EY Stock Based Incentive Survey 2014

EY Stock Based Incentive Survey 2014

The results

EY Stock Based Incentive Survey 2014 | The results

Executive summary

Contents

Foreword

Executive summary 4

Need for stock-based incentive plans

6

Plan design features 9

Accounting 18

Plan effectiveness 19

Methodology 21

Glossary 22


ForewordWe are pleased to launch the first edition of EY Stock Based Incentive Survey conducted by EY India. The objective of the EY Stock Based Incentive Survey 2014 was to gather data on how organizations operate their employee stock-based incentive plans in India and across the globe. We believe that the results will help you understand the current trends and practices in stock-based compensation and will provide good data for developing stock-based compensation policies.

This report is a compilation of the results of our EY Stock Based Incentive Survey 2014. Our survey results manifest interesting insight into today’s employer mindset. It brings to fore how organizations view stock-based compensation as a tool to retain and attract talent as well as create wealth for the employees.

Nowadays, the philosophy of “all employees” coverage has been replaced by “selective employee” coverage. The results reiterate that Indian companies still prefer the conventional employee stock option plans.

Interestingly, majority of the companies surveyed already have a stock-based incentive plan in place. We found that the companies adopt a careful strategy to understand the requirements of the business, assess market conditions and thereafter, design the stock-based incentive plan keeping in mind the overall objective, both from employer and employee perspective.

I am confident that the trends and best practices showcased by EY Stock Based Incentive Survey 2014 will help companies formulate and re-engineer their existing incentive compensation policies.

I would like to thank all the respondents who have taken the time to share their thoughts with us.

We hope to continue to engage with you on the stock-based incentive plan agenda for your organization as you strategize and tailor it to your needs.

Sonu IyerPartner and National Leader Human Capital Global Mobility, EY

4 EY Stock Based Incentive Survey 2014 | The results

Executive summary

1

4

2

3

Companies with stock-based incentive plan in place

71% Yes

29% No

57%use ESOPs

17% use mix of all plans

12% use ESPP

Top sectors for stock-based incentive plans

37%

Technology Media and Telecom (TMT)

20%

Manufacturing and Consumer Goods

14%

Health Care and Life Sciences

11%

Financial Services

5%

Energy, Resources, Infrastructure and

Government

Capital commitment to stock-based incentive plans

Paid up capital committed by companies

Indian companies MNCs

Upto 3% 47% 31%

More than 3% upto 5% 27% 22%



More than 15% 0% 9%

4

Source: EY’s Stock Based Incentive Survey 2014 (total respondents: 110)


5EY Stock Based Incentive Survey 2014 | The results

5

6

7

9

8

47% have a vesting period

of more than 3 years upto

5 years

40% have exercise period

of more than 1 year up to

5 years

60% have no lock-in period

post allotment of shares

Stock-based incentive plan design

Stock-based incentive plan coverage

Exit strategy

Accounting

Review of the stock-based incentive plan

87% offer stock-based incentive plans to selective employees only

60% unlisted companies use promoter buy back as an exit strategy

77% have a positive feedback from employees on stock- based incentive plans

38% companies review their stock- based incentive plan annually

71% use fair value method for accounting of stock expense

5




Need for stock-based incentive plans

Key findings

Of the respondents have stock-based incentive plans in place

71%

Of the respondents state that both employer and employee factors (retention, talent attraction, motivation, reward performance, wealth creation) are reasons for implementing stock-based incentive plan

50%

Of the respondents propose to implement a stock-based incentive plan

7%

Of the respondents have said that retention is the key objective for implementing stock-based incentive plan

16%



Stock-based incentive plans serve multiple and diverse objectives

Stock-based incentives create an entrepreneurial spirit

A win-win situation for both employers and employees

Retention Attract talent Motivation Reward performance

Wealth creation for employees

How the company benefits How the employee benefits

Objective of introducing the stock-based incentive plan

16%

All the factors

50%

Source: EY’s Stock Based Incentive Survey 2014 (respondents: 78)

9% 9% 9% 7%

Stock-based incentive plans aim to serve the dual purpose of promoting corporate performance and creating value for the employees. Half of the respondents have stated that both employer and employee-related factors are the key reasons for implementing stock-based incentive plans. This indicates a clear shift in perspective from early 2000s when talent attraction and retention were the only key objectives. Nevertheless, stock-based incentive plans continue to serve as an important tool for retaining employees, as confirmed by 16% of the respondents (the highest in individual category of objectives).

