期权奖励计划-中英文
股票期权激励外文翻译文献
股票期权激励外文翻译文献(文档含中英文对照即英文原文和中文翻译)原文：SOE Execs: Get Ready For Stock IncentivesTAN WEIStock option incentive plan will soon be available to state-owned enterprise executives, but will it lead to greater prosperity or new problems?A trailblazing new scheme to infuse state-owned enterprises (SOEs) with incentive stock options is under way. It’s a plan that may bolster company performance, but it’s not without risks.On August 15, Li Rongrong, Minister of the State-owned Assets Supervision and Administration Commission (SASAC), disclosed that after careful study, a stock option incentive trial plan will be carried out in the listed SOEs.According to the trial plan, about 102 A-share listed SOEs are expected to be the trial companies. The short list of some of those expecting to participate includes: China Unicom, Citic Group, Kweichow Moutai, China Merchants Bank and Beijing Financial Street Holding Co.Stock option incentive plan is designed to entice executives to work hard for the long - term development of their companies. As stocks rise based on company performance, they too gain through this profits haring arrangement. This kind of incentive plan is popular in foreign countries, especially in the United States, where stock options can account for as high as 70 percent of a CEO’s income. Further, many economists believe the stock option incentive plan optimizes corporate governance structure, improve management efficiency and enhance corporate competitiveness. On the other hand, after the Measure s on the Administration of Stock Incentive Plans of Listed Companies was issued early this ye a r, some ofthe companies turned out to have misused the incentive stock options. The result was insider dealings, performance manipulation as well as a manipulation of the company stock price.“Although the stock option incentive scheme is a frequently used tool to encourage top management, it could also be a double - edged sword especially in an immature market economy,” Li said. The SASAC is therefore taking a cautious approach, placing explicit requirements on corporate governance, the target and extent of the incentive measures, Li added.Li stated that the overseas-listed SOEs would be the first few companies that will implement the mechanism because of their sound management structure and law-abiding nature. Then the domestic listed SOEs will have the chance to embrace incentive stock options, which would be promoted if the trial results were good.Executive face-liftAs for more than 900 listed SOEs, the personnel structure of the boards of directors will pro b ably face substantial change. That’s because the plan states that if the s t o ck option incentive mechanism is going to be implemented in listed SOEs, external directors should account for half of the board of directors.The trial plan introduced the concept of external directors for the firsttime. The external director should be legally recommended by directors of listed SOEs, and should not be working in the listed SOEs or in a holding company, said the plan. However, currently, most of boards of directors of listed SOEs are not in compliance with the requirement. They have to readjust the structure of board of directors to fit in with the new mechanism.“For most of the SOEs which are liste d in the A-share market, their boards of directors are made up of non-external directors and independent directors, which means that apart from independent directors, members of board of directors are all working for the listed company or for the large sha reholder,” said Zhu Yongmin, an economist with the Central University of Finance and Economics. “If the stock option incentive mechanism is to be carried out in those companies, a large-scale restructuring of board of directors is unavoidable and external directors must be introduced into the board.”China Securities Regulatory Commission (CSRC) stipulates that an independent director is one who doesn’t hold another office beyond his job as a director, and has no such relations with major share holder that would interfere with the exercise of independent and objective judgment. “Currently, the independent directors of listed companies can be categorized as external directors,” Zhu said. “However, the definition ofexternal director is much broader than independent director. Those who work for a company which has business ties with a listed company, though they do not meet the requirements of being an independent director, but can be considered an external director.”Additionally, the trial plan also stipulates that the salary committee of listed SOEs that exercise the stock option incentive mechanism should be composed of external directors. However, for most of the listed companies, there are still non - external directors. As a result, a considerable number of listed SOEs need to transform their salary committee to fulfill the prerequisites of the stock option incentive mechanism.Avoiding over-compensationOver- compensation is something that the trial stock plan is trying to avoid as well.Therefore, th e trial plan states that domestic listed SOEs’ executives should receive no more than 30 percent of their total salary (including options and dividends). But as for the overseas-listed SOEs, the maximum incentive is 40 percent of the target salary.The trial plan also fixes the volume of incentive stock options.The trial plan states that the volume of incentive stock options should be fixed in accordance with the scale of the listed company and the number of incentive objectives. The number of share allocated may not exceed 10percent of the company’s total share capital and no less than 0.1 percent. In fact, Beijing Review was informed by the CSRC that some 20 listed SOEs also began exploring stock option incentive schemes in the first half of this year. But none of them received approval from the CSRC because their schemes revealed sharp contrast with the trial plan in terms of the scale of incentive stock options offered.Results-orientedUnder the trial plan, better performance is a must to obtain stock privileges.The number of incentive stock options that senior executives in listed SOEs can get depends on their annual performance. If they cannot fulfill the targeted objective s , the listed company may have the right to take back the incentive the stock options or purchase them back at the price at which they we re sold to the executives .Zhu Yongmin noted that the stock option incentive plan is not invariable. The directors of listed companies, senior executives, and core technological and management personnel may not get the target stock options if they fail to achieve a satisfactory performance.No freebiesFor sure, state stocks won’t be given to executives for free, under the trial plan.“The state stocks have prices,” Zheng said. “If they we re paid to senior executives for free in the name of incentive stocks, it is equal to a loss of state assets. To elaborate, the incentive stocks should be the increment of stocks that are earned by the executives for listed SOEs after the implementation of the trial plan, and should not be previous stock inventory. In short, the past is past. Only future stock increases can be used as incentive stocks.”Further, “The incentive stocks should not be paid only by the SASAC, which is the largest shareholder of all the central SOEs,” said Zheng Peimin, Chairman of Shanghai Realize Investment Consulting Co., who took part in drafting the trial plan,. “ The incentive plan should be a joint action of all share holders of a company and they should shoulder the same responsibility and enjoy equal benefit .”Already, share holders pay for salaries of directors, senior executives and technology management staff.“The incentive stocks should also be paid by all shareholders.” Zheng said. “For instance, if the govern ment, or a state owned enterprise, holds 60 percent of a listed SOE, they should only pay 60 percent of the incentive stocks and 40 percent should be paid by other share holders.”译文：国有企业高管：准备迎接股权激励计划谭卫股票期权激励计划将很快应用于国有企业管理人员，但这会带来更大的繁荣，还是新的问题？一个开创性的计划正被引入——国有企业正在实施股票期权激励计划，它可能会增强公司业绩，但它并非没有风险。
期货期权术语中英文对比
期货期权术语中英文对照一、期货1 Futures market 期货市场 2Futures contract 期货合约 3 Financial futures 金融期货 4 Commodity futures 商品期货 5 Financial futures contract 金融期货合约 6 Currency futures contract 货币期货合约 7 Interest rate futures contract 利率期货合约 8 Stock index futures contract 股票指数期货合约 9Financial forward contract 金融远期合约 10 Clearing house 清算所 11Initial margins 初始保证金 12 Settlement 交割 13 Short seller 卖空者 14 The Gilts 金边债券 15 Futures delivery 期货交割 16 Futures transaction 期货交易 17Hedging mechanism 规避机制 18Market expectation 市场预期 19 To defuse(attempted monopoly positions) 冲破（形成的市场垄断状况） 20 Net settlement status 净结算状况，净结算头寸21Synthetic financial futures position 综合金融期货头寸 22 Status inquiry 信用状况调查 23 Stock indexes 股票指数 24 Stock index futures 股票指数期货 25Currency futures 外币期货 26Distant futures 远期期货 27 Nearby futures 近期期货 28 On a discount basis 以折价形式 29 A long position 多头部位，利多形势 30 A short position 空头部位，短缺头寸 31 Short purchase 买空，空头补进 32 Shifting risk 转嫁风险，转移风险 33Basis risk 基差风险 34 Converge 集聚（期货和现货价格） 35 Swing 变动（幅度），摆动，涨跌 36 Cross hedge 交叉套做 37Volatile 易变的，不稳定的 38 Volatile market 不稳定的市场行情 39 Margin money 预收保证金，开设信用证保证金 40position 头寸，交易部位，部位41Long position 多头寸，买进的期货合同 42Short position 空头 43 Exchange position 外汇头寸，外汇动态 44Interest position 利率头寸 45 Swap position 调期汇率头寸 46 Square position 差额轧平（未抵冲的外汇买卖余额的轧平状况） 47 Brokerage firm 经纪商（号） 48Security bond 保付单 49 Post 登记总帐，过帐 50 Brokerage 经纪业，付给经纪人的佣金 51FX futures contract 外汇期货合约 52 Foreign currency futures 外汇期货 53 Futures price 期货价格 54 Go long 入金，多头 55 Total FX portfolio 外汇投资总额 56 A long position 多头寸，买进的期货合约 57 Go short 短缺，卖空，空头 58 A short position 空头，卖出的期货合约 59 Place an order 订购，下单 60 Trading pit 交易场 61 Open outcry 公开喊价，公开叫价 62Floor broker 场内经纪人 63 Transactions costs 交易费用 64 Zero-sum game 零和竞争（游戏） 65 Current futures price 现时的期货价格 66 The open interest 未结清权益 67 Building agreement 具有约束力的协定 68 Pay up 付清，缴清 69 In force （法律上的）有效的 70 Kill a bet 终止赌博 71 Settlement price 结算价格 72 Date of delivery 交割期 73 Point of delivery 交割地点 74Futures commission merchants 期货经纪公司 75 Market order 市价订单 76 Time order 限时订单 77 Opening order 开市价订单 78 Closing order 收市价订单 79 Basis order 基差订单 80 Corners 垄断 81Outright position 单笔头寸 82 Direct hedging 直接套做 83 Indirect hedging 间接套做 84 Short hedging 空头套做 85 Long arbitrage 多头套做 86 Back spreads 反套利 87Margin call 保证金统治 88 Price discovery 价格发现 二、期权1Option 期权，选择权，买卖期权 2 Call and put options 买入期权和卖出期权 3 Option buyer 期权的买方 4 Option seller 期权的卖方 5 Underlying securities 标的证券 6 Exercise price, striking price 履约价格，认购价格 7 Option fee =option premium or premium on option 期权费 8Intrinsic value 实际价值，内部价值 9Intrinsic utility 内在效用 10 Arbitrage opportunity 套价机会 11 Arbitrage 套购，套利，套汇 12Arbitrage of exchange or stock 套汇或套股 13Speculation on foreign exchange 外汇投机 14Speculation in stock 股票投机 15 To be hedging 进行套期保值 16 A put option on a debt security 债务证券的卖出期权 17 Call options on an equity 权益（证券）的买入期权 18 Cover 弥补，补进（卖完的商品等） 19Write 签发，签署，承保，编写 20 Margin call 追加保证金的通知 21Close out 平仓，结清（帐） 22 Notional sum 名义金额 23 Notional principal 名义本金 24Equity portfolio 股票资产 25 Predetermined 预先约定的 26Strike price 协定价格 27 Put (option) 卖方期权，看跌期权 28 Call (option) 买方期权，看涨期权 29Open market 公开市场 30Premium 期权费 31 Downside 下降趋势 32 Open-ended 开口的，无限制的，无限度的 33 Out-of-the-money 无内在价值的期权 34 In-the-money 有内在价值的期权 35 At-the-money 平值期权 36Crop up(out) 出现，呈现 37Cap 带利率上限的期权 38 Floor 带利率下限的期权 39Floor trader 交易员 40 Break-even 不亏不盈，收支相抵 41Asymmetry 不对称 42Symmetry 对称 43Sell forward 远期卖出 44Up-front fee 预付费用，先期费用 45Change hands 交换，换手 46 Contractual value 合同价格 47 Over-the-counter 场外的，不同过交易所的 48Customize 按顾客要求制作 49 Futures margin 期货保证金 50 Initial margin 初始保证金 51 Open position 头寸 52 Maintenance margin 最低保证金，维持保证金 53 Variation margin 盈亏保证金，变动保证 54 Market makers 造市者 55 Extrinsic value 外在价值 56 Contracts of difference 差异合约 57 Market-clearing 市场结算 58 Adaptive expectations 适应性预期 59 Bid-ask spread 递盘虚盘差价 60 Small-order automatic system 小额定单执行系统 61 Dealers 批发商 62Dual trading 双重交易 63 Mature liquid contracts 到期合约 64 Backwardation 现货溢价 65 Nearby contract 近期合约 66 Short-lived securities 短期有效证券 67 Cash-and-carry arbitrage 现货持有套利 68 Open positions 敞口头寸 69 Uncovered interest arbitrage 未担保利率套利 70 Premium 期权权利金 71Call-options 认购期权 72 Put-options 认沽期权 73 Speculation 投机 74Cross hedging 交叉保值 75 Hedging risk 套期保值风险 76 Synthetic options 合成期权 77 Option purchase price 期权的购进价格 78Options on futures contract 期货合同的期权交易 79 Forward swap 远期掉期 80 Swap rate 掉期率81 Risk transformation 风险转移 82 Contract size 合约容量 83 Daily limit 每日涨跌停板 84 Double option 双向期权三、市场1Physical trading现货交易2Arbitrage 市场间套利3Basis Price/ Strike Price 基本价格，履约价格4Bear 卖空者，看跌者5Bear market 空头市场，熊市6Bull market7Bottom 底价：某时间段内的最低价8Peak高价：某时间段的最高价9Business day 交易日10Primary market 初级市场11Secondary market 二级市场12Principal 委托人，货主本人13Profit Taking 获利回吐14Prompt 即付15Rally 回升16Range 波幅17Recovery 复苏18Depression萧条19Scalp 小投机，日内多次交易20Security deposit 保证金21Session交易时段22Settlement price 结算价格23Short hedge 卖出套期保值24Long Hedge买入套期保值25Speculator 投机者26Spot 现货27Spread 价差：两个相关市场之间或相关商品之间的价格差异28Switching转月：由一个期货合约转为另一个期货合约29Technical analysis 技术分析法30Tick size 最小价位31Time value 时间价值32Turnover/Volume 交易量33Variation margin价格变动保证金34Warehouse receipt仓单35American-style options 美式期权36European-style options 欧式期权37Arbitration 仲裁38Assignment 转让39Average daily volume 平均每日交易量40Board of trade 交易委员会41Breakeven 平衡点（收支相抵）42Brokerage/Commission 佣金43Brokerage house 经纪行44Buy to close买进平仓45Buy to open 买入建仓46Canceling order 取消订单47Clearing fee 结算费48Close 收盘、收市49Closing price 收盘价50Coupon 票面利率51Customer margin 客户保证金52Daily trading limits 日交易限制53Day trader 当日交易者54Deferred 延期55Delivery 交割，交收56Delivery month 交割月57Delivery points 交割点58Equilibrium price 均衡价格59Exhaustion gap消耗缺口60Expanded trading hours 延迟交易时间61Expiration 到期，截止期限62Federal funds rate 联邦基金利率63Financial instrument 金融工具64Floor trader 场内交易员65Gross domestic product (GDP) 国内生产总值66High limit 涨停价67Historical volatility 历史波幅68Index 指数69Initial margin 原始保证金70Intrinsic value 内在价值71Introducing broker (IB) 中介经纪商72Lagging indicators 滞后指标73Last trading day 最后交易日74Lead month 最近合约月75Leading indicators 领先指标76Leverage 杠杆作用77Limit order 限价委托单78Liquid 流动性79Liquidate 平仓，斩仓80Mark-to-market 逐日结算81Market order 市价委托单82Market segment 市场划分83Market value 市场价值84Matched trade 配对交易85Maturity 到期期间86Notice day 通知日87Position limit 持仓限额88Purchasing power 购买力89Quotation 报价90Reference price 参考价格91Resistance line 阻力线92Retracement 背离93Support line支撑线94Symbol 符号95Target price 目标价格96Trade balance 贸易收支97Treasury bill 美国短期国债98Variable limit 可变限度99Writer 期权卖家100Yield 收益率101Yield curve 收益率曲线102Yield to maturity 到期收益率。
股权激励外文文献【中英对照】
