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The US federal tax laws do not generally address the level of approval required for equity awards, but the tax rules that govern the qualification of so-called incentive stock options require that the options be granted under a shareholder-approved plan.
Once you have a plan in place, you can simply make amendments to increase the number of shares in the option pool on an as-needed basis. The initial plan and any expansions must be approved by your board of directors and then by shareholders.
Authorized The authorized number of shares can be increased by approval of the Company's board of directors and, if incentive stock options are being issued under the plan, the increase should also be approved by the Company's stockholders.
They provide employees the right, but not the obligation, to purchase shares of their employer's stock at a certain price for a certain period of time. Options are usually granted at the current market price of the stock and last for up to 10 years.
A stock option plan must be adopted by the company's directors and, in some cases, approved by the company's shareholders.