Moreover our “Global Mobility Effectiveness Survey 2013,” indicated that 58% of the global companies have a global talent management agenda in place, highlighting the growing need of managing and attracting talent. 9% of the respondents from our survey show that stock-based incentive plans will help them fulfill their objective of attracting talent.

Stock-based incentive plans for wealth creation in India, though small, are evolving rapidly. 7% respondents have opined that the objective of introducing stock-based incentive plans is for the wealth creation for employees. Corporate India is also focusing on linking rewards with performance. The combination of ownership and participative management is a powerful competitive tool. Employees are more participatory and assume accountability when treated as business owners — they adopt innovative models to create wealth for the organization and for themselves.

The objective of the stock-based incentive plan may also vary depending on the size and growth cycle of an organization. An established multinational company rolls out stock-based incentive plan with different objectives. Small and new companies, on the other hand, adopt stock-based incentive plan to attract talent by linking ownership and wealth creation.


Are companies offering stock-based incentive plans?

Technology, media and telecom leads in rolling out stock-based incentive plans; manufacturing gearing up


Does your organization have an employee stock based incentive plan - Respondents who said no (32) were asked whether they plan to roll out such a plan in future?

Does your organization have an employee stock-based incentive plan?

Is your organization proposing to roll out an employee stock- based incentive plan

29%

71%

NoYes

No,77%

Yes,23%

More than 70% of the respondents already have stock-based incentive plans in place. In addition, with the recovery of the stock market after 2010, the practice has gained further momentum. Of the organizations that do not have such stock-based incentive plans in place currently, 23% propose to introduce them in the near future.

Around 22% of the total respondents are reluctant to introduce such plans in the future.

Information Technology (IT) companies pioneered stock-based incentive plans in India and still continue to lead. According to our survey of the companies that have a stock-based incentive plan in place, 37% are from the technology, media and telecom sector.

Several companies in other sectors such as manufacturing and consumer goods, life sciences, and banking and financial services are rolling out stock-based incentive plans for their employees. One-fifth of the respondents who have a stock based incentive plan are from the manufacturing and consumer goods sectors.


5%

1%

3%

4%

5%

11%

14%

20%

37%

Others

Education

Professional Services

Real Estate and Construction

Energy, Resources, Infrastructure and Government

Financial Services



Technology Media and Telecom

Though technology, media and telecom companies continue to lead the market when it comes to stock-based incentive plans but a common theme of “hiring and retention of critical talent” has ensured that successful and growing organizations across all sectors need a compensation strategy married to stock-based incentive plans.


Plan design features

Key findings

Of the respondents prefer Employee Stock Option Plan (ESOP) over other stock-based incentive plans

57%

Of the Indian companies that have stock-based incentive plans have committed up to 5% of the paid up share capital toward such plans

74%

Of the respondents offer stock-based incentive plans to selective employees only

87%

Of the respondents offer shares at market price as on the date of grant of stock options

51%

Of the unlisted companies use “promoter buy back” as an exit strategy

60%



Plan design features

What?

For Whom?

How much?

When?

At what price?

Select the plan

Select the employee

Decide the capital

Select the discount

Decide the tenure

Designing a stock-based incentive plan

Questions for employers? Choose it “right”

Vesting Period

Exercise Period

Lock-in Period

Employee Stock Option Plan

Employee Stock Purchase Plan

Stock Appreciation Rights

All Employees Selective Employees

% of capital allocated toward each plan

At market price/comparable

Below market price/comparable

Alig

n it

with

obj

ectiv

eR

egulatory considerations

or or

or

or

How? Decide the exit plan Sale over stock exchange

Promoter buy back

or Sale to the trustor

Source: EY analysis

How often? Decide the frequency Annual/Quarterly/Monthly Random/One time

Meaningful and appropriate design features of stock-based incentive plan are most important for the success of the plan. Organizations need to carefully design the stock-based incentive

plans to ensure that all the objectives for which such plans are rolled out, are met.


ESOP is widely used by Indian companies; multinationals prefer a mix Our survey revealed that 57% of the respondents favored ESOP, while 17% use a combination of ESOP, Employee Stock Purchase Plan (ESPP) and Stock Appreciation Rights (SAR) plan. However, multinational companies (MNCs) and Indian companies differ in their opinion. MNCs, along with ESOP, also use many variants of stock-based incentive plans such as ESPP and SAR Plan, while Indian companies largely rely on ESOP.

49%

17%

17%

11%6%

Multinational companies

Employee Stock Option Plan

All three

Combination of two

Employee Stock Purchase Plan

Stock AppreciationRights3%

11%

12%

17%

57%

Stock Appreciation Rights(SAR) Plan

Combination of two

Employee Stock PurchasePlan (ESOP)

A mix of all plans

Employee Stock OptionPlan (ESPP)

What type of employee stock-based incentive plan do you have?


