MEDTOX SCIENTIFIC, INC. EXECUTIVE INCENTIVE COMPENSATION PLANEmployee Benefits Plan Agreement |
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Exhibit 10.5
MEDTOX SCIENTIFIC, INC.
EXECUTIVE INCENTIVE COMPENSATION PLAN
(Effective January 1, 2007)
Section 1. Purpose
The purposes of the Executive Incentive Compensation Plan (the “Plan”) are to attract and retain highly-qualified senior executives by providing appropriate short and long-term performance-based incentive awards that are “qualified performance-based compensation” under Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”) and the regulations thereunder; and to advance the interests of MEDTOX Scientific, Inc. (the “Company”) by providing senior officers of the Company with additional incentive to assist the Company in meeting and exceeding its business goals.
Section 2. Administration
The Plan shall be administered by the Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”). The Committee shall be comprised of not fewer than two members who shall be “outside directors” within the meaning of Section 162(m) of the Internal Revenue Code, and the regulations thereunder.
The Committee may, subject to the provisions of the Plan, establish such rules and regulations or take such action as it deems necessary or advisable for the proper administration of the Plan. Each interpretation made or action taken pursuant to the Plan shall be final and conclusive for all purposes and binding upon all persons, including, but not limited to, the Company, the Committee, the Board, the affected Participants (as defined in Section 3), and their respective successors in interest.
Section 3. Eligibility
Cash awards (“Awards”) for short and long-term incentive compensation may be made under this Plan to executive officers and senior executives of the Company and its Subsidiaries (“Participants”).
“Subsidiary” shall mean any corporation or other business organization in which the Company owns, directly or indirectly, 20% or more of the voting stock, membership interests or capital during any Performance Period.
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Section 4. Performance Goal Criteria
For each calendar year for which the Committee determines Awards may be made under the Plan (the “Performance Period”), the Committee shall establish Performance Goals that apply to both short and long-term incentives, no later than the latest date permissible under Section 162(m) of the Internal Revenue Code. Such Performance Goals may be expressed in terms of one or more financial or other objective goals which may be Company-wide or otherwise, including on a division basis, regional basis or on an individual basis. Financial goals may be expressed, for example, in terms of sales, earnings per share, stock price, return on equity, net earning






