S. No.

Compliance Requirement

Status / Remarks

1.

Ensure that the Compensation Committee formulates detailed terms and conditions of the schemes.

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2.

Specify the quantum of options, SARs, shares or benefits to be granted per employee and in aggregate under the scheme.

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3.

Specify the kind of benefits to be granted under schemes covered by Part D and Part E of Chapter III.

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4.

Specify the conditions under which options, SARs, shares or other benefits may vest in employees.

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5.

Specify the circumstances under which options, SARs, shares or other benefits may lapse upon termination of employment for misconduct.

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6.

Specify the exercise period within which employees may exercise the options or SARs.

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7.

Provide that options or SARs shall lapse if not exercised within the prescribed exercise period.

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8.

Specify the period within which an employee is required to exercise vested options or SARs upon termination or resignation.

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9.

Specify whether the employee may exercise all vested options/SARs at one time or at various points of time during the exercise period.

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10.

Establish a procedure for making fair and reasonable adjustments to the entitlement, including adjustment to the number of options/SARs and exercise price, in case of corporate actions such as rights issue, bonus issue, merger, sale of division, etc.

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11.

While making adjustments pursuant to corporate actions, ensure that the number and price of options/SARs are adjusted so that the total value of the options/SARs to the employee remains the same after the corporate action.

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12.

Ensure that the vesting period and life of options/SARs remain unaltered as far as possible, so as to protect the rights of employees to whom such options/SARs have been granted.

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13.

Specify the terms relating to grant, vesting and exercise of shares, options or SARs for employees who are on long leave.

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14.

Specify the eligibility of employees on long leave to avail benefits under schemes covered by Part D and/or Part E of Chapter III.

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15.

Prescribe the procedure for funding the exercise of options/SARs.

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16.

Where the company proposes to undertake buy-back of specified securities issued under the regulations, prescribe the procedure and applicable terms and conditions for such buy-back.

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17.

Specify the permissible sources of financing for the buy-back of specified securities.

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18.

Specify any minimum financial thresholds required to be maintained by the company for undertaking the buy-back, based on its latest financial statements.

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19.

Specify the maximum/ permitted quantum of specified securities that the company may buy back in a financial year.

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20.

For the purpose of the scheme, ensure that “specified securities” is understood with reference to the definition under the SEBI (Buyback of Securities) Regulations, 2018.

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