U.S. Chamber of Commerce
|
|
- Rose McLaughlin
- 5 years ago
- Views:
Transcription
1 U.S. Chamber of Commerce H Street, NW Washington, DC January 3, 2006 Courier s Desk Internal Revenue Service 1111 Constitution Avenue, N.W. Washington, DC ATTN: C:PA:LPD:PR (REG ) Room 5203 Re: IRS Proposed Regulation (REG ) on Application of Section 409A to Nonqualified Deferred Compensation Plans Dear Sir/Madam: On behalf of the U.S. Chamber of Commerce, we are submitting this letter in response to the request for comments on Proposed Treasury Regulations issued under Internal Revenue Code ( Code ) Section 409A, which were published on October 4, The U.S. Chamber of Commerce is the world s largest business federation, representing more than three million businesses and organizations of every size, sector, and region, with substantial membership in all 50 states. These comments have been developed with particular input from the Chamber s Employee Benefits Committee, which is comprised of representatives of a wide variety of companies, all experts in the field. We understand that Code Section 409A was implemented to combat perceived abuses in the area of deferred compensation. We completely support all efforts to eradicate such abuse. However, we remain concerned that these efforts may have unforeseen and untenable consequences upon the business community. As you are aware, deferred compensation plans are important incentive and retention tools for many types of businesses. Therefore, it is vitally important that rules aimed at ending abuses do not interfere with the benefits that these programs provide to employers and their workers. We appreciate the efforts of the Department of the Treasury ( Treasury ) and the Internal Revenue Service ( Service ) in issuing these proposed regulations providing guidance and transition rules under Section 409A of the Code. Notwithstanding, there are several areas where the guidance provided under the proposed regulations is unclear or where our members have concerns about the practicality of the guidance provided in the proposed regulations. The comments included in this letter are separated into the following general categories: the
2 definition of service recipient stock, stock option extensions, separation pay, and miscellaneous issues. I. SERVICE RECIPIENT STOCK A. Expand Definition of Service Recipient Stock. 2 The proposed regulations define service recipient stock as stock that, as of the date of grant, is common stock of a corporation that is a service recipient (including any member of a group of corporations or other entities treated as a single service recipient) that is readily tradable on an established securities market, or if none, that class of common stock of such corporation having the greatest aggregate value of common stock issued and outstanding of such corporation, or common stock with substantially similar rights to stock of such class (disregarding any difference in voting rights). This definition is overly restrictive with respect to publicly traded companies that have more than one class of stock. This definition essentially precludes such companies from granting stock rights (e.g., options or stock appreciation rights ( SARs )) on a class of stock other than its readily traded common stock, regardless of whether the other stock is materially different from that common stock. With respect to companies that do not have stock that is readily tradable on an established securities market within the controlled group, the proposed regulations define service recipient stock as that class of common stock having the greatest aggregate value of the common stock issued and outstanding or common stock with substantially similar rights to stock of such class (disregarding any difference in voting rights). However, a publicly traded company is precluded from treating non-publicly traded stock as service recipient a stock, despite the non-publicly traded stock having substantially similar rights to the publicly traded stock. For example, under the definition of service recipient stock used in the proposed regulations, a publicly traded company is precluded from granting stock rights on a class of preferred stock that is substantially similar to its publicly traded stock, but with additional voting rights. We request the definition of service recipient stock be broadened to include additional classes of stock for publicly traded companies. We do not believe that the legislative history supports a definition of service recipient stock that is as narrow as the one set forth in the proposed regulations. The preamble to the proposed regulations explains that Treasury and the Service crafted a narrow definition to the definition of service recipient stock because of their concerns that grants of options or SARs on preferred stock with substantial debt characteristics could create an arrangement that more closely resembles a traditional nonqualified deferred compensation plan, thus creating a 409A loophole. We believe, however, that a definition of service recipient stock may be crafted that precludes such abuse by setting forth specific examples of the characteristics of debt that would disqualify a class of stock from being considered service recipient stock, and allowing classes of stock that do not have such characteristics to be treated as service recipient stock. B. Clarify Definition of Service Recipient Stock for Nonpublicly Traded Companies. With respect to private companies with no publicly-traded entities within the controlled group, the proposed regulations are not clear as to whether service recipient stock is defined with respect to the controlled group or the entity for which the service provider performs
3 3 services. There are many good business reasons why a private company that is the direct service recipient may wish to issue stock grants on its own stock. There are also good business reasons why a private company may wish to issue stock rights with respect to stock of another member of the company s controlled group. We request that the definition of service provider stock be clarified to provide that with respect to non-publicly held companies (where there is no publicly traded stock within the controlled group), service recipient stock may be determined with respect to either the entity for whom the service is provided or the stock of another member of the controlled group. For example, in a parent-subsidiary controlled group (where there is no publicly traded stock within the controlled group), an employee who is working for a subsidiary may be granted stock rights issued either on the subsidiary s stock or on the stock of another corporation in the controlled group. C. Make Limitations on Service Recipient Stock Prospective. Regardless