John is an ERISA/Tax attorney with 30 years of experience counseling public- and private-sector for-profit and not-for-profit employers and their affiliated business entities, management, human resources professionals, third-party administrators and fiduciaries with respect to the laws that apply to executive compensation arrangements and workforce benefit programs and policies. He works comfortably with HR professionals, general counsel and boards of directors. In 1998, John received a National Performance Review Award from Vice President Al Gore for his assistance in developing and writing the regulations under Section 2043 of ERISA for the Pension Benefit Guaranty Corporation.
Before joining Mirick O'Connell in 2006, John was a partner at Pierce Atwood in Portland, Maine, where he headed the employee benefits counseling group. Prior to that engagement, he served as in-house employment law and benefits counsel for American National Can Company in Chicago. He has also served as first assistant to the general counsel at H.E.R.E.I.U. Pension-Welfare Funds in Aurora, Illinois.
Representative Matters
- Designed and implemented "top-hat" plans, including deferred compensation arrangements, SERPs (including 457(f) and 457(b) plans) excess benefit plans and rabbi trust agreements; separation pay and change of control employment arrangements; equity-based compensation arrangements including stock option plans, restricted stock, phantom stock plans; and counseled employers with respect to 409A compliance
- Designed and implemented qualified retirement plans, including 401(k), 403(b), 457 plans, defined benefit pension, cash balance plans and ESOPs and requested IRS determination letters and advises employers and fiduciaries regarding ERISA 404(c) compliance
- Designed and implemented welfare benefit plans, including self-insured health benefit plans, "wrap" documents, HRAs, HSAs, wellness plans, section 125 cafeteria plans, severance pay and paid time-off plans, and voluntary employees' beneficiary associations (VEBAs)
Designed and implemented fringe benefit plans, including transportation fringe benefit plans, educational assistance plans and adoption assistance plans
John's practice also includes frequent counsel to employers, fiduciaries and HR professionals issues, such as those listed below:
- Day-to-day administration, operation and interpretation of executive compensation and workforce benefit programs and policies and with respect to the legal compliance, reporting and disclosure requirements related to such programs and policies; the design and implementation claims procedures and other administrative procedures required to administer a workforce benefit programs and achieve legal compliance including hardship, loan, QDRO and QMCSO procedures. John drafts amendments of workforce benefit programs and policies as changes in the laws, labor negotiations or organizational developments dictate, as well as board votes to approve such amendments and employee communications related thereto. He negotiates vendor, third-party record keeper/administrator, ASO and business associate agreements related to the operation and administration of employee benefit plans
- Counsel to employers regarding 409A compliance. John has extensive drafting experience to achieve 409A compliance with respect to existing deferred compensation arrangements, including SERPs (457(f) and 457(b) plans), separation pay and change of control agreements; he negotiates and drafts new executive employment agreements with separation payments that are 409A compliant, and he evaluates and develops strategies to address 409A issues in acquisitive transactions
- Counsel to health plans and health care providers with respect to HIPAA's portability, privacy and security rules on group health plans. John designs and implements legal compliance strategies and related documentation. He also counsels employers, fiduciaries and HR professionals with respect to the impact of COBRA, USERRA, FMLA, Medicare and other group health plan Federal and state mandates on workforce benefit programs
- Counsel to employers with respect to their responsibilities under the Massachusetts Health Care Reform Act including counseling related to the employer "fair share" contribution, the "free rider surcharge," the Employer and Employee HIRD Forms and related to the tax implications of extended health coverage for persons who are not "dependents" for Federal income tax purposes. John designs and implements legal compliance strategies and related documentation; extensive contact with legal counsel for the Massachusetts Connector Authority regarding the interpretation of and practical application of the act's rules to employer sponsored group health plans
- Counsel to employers with respect to developing a fiduciary governance structure that is designed to manage fiduciary liability risks; drafts investment policies, and counsels employers and fiduciaries with respect to correcting mistakes through the IRS Employee Plans Compliance Resolution System, the DOL Voluntary Fiduciary Correction and the Delinquent Filer Voluntary Compliance programs
- Counsel to employers with respect to issues raised by internal and external auditors related to executive compensation and workforce benefit programs and negotiates and drafts management representations with respect to such arrangements and programs; and represents and or counsels employers whose work force benefit programs are audited by the IRS, DOL or PBGC. He has successfully concluded many government audits favorably for his clients
- Negotiation and completion of the due diligence related to deferred compensation arrangements and work force benefit programs in the context of business mergers, initial public offerings, acquisitions and dispositions, including multiemployer withdrawal liability; works with employers to address the issues that arise with respect to the deferred compensation arrangements and workforce benefit programs, including the termination of qualified retirement plans, the merger or spins off qualified retirement plan assets; and advises employers and fiduciaries regarding timing of blackout notices under Sarbanes-Oxley
- Counsel to employers and fiduciaries with respect to "benefits" issues that arise in the context of corporate acquisitions, divestitures, workforce reductions and outsourcing; counsels employers regarding the impact of securities laws on deferred and equity compensation arrangements and work force benefit programs and work with public companies with respect to their SEC disclosure obligations, including proxy statement disclosures; and counsels employers and fiduciaries contemplating or facing ERISA litigation
