Employee Benefits and Executive Compensation

Client and Industry Challenges

Businesses are constantly challenged to provide competitive, cost-effective, responsible, and compliant employee benefits and executive compensation programs. With dramatic changes to the U.S. healthcare system, the rise in fee litigation in the qualified retirement plan area and the heightened scrutiny of executive compensation programs, this is true today more than ever before. Companies often seek experienced counsel to guide them through the complicated maze of continually changing rules and regulations that apply to their benefit plans and programs, and to provide them with practical advice that responds to their legal needs.

Snell & Wilmer’s employee benefits and executive compensation practice is an integral part of the firm’s overall commitment to provide a seamless experience for clients in solving their legal needs. We take pride in our ability to translate complicated regulatory concepts and rules and apply them in a straight-forward manner to help accomplish our client’s objectives and goals effectively and efficiently.

We have addressed nearly every issue that an employer, its board of directors or its compensation committee will face in designing, implementing, and administering benefits and compensation programs, arrangements, and policies. The depth of our practice allows us to provide solutions to the most complicated and sophisticated employee benefits and compensation issues in a cost-effective manner.

Clients We Serve

Our employee benefits and executive compensation group serves clients ranging in size from large national and international corporations to small businesses and senior executives. Our attorneys regularly provide sophisticated employee benefits and compensation services to publicly traded and privately held companies operating in numerous industries including public utilities, homebuilding, transportation, health care, financial services, insurance, semiconductor, software and information technology, biotechnology, mining, higher education, manufacturing, and tax-exempt entities.
References are available on request.

Why Clients Select Us

Specialized Knowledge: Our employee benefits and executive compensation practice is one of the largest in the West. With our breadth and depth of experience, we can help clients effectively design, implement, and administer any type of benefit or compensation program. Employee benefits law is a complex field that demands specialized legal services. Our attorneys practice exclusively in employee benefits and are actively involved in the leadership of professional employee benefits associations. This experience allows us to provide a comprehensive and “real world” approach to employee benefits.

Strong, Forward-Thinking Relationships: We value long-term relationships that allow us to provide proactive advice and solutions tailored to our clients’ needs. The size and collective experience of our group advances prompt and responsive client service.

Value Added: We do more than work hard for our clients: we also help them stay informed on legal changes and trends through our legal alerts and our SW Benefits Blog. Our attorneys also regularly leverage the expertise of the firm’s other practice groups to help solve our clients’ human capital objectives. By teaming with talented attorneys in our other practice areas, we can address a wide range of issues that may confront our clients whether in the context of ongoing business operations or during a merger, acquisition, or reorganization. Our collaborative culture also applies when our attorneys work with in-house counsel, benefits consultants, and other professionals to help our clients efficiently meet their legal needs.

Experience

Retirement Plans

We help our clients navigate their legal obligations under the Internal Revenue Code, ERISA, and other laws, while providing employees with a secure retirement. We provide counsel on a variety of issues related to retirement and pension plans, including, but not limited to:

Designing, drafting, and implementing Section 401(k) plans, Section 403(b) plans, profit-sharing plans, employee stock ownership plans (ESOPs), traditional defined benefit plans and cash balance pension plans
Obtaining government rulings, determination letters, opinion letters and closing agreements with respect to qualified retirement plans
Correcting benefit plan defects through the IRS’ Employee Plans Compliance Resolution System, the DOL’s Delinquent Filer Voluntary Compliance Program and the DOL’s Voluntary Fiduciary Correction Program
Providing counsel to plan fiduciaries in connection with plan governance and plan investment issues, including, but not limited to, providing fiduciary training, and reviewing Section 408(b)(2) fee disclosures, investment management agreements and alternative investment strategies
Representing clients in connection with DOL and IRS audits of retirement plans and retirement plans related issues
Drafting plan communications and navigating the rules for distribution of these communications, including electronic communications
Advising on pension plan de-risking strategies, including annuity purchases and lump sum windows
Establishing processes and procedures to facilitate plan compliance
Reviewing QDROs and drafting QDRO procedures

Health and Welfare Plans

With respect to health and welfare arrangements, we provide counsel on issues ranging from the Patient Protection and Affordable Care Act to COBRA, including, but not limited to:

Providing counsel on the large employer shared responsibility penalties under Section 4980H of the Code
Advising clients on the plan design changes required to comply with the Patient Protection and Affordable Care Act
Assisting clients with mandatory information reporting under Sections 6055 and 6056 of the Code
Helping clients navigate various federal regulations governing employer wellness programs
Providing counsel on retiree medical plans including the establishment of a VEBA for funding retiree benefits and the termination or retiree medical arrangements
Helping clients comply with COBRA continuation coverage requirements
Drafting and implementing privacy and security policies to facilitate compliance with HIPAA
Providing counsel on same-sex spouse and domestic partner benefits issues

Executive Compensation

We regularly assist our clients in all matters related to their executive compensation plans and programs including, but not limited to:

Designing, drafting, and implementing equity compensation plans and award agreements, employment agreements, change in control agreements, severance programs and traditional deferred compensation arrangements
Structuring deferred compensation arrangements that comply with Section 409A of the Code
Designing, drafting, and implementing Section 457(f) and Section 457(b) plans and programs for tax-exempt and governmental entities
Providing counsel on the tax treatment of various types of equity and deferred compensation arrangements

Employee Benefits Mergers and Acquisitions

Whether our clients are positioning themselves for a sale or looking to acquire a new business, we are equipped to provide comprehensive employee benefits support. In the context of mergers and acquisitions, our experience includes, but is not limited to:

Drafting and negotiating the employee benefits provisions of stock and asset purchase agreements
Counseling clients on the treatment of outstanding equity awards in connection with merger and acquisition transactions
Identifying and structuring asset sales to avoid withdrawal liability issues through compliance with Section 4204 of ERISA
Conducting due diligence on nearly every employee benefits issue an employer will face in connection with a merger and acquisition transaction
Analyzing whether a transaction will trigger adverse tax consequences under the IRS “golden parachute rules” and structuring transactions to avoid the adverse tax consequences of Section 280G and Section 4999 of the Code

Employee Benefits Litigation

Our team handles a variety of disputes related to employee benefits and the Employee Retirement Income Security Act of 1974 (ERISA). We have the breadth and depth to handle situations including, but not limited to:

Breach of fiduciary duty and prohibited transactions
Qualified and nonqualified retirement plans
Challenges to plan denials of benefit claims
Actions challenging investment decisions and 401(k) plan fees
ESOP stock valuation disputes
Executive compensation claims
Delinquent employer contribution and collection claims
Internal Revenue Service and U.S. Department of Labor investigations and lawsuits

Fiduciary Counseling

We offer counseling on fiduciary duties for individual retirement accounts (IRAs) and plans subject to ERISA on different matters including, but not limited to:

Negotiating third-party service provider contracts
Drafting investment policy statements
Resolving prohibited transaction issues, including the use of exemptions
Negotiating plan investment contracts and advising on issues such as fee structures, revenue sharing and fee offsets
Preparing participant communications and advising on disclosure requirements
Counseling on employer stock funds in qualified retirement plans
Advising on cybersecurity and data privacy best practices