Structuring Equity Compensation for Partnerships and LLCs: Capital and Profits Interests, Sec. 409A, Tax Issues
Note: CPE credit is not offered on this program
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE course will provide benefits counsel with an overview of the types of equity compensation arrangements available to partnerships and LLCs. The panel will discuss tax consequences, advantages and disadvantages, design and structuring, and implementation considerations. The panel will also explore critical challenges and pitfalls to avoid in light of the current tax law.
Outline
- Equity compensation alternatives available to partnerships and LLCs
- Profits interests
- Capital interests
- Options to acquire capital or profits interests
- Phantom arrangements
- Income tax consequences/advantages/disadvantages
- Design, structuring, and implementation considerations
- Section 83(b) elections
- Capital account book-ups and valuation
- Section 409A considerations
- Impact of new fee waiver proposed regulations
- Impact of partner/member status on being an employee
- Impact of partner/member status on employee benefits
- Conversion to C corporation
Benefits
The panel will review these and other key issues:
- How does a capital interest differ from a profit interest, and what tax ramifications result from the type of equity interest granted?
- How does Section 409A apply to equity interests in LLCs?
- How does the Section 83(b) election apply to unvested interests?
- Can the partnership or LLC member receiving the equity interest also be an employee of the entity?
Faculty
Brian J. O'Connor
Partner
Venable
Mr. O'Connor co-chairs the firm's Tax and Wealth Planning Group and provides tax advice to partnerships... | Read More
Mr. O'Connor co-chairs the firm's Tax and Wealth Planning Group and provides tax advice to partnerships and to public and closely held businesses and their owners. Before coming to Venable, he worked as attorney-advisor with the IRS Office of Chief Counsel, assigned to projects and guidance involving partnerships and S corporations.
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Scott D. Thompson
Partner
Venable
Mr. Thompson focuses on employee benefits and executive compensation. He works with private equity funds, and private... | Read More
Mr. Thompson focuses on employee benefits and executive compensation. He works with private equity funds, and private and public corporations to design and draft equity-based and other incentive compensation arrangements. Mr. Thompson has significant experience in designing stock option plans, employee stock purchase plans, deferred compensation plans, and various other types of incentive compensation plans and arrangements. He also advises on the tax, securities, and corporate law issues arising from the establishment and administration of such plans.
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