Join us for your comprehensive guide to understanding clawback agreements and provisions in business contracts.
Several recent high-profile corporate scandals demonstrate the importance of having clawback policies to disincentivize employee misconduct and enable employers to recoup previously paid compensation from employees. This topic helps HR and legal professionals understand how to draft clawback agreements and clawback provisions in business contracts that are effective and comprehensive, and also comply with state law and tax law requirements and provides a refresher on the history and use of clawbacks, as well as the clawback requirements for public companies under the Sarbanes-Oxley Act, exchange listing standards, and the proposed Dodd-Frank clawback rule. The information discusses the latest trends in clawbacks, including the use of forfeitures instead of clawbacks and the revision of misconduct triggers in clawback agreements and clawback provisions. You should emerge with an understanding of the current best practices in drafting clawback agreements and clawback provisions in business contracts.
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Why Lorman?
Over 37 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Agenda
Historic Development and Use of Clawbacks
Identifying Tax Issues in Enforcing Clawbacks
- IRC Section 409A Compliance
- Tax Treatment of Enforcement for Employer
- Tax Treatment of Enforcement for Employee
How to Address State Law Issues in Clawback Agreements and Clawback Provisions
- Enforceability Clawback of Monies Paid in Respect of Failure to Comply With Restrictive Covenants and Other Post-Employment Restrictions
- Wage and Hour Laws Implicated by Clawbacks
- Wage Deduction Laws
Public Company Clawback Requirements
- Sarbanes-Oxley Requirements
- Exchange Listing Standards
- Proposed Dodd-Frank Act Clawback Rule
Trends in and Best Practices for Drafting and Enforcing Clawbacks
- Use of Forfeitures Instead of Clawbacks
- Revision of Misconduct Triggers in Clawback Agreements and Clawback Provisions
- Best Practices in Drafting
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Why Lorman?
Over 37 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Credits
OnDemand Course
This course was last revised on May 13, 2019.
Call 1-866-352-9540 for further credit information.
This program does NOT qualify, nor meet the National Standard for NASBA accreditation.
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Why Lorman?
Over 37 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
Faculty
Rina Fujii
Epstein Becker & Green, P.C.
- Associate in the employee benefits and executive compensation practice, Epstein Becker & Green, P.C.
- Advises clients on executive compensation issues, including executive incentive compensation plans, executive employment and severance agreements, and Section 409A compliance
- Advises clients on employee benefit plan design and compliance matters
- Drafts and negotiates employment, retention, severance, and termination agreements
- J.D. degree, Columbia Law School; A.B. degree, Harvard College
- Can be contacted at 212-351-4686 or [email protected]
Gretchen Harders
Epstein Becker & Green, P.C.
- Member of the firm in the employee benefits and executive compensation practice, Epstein Becker & Green, P.C.
- Advises both corporate and individual clients on executive compensation issues, including the design of executive employment and severance agreements, incentive compensation agreements, and Section 409A compliance, with a concentration in cross-border executive compensation and the Dodd-Frank Wall Street Reform Act
- Included in The Best Lawyers in America© (2014 to 2019) in the field of Employee Benefits (ERISA) Law; recommended by The Legal 500 United States (2013, 2014, 2018), in the category of employee benefits, executive compensation and retirement plans design; and named to the New York Metro Super Lawyers list (2013-2018) in the area of employee benefits
- Frequently writes and speaks on various employee benefits and executive compensation issues and developments
- J.D. degree, University of Minnesota Law School; B.A. degree, University of Chicago
- Can be contacted at 212-351-3784 or [email protected]
Susan Gross Sholinsky
Epstein Becker & Green, P.C.
- Holds multiple leadership positions within the national law firm of Epstein Becker Green, P.C., including as a member of the Firm’s Board of Directors, as Chair of the Employment, Labor & Workforce Management Steering Committee, and as Vice Chair of the Firm’s Diversity and Professional Development Committee. Susan also serves on the Executive Committee of the Firm’s Women’s Initiative.
- Serves as New York Co-Chair of 50/50 Women on Boards: Global Conversation on Board Diversity.
- Serves as a member of the Board of Trustees of the Dalton School.
- Serves on the Advisory Committee of a New York-Based Private Retail Company.
- Adjunct Faculty Member at the Cornell University School of Industrial and Labor Relations and speaker at multiple DEI and employment law conferences and events, including The DEI Summit: Diversity Officers & HR Taking Charge, The Deloitte Academy, and Innovation@Work US Virtual Event, hosted by The Economist.
- Named to Chambers USA: The World’s Leading Lawyers for Business, New York – Labor & Employment (2022-2023), as well as The Legal 500 United States, Workplace and Employment Counseling (2019-2022).
- Recognized as one of 2020’s Responsible 100 by City & State New York, an award bestowed upon private-sector leaders whose work makes life better in communities in New York City and across the state.
- Counsels employers nationally on a variety of employment law matters to help them anticipate issues, ensure compliance, and avoid problems under federal, state, and local laws.
- Can be contacted at [email protected] or (212) 351-4789.
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Why Lorman?
Over 37 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.
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