Infringement Of Rights And Interests? Employee Stock Options Should Not Be "Boring".

some Workplace When a person enters a job, a company promises to get all kinds of benefits, for example, many companies will shares Option is an incentive and welfare for employees. However, some employees eventually seek another job because of their personal development, and the former owners also freeze their stock options. Little does it know that such a practice will also infringe upon this practice. staff The rights and interests of the company were brought to a lawsuit. A reporter recently interviewed Jia Yibing, a senior partner of Shanghai Baiyue law firm, explaining the matters needing attention when the company promised the employee stock option reward.

case

Stock option is frozen after leaving.

Wang joined a multinational company in Shanghai in January 23, 1996 and worked as a finance company for 15 years. The last labor contract between the two sides was signed in June 2007, with no fixed term "labor contract".

During the period of Wang's appointment, the company awarded four shares of stock options listed in the overseas market from 2000 to 2002, totaling 1200 shares. The company issued a certificate of stock option issued by a world-famous securities company to Wang, and Wang entered the personal information on the website of the securities company to see the real-time state of the stock option. According to the market price of the multinational company in the overseas market in 2010, the stock option was worth about $20 thousand at that time.

For personal reasons, Wang went to the company's human resources department in April 2010 to complete the exit formalities. But when Wang inquired about a security website in May 2010, he found that the stock option was no longer trading rights, and the stock option information was deleted several days later. To this end, Wang has repeatedly requested the company to cash stock options, but has not received any positive response.

To this end, Wang took the lawsuit on the grounds that the company refused to cash in the stock option rights and led to Wang's failure to get remuneration.

　　 Focus of controversy

1, is the stock option granted by the company "labor remuneration" or "stock option contract"?

Jia Yibing pointed out that the so-called "stock option" refers to a right to subscribe to the agreed number of shares within a certain period with a predetermined price (i.e. the right price) under the precondition of satisfying the prior conditions of the company. This is a conditional act of granting, giving specific rights to employees rather than imposing an obligation. As an incentive mechanism, stock option was originally designed to motivate the management of the company and make the management and shareholders share the same interests.

In the case, Wang was not any manager of the company. He was granted the stock option of the multinational company only when he had served the company for more than five years without any serious fault. Wang was granted a stock option without signing any contract with the company, nor was he required to pay any price, which is actually a free option. At the same time, Wang's labor contract was signed with a Shanghai branch of a multinational company, and the stock option he was granted was an overseas stock option of the multinational company. Before Wang left, his stock options could be exercised, and the right to exercise could be correspondingly valued. Based on the above situation, we can see that Wang's stock option is actually a conditional labor reward. That is, when the stock option is granted the stock price when the company's share price exceeds its authorized option, Wang can get the reward of the difference part.

Since Wang's stock option is labor remuneration, the MNCs should pay the remuneration according to the relevant provisions of the labor contract law of China, when the stock option meets the requirements of the exercise rights and the requirements of the laborers.

2. Is there any restriction on the exercise of stock option? Does employee turnover lead to the failure of stock option?

Combined with Wang's case, Jia Yibing lawyers analysis that in the stock options case, the only reference is the stock option certificate issued by the securities company. The certificate shows the name of the stock, the nature of the award, the granting price, the balance of the option, the date of execution, and the market value. In addition to the above contents, Wang and the company failed to provide any documents showing that the stock option is restricted by rights.

Generally speaking, in addition to normal wages, employees in multinational companies still exist such as "long service award", "employee option" or other forms of conditional salary system. Moreover, these remuneration are conditional, with the terms attached to the term of service, whether there is any fault during the service period, etc., and some pay is related to performance appraisal.

But Wang was a normal employee in the case. Wang submitted his resignation for personal reasons. After being examined by the company's human resources department, Wang had no flaws in his job transfer. Therefore, if the company fails to sign a written document in advance to declare that employee turnover will result in the cancellation of stock options, Wang's right to exercise after leaving the office should also be protected by law.

In addition, because the employee is a stock option granted to the Shanghai company during the performance of the labor contract, the Shanghai company of the multinational company can not share the stock option as an overseas company and claim that the stock option has nothing to do with the Shanghai branch of the multinational company. After the employee's right to stock option is exercised, the Shanghai company of the multinational company should pay the difference after the exercise of stock option.

　 Lawyer tips

Enterprises should avoid two cases of labor lawsuits.

1, the employee stock option granted by the enterprise should be clearly defined.

The stock option incentive system, as a reward system that motivate operators and employees to work for the long-term development of the company, has gradually been valued and applied in China's practice. Therefore, employees should also pay attention to and understand the following issues such as the nature of incentive stock options, restrictions on exercise rights, risks and precautions in the course of exercising, so as to better safeguard the legitimate rights and interests of both parties. (1) the classification of employees who are granted options.

That is to say, whether the stock option is awarded to senior managers or ordinary employees should be clear, because the premise and conclusion of these two groups of options are quite different.

(2) the nature of the option to be granted.

The nature of the stock granted to the option unit is whether the listed company has been issued, whether the source of the employee's option and whether the option belongs to the remuneration should be clear.

(3) conditions attached to an option granted.

The stock option granted to employees by almost all units is conditional. The problem is that these conditions should be fixed in the form of a contract. These conditions include grant conditions, holding restrictions, whether they relate to performance appraisal and their conditions.

(4) exercise restrictions on options

Option exercise restriction is one of the main provisions of the entire option restriction. The link between resignation and option cancellation is also one of the common cases, but it should be treated differently. That is to say, the normal turnover and the consequences of the employee's fault should be treated differently.

2, the solution of disputes over stock option of multinational corporations.

There are some problems left over from stock options between multinational corporations and employees, especially the option units are not listed companies, and the options granted are overseas parent companies' options. The two sides actually used the option rules of overseas parent companies when granting options. These rules are mostly English versions, and most of them are electronically signed. Therefore, it is suggested that both sides should re examine these documents and prevent them from happening.