Online Design of Equity Incentive —— How to Design Equity Incentive Scheme

How to design equity incentive plan reasonably? In the early stage of starting a business, the company should have an overall plan for equity incentive. Because the company has a small number of people and a clear working status, the selection of incentive objects and the number of rewards can be decided according to the importance and contribution of incentive objects.

When the company reaches the growth stage or the middle and late stage, it needs to use scientific methods to calculate the number of incentives and the exercise cost. The common method is to calculate the weight according to the "ranking system". According to the rank registration, considering the importance of the post and the length of service, the number of awards will be finally given. Of course, this is only a basis, and more actually depends on whether the company has a listing plan.

The design of equity incentive plan is the core of the whole equity incentive plan, which is generally arranged by a professional equity incentive plan design company. In the process of scheme design, people are generally concerned about when to start, how big option pool is and which employees to give it to. Here, I will talk about my personal experience of communicating with hundreds of founders.

When will the equity incentive plan be launched? Futu ESOP experts believe that the sooner it is launched, the better, because the earlier it can play an incentive role, it can also attract talents to join in the early stage and promote business development and maturity. Enterprises should consider equity incentives from the A round, and of course, pay attention to the proportion when issuing.

Generally speaking, an enterprise will set aside 8%- 15% of option pool for equity incentive, and of course it will fluctuate according to the company's business form. But on the whole, option pool is so big, and stock options are precious and limited, so it is difficult to regenerate. Founders should know in advance which employees to give such resources to.

As for the distribution target, it is understandable that all knowledge-based enterprises with R&D products should hold shares. However, if it is a sales-oriented company, because the sales share and salary system are relatively mature, the equity is not necessarily needed by employees, and it needs to be tailored according to the actual situation of the company.

How to design the company's equity incentive scheme? For design factors, please refer to the following contents:

1. Incentives: There are not only equity incentives for enterprise managers (such as CEO), but also stock ownership plans for ordinary employees, directors' salaries paid in shares, and grass-roots managers' salaries paid in shares, etc.

2. Stock purchase regulations: that is, the relevant regulations for managers to buy stocks, including purchase price, term, quantity and whether to give up stock purchase. The share purchase price of listed companies is generally determined with reference to the stock market price at the time of signing the contract, while the share purchase price of other companies is determined with reference to the equity value at that time.

3. Provisions on the sale of shares: relevant provisions on the sale of shares to managers, including the provisions on the sale price, quantity and time limit. The selling price is determined according to the market value of the stock right on the sale date, in which listed companies refer to the market price of the stock, and other companies generally calculate the selling price according to a predetermined method. In order to make managers care more about the long-term interests of shareholders, it is generally stipulated that managers can sell their shares after a certain period of time, and the number of shares sold is limited.

4. Rights and obligations: In equity incentives, it is necessary to stipulate whether managers enjoy rights and obligations such as dividend income rights and stock voting rights and how to bear the risk of equity depreciation.

5. Equity management: including management methods, sources of equity acquisition and the proportion of equity incentives to total income. The sources of stock right acquisition include manager purchase, remuneration purchase, technology shareholding, management shareholding and post shareholding. The proportion of equity incentive in managers' total income is different, and its incentive effect is also different.

6. Operation mode: including whether there is an actual transfer relationship of equity, stock source, etc. In some cases, in order to avoid legal obstacles or other operational reasons, the actual transfer relationship of equity does not actually occur in equity incentives. In terms of sources of equity, there are stock repurchases, issuance of new shares, stock inventories, etc.

He Ju Nuclear Power (Beijing) Management Consulting Co., Ltd., as the first provider dedicated to providing all-round management consulting and education services for the medical industry in China, uses the world-leading CTC (consulting, training and coaching) technology and mode, and establishes and improves the incentive mechanism through the self-developed CMS (He Ju Nuclear Power Incentive System) to comprehensively enhance the value of organizational human resources, continuously improve team performance, optimize core competitiveness, and help enterprises implement, change, merge and transform strategies.

