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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    ERISA

Date & Time
  • event Date

    Thursday, October 3, 2024

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE course will guide counsel on the rules and procedures governing fiduciary and compliance responsibilities of trustees and advisers in ESOP transactions. The panel will discuss the implications of recent DOL settlement agreements and best practices in satisfying fiduciary duties in ESOP transactions and avoiding litigation.

Faculty

Roberta Casper Watson
Partner
The Wagner Law Group, LLP

Ms. Watson focuses on ERISA and employee benefits. She concentrates on a wide array of areas including, pension and profit sharing plans, health and welfare benefit plans, including COBRA, HIPAA and the Affordable Care Act, ERISA fiduciary decision-making, Employee Stock Ownership Plans, benefits litigation backup, benefits aspects of mergers and acquisitions, employee benefits aspects of family law, labor laws affecting employee benefits, other employee benefits and deferred Compensation, and employee benefit disputes and employee benefits claims.

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Eliot T. Burriss
Miscellaneous
Emily Rickard
Attorney
Morgan, Lewis & Bockius LLP

Ms.Rickard focuses her practice on the Employee Retirement Income Security Act of 1974 (ERISA) and has devoted a substantial portion of her practice to the implementation and maintenance of employee stock ownership plans (ESOPs). She regularly represents companies, internal ESOP trustees, and external ESOP trustees in transactions as well as in ongoing compliance matters. Outside of the ESOP context, she advises clients--including employers, insurers, plan administrators, and consultants--on health and welfare programs, qualified retirement plans, nonqualified retirement plans, and executive compensation.

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Description

The DOL's ESOP enforcement project has continued its focus on valuation issues regarding ESOPs established by privately held companies. Most often, the DOL has focused on the reasonableness and reliability of valuations, which, if not undertaken correctly, can lead to the ESOP paying too much for shares of employer stock. The DOL's focus on valuation issues has resulted in several enforcement actions and settlement agreements that now serve as guidance to fiduciaries and counsel.

Over the past few years, DOL settlement agreements became an accepted guide for the due diligence process for ESOP transactions, providing trustees with guidelines and procedures to satisfy their fiduciary duties in ESOP transactions. These procedures have been expanded over time as more cases unfold but are riddled with continued ambiguity and uncertainties regarding ESOP transactions.

The most pertinent elements of these settlement agreements focus on the selection of valuation advisers, oversight of appraisers, financial statements, and document preservation, as well as the fiduciary review process. Counsel must recognize the differences and additions of each settlement agreement to understand the DOL's perspective on the duties of ESOP trustees and advisers in such transactions.

Listen as our panel provides guidance to counsel on rules and procedures governing fiduciary and compliance responsibilities of trustees and advisers in ESOP transactions, the implications of recent DOL settlement agreements, and best practices in satisfying fiduciary duties in ESOP transactions and avoiding litigation.

Outline

  1. Overview of fiduciary duties, policies, and procedures of ESOP transactions
  2. The impact of DOL settlement agreements
  3. Detailed requirements for selecting valuation advisers and oversight of appraisers
  4. Fiduciary review process: projections, documentation, and reliance

Benefits

The panel will review these and other crucial issues:

  • Recognizing DOL standards for fiduciaries in ESOP transactions
  • Understanding the necessary policies and procedures to be followed by trustees or other fiduciaries of ESOPs
  • Selecting a valuation adviser and recognizing the requirements and procedures the adviser must follow
  • Proper documentation of valuation reports and transaction agreements
  • Critical steps during the fiduciary review process and avoiding litigation