Employee Benefits & Executive Compensation

Overview

Maynard Nexsen has an extensive Practice in the Employee Benefits area, assisting clients with all aspects of employee benefit and Executive Compensation plans and programs under the Internal Revenue Code and ERISA, and with the legal issues that affect employee benefits under federal securities laws and state laws. Our clients cover many different types and sizes of businesses, including employers (public and closely-held, governmental, church and non-profit), insurance companies, hospitals, banks, trust departments, administrative service providers, and academic institutions.

Our attorneys have extensive experience in the design, implementation, and maintenance of 401(k), profit sharing, defined benefit/pension (including cash balance), employee stock ownership and welfare plans, as well as executive and deferred compensation programs. We also represent financial institutions in their capacities as trustees, plan administrators, or other fiduciaries under ERISA. Our practice also includes the representation of employers and plan fiduciaries in connection with the compliance programs instituted by the Internal Revenue Service and the Department of Labor. We have assisted clients with Employee Benefits matters in the negotiation of corporate transactions such as acquisitions, mergers, credit arrangements, and public offerings.

Executive Compensation

Our attorneys assist clients on a continuing basis in executive and deferred compensation arrangements, Section 409A (added by the American Jobs Creation Act of 2004), Section 162(m), and golden parachute tax issues. Our practice includes in-depth experience with all types of incentive compensation, severance arrangements, stock-based compensation, split dollar, bonus plans and contracts, consulting agreements, change in control agreements, co-employment agreements, leasing arrangements, covenants not to compete, and confidentiality agreements. We also have extensive experience with both “eligible” and “ineligible” Section 457 plans. Our attorneys regularly assist clients with the design, drafting, and administration of many different types of deferred compensation and supplemental retirement programs, including the review and drafting of programs for compliance with new deferred compensation tax rules. We also regularly assist with review and analysis of the tax, corporate, and securities laws impacting such programs.

Mergers and Acquisitions

Our attorneys also often assist clients in the negotiation of employee benefit, executive compensation, and equity and incentive plan issues in corporate transactions, including acquisitions, mergers, credit agreements, and public offerings, and the integration of employee benefit structures following corporate acquisitions. Our transactional benefits experience ranges from plan establishment issues to corporate disposition transactions such as spin-offs, stock and asset sales, plan terminations, and other transactions, including employee benefits issues in the bankruptcy setting.

Qualified Plans

We commonly assist clients in the drafting, implementation, administration (including methods of regular and “cross” or “new comparability” testing) and termination of all types of qualified plans, including 401(k), defined benefit/pension (including cash balance), and 403(b) plans. We seek determination letters on certain qualified plans from the Internal Revenue Service and also seek Department of Labor advisory opinions on behalf of clients and their plans. Our attorneys assist clients in Internal Revenue Service and Department of Labor employee plans examinations and employment tax audits, along with advising and assisting plan sponsors with “reportable events.” We assist clients in resolving compliance or administrative defects by participating in the Internal Revenue Service's Employee Plans Compliance Resolution System, the Department of Labor’s Voluntary Fiduciary Correction Program, and the Department of Labor’s Delinquent Filer Voluntary Correction Program. We also prepare and file employee benefit registrations with the Securities and Exchange Commission when applicable and advise clients on employer stock issues related to qualified plans.

Welfare and Fringe Benefit Plans

We regularly advise clients on compliance with the requirements under the Internal Revenue Code, COBRA, HIPAA (privacy, security and portability), Affordable Care Act, and other applicable federal and state law requirements, including the related reporting requirements. Our Welfare and Fringe Benefits Practice covers all types of plans, including heath (insured and self-insured), disability, group life insurance, severance, flexible benefits/cafeteria plans, health savings accounts, health reimbursement accounts, wellness programs, parking plans, employee assistance programs, and tuition assistance programs.

Fiduciary Matters

Our attorneys represent employers and plan fiduciaries in connection with their ERISA fiduciary responsibilities and advise them regarding compliance with such responsibilities under ERISA and the Internal Revenue Code. We also counsel plan sponsors and fiduciaries, review and update fiduciary protections, and advise regarding fiduciary duties. We advise clients regularly on potential prohibited transaction issues. Our attorneys have assisted in achieving and maintaining compliance for a number of clients and provided analysis of the pros and cons of compliance with and protection offered under ERISA Section 404(c). We have assisted in obtaining special ERISA fiduciary appointments in high-risk settings, such as in certain ESOP transactions.

Administrative Matters

Our attorneys regularly assist clients with the employee benefit plan reporting requirements of the Internal Revenue Service, the Department of Labor, the Pension Benefit Guaranty Corporation, and the Securities Exchange Commission. We advise clients about compliance issues and the submission of requests for relief under the various correction programs available from the Internal Revenue Service and Department of Labor. When necessary, we deal directly with governmental agencies on our clients’ behalf. We also counsel clients in connection with the examination or investigation of their plans by the Internal Revenue Service, Department of Labor, and Pension Benefit Guaranty Compensation.