ERISA & Employee Benefits

On behalf of plan sponsors and service providers, our ERISA and employee benefits lawyers leverage their fluency in the pertinent laws and regulations to provide comprehensive counsel across industries — and add value by sharing their knowledge of new trends and best practices and offering practical solutions.

Plan Sponsors

Ensuring compliance and tax-efficient planning while supporting the goals and expectations of an employee benefit program requires guidance from seasoned professionals. Our team advises and represents publicly traded and privately owned companies, governmental entities and nonprofits and individuals on all legal matters relating to employee benefit plans and practices, including the applicability and impact of the Employee Retirement Income Security Act of 1974 (ERISA) and federal and state tax and securities laws.

Our Services

We offer our clients a wide range of services, including:

• Advising buyers and sellers of businesses on all matters relating to employee benefit plans and practices, including due diligence, withdrawal liability, executive compensation and guiding post-acquisition integration of buyer and seller plans.
• Advising employers and employees with their executive and equity compensation and arrangements, including Sections 409A and 280G of the Internal Revenue Code, stock options, restricted stock arrangements, partnership and limited liability company equity programs and phantom equity arrangements.
• Advising plan sponsors and plan fiduciaries in connection with ERISA investment matters, including fiduciary training and drafting and negotiating agreements relating to plan investments.
• Advising employers on the design and implementation of tax-qualified pension, profit-sharing, 401(k) and employee stock ownership plans (ESOPs).
• Representing employers in connection with audits, determination letter applications and voluntary correction proceedings involving these plans before the Internal Revenue Service, the U.S. Department of Labor, the Pension Benefit Guaranty Corp. and state and local taxing authorities.
• Advising and representing employers in disputes with employees and vendors related to their plans.
• Supporting mutual fund complexes, investment advisers, broker-dealers, banks and insurance companies in connection with the products and services that they provide to retirement clients.

Service Providers

The constantly evolving legislative and regulatory changes and requirements that service providers and intermediaries to retail and institutional investors face occur at the federal and state levels, resulting in overlapping and disparate compliance approaches. Financial institutions may be subject to multiple and conflicting sets of fiduciary or best-interest obligations arising under federal and state law as a result of the different yet interrelated services they provide to their customers.

Unthreading the Regulatory Patchwork

Our ERISA and employee benefits team unthreads the regulatory patchwork to help clients understand the interplay of federal and state rules with respect to the duties owed to their customers. Advising investment committees and intermediaries — such as investment advisers, banks, broker-dealers, retirement plan/individual retirement account (IRA) service providers, insurance providers and mutual fund directors — we leverage our technical understanding of both federal and state laws to advise clients across regulatory schemes. We help clients scale compliance programs under particular regulatory regimes to comply with applicable rules and requirements. We also help identify the daylight between the fiduciary requirements of federal and state statutes and regulations.

Our Services

Members of our ERISA and employee benefits team have previously worked for regulators or financial institutions, enabling the team to offer practical advice on fiduciary and other applicable statuses and requirements, including:

• Counseling U.S. Securities and Exchange Commission (SEC)-registered investment advisers on identifying and addressing their fiduciary and related duties under the Investment Advisers Act of 1940 and applicable state laws, including those arising in connection with their portfolio management and trading functions.
• Advising corporate and governmental retirement plan sponsors, trustees, investment managers and other service providers on their fiduciary and related obligations under ERISA, the Internal Revenue Code and applicable state laws.
• Identifying ways in which sustainable investing implicates existing fiduciary duties and the ways these strategies can be incorporated as part of a prudent process.
• Assisting fund sponsors and investment managers with structuring private investment funds to avoid “plan assets” status or to comply with ERISA’s stringent fiduciary requirements.
• Helping investment company boards and their investment advisers identify and address their fiduciary duties under the Investment Company Act of 1940 and applicable state laws.
• Assisting national and state-chartered banks and non-depository trust companies in fulfilling their fiduciary obligations under applicable federal and state banking laws, including in connection with Regulation 9 and maintenance of common and collective trust funds.
• Counseling SEC-registered broker-dealers on their comparable customer suitability, best execution and other legal obligations under the Securities Exchange Act of 1934, Financial Industry Regulatory Authority (FINRA) rules and applicable state laws.
• Advising financial intermediaries, such as dual-investment adviser/broker-dealer registrants — which are subject to multiple sets of fiduciary or comparable obligations — on properly identifying and meeting such obligations on a holistic, enterprise-wide basis.
• Representing investment intermediaries in connection with federal or state agency investigations enforcement actions or judicial proceedings involving alleged breaches of fiduciary or comparable duties.