Our executive compensation attorneys stay well apprised of new developments and trends in the area of executive compensation, which allow us to provide pragmatic business advice and guidance to companies both public and private, as well as to tax-exempt organizations.
Public companies have faced increased scrutiny and widespread criticism from the public, shareholder advocacy groups, and federal legislators, and this reaction has spawned new reform initiatives and legislation. With new legislative and regulatory requirements in Sarbanes Oxley and Dodd Frank, it is critical that companies understand how these complex developments affect their day-to-day operations, overall compensation practices, and ultimately, their business strategy.
Private companies do not answer to the public or shareholder advocacy groups, and do not have SEC reporting requirements or face the same external pressure. Nevertheless, private companies must attract, motivate, and retain top-level talent to remain competitive. Like there public company brethren, their deferred compensation arrangements are often subject to similar tax rules under the Internal Revenue Code (the “Code”).
We advise our clients on the complex tax rules under the Code that affect executive compensation, including Section 409A, golden parachute payments, certain excessive employee remuneration, and property transferred in connection with performance of services. We also assist management with their disclosure requirements, as mandated by the SEC and the evolving proxy disclosure rules.
Typically, the success of a company is highly related to the strength of its leadership. Accordingly, a company must attract, motivate, and retain top-level talent to remain competitive in today’s saturated marketplace. We help our clients attract that talent with guidance on C-Level and Senior Management Employment Agreements, Equity Compensation Plans and Non-Qualified Deferred Compensation Plans, among other tools.
Tax-exempt organizations have also faced increased scrutiny and widespread criticism from the public and federal legislators. This scrutiny and criticism has fostered new enforcement initiatives. Tax-exempt organizations have unique corporate structures, laws, and regulatory requirements. Additionally, the Code imposes unique tax rules on executive compensation plans and arrangements, which are sponsored by tax-exempt organizations. These arrangements are significantly different from those sponsored by for-profit companies. These unique tax rules can result in unintended consequences. Our attorneys have significant experience counseling both large (e.g. national and regional healthcare systems, continuing care retirement communities, universities, colleges, fraternal benefit societies, etc.) and small tax-exempt organizations and fully understand that these organizations require solutions distinct from their for-profit colleagues.
- C-Level and senior management employment agreements
- Equity compensation plans
- Phantom stock and share plans
- Non-qualified deferred compensation plans
- Mirror or “wrap” 401(k) plans
- Supplemental executive retirement plans (SERPs)
- SEC, Sarbanes Oxley and Dodd Frank compliance
- Counseled publicly traded companies in planning, drafting and implementing non-qualified deferred compensation plans
Alex Acosta Nominated for Secretary of Labor Position After Withdrawal of Andrew Puzder From Consideration
Executive Compensation in the Tax-Exempt World: A Review of Applicable Tax Laws
IRS Begins Code Section 409A Audit Program
David C. Strosnider Speaks at Chicago Regional Conference of the American Society of Pension Professionals & Actuaries
Office of Inspector General Adds Executive Compensation Benchmark in 2014