of whether Treasury and the Service decide to expand the definition of service recipient stock, the definition of service provider stock set forth in the proposed regulations is significantly narrower from the guidance included in Notice For this reason, the final regulations should apply the definition prospectively. Service recipients who granted options or SARs on stock that would have been service provider stock under Notice but that would not be so under the proposed regulations should not be required to restructure such awards, and the service recipients who received such awards should not be penalized by application of Section 409A. For options and SARs granted after issuance of Notice , but prior to the proposed regulations, Section 409A should not apply if the options or SARs would otherwise be excluded from coverage under Section 409A, except that the stock does not meet the definition of service recipient stock to the extent that it is narrower than the guidance in Notice To apply the rule in any other way would subject individuals to a significant penalty for options granted prior to the publication of the proposed regulations in good faith compliance with Notice II. OPTION TERM EXTENSIONS. A. Definition of Extension Extend the Safe Harbor. Under the proposed regulations, any modification of a stock right is treated as a grant of a new stock right as of the date of the modification. Such new grant may or may not constitute a deferral of compensation under Section 409A, depending on whether the stock right is in the money when the modification occurs. However, an extension or renewal of a stock right is treated differently from a modification; it results in the stock right having had an additional deferral feature from the date of grant, which makes it subject to Section 409A from its inception, subject to an exception for certain short-term extensions. We suggest that this short-term extension exception be lengthened to two full years following the date the option would otherwise have become non-exercisable. This two-year safe harbor should be in addition to the 30-day extension granted to individuals precluded from exercising because of possible violations of securities laws. Providing the two-year safe harbor
4 4 would be consistent with current common practice, and does not provide a significant risk that a service provider will use the extension to manipulate the value of the compensation. B. Prospective Treatment of Stock Right Term Extension as Retroactive Modification. As described above, it is not uncommon for an employment agreement or other arrangement describing separation pay to provide for an extension of the period to exercise a stock right. Many of these are included in contractual arrangements that were in effect prior to the publication of the proposed regulations (in fact, prior to the enactment of Code Section 409A). Regardless of whether the safe harbor extension period suggested above is included in the final regulations, we request that the final regulations provide that the extension of a stock right will not be treated as an extension that makes Section 409A applicable if the extension was provided in a binding, written contractual arrangement that was in place prior to the date of publication of the proposed regulations. III. SEPARATION PAY A. Separation Pay due to Involuntary Termination- Safe Harbor. The proposed regulations exempt from Section 409A separation pay arrangements that make payments upon an involuntary separation from service as long as the amount of separation pay is not greater than two times the lesser of (i) the service provider s annual taxable compensation (as defined in Treas. Reg (d)(2)) for the calendar year before the year of separation from service or (ii) the maximum amount that may be taken into account under a qualified plan pursuant to Section 401(a)(17) for such year before the year in which the service provider separates from service. We request clarification as to how the Section 401(a)(17) limit is applied for this safe harbor. Specifically, we request clarification that the Section 401(a)(17) limit for the current year (e.g., the year the separation occurs) and not the prior year (used for determining compensation under this rule) be applied. To have the 401(a)(17) limit for the year prior to the year of separation apply may preclude otherwise unobjectionable separation pay from falling within this safe harbor. Furthermore, as to a person who was hired in the separation year (and who, therefore, otherwise would have a zero limit under this safe harbor rule), final regulations should permit the individual s compensation (not counting severance) for the separation year to be used. Finally, as to any individual who commenced employment after the beginning of the year with respect to which compensation is being determined, final regulations should permit annualized compensation to be used. B. Exempt Installment Payments from the Six-Month Rule. Section 409A(a)(2)(B) provides that a deferred compensation arrangement may permit a distribution to be made upon a service provider s separation from service, except that a distribution may not be made for at least six months after separation from service if the service provider is a key employee of a corporation whose stock is publicly traded on an established
5 5 securities market (the six-month rule ). In the preamble to the proposed regulations, the Service has stated that it lacks the authority to exempt installment payments from the six-month rule. The Service, however, has been granted broad authority to prescribe regulations to carry out the purposes of Section 409A. We recommend that the regulations permit immediate commencement of installment payments for key employees in the form of a loan that would be forgiven at the end of the sixmonth period unless the company becomes insolvent during the six-month period. The legislative history of Section 409A clearly indicates that the six-month rule was passed to prevent inappropriate control or access to deferred compensation. Permitting the immediate commencement of payments for key employees upon their separation from service in the form of such loans is consistent with the intent of Congress in establishing Section 409A(a)(2)(B), and more important, consistent with the statute. IV. MISCELLANEOUS A. Plan Termination. The proposed regulations provide rules addressing the acceleration of payment in the event of a termination of a deferred compensation arrangement. Among the rules that apply to the termination of an arrangement is a requirement that the service recipient for five years not adopt a new arrangement that would have been aggregated with any terminated arrangement. We request that that the final regulations clarify