• Assisting executives, businesses and investment banks with the compensation and benefits-related issues that arise in mergers and acquisitions.

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• Assisting with the negotiation, design and drafting of employment, severance, non-compete, non-disclosure and non-solicitation agreements.

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• The drafting, establishment and maintenance of equity-based and non-equity-based executive and director incentive compensation programs, including short and long-term performance-based incentive plans, stock-option, restricted stock, phantom stock, LLC profits interests, RSU programs and deferred compensation arrangements.

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• Addressing the prohibited transaction issues under ERISA and the Internal Revenue Code related to ERISA plan investments.

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• Representing compensation committees of corporate boards of directors with regard to their duties and obligations.

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• Assessing the relevant tax, ERISA and securities laws and stock exchange listing standards, related to the foregoing.