Our lawyers are constantly engaged in sophisticated and challenging executive compensation matters for our clients, as we seek solutions designed to accomplish their business goals:
Executive Compensation Arrangements
We take a leading role with our clients in the design, implementation and negotiation of executive compensation arrangements, including stock option, incentive and deferred compensation and supplemental executive retirement plans.
We represent both individuals and employers in the negotiation and drafting of executive employment, severance, golden parachute and noncompetition agreements. We work closely with boards of directors and compensation committees in advising on executive compensation matters. We provide advice on the ERISA, tax, securities regulatory and corporate law aspects of executive compensation. We also have particular experience with handling special concerns regarding equity participation and corporate governance that arise in executive compensation arrangements of privately held companies.
Special Tax Situations
In addition to counseling our clients on the general tax implications of their executive compensation arrangements, we have substantial experience in addressing the special tax situations created by executive compensation arrangements, including Sections 162(m) – the $1 million deduction limitation – and 280G – the golden parachute excise tax provision – of the federal tax code.
We assist our clients in finding ways to secure otherwise unfunded executive compensation commitments. These security arrangements include the use of rabbi, secular and grantor stock-ownership trusts.
We also provide advice on the SEC rules and other securities regulatory requirements, including the preparation of proxy statements, prospectuses and registration statements and advising on registration exemption issues and the Section 16 short-swing profit rules.