The Phantom Stock Award Agreement is a crucial document for companies operating in Hong Kong who wish to implement long-term incentive programs without diluting actual equity. This agreement type is particularly relevant in situations where companies want to retain key talent and align employee interests with company performance, but either cannot or prefer not to issue real shares. The document comprehensively outlines the phantom stock program's structure, including grant terms, vesting conditions, valuation methods, and payment mechanisms, while ensuring compliance with Hong Kong's regulatory requirements. It's especially useful for private companies, subsidiaries of multinational corporations, or organizations with complex shareholding structures that make actual equity awards impractical. The agreement must be carefully drafted to comply with Hong Kong's Employment Ordinance, Securities and Futures Ordinance, and relevant tax regulations.
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1. Parties: Identification of the company and the recipient of the phantom stock award
2. Background: Context of the agreement and purpose of the phantom stock award program
3. Definitions: Key terms used throughout the agreement, including 'Phantom Stock Unit', 'Fair Market Value', 'Vesting Date', etc.
4. Grant of Phantom Stock Units: Details of the phantom stock units being awarded, including number of units and grant date
5. Vesting Schedule: Timing and conditions for vesting of the phantom stock units
6. Valuation: Method for determining the value of phantom stock units
7. Payment Terms: Timing and form of payment for vested phantom stock units
8. Termination of Employment: Impact of various types of employment termination on the phantom stock awards
9. Tax Obligations: Tax treatment and responsibilities regarding the phantom stock awards
10. Compliance with Laws: Provisions ensuring compliance with applicable Hong Kong laws and regulations
11. Confidentiality: Requirements for maintaining confidentiality of agreement terms and company information
12. Assignment and Transferability: Restrictions on transfer or assignment of phantom stock rights
13. Amendment and Termination: Company's rights to modify or terminate the agreement or program
14. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes
1. Change in Control Provisions: Special provisions for handling phantom stock awards in case of company merger, acquisition, or other change in control
2. Clawback Provisions: Company's right to recoup payments in cases of misconduct or financial restatement
3. Non-Competition and Non-Solicitation: Restrictions on recipient's activities during and after employment
4. International Supplement: Additional provisions for recipients subject to foreign laws
5. Administrative Provisions: Details about program administration and record-keeping
6. Electronic Delivery and Acceptance: Provisions for electronic documentation and signatures
7. Data Privacy Consent: Specific consent for handling personal data under Hong Kong privacy laws
1. Schedule 1 - Vesting Schedule: Detailed breakdown of vesting dates and conditions
2. Schedule 2 - Valuation Methodology: Detailed formula and procedures for calculating phantom stock value
3. Schedule 3 - Notice Requirements: Forms and procedures for various notices under the agreement
4. Appendix A - Tax Information: Summary of tax implications and withholding requirements
5. Appendix B - Beneficiary Designation Form: Form for designating beneficiaries in case of death
6. Appendix C - Country-Specific Terms: Additional terms specific to Hong Kong or other relevant jurisdictions
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