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Unique Challenges of Compensating Executives in Tax-Exempt Organizations



Tuesday, February 14, 2012
Product Code - LGN08
Speaker(s): Regina Olshan, Skadden, Arps, Slate, Meagher & Flom, LLP; Robert L. Abramowitz, Morgan Lewis & Bockius LLP; Mark J. Simons, Drinker Biddle & Reath LLP; Robert V. Mustich, Towers Watson
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Tax-exempt employers face special challenges when designing nonqualified deferred compensation plans. The dual applicability of and interplay between sections 457(f) and 409A of the federal tax code pose complex issues, heightened by the lack of definitive guidance. Additional issues are presented by special reporting and other requirements, all in face of increased IRS scrutiny and audit activity in this area.

Join us for Unique Challenges of Compensating Executives in Tax-Exempt Organizations, as our expert panel discusses the design of nonqualified plans for tax-exempt entities, the applicable requirements under section 4958 ("intermediate sanctions"), the constraints on their design imposed by sections 457(f) and 409A, and how to make sure a compensation arrangement is both effective and compliant.

Educational Objectives:

• Learn how to develop an integrated total compensation strategy to serve as a foundation for decision making (what outcomes to target, relevant peer groups, and reward components).

• Understand how to design plans to maximize use of the 409A short-term deferral exception.

• Find out about traps for the unwary under Section 409A, particularly for plans designed to meet the definition of "substantial risk of forfeiture" for 457(f) purposes.

• Understand special issues surrounding executive compensation arrangements of exempt organizations, including Form 990 disclosure and Section 4958 issues.

Who would benefit from attending this program?

In-house legal practitioners who wish to learn more about tax-exempt benefits law, as well as HR professionals in tax-exempt organizations. This program assumes the listener has some basic knowledge of sections 409A and 457(f) from practice or prior seminars.

Program Level: Intermediate

Regina Olshan, Skadden, Arps, Slate, Meagher & Flom, LLP; Robert L. Abramowitz, Morgan Lewis & Bockius LLP; Mark J. Simons, Drinker Biddle & Reath LLP; Robert V. Mustich, Towers Watson

Regina Olshan / Skadden, Arps, Slate, Meagher & Flom, LLP
Regina Olshan’s practice focuses on advising companies, executives and boards on navigating the regulatory complexities of executive compensation and benefits. This includes tax laws (including laws governing deferred compensation, golden parachute arrangements and deduction limitation rules) and securities laws (including reporting and disclosure requirements and registration issues).

In addition, Ms. Olshan regularly advises public companies, boards, private equity clients and members of management on executive compensation and benefits issues arising in the context of mergers, acquisitions, spin-offs, initial public offerings, restructurings and other extraordinary corporate events, including private equity and leveraged buyout transactions. She also regularly advises large public companies and individual senior executives on the adoption, revision, and negotiation of executive employment and severance agreements.

Ms. Olshan organized and led the successful effort by a coalition of more than 90 law firms requesting the extension of the original Internal Revenue Code section 409A compliance deadline. She is the author and editor of the Section 409A Handbook, lectures frequently on executive compensation issues, and has been quoted in various major publications on issues arising under Internal Revenue Code sections 409A and 457A, and other executive compensation matters.

Ms. Olshan was selected for inclusion in Chambers USA: America’s Leading Lawyers for Business 2011 and The Best Lawyers in America 2011.

Robert L. Abramowitz / Morgan Lewis & Bockius LLP
Robert Abramowitz’s practice involves counseling clients in all aspects of employee benefits law and executive compensation. A frequent author and speaker, Mr. Abramowitz was a Lecturer in Law in Villanova University Law School’s Graduate Tax Program from 1986 through 2001, and has had numerous articles published. Active in professional organizations, Mr. Abramowitz is a former chair of the Philadelphia Bar Association’s Pension Committee, a past chair of the Employee Benefits and Executive Compensation Interest Group of the Health Law Section of the American Bar Association, and a past co- chair of the subcommittee on 403(b), 457 and governmental plans of the Employee Benefits Committee of the Tax Section of the American Bar Association. He is a co-author with Mark Simons of the chapter on “Plans of Tax-Exempt Entities” in the BNA Books' Section 409A Handbook.

Mr. Abramowitz is a graduate of Yale College and Harvard Law School. He is listed in The Best Lawyers in America, Philadelphia Magazine: “Best Lawyers in Philadelphia,” Who’s Who in America, Who’s Who in American Law and Chambers USA: America’s Leading Lawyers for Business, and was named Philadelphia Employee Benefits "Lawyer of the Year" by The Best Lawyers in America (2010). He is a Fellow of the American College of Tax Counsel and a Charter Fellow of the American College of Employee Benefits Counsel.

Mark J. Simons / Drinker Biddle & Reath LLP
Mark Simons has 23 years' experience in advising both tax-exempt and for-profit companies on the design and administration of tax-qualified retirement plans and non-qualified deferred compensation arrangements. He also advises clients on matters related to Title I of ERISA, and the international aspects of maintaining tax-qualified plans.

Mr. Simons is co-author with Robert Abramowitz of the chapter on "Plans of Tax-Exempt Entities" in the BNA Books' Section 409A Handbook.

He is a graduate of Brigham Young University in Provo, Utah with a B.A., and received a J.D. from Rutgers School of Law-Newark.

Robert V. Mustich / Towers Watson
Mr. Mustich has 25 years of consulting and industry experience in assisting organizations and outside directors in designing and delivering compensation programs linked to initiative for improving performance and enhancing stakeholder value. He advises many of the firms' high profile not-for-profit clients, higher education institutions, and companies in a variety of industries, including government contractors, media, technology, professional services, communications, manufacturing and energy.

Before joining Towers Watson, Rob was a practice leader in a national human resources consulting firm. In addition, he held executive line and human resources positions at a major telecommunications firm and a government contractor.

He is a member of WorldatWork and is a frequent speaker on emerging trends in executive compensation. He has a BBA in Human Resources Management from American University.

This program is CLE-credit eligible. 


If you have further questions regarding a specific state or how to file for CLE credit, please contact Bloomberg BNA customer service at 800-372-1033 and ask to speak to the Legal and Business CLE Accreditation Coordinator.

Hardship Policy
Bloomberg BNA offers a hardship policy for any attorney earning less than $30,000 per year. If an attorney wishes to take advantage of this option, he or she must do so in writing and also provide proof of hardship. If approval is granted, a discount of 50% off the full registration price of the program will be awarded.

Questions
For more information about Mandatory or Minimum Continuing Legal Education (MCLE) requirements, visit the American Bar Association website at http://www.abanet.org/cle/mandatory.html.

• Bloomberg BNA Subscriber - OnDemand format $199

• Non-Subscriber - OnDemand format $249

• CD recording of program $199 (Subscriber and Non-Subscriber)

 

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