外文文献原文The Diffusion of Equity Incentive Plans in Italian Listed Companies 1.INTRODUCTIONPast studies have brought to light the dissimilarities in the pay packages of managers in Anglo-Saxon countries as compared with other nations (e.g., Bebchuk, Fried and Walker, 2002; Cheffins and Thomas, 2004; Zattoni, 2007). In the UK and, above all in the US, remuneration encompasses a variety of components, and short and long term variable pay carries more weight than elsewhere (Conyon and Murphy, 2000). In other countries, however, fixed wages have always been the main ingredient in top managers’ pay schemes. Over time, variable short-term pay has become more substantial and the impact of fringe benefits has gradually grown. Notwithstanding, incentives linked to reaching medium to long-term company goals have never been widely used (Towers Perrin, 2000).In recent years, however, pay packages of managers have undergone an appreciable change as variable pay has increased considerably, even outside the US and the UK. In particular, managers in most countries have experienced an increase in the variable pay related to long-term goals. Within the context of this general trend toward medium and long-term incentives, there is a pronounced tendency to adopt plans involving stocks or stock options (Towers Perrin, 2000; 2005). The drivers of the diffusion of long term incentive plans seem to be some recent changes in the institutional and market environment at the local and global levels. Particularly important triggers of the convergence toward the US pay paradigm are both market oriented drivers, such as the evolving share ownership patterns or the internationalization of the labor market, and law-oriented drivers, such as corporate or tax regulation (Cheffins and Thomas, 2004). Driven by these changes in the institutional and market environment, we observe a global trend toward the “Americanization of international pay practices,〞characterized by high incentives and very lucrative compensation mechanisms (e.g., Cheffins, 2003; Cheffins andThomas, 2004).Ironically, the spread of the US pay paradigm around the world happens when it is hotly debated at home. In particular, the critics are concerned with both the level of executive compensation packages and the use of equity incentive plans (Cheffins and Thomas, 2004). Critics stressed that US top managers, and particularly the CEOs, receive very lucrative compensation packages. The ’80s and ’90s saw an increa sing disparity between CEO’s pay and that of rank-and-file workers. Thanks to this effect, their direct compensation has become a hundred times that of an average employee (Hall and Liebman, 1998). The main determinants of the increasing level of CEOs’ and executives’ compensation are annual bonuses and, above all, stock option grants (Conyon and Murphy, 2000). Stock option plans have recently been criticized by scholars and public opinion because they characteristically are too generous and symptomatic of a managerial extraction of the firm’s value (Bebchuk et al., 2002; Bebchuk and Fried, 2006).In light of these recent events and of the increased tendency to adopt equity incentive plans, this paper aims at understanding the reasons behind the dissemination of stock option and stock granting plans outside the US and the UK.The choice to investigate this phenomenon in Italy relies on the following arguments. First, the large majority of previous studies analyze the evolution of executive compensation and equity incentive plans in the US and, to a smaller extent, in the UK. Second, ownership structure and governance practices in continental European countries are substantially different from the ones in Anglo-Saxon countries. Third, continental European countries, and Italy in particular, almost ignored the use of these instruments until the end of the ’90s.Our goal is to compare the explanatory power of three competing views on the diffusion of equity incentive plans: 1) the optimal contracting view, which states that compensation packages are designed to minimize agency costs between managers and shareholders (Jensen and Murphy, 1990); 2) the rent extraction view, which states that powerful insiders may influence the pay process for their own benefit (Bebchuk et al., 2002); and 3) the perceived-cost view (Hall and Murphy, 2003), which states thatcompanies may favor some compensation schemes for their (supposed or real)cost advantages.To this purpose, we conducted an empirical study on the reasons why Italian listed companies adopted equity incentive plans since the end of the ’90s. To gain a deep understanding of the phenomenon, we collected data and information both on the evolution of the national institutional environment in the last decade and on the diffusion and the characteristics (i.e., technical aspects and objectives) of equity incentive plans adopted by Italian listed companies in 1999 and 2005. We used both logit models and difference-of-means statistical techniques to analyze data. Our results show that: 1) firm size, and not its ownership structure, is a determinant of the adoption of these instruments; 2) these plans are not extensively used to extract company value, although a few cases suggest this possibility; and 3) plans’ characteristics are consistent with the ones defined by tax law to receive special fiscal treatment.Our findings contribute to the development of the literature on both the rationales behind the spreading of equity incentive schemes and the diffusion of new governance practices. They show, in fact, that equity incentive plans have been primarily adopted to take advantage of large tax benefits, and that in some occasions they may have been used by controlling shareholders to extract company value at the expense of minority shareholders. In other words, our findings suggest that Italian listed companies adopted equity incentive plans to perform a subtle form of decoupling. On the one hand, they declared that plans were aimed to align shareholders’ and managers’ interests and in centive value creation. On the other hand, thanks to the lack of transparency and previous knowledge about these instruments, companies used these mechanisms to take advantage of tax benefits and sometimes also to distribute a large amount of value to some powerful individuals. These results support a symbolic perspective on corporate governance, according to which the introduction of equity incentive plans please stakeholders –for their implicit alignment of interests and incentive to value creation –without implying a substantive improvement of governance practices.2.Corporate Governance in Italian Listed CompaniesItalian companies are traditionally controlled by a large blockholder (Zattoni, 1999). Banks and other financial institutions do not own large shareholdings and do not exert a significant influence on governance of large companies, at least as far as they are able to repay their financial debt (Bianchi, Bianco and Enriques, 2001). Institutional investors usually play a marginal role because of their limited shareholding, their strict connections with Italian banks, and a regulatory environment that does not offer incentives for their activism. Finally, the stock market is relatively small and undeveloped, and the market for corporate control is almost absent (Bianco, 2001). In short, the Italian governance system can be described as a system of “weak managers, strong blockholders, and unprotected minority shareholders〞(Melis, 2000: 354).The board of directors is tra ditionally one tier, but a shareholders’ general meeting must appoint also a board of statutory auditors as well whose main task is to monitor the directors’ performance (Melis, 2000). Further, some studies published in the ’90s showed that the board of di rectors was under the relevant influence of large blockholders. Both inside and outside directors were in fact related to controlling shareholders by family or business ties (Melis, 1999;2000; Molteni, 1997).Consistent with this picture, fixed wages have been the main ingredient of top managers’ remuneration, and incentive schemes linked to reaching medium to long term company goals have never been widely used (Melis, 1999). Equity incentive schemes adopted by Italian companies issue stocks to all employees unconditionally for the purpose of improving the company atmosphere and stabilizing the share value on the Stock Exchange. Only very few can be compared with stock option plans in the true sense of the term. Even in this case, however, directors and top managers were rarely evaluated through stock returns, because of the supposed limited ability of the Italian stock market to measure firm’s performance (Melis, 1999).3.The Evolution of Italian Institutional ContextThe institutional context in Italy has evolved radically in the last decade, creatingthe possibility for the dissemination of equity incentive plans. The main changes regarded the development of commercial law, the introduction and updating of the code of good governance, the issue of some reports encouraging the use of equity incentive plans, and the evolution of the tax law (Zattoni, 2006).Concerning the national law and regulations, some reforms in the commercial law (1998, 2003, and 2005) and the introduction (1999) and update (2002) of the national code of good governance contributed to the improvement of the corporate governance of listed companies (Zattoni, 2006). Financial markets and corporate law reforms improved the efficiency of the Stock Exchange and created an institutional environment more favorable to institutional investors’ activism (Bianchi and Enriques, 2005). At the same time the introduction and update of the code of good governance contributed to the improvement of governance practices at the board level. These reforms did not produce an immediate effect on governance practices of Italian listed companies, although they contributed to improve, slowly and with some delay, their governance standards (Zattoni, 2006).Beyond the evolution of governance practices, some changes in the institutional environment directly affected the diffusion and the characteristics of equity incentive plans. Both the white paper of the Ministry of the Industry and Foreign Commerce and the code of good governance issued by the national Stock Exchange invited companies to implement equity incentive plans in order to develop a value creation culture in Italian companies. Furthermore, in 1997 fiscal regulations were enacted allowing a tax exemption on the shares received through an equity incentive plan. According to the new regulation, which took effect on January 1, 1998, issuance of new stocks to employees by an employer or another company belonging to the same group did not represent compensation in kind for income tax purposes (Autuori 2001). In the following years, the evolution of tax rules reduced the generous benefits associated with the use of equity incentive plans, but also the new rules continued to favor the dissemination of these plans.Driven by these changes in the institutional context, equity incentive plans became widely diffused among Italian listed companies at the end of the ’90s (Zattoni,2006). Ironically, the diffusion of these instruments – in Italy and in other countries, such as Germany (Bernhardt, 1999), Spain (Alvarez Perez and Neira Fontela, 2005), and Japan (Nagaoka, 2005) – took place when they were strongly debated in the US for their unpredicted consequences and the malpractices associated with their use (Bebchuk et al., 2002).4.The Rationales Explaining the Adoption of Equity Incentive PlansEquity incentive plans are a main component of executive compensation in the US. Their use is mostly founded on the argument that they give managers an incentive to act in the shareholders’interests by providing a direct link between their compensation and firm stock-price performance (Jensen and Murphy, 1990). Beyond that, equity incentive plans also have other positive features, as they may contribute to the attraction and retention of highly motivated employees, encourage beneficiaries to take risks, and reduce direct cash expenses for executive compensation (Hall and Murphy, 2003).Despite all their positive features, the use of equity incentive plans is increasingly debated in the US. In particular, critics question their presumed effectiveness in guaranteeing the alignment of executives’ and shareholders’ interests. They point out that these instruments may be adopted to fulfill other objectives, such as to extract value at shareholders expenses (e.g., Bebchuk and Fried, 2006), or even to achieve a (real or perceived) reduction in compensation costs (e.g., Murphy, 2002). In summary, the actual debate indicates that three different rationales may explain the dissemination and the specific features of equity incentive plans:1) the optimal contracting view (Jensen and Murphy,1990 );2) the rent extraction view (Bebchuk et al., 2002); and 3)the perceived-cost view (Hall and Murphy, 2003).According to the optimal contracting view, executive compensation packages are designed to minimize agency costs between top managers (agents) and shareholders (principals) (Jensen and Meckling, 1976). The boards of directors are effective governance mechanisms aimed at maximizing shareholder value and the topmanagement’s compensati on scheme is designed to serve this objective (Fama and Jensen, 1983). Providing managers with equity incentive plans may mitigate managerial self-interest by aligning the interests of managers and shareholders (Jensen and Meckling, 1976). Following the alignment rationale, equity incentives may improve firm performance, as managers are supposed to work for their own and shareholders’ benefit (Jensen and Murphy, 1990). In short, these instruments are designed to align the interests of managers with those of shareholders, and to motivate the former to pursue the creation of share value (Jensen and Murphy, 1990).4.1 the principle of equity incentiveManagers and shareholders is a delegate agency relationship managers operating in assets under management, shareholders entrusted. But in fact, in the agency relationship, the contract between the asymmetric information, shareholders and managers are not completely dependent on the manager's moral self-discipline. The pursuit of the goals of shareholders and managers is inconsistent. Shareholders want to maximize the equity value of its holdings of managers who want to maximize their own utility, so the "moral hazard" exists between the shareholders and managers, through incentive and restraint mechanisms to guide and limit the behavior of managers.In a different way of incentives, wages based on the manager's qualification conditions and company, the target performance of a predetermined relatively stable in a certain period of time, a very close relationship with the company's target performance. Bonuses generally super-goal performance assessment to determine the part of the revenue manager performance is closely related with the company's short-term performance, but with the company's long-term value of the relationship is not obvious, the manager for short-term financial indicators at the expense of the company long-term interests. But from the point of view of shareholders' investment, he was more concerned with long-term increase in the value of the company. Especially for growth-oriented companies, the value of the manager's more to reflect the increase in the company's long-term value, rather than just short-term financialindicators.In order to make the managers are concerned about the interests of shareholders need to make the pursuit of the interests of managers and shareholders as consistent as possible. In this regard, the equity incentive is a better solution. By making the manager holds an equity interest in a certain period of time, to enjoy the value-added benefits of equity risk in a certain way, and to a certain extent, you can make managers more concerned about the long-term value of the company in the business process. Equity incentive incentive and restraint to prevent short-term behavior of the manager, to guide its long-term behavior.4.2 Equity Incentive mode(1) The performance of stockRefers to a more reasonable performance targets at the beginning of the year, if the incentive object to the end to achieve the desired goal, the company granted a certain number of shares or to extract a reward fund to buy company stock. The flow of performance shares realized that usually have the time and number restrictions. Another performance of the stock in the operation and role relative to similar long-term incentive performance units and performance stock difference is that the performance shares granted stock, performance units granted cash.