EXHIBIT 99-1: AMENDED & RESTATED 2000 STOCK OPTION PLAN
Published on April 19, 2007
EXHIBIT
99.1
Amended
and Restated Section 2(n) of Amended and Restated EMCORE Corporation 2000 Stock
Option Plan
(n)
“Fair
Market Value”
- of a
share of Stock as of a given date shall be: (i) if the Stock is listed or
admitted to trading on an established stock exchange (including, for this
purpose, The Nasdaq Global Market that comprises part of The Nasdaq Stock
Market), the closing sale price for a share of Stock on the composite tape
or in
Nasdaq Global Market trading as reported in The
Wall Street Journal (or,
if
not so reported, such other nationally recognized reporting source as the
Committee shall select) for such date, or, if no such price is reported for
such
date, the most recent day for which such price is available shall be used;
(ii)
if the Stock is not then listed or admitted to trading on such a stock exchange,
the closing sale price for a share of Stock on such date as reported by The
Nasdaq Capital Market or, if not so reported, by the OTC Bulletin Board (or
any
successor or similar quotation system regularly reporting the market value
of
the Stock in the over-the-counter market), or, if no such price is reported
for
such date, the most recent day for which such price is available shall be used;
or (iii) in the event neither of the valuation methods provided for in clauses
(i) and (ii) above is practicable, the fair market value of a share of Stock
determined by such other reasonable valuation method as the Committee shall,
in
its discretion, select and apply in good faith as of the given date;
provided,
however,
that for
purposes of paragraphs (a) and (b) of Section 6, such fair market value shall
be
determined subject to Section 422(c)(7) of the Code.