that the five-year restriction on the establishment of a new arrangement does not apply if payment is not accelerated in connection with the termination of the arrangement. B. Acceleration of Payment for Payment of Employment Taxes. The proposed regulations permit the accelerated payment from an arrangement in order to pay the Federal Insurance Contributions Act ( FICA ) tax imposed on compensation deferred under the arrangement, as well to pay income tax withholding on such deferred compensation. Section 409A applies broadly to service providers, including certain service providers who are not employees of the service recipient. We request that the final regulations clarify that an arrangement may also permit accelerated payment in order to pay the Self Employment Contributions Act ( SECA ) tax imposed on compensation deferred under the arrangement, as well as to pay estimated income taxes on such deferred compensation. C. Transition Guidance. The preamble to the proposed regulations provide for the extension of certain transition relief included in Notice In the preamble, the it is noted that the limited time for terminating participation in a plan subject to 409A or canceling a deferral election under such a plan is not extended. Accordingly, such termination or cancellation of deferred compensation arrangements must occur in calendar year 2005 and the amounts subject to the cancellation must be includible in income of the participant in the calendar year 2005 or, if later, in the taxable year in which the amounts are earned and vested. We request clarification that a service provider who makes such a termination or cancellation election in 2005 with respect to deferred compensation that becomes
6 6 earned and vested in 2005, but does not receive payment in 2005 in accordance with the service recipient s normal pay practices, will still be treated as having satisfied the transition rule set forth in Notice where the service recipient pays the amount to the service provider in accordance with its normal pay practices in early 2006 (in no event later than March 15, 2006). In conclusion, we hope that you find our comments and suggestions regarding the proposed regulations under Code section 409A useful. As this process continues, we look forward to continuing discussions with you as our members implement and utilize the rules and guidance under Code section 409A. We sincerely appreciate your consideration of these comments. Sincerely, Randel K. Johnson Vice President Labor, Immigration and Employee Benefits U.S. Chamber of Commerce Aliya Wong Director, Pension Policy Labor, Immigration and Employee Benefits U.S. Chamber of Commerce OF COUNSEL: Althea R. Day, Esq. Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue NW Washington, DC Phone:
IRS Finalizes Regulations Under Section 409A, Finally
April 18, 2007 IRS Finalizes Regulations Under Section 409A, Finally On April 10 th, the IRS issued long-awaited final regulations under Code section 409A. The regulations primarily finalize rules contained
More informationDeferred Compensation Legislation Urgent Need for Guidance
William F. Sweetnam Benefits Tax Counsel Department of the Treasury 1500 Pennsylvania Avenue, NW Room 3050 Washington, DC 20220 Re: Deferred Compensation Legislation Urgent Need for Guidance Dear Bill:
More informationIn general. Section 162(m) Committee Reports. Joint Committee on Taxation Report JCX Present Law
Committee Reports COMREP 1621.00048 Special rules for tax treatment of executive compensation of employers participating in the troubled assets relief program. (Emergency Economic Stabilization Act of
More informationLEGAL ALERT. April 13, 2007
LEGAL ALERT April 13, 2007 IRS Issues Final Section 409A Regulations On April 10, 2007, the Treasury Department and the Internal Revenue Service (the IRS) released the final regulations interpreting section
More informationPart I. Rulings and Decisions Under the Internal Revenue Code of 1986
This document is referenced in an endnote at the Bradford Tax Institute. CLICK HERE to go to the home page. Part I. Rulings and Decisions Under the Internal Revenue Code of 1986 Section 42. Low-Income
More information1500 Pennsylvania Avenue, NW 1111 Constitution Avenue, NW Washington, DC Washington, DC 20224
November 6, 2018 The Honorable David J. Kautter Mr. William M. Paul Assistant Secretary for Tax Policy Acting Chief Counsel Department of the Treasury Internal Revenue Service 1500 Pennsylvania Avenue,
More informationWorth the Wait? The Final Section 409A Regulations
T O O U R F R I E N D S A N D C L I E N T S M e m o r a n d u m May 2, 2007 www.friedfrank.com Worth the Wait? The Final Section 409A Regulations The Treasury Department has issued final regulations under
More informationRecent Developments Affecting Qualified and Nonqualified Deferred Compensation, Part I: New Proposed Regulations
PRACTICE POINT Recent Developments Affecting Qualified and Nonqualified Deferred Compensation, Part I: New Proposed Regulations By David Pratt, Professor of Law, Albany Law School, Albany, NY There have
More informationAdvanced Markets Because You Asked
Advanced Markets Because You Asked June 2007 Answers to Questions Frequently Asked of the Advanced Markets Group The Impact of Section 409A on Nonqualified Deferred Compensation Plans Advanced Markets
More informationIRS Transition Guidance on Deferred Compensation Legislation
December 30, 2004 IRS Transition Guidance on Deferred Compensation Legislation The IRS recently issued eagerly-awaited preliminary guidance on the rules for nonqualified deferred compensation plans recently
More informationPart III. Administrative, Procedural, and Miscellaneous
Part III. Administrative, Procedural, and Miscellaneous Guidance Under 409A of the Internal Revenue Code Notice 2005 1 I. Purpose and Overview Section 885 of the recently enacted American Jobs Creation
More informationH.R. 1 s Impact on Retirement Plans and Recordkeepers
February 9, 2018 Robert Neis Benefits Tax Counsel Office of the Benefits Tax Counsel Department of the Treasury 1500 Pennsylvania Avenue, NW, Room 3044 Washington, D.C. 20220 Re: H.R. 1 s Impact on Retirement
More informationTHE SALK INSTITUTE FOR BIOLOGICAL STUDIES. 34th ANNUAL TAX SEMINAR WHAT FOUNDATION MANAGERS NEED TO KNOW ABOUT THE QUALIFYING DISTRIBUTION RULES
THE SALK INSTITUTE FOR BIOLOGICAL STUDIES 34th ANNUAL TAX SEMINAR WHAT FOUNDATION MANAGERS NEED TO KNOW ABOUT THE QUALIFYING DISTRIBUTION RULES May 17, 2006 Celia Roady, Esq. Morgan, Lewis & Bockius LLP
More informationNew IRS Guidance On Deferred Compensation
October 2005 New IRS Guidance On Deferred Compensation The IRS has issued long-awaited Proposed Regulations under new Internal Revenue Code Section 409A, relating to non-qualified deferred compensation.
