Author

Maura Ann McBreen

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If you have been following the progress of U.S. tax reform, you will know that one of the most significant proposed changes in the compensation arena is currently up in the air, with a conflict between the final bill approved last week by the House Ways and Means Committee and the conceptual mark-up now under review by the Senate Finance Committee (the “Senate Mark”). Specifically, the final House bill eliminated proposed changes that would have…

We know we are not supposed to get too excited about a proposed tax bill, but The Tax Cuts and Jobs Act, the amended version of which was released by the House on November 3, 2017, is no ordinary tax bill. Not only does it propose sweeping changes to the taxation of executive compensation and employee benefits, it aims to be effective as of January 1, 2018 – which means limited time to mobilize against…

Although to date, the new administration has not been successful in moving forward its legislative agenda, it has aggressively pursued its goal of reducing the regulatory burden on American businesses. At the 2017 Global Equity Organization National Equity Compensation Forum, Baker McKenzie will be discussing the latest regulatory and legislative developments in executive compensation. Some of the hottest topics on every company’s mind we will be addressing include: The Department of Labor Fiduciary Rule -…

On April 21, 2017, the Trump Administration issued Executive Order 13789, which instructed the IRS to review all “significant tax regulations” issued on or after January 1, 2016 to identify as targets for modification, rescission or delayed effectiveness any regulations that (i) impose an undue financial burden on U.S. taxpayers; (ii) add undue complexity to the Federal tax laws; or (iii) exceed the statutory authority of the IRS. Having completed this review, earlier this month,…

Companies preparing CEO pay ratio disclosure for the 2018 proxy season should not assume they will be able to rely on the Privacy Exemption with regard to gathering information about non-US employees. For a summary of the key provisions of the SEC’s final CEO pay ratio disclosure rule and the limited exemptions provided for non-US employees, see Baker McKenzie’s recent client alert. Invoking these exceptions will likely be difficult in practice. Companies should, however, generally be…

How do the specified employee rules under Code Section 409A apply when two public companies merge and both partners use the default rules to identify specified employees based on officer status within the respective company? The Case Study The merger closed after December 31, 2016 and before April 1, 2017.  Per the regulations, the acquiring entity’s next specified employee identification date and specified employee effective date govern, which is not an issue since both companies use the…