(2) stock optionsRefers to a company the right to grant incentive target incentive object can purchase a certain amount of the outstanding shares of the Company at a predetermined price within a specified period may be waived this right. The exercise of stock options have the time and limit the number of cash and the need to motivate the objects on their own expenditure for the exercise. Some of our listed companies in the application of virtual stock options are a combination of phantom stock and stock options, the Company granted incentive object is a virtual stock options, incentive objects rights, phantom stock.(3) virtual stockThat the company awarded the incentive target a virtual stock incentive objectswhich enjoy a certain amount of the right to dividends and stock appreciation gains, but not ownership, without voting rights, can not be transferred and sold, expire automatically when you leave the enterprise.(4) stock appreciation rightsMeans the incentive target of a right granted to the company's share price rose, the incentive object can be obtained through the exercise with the corresponding number of stock appreciation gains, the incentive objects do not have to pay cash for the exercise, exercise, get cash or the equivalent in shares of companies .(5) restricted stockRefers to the prior grant incentive target a certain number of company shares, but the source of the stock, selling, etc. There are some special restrictions, generally only when the incentive object to accomplish a specific goal (eg, profitability), the incentive target in order to sell restricted stock and benefit from it.(6) The deferred paymentRefers to a package of salary income plan designed to motivate object, which part of the equity incentive income, equity incentive income was issued, but according to the fair market value of the company's shares to be converted into the number of shares after a certain period of time, the form of company stock or when the stock market value in cash paid to the incentive target.(7) the operator / employee-ownedMeans the incentive target to hold a certain number of the company's stock, the stock is a free gift incentive target, or object of company subsidy incentives to buy, or incentive target is self-financed the purchase. Incentive objects can benefit from appreciation in the stock losses in the devaluation of the stock.(8)Management / employee acquisitionMeans to leverage financing to the company's management or all employees to purchase shares of the Company, to become shareholders of the Company and other shareholders of risk and profit sharing, to change the company's ownership structure, control over the structure and asset structure, to achieve ownership business.(9) The book value appreciation rightsDivided into specific buy and virtual two. Purchase type refers to the incentive target in the beginning of the period per share net asset value of the actual purchase of a certain number of shares, end of period value of the net assets per share at the end of the period and then sold back to the company. Virtual type incentive target in the beginning of the period without expenditure of funds granted by the Company on behalf of the incentive target a certain number of shares calculated at the end of the period, according to the increment of the net assets per share and the number of shares in the name of the proceeds to stimulate the object, and accordingly to incentive target payment in cash.外文文献译文股权鼓励方案在意大利上市公司扩散过去的研究提醒了管理者薪酬在盎格鲁撒克逊国家和其他国家相比的差异〔例如，贝舒克，弗莱德和瓦尔克，2002；柴芬斯和托马斯，2004；萨特尼，2007〕。
股权激励外文翻译
原文EQUITY BASED INCENTIVESMaterial Source: Society Professionals Author: Richard D Stock Incentive System (SIS), is a system a company adopts to incent managers or ordinary employees. In this system, to incent managers or ordinary employees, a company will make them become stockowners by assigning a sum of stocks or stock options to them. Stock Incentive System Research on Outstanding Achievement, is a research base on the existing Stock Incentive System. This research emphasizes on analyzing the pertinency between system structure and outstanding achievement. By doing the research, the author tried to set up a pertinence relation between practicing SIS and carrying out outstanding achievement to enhance the efficiency of a Stock Incentive System. In this thesis, the research is focused on the problems of outstanding achievement deviation, capital resource for buying options or stocks, and short sight of managers. A lot of data and cases have been adopted to find out the bugs from the existing SIS and set up a new model to enhance the efficiency of the SIS. In this thesis, the author demonstrates the following ideas.1. For the weak pertinence between stock price and outstanding achievement under the circumstance of the capital market, it is strongly recommended that the stocks from SIS not come into the market, or it will be inefficient for incenting managers, further more, it may cause risks of deceiving to incent market prices, which will ruin the company and share holders utmostly. Then how to price the incentive stocks, and how can the stocks be encashed? In chapter two, a pricing model of EVA has been set up to answer the questions. In this model, there is linearity pertinence between the stock price and EVA. While priced by this model, the increment of stocks get an only resource of outstanding achievement made by managers, which will incent managers to work hard to increase stock price. In this model, we can also find out that the capital resource for stock encashment is exercise capital and EVA.2.An favorable exercise capital resource may be built up on capital bonus, which will enhancethe efficient of SIS by forming a benign incentive circle system. This system is named Capital Bonus Exercising System. Since the capital bonus is the only resource for exercise, and we know that managers' outstanding achievement is the only resource for capital bonus, more outstanding achievement cause more bonus, more bonus cause faster and bigger amount exercise, more exercise cause bigger share hold for managers, and bigger share hold will cause more income, which will incent managers to work harder, then a benign incentive circle system is formed.3. Since an SIS is used to get a long-term incenting, the managers' stock holding period must be quite long, and a rule of exercising and encashing batch by batch must be prescribed. Firstly, the holding period must be quite long to realize long-term incentive function of SIS, or it will be not better than a cash bonus. For the incentive function will vanish once encashed, the stock holding term must be set long. Secondly, options or stocks must be exercised or encashed batch by batch in the holding period. Since the managers are with cash-predilection, in the other word, short-term income favoritism, if managers cannot get income before the end of the long term, their short-term income favoritism cannot be fulfilled, and then incentive function of SIS will be weakened. To get a harmony between long-term and short-term incenting, options or stocks must be exercised or encashed batch by batch. Furthermore, this prescription dividing managers stock income into batches will prevent managers from risks of short sight, and then the company can escape from disasters like Enron and WorldCom ever met. This thesis is a pilot study on Stock Incentive System based on outstanding achievement. It insists that practising a Stock Incentive System should be able to incent managers to carry out outstanding achievement and the incentive term should be quite long. And to get these effects, the key issues are to set up EVA models and built up a balance between short-term and long-term incenting. And most of the author's efforts are being taken to settle these two issues.The use of equity as a key component of executive compensation is probably the most difficult and controversial issue or manage by the compensation committee of a corporate hoard of directors. In theory, equity-based compensation should drive management to behave in a mannerconsistent with the wishes of the shareholders. This column focuses on the three most prevalent equity awards.Nonqualified stock options (NSOs) are by and large the most common equity incentive arrangement Executives may buy stock at a specified price (grant) for a given period of time. Compensation derived from the appreciation in the stock price between the option grant date and the option exercise date is taxed or ordinary income tax rates. NSOs can be exercised in any sequence.There is no taxable income to the executive triggered by the option grant Appreciation from the grate price is taxed at ordinary income tax rates upon exercise. For example, a grant price of $50 and an exercise price of $75 create ordinary income of $25. The company is required to withhold an executive,s taxes at exercise. This can be a problem because the exercise of the option itself does not generate cash for the executive. When the executive sells the stock, any future appreciation from the exercise price to the sale price is taxed at capital gain rates.There is no tax deduction for the company as a result of granting an option. The company does receive a tax deduction equal to the executive,s ordinary income when the option is exercised. There is no impact on the company from any subsequent sale of the stork by the executive.Advantageous to users of nonqualified stock options is the idea that such arrangements are an attempt to align executive interests with shareholder interests. There are no limitations on the amount that may be exercised nonqualified options are less dilutive than incentive stock options and the nonqualified variety offer potential for long term appreciation as the company grows. The disadvantage of a nonqualified arrangement is that executive investment is required at two different intervals-First, to acquire the stock and second, to satisfy the tax liability. Also ,NSOs dilute earnings per share through cowman stack equivalents.There is no charge to corporate earnings unless the option price is variable or is less than 100% of fair market value on the grant date, or unless the company has elected m account for stock options under FASB 123. Where FASB 123 is used, there is a charge to earnings that iscalculated based on the estimated fair market value at grant dare using an option pricing mode!Incentive stock options (LSOs) are option plans that meet the guidelines of IRC Sec. 422. They must be granted to employees with an exercise period not to exceed 10 years. The grant price cannot be for less than fair market value at the time that the option is granted, and the option cannot be transferable. ISOs with an aggregate value of$1 000000 cannot be granted to be first exercisable in any given year.The executive incurs a tax liability only when stack obtained through an ISO is sold, and not when the option is exercised. Thus, gains are treated at capital gain rates, provided the executive does not dispose of the stock until the later of two years from the grant of the option or one year from receipt of the stack. As ordinary incometax rates increase, ISOs become more attractive to executives because the tax is deferred until the stock is sold.The company receives no tax deduction upon exercise, which can make ISOs an expensive equity vehicle to offer from a company point ofview .However, if the company is in a low effective tax bracket, the lack of tax deductibility may still be a fair trade for the benefitprovided to the executive.A major ISO advantage is char the executive has control over the timing of the taxable event (sale of stock and not exercise of the option). This provides the executive an opportunity to do better long-term tax planning, including the ability to defer income without taxation and possibly pay taxes at the lower capital gains rates. From a company perspective, the main disadvantage of an ISO arrangement is the lack of a company tax deduction when an executive exercises an ISO. From the executive,s point of view there are two disadvantages. The first one is the holding period of iS0 shares: the longer of two years from grant or one year from the receipt of the stuck in order to receive capital gains treatment .The second disadvantage is that the executive is limited to being granted ISOs of up to $I 00,000 that are exercisable for the first time in any given calendar year.Finally, ISOs that have not been exercised are considered common stock equivalents and are factored into the determination of earningsper share, and they can have a dilutive cost impact on the company s earnings per share and balance sheet if the stock price appreciates.Restricted stock is an outright grant of shares to executives. This outright transfer of stock has restrictions as to the sale, transfer and pledging of the granted shares that lapse over a period of time .The restrictions can be for three or five yearsor for whatever timeperiod is desired by the company. As the restrictions lapse, the executive has an unfettered right to sell, assign, pledge, encumber or do whatever he or she desires with the shares. However, if the executive terminates employment all unvested shares are forfeited. During the restriction period, the executive will receive the dividends on the restricted shares and also be able to vote the shares.To the executive, no individual income tax liability occurs when the restricted stock is granted. As restricted lapse, the current market value of vested shares is taxed as ordinary income. Dividends received during the restriction period or otherwise are taxed as ordinary income. 译文股权激励资料来源：：金融协会作者：Richard D.股权激励制度，是指企业采取授予管理人员或普通员工在未来一段时间内以某一事先规定的价格购买本公司一定比例股票的权利，或者直接授予管理人员或普通员工本公司一定比例的股权，从而试图达到激励管理人员或普通员工目的的制度选择。
人力资源管理中英文对照表
