Abstract: Taking the listed companies which are implementing or have implemented equity incentive from 2006 to 2011 as main study objects, the paper analyzes the effects of company′s internal governance structure, corporate characteristics and factors of equity incentive plan on the effectiveness of equity incentive, the mediation effect of the equity incentive plan elements, and effect level of various factors on the effectiveness of equity incentive. The empirical study shows that equity concentration, executive ability and development prospect of enterprise are three major factors influencing the effectiveness of equity incentive of China′s listed companies, and incentive intensity and performance conditions promote exertion of effectiveness of equity incentive; motivation power and mediation apart of performance conditions have obvious effect on ownership concentration and development prospect of company in the relationship of the effective implementation of equity incentive performance, and performance criteria has cover effect in the influence of ownership concentration on the effectiveness of equity incentive. Therefore, stakeholders′ self-interest influence of relevant stakeholders on project elements should be considered when we design equity incentive scheme, and enterprise development prospects should be thought about when we set the performance conditions and price to improve the effectiveness of equity incentive.

Key words: the effectiveness of equity incentive, influence factors, program elements, mediating effect