Executive Compensation Tax Issues in M&A Transactions: Avoiding Tax Pitfalls of Deal Structures, Best Practices for Counsel

BARBRI

This CLE/CPE course will offer counsel and advisers an in-depth analysis of the tax implications of executive and employee compensation in the context of a merger, acquisition, or sale of a business or business unit. The panel will discuss the implications of restricted stock, deferred compensation, severance, and recent developments in executive compensation and IRS scrutiny, as well as provide best practices for counsel to avoid tax pitfalls in structuring and implementing a deal.

Description

In the context of mergers and acquisitions, there are a number of executive compensation matters that must be considered in the transaction. Various Internal Revenue Code sections governing the type of compensation address most of the key issues.

Severance pay and other deferred compensation must comply with Section 409A. Various tax codes deal with the treatment of outstanding equity-based awards, including restricted stock, stock options, and restricted or deferred stock units in transactions. Section 280G governs golden parachutes.

Such tax issues often significantly impact the price of a deal. Moreover, there are tax implications for restructuring or terminating executive compensation arrangements in M&A transactions. Practitioners must fully understand these tax issues to avoid pitfalls in structuring and implementing the deal.

Listen as our authoritative panel of tax and executive compensation practitioners guides you through the tax implications of executive compensation and other non-salary compensation in the context of a merger, acquisition, or sale of a business or business unit. The panel will discuss how to avoid tax pitfalls in consummating these deals.

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