人力资源管理中英文对照表包含下列四个部分一、人力资源专业术语二、人力资源管理过程中的常用词汇三、纯欧美企业常用HR词汇四、常见职位的中英文对照表一、人力资源专业术语AAction learning：行动学习Alternation ranking method：交替排序法Annual bonus：年终分红Application forms：工作申请表Appraisal interview：评价面试Aptitudes：资质Arbitration：仲裁Attendance incentive plan：参与式激励计划Authority：职权BBehavior modeling：行为模拟Behaviorally anchored rating scale (bars)：行为锚定等级评价法Benchmark job：基准职位Benefits：福利Bias：个人偏见Boycott：联合抵制Bumping/layoff procedures：工作替换/临时解雇程序Burnout：耗竭CCandidate-order error：候选人次序错误Capital accumulation program：资本积累方案Career anchors：职业锚Career cycle：职业周期Career planning and development：职业规划与职业发展Case study method：案例研究方法Central tendency：居中趋势Citations：传讯Civil Rights Act：法Classes：类Classification (or grading) method：归类（或分级）法Collective bargaining：集体谈判Comparable worth：可比价值Compensable factor：报酬因素Computerized forecast：计算机化预测Content validity：容效度Criterion validity：效标效度Critical incident method：关键事件法DDavis-Bacon Act (DBA)：戴维斯―佩根法案Day-to- day-collective bargaining：日常集体谈判Decline stage：下降阶段Deferred profit- sharing plan：延期利润分享计划Defined benefit：固定福利Defined contribution：固定缴款Department of Labor job analysis：劳工部工作分析法Discipline：纪律Dismissal：解雇；开除Downsizing：精简EEarly retirement window：提前退休窗口Economic strike：经济罢工Edgar Schein：艾德加•施恩Employee compensation：职员报酬Employee orientation：雇员上岗引导Employee Retirement Income Security Act (ERISA) ：雇员退休收入保障法案Employee services benefits：雇员服务福利Employee stock ownership plan (ESOP) ：雇员持股计划Equal Pay Act：公平工资法Establishment stage：确立阶段Exit interviews：离职面谈Expectancy chart：期望图表Experimentation：实验Exploration stage：探索阶段FFact-finder：调查Fair day’s work：公平日工作Fair Labor Standards Act：公平劳动标准法案Flexible benefits programs：弹性福利计划Flex place：弹性工作地点Flextime：弹性工作时间Forced distribution method：强制分布法Four-day workweek：每周4天工作制Frederick Taylor：弗雷德里克•泰罗Functional control：职能控制Functional job analysis：功能性工作分析法GGeneral economic conditions：一般经济状况Golden offerings：高龄给付Good faith bargaining：真诚的谈判Grade description：等级说明书Grades：等级Graphic rating scale：图尺度评价法Grid training：方格训练Grievance：抱怨Grievance procedure：抱怨程序Group life insurance：团体人寿保险Group pension plan：团体退休金计划Growth stage：成长阶段Guarantee corporation：担保公司Guaranteed fair treatment：有保证的公平对待Guaranteed piecework plan：有保障的计件工资制Gain sharing：收益分享HHalo effect：晕轮效应Health maintenance organization (HMO) ：健康维持组织IIllegal bargaining：非法谈判项目Impasse：僵持Implied authority：隐含职权Incentive plan：激励计划Individual retirement account (IRA) ：个人退休账户In- house development center：企业部开发中心Insubordination：不服从Insurance benefits：保险福利Interviews：谈话；面谈JJob analysis：工作分析Job description：工作描述Job evaluation：职位评价Job instruction training (JIT) ：工作指导培训Job posting：工作公告Job rotation：工作轮换Job sharing：工作分组Job specifications：工作说明书John Holland：约翰•霍兰德Junior board：初级董事会LLayoff：临时解雇Leader attach training：领导者匹配训练Lifetime employment without guarantees：无保证终身解雇Line manager：直线管理者Local market conditions：地方劳动力市场Lockout：闭厂MMaintenance stage：维持阶段Management assessment center：管理评价中心Management by objectives (MBO) ：目标管理法Management game：管理竞赛Management grid：管理方格训练Management process：管理过程Mandatory bargaining：强制谈判项目Mediation：调解Merit pay：绩效工资Merit raise：绩效加薪Mid career crisis sub stage：中期职业危机阶段NNondirective interview：非定向面试OOccupational market conditions：职业市场状况Occupational orientation：职业性向Occupational Safety and Health Act：职业安全与健康法案Occupational Safety and Health Administration (OSHA) ：职业安全与健康管理局Occupational skills：职业技能On-the- job training (OJT) ：在职培训Open-door：敞开门户Opinion survey：意见调查Organization development(OD) ：组织发展Outplacement counseling：向外安置顾问PPaired comparison method：配对比较法Panel interview：小组面试Participant diary/logs：现场工人日记/日志Pay grade：工资等级Pension benefits：退休金福利Pension plans：退休金计划People-first values：“以人为本”的价值观Performance analysis：工作绩效分析Performance Appraisal interview: 工作绩效评价面谈Personnel (or human resource) management：人事（或人力资源）管理Personnel replacement charts：人事调配图Piecework：计件Plant Closing law：工厂关闭法Point methodPolicies：政策Position Analysis Questionnaire (PAQ) ：职位分析问卷Position replacement cards：职位调配卡Pregnancy discrimination act：怀孕歧视法案Profit-sharing plan利润分享计划Programmed learning：程序化教学QQualifications inventories：资格数据库Quality circle：质量圈RRanking method：排序法Rate ranges：工资率系列Ratio analysis：比率分析Reality shock：现实冲击 Reliability：信度Retirement：退休Retirement benefits：退休福利Retirement counseling：退休前咨询Rings of defense：保护圈Role playing：角色扮演SSkip-level interview：越级谈话Social security：社会保障Speak up! ：讲出来！Special awards：特殊奖励Special management development techniques：特殊的管理开发技术Stabilization sub stage：稳定阶段Staff (service) function：职能（服务）功能Standard hour plan：标准工时工资Stock option：股票期权Straight piecework：直接计件制Strategic plan：战略规划Stress interview：压力面试Strictness/leniency：偏紧/偏松Strikes：罢工Structured interview：结构化面试Succession planning：接班计划Supplement pay benefits：补充报酬福利Supplemental unemployment benefits：补充失业福利Salary surveys：薪资调查Savings plan：储蓄计划Scallion plan：斯坎伦计划Scatter plot：散点分析Scientific management：科学管理Self directed teams：自我指导工作小组Self-actualization：自我实现Sensitivity training：敏感性训练Serialized interview：系列化面试Severance pay：离职金Sick leave：病假Situational interview：情境面试Survey feedback：调查反馈Sympathy strike：同情罢工System Ⅳ组织体系ⅣSystem I：组织体系ⅠTTask analysis：任务分析Team building：团队建设Team or group：班组Termination：解雇；终止Termination at will：随意终止Theory X：X理论Theory Y：Y 理论Third-party involvement：第三方介入Training：培训Transactional analysis (TA) ：人际关系心理分析Trend analysis：趋势分析Trial sub stage：尝试阶段UUnsafe conditions：不安全环境Unclear performance standards：绩效评价标准不清Unemployment insurance：失业保险Unfair labor practice strike：不正当劳工活动罢工Unsafe acts：不安全行为VValidity：效度Value- based hiring：以价值观为基础的雇佣Vroom-Yetton leadership trainman：维罗姆-耶顿领导能力训练Variable compensation：可变报酬Vestibule or simulated training：新雇员培训或模拟Vesting：特别保护权Voluntary bargaining：自愿谈判项目Voluntary pay cut：自愿减少工资方案Voluntary time off：自愿减少时间WWage carve：工资曲线Work samples：工作样本Work sampling technique：工作样本技术Work sharing：临时性工作分担Worker involvement：雇员参与计划Worker’s benefits：雇员福利二、人力资源管理过程中的常用词汇人力资源管理:(Human Resource Management ,HRM)人力资源经理:( human resource manager)高级管理人员:(executive)职业:(profession)道德标准:(ethics)操作工:(operative employees)专家:(specialist)人力资源认证协会:(the Human Resource Certification Institute,HRCI) 外部环境:(external environment)部环境:(internal environment)政策:(policy)企业文化:(corporate culture)目标:(mission)股东:(shareholders)非正式组织:(informal organization)跨国公司:(multinational corporation,MNC)管理多样性:(managing diversity)工作:(job)职位:(posting)工作分析:(job analysis)工作说明:(job description)工作规:(job specification)工作分析计划表:(job analysis schedule,JAS)职位分析问卷调查法:(Management Position Description Questionnaire,MPDQ) 行政秘书:(executive secretary)地区服务经理助理:(assistant district service manager)人力资源计划:(Human Resource Planning,HRP)战略规划:(strategic planning)长期趋势:(long term trend)要求预测:(requirement forecast)供给预测:(availability forecast)管理人力储备:(management inventory)裁减:(downsizing)人力资源信息系统:(Human Resource Information System,HRIS)招聘:(recruitment)员工申请表:(employee requisition)招聘方法:(recruitment methods)部提升:(Promotion From Within ,PFW)工作公告:(job posting)广告:(advertising)职业介绍所:(employment agency)特殊事件:(special events)实习:(internship)选择:(selection)选择率:(selection rate)简历:(resume)标准化:(standardization)有效性:(validity)客观性:(objectivity)规:(norm)录用分数线:(cutoff score)准确度:(aiming)业务知识测试:(job knowledge tests)求职面试:(employment interview)非结构化面试:(unstructured interview)结构化面试:(structured interview)小组面试:(group interview)职业兴趣测试:(vocational interest tests)会议型面试:(board interview)组织变化与人力资源开发人力资源开发:(Human Resource Development,HRD) 培训:(training)开发:(development)定位:(orientation)训练:(coaching)辅导:(mentoring)经营管理策略:(business games)案例研究:(case study)会议方法:(conference method)角色扮演:(role playing)工作轮换:(job rotating)在职培训:(on-the-job training ,OJT)媒介:(media)企业文化与组织发展企业文化:(corporate culture)组织发展:(organization development,OD)调查反馈:(survey feedback)质量圈:(quality circles)目标管理:(management by objective,MBO)全面质量管理:(Total Quality Management,TQM) 团队建设:(team building)职业计划与发展职业:(career)职业计划:(career planning)职业道路:(career path)职业发展:(career development)自我评价:(self-assessment)职业动机:(career anchors)绩效评价绩效评价:(Performance Appraisal,PA)小组评价:(group appraisal)业绩评定表:(rating scales method)关键事件法:(critical incident method)排列法:(ranking method)平行比较法:(paired comparison)硬性分布法:(forced distribution method)晕圈错误:(halo error)宽松:(leniency)严格:(strictness)反馈:(-degree feedback)叙述法:(essay method)集中趋势:(central tendency)报酬与福利报酬:(compensation)直接经济报酬:(direct financial compensation)间接经济报酬:(indirect financial compensation)非经济报酬:(no financial compensation)公平:(equity)外部公平:(external equity)部公平:(internal equity)员工公平:(employee equity)小组公平:(team equity)工资水平领先者:(pay leaders)现行工资率:(going rate)工资水平居后者:(pay followers)劳动力市场:(labor market)工作评价:(job evaluation)排列法:(ranking method)分类法:(classification method)因素比较法:(factor comparison method)评分法:(point method)海氏指示图表个人能力分析法:(Hay Guide Chart-profile Method) 工作定价:(job pricing)工资等级:(pay grade)工资曲线:(wage curve)工资幅度:(pay range)福利和其它报酬问题福利(间接经济补偿)员工股权计划:(employee stock ownership plan,ESOP) 值班津贴:(shift differential)奖金:(incentive compensation)分红制:(profit sharing)安全与健康的工作环境安全:(safety)健康:(health)频率:(frequency rate)紧:(stress)角色冲突:(role conflict)催眠法:(hypnosis)酗酒:(alcoholism)员工和劳动关系工会:(union)地方工会:(local union)行业工会:(craft union)产业工会:(industrial union)全国工会:(national union)谈判组:(bargaining union)劳资谈判:(collective bargaining)仲裁:(arbitration)罢工:(strike)部员工关系:(internal employee relations)纪律:(discipline)纪律处分:(disciplinary action)申诉:(grievance)降职:(demotion)调动:(transfer)晋升:(promotion)三、纯欧美企业常用HR词汇AAcceptance rate 接受率Active practice积极练习Adverse _selection 逆向选择Affirmative action 赞助性行动Affirmative action plan (AAP) 赞助性行动计划Applicant pool 申请池Applicant population 申请人数Arbitration仲裁Assessment centers 评价中心Attitude survey 态度调查Autonomy自治Availability analysis拥有量分析BBalance-sheet approach决算表平衡法Bargaining unit谈判单元Base pay基本工资Behavior modeling 行为模型Behavioral interview 行为面试Benchmark jobs基准职位Benchmarking 标竿Benefit 福利Blind to differences无差异对待Bona fide occupational qualifications(BFOQ) 博纳菲德职业资格Bonus 奖金Broadbanding 宽带Burden of proof举证责任Business necessity经营上的必要性Business process re-engineering (BPR) 流程管理CCareer 职业Career paths职业途径Cash balance plan现金余额计划Central tendency error趋中效应Closed shop闭门企业Coaching 辅导Co-determination共同决策制Co-payment共同分担Cognitive ability tests 认知能力测试Collaborative HR 协作人力资源Collective bargaining劳资谈判Commission 委员会Compa-ratio比较比率Compensable factor报酬要素Compensation committee薪酬委员会Compensatory time off 补假Competencies胜任特征Competency-based pay 基于能力付酬Complaint 抱怨Compressed workweek压缩工作周Conciliation调解Concurrent validity同期正当性Constructive discharge事实上的解雇Consumer-driven health(CDH)plan消费者中心医疗计划Content validity容效度Contractual rights契约性权利Contrast error比较性错误Contributory plan须付费的退休金计划Core competency核心竞争力Correlation coefficient相关系数Cost-benefit analysis成本效益分析Craft union行业工会Criterion-related validity 效标关联效度Cross training 多技能培训Culture 文化Cumulative trauma disorders(CTDs) 累积性工伤DDecertification取消认可Defined-benefit plan固定收益制Defined-contribution plan资方养老金投入计划Development 发展Disabled person 残疾人Discipline纪律Disparate impact差别性影响Disparate treatment差别性对待Distributive justice分配公正Draw 结余Dual-career ladder 双职业阶梯Due process正当程序Duty 责任EEconomic value added(EVA) 经济增加值Effectiveness 效力Efficiency 效率E-learning网络化学习Employee assistance program(EAP) 员工帮助计划Employee stock ownership plan (ESOP) 员工持股计划Employment contract 雇用合同Employment “test”录用测试Employment-at-will(EAW) 自由就业Encapsulated development被囊发展Entitlement philosophy 授权哲学Environmental scanning 环境扫描Equal employment 公平就业Equity 公平Ergonomics 人类工程学Essential job functions主要工作职责Exempt employees 豁免的员工Exit interview离职面谈Expatriate外派雇员FFederation 联邦Feedback 反馈Flexible benefits plan灵活的福利计划（自助福利方案）Flexible spending accounts弹性保费账户Flexible staffing 弹性雇员Flextime弹性工作时间Forced distribution 强制分布Forecasting 预测4/5ths rule 五分之四规则401(k) plan 401(k)计划GGain sharing收益分享Garnishment 出庭传票Glass ceiling玻璃天花板Global market approach 全球市场方法Global organization 全球组织Graphic rating scale图尺度评价法Green-circled employee绿圈员工Grievance 申诉Grievance arbitration申诉仲裁Grievance procedures申诉程序HHalo effect晕轮效应Health 健康Health maintenance organization (HMO) 健康维持组织Health promotion健康促进Host-country national东道国公民Hostile environment 不利环境HR audit 人力资源审计HR generalist人力资源通才HR metrics人力资源测量HR specialist 人力资源专才HR strategies 人力资源战略Human capital 人力资本Human resource (HR)management 人力资源管理Human resource (HR) planning 人力资源计划Human resource management system(HRMS) 人力资源管理系统IIllegal issues 非法问题Immediate confirmation即时确认Importing and exporting进出口Independent contractors 独立契约Individual retirement account (IRA) 个人退休账户Individual-centered career planning以个人为中心的职业计划Individualism 个人主义Industrial union产业工会Informal training 非正式训练JJob 工作Job analysis工作分析Job criteria 工作标准Job description工作说明Job design工作设计Job enlargement工作扩大化Job enrichment工作丰富化Job evaluation工作评价Job family职位系属Job posting工作公告Job rotation工作轮换Job satisfaction 工作满意Job sharing工作分组Job specifications工作说明书Just cause提出就业相关诉讼的正当理由KKeogh plan基欧计划Knowledge management 知识管理LLabor force population劳动人口Labor markets劳动力市场Leniency error仁慈偏见Living wage基本生活工资Lock out/tag out regulations切断/警告标记规定Lockout闭厂Long-term orientation长期导向Lump-sum increase (LSI) 一次性增加MManaged care有控制的医疗保健Management by objectives (MBO) 目标管理Management mentoring 管理辅导Management rights管理权Mandatory issues强制事项Marginal job functions 边际工作职责Market banding 市场薪酬带Market line市场薪酬线Market pricing 市场价格Masculinity/femininity男性化/女性化Massed practice集中练习集中学习Mediation调解Mentoring辅导制Motivation 动机Multi-national enterprise (MNE) 多国企业NNational emergency strike 全国紧急罢工Negligent hiring随意雇佣Negligent retention保留失当Nepotism裙带关系Non-compete agreements竞业禁止协议Non-contributory plan非付费退休金计划Non-directive interview非定向面试OOpen shop开放行业Organizational commitment组织认同感Organizational culture 组织文化Organization-centered career planning以企业为中心的职业计划Orientation岗前培训PPaid time-off (PTO) plans 带薪补休计划Panel interview小组面试Pay compression压缩工资Pay equity报酬公平Pay grades工资等级Pay survey薪酬调查Pay-for-performance philosophy 为绩效付酬哲学Pension plan退休金计划Performance appraisal绩效评估Performance consulting 绩效顾问Performance management 绩效管理Performance standards 绩效标准Permissive issues 自由争论Perquisites (perks) 津贴Person/job fit 个人/工作匹配Person-organization fit个人/组织匹配Phased retirement分期退休Physical ability tests体检Placement岗外安置Policies政策Portability可携式年金Power distance权力差距Predictive validity预测效果Predictors 预报器Preferred provider organization (PPO) 优先提供者组织Primacy effect近因效应Procedural justice过程正义Procedures 程序Productivity生产率Profit sharing 利润分享Protected class 被保护类Psychological contract 心理契约Psychomotor tests 精神测试QQuid pro quo 交换RRanking 排序Rater bias评估偏差Ratification 批准Realistic job preview (RJP) 实际岗位演习Reasonable accommodation适当的便利条件Recency effect近因效应Recruiting 招聘Red-circled employee红圈员工Reinforcement 强化Reliability 可靠性Repatriation归国准备Responsibilities 职责Retaliation 报复Return on investment (ROI) 投资回报Reverse discrimination逆向歧视Right to privacy 隐私权Rights 权力Right-to-sue letter有权提起诉讼信函Right-to-work laws 工作权法Rules 规则SSabbatical 休假Safety 安全Salaries 薪水Salting 工会盐析Security 安全Security audit安全审计_selection选择_selection criterion 选择标准_selection rate 选择率Self-directed team自我管理小组Self-efficacy自信心Seniority资历Separation agreement 离开协议Serious health condition严重健康状况Severance pay告别费Sexual harassment性骚扰Simulation 模拟Situational interview情景面试Situational judgment tests 情景判断测试Skill variety技能多样性Spaced practice分散练习Special-purpose team特殊目的团队Statutory rights法定权利Stock option plan 股票期权计划Stock purchase plan持股计划Straight piece-rate system直接计件工资制Strategic HR management 战略人力资源管理Stress interview 压力面试Strictness error 严格误差Strike 罢工Structured interview 结构面试Substance abuse物质滥用Succession planning 接班人计划TTask 任务Task identity 任务识别Task significance任务的重要性Team interview 团队面试Tax equalization plan税负平衡计划Telecommute 远程工作Third-country national第三国公民Training 培训Turnover人事变动UUndue hardship过度重负Uncertainty avoidance不确定性回避Union 工会Union authorization card工会授权卡Union security provisions工会保障条款Union steward工会代表Unit labor cost单位劳动成本Utilization analysis 使用分析Utilization review 使用评估VValidity 效度Variable pay 可变报酬Vesting 既定享受退休金权利Virtual team 虚拟团队WWages 工资Wellness programs 健康修炼计划Well-pay平安费Whistle-blowers爆料人Work 工作Work sample tests 工作样本测试Workers’ compensation劳工保险Workflow analysis 工作流分析Wrongful discharge不当解雇YYield ratios成功率四、常见职位的中英文对照表1.常见市场和销售类职位中英文对照Advertising Assistant 广告助理Telemarketer 销售员Manufacturers' Representative 厂家代表Market Research Analyst 市场调查分析员Sales Representative 销售代表Regional Customer Manager 地区客户经理Sales Administrator 销售主管Vice-President of Marketing 市场副总裁Insurance Agent 保险代理人Marketing Manager 市场经理Marketing and Sales Director 市场与销售总监Marketing Director 市场总监Director of Subsidiary Rights 分公司权利总监Sales Assistant 销售助理Purchasing Agent 采购代理Real Estate Broker 房地产经纪人Sales Executive 销售执行者Telemarketing Director 销售总监Senior Customer Manager 高级客户经理Procurement Manager 采购经理Real Estate Appraiser 房地产评估师Sales Manager 销售经理Marketing Assistant 市场助理Procurement Agency 采购代办所Regional Sales Manager 地区销售经理Retail Buyer 零售采购员Customer Representative 客户代表Product Developer 产品开发Assistant Customer Executive 客户管理助理Vice-President of Sales 销售副总裁Ad Copywriter(Direct Mail) 广告文撰写人Advertising Coordinator 广告协调员Marketing Assistant 市场助理Marketing Consultant 市场顾问Customer Manager 客户经理Marketing Intern 市场实习Wholesale Buyer 批发采购员Real Estate Manager 房地产经理Tele-Interviewer 调查员Customer service representative 客服代表2.