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About Griswold

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  1. If a company wants to convert from an S to a C so that the owner/seller can make a 1042 election, will the owner have to then wait three years to meet that holding requirement of 1042? Or does their ownership of the S stock (assuming for three years) tack over? I could have sworn that the ownership "tacks" but I can't find much support out there. If anyone has some support, I would appreciate it. Thanks!
  2. Oops. NM. Think I found it. 2550.408b-3(a)(3)
  3. Does anyone know off the top of their head if there's a corresponding section in ERISA for the definition of an exempt loan found in Treas. Reg. 54.4975-7(b)(1)(iii) ? TYIA
  4. My 2 Cents-- Sort of. Eligibility for the DFCVP is limited to plan administrators who have not been notified in writing by the Department of a failure to file a timely annual report under Title I of ERISA.
  5. never a dull moment!
  6. FWIW, I don't think it matters; I don't see any issues either way. As long as the loan is at least as favorable as the ESOP could have gotten in an arms length negotiation, anyone can lend to the ESOP. That's my 2 cents, anyway.
  7. Agree with David. This strikes me as more of a question for the labor and employment attorney than the ERISA attorney.
  8. Last I checked, a foreign order would not be a QDRO as it would not be issued by a state court as set forth in ERISA 206 (d)(3)(b)(ii)(II), but it's been a while since I looked into the issue...
  9. I agree with what was said above. It's a little unclear what happened as you describe it, but it does seem odd that there was no pass through voting, or at least some documentation as to the decision on pass through voting. It never hurts to ask. You could go to the trustee with these questions, or sometimes there's an internal ESOP committee. Often the CFO is very involved in ESOP issues. Or the company's general counsel or outside counsel...
  10. If you terminate something, you can't merge it. You can terminate one and put all the participants in the other plan, or you can just merge the plans--probably on 12/31 to avoid costs.
  11. I'm not aware of any ERISA specific issues, but PTOs bring up a host of tax issues. There was a good article back in 2013 called "Leave and Learn" by Yelena Gray in the Tax Management Compensation Planning Journal that you can google. Not exactly focused on incentive awards, but will get you thinking about the important topics like constructive receipt.
  12. Who are you? One of the spouses?
  13. IIRC, treasury stock is not considered outstanding. So, I think this pushes your individual into HCE status in your example.