Employee Stock Ownership Plans (ESOP)

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Employee-Owned S Corporations of America

National Center for Employee Ownership

The ESOP Association

Since 1973, Gray Plant Mooty’s ESOP team has represented corporations, selling shareholders, trustees, and lenders in ESOP transactions. The ESOP team is led by lawyers who concentrate their practices on servicing employee-owned companies. Because it is part of a full-service law firm, the ESOP team is able to draw on the expertise of corporate finance, mergers & acquisitions, tax, securities, employment, lending, and estate planning lawyers, to name just a few of the areas of expertise available.

In addition to its transactional work, the ESOP team provides day-to-day advice to ESOP companies and fiduciaries. ESOP-related matters on which the team provides advice include the following:

  • C corporation dividend deduction involving ESOPs
  • Corporate governance "best practices" in ESOP-owned companies
  • Correcting ESOP operational errors
  • ESOP administration issues
  • ESOP design to address repurchase obligations
  • ESOP distribution requirements and diversification
  • ESOPs in IRS and Department of Labor audits
  • ESOPs in mergers & acquisitions
  • Fiduciary duties of ESOP trustees
  • Leveraged ESOP transactions
  • Pass-through voting and tender offers
  • Prohibited transactions involving ESOPs
  • S corporation ESOP issues, including Section 409(p) anti-abuse testing
  • Section 1042 deferral of tax on sale to an ESOP
  • Termination of ESOPs
  • Use of ESOPs in business ownership succession
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