88%

6%6%

Indian companies

Stock-based incentive plan distribution

While selecting a stock-based incentive plan, the organizations need to ensure that the objective of rolling out such stock-based incentive plan is met. ESOP is the most popular stock-based incentive plan and is well understood both by employers and employees. ESOP and ESPP entail allotment of shares and hence, result in the dilution of share capital of the company. On the other hand SAR plans are generally cash settled and hence, do not result in dilution of share capital of the company.

Since ESOP has a vesting period, such plan is used as a retention tool, whereas, ESPP is mostly used to reward past performance. Our survey revealed that ESPP is primarily used by MNCs.

Unlike the ESOP and ESPP, SAR plan does not involve cash flow from the employees. SAR gives a right to an employee to receive appreciation in the stock price without paying the price. It provides an advantage to an organization by not diluting the equity and, at the same time, offering economic value of equity to the employees.


Companies adopt an “annual strategy” to offer stock-based incentive plans

“Selective” employees only are eligible for stock-based incentive plans

Our survey revealed that 57% of the companies offer stock-based incentive plans on an annualized basis. Another 18% offer these plans on a random basis. The timing of a stock-based incentive plan is decided by the underlying objective of introducing the plan.

2%

5%

18%

18%

57%

Monthly

Quaterly

Random

One time

Annual

Frequency of stock-based incentive plan


87%

13%

Selective employees All employees

Individuals eligible to participate under the stock-based incentive plan


Of the companies that have stock-based incentive plans in place, 87% offer these only to “select employees.” These select employees are critical/key employees of the organization. The practice has gained dominance after the economic downturn since companies want to keep their key employees motivated. An accurate judgment is required to identify the right mix of people who would get the stock benefits. Determining who should be the recipient of stock benefit may be decided by the criticality of an employee’s role to the organization’s core functions and his/her performance. The qualitative assessment of the role needs to be balanced with the quantitative benefits for employees.



MNCs maintain increased capital commitment to stock-based incentive plans than Indian companies

Paid up capital committed by companies

Indian companies MNCs

Upto 3% 47% 31%




More than 15% 0% 9%


Our survey indicates that the majority of Indian companies allocate a small part, i.e., up to 3%, of their paid up share capital toward stock-based incentive plans. On the other hand, MNCs commit a higher proportion of share capital toward stock-based incentive plans. Of the Indian companies surveyed, 47% have committed up to 3% of their paid up share capital toward stock-based incentive plans, while the majority of MNCs (33%) have committed more than 5% to 10% of the share capital for such plans.



5%

41%

47%

7%

Upto 1 year

More than 1 yearupto 3 years

More than 3 yearsupto 5 years

More than 5 years

Vesting period

18%

40%

30%

12%

Upto 1 year

More than 1 yearupto 5 years


More than 10 years

Exercise period

26%

9%

5%

60%

Upto 3 years


More than 5 years

Not applicable

Lock-in-period

Earn the right to convert option to sharesExercise the right to acquire shares

Restrict the sale of shares


One of the most critical design features is the vesting period, since it often serves as a retention tool — with back-ended vesting and longer vesting period, there is an increased possibility that the employee will stay longer with the company. On the other hand, front-ended vesting may not aid in retention but may reward past performance of the employee.

Stock-based incentive plan design

Typically, a stock-based incentive plan runs for five to ten years, during which period an employee earns stock income. Our survey indicates that 88% of the respondents have a vesting period of 1 to 5 years during which the stock options vest and to exercise this right, an employee normally gets 1 to 5 years, as 40% of the respondents revealed.

Our survey also indicated that 60% of the respondents do not have a lock-in period for shares after the allotment. This allows flexibility to employees to sell their shares when they want to.

Our survey revealed that companies with stock-based incentive plans that have a relatively long exercise period, i.e., more than five years, are largely unlisted/private ones.


“Uniform vesting” is a commonly adopted practice

Market price forms the basis for pricing of stock-based incentive plans

Our survey indicated that 60% of the respondents have a uniform vesting schedule for stock-based incentive plans, during which an employee earns the right to exercise the stock option in equal proportion over the vesting period.

A combination of different types of vesting with different grades of employees can help companies maintain a balance between reward and retention.

Our survey indicated that 51% of the respondents offer shares under a stock-based incentive plan at market price on the date of grant of stock options and 23% do so at less than the market price on the date of grant of stock options. Exercise price is decided by stock price history, future expectation of growth in stock price and the volatility of the stock market.

