The equity incentive plan refers to the agreement on equity compensation for managers who leave voluntarily when the company's control right changes. This plan can promote the management to accept the change of the company's control, reduce the conflict of interest between the management and shareholders, and reduce or even eliminate the hidden capital caused by the management to resist the change. Common "golden parachute" equity incentive plans include: accelerating the exercise or ownership of equity held by old employees; Increase additional equity awards.

其“金色降落伞”股权激励计划的特征，往往在于控制权变更为前置条件。一般情况下，该激励计划的主要条款包括控制权变更条款、终止条款和补偿条款等3个部分。

Its "golden parachute" equity incentive plan is often characterized by the change of control rights as preconditions. Generally, the main terms of the incentive plan include three parts: change of control clause, termination clause and compensation clause.

其中，控制权变更条款是指当公司定比例股份被收购之后，由于该股份收购导致了公司实际控制权发生了实质的变更;终止条款即管理层员工在公司控制权变化后，非自愿与公司终止了雇佣关系，但其中并不包括管理层自身过错所引起的终止情形;补偿条款，是指公司和管理层之间达成关于离职后补偿内容、补偿方式的约定。其中，控制权变更和终止条款属于方案中的前提，补偿条款则是结果。

Among them, the change of control clause refers to the substantial change in the actual control of the company due to the acquisition of a certain proportion of shares of the company after the acquisition; The termination clause means that the management staff terminated the employment relationship with the company involuntarily after the change of the company's control, but it does not include the termination caused by the management's own fault; Compensation clause refers to the agreement reached between the company and the management on the content and method of post-employment compensation. Among them, the change of control and termination clauses are the premise of the scheme, and the compensation clause is the result.

在实际操作中，“金色降落伞”计划经常用来解决企业创业元老提前离退休的激励问题。通过给予这些元老们相应的股份，可以消除高管退休前后物质利益和内心角色的巨大落差，也可以将企业元老直接变成公司股东，防止核心员工在离职或退休后跳槽到竞争公司。运用这一条款，还可以有效消除新老员工之间的隔阂，有利于企业文化的传承与企业的长远发展。

In practical operation, the "golden parachute" plan is often used to solve the incentive problem of early retirement of enterprise entrepreneurs. By giving these seniors corresponding shares, it can eliminate the huge gap between the material interests and internal roles of senior executives before and after retirement, and can also directly turn corporate seniors into shareholders of the company, preventing core employees from jumping to competitive companies after leaving or retirement. Applying this clause can also effectively eliminate the gap between new and old employees, and is conducive to the inheritance of corporate culture and the long-term development of the enterprise.

“金色降落伞”计划面向的激励对象不仅可以是董事、监事，也可以是企业中的高级管理人员或技术人员，例如签署了保密协议的重要员工，或者由董事会认定的特殊贡献员工等。当他们离职之后，可以采取设定期限的虚股分红方式对其加以激励，期限可以是离职3年后或者5年后，也可以提前在方案中设定好原因，何种情况下离开、企业会在多长时间内用多大额度激励他们。

The incentive targets of the "golden parachute" plan can be not only directors and supervisors, but also senior managers or technicians in enterprises, such as important employees who have signed confidentiality agreements, or special contribution employees recognized by the board of directors. When they leave, they can be encouraged by means of virtual share dividends with a set period of time. The period can be 3 years or 5 years after leaving, or the reasons can be set in the plan in advance. Under what circumstances, and how long the enterprise will use to motivate them.

在“金色降落伞”股权激励计划中，新员工的股权激励持股平台，好与“金色降落伞”的持股平台加以区分。企业可以考虑同时设立两个有限合伙企业，其中一个作为老员工的持股平台，用于开展“金色降落伞”计划;另一个则作为一般股权激励平台，针对新员工设立。

In the "golden parachute" equity incentive plan, the equity incentive shareholding platform for new employees should be distinguished from the "golden parachute" shareholding platform. The enterprise can consider setting up two limited partnerships at the same time, one of which is used as the shareholding platform for old employees to carry out the "golden parachute" plan; The other is set up as a general equity incentive platform for new employees.

“金色降落伞”属于股权激励计划的一一种，当然也需要设立约束条件。如，企业可以设立“接班人计划”的行权条件，即对于被授予期权的老员工而言，其每个人都有行权的前提条件:为公司培养出指定的骨干领导，并帮助其顺利交接岗位职责，达到这一一条件，才能够拿到激励股份。

The "golden parachute" is one of the equity incentive plans, and of course, constraints need to be set up. For example, an enterprise can set up the vesting conditions of the "succession plan", that is, for the old employees who have been granted the option, each of them has the preconditions for exercising the right: to train the designated backbone leaders for the company, and help them to smoothly transfer their duties, and only when these conditions are met can they get the incentive shares.

利用类似条款，实际上就能将新老员工的利益变成完全致的。因为一旦完成交接，老员工所持有的该股份就能，而新员工除了职业生涯的进取之外，也可以拿到对应的激励。反之，双方权益都会受损。还有什么相关疑惑吗？欢迎来我们网站http://www.daoshangbao.com进行咨询了解！

By using similar terms, the interests of new and old employees can be fully realized. Because once the handover is completed, the shares held by the old employees can be doubled, and the new employees can also get corresponding incentives in addition to their career progress. On the contrary, the rights and interests of both parties will be damaged. Are there any related doubts? Welcome to our website http://www.daoshangbao.com Consult and understand!