In This Edition:

- Year-end Deadline for Correcting Section 409A Deferred Compensation Arrangements That Condition Payment on an Employee Release or Covenant:

By December 31, 2012, all deferred compensation arrangements in which payment is contingent on employee action, such as execution of a release of claims, must either include payment-timing restrictions that comport to IRS Notice 2010-80 or satisfy an exemption from section 409A of the Internal Revenue Code (p.2)

- Human Resources Considerations in Spinoffs:

The spinoff of a division, unit or business line from an existing company into an independent entity presents numerous challenges for human resources management. (p.5)

- Plaintiffs’ Firms Gaining Steam in New Wave of Say-on-Pay Shareholder Suits?

Over two years ago, Congress enacted Section 951 of the Dodd–Frank Act, which requires public companies to conduct an advisory shareholder vote concerning the company’s executive compensation plan; the so-called “say-on-pay vote.”(p.9)

- Health Care Reform Update: New Medicare Tax Withholding Begins in 2013

The IRS recently released proposed regulations for the Additional Medicare Tax, a new levy on high-income taxpayers created by the Pension Protection and Affordable Care Act. (p.15).