareholding through limited liability company. In addition, some listed companies will consider equity incentives in the form of options. Option refers to the expected reward mechanism that employees can buy (or obtain) company equity at a certain price at a certain time in the future. However, due to the uncertainty of the size and structure of the company's share capital due to the option incentive method, it does not meet the condition that the issuer should meet the "clear equity" in the Measures for the Administration of Initial Public Offering and Listing; In addition, the incentive mode of options will also lead to the uncertainty of the equity value of the company to be listed, which will lead to the uncertainty of the cost of the option incentive plan, which will lead to the uncertainty of the company's operating performance before listing. Generally speaking, unless the option plan has been fully exercised or basically completed at the time of listing, or the ongoing option plan is terminated or the exercise is accelerated at the time of submitting the listing application, the author does not recommend listing options as an equity incentive plan. In the practice of equity incentive of listed companies, most enterprises choose to carry out equity incentive through limited partnership or through the combination of direct shareholding and indirect shareholding of limited partnership. The way of equity incentive through limited partnership is to encourage employees to enter the shareholding platform (limited partnership) as LP (limited partner), and the actual controllers or personnel of enterprises such as Dong enter the shareholding platform as GP (general partner), so that GP can realize the dynamic management of LP. Below, the author mainly discusses in detail the situation of listed companies' equity incentive through limited partnership indirect shareholding. Legal provisions: Article 125 of the Company Law of People's Republic of China (PRC) stipulates: "The capital of a joint stock limited company is divided into shares, and each share has the same amount. The shares of the company take the form of shares. A stock is a certificate issued by a company to prove the shares held by shareholders.
Legal objectivity:
Article 133 of the Company Law When a company issues new shares, the shareholders' meeting shall make resolutions on the following matters: (1) the types and amount of new shares; (2) the issue price of new shares; (3) the starting and ending dates of the issuance of new shares. (4) The type and amount of new shares to be issued to the original shareholders. Article 134 When a company issues new shares publicly with the approval of the the State Council securities regulatory authority, it must announce the prospectus and financial accounting report of the new shares, and make a subscription. The provisions of Articles 87 and 88 of this Law shall apply to the company's public offering of new shares.