常见计算机、网络工程师职位中英文对照Operations Analyst 操作分析Applications Programmer 应用软件程序员Manager of Network Administration 网络管理经理Project Manager 项目经理Computer Operator 电脑操作员Administrator 局域网管理员LAN Systems Analyst 系统分析Computer Operations Supervisor 电脑操作主管Hardware Engineer 硬件工程师Systems Programmer 系统程序员Director of Information Services 信息服务主管Developmental Engineer 开发工程师MIS Manager 电脑部经理Systems Engineer 系统工程师Product Support Manager 产品支持经理Statistician 统计员Information Analyst 信息分析Technical Engineer 技术工程师Database administrator 数据库管理员Programmer 程序员3.常见人力资源相关职位中英文对照Recruiter 招聘人员Director of Human Resources 人力资源总监Employer Relations Representative 员工关系代表Training Specialist 培训专员Assistant Vice-President of Human Resources 人力资源副总裁助理Personnel Consultant 员工顾问Facility Manager 后勤经理Employment Consultant 招募顾问Compensation Manager 薪酬经理Benefits Coordinator 员工福利协调员Vice-President of Human Resources 人力资源副总裁Interviewer 面试官Job Placement Officer 人员配置专员Labor Relations Specialist 劳动关系专员Assistant Personnel Officer 人事助理Training Coordinator 培训协调员Personnel Manager 职员经理4.常见管理类职位中英对照Director of Operations 运营总监Vice-President 副总裁Branch Manager 部门经理Retail Store Manager 零售店经理HMO Product Manager 产品经理Operations Manager 操作经理Assistant Vice-President 副总裁助理Field Assurance Coordinator 土地担保协调员Management Consultant 管理顾问District Manager 市区经理Hospital Administrator 医院管理Import/Export Manager 进出口经理Insurance Claims Controller 保险认领管理员Program Manager 程序管理经理Insurance Coordinator 保险协调员Project Manager 项目经理Inventory Control Manager 库存管理经理Regional Manager 区域经理General Manager 总经理Executive Marketing Director 市场行政总监Controller(International) 国际监管Food Service Manager 食品服务经理Production Manager 生产经理Administrator 医疗保险管理Property Manager 房地产经理Claims Examiner 主考官Controller(General) 管理员Service Manager 服务经理Manufacturing Manager 制造业经理Vending Manager 售买经理Telecommunications Manager 电信业经理Transportation Manager 运输经理Warehouse Manager 仓库经理Assistant Store Manager 商店经理助理Advertising Manager 广告经理Travel Agent 旅行代办员Salesperson 销售员Accounting Assistant 会计助理Accounting Clerk 记帐员Accounting Manager 会计部经理Accounting Stall 会计部职员Accounting Supervisor 会计主管Administration Manager 行政经理Administration Staff 行政人员Administrative Assistant 行政助理Administrative Clerk 行政办事员Advertising Staff 广告工作人员Airlines Sales Representative 航空公司定座员Airlines Staff 航空公司职员Application Engineer 应用工程师Assistant Manager 副经理Bodyguard 保镖Bond Analyst 证券分析员Bond Trader 证券交易员Business Controller 业务主任Business Manager 业务经理Buyer 采购员Cashier 出纳员Chemical Engineer 化学工程师Civil Engineer 土木工程师Clerk/Receptionist 职员/接待员Clerk Typist & Secretary 文书打字兼秘书Coating Engineer 涂装工程师Computer Data Input Operator 计算机资料输入员Computer Engineer 计算机工程师Computer Processing Operator 计算机处理操作员Computer System Manager 计算机系统部经理Copywriter 广告文字撰稿人Deputy General Manager 副总经理Economic Research Assistant 经济研究助理Electrical Engineer 电气工程师Engineering Technician 工程技术员English Instructor/Teacher 英语教师Export Sales Manager 外销部经理Export Sales Staff 外销部职员Financial Controller 财务主任Financial Reporter 财务报告人F.X. (Foreign Exchange) Clerk 外汇部职员F.X. Settlement Clerk 外汇部核算员Fund Manager 财务经理General Auditor 审计长General Manager/President 总经理General Manager Assistant 总经理助理General Manager's Secretary 总经理秘书Hardware Engineer (计算机)硬件工程师Import Liaison Staff 进口联络员Import Manager 进口部经理Insurance Actuary 保险公司理赔员International Sales Staff 国际销售员Interpreter 口译人员Legal Adviser 法律顾问Line Supervisor 生产线主管Maintenance Engineer 维修工程师Management Consultant 管理顾问Manager 经理Manager for Public Relations 公关部经理Manufacturing Engineer 制造工程师Manufacturing Worker 生产员工Market Analyst 市场分析员Market Development Manager 市场开发部经理Marketing Manager 市场销售部经理Marketing Staff 市场销售员Marketing Assistant 销售助理Marketing Executive 销售主管Marketing Representative 销售代表Marketing Representative Manager 市场调研部经理Mechanical Engineer 机械工程师Mining Engineer 采矿工程师Music Teacher 音乐教师Naval Architect 造船工程师OA: Office Assistant 办公室助理Office Clerk 职员Operational Manager 业务经理Package Designer 包装设计师Passenger Reservation Staff 乘客票位预订员Personnel Clerk 人事部职员Personnel Manager 人事部经理Plant/Factory Manager 厂长Postal Clerk 邮政人员Private Bodyguard 私人保镖Private Foreign Tutor 私人外教Private Secretary 私人秘书Product Manager 生产部经理Product Manager 生产部经理Production Engineer 产品工程师Professional Staff 专业人员Project Staff (项目)策划人员Promotional Manager 推销部经理Proof-reader 校对员Purchasing Agent 采购(进货)员Quality Control Engineer 质量管理工程师Real Estate Staff 房地产职员Recruitment Coordinator 招聘协调人Regional Manger 地区经理Research & Development Engineer 研究开发工程师Restaurant Manager 饭店经理Sales and Planning Staff 销售计划员Sales Assistant 销售助理Sales Clerk 店员,售货员Sales Coordinator 销售协调人Sales Engineer 销售工程师Sales Executive 销售主管Sales Manager 销售部经理Salesperson 销售员Seller Representative 销售代表Sales Supervisor 销售监管School Registrar 学校注册主任Secretarial Assistant 秘书助理Secretary 秘书Securities Custody Clerk 保安人员Security Officer 安全人员Senior Accountant 高级会计Senior Consultant/Adviser 高级顾问Senior Employee 高级雇员Senior Secretary 高级秘书Service Manager 服务部经理Simultaneous Interpreter 同声传译员Software Engineer (计算机)软件工程师Supervisor 监管员Systems Adviser 系统顾问Systems Engineer 系统工程师Systems Operator 系统操作员Technical Editor 技术编辑Technical Translator 技术翻译Technical Worker 技术工人Telecommunication Executive 电讯(电信)员Telephonist/Operator 接线员,话务员Tooling Engineer 模具工程师Tourist Guide 导游Trade Finance Executive 贸易财务主管Trainee Manager 培训部经理Translation Checker 翻译核对员Translator 翻译员Trust Banking Executive 银行高级职员Typist 打字员Word Processing Operator 文字处理操作员5.立法机关、政府机构、公务员职务中英文对照秘书长 Secretary-General 临时代办 Charge d'Affaires ad Interim法警 Judicial Policeman处长/副处长 Division Chief/Deputy Division Chief自治区人民政府主席 Chairman, Autonomous Regional People's Government 总领事 Consul General顾问 Adviser国务院总理 Premier, State Council主任委员 Chairman国务委员 State Councilor公证员 Notary Public政府机构 GOVERNMENT ORGANIZATION巡视员 Inspector/Monitor(国务院各部)部长 Minister书记处书记 Member, secretariat of the CPC Central Committee局长 Director领事 Consul政务参赞 Political Counselor中共中央总书记 General Secretary, the CPC Central Committee参赞 Counselor参赞 Counselor常务副省长 Executive Vice Governor全国人大委员长/副委员长 Chairman/Vice Chairman, National People's Congress一等秘书 First Secretary文化专员 Cultural Attaché总警监 Commissioner General秘书长 Secretary-General省长 Governor秘书长 Secretary-General商务代表 Trade Representative武官 Military Attaché警员 Constable省委/市委书记 Secretary,…Provincial/Municipal Committee of the CPC公使衔参赞 Minister-Counselor监狱长 Warden警监 Commissioner发言人 Spokesman(国务院各委员会)主任Minister in Charge of Commission for经济参赞 Economic Counselor人民法庭庭长 Chief Judge, People's Tribunals科长/股长 Section Chief中华人民国主席/副主席 President/Vice President, the People's Republic of China 人大代表 Deputy to the People's Congress参事 Counselor司长 Director政治局常委 Member, Standing Committee of Political Bureau, the CPC Central Committee商务参赞 Commercial Counselor地区专员 Commissioner, prefecture特别行政区行政长官 Chief Executive, Hong Kong Special Administrative Region乡镇长 Chief Executive, Township Government法医 Legal Medical Expert专员/随员 Attaché司法,公证,公安 JUDICIARY,NOTARY AND PUBLIC SECURITY科员 Clerk/Officer(部委办)主任Director经济专员 Economic Attaché党组书记 secretary, Party Leadership Group警督 Supervisor人民法院院长 President, People's Courts人民检察院检察长 Procurator-General, People's procuratorates外交官衔 DIPLOMATIC RANK特命全权大使 Ambassador Extraordinary and plenipotentiary政党 POLITICAL PARTY县长 Chief Executive, County Government代办 Charge d'Affaires特派员 Commissioner警司 Superintendent(地方人大)主任Chairman, Local People's Congress审判长 Chief Judge中央委员 Member, Central Committee区长 Chief Executive, District Government商务专员 Commercial Attaché公使 Minister候补委员 Alternate Member新闻文化参赞 Press and Cultural Counselor市长/副市长 Mayor/Vice Mayor律师 Lawyer委员 Member部长助理 Assistant Minister政治局委员 Member, Political Bureau of the CPC Central Committee 书记 Clerk of the Court档案秘书 Secretary-Archivist审判员 Judge办公厅主任Director, General Office6.常见社会团体职务中英对照名誉顾问 Honorary Adviser总干事 Director-General理事 Trustee/Council Member理事长 President。
期权协议范文_双语
XXXXXXX XXXXXX XXXXXXXGLOBAL SHARE PLANPRC SHARE OPTION AGREEMENT期权协议XXXXXXX XXXXXX XXXXXXX (the “Company”) hereby grants you, [ ] (the “Optionee”), an option (the “Option”) under the Company’s Global Share Plan (the “Plan”) to purchase Ordinary S hares (“Shares”) of the Company. Subject to the provisions of the Plan and the Option Rules attached hereto as Exhibit A, the principal features of the Option are as follows:XXXXXXX XXXXXX XXXXXXX（下称“公司”）现根据公司期权计划（下称“期权计划”）授予（“被授权人”）购买公司普通股股票（“股票”）的购买选择权（下称“期权”）。
该期权受制于附件A期权计划以及期权规则条款规定，其主要条款如下：Grant Number:授予序列号：[ ]Date of Grant: 授予日期：_________________; _________________Vesting Commencement Date:授予起始日：March 1, 2011 2011年01月01日Exercise Price per Share: 每股购买价格：US$ 10.00 10.00美金Number of OptionedShares:购买数量：[ ]Type of Option: * Incentive Stock Option (to the extent permitted byapplicable law)奖励性股票期权（在法律授权范围内）期权类型：___ Nonstatutory Stock Option 非法定股票期权Expiration Date: 到期日：10 years from Date of Board Resolution 自股东会决议生效之日起十年内Vesting Schedule行权计划The Option shall be exercisable, in whole or in part, in accordance with the terms of the Plan, the Option Rules (attached hereto as Exhibit A) and the following vesting schedule: 期权根据期权计划协议，可以全部或部分行权，期权规则见(附件A)。
员工股票期权计划 (英文模板)
XXXEMPLOYEE STOCK OPTION PLANThe purpose of this XXX Employee Stock Option Plan (the “Plan”) is to enable the Company to attract and retain highly qualified personnel who will contribute to the Company's success and to provide incentives to Participants (as defined below) that are linked directly to increases in shareholder value and will therefore inure to the benefit of all shareholders of the Company.1. DefinitionsF or purposes of the Plan, the following terms shall be defined as set forth below:(a)"Award" means any award under the Plan.(b)"Board" means the Board of Directors of the Company.(c)"Company" means XXX, a Cayman Islands corporation (or any successorcorporation).(d)“Change in Control” means either of the following approved transactions to whichthe Company is a party: (i) a merger or consolidation with or into any person orpersons, including the sale of shares of the Company, in which the existingshareholders of the Company do not possess more than fifty percent (50%) of thetotal combined voting power of the surviving company, or (ii) the sale, transfer orother disposition of all or substantially all of the Company’s assets.(e)"Disability" means the inability of a Participant to perform substantially his or herduties and responsibilities to the Company or to any of its Subsidiaries by reasonof a physical or mental disability or infirmity (i) for a continuous period of sixmonths, or (ii) at such earlier time as the Participant submits medical evidencesatisfactory to the Board that the Participant has a physical or mental disability orinfirmity that will likely prevent the Participant from returning to the performanceof the Participant's work duties for six months or longer. The date of suchDisability shall be the last day of such six-month period or the day on which theParticipant submits such satisfactory medical evidence, as the case may be.(f)"Eligible Recipient" means an officer, director, employee or consultant of theCompany or of any Subsidiary.(g)"Exercise" means the process of rendering an applicable Exercise Price by aParticipant to the Company in exchange for certain number of Shares of theCompany pursuant to a vested Option.(h)"Exercise Price" means the per share price at which a holder of an Award maypurchase the Shares issuable upon exercise of the Award.(i)"IPO" means the initial public offering of Ordinary Shares of the Company.(j)"Ordinary Shares" means the Ordinary Shares, par value US$0.0001 per share, of the Company.(k)"Option" means an option to purchase Shares granted pursuant to Section 6 below.(l)"Participant" means any Eligible Recipient selected by the Board, pursuant to the Board's authority in Section 2 below, to receive grants of Options.(m)“Restated Articles” means the then effective memorandum and articles of association of the Company, as amended, supplemented and restated from time totime.(n)"Service Recipient" means the Company or Subsidiary of the Company to which a Participant provides services as an Employee, Consultant or as a Director.(o)"Shares" means the Ordinary Shares reserved for issuance under the Plan, as adjusted pursuant to Sections 3 and 4, and any successor security.(p)"Stock Option Agreement" means, with respect to each Award, the signed written agreement between the Company and the Participant setting forth the terms andconditions of the Award.(q)"Subsidiary" means any corporation (other than the Company) in an unbroken chain of corporations beginning with the Company, if each of the corporations(other than the last corporation) in the unbroken chain beneficially owns securitiesor interests possessing 50% or more of the total combined voting power of allclasses of securities or interests in one of the other corporations in the chain.(r)"Vesting" means such process after which an Option would become nonforfeitable and exercisable, subject to any exceptions in this Plan and the Stock OptionAgreement and other conditions may be imposed from time to time by the Board.(s)“Vesting Commencement Date”has the meaning defined in the Stock Option Agreement.2. AdministrationThe Plan shall be administered by the Board. Pursuant to the terms of the Plan, the Board shall have the power and authority:(a) to select those Eligible Recipients who shall be Participants;(b) to determine whether and to what extent Options are to be granted hereunder to Participants;(c) to determine the number of Shares to be covered by each Award granted hereunder;(d) to determine the terms and conditions, not inconsistent with the terms of the Plan, of each Award granted hereunder;(e) to determine the terms and conditions, not inconsistent with the terms of the Plan, which shall govern all written instruments evidencing Options granted hereunder; and(f) to determine the purchase of the Options according to the provisions of this Plan and the Stock Option Agreement.Subject to provisions of the Restated Articles, the Board shall have the authority, in its sole discretion, to adopt, alter and repeal such administrative rules, guidelines and practices governing the Plan as it shall from time to time deem advisable; to interpret the terms and provisions of the Plan and any Award issued under the Plan (and any Stock Option Agreement relating thereto); and to otherwise supervise the administration of the Plan.All decisions made by the Board pursuant to the provisions of the Plan shall be final, conclusive and binding on all persons, including the Company and the Participants.3. Shares Subject to PlanThe total number of shares of Ordinary Shares reserved and available for issuance under the Plan shall be XXX Ordinary Shares. Such shares shall be authorized and unissued Ordinary Shares.To the extent that an Option expires or is otherwise terminated without being exercised, such Shares shall again be available for issuance in connection with future Awards granted under the Plan. If any Shares have been pledged as collateral for indebtedness incurred by a Participant in connection with the exercise of an Option and such Shares are returned to the Company in satisfaction of such indebtedness, such Shares shall again be available for issuance in connection with future Awards granted under the Plan.4. Corporate TransactionsIn the event of any merger, reorganization, consolidation, recapitalization, stock dividend or other change in corporate structure affecting the Ordinary Shares, subject to provisions of the Restated Articles, an equitable substitution or proportionate adjustment shall be made in (i) the aggregate number of Shares reserved for issuance under the Plan, (ii) the kind, number and option price of Shares subject to outstanding Options granted under the Plan, in each case as may be determined by the Board. Such other substitutions or adjustments shall be made as may be determined by the Board, in its sole discretion but subject to provisions of the Restated Articles.In connection with any event described in this paragraph, the Board may provide, in its sole discretion, for the cancellation of any outstanding Awards and payment in cash or other property therefor.5. EligibilityEligible Recipients shall be eligible to be granted Options. The Participants under the Plan shall be selected from time to time by the Board, in its sole discretion, from among the Eligible Recipients.6. OptionsOptions may be granted alone or in addition to other Awards granted under the Plan. Any Option granted under the Plan shall be in such form as the Board may from time to time approve, and the provisions of each Option need not be the same with respect to each Participant. Participants who are granted Options shall enter into a Stock Option Agreement with the Company, in such form as the Board shall determine, which Stock Option Agreement shall set forth, among other things, the Exercise Price of the Option, the term of the Option and provisions regarding exercisability of the Option granted thereunder. More than one Option may be granted to the same Participant and be outstanding concurrently hereunder.Options granted under the Plan shall be subject to the following terms and conditions and shall contain such additional terms and conditions, not inconsistent with the terms of the Plan, as the Board shall deem desirable:(a) Option Exercise Price. To any given Participant, the per share Exercise Price of Shares purchasable under an Option shall be such price as is determined by the Board and set forth in the Stock Option Agreement, subject to adjustments that might be made by the Board before the Participant formally becomes an Eligible Recipient of the Company at the sole discretion of the Board.