ERISA and Global Benefits

Voluntary Severance Plans: Case on Point
For employers wanting to thin their workforces, voluntary severance plans (VSPs) have the potential to create a win-win dynamic.
SEC Pay Ratio Comment Letter – Paul Hastings Assists American Benefits Council
On March 23rd, the American Benefits Council submitted a comment letter to the SEC in order (1) to reiterate general opposition to the Dodd-Frank Act’s pay ratio disclosure rule; (2) to encourage the SEC to delay the effective date of its pay ratio disclosure rule; and (3) to propose cost-saving alternatives.
Stock Award Web Process Works: Non-compete Enforced
As a general matter, employers “win” when they seek to enforce stock plan terms that have been fairly disclosed -- and accepted -- by award recipients. ADP recently had such a victory, through a 3rd Circuit decision granting a preliminary injunction against two former employees who had joined a competitor in violation of restrictive covenants set forth in their stock awards.
Director Compensation - Equilar Data Highlights "Meaningful Limit" Risk
Last week, Equilar released two findings that public companies should consider when evaluating the compensation their directors receive.
2017 Proxy Season Reminder
In general, say-on-pay frequency votes last took place in 2011 – as you may recall, with the exception of smaller reporting companies (which generally are subject to more relaxed disclosure requirements), the initial rules became effective for an issuer’s first annual meeting occurring on or after January 21, 2011. Since Rule 14a-21(b) requires a say-on-pay frequency vote every six years, many of our public company clients will have to include a frequency vote in their 2017 proxy statement (for smaller reporting companies, the date is pushed out until the 2019 proxy season).
Monitoring Incentive Compensation: Either Create a Tail, or Chase Yours
Last week, the president of the New York Federal Reserve understandably warned banks to continually assess their incentive compensation structures. He said, “If the incentives are wrong and accountability is weak, we will get bad behavior and cultures.” Those responsible for designing incentive compensation structures may be tempted to focus on anticipating perverse employee behaviors – and rooting them out through ever more specific plan precautions. Unfortunately, hindsight is often more valuable when it comes to discovering abuses. In more practical terms, the best answer to providing the “right” incentives likely comes from greater use of performance-based deferred compensation.
Feel The Burn? Equity Compensation Plan Amendment to Increase Withholding is Not a Material Amendment
Many NASDAQ or NYSE listed companies looking for avenues to address depleted share reserves under equity incentive plans without having to seek shareholder approval have a new option
2017: New Year, New Retirement Requirements for California Employers
Under a recently approved law, some California employers in the private sector will have to offer an estimated 7,000,000 employees an automatic retirement savings arrangement that sends payroll deductions to a state retirement program, if they do not otherwise offer a retirement savings plan or individual retirement account (IRA). In other words, eligible employers can avoid the program by adopting a tax-qualified retirement plan.
Trifecta of M&A-related ERISA Cases (and WARN decisions)
Transactional lawyers will be smart to take note of the following employment-related decisions that have come out within the past few weeks.
$16M Awarded to Optionees due to Flawed Cash-out in Spin/Merger
In business transactions, the parties generally address the target company's stock awards in a manner that honors the contractual rights of employees. Costly lessons come, however, when deal terms run afoul of the change-in-control provisions within the target's stock award plan and/or award agreements.
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