AI assistant
DIRTT Environmental Solutions Ltd. — Remuneration Information 2020
May 22, 2020
47167_rns_2020-05-22_d6b8bb60-0f0f-494c-990b-8e52165e60eb.pdf
Remuneration Information
Open in viewerOpens in your device viewer
DIRTT ENVIRONMENTAL SOLUTIONS LTD.
LONG TERM INCENTIVE PLAN
1. Purose
The purpose of the DIR.TT Environmental Solutions Ltd. Long Term Incentive Plan (the "Plan") is to encourage selected employees, officers, consultants, and directors of DIRTT Environmental Solutions Ltd. (together with any corporate successor, the "Corporation") and its Affiliates (as defined below) to acquire a proprietary interest in the growth and performance of the Corporation. The Plan is intended to generate an increased incentive to contribute to the Corporation's future success and prosperity, thereby enhancing the value of the Corporation for the benefit of its shareholders, and to enhance the ability of the Corporation and its Affiliates to attract and retain exceptionally qualified individuals upon whom, in large measure, the sustained progress, growth and profitability of the Corporation depends. The Plan seeks to achieve these purposes by providing for A wards in the form of Options, Share Appreciation Rights, Restricted Shares, Restricted Share Units, Share Awards, Other Share-Based Awards, Cash Awards, and Dividend-Equivalent Rights (each as defined below).
2. Defnitions
As used in the Plan, the following terms, when capitalized, will have the meanings set out below:
"Adjustment Event" has the meaning set out in Section 8(d) of the Plan.
"Affdiate" means any corporation that, directly or through one (1) or more intermediaries, is controlled by the Corporation, including any corporation in which the Corporation owns a significant equity interest, as determined by the Committee, provided that, for the purposes of Awards granted to Canadian Participants, an "Affiliate" shall include only those corporations which do not deal at arm's length with the Corporation, within the meaning of the Tax Act.
"applicable laws" means any provision of law, domestic or foreign, including, without limitation, applicable tax and securities legislation and Exchange rules, together with all regulations, rules, policy statements, rulings, notices, orders or other instruments promulgated thereunder.
"Applicable Withholding Taxes" has the meaning set out in Section 9(j)(ii) of the Plan.
"Award" means any Option, SAR, Restricted Share, Restricted Share Unit, Share Award, Other Share-Based Award, Cash Award, or Dividend Equivalent Right granted under or pursuant to the Plan.
"Award Agreement" means any written agreement, contract, or other instrument or document evidencing any Award granted under the Plan, which
shall be between the Corporation, the Employer and the Participant.
"Beneficiary" means any Person designated by a Participant by written instrument filed with the Employer to receive any amount, securities, or property payable under the Plan in the event of a Participant's death or, failing any such effective designation, the Participant's estate.
"Blackout Period" means the period of time during which the relevant Participant is prohibited from exercising or trading securities of the Corporation due to restrictions on the trading of the Corporation's securities imposed by the Corporation in accordance with its trading policies affecting trades by persons designated by the Corporation.
"Board" means the board of directors of the Corporation.
"Canadian Participant" means any Participant who is an Employee and who is a resident of Canada or is granted an A ward in respect of services rendered in Canada.
"Canadian Resident" means an individual who is a "Canadian resident" within the meaning of the Tax Act.
"Cash Award" means an Award denominated in cash granted pursuant to Section 7(g) of the Plan.
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==
==> picture [558 x 697] intentionally omitted <==