(b) Option Term. The term of each Option shall be fixed by the Board, but no Option shall be exercisable more than ten years after the date such Option is granted.(c) Vesting. The Options shall become vested at such time or times and subject to such terms and conditions as shall be determined by the Board and reflected in the Stock Option Agreement, provided that twenty five percent (25%) of the aggregate number of Options upon the first anniversary of the Vesting Commencement Date, fifty percent (50%) of the aggregate number of Options upon the second anniversary of the Vesting Commencement Date, seventy five percent (75%) of the aggregate number of Options upon the third anniversary of the Vesting Commencement Date, and the remaining twenty five percent (25%) of the aggregate number of options thereafter on the fourth anniversary of the Vesting Commencement Date, shall become vested such that the entire stock options such Participant is granted will vest in its entirety over a period of four years.(d) Acceleration of Vesting. Notwithstanding anything to the contrary contained in this Plan, if a Change in Control of the Company occurs, the Options of the Participant not vestedunder the Plan shall vest in full so that such vested Options shall, immediately prior to the effective date of Change in Control, become exercisable and non-fortfeitable.(e) Exercisability. Except as otherwise provided in Section 6(d) and Section 6(h), no Option may be exercised at any time prior to the IPO or in violation of applicable laws.(f) Method of Exercise. Subject to Section 6(b), vested Options may be exercised in whole or in part at any time after the IPO, by giving written notice of exercise to the Company specifying the number of Shares to be purchased, accompanied by payment in full of the aggregate Exercise Price of the Shares so purchased in cash or by check or as determined by the Board, in its sole discretion, (i) by means of any cashless exercise procedure approved by the Board, (ii) any other form of consideration approved by the Board and permitted by applicable law or (iii) any combination of the foregoing.(g) Non-Transferability of Options. Except under the laws of descent and distribution or otherwise permitted by the Board, the Participant shall not be permitted to sell, transfer, pledge or assign any Option, and all Options shall be exercisable, during the Participant's lifetime, only by the Participant; provided, however, that the Participant shall be permitted to transfer one or more Options to a trust controlled by the Participant during the Participant's lifetime for estate planning purposes.(h) Effects of Termination of Employment or Service. Termination of employment or service shall have the following effects on Options granted to the Participants:(i) Dismissal for Cause. I f a Participant’s employment by or service to the Service Recipie nt is terminated by the Service Recipient for Cause, the Participant’s Options will terminate upon such termination, whether or not the Option is then vested, exercisable or excercised;For purposes of this Agreement, the “Cause” shall mean any act involving one or more of the following: (i) the Participant’s unauthorized disclosure of any trade secret or confidential information of the Company or its Subsidiary, including without limitation, any term and condition of the Plan and any Award under the Plan; (ii) the commission of an act by any Participant which constitutes competition with the Company or its Subsidiary or which induces any customer or supplier to breach a contract with the Company or its Subsidiary; (iii) the Participant’s damage of the interests or reputation of the Company or its Subsidiary; (iv) the Company or its Subsidiary’s suffering from material loss or damage due to the Participant’s deliberation or gross negligence; or (v) the commission of any felony by the Participant.(ii) Other Terminations of Employment or Service. I f a Participant’s employment by or service to the Service Recipient terminates for any reason other than a termination by the Service Recipient for Cause prior to the occurrence of the Change in Control or IPO:(1)The Participant will have until the date that is 90 days after theParticipant’s termination of Employment or service, or within such otherperiod of time as is determined by the Board in its sole discretion (but inno event later than the expiration of the term of such Option) subject tothe satisfaction of any conditions the Board deems fit, including thepayment of Exercise Price, to exercise his or her Options (or portionthereof) to the extent that such Options were vested and exercisable onthe date of the Participant’s termination of Employment or service. TheCompany may designate a person to hold such shares issued and allottedto the Participant as a result of exercise of the Option on behalf of theParticipant prior to the occurrence of the Change in Control or IPO, if theCompany or its designated person does not elect to purchase the Optionsexercised pursuant to Section 7-(h)-(ii)-(2) below. If the Participant failsto exercise his or her Option within the 90-day period or such otherperiod of time determined by the Committee, the Option will terminate,and the Shares covered by such Option will revert to the Plan;(2)at the sole discretion of the Board, the Company or its designated personhas the right, but not the obligation, to purchase the Options, to the extentthat such Options were exercis ed on the date of the Participant’stermination of Employment or service, at a per share price in the amountof two hundred percent (200%) of the Exercise Price per share or twentypercent (20%) of the per share purchase price used in the latest roundfinancing of the Company;(3)the Options, to the extent not vested and exercisable on the date of theParticipant’s termination of employment or service, shall terminate andbe forfeited upon the Participant’s termination of employment or service.The Shares subject to the terminated portion of the Option shall revert tothe Plan.7. Forfeiture of the OptionsAny unexercised portion of the Options can be immediately forfeited by the Company under one of the following conditions:(a) Expiry of the applicable Option Term; or(b) Pursuant to other terms and conditions of this Plan or of the Stock Option Agreement; or(c) If a Participant expressly waives his or her Option by submitting a written declaration to the Board.8. Amendment and TerminationSubject to provisions of the Restated Articles, the Board may amend, alter or discontinue the Plan, but no amendment, alteration, or discontinuation shall be made that would impair the rights of a Participant under any Award theretofore granted without such Participant's consent.The Board may amend the terms of any Award theretofore granted, prospectively or retroactively, but, subject to Section 3 of this Plan, no such amendment shall impair the rights of any Participant without his or her consent.9. General Provisions(a) Shares shall not be issued pursuant to the exercise of any Award granted hereunder unless the exercise of such Award and the issuance and delivery of such Shares pursuant thereto shall comply with all relevant provisions of law, and the requirements of any stock exchange upon which the Ordinary Shares may then be listed, and shall be further subject to the approval of counsel for the Company with respect to such compliance.(b) The Board may require each person acquiring Shares to represent to and agree with the Company in writing that such person is acquiring the Shares without a view to distribution thereof. The certificates for such Shares may include any legend which the Board deems appropriate to reflect any restrictions on transfer.All certificates for Shares delivered under the Plan shall be subject to such stock-transfer orders and other restrictions as the Board may deem advisable under the rules, regulations, and other requirements of any stock exchange upon which the Ordinary Shares is then listed and any applicable securities law, and the Board may cause a legend or legends to be placed on any such certificates to make appropriate reference to such restrictions.(c) Nothing contained in the Plan shall prevent the Board from adopting other or additional compensation arrangements and such arrangements may be either generally applicable or applicable only in specific cases. The adoption of the Plan shall not confer upon any Eligible Recipient any right to continued employment or service with the Company or any of its Subsidiaries, as the case may be, nor shall it interfere in any way with the right of the Company or any of its Subsidiaries to terminate the employment or service of any of its Eligible Recipients at any time.(d) Each Participant shall, no later than the date as of which the value of an Award first becomes includible in the gross income of the Participant for income tax purposes, pay to the Company, or make arrangements satisfactory to the Board regarding payment of, any taxes of any kind required by law to be withheld with respect to such Award. The obligations of the Company under the Plan shall be conditional on the making of such payments or arrangements, and the Company shall, to the extent permitted by law, have the right to deduct any such taxes from any payment of any kind otherwise due to the Participant.(e) No member of the Board or the Board, nor any officer or employee of the Company acting on behalf of the Board or the Board, shall be personally liable for any action, determination, or interpretation taken or made in good faith with respect to the Plan, and all members of the Board or the Board and each and any officer or employee of the Company acting on their behalf shall, to the extent permitted by law, be fully indemnified and protected by the Company in respect of any such action, determination or interpretation.10. Effective Date of PlanThe Plan shall be effective as of [ ], 2015 (the "Effective Date").11. Term of PlanNo Award shall be granted pursuant to the Plan on or after the tenth anniversary of the Effective Date, but Awards theretofore granted may extend beyond that date.。
人力资源专业术语(中英文对照)
1.人力资源管理导论组织:(organization)管理者:(manager)管理过程:(management process)人力资源管理:(human resource management)职权:(authority)直线职权:(line authority)职能职权:(staff authority)直线经理:(line manager)职能经理:(staff manager)全球化:(globalization)人力资本:(human capital)伦理道德:(ethics)2.公平就业机会及相关法律积极的反歧视行动:(affirmative action)规范化指南:(uniform guide lines)受保护群体:(protected class)混合动机:(mixed motive)合格者:(qualified individuals)性骚扰:(sexual harassment)五分之四法则:(4/5 ths rule)消极影响:(adverse impact)差别拒绝率:(sisparate rejection rates)限制性政策:(restricted policy)人口比较:(population comparisons)真实职业资格:(bona tide accupational qualification)建设性争议处理程序:(alternative dispute resolution)建设性争议处理计划:(ADR program)多元化:(diversity)刻板印象:(stereotyping)歧视:(discrimination)象征主义:(tokenism)种族中心主义:(ethnocentrism)性别角色刻板印象:(gender-role stereotype)善意努力战略:(good faith effort strategy)逆向歧视:(reverse discrimination)3.人力资源管理战略与分析战略规划:(strategic plan)战略管理:(strategic management)使命陈述:(mission statement)公司战略:(corporate-level strategy)竞争战略:(competitive strategy)竞争优势:(competitive advantage)职能战略:(functional strategy)战略性人力资源管理:(strategic human resource management)战略地图:(strategy map)人力资源计分卡:(HR scorecard)数字仪表盘:(digital dashboard)基于战略的衡量指标:(strategy-based metrics)人力资源管理审计:(HR audit)高绩效工作系统:(high-performance work system)4.职位分析与人才管理过程人才管理:(talent management)职位分析:(job analysis)职位描述:(job description)任职资格:(job specification)组织结构图:(organization chart)工作流程图:(process chart)工作流分析:(workflow analysis)业务流畅再造:(business process reengineering)职位扩大化:(job enlargement)职位轮换:(job rotation)职位丰富化:(job enrichment)工作日记/日志:(diary/log)职位分析问卷法:(position analysis questionnaire)标准职位分类:(standard occupational classification)任务描述:(task statement)职位要求矩阵:(job requirements matrix)5.人事规划与招聘人事规划:(workforce planning)趋势分析:(trend analysis)比率分析:(ratio analysis)散点分析:(scatter plot)任职资格条件库:(qualifications inventories)人员替代图:(personnel replacement charts)职位替代卡:(position replacement card)马尔科夫分析法:(markov analysis)继任规划:(succession planning)员工招聘:(employee recruiting)招聘产出金字塔:(recruiting yield pyramid)职位空缺公告:(job posting)非常规性配员:(alternative staffing)即时招聘服务机构:(on-demand recruiting services)大学校园招募:(college recruiting)求职申请表:(application form)6.员工测试与甄选疏忽雇佣:(negligent hiring)信度:(reliability)测试效度:(test validity)效标关联效度:(criterion validity)内容效度:(content validity)构想效度:(construct validity)期望图:(expectancy chart)兴趣测试:(interest inventories)工作样本:(work samples)工作样本技术:(work samples technique)管理评价中心:(management assessment centers)情境测试:(situational test)视频模拟测试:(video-based simulation)小型工作培训和评价方法:(miniature job training and evaluation) 7.求职者面试非结构化面试:(unstructured interviews)结构化面试:(structured interviews)情景面试:(situational interview)行为面试:(behavioral interview)职位相关性面试:(job-related interview)压力面试:(stress interview)结构化顺序面试:(unstructured sequential interview)小组面试:(panel interview)集体面试:(mass interview)求职者面试顺序误差:(candidate-order or contrast error)结构化情境面试:(structured situational interview)8.