Tag Archives: Erisa

The ESOP Podcast Summer School – Session 5

ESOP 101

The ESOP Podcast Summer School – Session 5: ESOP 101

“The ESOP Podcast Summer School” is in session! We’ve curated a special summer series of podcasts from recent conferences designed to let you sit back, relax, and get up-to-date on all things ESOP, and this week we’re featuring one of our most popular podcasts: ESOP 101.  Learn the what, why, and how of ESOPs from a team of experts in this very accessible presentation.

Mark R. Kossow, Esq., a partner at Archer & Greiner P.C., Robert C. Hilton Jr., ASA, Director of Valuation and ESOP Services at Katz, Sapper & Miller, and Richard A. Heeter, Managing Director at Capital Trustees, LLC  gathered together at Archer & Greiner’s offices in Haddonfield, NJ to present you with a 360-degree overview of the what, why, and how of ESOPs.

DISCLAIMER: The opinions expressed in this presentation and the presentation materials are not intended to be used as legal or valuation advice. Please consult with counsel as necessary.

Click below to download the accompanying “ESOP 101 What, Why and How” slide show presentation.

ESOP 101

 

This presentation was broadcast live on Periscope on Thursday, February 8th.  Follow @CapTrusteeBret on Twitter for future live broadcasts.

ESOP 101 Presentation Panel Live

L-R: Mark R. Kossow, Esq. Archer & Greiner P.C., Robert C. Hilton Jr., ASA, Katz Sapper & Miller, and Richard A. Heeter of Captial Trustees, LLC.

Archer and Greiner Haddonfield

Archer & Greiner’s offices in Haddonfield, NJ.

You can bookmark the full ESOP Summer School series here.


More about Mark R. Kossow and Archer & Greiner PC

Mark Kossow

Archer and Greiner logo

Mark Kossow focuses his practice on employee stock ownership plans (ESOPs) and is a partner at Archer & Greiner P.C.

His practice is focused on implementing ESOP transactions and their compliance with IRS and Department of Labor requirements.  Mark’s strong tax background helps corporations, fiduciaries, and selling shareholders to maximize the tax advantages of their ESOP transactions.

He frequently speaks on topics relating to ESOPs, ERISA, and tax matters at meetings of The ESOP Association and other organizations concerned with exit planning and succession planning.

Mark is listed in Best Lawyers in America (Tax Law), and is an active member of The ESOP Association and the National Center for Employee Ownership (NCEO).

Mark is a graduate of the University of Michigan (with distinction) and Albany Law School (cum laude).  He also holds an advanced legal degree (LL.M.) in taxation from New York University Law School.

More about Robert C. Hilton Jr. and Katz Sapper & Miller

Robert Hilton

Katz Sapper and Miller Logo

Rob Hilton, ASA is Director of Valuation and ESOP Services at Katz Sapper & Miller. He is an Accredited Senior Appraiser (ASA) of the American Society of Appraisers and is based in Rochester, NY.  As one of the top 60 CPA firms in the nation, KSM has earned a reputation as a leader in the areas of accounting, tax and consulting services. KSM is regularly named one of the “Best of the Best” accounting firms in the nation by INSIDE Public Accounting magazine.  KSM is a 100% employee owned S-corporation ESOP.

EXPERIENCE:  Rob has about 20 years of experience and has provided hundreds of valuations in a wide variety of equity classes.  Rob has extensive experience with the implementation and administration of employee stock ownership plans (ESOPs), the valuation of gift and estate planning, buy-sell agreements, recapitalization, mergers and acquisitions, purchase price allocations, financial reporting, and general corporate planning with experience in a broad range of industries. In addition, he focuses on the valuation of covenant-not-to-compete and non-solicitation agreements.

CERTIFICATIONS/EDUCATION:  He is a member of the National Center of Employee Ownership and The ESOP Association and is a regular speaker at regional and national conferences.  He is currently the Executive Vice President of the New York/New Jersey ESOP Association Chapter.

Rob has testified as an expert witness in the Superior Court of New Jersey.

Rob holds a B.A. in Chemistry and Psychology from Emory University and an M.B.A. from the University of Rochester, William E. Simon Graduate School of Business Administration.

More about Richard A. Heeter, Capital Trustees, LLC

And, of course, you can learn more about our own Managing Director, Rich Heeter, on our about page, or listen to ESOP Podcast Episode 1: Introduction.


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We Want to Hear from YOU

Do you have feedback about this or any other episode of The ESOP Podcast? Do you have a topic that you would like for us to discuss on the show? Would you like to appear on the podcast as a featured guest or a panelist in a group presentation? Then we want to hear from you! Send us an email at podcast@captrustee.com.

