For over 25 years, Bracewell & Giuliani has counseled clients on various employee benefits and executive compensation issues, including legal compliance, fiduciary responsibility, employment relationships, tax and other withholding issues.
Employee Benefits
Our attorneys work with clients to develop comprehensive employee benefit plans and arrangements in both the retirement and welfare benefit areas. We ensure that the retirement and welfare benefit plans comply with the appropriate laws and regulatory mandates, including the Internal Revenue Code and the Employee Retirement Income Security Act (ERISA.)
Retirement Plans
Our attorneys have a deep understanding of all aspects of retirement plans. We implement and assist in the administration of all qualified plans, such as 401(k) plans, ESOPs, cash balance plans, pension plans and money purchase plans, and nonqualified plans, including SERPs, phantom stock retirement programs and all other forms of deferred compensation retirement plans.
Welfare Benefit Plans
We develop and implement severance, health, cafeteria, flexible benefit, "wrap," medical expense reimbursement, and dependent care assistance plans, and provide a full range of support related to the administration of welfare benefit plans, including compliance with COBRA, ADA, FMLA, HIPAA, and Internal Revenue Code requirements.
Executive Compensation
Our attorneys have in-depth knowledge of tax, disclosure and securities considerations to advise on all aspects of executive compensation and benefits, including equity and deferred compensation planning. We provide guidance on equity-based compensation, such as stock appreciation and phantom stock plans, stock option, bonus and restricted stock plans, bonus programs, omnibus stock incentive plans, and employee stock purchase plans.
We represent companies and executives in connection with employment, consulting, severance, and retention agreements. Our attorneys have significant experience in the design of golden parachute agreements, incentive compensation plans, supplemental executive retirement plans, excess benefit plans, rabbi trusts, and other funding arrangements. Additionally, our attorneys are well-versed in Code Sections 162(m), 280G and 409A and their effects on executive compensation. We also advise compensation committees on their fiduciary duties to shareholders in structuring the terms of such compensation arrangements.
Mergers, Acquisitions and Divestitures
Our attorneys design and negotiate the structure of employee benefits in corporate reorganizations, acquisitions, mergers, and divestitures. We conduct due diligence on all matters and documents relating to employee benefits and executive compensation to ensure that we are addressing every issue in the best interest of our clients.
ERISA
We advise plan administrators and trustees with respect to ERISA fiduciary determinations and duties, potential conflicts of interest and prohibited transactions, and assist hedge funds and private equity funds in the analysis of the "plan asset" regulations.