CANADA

Authorize stock options to key personnel with this package of Directors Resolutions for Alberta corporations, which includes the following items:

1. Resolutions of the Directors authorizing the options and setting out the numbers of shares to be issued to each person, and the option price,
2. an Amending Resolution changing the option price of shares under existing stock option agreements.

Stock options cannot be issued without the authorization of the Board. You can use these Alberta Directors Resolution templates each time the corporation decides to issue new stock options.

Create a Stock Option Plan for key employees and directors of a Canadian company with this template Employee and Director Stock Option Plan.

• Participation in the Stock Option Plan is voluntary.
• Rights under the Plan are non-transferable by the participant (except upon death, when exercise rights pass to the legal beneficiaries).
• The company's board of directors will determine which employees are eligible to receive stock options.
• At the discretion of the board, the terms of unexercised options may be renegotiated, including exercise price.
• This template form is downloadable and fully editable.
• Intended for use only in Canada.

Give your key employees an opportunity to buy shares in the company with this Ontario Employee Stock Option Plan.

• If an optionee does not exercise its maximum number of options during an option year, the balance is carried forward to the following year.
• On the death of a participant, the participant's estate has 90 days to exercise outstanding options.
• Options expire immediately upon termination, retirement or removal from office.
• Shares are transferable, but options are not.
• The company has a first right of refusal on all shares issued pursuant to the stock option plan.
• Upon death, retirement, disability or termination, a participant has a put option and the company has a call option.
• The Board may exercise a mandatory buy-out option upon a sale of the company.
• Available in MS Word format.
• Intended for use only in the Province of Ontario, Canada.

Give your key personnel an incentive to stay with the company by issuing them stock options. This One-Off Grant of Stock Options template is for Ontario corporations.

• The grant of option is for a percentage of the participating common shares on a fully diluted basis.
• Option shares are non-voting, but they otherwise have all the same rights as the other common shares.
• The option vests fully immediately upon issue of the grant, however, the optionee must be employed by the company to exercise all or any part of the option.
• Unexercised options expire 90 days after the death of the optionee.
• This template is downloadable and fully editable to fit your business needs.
• Intended for use only in the Province of Ontario, Canada.

Authorize the establishment of an Employee Stock Option Plan (ESOP) to issue stock options to key personnel with this Resolutions Package for Ontario corporations which contains:

1. Resolutions of the Shareholders approving the ESOP,
2. Resolutions of the Directors authorizing the corporate officers to take all necessary actions to establish the ESOP,
3. Resolutions of the Directors approving a policy statement outlining the Plan and implementing the ESOP,
4. Resolution of the Directors granting stock options to certain employees, directors and consultants.

These Ontario Corporate Resolutions to Set Up Employee Stock Option Plan are available as a single downloadable MS Word file, which is fully editable.

Offer shares for services provided to your company with this Sweat Equity Agreement for Ontario businesses.

• Shares in the company are offered to an independent contractor who will provide services to the company in exchange for an option to purchase shares.
• The contractor will not be paid any fees for the services but will be reimbursed for pre-approved expenses.
• The share option will vest after the services have been fully performed, provided the contractor is not in default under the agreement.
• Upon purchase of the shares, the contractor agrees to become a party to the company's shareholder agreement.
• This is a downloadable legal form template which is fully editable to fit your business needs.
• Intended to be used only in the Province of Ontario, Canada.

Give your directors and employees an opportunity to buy shares with this non-plan Stock Option Agreement for Canadian companies.

• Stock options are valuable incentives for attracting and retaining great people to your organization.
• This form of Stock Option Agreement is for a company which does not have a stock option plan.
• In the event of retirement, disability or death of the optionee, the optionee's legal representative may exercise the option within 1 year.
• If the optionee is no longer employed by the company, the option will expire.
• If the company subdivides or reorganizes its capital, the option and the option price will be adjusted accordingly.
• This legal contract template is downloadable and fully editable.
• Intended for use only in Canada.

Give your directors, officers and employees an opportunity to buy shares with this Stock Option Plan Package for Canadian companies.

• Stock options are valuable incentives for attracting and retaining great people for your organization.
• This package of forms contains:
  • Stock Option Plan template,
  • Stock Option Agreement template,
  • Notice of Exercise of Option form.
• Available in MS Word format and fully editable.
• Intended to be used only in Canada.