Stevens & Lee represents clients in benefit plan design and implementation and related regulatory and legislative matters, litigation and transaction matters. Our expertise extends to all areas of the law that affect employee benefits, including taxation, fiduciary responsibility, prohibited transactions, labor relations, securities regulation, executive compensation and healthcare regulation. In­house counsel regularly seek the advice and assistance of our employee benefit lawyers, particularly on matters involving complex, creative, sensitive or unsettled benefit issues.

Our employee benefits practice covers all types of benefit arrangements, from pension, profit sharing and stock bonus plans (including 401(k) plans, ESOPs, multiple and multiemployer plans), to medical, life insurance, and other welfare benefit arrangements (including cafeteria plans, flexible spending arrangements, and retiree medical benefits), as well as executive compensation, employment agreement negotiation, non­qualified deferred compensation and equity incentive programs. In addition, our employee benefits lawyers work closely with lawyers in the firm’s other areas of expertise to meet client needs. We work most closely with our corporate, securities and tax experts in the context of mergers, acquisitions and other corporate and financial transactions and with our dedicated ERISA trial lawyers with respect to benefit claims and other litigation.

Tax-Qualified Retirement Plans
Our practice in the area of tax­qualified retirement plans – pension, profit sharing, 401(k) and stock bonus plans – encompasses a vast body of law and practice. We represent for­profit, not­for­profit, governmental and other tax­exempt clients on a wide range of issues affecting their retirement programs. Our practice covers the full spectrum of plan design from traditional defined benefit plans to hybrid plans on the forefront of benefits law and employer-provided benefits delivery. 
Other areas of our practice that deal with tax-qualified retirement plans include: 

• Advance compliance, such as procuring determination letters and private letter rulings from the Internal Revenue Service, securing advisory opinions or prohibited transaction exemptions from the U.S. Department of Labor, analyzing participant­directed plans for compliance with ERISA and preparing prospectus, proxy and other disclosure materials required by the Securities and Exchange Commission.
  
• Plan administration, including the evaluation of plan record-keeping and administrative service systems for compliance with plan design parameters, negotiating record-keeping and administrative service agreements, evaluating and responding to participant benefit claims, and designing efficient procedures for processing plan loans, qualified domestic relations orders and other participant-initiated transactions.
  
• Corporate transaction work, such as designing and negotiating qualified plan aspects of corporate acquisitions, dispositions and reorganization and implementing qualified plan mergers, spin­off terminations and transfers of assets and liabilities.
  
• Pension plan investments, including advising on unrelated business income tax and plan asset issues, structuring and negotiating limited partnership agreements, escrow arrangements, group trusts and other investment vehicles.
  
• Representation in government agency proceedings, such as filings under the Internal Revenue Service’s EPCRS voluntary compliance program or the U.S. Department of Labor’s companion program, investigations and plan audits by the Internal Revenue Service and the U.S. Department of Labor, and proceedings before the Pension Benefit Guaranty Corporation.
  
  Executive Compensation
  Stevens & Lee has substantial experience developing and implementing compensation arrangements designed to attract, retain and motivate CEO-level executive talent. We handle the full spectrum of benefit, compensation and incentive arrangements for corporate executives and directors. Having been at the forefront of the interpretation and implementation of the new requirements for deferred compensation plans under Code Section 409A, we have assisted numerous employers in restructuring their executive compensation programs to comply with the new rules. We address the issues that arise under a wide variety of other compensation arrangements, including employment contracts, golden parachute agreements, performance­based incentive plans and transportation on employer­provided aircraft. We have the in-house skills to provide our clients with detailed numeric analyses of the economic consequences of executive employment and change in control arrangements with an emphasis on analyzing golden parachute (280G) implications and post-termination obligations.
  
  We frequently advise and create equity­based programs, including statutory and non­statutory stock options, restricted stock, stock appreciation rights and hypothetical investment rights such as phantom stock and restricted stock units.
  
  We have extensive experience developing executive compensation arrangements for Code Section 501(c)(3) organizations and other tax-exempt employers. We routinely advise tax­exempt employers on prohibited transactions, private benefit and inurement issues, intermediate sanctions, Code Section 457 plans and other deferred compensation arrangements, as well as public disclosure concerning executive and director compensation.
  
  Welfare Benefit Plans and Fringe Benefits
  Because of the continuing growth in medical and other welfare benefit liabilities and ever-changing federal and state legislation in the healthcare area, welfare benefit issues have increased in recent years. Stevens & Lee has long helped clients find creative solutions to the legal and financial concerns raised by welfare benefit plans. We assist clients quickly and efficiently with respect to the latest legislative changes, regulatory developments and plan design and funding issues, as well as on technical and often misunderstood medical concepts, such as COBRA and HIPAA compliance, Medicare secondary payor liability, VEBAs, HSAs and special tax rules applicable to self­insured medical reimbursement plans.
  
  Stevens & Lee also advises and represents clients in connection with retiree medical benefits through the implementation of new plan designs, funding mechanisms and benefits administration.
  
  We represent clients with respect to the entire range of welfare benefit plans including cafeteria plans and flexible spending arrangements, group term life insurance, disability benefits, severance benefits, salary continuation benefits, out­placement services, dependent care assistance, education benefits, charitable matching contribution programs, qualified transportation benefits, employee discounts and other tax­advantaged employee fringe benefits.
  
  Securities Matters
  Working closely with the firm’s corporate and securities lawyers, we advise public companies regarding their obligations under the federal securities law and stock exchange listing rules. We routinely advise clients on matters such as proxy­statement and periodic disclosure of employee benefit matters (including the application of the SEC’s executive compensation disclosure rules); corporate governance rules; shareholder approval requirements; the registration of employee benefit plan securities and the securities trading restrictions and reporting requirements imposed on executives. We have extensive experience advising clients under the climate of Sarbanes­Oxley and on fiduciary plan and design issues raised by the recent wave of lawsuits involving 401(k) plan investments in company stock.
  
  Litigation
  Stevens & Lee handles a complete range of litigation assignments in the employee benefits area, generally representing plan sponsors or fiduciaries in complex cases. We have litigated cases on the administrative level, in arbitration and in state and federal courts. Some of these matters have arisen in connection with bankruptcies, introducing additional legal complexities.
  
  We have successfully persuaded enforcement agencies not to bring suit and have settled suits with government agencies or private parties on favorable terms. In some cases, we have litigated actions to final resolution and have pursued or defended appeals. We have the skill and expertise required to handle any employee benefit litigation matter, however complex or novel, and work seamlessly with experts such as actuaries, investment professionals, accountants and other employee benefit professionals to present persuasive testimony and to find creative resolutions to litigation assignments.
  
  International Employee Benefits
  Our employee benefits group works closely with the firm’s corporate lawyers, assisting with the employment and benefit aspects of corporate transactions, joint ventures and outsourcing agreements around the globe. We negotiate and draft service agreements, consultant agreements and the provisions of other corporate documents that concern employment, employee benefits and retirement benefits that affect clients with multiple locations throughout the world.
  
  For more information, contact Charles F. Harenza at 610.478.2091.