Incentive Stock Option Plan

Incentive Stock Option Plan


Area of Law: 

This document represents an outline of the general layout and content of an Incentive Stock Option Plan. An Incentive Stock Option, or an ISO, is a stock option that bestows unique tax benefits and must be distributed pursuant to a written plan.

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XYZ Company, Inc.

2000 Stock Option Plan



1.                  Establishment, Purpose and Term of Plan.


1.1              Establishment.  The XYZ Company, Inc. 2000 Stock Option Plan (the Plan) is hereby established effective as of April __, 2000.


1.2              Purpose.  The purpose of the Plan is to advance the interests of the Participating Company Group and its shareholders by providing an incentive to attract, retain and reward persons performing services for the Participating Company Group and by motivating such persons to contribute to the growth and profitability of the Participating Company Group.


1.3              Term of Plan.  The Plan shall continue in effect until the earlier of its termination by the Board or the date on which all of the shares of Stock available for issuance under the Plan have been issued and all restrictions on such shares under the terms of the Plan and the agreements evidencing Options granted under the Plan have lapsed.  However, all Options shall be granted, if at all, within ten (10) years from the earlier of the date the Plan is adopted by the Board or the date the Plan is duly approved by the shareholders of the Company.


2.                  Definitions and Construction.


2.1              Definitions.  Whenever used herein, the following terms shall have their respective meanings set forth below:


(a)                Board means the Board of Directors of the Company.  If one or more Committees have been appointed by the Board to administer the Plan, Board also means such Committee(s).


(b)               Code means the Internal Revenue Code of 1986, as amended, and any applicable regulations promulgated thereunder.


(c)                Committee means the Compensation Committee or other committee of the Board duly appointed to administer the Plan and having such powers as shall be specified by the Board.  Unless the powers of the Committee have been specifically limited, the Committee shall have all of the powers of the Board granted herein, including, without limitation, the power to amend or terminate the Plan at any time, subject to the terms of the Plan and any applicable limitations imposed by law.


(d)               Company means XYZ Company, Inc., a Illinois corporation, or any successor corporation thereto.


Consultant means a person engaged to provide consulting or advisory services (other than as an Employee or a Director) to a Participating Company, provided that the identity of such person, the nature of such services or the entity to which such


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