员工培训与开发新员工入职引导:(employee orientation training)培训:(training)任务分析:(task analysis)培训疏忽:(negligent training)胜任素质模型:(competency model)绩效分析:(performance analysis)在岗培训:(on-the-job training)学徒制培训:(apprenticeship training)工作指导培训:(job instruction training)程序化学习:(programmed learning)行为塑造:(behavior modeling)电子化绩效支持系统:(electronic performance support system)工作助手:(job aid)终身学习:(lifelong learning)交叉培训:(cross training)虚拟课堂:(virtual classroom)管理技能开发:(management development)职位轮换:(job rotation)行为学习:(action learning)案例研究法:(case study method)管理游戏:(management games)角色扮演:(role play)企业内开发中心:(inhouse development centres)高管教练:(executive coach)组织发展:(organization development)控制实验:(controlled experimentation)9.绩效管理与评价绩效评价:(performance appraisal)绩效评价过程:(performance process)绩效管理:(performance management)图评价尺度法:(graphic rating scale)交替排序法:(alternative ranking method)配对比较法:(paired comparison method)强制分布法:(forced distribution method)关键事件法:(critical incident method)行为锚定等级评价法:(behaviorally anchored rating scale)目标管理:(management by objectives)电子化绩效监控:(electronic performance monitoring)标准不清:(unclear standard)晕轮效应:(halo effect)居中趋势:(central tendency)宽大或严格倾向:(strictness/leniency)近因效应:(recency effect)绩效评价面谈:(appraisal interview)10.员工保留、敬业度及职业生涯管理职业生涯:(career)职业生涯管理:(career management)职业生涯开发:(career development)职业生涯规划:(career planning)现实震荡:(reality shock)导师指导:(mentoring)教练指导:(coaching)晋升:(promotion)调动:(transfer)不服从上级:(insuboardination)自由解雇:(terminate at will)解雇面谈:(termination interview)重新谋职咨询:(outplacement counseling)离职面谈:(exit interview)临时解雇:(lay off)裁员:(down sizing)解雇管理:(managing dismissals)生命周期:(lifecycle career)职业生涯管理:(career management)职业锚:(career anchor)11.制定战略性薪酬计划员工薪酬:(employee compensation)直接经济报酬:(direct financial payment)间接经济报酬:(indirect payments)职位评价:(job evaluation)报酬要素:(compensable factores)杠杆职位:(benchmark jobs)职位排序:(ranking method)职位分类法:(job classification or job grading)职级:(classes)职等:(grades)职位等级定义:(grade definition)计点法:(point method)市场竞争性薪酬系统:(market-competitive pay system)薪酬政策线:(wage curves)薪酬调查:(salary survey)薪酬等级:(pay ranges)比较比率:(compa ratios)胜任素质薪酬:(competency-based pay)宽带薪酬:(broad banding)可比价值:(comparable worth)12.绩效薪酬和经济性奖励经济类奖励:(financial incentives )生产率:(productivity)日公平工作标准:(fair day’s work)科学管理运动:(scientific management movement)可变薪酬:(variable pay)期望:(expectancy)关联性:(instrumentality)效价:（Valance)行为修正:(behavior modification)简单计件工资:(straight piecework)标准工时计划:(standard hour plan)绩效加薪:(merit pay or merit raise)年终奖:(annual bonus)股票期权:(stock option)团体或群体奖励计划:(team or group incentive plans)组织绩效奖励计划:(organization-wide incentive plans)利润分享计划:(profit-sharing plans)收益分享计划:(gainsharing plan)收入风险型薪酬计划:(earnings-at-risk pay plans)员工持股计划:(employee stock owership plan)广泛股票期权计划:(broad-based stock option plans) 13.福利与服务福利:(benefits)失业保险:(unemployment insurance)补充性薪酬型福利:(supple-mental pay benefits)病假:(sick leave)遣散费:(severance pay)补充性失业福利:(supplemental unemployment benefits)工伤保险:(worker’s compensation)健康维护组织:(health maintenance organization)自选医疗服务组织:(preferred provider organization)团体人寿保险:(group life insurance)社会保障:(social security)养老金计划:(pension plans)固定收益制计划:(defined benefit plans)固定缴费制计划:(defined contribution plans)可转移性:(portability)储蓄节约计划:(savings and thrift plan)延期利润分享计划:(deferred profit-sharing plan)员工持股计划:(employee stock ownership plan)现金金额养老金计划:(cash balance plans)养老金担保公司:(pension benefits guarantee corporation)提前退休窗口:(early-retirement window)员工援助计划:(employee assistance program)弹性福利计划:(flexible benefits plan)自助餐式福利计划:(cafeteria benefits plan)弹性工作时间:(flextime)压缩工作周:(compressed workweek)职位分享:(job sharing)工作分享:(work sharing)14.伦理道德、员工关系管理伦理道德:(ethics)程序公平:(procedural justice)分配公平:(distributive justice)社会责任:(social responsibility)网络欺凌:(cyberbullying)组织文化:(organizational culture)非惩罚性惩戒:(ninpunitive discipline)解雇:(dismissal)员工关系:(employee relations)建议团队:(suggestion teams)问题解决团队:(problem-solving teams)质量圈:(quality circle)自我管理:(self-managing)15.劳资关系与集体谈判封闭型企业:(closed shop)工会制企业:(union shop)工会代理制企业:(agency shop)工会会员优先企业:(preferential shop)会员资格保持型企业:(maintenance of membership arrangement)工作权利:(right to work)工会渗透:(union salting)授权卡:(authorization cards)谈判单位:(bargaining unit)代表取消:(decertification)集体谈判:(collective bargaining)有诚意谈判:(good faith bargaining)自愿性谈判主题:(voluntary or permissible bargaining items)非法谈判主题:(illegal bargaining items)强制性谈判主题:(mandatory bargaining items)僵持:(impasses)调解:(mediation)实情调查员:(factfinder)仲裁:(arbitration)利益仲裁:(interest arbitration)权利仲裁:(rights arbitration)经济罢工:(economic strike)同情罢工:(sympathy strike)野猫罢工:(wildcat strike)反不当劳资关系行为罢工:(unfair labor practice strikes)设置纠察:(picketing)联合施压运动:(corporate campaign)联合抵制:(boycott)内部游戏:(inside games)闭厂:(lockout)禁令:(injunction)争议处理程序:(grievance procedure)16.员工安全与健康职业病:(occupational illness)传讯:(citation)不安全工作条件:(unsafe conditions)工作伤害分析:(job hazard ananlysis)运行安全审查:(operational safety reviews)行为安全教育:(behavior-based safety)安全意识项目:(safety awareness)工作倦怠:(burnout)自然安全:(natural security)机械安全:(mechanical security)组织安全:(organizational security)17.全球化人力资源管理国际人力资源管理:(international human resource management)工人理事会:(works councils)外派员工:(expatriates)母国公民:(home-country nations)第三国公民:(third-country nations)虚拟团队:(virtual team)民族中心主义:(ethnocentric)多国中心主义:(polycentric)全球中心主义:(geocentric)适应性甄选:(adaptability scerrning)国外服务补贴:(foreign service premium)艰苦补贴:(hardship allowances)迁移补贴:(mobility premiums)。
股权激励 英语
股权激励英语Stock options, also known as equity incentives, are a form of compensation used by many companies to reward employees. It is a way for employers to motivate employees to work hard and to increase their loyalty to the company.Stock options are typically granted to employees in the form of options to buy a certain number of shares of the company’s stock at a predetermined price. This price is usually the market price of the stock at the time of the grant. The employee can then exercise the option to buy the stock at the predetermined price.The main advantage of stock options is that it allows employees to benefit from the growth of the company’s stock price. If the stock price increases, the employee can make a profit by exercising the option and buying the stock at the predetermined price. This can be a great incentive for employees to work hard and help the company grow.On the other hand, if the stock price decreases, the employee will not be able to exercise the option and will not make a profit. This can be a risk for employees, but it can also help to align their interests with the company’s success.Stock options can be an effective way to reward and motivate employees. It can help to increase employee loyalty and commitment to the company and can help to create a positive work environment. However, it is important to remember that stock options come with risks, and employers should consider these risks carefully before granting stock options to their employees.。
期权协议英文版 option agreement
SHARE OPTION AGREEMENTName: Plan:Address:Grant: Option to purchase ______________________________shares of the ordinary share capital ofSignature: Exercise Price:Grant Date:Effective on the Grant Date you have been granted an option to purchase the number of Shares of the Company at the exercise price designated above, in accordance with the provisions of the 2008 Share Incentive Plan (the “Plan”). This option may be exercised for whole shares only. All terms used but not defined herein shall have the meanings assigned to them in the Plan.Subject to the terms hereof and the Plan, the options shall vest and become exercisable according to the following terms and schedule:(a)You may not vest until after the first anniversary of the date when the Options are granted (“the Commencement Date”)； and(b)Options granted may vest 25% on the first anniversary of the date when the Options are granted (“First Vesting Date”)； and(c)The rest of the Options granted can vest at a rate of 12.5% every 6 months after the First Vesting Date over a period of 36 months.In the event of the termination of your employment or service for the Company, for any reason，whether such termination is occasioned by you，or by the Company or any of its Subsidiaries or Related Entities, or with or without cause or by mutual agreement or if you cease to be employed by a Related Entity either through sale or otherwise (“Termination of Service”), your right to vest in your option under the Plan, if any, will terminate effective as of the earlier of: (i) the date that you give or are provided with written notice of Termination of Service, or (ii) if you are an employee of the Company or any of its Subsidiaries, the date that you are no longer actively employed and physically present on the premises of the Company or any of its Subsidiaries, regardless of any notice period or period of pay in lieu of such notice required under any applicable statute or the common law (each, the “Notice Period”. For greater clarity, you have no rights to vest in your option during the Notice Period.Notwithstanding anything to the contrary herein, if your Termination of Service is by reason of cause, then your right to exercise the option shall terminate concurrently with your Termination of Service. For this purpose cause shall have the meaning as expressly defined in any then-effective written agreement regarding your employment with the Company, any Subsidiary or Related Entity or, in the absence of such then-effective written agreement and definition, is based on the determination of the Committee that you have: (i) performed an act or failed to perform any act in bad faith and to the detriment of the Company, a Subsidiary or any Related Entity; (ii) engaged in dishonesty, intentional misconduct or material breach of any agreement with the Company, a Subsidiary or a Related Entity; or (iii) committed a crime involving dishonesty, breach of trust, or physical or emotional harm to any person.The option may not be exercised until vested. Once vested, the option may be exercised in whole or any part，at any time. However, a vested option must be exercised，if at all，prior to the earlier of:（a）one year following your Termination of Service with the Company, its Subsidiaries and Related Entities by reason of death or Disability;（b）90 days following your last day of active employment or service with or for the Company, its Subsidiary or Related Entities for any reason other than death or Disability; for this purpose your last day of active employment or service will be deemed to occur on the date of the closing of the sale of all or substantially all of the stock or assets of a Subsidiary or Related Entity for which you are employed at the time of the transaction;（c）the third anniversary after each respective Vesting Date;and if not exercised prior thereto shall terminate and no longer be exercisable.The option will be deemed exercised upon your completing the exercise procedures established by the Company and your payment of the option exercise price per share and any applicable tax withholding to the Company. Payment may be made in cash or such other method as the Company may permit from time to time as set forth in the Plan.The Shares acquired upon exercise of the option may in the discretion of the Company be subject to such restrictions as the Company may require, such as rights of first refusal, rights of repurchase or requirements that you consent not to transfer the Shares for a period of time in connection with any public offering of the Shares or other securities of the Company or an affiliate of the Company.You shall pay any and all applicable taxes imposed or to be imposed on a recipient of this option. The Company has the authority to deduct or withhold, or require you to remit to the Company, an amount sufficient to satisfy applicable taxes arising from this option. To the extent permissible and practicable under applicable law^s, you may satisfy your tax obligation, in whole or in part, by either: (i) electing to have the Company withhold Shares otherwise to be delivered with a fair market value equal to the minimum amount of the tax withholding obligation; or (ii) surrendering to the Company previously owned Shares with a fair market value equal to the minimum amount of the tax withholding obligation.As a recipient of this option，you shall complete on your own or permit the Company to complete on your behalf any and all applicable registration and/or filing procedures in connection with receiving, vesting and/or exercising this option in accordance with applicable laws.This option is not transferable except by will or the laws of descent and distribution.You acknowledge and consent to the collection, use, processing and transfer of personaldata as described in this paragraph. The Company, its affiliates and your employer hold certain personal information, including your name, home address and telephone number, date of birth, national ID card number, social security number or other employee tax identification number, salary, nationality, job title, any shares of stock awarded, cancelled, purchased, vested, unvested or outstanding in your favor, for the purpose of managing and administering the Plan (“Data”). The Company and its affiliates will transfer Data to any third parties assisting the Company in the implementation, administration and management of the Plan. These recipients may be located in the European Economic Area, the PRC or elsewhere such as the United States. You authorize them toreceive，possess，use，retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing your participation in the Plan，including any requisite transfer of such Data as may be required for the administration of the Plan and/or the subsequent holding of shares of stock on your behalf to a broker or other third party with whom you may elect to deposit any shares of stock acquired pursuant to the Plan. You may, at any time, review Data, require any necessary amendments to it or withdraw the consent herein in writing by contacting the Company; however, withdrawing the consent may affect your ability to participate in the Plan.Your participation in the Plan is voluntary. The value of the option is an extraordinary item of compensation outside the scope of your employment contract，if any. As such，the option is not part of normal or expected compensation for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pensions or retirement benefits or similar payments unless specifically and otherwise provided. Rather, the awarding of an option under the Plan represents a mere investment opportunity.This option is granted under and governed by the terms and conditions of the Plan. You acknowledge and agree that the Plan is discretionary in nature and may be amended, cancelled，or terminated by the Company，in its sole discretion, at any time. The grant of an option under the Plan is a one-time benefit and does not create any contractual or other right to receive a grant of options or benefits in lieu of options in the future. Future grants of options, if any, will be at the sole discretion of the Company, including, but not limited to, the timing of the grant, the number of options, vesting provisions, and the exercise price. The Plan has been introduced voluntarily by the Company and in accordance with the provisions of the Plan may be terminated by the Company at any time. By execution of this Agreement, you consent to the provisions of the Plan and this Agreement.2HKU2497.I。
以股权为基础的薪酬管理制度中英文版
特殊待遇 2%
福利 11%
1995
基本工资 33%
奖金计划 28%
长期奖金计划
奖金
1999
27%
27%
福利 10%
特殊待遇 2%
基本工资 28%
长期奖金计划 39%
1平 均收 入 $2B /中 位收 入 $2B 2 C EO, CFO的 平均 数
Hewi tt Asso ci at es
奖金 21%
Financial Reasons for Providing Equity-based Pay 提供以股权为基础薪酬形式的财务因素
❖ Joseph Blasi 1996 study:
Joseph Blasi1996年调查指出:
❖ Significantly higher growth in 10-year average financial performance where employees own more than 5% market value
