Today's business environment presents unique challenges in creating and maintaining innovative compensation packages to attract top talent, provide proper performance incentives and reward exceptional performance. Our lawyers work closely with business clients in constructing and negotiating executive employment agreements and compensation arrangements. Under certain circumstances we also represent individual executives in securing an appropriate agreement with their employers.
This area of our practice often involves the broad range of issues associated with deferred compensation arrangements, supplemental retirement or welfare plans, and equity or equity-based compensation programs. We work with public companies to design and administer their stock option programs (which often extend beyond the executive level). These programs create a variety of tax, securities and accounting issues, and we work with our clients to ensure that appropriate consideration is given to the many legal issues that arise. Our lawyers advise public companies with respect to proxy disclosure requirements, registration issues and Section 16 "insider trading/short-swing profit" compliance relating to stock-based compensation programs. We also advise our clients regarding the income and employment tax implications of arrangements using incentive stock options, nonqualified stock options, restricted stock and other stock-based arrangements (including phantom stock programs).
Private companies also are faced with a variety of state securities law issues relating to these types of arrangements and our lawyers work closely with Dow Lohnes lawyers in the Securities Law & Regulation Practice to ensure compliance with these rules. Private companies organized as partnerships or limited liability companies face unique issues and opportunities in structuring equity compensation issues and our lawyers have extensive experience is addressing the securities and tax implications of these programs for pass-through entities.
Our lawyers also work closely with lawyers in our Estate Planning & Administration Practice in advising individual executives on tax-efficient methods of transferring deferred compensation and equity interests as part of an overall estate tax plan. We often advise businesses considering participation in these transfer arrangements for the benefit of their executives.