Executive Compensation & Employee Benefits
Designing Compensation, Fostering Talent Retention
ILF’s Executive Compensation and Employee Benefits practice provides specialized advisory services aimed at designing and implementing executive compensation plans that not only comply with securities laws, but are also aligned with corporate goals and shareholder interests. Our expertise encompasses a wide range of compensation mechanisms, including employee stock ownership plans (ESOPs), equity-based compensation, and other incentive programs, to ensure that they support talent retention and motivation while complying with regulatory requirements.
Structuring Executive Compensation Plans in Compliance with Securities Laws
Our services include:
- Crafting comprehensive executive compensation packages that include salary, bonuses, stock options, restricted stock units (RSUs), and other incentive compensation elements, tailored to align executives’ incentives with long-term corporate performance and shareholder value
- Ensuring that executive compensation plans comply with applicable securities laws, including the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as the listing requirements of major stock exchanges such as NYSE and NASDAQ.
- Advising on disclosure obligations related to executive compensation under SEC regulations and corporate governance standards, assisting in the preparation of proxy statements and other disclosure documents to ensure transparency and compliance.
Advising on Securities Aspects of ESOPs and Other Equity-Based Compensation
- Providing legal advice on the establishment and operation of ESOPs, including plan design, tax considerations, and compliance with the Department of Labor (DOL) and Internal Revenue Service (IRS) regulations.
- Advising on the design and implementation of stock option plans, restricted stock plans, performance share plans, and other equity-based compensation schemes, ensuring they are structured to optimize tax benefits, comply with securities laws, and motivate employees.
- Navigating the complex regulatory environment associated with equity compensation, including SEC rules, Section 16(b) of the Securities Exchange Act, and Sarbanes-Oxley Act implications, to mitigate risk and ensure regulatory compliance.
- Guiding clients through the corporate governance issues and shareholder approval processes related to executive compensation and equity-based plans, including advising on say-on-pay votes and engagement with proxy advisory firms.
Comprehensive Advisory on Incentive and Retention Strategies
- Developing performance criteria and milestones for incentive plans that drive executive performance and align with corporate goals, including the use of performance-based vesting conditions for equity awards.
- Crafting retention strategies and long-term incentive plans that are effective in retaining key executives and employees, especially in competitive markets or during critical periods such as mergers and acquisitions.
ILF’s Executive Compensation and Employee Benefits practice combines deep legal expertise with a strategic understanding of corporate governance and human capital management. Our approach is to work closely with clients to develop executive compensation and employee benefit plans that not only comply with legal and regulatory standards, but also serve as powerful tools to attract, motivate and retain top talent, thereby driving business success and shareholder value.