More informationA Revolution in the World of Deferred Compensation
Originally published in: The Tax Executive November 15, 2004 A Revolution in the World of Deferred Compensation By: Norman J. Misher and David E. Kahen I. Introduction On October 22, 2004, President Bush
More informationLEGAL ALERT. September 14, IRS Provides Limited Relief and Additional Guidance Under Code Section 409A
LEGAL ALERT September 14, 2007 IRS Provides Limited Relief and Additional Guidance Under Code Section 409A On September 10, 2007, Treasury and the IRS released Notice 2007-78 (the Notice ), providing limited
More informationGetting Up to Speed on the Final Regulations for Deferred Compensation
Where published May-June 2007 THE TAX EXECUTIVE Getting Up to Speed on the Final Regulations for Deferred Compensation By: Norman J. Misher and David E. Kahen S ection 409A of the Internal Revenue Code
More informationLegal Updates & News. IRS Issues Final Section 409A Regulations May 2007 by Timothy G. Verrall, Paul Borden, Patrick McCabe.
Legal Updates & News Legal Updates IRS Issues Final Section 409A Regulations May 2007 by Timothy G. Verrall, Paul Borden, Patrick McCabe Related Practices: Tax On April 10, after keeping the executive
More informationThis notice provides guidance on the effective date of the $2,500 limit (as
Section 125 - Cafeteria Plans Health flexible spending arrangements not subject to $2,500 limit on salary reduction contributions for plan years beginning before 2013 and comments requested on potential
More informationRe: Recommendations for Priority Guidance Plan (Notice )
Courier s Desk Internal Revenue Service Attn: CC:PA:LPD:PR (Notice 2018-43) 1111 Constitution Avenue, N.W. Washington, DC 20224 Re: Recommendations for 2018-2019 Priority Guidance Plan (Notice 2018-43)
More informationIRS ISSUES PROPOSED REGULATIONS UNDER CODE SECTION 409A COVERING NEW DEFERRED COMPENSATION RULES
IRS ISSUES PROPOSED REGULATIONS UNDER CODE SECTION 409A COVERING NEW DEFERRED COMPENSATION RULES October 17, 2005 TABLE OF CONTENTS A. EFFECTIVE DATE; TRANSITION RULES...1 1. Effective Date of Regulations;
More informationROCKY MOUNTAIN TAX SEMINAR FOR PRIVATE FOUNDATIONS CURRENT AND DEFERRED COMPENSATION FOR DIRECTORS AND OFFICERS: THE RED FLAGS. September 11, 2013
ROCKY MOUNTAIN TAX SEMINAR FOR PRIVATE FOUNDATIONS CURRENT AND DEFERRED COMPENSATION FOR DIRECTORS AND OFFICERS: THE RED FLAGS September 11, 2013 Celia Roady, Esq. Morgan, Lewis & Bockius LLP 1111 Pennsylvania
More informationIn October 2004, the American Jobs Creation Act
Long-Awaited Final Regulations Under Code Sec. 409A Are Issued As Transition Relief Nears an End * By David G. Johnson and Elizabeth Buchbinder ** Dave Johnson and Elizabeth Buchbinder discuss the new
More informationDeferred Compensation for Dummies: The Section 409A Compliance Clock is Ticking
Deferred Compensation for Dummies: The Section 409A Compliance Clock is Ticking OCTOBER 17, 2008 PUBLICATIONS Most of us involved in the practice of law are familiar with the benefits of tax deferral.
More informationExecutives and Others Face Tough Tax Liability Unless Deferred Compensation Deals Timely Updated For New Internal Revenue Code Section 409A Compliance
Executives and Others Face Tough Tax Liability Unless Deferred Compensation Deals Timely Updated For New Internal Revenue Code Section 409A Compliance By Cynthia Marcotte Stamer American businesses and
More informationSection 199A Trade or Business Safe Harbor: Rental Real Estate. This notice contains a proposed revenue procedure that provides for a safe
Part III - Administrative, Procedural, and Miscellaneous Section 199A Trade or Business Safe Harbor: Rental Real Estate Notice 2019-07 SECTION 1. PURPOSE This notice contains a proposed revenue procedure
More information409A PROPOSED REGULATIONS: MORE GUIDANCE AND LIMITED TRANSITION RELIEF
OCTOBER 18, 2005 VOLUME 1, NUMBER 11 409A PROPOSED REGULATIONS: MORE GUIDANCE AND LIMITED TRANSITION RELIEF The proposed regulations generally extend the plan amendment deadline to December 31, 2006, and
More informationTHE NONQUALIFIED DEFERRED COMPENSATION ADVISOR 2007 SUPPLEMENT
THE NONQUALIFIED DEFERRED COMPENSATION ADVISOR 2007 SUPPLEMENT PPA Restricts Trusts for Top Executives The Pension Protection Act added new restrictions to IRC Section 409A to prohibit top executives from
More informationH. Compensation. Present Law