The ESOP Podcast Episode 24 – Michael Keeling, President of The ESOP Association

The ESOP Podcast Episode 24 – Michael Keeling, President of The ESOP Association

Our guest is Michael Keeling, President and Chief Staff Officer of The ESOP Association.

This podcast was recorded on Friday, March 2nd, 2018 at The Westin Canal Place in New Orleans, Louisiana during the ESOP Professionals’ Forum. The Professional Forum is a unique opportunity for the vendor members of the ESOP Association to have strategic and complex discussions of the challenges facing ESOPs.  There is no other program like this in the employee stock ownership world.

In this podcast, we learn how many pieces of the bigger picture came together to bring Michael Keeling into the employee ownership community, and what makes ESOP organizations special.  ESOPs have had bi-partisan support since the start of the movement because employee ownership appeals to both our independent and communal spirit.

Michael Keeling has visited over 573 ESOP companies and has great stories to share from his visits. He invites all ESOP companies to join the national association and their local chapter. He also invites listeners to learn more about The Employee Ownership Foundation, whose mission is to fund research and educational programs to increase the level of awareness and appreciation of the benefits of employee ownership in order to educate the thought leaders of the future.

 

Watch a live excerpt of @CapTrusteesBret recording Episode 24 of The ESOP Podcast on Periscope here.

The ESOP Podcast with Rob Zicaro referenced at 35:06 in this podcast is Episode 22.


More about J. Michael Keeling, CAE

J. Michael Keeling, CAE

President, The ESOP Association
[Photo by Delane Rouse/DC, Source: The ESOP Association, Executive Bios]

“J. Michael Keeling, CAE, is the President and Chief Staff Officer of The ESOP Association, a national trade association promoting the growth of employee ownership in America through Employee Stock Ownership Plans, or ESOPs.

Since assuming his position in April 1991, the Association has experienced strong growth in membership and revenues, and is the largest organization in America dedicated to ensuring employee-owned companies are effective in operating their ESOP in an environment of ownership.

He is also President of the Association’s affiliated 501(c)(3) educational and research foundation, the Employee Ownership Foundation.

Prior to becoming President, Michael was General Counsel from 1984. Prior to 1984, he represented the Association on several legislative initiatives before Congress. While General Counsel, he maintained a private practice of law focused on legislative and administrative issues related to tax and retirement income policies.

During the 1970’s, he was Chief of Staff for former Congressman J. J. Pickle of Austin, Texas. Prior to that, he worked as an aide in several statewide campaigns in Texas, as a private consultant to labor and farm groups, and as an employee of the Texas State Legislature.

He is a graduate of Yale University and the University of Texas Law School.

The American Society of Association Executives has certified Michael as a Certified Association Executive. He is listed in Who’s Who in American Politics and Who’s Who in America.

He is married and has two children.”

More about The ESOP Association

The ESOP Association Logo

“The ESOP Association is America’s largest employer-sponsored advocacy and education association focused on employee stock ownership plans. Founded in 1978, the Association seeks to enhance federal laws governing ESOPs, provide members with expert information, and fund research via the Employee Ownership Foundation (an affiliate).

The ESOP Association is a national non-profit organization with 18 local Chapters. Its members include ESOP companies, companies considering an ESOP, and service providers that assist in setting up and maintaining ESOPs.” [Source: The ESOP Association, About the Association]

More about the Employee Ownership Foundation

Employee Ownership Foundation logo

“The Employee Ownership Foundation’s (EOF) primary purpose is to fund research and educational programs to increase the level of awareness and appreciation of the benefits of employee ownership and increase the number of employees who have access to these benefits.”

“Those who have experienced firsthand the power of employee ownership believe whole-heartedly that economic growth, employee well-being and dignity, and success of the business enterprise are common characteristics of employee-owned companies.”

[Source: The Employee Ownership Foundation, What We Do and About Employee Ownership]


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We Want to Hear from YOU

Do you have feedback about this or any other episode of The ESOP Podcast? Do you have a topic that you would like for us to discuss on the show? Would you like to appear on the podcast as a featured guest or a panelist in a group presentation? Then we want to hear from you! Send us an email at podcast@captrustee.com.

The ESOP Podcast Episode 21 – ESOP 101: What, Why, and How

ESOP 101

The ESOP Podcast Episode 21 – ESOP 101: What, Why, and How

Mark R. Kossow, Esq., a partner at Archer & Greiner P.C., Robert C. Hilton Jr., ASA, Director of Valuation and ESOP Services at Katz, Sapper & Miller, and Richard A. Heeter, Managing Director at Capital Trustees, LLC  gathered together at Archer & Greiner’s offices in Haddonfield, NJ to present you with a 360-degree overview of the what, why, and how of ESOPs.