2%

5%

19%

23%

51%

Book Value as on March 31st of the year in which the stock options are granted

Fair Market Value certified by Merchant Banker

Face Value (Par Value)

Less than the Market Price as on the date of grant of stock options

Market Price as on the date of grant of stock options

Exercise Price


The pricing strategy also depends on the growth phase of a company. Companies should have a compelling rationale before

Vesting types

Performance based

Uniform vesting Cliff vesting Back ended Front ended

60%


19% 14% 5% 2%

deciding the exercise price and should be ready to manage the balance in boom and bust cycles.


Exit mechanism varies with type of companies

A robust exit strategy is necessary for the success of a stock-based incentive plan, since an employee should be able to encash his wealth. In case of listed companies, exit is seamless, since the employees are able to sell the shares on the stock exchange. Therefore, it becomes critical and necessary for an unlisted company to provide clear exit mechanism in the stock-based incentive plan to generate confidence and clarity to employees.

Unlisted companies may choose from alternatives such as purchase by the new investor or buy-back by the company/trust/promoter.

Our survey revealed that 86% of the listed companies use sale over stock exchange as the exit strategy for stock-based incentive plans. For unlisted companies, promoter buy back is the most prominently used method, as mentioned by 60% of the unlisted companies

Exit mechanism

Listed company Unlisted company

Sale over stockexchange

86%

Promoterbuy-back 10%

Sale to thetrust 4%

Sale over stockexchange

Promoterbuy-back 60%

0%

Sale to thetrust 40%




Companies prefer to administer stock-based incentive plans directly

Implementation

Plan administration

Indiancompanies % MNC’s %

Directly by the company 73% 72%

Through a trust 27% 28%


Clearly, a majority of the respondents prefer to administer stock-based incentive plan directly, than through a trust. This phenomenon is consistent for both Indian companies and MNCs.

Plan design is truly critical for the success of a stock-based incentive plan. Adequate time must be invested in pre-plan brainstorming to align the interest of the employees and the company, taking into consideration industry and market trends, employee demographics, current and future business projections within the overall employee reward and retention framework. This is likely to help in articulating the design features best suited for the organization. This, in-turn, would lead to a stock-based incentive plan tailored to meet the needs of the organization.



Accounting

Key findings

Of the companies that have a stock-based incentive plan use fair value method for accounting of stock expense

71%

Of the companies that have a stock-based incentive plan use intrinsic value method for accounting of stock expense

29%

Fair value 71% Intrinsic Value 29%

Accounting of stock based incentive plans

►

►

►

►

►

►

Fair value is determined by Binomial or Black Scholes Option Pricing Model.Price dependent on external factors such as:

Time valueInterest rateVolatilityDividend yield

It is the excess of the market price of the share over the exercise price.


►

Our survey revealed that the fair value method is the most commonly used method for accounting stock-based incentive plans. Fair value is based on external factors such as volatility, dividend yield, interest rate and time value of option. On the other hand, the intrinsic value is calculated as the difference between the market price of the share and exercise price.



Plan effectiveness

Key findings

Companies have positive feedback on stock-based incentive plans from employees

77%

Companies review their stock-based incentive plan annually

38%

Feedback of the employees on stock-based incentive plans


Positive Neutral Negative

77%

23% 0%

When asked about the feedback of the employees on the stock-based incentive plans, more than three-fourths of the companies have received a positive feedback from their employees. Interestingly, there is “zero” negative feedback from employees on the stock-based incentive plans.



Review and alignment of plans is a critical step in the lifecycle of a stock-based incentive plan

Frequency of review of the stock-based incentive plan (from the date of roll out)

Annual


Not applicableIn more than 1 year but

up to 2 years

In more than 2 years but

up to 5 years

In more than 5 years

As required

Awareness gap

38%

25%

11%

17%

6%3%

Our survey reveals that 38% of the respondents review the stock-based incentive plans annually. The stock-based incentive plans need to be reviewed periodically, given the changes in share price, tax and regulatory environment. Listed MNCs primarily undertake an annual review, as confirmed by 60% of the respondents. This is in contrast with listed Indian entities, with only 11% respondents signaling an annual review. Indian companies carry out a review in two to five years (34%) and in one to two years (33%).

Stock-based incentive plan review frequency

Period Indian company - Listed

Multinational - Listed

Annual 11%

In more than 2 years but up to 5 years

In more than 1 year but up to 2 years

34%

Not applicable

As required

22%

33%

-

60%

13%

7%

7%

13%


Companies must realize that stock-based incentive plans need to be reviewed periodically to make them effective and practical.