1. Nonqualified deferred compensation In general H. Compensation Present Law Compensation may be received currently or may be deferred to a later time. The tax treatment of deferred compensation depends
More informationNew Deferred Compensation Legislation Summary and Action Steps
October 29, 2004 New Deferred Compensation Legislation Summary and Action Steps The House and Senate recently approved far-reaching changes in the federal tax laws that apply to nonqualified deferred compensation
More informationFurther Guidance on the Application of Section 409A to Nonqualified Deferred Compensation Plans
[4830-01-p] DEPARTMENT OF THE TREASURY Internal Revenue Service 26 CFR Part 1 [REG-148326-05] RIN 1545-BF50 Further Guidance on the Application of Section 409A to Nonqualified Deferred Compensation Plans
More informationU.S. Chamber of Commerce. November 1, 2007
U.S. Chamber of Commerce November 1, 2007 The Honorable Charles Rangel Chairman House Committee on Ways and Means United States House of Representatives Washington, DC 20515 Dear Chairman Range!: On behalf
More informationCentralized Partnership Audit Regime: Rules for Election Under Sections 6226 and
This document is scheduled to be published in the Federal Register on 12/19/2017 and available online at https://federalregister.gov/d/2017-27071, and on FDsys.gov [4830-01-p] DEPARTMENT OF THE TREASURY
More informationAugust 9, Submitted Electronically Via Federal Rulemaking Portal:
August 9, 2016 Submitted Electronically Via Federal Rulemaking Portal: www.regulations.gov Attention: CC:PA:LPDD:PR REG-135702-15 Internal Revenue Service P.O. Box 7604 Ben Franklin Station Washington,
More informationNuts & Bolts of Section 409A: Practical Issues to Consider in Every Practice
Nuts & Bolts of Section 409A: Practical Issues to Consider in Every Practice June 9, 2016 Sponsored by the ABA Joint Committee on Employee Benefits and the American College of Employee Benefits Counsel
More informationFinal 409A Deferred Compensation Regulations
April 2007 Bulletin 07-030 If you have questions or would like additional information on the material covered in this Bulletin, please contact one of the authors: Jeffrey G. Aromatorio 412.288.3364 jaromatorio@reedsmith.com
More informationIRS proposes clarifying regulations for nonqualified deferred compensation plans
Important information Plan administration and operation IRS proposes clarifying regulations for nonqualified deferred compensation plans Who s affected These proposed rules are applicable to plan sponsors
More informationSection 409A and Severance Arrangements
Section 409A and Severance Arrangements A Lexis Practice Advisor Practice Note by Alan M. Levine, Morrison Cohen LLP Alan M. Levine This practice note discusses how the nonqualified deferred compensation
More informationRecent Developments for Sections 409A and 457: Proposed Regulations and Chief Counsel Memorandum
CLIENT MEMORANDUM Recent Developments for Sections 409A and 457: Proposed Regulations and Chief Counsel Memorandum September 6, 2017 Earlier this summer, the Office of the Chief Counsel of the Internal
More informationTHE BRAVE NEW. New Rules on Deferred Compensation and Severance
THE BRAVE NEW WORLD OF 409A New Rules on Deferred Compensation and Severance 1 HISTORY The American Jobs Creation Act of 2004 signed into law section 409A of the Internal Revenue Service code (the Code
More informationTemporary rules under section 6662A and sections 6662 and 6664, as amended
Part III - Administrative, Procedural, and Miscellaneous Temporary rules under section 6662A and sections 6662 and 6664, as amended Notice 2005-12 The purpose of this notice is to alert taxpayers to the
More informationEmployee Benefits Update
Shipman & Goodwin LLP Employee Benefits Update October 30, 2007 SECTION 409A DEFERRED COMPENSATION: GOOD FAITH COMPLIANCE, TRANSITION OPPORTUNITIES AND PREPARATION FOR FULL COMPLIANCE Final regulations
More informationStatement of Mark D. Wincek Kilpatrick Stockton LLP at the Hearing on the Section 409A Proposed Regulations January 25, 2006
Suite 900 607 14th St., NW Washington DC 20005-2018 t 202 508 5801 f 202 585 0019 MWincek@KilpatrickStockton.com Statement of Mark D. Wincek Kilpatrick Stockton LLP at the Hearing on the Section 409A Proposed
More informationLEXIS FEDERAL TAX JOURNAL QUARTERLY
LEXIS FEDERAL TAX JOURNAL QUARTERLY September 2016 IN THIS ISSUE: Featured Articles Elaine Gagliardi on Consistent Basis Reporting: Are Proposed Regulations Consistent with Congress s Basis for Enactment?
