Tax-Qualified Retirement Plans

• Consulted on de-risking options for $500 million plan.
• Managed all legal aspects of lump-sum window to de-risk $150 million pension plan.
• Implemented several lump-window programs for pension plans ranging in size from $100 million + to $1 billion + to reduce PBGC premiums and address funding volatility.
• Prepared unifying plan document simplifying the merger of four dissimilar and complex defined benefit pension plans with $220 million in assets, including consolidation of multiple benefit forms and actuarial assumptions in view of the anti-cutback rules.
• Carried out an operational audit of all of client’s pension, 401(k)/profit-sharing, welfare and executive compensation plans (including a nonqualified deferred compensation plan and match plan); developed a work plan to resolve all the issues uncovered.
• Determined and helped implement corrections and completed IRS voluntary compliance program process on multiple 401(k) loan violations in four plans withmore than$1 billion in assets.
• Terminated a $100 million pension plan, including IRS submission, PBGC filings and various required participant notices.
• Analyzed and prepared reportable event filings and PBGC 4010 filings for dividends paid to Japanese parent by a sister company and funding shortfall for a $150 million defined benefit plan.
• Designed and implemented top-to-bottom governance process for a 401(k) plan and pension plan with combined $1.8 billion in assets.
• Designed RFP process and negotiated new vendor agreements for client with combined 401(a) profit-sharing, 403(b) and 457(b) assets of $50+ million in assets.
• Revised investment adviser’s service agreements for compliance with the reporting requirements under ERISA 408(b)(2).
• Counseled investment adviser on risks associated with trying to capture participant rollovers from plan already under advisement.
• Resolved issues with respect to Puerto Rico employees participating in U.S. 401(k) and pension plans.

Executive Compensation

• Advised on and drafted an equity-type incentive compensation plan and grants for a significant start-up joint venture organized as an LLC.
• Advised a large tax-exempt entity on disposition of a nonqualified 457(b) plan upon the entity’s acquisition by a taxable entity.
• Prepared documentation for incentive compensation plan for bank client based on achievement of financial targets.
• Helped correct, under 409A correction procedures, an employer’s failure to properly determine SERP benefits.
• Prepared restricted stock unit plan and related grant agreements for a large real estate company.
• Reviewed and updated bank company incentive compensation plans to comply with TARP.
• Revised grants under an omnibus stock plan for stock options and restricted stock units for a publicly traded company.
• Updated executive incentive compensation plan of mutual insurance company (with more than $5 billion in underwritten premiums) with units based on paid-in surplus.
• Worked with UK counsel on determining whether deferred compensation by U.S. citizen earned for work in UK but paid by U.S. company should be treated as “disguised remuneration” under UK law when assets are in a U.S. rabbi trust.
• Resolved 409A treatment of global retirement plans with an offshore rabbi trust.