— 80% of employees at these companies own company stock
这些公司约有80%的员工拥有公司的股票
Long-term Incentive Plan Design 设计长期奖励计划
Overview 概况
股权激励的国外名言
股权激励的国外名言全文共四篇示例，供读者参考第一篇示例：股权激励的概念在国外已经被广泛应用，许多企业通过股权激励计划激发员工的工作热情和创造力，使企业获得更大的发展。
下面将介绍一些关于股权激励的国外名言，希望能给大家带来一些启示。
1. "Stock options are powerful tools in the hands of entrepreneurs and employees alike. They align incentives, make everyone a shareholder, and reward hard work and success." - Richard Branson股票期权是企业家和员工手中强大的工具。
它们可以使激励方式更加协调，让每个人成为股东，奖励努力工作和成功。
2. "The best way to motivate employees is to give them ownership in the company. By offering stock options, employees feel connected to the company's success and are motivated to work towards its growth." - Jack Welch激励员工的最佳途径是让他们拥有公司的所有权。
通过提供股票期权，员工会感到与公司的成功联系在一起，并且会受到激励来为公司的增长而努力工作。
3. "Stock options are a powerful way to attract, retain, and motivate top talent. Companies that offer stock options as part of their compensation packages are able to attract the best and brightest employees who are driven to succeed." - Sheryl Sandberg股票期权是吸引、留住和激励顶尖人才的有力方式。
期权奖励计划-中英文 2
THE ORIGIN, INC. 2004 INCENTIVE S TOCK PLAN奥瑞金2004年股权奖励计划1. Purpose. The Origin Parties, Inc. 2004 Incentive Stock Plan (the "Plan") is intended to provide incentives which will attract and retain highly competent persons as officers, directors and key employees of Chardan China Acquisition Corporation (to be renamed Origin, Inc. at the effective time of the Merger), a Delaware corporation (the "Company") and its subsidiaries by providing them opportunities to acquire shares of common stock, par value $0.0001 per share, of the Company ("Common Stock") pursuant to the Stock Options described herein.目的设立奥瑞金2004年股权奖励计划(以下简称“计划”)的目的是为了吸引和挽留那些能力卓越的人才，包括组建于特拉华州的查顿中国并购公司（在本次合并生效之时将会更名为奥瑞金公司）（以下简称“公司”）及其分支机构的经理、董事和重要员工，向他们提供以每股$0.0001美元的价格按照本计划规定来购买公司的普通股份的配股机会。
2. Administration. The Plan will be administered by the Compensation Committee of the Board of Directors of the Company or another committee (the "Committee"), appointed by the Board from among its members consisting of one or more directors (or such minimum number of directors as may be required under applicable law) as the Board may designate from time to time. The Committee shall have the authority to make all determinations and take such other action as contemplated by the Plan or as may be necessary or advisable for the administration of the Plan and the effectuation of its purp oses. The Board or Committee may delegate, to the extent permitted by applicable law, to one or more officers of the Company, its powers under the Plan (a) to designate who will participate in the Plan, and (b) to determine the amount and type of Stock Options (as defined below) to be awarded to participants, pursuant to a resolution that specifies the amount and type of Stock Options that may be granted under the delegation, provided that no officer may be delegated the power to designate any officer (including himself or herself) as a recipient of such Stock Options. Failure to satisfy the requirements of Section 162(m) of the Internal Revenue Code of 1986, as amended (the "Code") with respect to the grant of Stock Options hereunder shall not affect the validity of the action of the Committee otherwise duly authorized and acting in the matter. Stock Options and transactions in or involving Stock Options, intended to be exempt under Rule 16b-3 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), must be duly and timely authorized by the Board or a committee consisting solely of two or more "non-employee directors" of the Company (as this requirement is applied under Rule 16b-3 promulgated under the Exchange Act). To the extent required by any applicable securities exchange or automated quotation system, the Committee charged with administering the Plan shall be composed entirely of independent directors of the Company (within the meaning of the applicable securities exchange or automated quotation system) or, for as long as the Company can rely on the "Controlled Company" exemption, by a majority of independent directors. Any action taken by, or inaction of, the Company, any subsidiary or affiliate, or the Committee relating or pursuant to the Plan and within its authority hereunder or under applicable law shall be within the absolute discretion of that entity or body and shall be conclusive and binding upon all persons. Neither the Boardnor any Board committee, nor any member thereof or person acting at the direction thereof, shall be liable for any act, omission, interpretation, construction or determination made in good faith in connection with the Plan (or any Stock Option provided under this Plan).管理本计划将会由公司董事会的薪酬委员会或另一个委员会来管理，该委员会将会由董事会从其组成人员中任命一个或更多董事组成（或依据适用的法律所规定的最少人数要求来确定），并由董事会按时任免。
期权激励计划管理
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注会员工期权激励计划
注会员工期权激励计划
【中英文实用版】
英文文档内容：
The title of this document is "CPA Employee Stock Option Incentive Plan".This plan is designed to motivate and reward CPA employees by offering them stock options.The plan provides detailed information on the eligibility criteria, the number of options granted, the exercise price, the vesting schedule, and the expiration date of the options.It also outlines the procedures for exercising the options and the tax implications for the employees.The purpose of this plan is to align the interests of the employees with the success of the company and to attract and retain top talent in the accounting field.
中文文档内容：
本文档的标题是“注会员工期权激励计划”。
该计划通过提供股票期权来激励和奖励注会员工。
计划中详细说明了资格条件、授予的期权数量、行权价格、归属时间表以及期权的到期日。
此外，还概述了行使期权的程序以及员工所需承担的税务影响。
股权激励分配方案英语
股权激励分配方案英语Equity Incentive Distribution Plan1. IntroductionEquity incentive distribution plans are designed to incentivize and reward employees by granting them ownership in the company. This plan aligns the interests of employees with those of the company's long-term success. In this document, we will outline a comprehensive equity incentive distribution plan that provides a detailed structure for allocating equity, vesting schedules, and performance criteria.2. Objectives of the PlanThe primary objective of the equity incentive distribution plan is to motivate and retain talented employees, promoting their loyalty and commitment to the company's growth. By offering ownership in the company, employees are encouraged to actively participate in achieving the company's long-term goals, boosting their productivity and performance.3. Eligibility and Allocation of EquityAll employees are eligible to participate in the equity incentive distribution plan, provided they meet certain criteria. The equity allocation will be determined based on factors such as job level, performance, and contribution to the company's success. The allocation will be expressed as a percentage of ownership, with higher-performing and critical employees given a larger share.4. Vesting ScheduleEquity awarded through the incentive distribution plan will besubject to a vesting schedule. This means that employees will gradually gain ownership of their allocated equity over a specified period. The vesting schedule will be designed to ensure employees remain with the company for a reasonable duration, further promoting loyalty. A typical vesting period is three to five years, with equity vesting incrementally each year.5. Performance CriteriaPerformance criteria are essential in determining the allocation and vesting of equity. Objective and measurable performance indicators will be established for each employee based on their role and responsibilities. These criteria may include financial targets, revenue growth, market share, customer satisfaction, and other key performance indicators relevant to the employee's position. Performance reviews will be conducted periodically to assess progress and award equity accordingly.6. Transparency and CommunicationTransparency in the equity incentive distribution plan is critical to its success. Employees should be provided with clear and concise information regarding their eligibility, allocation, vesting schedule, and performance criteria. Communication channels, such as company-wide meetings, newsletters, and one-on-one discussions, should be established to ensure employees are well-informed and receive timely updates on their equity ownership.7. Administration of Equity PlanThe equity incentive distribution plan will be administered by a designated committee, consisting of members from various departments such as human resources, finance, and legal. Thiscommittee will oversee the implementation and compliance of the plan and make decisions regarding equity allocation and vesting. The committee will also be responsible for resolving any issues or disputes that may arise during the implementation of the plan.8. Dilution and Anti-Dilution MeasuresTo ensure the long-term sustainability and viability of the equity incentive distribution plan, anti-dilution measures will be implemented to protect the ownership rights of existing equity holders. In the event of new share issuances, mergers, acquisitions, or other transactions that may dilute equity, steps will be taken to protect the interests of existing participants.9. Exit StrategiesExit strategies for employees who leave the company before their equity fully vests will be established. These strategies may include a buyback option, allowing the company to repurchase the unvested equity at a predetermined price. Alternatively, employees may be given the option to retain their equity even after leaving the company, with certain restrictions and conditions.10. Legal and Regulatory ComplianceThe equity incentive distribution plan will be designed in accordance with all applicable laws, regulations, and accounting standards. Legal counsel will be engaged to ensure compliance with local and international regulations relating to equity allocation, vesting, and disclosure requirements.11. ConclusionA well-designed equity incentive distribution plan can significantlyenhance employee engagement, motivation, and loyalty. By providing employees with ownership in the company, their interests become aligned with the company's long-term success. It is important to continuously review and reassess the plan to ensure its effectiveness and make necessary adjustments based on the company's growth and changing dynamics.。
期权管理知识讲解-英文版
• A Call Option gives the holder of the option the right, but not the obligation, to buy the underlying asset.
Options: Example
• Consider both call and put options on Microsoft shares, expiring on March 20, 2004. Both have exercise prices of $25 and each option enables the holder to buy or sell the Microsoft shares at this price. The current value of Microsoft shares is $27.03.
15 10 5 0 0 0 0 0
Options: example
• Clearly is the value of a Microsoft share exceeds the exercise prices then the holder of the call option will exercise his right to exercise and make a profit of the share price less the exercise price. If it is less then he will not, in this case the option expires worthless.
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THE ORIGIN, INC. 2004 INCENTIVE STOCK PLAN奥瑞金2004年股权奖励计划1. Purpose. The Origin Parties, Inc. 2004 Incentive Stock Plan (the "Plan") is intended to provide incentives which will attract and retain highly competent persons as officers, directors and key employees of Chardan China Acquisition Corporation (to be renamed Origin, Inc. at the effective time of the Merger), a Delaware corporation (the "Company") and its subsidiaries by providing them opportunities to acquire shares of common stock, par value $0.0001 per share, of the Company ("Common Stock") pursuant to the Stock Options described herein.目的设立奥瑞金2004年股权奖励计划(以下简称“计划”)的目的是为了吸引和挽留那些能力卓越的人才，包括组建于特拉华州的查顿中国并购公司（在本次合并生效之时将会更名为奥瑞金公司）（以下简称“公司”）及其分支机构的经理、董事和重要员工，向他们提供以每股$0.0001美元的价格按照本计划规定来购买公司的普通股份的配股机会。
2. Administration. The Plan will be administered by the Compensation Committee of the Board of Directors of the Company or another committee (the "Committee"), appointed by the Board from among its members consisting of one or more directors (or such minimum number of directors as may be required under applicable law) as the Board may designate from time to time. The Committee shall have the authority to make all determinations and take such other action as contemplated by the Plan or as may be necessary or advisable for the administration of the Plan and the effectuation of its purposes. The Board or Committee may delegate, to the extent permitted by applicable law, to one or more officers of the Company, its powers under the Plan (a) to designate who will participate in the Plan, and (b) to determine the amount and type of Stock Options (as defined below) to be awarded to participants, pursuant to a resolution that specifies the amount and type of Stock Options that may be granted under the delegation, provided that no officer may be delegated the power to designate any officer (including himself or herself) as a recipient of such Stock Options. Failure to satisfy the requirements of Section 162(m) of the Internal Revenue Code of 1986, as amended (the "Code") with respect to the grant of Stock Options hereunder shall not affect the validity of the action of the Committee otherwise duly authorized and acting in the matter. Stock Options and transactions in or involving Stock Options, intended to be exempt under Rule 16b-3 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), must be duly and timely authorized by the Board or a committee consisting solely of two or more "non-employee directors" of the Company (as this requirement is applied under Rule 16b-3 promulgated under the Exchange Act). To the extent required by any applicable securities exchange or automated quotation system, the Committee charged with administering the Plan shall be composed entirely of independent directors of the Company (within the meaning of the applicable securities exchange or automated quotation system) or, for as long as the Company can rely on the "Controlled Company" exemption, by a majority of independent directors. Any action taken by, or inaction of, the Company, any subsidiary or affiliate, or the Committee relating or pursuant to the Plan and within its authority hereunder or under applicable law shall be within the absolute discretion of that entity or body and shall be conclusive and binding upon all persons. Neither the Board nor any Board committee, nor any member thereof or person acting at the direction thereof, shall be liable for any act, omission, interpretation, construction or determination made in good faith in connection with the Plan (or any Stock Option provided under this Plan).管理本计划将会由公司董事会的薪酬委员会或另一个委员会来管理，该委员会将会由董事会从其组成人员中任命一个或更多董事组成（或依据适用的法律所规定的最少人数要求来确定），并由董事会按时任免。
委员会将有权对本计划中的所有事项进行决策，或执行类似的其他行为，或为实现本计划的目的、为管理计划所必须或合理的目的而行事。
在适用法律所允许的范围内，董事会或委员会可以授权公司的一个或多个经理，按照本计划的规定，行使以下权利：（a）指定参与本计划的人员；并且（b）根据关于该被授权人有权授予他人的配股选择权的数量和种类的决议，决定授予参与计划人员的配股选择权（如下文定义）的数量和种类，但已享有配股选择权的人员不能被授权授予自己或他人配股选择权。
若不能满足1986年内部报酬法案第163条m款（修订版，以下简称“法案”）中和本次配股选择权分配计划相关的规定，只要委员会的行为是经完全授权的，并且是在其授权范围内进行的，仍应被视为有效。
为豁免1934年交易法和证券法的规则16b-3的规定而实施的配股选择权和配股选择权交易、或于之相关的交易，都必须经董事会或由两个或更多的公司的独立董事组成的委员会（该要求是交易法所公布的规则16b-3所规定的）完全和及时的授权，方为有效。
在满足所有适用的证券交易或自动挂牌机制提出的要求的前提下，负责管理本计划的委员会应由公司的全部独立董事组成（独立董事的含义由该适用的证券交易或自动挂牌机制决定），或者，当公司能够获得“受控公司”之豁免的时候，由独立董事中的大多数人组成。
与本计划相关的、或为实施本计划，由公司、其关联机构或分支机构或者委员会以作为或不作为方式采取的、在其权限范围内、符合法律的行为，都应是由该行为人独立决定做出的，并且对任何人都是最终的和有约束力的。