More informationMay 22, Re: Transition Relief for New Requirements on 2013 Form 1099-R
Committee of Annuity Insurers Bryan W. Keene Davis & Harman LLP 1455 Pennsylvania Avenue, NW, Suite 1200 Washington, DC 20004 (202) 662-2273 American Council of Life Insurers Walter C. Welsh Executive
More informationNONQUALIFIED DEFERRED COMPENSATION: THE EFFECT OF THE NEW RULES NOW AND IN THE FUTURE
NONQUALIFIED DEFERRED COMPENSATION: THE EFFECT OF THE NEW RULES NOW AND IN THE FUTURE By Deloitte Tax LLP This special report was authored by Deborah Walker, partner (former deputy to the benefits tax
More informationProposed Modifications/Clarifications to the 409A Regulations
Proposed Modifications/Clarifications to the 409A Regulations By Howard D. Stern, FSA, MAAA Senior Vice President & Actuary The Pangburn Group On June 21 st, 2016, the IRS issued proposed regulations that
More informationAMERICAN LAW INSTITUTE-AMERICAN BAR ASSOCIATION LIMITED LIABILITY ENTITIES. Presentation on: March 16, 2006
AMERICAN LAW INSTITUTE-AMERICAN BAR ASSOCIATION LIMITED LIABILITY ENTITIES Presentation on: March 16, 2006 NON-QUALIFIED DEFERRED COMPENSATION SECTION 409A AND PARTNERSHIPS John R. Maxfield Holland & Hart
More informationCompensating Owners and Key Employees of Partnerships and LLC's
College of William & Mary Law School William & Mary Law School Scholarship Repository William & Mary Annual Tax Conference Conferences, Events, and Lectures 2013 Compensating Owners and Key Employees of
More informationSection 280G. Golden Parachute Payments T.D DEPARTMENT OF THE TREASURY Internal Revenue Service 26 CFR Parts 1. Golden Parachute Payments
DATES: Effective Date: August 4, 2003. These regulations apply to any payment that is contingent on a change in ownership or control if the change in ownership or control occurs on or after January 1,
More informationCOMMENTARY JONES DAY. Section 409A operates in three steps. First, it identifies compensation it considers nonqualified deferred
February 2006 JONES DAY COMMENTARY Employee Benefits & Executive Compensation Section 409A s Impact on Private Companies Section 409A was added to the Internal Revenue Code in October 2004 to provide strict
More informationSUMMARY: This document contains proposed regulations relating to disguised
This document is scheduled to be published in the Federal Register on 07/23/2015 and available online at http://federalregister.gov/a/2015-17828, and on FDsys.gov [4830-01-p] DEPARTMENT OF THE TREASURY
More informationCode Section 409A: Revisiting the Basics
409A Basics A Webinar Series Code Section 409A: Revisiting the Basics Presenters: Althea R. Day Daniel L. Hogans Leslie E. DuPuy www.morganlewis.com March 29, 2012 Section 409A Background The American
More informationAugust 26, Submitted Via Federal Rulemaking Portal:
August 26, 2010 Submitted Via Federal Rulemaking Portal: http://www.regulations.gov Office of Consumer Information and Insurance Oversight Department of Health and Human Services Room 445-G Hubert H. Humphrey
More informationAMERICAN JOBS CREATION ACT OF 2004
AMERICAN JOBS CREATION ACT OF 2004 OCTOBER 26, 2004 TABLE OF CONTENTS Page REPEAL OF EXCLUSION FOR EXTRATERRITORIAL INCOME AND DEDUCTIONS FOR DOMESTIC PRODUCTION ACTIVITIES... 1 TAX SHELTERS... 2 Information
More informationCode Section 457A Revisited: Permitted Offshore Deferrals for Investment Fund Managers. Chris M. Kang
Code Section 457A Revisited: Permitted Offshore Deferrals for Investment Fund Managers Chris M. Kang Although formal guidance under Section 457A of the Internal Revenue Code of 1986, as amended (the Code
More informationHarris 1. Feedback for Notice (Guidance on the Application of 162(m) 1 ) as of 10/30/2018. NOTICE , SECTION NUMBER Section III.B.
Feedback for Notice 2018-68 (Guidance on the Application of 162(m) 1 ) as of 10/30/2018 Section III.B. Remuneration Provided Pursuant to a Written Binding Contract Clarify that compliance with requirements
More informationOctober 1, CC:PA:LPD:PR (REG ) Room 5203 Internal Revenue Service P.O. Box 7604 Ben Franklin Station Washington, DC 20044
October 1, 2018 CC:PA:LPD:PR (REG-107892-18) Room 5203 Internal Revenue Service P.O. Box 7604 Ben Franklin Station Washington, DC 20044 Attention: Regina Johnson RE: Comment on IRS Notice of Proposed Rulemaking
More informationCOMPENSATION & BENEFITS
COMPENSATION & BENEFITS JUNE 2001 A lert Summary of Retirement-Related Provisions of the Economic Growth and Tax Relief Reconciliation Act of 2001 The Economic Growth and Tax Relief Reconciliation Act
More informationComments on Automatic Contribution Arrangement 401(k) Plans. February 6, 2008
Comments on Automatic Contribution Arrangement 401(k) Plans February 6, 2008 Department of Treasury Internal Revenue Service 26 CFR Part 1 [REG-133300-07] The American Society of Pension Professionals
More informationIRS Issues Proposed Regulations on Qualified Opportunity Funds
IRS Issues Proposed Regulations on Qualified Opportunity Funds Proposed Regulations Would Clarify a Number of Threshold Issues But Also Leave Many Other Issues to be Resolved by Future Guidance SUMMARY
More informationForfeitures Used to Fund Safe Harbor Contributions
July 8, 2013 Ms. Joyce Kahn Acting Director, EP Rulings & Agreements 1111 Constitution Ave NW Washington, DC 20224-0002 Re: Forfeitures Used to Fund Safe Harbor Contributions Dear Ms. Kahn, The American
More informationINTERIM GUIDANCE ON APPLICATION OF 457A. A. Section 457A In General
Interim Guidance Under Section 457A Notice 2009 8 PURPOSE This notice provides interim guidance on the application of 457A to nonqualified deferred compensation plans of nonqualified entities. Section
More informationGlobal Employer Rewards. Nonqualified Deferred Compensation: The Effect of Section 409A Now and in the Future
Global Employer Rewards Nonqualified Deferred Compensation: The Effect of Section 409A Now and in the Future 1 Contents Introduction...1 Section 409A: Overview...2 Nonqualified Deferred Compensation Plans:
More informationPart III - Administrative, Procedural, and Miscellaneous. Payment of Employment Taxes with Respect to Disregarded Entities
Part III - Administrative, Procedural, and Miscellaneous Payment of Employment Taxes with Respect to Disregarded Entities Notice 99-6 PURPOSE This notice solicits comments from taxpayers and practitioners
More informationNONQUALIFIED DEFERRED COMPENSATION & CODE 409A
NONQUALIFIED DEFERRED COMPENSATION & CODE 409A I. REVIEW OF NQDC PRIOR TO CODE 409A A. Nonqualified Deferred Compensation ( NQDC ) Plan - a plan, agreement, or arrangement between an employer and an employee
More informationThis revenue procedure provides model plan language that may be used by public schools
Part III --Administrative, Procedural, and Miscellaneous 26 CFR 601.201: Rulings and determination letters. (Also, Part I, 403; 1.403(b)-3.) Rev. Proc. 2007-71 SECTION 1. PURPOSE This revenue procedure
More informationGlobal Benefits & Compensation
Global Benefits & Compensation July 2007 ALBANY AMSTERDAM ATLANTA BOCA RATON BOSTON CHICAGO DALLAS DELAWARE DENVER FORT LAUDERDALE HOUSTON LAS VEGAS LOS ANGELES MIAMI NEW JERSEY NEW YORK ORANGE COUNTY
More informationAffordable Care Act Nondiscrimination Provisions Applicable to Insured Group Health Plans
Part III Administrative, Procedural, and Miscellaneous Section 4980D-Failure to Meet Certain Group Health Plan Requirements (also sections 105(h) Amounts Received Under Accident and Health Plans, 9815-Additional
More informationDeemed Distributions Under Section 305(c) of Stock and Rights to Acquire Stock. SUMMARY: This document contains proposed regulations regarding deemed
This document is scheduled to be published in the Federal Register on 04/13/2016 and available online at http://federalregister.gov/a/2016-08248, and on FDsys.gov [4830-01-p] DEPARTMENT OF THE TREASURY
More informationCompensation Packages: What s in Your Wallet? 1 By John D. Walch Of Counsel, Labor and Employment Group April 20, 2006
Compensation Packages: What s in Your Wallet? 1 By John D. Walch Of Counsel, Labor and Employment Group April 20, 2006 I. Introduction Since the 1940s, most businesses in the United States have used very
More informationREVISED TAX SHELTER REGULATIONS
REVISED TAX SHELTER REGULATIONS FEBRUARY 20, 2004 SIMPSON THACHER & BARTLETT LLP REVISED TAX SHELTER REGULATIONS TABLE OF CONTENTS Page TAX SHELTER DISCLOSURE STATEMENTS... 2 PARTICIPATION IN REPORTABLE
More informationU.S. Tax Advisory. Final section 409A regulations What you need to know and do now
U.S. Tax Advisory. Final section 409A regulations What you need to know and do now On April 10, 2007, the U.S. Treasury Department and Internal Revenue Service issued final regulations under section 409A
More informationFocus on Severance Pay Arrangements Under the New Deferred Compensation Proposed Regulations
11/11/2005 Focus on Severance Pay Arrangements Under the New Deferred Compensation Proposed Regulations The Internal Revenue Service and U.S. Treasury Department recently issued proposed regulations under
More informationThese FAQs state: HRA Prohibition May Have Broader Affects
May 20, 2013 Secretary Sebelius Department of Health and Human Services Hubert H. Humphrey Building 200 Independence Avenue, S.W. Washington, DC 20201 Secretary Lew Department of the Treasury 1500 Pennsylvania
More informationSummary of Tax Consequences of Golden Parachute Payments Upon a Change in Control: Internal Revenue Code Section 280G
T O O U R F R I E N D S A N D C L I E N T S August 8, 2003 Summary of Tax Consequences of Golden Parachute Payments Upon a Change in Control: Internal Revenue Code Section 280G The tax implications of
More informationWays & Means Committee Draft ( W&M Draft )
General The United States House of Representatives released on November 2, 2017. The House Committee on Ways & Means released its W&M on November 10, 2017 and the W&M was later approved by the House of
More informationINVESTMENT FUNDS ALERT
October 15, 2004 INVESTMENT FUNDS ALERT NEW LEGISLATION RELATING TO NONQUALIFIED DEFERRED COMPENSATION PLANS Congress has passed, and President Bush is expected to sign into law, the American Jobs Creation
More informationIRS and Treasury issue proposed regulations on income inclusion for failure to comply with Code section 409A
February 11, 2009 IRS and Treasury issue proposed regulations on income inclusion for failure to comply with Code section 409A By John Lowell, Vice President, Aon Consulting As part of its triad of guidance
More informationINITIAL GUIDANCE ON NEW DEFERRED COMPENSATION RULES
CLIENT MEMORANDUM INITIAL GUIDANCE ON NEW DEFERRED COMPENSATION RULES The Treasury has issued initial guidance under Section 409A of the Internal Revenue Code. Section 409A, added to the Code as part of
More informationNovember 8, Submitted Electronically Via Federal Rulemaking Portal:
November 8, 2013 Submitted Electronically Via Federal Rulemaking Portal: www.regulations.gov CC:PA:LPD:PR (REG-136630-12) Room 5205 Internal Revenue Service P.O. Box 7604 Ben Franklin Station Washington,
More informationFoley & Lardner LLP. May 13, :00 p.m. 2:00 p.m. EST
Attorney Advertising Prior results do not guarantee a similar outcome Models used are not clients but may be representative of clients 321 N. Clark Street, Suite 2800, Chicago, IL 60610 312.832.4500 Foley
More information1111 Constitution Avenue, NW 1111 Constitution Avenue, NW Washington, DC Washington, DC 20224
January 10, 2019 The Honorable Charles P. Rettig Mr. William M. Paul Commissioner Acting Chief Counsel Internal Revenue Service Internal Revenue Service 1111 Constitution Avenue, NW 1111 Constitution Avenue,
More informationWith Year-End Deadline Looming IRS Issues Much Anticipated Hardship Guidance
With Year-End Deadline Looming IRS Issues Much Anticipated Hardship Guidance PUBLISHED: November 16, 2018 Plan sponsors and recordkeepers have been eagerly anticipating IRS guidance on changes to the hardship
More informationSeptember 29, Filed electronically at
September 29, 2016 Filed electronically at http://www.regulations.gov Office of Regulations and Interpretations Employee Benefits Security Administration Room N 5655 U.S. Department of Labor 200 Constitution
More informationA. Cash Position - Regulatory Authority to Determine Cash Positions and Non-Cash Positions and Relevant Examples
December 14, 2017 Chip Harter Deputy Assistant Secretary (International Tax Affairs) U.S. Department of the Treasury 1500 Pennsylvania Avenue, NW Washington, DC 20220 Dear Mr. Harter, USCIB 1 is writing
More informationDecember 26, Carol Weiser Acting Benefits Tax Counsel U.S. Department of the Treasury 1500 Pennsylvania Avenue NW Washington, DC 20220
December 26, 2018 Carol Weiser Acting Benefits Tax Counsel U.S. Department of the Treasury 1500 Pennsylvania Avenue NW Washington, DC 20220 David Horton Acting Commissioner Tax Exempt and Government Entities
More informationChapter VI. Specialized Types of Retirement Income Plans Midwinter Report
Chapter VI Specialized Types of Retirement Income Plans 2017 Midwinter Report American Bar Association Section of Labor and Employment Law Employee Benefits Committee February 8-11, 2017 Austin, Texas
More information1. There have been significant expansions to the definition of service recipient stock
TOP 10 THINGS TO KNOW ABOUT THE FINAL SECTION 409A REGULATIONS 1. There have been significant expansions to the definition of service recipient stock Rule: The definition of service recipient stock has
More informationTax Update. Also In This Issue JANUARY Radio Show Appearance. Pepper Sponsors Annual Federal Bar Tax Conference.
Tax Update JANUARY 2006 Corporate Clean Up - New Rules on Reorganizations Using Foreign Entities, and Disregarded Entities, and Somewhat Surprising Clarification of Basis Rules in Reorganizations O n January
More informationNavigating the Proposed 409A Regulations-General Rules By Mary K. Samsa, Joyce L. Meyer, and Barbara A. Cronin
Client Memorandum HR Law: Employee Benefits October 2005 Navigating the Proposed 409A Regulations-General Rules By Mary K. Samsa, Joyce L. Meyer, and Barbara A. Cronin On September 29, 2005, the Department
More informationContinuation Coverage Requirements Applicable to Group Health Plans. ACTION: Notice of proposed rulemaking and notice of public hearing.
[4830-01-u] DEPARTMENT OF THE TREASURY Internal Revenue Service 26 CFR Part 54 [REG-121865-98] RIN 1545-AW94 Continuation Coverage Requirements Applicable to Group Health Plans AGENCY: Internal Revenue
More informationApril 12, Douglas L. Poms International Tax Counsel U.S. Department of the Treasury 1500 Pennsylvania Avenue, NW Washington, DC 20220
April 12, 2018 David Kautter Assistant Secretary (Tax Policy) Acting Commissioner of the Internal Revenue Service U.S. Department of Treasury 1500 Pennsylvania Ave., NW, Room 3058 Washington, DC 20220
More informationExecutive Compensation and Benefits Practice Team October 14, 2004
Client Alert Congress Approves Broad Changes to Nonqualified Deferred Compensation Arrangements Enactment Imminent Executive Compensation and Benefits Practice Team On October 11, 2004, Congress passed
More informationExecutive Compensation: Tax and Other Considerations for Restricted Stock Awards
Presenting a live 90-minute webinar with interactive Q&A Executive Compensation: Tax and Other Considerations for Restricted Stock Awards Strategies for Navigating Substantial Risk of Forfeiture Analysis,
More informationSample Plan Amendments for the Economic Growth and Tax Relief Reconciliation Act of 2001
Part III Sample Plan Amendments for the Economic Growth and Tax Relief Reconciliation Act of 2001 Notice 2001-57 I. Purpose This notice provides sample plan amendments for the changes to the plan qualification
More informationJune 30, Deputy Assistant Secretary for Tax Policy Chief Counsel
June 30, 2011 Emily S. McMahon William J. Wilkins Deputy Assistant Secretary for Tax Policy Chief Counsel U.S. Department of the Treasury Internal Revenue Service 1500 Pennsylvania Avenue, NW 1111 Constitution
More informationClient Alert May 3, 2016
Tax News and Developments North America Client Alert May 3, 2016 Treasury Issues Temporary Regulations on Inversions On April 4, 2016, the US Department of Treasury issued extensive temporary regulations
More informationExecutive Compensation, Employee Benefits and ERISA Alert
Executive Compensation, Employee Benefits and ERISA Alert July 5, 2016 If you read one thing... The Internal Revenue Service (IRS) has issued proposed regulations on the application of Code Section 409A
More informationBack to Basics: Taxation
The 10th Annual New England NASPP Regional Conference co-hosted by the Boston and Connecticut NASPP Chapters July 11 th, 2018 Agenda 1. General Introduction to Concepts Related to Equity Compensation 2.
More information