DISCLAIMER: The opinions expressed in this presentation and the presentation materials are not intended to be used as legal or valuation advice. Please consult with counsel as necessary.

Click below to download the accompanying “ESOP 101 What, Why and How” slide show presentation.

ESOP 101

 

This presentation was broadcast live on Periscope on Thursday, February 8th.  Follow @CapTrusteeBret on Twitter for future live broadcasts.

ESOP 101 Presentation Panel Live

L-R: Mark R. Kossow, Esq. Archer & Greiner P.C., Robert C. Hilton Jr., ASA, Katz Sapper & Miller, and Richard A. Heeter of Captial Trustees, LLC.

Archer and Greiner Haddonfield

Archer & Greiner’s offices in Haddonfield, NJ.


More about Mark R. Kossow and Archer & Greiner PC

Mark Kossow

Archer and Greiner logo

Mark Kossow focuses his practice on employee stock ownership plans (ESOPs) and is a partner at Archer & Greiner P.C.

His practice is focused on implementing ESOP transactions and their compliance with IRS and Department of Labor requirements.  Mark’s strong tax background helps corporations, fiduciaries, and selling shareholders to maximize the tax advantages of their ESOP transactions.

He frequently speaks on topics relating to ESOPs, ERISA, and tax matters at meetings of The ESOP Association and other organizations concerned with exit planning and succession planning.

Mark is listed in Best Lawyers in America (Tax Law), and is an active member of The ESOP Association and the National Center for Employee Ownership (NCEO).

Mark is a graduate of the University of Michigan (with distinction) and Albany Law School (cum laude).  He also holds an advanced legal degree (LL.M.) in taxation from New York University Law School.

More about Robert C. Hilton Jr. and Katz Sapper & Miller

Robert Hilton

Katz Sapper and Miller Logo

Rob Hilton, ASA is Director of Valuation and ESOP Services at Katz Sapper & Miller. He is an Accredited Senior Appraiser (ASA) of the American Society of Appraisers and is based in Rochester, NY.  As one of the top 60 CPA firms in the nation, KSM has earned a reputation as a leader in the areas of accounting, tax and consulting services. KSM is regularly named one of the “Best of the Best” accounting firms in the nation by INSIDE Public Accounting magazine.  KSM is a 100% employee owned S-corporation ESOP.

EXPERIENCE:  Rob has about 20 years of experience and has provided hundreds of valuations in a wide variety of equity classes.  Rob has extensive experience with the implementation and administration of employee stock ownership plans (ESOPs), the valuation of gift and estate planning, buy-sell agreements, recapitalization, mergers and acquisitions, purchase price allocations, financial reporting, and general corporate planning with experience in a broad range of industries. In addition, he focuses on the valuation of covenant-not-to-compete and non-solicitation agreements.

CERTIFICATIONS/EDUCATION:  He is a member of the National Center of Employee Ownership and The ESOP Association and is a regular speaker at regional and national conferences.  He is currently the Executive Vice President of the New York/New Jersey ESOP Association Chapter.

Rob has testified as an expert witness in the Superior Court of New Jersey.

Rob holds a B.A. in Chemistry and Psychology from Emory University and an M.B.A. from the University of Rochester, William E. Simon Graduate School of Business Administration.

More about Richard A. Heeter, Capital Trustees, LLC

And, of course, you can learn more about our own Managing Director, Rich Heeter, on our about page, or listen to ESOP Podcast Episode 1: Introduction.

 


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The 12 Days of ESOPs, Day 10: Scott Stitt, ERISA Attorney at Tucker Ellis, LLP, on representing ESOPs

Scott Stitt

The 12 Days of ESOPs, Day 10: Scott Stitt, ERISA Attorney at Tucker Ellis, LLP, on representing ESOPs

We’re celebrating the spirit of the ESOP Movement with The Twelve Days of ESOPs.

12 Days of ESOPs
 
Our guests over these twelve days hail from a variety of fields in ESOP World – from lawyers, to valuators, to CEOs, and even employee owners themselves – each bringing their own unique outlook and experience to our ongoing conversation about what makes ESOP participation so valuable to companies.
 
On the tenth day of ESOPs, our guest is Scott Stitt, an ERISA (Employee Retirement Income Security Act) Attorney at Tucker Ellis LLP‘s Columbus Ohio office. He has a national litigation practice, focusing on ERISA and related employment and business disputes. This is a wide-ranging discussion of general trends in ERISA litigation, the recent history of interactions of ESOPs with the Department of Labor, and the implications of the GreatBanc DOL Settlement ESOP Fiduciary Process Agreement, First Bankers Trust DOL Settlement, and the BAT Masonry Agreement.
.

