The firm has a broad-based, sophisticated practice in employee benefits and executive compensation matters. Our clients in these areas have included both publicly-held and closely-held corporations, partnerships and other business entities engaged in a wide range of industries including public utilities, banks and other financial institutions and investment funds, as well as churches, hospitals, foundations and other tax-exempt organizations. Set out below is a summary of our work in these areas.
Employee Benefits
We advise employers on the full gamut of tax-qualified retirement plans they may adopt and maintain for their employees, including pension, profit sharing and 401(k) plans, ESOPs, and, for our not-for-profit clients, 403(b) annuity programs. Our work includes assisting in plan design, drafting plan documents, securing IRS determination letters for plan adoptions and amendments, advising as to tax qualification and ERISA compliance issues arising in the course of plan operations, advising as to the deductibility of plan contributions and the tax consequences of plan loans and distributions, and advising as to statutory and regulatory requirements applicable to plan terminations.
We also advise employers as to tax and ERISA issues relating to welfare benefit programs they maintain for their employees, including health care, medical expenses reimbursement, and dependent care plans, group term life insurance programs, VEBAs used to fund post-retirement medical and insurance benefit coverages, and Section 125 "cafeteria" plans.We also provide advice relating to the administration of employee benefit plans and the investment of plan assets. Our work in these areas includes: negotiating and drafting trust agreements, investment management agreements, and agreements with those providing plans with recordkeeping and other administrative services; advising "in-house" and external plan fiduciaries as to their duties, responsibilities and potential liabilities under ERISA's fiduciary responsibility rules; advising issuers and underwriters of securities and other investment vehicles offered for sale as investments for employee benefit plans as to the impact of ERISA’s fiduciary responsibility, plan asset, and prohibited transaction rules on the proposed investments; and assisting financial institutions in the development of investment products for employee benefit plans including synthetic GICs and other stable value products.
Another significant aspect of our practice involves counseling our clients as to employee benefit issues that arise in connection with mergers, acquisitions, divestitures, spin-offs, joint ventures and other similar corporate transactions. We also provide advice as to the tax, ERISA and ADEA aspects of severance plans, early retirement window programs, bridged and enhanced pension and retiree health care benefits offered in connection with plant closings, downsizings and other internal corporate restructurings.
Executive Compensation
We have extensive experience in working with the senior management of our clients in connection with compensation programs for their outside directors, executive officers and other management-level employees. Our work in this connection has included assisting in the design of, drafting documents for, and advising as to tax and other legal issues relating to: