Private Equity Compliance With ERISA: Fiduciary Duties in Managing ERISA Plan Assets

Impact of Recent Court Cases on Pension Withdrawal Liability; Other New Developments

Recording of a 90-minute premium CLE webinar with Q&A

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Conducted on Wednesday, September 16, 2020

Recorded event now available

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Course Materials

This CLE course will prepare counsel representing private equity funds and private equity professionals to meet the challenges under ERISA that apply to fund managers who are responsible for investing the assets of a fund that holds ERISA plan assets. The program will cover the impact on private equity firms of recent court rulings discussing specific joint and several liabilities under ERISA plans.


ERISA imposes fiduciary obligations in connection with funds that hold "plan assets" subject to ERISA, on private equity managers responsible for investing fund assets. To avoid becoming subject to ERISA's fiduciary requirements, funds must structure their investments to comply with an exception to ERISA's "plan asset" rules. If the funds are intended or required to be subject to ERISA, ERISA's requirements will affect fund operations in many ways.

Also, specific ERISA plans carry significant joint and several liabilities for all companies that are part of a "controlled group" under the Internal Revenue Code and ERISA that maintains such plans. Funds should identify such ERISA plans in due diligence before purchasing a portfolio company that sponsors such a plan and structure their investments to minimize the risk that these liabilities will become liabilities of the fund.

Listen as our authoritative panel of finance attorneys discusses the fiduciary obligations under ERISA that apply to private equity fund managers responsible for investing the assets of a fund that holds ERISA plan assets. The panel will focus on the duty to avoid prohibited transactions, relevant case law, and implications of the recent overturning of the fiduciary rule.



  1. ERISA fiduciary duties applicable to private equity managers
    1. Exceptions available to private equity funds
    2. Penalties and personal liability under ERISA
  2. Joint and several liability under ERISA
  3. Structuring investments with pension obligations


The panel will review these and other crucial issues:

  • What fiduciary duties does ERISA impose on private equity managers who invest fund assets that hold ERISA plan assets?
  • How can fund managers take advantage of the exceptions to the ERISA plan asset rules?
  • What types of ERISA plans carry joint and several liability?
  • What are the implications of recent court rulings on private equity funds and their portfolio companies?


Buckmann, Carol
Carol I. Buckmann

Cohen & Buckmann

Ms. Buckmann has advised global employers on U.S. and cross-border employee benefit matters for over 35 years....  |  Read More

Downie, Sarah
Sarah E. Downie

Weil Gotshal & Manges

Ms. Downie has extensive experience in the executive compensation and employee benefits aspects of M&As and...  |  Read More

Haller, Peter
Peter E. Haller

Willkie Farr & Gallagher

Mr. Haller advises clients on their employee benefit plans and programs, with an emphasis on the fiduciary...  |  Read More

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