ESOPs & Employee Benefits

Our ESOPs & Employee Benefits Group takes a business-oriented approach to employee benefit matters. Maintaining employer flexibility and legal compliance in the face of overlapping and ever-changing regulations requires a commitment from legal counsel to simplify the complex and a practical approach to solving clients problems. Attorneys in this group are dedicated full-time to this area of concentration.

Employee benefits have grown recently to encompass more than one-third of the compensation budget of most employers.

The benefits arena has become exceedingly complex with each new layer of state and federal regulation. Due to the continuing stream of complex and technical employee benefits legislation since ERISA, the federal government plays an active role in how you plan and administer your employee benefits programs. Every employee benefits program demands frequent reexamination in light of fast-changing federal law and regulation.

The Employee Benefits Group at Kaufman & Canoles works with the legal, financial, and human resource professionals of our clients to implement and maintain the most effective and cost-efficient benefits programs. We serve government contractors, manufacturers, sales and distribution companies, technology ventures, and non-profit organizations. We also serve banking and finance, healthcare providers and systems, and professional services firms. Our clients include international companies, publicly traded corporations and state and local governments.

A unique distinction of the Kaufman & Canoles Employee Benefits team is our experience in structuring and counseling businesses in the establishment of Employee Stock Ownership Plans (ESOP).

The continuance of your corporate personality and the question of succession in your business may be best addressed by having one of our attorneys assist you in looking at the various options available. For example, how will the ESOP affect your day-to-day operations? How will your customers and employees respond? We can provide counseling, planning, design, and implementation of your ESOP, or S Corporation ESOP, and can structure a leveraged ESOP buyout for your company.

We have established a consulting subsidiary, ESOP Strategies to focus on ESOP Feasibility Studies, lender searches and other services related to business succession through ESOP, and other types of structured management buy-outs.

• Employee benefits counsel to very large (20,000 + employees) wholesale distributor
• One of three law firms approved as employee benefits counsel for Commonwealth of Virginia and agencies thereof
• Created VEBA Trust to fund post-employment benefits of municipalities, counties and school districts throughout Virginia
• Serve as employee benefits counsel to various federal credit unions, including largest credit union in Southeastern Virginia
• Tax deferred “1042” sale of 100% of outstanding stock in Marine Hydraulics International, Inc. (MHI) to MHI ESOP in 1999; MHI’s subsequent election to be taxed as an “S” corporation resulted in a 100% tax-exempt, for-profit business entity
• Sale of 100% outstanding shares of Tecnico Corporation to Tecnico ESOP in seller financed transaction in 2003
• Formation of American Maritime Holdings, Inc. and merger of MHI and Tecnico ESOPs into AMH ESOP in 2008, resulted in creation of the largest employee-owned shipyard in Virginia
• Appealed assessment of Department of Labor penalties against large non-profit employer for failure to file timely benefit plan annual reports
• Filed IRS correction application on behalf of large regional employer seeking correction of plan qualification failures stemming from participation in the company 401(k) plan of employees of affiliated credit union who fell outside the plan sponsor’s controlled group
• Represented mid-sized industrial wholesaler facing audits by both IRS and Department of Labor into alleged plan improprieties based on “whistle blower” tip by disgruntled former employee

Our attorneys design and advise on all tax-qualified pensions, profit sharing and stock bonus plans, and group and other insurance programs. We help you retain valued employees and work within your corporate objectives. We provide many services in the benefits area, including:

Executive Compensation & Tax Counsel

• Non-qualified Plans
• SERPS
• Stock Options
• Management Incentive Plans
• Golden Handcuffs & Parachutes
• Individual Retirement & Estate Planning
• 457 Plans for Tax Exempt Organizations

Qualified Plans

• Plan Design & Implementation
• Plan Amendment
• Domestic Relations Orders, QDROs & Kiddie QDROs
• Employee Stock Ownership Plans
• Plan Compliance & Corrective Procedures
• Defined Benefit, 401(k) Profit Sharing, Cross-Tested and Age-Weighted Plans

Corporate Counsel

• Benefits Aspects of Corporate Transactions
• Use of IRC’s in Connection with Foreign Sales Corporations
• Executive Employment Agreements
• Insurance Funded Benefits
• Split Dollar Life Insurance
• Stock Redemption and Cross Purchase Agreements
• Salary Continuation

Welfare Benefit Plans

• Group Health, Life and Disability, 125 Plans
• Severance Arrangements (Individual and Group)
• COBRA/HIPAA – Health Care Continuation & Certification Requirements
• FMLA Family Leave Requirements
• Application of Federal Employment Laws to Benefits Plans