How to design equity incentive scheme According to your question, Jingbang Consulting hereby gives the following answers:

The design of equity incentive scheme usually adopts the five-step coherent equity incentive method proposed by Dr. Xue Zhonghang, that is,

Fixed stock

1, option mode

Stock option model is the most classic and widely used equity incentive model in the world. The main point of its content is that, with the approval of the shareholders' meeting, the company will reserve stock options for the issued and unlisted ordinary shares as part of the "package" reward, and conditionally grant or reward them to the company's senior managers and technical backbones at a predetermined option price. Holders of stock options can make choices such as exercising and cashing within the prescribed time limit.

The design and implementation of stock option model requires that the company must be a public listed company, have a reasonable and legal stock source that can be used to implement stock options, and have a capital market carrier whose stock price can basically reflect the intrinsic value of stocks, with relatively standardized operation and good order.

Lenovo Group and Founder Technology, which were successfully listed in Hong Kong, both implemented the stock option incentive model.

2. Restricted stock model

Restricted stock refers to a certain number of shares of the company granted by a listed company to the incentive object according to predetermined conditions. Incentive objects can only sell restricted stocks and benefit from them if their working years or performance targets meet the conditions stipulated in the equity incentive plan.

3. stock appreciation rights model.

4. Virtual stock model

Ding ren

Three principles of personal identification:

1. The potential human resources have not been developed.

2. The degree of information hiding in the process of work

3. Is there any specific human capital accumulation?

Senior management refers to the personnel responsible for the decision-making and operation of the company, including the manager, deputy manager, financial controller (or other personnel who perform the above duties), secretary of the board of directors and other personnel stipulated in the articles of association.

Three-level theory of classics and realm;

1, the core layer: the mainstay (with the fate and development of the enterprise and the spirit of sacrifice)

2, the backbone: safflower (opportunists, they are the focus of equity incentives)

3. Operation layer: green leaves (work is work)

People at different levels should be treated differently, and often the backbone layer is the key object of our equity incentive plan.

opportunity

The validity period of the equity incentive plan is calculated from the date of adoption by the shareholders' meeting, and generally does not exceed 10 year. After the expiration of the equity incentive plan, the listed company shall not grant any equity according to this plan.

1. Within the validity period of the equity incentive plan, set the exercise restriction period and exercise validity period for each stock option granted, and exercise in batches according to the set schedule.

2. During the validity period of the equity incentive plan, the lock-up period of restricted shares granted in each issue shall be no less than 2 years. Upon the expiration of the lock-up period, the number of shares that can be unlocked (transferred or sold) by the incentive object shall be determined according to the completion of the equity incentive plan and performance targets. The unlocking period shall not be less than 3 years, and the unlocking period shall be unified in principle.

Make an offer

According to the principle of fair market price, the grant price (exercise price) of equity is determined.

The grant price of the equity of a listed company shall not be lower than the higher of the following two items:

1. Summary of the draft equity incentive plan announces the closing price of the company's target stock on the previous trading day;

2. The average closing price of the underlying shares of the company in the 30 trading days before the announcement of the draft equity incentive plan.

quantify

Fixed total and fixed quantity

Set a certain number

1. Article 15 of the Trial Measures: The equity granted by a listed company to any incentive object through all effective equity incentive plans shall not exceed 1% of the company's total share capital, unless approved by a special resolution of the shareholders' meeting.

2. "Trial Measures" During the validity period of the equity incentive plan, the expected income level of individual equity incentives for senior managers should be controlled within 30% of their total salary level (including expected options or equity income). The total salary level of senior managers should be determined by referring to the principles of state-owned assets supervision and administration institutions or departments and the performance appraisal and salary management measures of listed companies.

Fixed sum

1, with reference to the internationally accepted option pricing model or the fair market price of stocks, scientifically and reasonably calculate the stock option forecast.

Period value or expected return of restricted stock.

2. According to the equity incentive income and equity grant price (exercise price) predicted by the above method, determine the number of equity grants for senior managers.

3. The total salary level of each incentive object and the proportion of expected equity incentive income to the total salary level shall be determined according to the job analysis, job evaluation and job responsibilities of listed companies.

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.