Our survey has revealed that stock-based incentive plans have a positive impact on employees. The feedback is encouraging. Therefore, to ensure that the stock-based incentive plan is effective, appropriate periodic review is required. It may be advisable to seek the inputs of employees on the features of the stock-based incentive plans at the time of review to make the exercise more meaningful and robust.


Methodology

EY’s Stock Based Incentive Survey 2014 is a step toward identifying the perspective of employers on stock-based incentive compensation schemes. The survey is aimed at understanding the broad trends and practices followed by Indian companies and MNCs operating in India on stock-based incentive plans. This survey was conducted online and through personal interviews between December 2013 and January 2014. It covered a representative panel of 110 senior level respondents, involved in the decision making of the affairs of the companies.

Profile of companies surveyed

11%

20%

28%

41%

Indian Company - Unlisted

Indian Company - Listed

Multinational - Private

Multinational - Listed

Organization type Job Title

7%

14%

15%

32%

32%

Advisors

C Level Executives

Vice Presidents

Directors

Senior Managers

Sector Profile

3%

2%

2%

3%

9%

11%

11%

24%

35%

Others

Real Estate and Construction

Education

Professional Services

Energy, Resources, Infrastructure and Government


Financial Services


TMT


Glossary

Back-ended vesting means increased vesting in the later years of the vesting period.

Cliff-vesting means full vesting at a specified time during the vesting period.

Date of grant of stock options means the date on which stock options are granted to an employee pursuant to the employee-based incentive plan.

Employee stock option plan provides a right to an employee to purchase company’s shares at a pre-determined price at a pre-determined future date.

Employee stock purchase plan provides a right to an employee to purchase company’s shares immediately. Shares acquired under an employee stock purchase plan may be subject to a lock-in-period.

Exercise means making of an application by the employee to the company for issue/transfer of shares against the vested stock options.

Exercise period means the maximum time period after vesting within which the employee should exercise the stock option held by him.

Exercise price means the price at which an employee can purchase shares of the company against the vested stock options.

Front-ended vesting means higher vesting in the initial years of the vesting period.

Lock-in-period means the period post allotment of shares of the company within which the shares cannot be sold or transferred in any manner.

Stock appreciation rights plan entitles the participant to a payment in cash or shares equal to the appreciation of company’s share over a specific period.

Stock option means the right granted to an employee to acquire shares of the company at a future date, subject to the terms and conditions of an employee-based incentive plan.

Uniform vesting is the vesting divided equally over the vesting period.

Vesting means the process by which the employee is given the right to apply for shares of the company against the stock option granted to him in pursuance of the employee-based incentive plan.

Vesting period means the period during which the vesting of the stock options granted to the employee in pursuance of the employee-based incentive plan takes place.



How EY can help you

Sonu Iyer

Partner and National Leader - Human Capital Global Mobility, EY+91 11 4363 [email protected]

Mayur Shah

Executive Director+91 22 6192 [email protected]

Amarpal S. Chadha

Partner +91 80 6727 [email protected]

Alok Agrawal

Director+91 80 6727 [email protected]

Dinesh Agarwal

Partner+91 33 6615 [email protected]

Shalini Jain

Associate Director+91 11 4363 [email protected]

For more information, visit www.ey.com/India

Our team

EY’s Global Equity professionals help companies to effectively design, implement, communicate and administer equity-based compensation benefits for their India and global employees.

While analyzing existing plans in each country, EY uses a multi-disciplined approach, focusing on a wide range of business issues across different functional areas including HR, tax, accounting and compliance.

We make recommendations to help you meet your company’s objective of operating in compliance with global payroll, tax, security and labor regulations.

While we use a proven EY methodology to achieve a client’s objectives, we have in addition, developed and offer the following services to be responsive to and flexible in addressing each company’s unique business situation:

► Incentive plan design

► Feasibility and due diligence

► Maximization of corporate tax deductibility

► Review of administrative process

► Creation and rollout of effective employee communication messages

► Support on cross-border tax planning and payroll

► Compliance check with Securities and Exchange Board of India (SEBI) guidelines

In addition, we work with our in-house experts to provide the following services:

► Industry benchmarks

► Valuation services

► Setting up of performance management systems

► Guidance on accounting

Multifunctionalapproach

Adm

inis

trat

ion

proc

edur

es

Accounting

procedures

Communicationprogram

Global tax

expertiseGlobal

compensation

expertise

Corporatetax

deductibility

Plan review, design and

documentation

Cross border planning and compliance

Reportingand

withholding

Equity plan


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EY Stock Based Incentive Survey 2014