Litigation

• Benefit Claims
• Fiduciary Duties
• Tax Qualification Disputes

ESOPs & Employee Benefits Blog

• Employee Benefits 2020 Year-End Action Items: What to Remember from a Year to Forget
• The CARES Act Webinar
• What “Large” Employers Need to Know about the Final ACA Information Reporting Rules
• No ACA Relief from the Supreme Court: Are You Fully Prepared for 2015 Implementation?
• Getting Maximum Value from Your Required 401(k) Plan Document Restatement – June 22, 2015
• ACA “Large” Employer Look-back Measurement Periods: It’s time to Start Counting Hours
• ACA Readiness Check: Large Employers
• ACA Readiness Check: Small Employers
• Getting Maximum Value from Your Required 401K Plan Document Restatement
• The 7 Things Small Employers Need to Know about the ACA
• Documenting ACA “Small” Employer Status: It’s time to Start Counting Hours
• Impact of ACA on Staffing Agencies
• Understanding the Final Regulations on the ACA Employer Mandate
• DOL Welfare Plan Audit Preparation Webinar

• ESOPs & Employee Benefits Q4 2022 Client Update
• ESOPs & Employee Benefits Q3 2022 Client Update
• ESOPs & Employee Benefits Client Alert
• ESOPs & Employee Benefits Q2 2022 Client Update
• ESOPs & Employee Benefits Update – Q1 2022 Client Update
• ESOP Client Alert – Game Changer: 100% ESOP-Owned Government Contractors Eligible for Sole Source Awards on Follow-On Contracts
• Employee Benefits Client Alert – Retirement Plan Limitations, ACA Numbers and Limits, Premium Tax Credit Reference Guide, and Medicare Cost Comparison
• Employee Benefits Client Alert – March 2021
• ESOP Client Alert – March 2020 > The CARES Act
• Employee Benefits in the Age of COVID-19
• House GOP Sends Letter to White House on DOL Enforcement Tactics
• Private Equity Seeks Second Chance on ERISA Liability Ruling
• ESOPs & Employee Benefits Update – The ERISA DIY Guide: Six Easy Steps to Getting Sued Over Your 401(k) Plan
• Main Street Employee Ownership Act Signed into Law
• Tax-Exempt Organizations Face New Executive Compensation Rules Under Tax Reform
• New Tax Reform Law Impacts Employee Benefits and Executive Compensation
• Employee Benefits Update – Spring 2016
• Employee Benefits Update – December 2014
• Private Client Services Update – Trust Directors & Family-Business Succession: New Virginia Laws Warrant Careful Planning
• Employee Benefits Update – Spring 2014
• Health Insurance Marketplace Subsidies Workshop, December 2-4, 2013
• Advance Premium Tax Credit Table
• Employee Benefits Alert – Retirement Plan Amendment Deadline Fast Approaching for Governmental Plan Sponsors
• Self-Audit Mandate Documents
• Employee Benefits Alert – Supreme Court’s “ObamaCare” Ruling and Employer Group Health Plans
• Employee Benefits Alert – Summer 2012
• Employee Benefits Alert – Fall 2011
• Tight on Cash, One State Taps 529 Plan Reserves
• Employee Benefits Alert – Summer 2011
• Employee Benefits Alert – Fall 2010
• Employee Benefits Alert – Spring 2010
• Employee Benefits & Executive Compensation Benefits Alert – Spring 2009
• Employee Benefits & Executive Compensation Benefits Alert for Tax Exempt and Government Entities – Summer 2008
• Employee Benefits & Executive Compensation Benefits Alert for Tax Exempt and Government Entities – Spring 2008
• Employee Benefits & Executive Compensation Benefits Alert – Fall 2007
• Employee Benefits & Executive Compensation Benefits Alert – Summer 2007
• Employee Benefits and Executive Compensation Benefits Alert for Colleges and Universities
• Employee Benefits & Executive Compensation Benefits Alert – Winter 2006
• Employee Benefits & Executive Compensation Benefits Alert – Fall 2006
• Employee Benefits & Executive Compensation Benefits Alert – Summer 2006
• Emergency Response Planning: A Critical Investment
• Employee Benefits & Executive Compensation Benefits Alert – Spring 2006
• Mid-Atlantic Chapter ESOP Association
• Internal Revenue Issues General Transitional Guidance for Nonqualified Deferred Compensation Plans
• Employee Benefits & Executive Compensation Client Alert – Fall 2005