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New World of Deferred Compensation under Sec. 409A of the IRC (2006)

One of the far-reaching effects of the American Jobs Creation Act of 2004 was the addition of the new, highly-publicized and somewhat controversial IRC Section 409A (“Inclusion in Gross Income of Deferred Compensation under Non-Qualified Deferred Compensation Plans”), which dramatically changes the world of executive compensation, and in particular, non-qualified deferred compensation. Those who design and administer deferral and retirement plans, from the perspective of both employer and employee, must be aware of the new ground rules and ways in which the desired objectives of executives and employers may still be realized.

This timely and practical program reviews the specific compensation arrangements that are subject to Section 409A, the new broad definition of “deferral of compensation,” the new reporting rules, and the serious penalties that can befall those individuals in plans not in compliance with the new law. The faculty members discuss how typical non-qualified deferred arrangements are affected by 409A, what steps are necessary to bring them into compliance and planning tips for going forward.

This program will be useful to a wide range of professionals: employee benefits counselors, estate planners, business owners, executives and CPAs.

Program Contents

· Introduction, Transition and Regulatory Status

· Definition of Deferred Compensation; Plan Aggregation

· Time and Manner of Payment; Elections

· Severance

· Equity-Based Compensation

· Fringe Benefits

· Excess Plans and Other SERPs

· Six Month Delays for Public Companies

· Special Issues for M & A Transactions and Hedge Funds

Program Speakers

Andrew L. Oringer, Esq. (Co-Chair)
Clifford Chance USLLP
—New York City

Max J. Schwartz, Esq. (Co-Chair)
Sullivan & Cromwell LLP
—New York City

Steven J. Friedman, Esq.
Littler Mendelson, P.C.
—New York City

Andrew L. Gaines, Esq.
Weil, Gotshal & Manges LLP
—New York City

Marjorie M. Glover, Esq.
Chadbourne & Parke LLP
—New York City

George R. Ince, Jr., Esq.
Davis Polk & Wardwell
—New York City

David E. Kahen, Esq.
Roberts & Holland LLP
—New York City

Karen G. Krueger, Esq.
Wachtell Lipton Rosen & Katz
—New York City

Jonathan F. Lewis, Esq.
Fried, Frank, Harris, Shriver & Jacobson LLP
—New York City

Michael J. Nassau, Esq.
Kramer Levin Naftalis & Frankel LLP
—New York City

Russell J. Pinilis, Esq.
O’Melveny & Myers LLP
—New York City

Kenneth A. Raskin, Esq.
White & Case LLP
—New York City

Laurence Reich, Esq.
McElroy, Deutsch, Mulvaney & Carpenter, LLP
—Morristown, NJ

William C. Schmidt, Esq.
Senior Counsel
Office of Associate Chief Counsel
Tax Exempt and Government Entities
Internal Revenue Service
Department of the Treasury
—Washington, D.C.

Stephen B. Tackney, Esq.
Attorney-Advisor
Tax Exempt and Government Entities
Internal Revenue Service
Department of the Treasury
—Washington, D.C.

Total MCLE Credits...... 7.5

Ethics MCLE Credits..... 0.0

*Each additional person who uses the tapes for MCLE credit must purchase a copy of the “MCLE coursebook.”

Product Type	Member Price	Non Member Price
New World of Deferred Compensation under Sec. 409A of the IRC (2006) (This product cannot be used to receive MCLE credit) (CLE CourseBooks) 17144	$40.00	$60.00
+ New World of Deferred Compensation under Sec. 409A of the IRC (2006) (MCLE credit only if you have access to the course's audio/video/CD recording. You cannot receive MCLE credit from a coursebook alone.) (CLE CourseBooks) 17144M	$85.00	$160.00
* New World of Deferred Compensation under Sec. 409A of the IRC (2006) (MCLE Audio on CD) D7144	$175.00	$260.00