🕴️🕴️🕴️🕴️🕴️🕴️🕴️🕴️🕴️🕴️ Want to avoid ten lawyers a-leaping to your defense? Prevention is the best cure; it is good practice to treat DOL audits like a deposition.


More about Scott Stitt

 

Scott Stitt

Scott Stitt [Source: Tucker Ellis LLP, Our People]

“[Scott Stitt] has served as lead trial counsel representing corporations, employee stock ownership plan (ESOP) and defined benefit plan trustees, physicians and medical practice groups, and individuals in complex class action litigation in Ohio, New York, Illinois, California, Indiana, Missouri, and other jurisdictions.

Scott is experienced in ERISA criminal and civil disputes, including DOL and IRS audits and investigations, benefit claim disputes, breach of fiduciary duty claims, alleged prohibited transactions, and executive compensation and employment issues. He has extensive experience with ESOPs, and has served as both litigation counsel and special counsel to ESOP trustees and other ERISA fiduciaries.

Scott also litigates employment and business disputes in state and federal court, including claims for breach of contract, misappropriation of trade secrets, fraud, breach of fiduciary duty, and disputes over the value of privately held businesses and other assets.

Scott and his wife reside in the German Village area of Columbus with their yellow Lab Gus.”

[Source: Tucker Ellis LLP, Our People]

More about Tucker Ellis, LLP ESOP Services

Tucker Ellis, LLP Logo

“Employee stock ownership plans – ESOPs – can be complicated, often involving multiple areas of law. [Tucker Ellis’] ESOP Group uses an efficient team approach, working closely across disciplines to ensure a seamless delivery of services to our clients. Our practice includes significant depth in every aspect of a full-service ESOP practice – ERISA, tax, corporate finance, lending, securities regulation, corporate and fiduciary governance, estate planning, and mergers and acquisitions – making our practice the one-stop shop our ESOP clients need.”

[Source: Tucker Ellis LLP Services]


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The ESOP Podcast Episode 13

The ESOP Podcast Episode 13 – Scott Stitt, ERISA Attorney at Tucker Ellis, LLP, on representing ESOPs

Our guest is Scott Stitt, an ERISA (Employee Retirement Income Security Act) Attorney at Tucker Ellis LLP‘s Columbus Ohio office. He has a national litigation practice, focusing on ERISA and related employment and business disputes.  Scott Stitt sat down with Bret Keisling of Captial Trustees, LLC at #ESOPLV — The ESOP Association’s record-setting November 2017 Las Vegas ESOP Conference and Trade Show held at the Paris hotel in Las Vegas, Nevada.

This is a wide-ranging discussion of general trends in ERISA litigation, the recent history of interactions of ESOPs with the Department of Labor, and the implications of the GreatBanc DOL Settlement ESOP Fiduciary Process Agreement, First Bankers Trust DOL Settlement, and the BAT Masonry Agreement.  They discuss how ESOPs should treat DOL audits like a deposition, in order to keep statements from being taken out of context. They also emphasize the importance of real independence and arms-length negotiations during the ESOP creation process and the criticality of clear and detailed documentation.


More about Scott Stitt

 

Scott Stitt

Scott Stitt [Source: Tucker Ellis LLP, Our People]

“[Scott Stitt] has served as lead trial counsel representing corporations, employee stock ownership plan (ESOP) and defined benefit plan trustees, physicians and medical practice groups, and individuals in complex class action litigation in Ohio, New York, Illinois, California, Indiana, Missouri, and other jurisdictions.

Scott is experienced in ERISA criminal and civil disputes, including DOL and IRS audits and investigations, benefit claim disputes, breach of fiduciary duty claims, alleged prohibited transactions, and executive compensation and employment issues. He has extensive experience with ESOPs, and has served as both litigation counsel and special counsel to ESOP trustees and other ERISA fiduciaries.

Scott also litigates employment and business disputes in state and federal court, including claims for breach of contract, misappropriation of trade secrets, fraud, breach of fiduciary duty, and disputes over the value of privately held businesses and other assets.

Scott and his wife reside in the German Village area of Columbus with their yellow Lab Gus.”

[Source: Tucker Ellis LLP, Our People]

More about Tucker Ellis, LLP ESOP Services

Tucker Ellis, LLP Logo

“Employee stock ownership plans – ESOPs – can be complicated, often involving multiple areas of law. [Tucker Ellis’] ESOP Group uses an efficient team approach, working closely across disciplines to ensure a seamless delivery of services to our clients. Our practice includes significant depth in every aspect of a full-service ESOP practice – ERISA, tax, corporate finance, lending, securities regulation, corporate and fiduciary governance, estate planning, and mergers and acquisitions – making our practice the one-stop shop our ESOP clients need.”

[Source: Tucker Ellis LLP Services]


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