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Executive
Compensation
We often design and implement equity-based compensation
arrangements for clients, including incentive
and non-qualifyng stock option plans, restricted
stock, phantom stock, stock appreciation rights
and other performance based arrangements. We
also draft supplemental executive retirement
plans (including plans for tax-exempts) and insurance-based
compensation, including split dollar arrangements;
of course we advise on these matters as well.
We offer counsel on federal tax issues applicable
to compensation arrangements, including constructive
receipt, economic benefit and Sections 83, 162(m),
and 280G. Our attorneys draft and advise with
respect to executive employment contracts, including
parachute payments and non-compete provisions.
Negotiate executive severance arrangements. Further,
we design security arrangements for executive
benefits, including rabbi trusts.
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Mergers, Acquisitions
and Dispositions
Our clients often ask us to negotiate, advise
and conduct due diligence related to business
mergers, acquisitions and dispositions. We deal
with issues related to pooling, parachute payments,
severance pay, tax-qualified plan mergers and
spin-offs, ESOPs including Section 1042 transaction,
pass through voting in connection with hostile
takeovers, and ESOP terminations, multi-employer
plan issues including withdrawal liability and
stock option issues.
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Tax-Qualified Plans
Rodey’s
employee benefits attorneys design and implement
all types of tax-qualified plans, including pension
plans. We advise clients on ERISA fiduciary issues,
including negotiations on fiduciary matters and
prohibited transactions with DOL. We also prepare
exemption requests and negotiate regarding prohibited
transaction exemptions with DOL. We prepare and
negotiate VCP, CAP and “John Doe” submissions
to IRS; and design and advise regarding early
retirement windows, plan mergers and spin-offs,
plans covering Native American tribes, “new
comparability” design and targeting of
contributions to profitable controlled members
and divisions.
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Welfare Benefit Plans
We draft
and advise regarding health and welfare plans
and flexible benefit plans. We have been asked
to negotiate with plaintiffs’ counsel regarding
subrogation rights and coordination of benefits
issues. Further, we draft and advise regarding
VEBAs. Advise regarding compliance and remedial
actions under COBRA, HIPAA, and FMLA.
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ERISA Litigation
We advise,
negotiate, draft and offer expert witness testimony
in ERISA litigation
involving breaches of fiduciary duty, severance programs,
retiree health care coverage and rabbi trusts. |
