We advise public, private, taxable and tax-exempt clients on a wide variety of issues related to the design, preparation, communication, administration, operation, merger, split-up, amendment and termination of all forms of employee benefit plans and executive compensation programs and the related funding vehicles, including pension plans (both traditional plans and “cash balance plans”), profit sharing plans, § 401(k) plans, leveraged ESOPs, stock option plans, stock purchase plans, incentive compensation programs, “rabbi” trusts, “cafeteria” plans, VEBAs and the like.
We have extensive experience with respect to leveraged ESOPs. For example, we prepared two leveraged ESOPs for one client used to purchase $1 billion dollars of the client’s stock through public debt offerings. We also have represented clients in connection with Internal Revenue Service and U.S. Department of Labor investigations and litigation regarding leveraged ESOPs.
We regularly represent the sponsors and managers of private investment funds and advise those clients regarding ERISA and related Internal Revenue Code issues that may affect private funds, their investors, sponsors or managers. Clients range from broker-dealers and investment advisers to domestic and foreign funds. Fund clients are typically structured as venture capital or real estate operating companies or entities that are otherwise exempt from the ERISA plan asset rules. We have also advised fund and other clients regarding compliance with prohibited transaction exemptions.
In addition, we have extensive experience advising benefit plans with respect to their investment activities and assist such plan asset investors with the review and negotiation of their private equity investments.
We advise clients on the golden parachute, executive and equity-based compensation and employee benefit plan issues that arise in negotiating mergers and other business combinations and acquisitions and dispositions. In addition, we represent clients on a wide range of post-transaction issues related to integrating or separating benefit plans and compensation policies.
We represent institutional lenders and public and private borrowers in connection with the negotiation of the ERISA aspects of various credit facilities.
Finally, we are also regularly involved in substantial ERISA litigation, both class actions and individual suits, in federal and state courts and in ERISA related administrative controversies (including controversies under the Multiemployer Pension Plan Amendments Act of 1980) before the Internal Revenue Service, the U.S. Department of Labor and the Pension Benefit Guaranty Corporation.