Not loads of lawyers, just really great ones.

Directors and Officers

When companies grant stock or stock equivalents to key employees, they must have an appropriate plan to maximize the motivational value of the equity granted and to retain the appropriate flexibility with respect to adding future key employees and other organizational changes. We have worked with both management groups and companies to address the issues involved in determining which equity-based compensation plan is most appropriate to motivate an executive management team, as well as selecting and designing the most effective plan for a particular organization. Among other things, we have focused on varying business exit strategies, including retention of the business for future generations and the related succession planning goals, and the importance of tailoring an equity-based compensation plan to maximize the value of the particular strategic plan of the business owners.

We have successfully negotiated many executive employment and separation agreements for high-level executives. For example, two Fortune Five Hundred companies created a new entity that they asked our client, a young executive, to head. We negotiated his employment agreement and included provisions to protect his employment from being terminated without cause (which we narrowly defined). We also incorporated provisions to enable him to terminate his employment with considerable compensation if the employer 'failed to maintain employment conditions.' When the employer brought in a more-experienced executive over our client's head, we helped our client trigger the failure to maintain employment conditions clause. He was able to collect approximately $600,000 under the clause – without the need for litigation. One of our clients is a former director of a Fortune 500 corporation involved in the communications industry. The client and the corporation were two of several defendants in class-action securities litigation. We were able to secure a settlement in which our client admitted no liability and paid no damages.

Two other clients, officers and directors, as well as majority shareholders, of a food manufacturing, marketing and distributing company, were named as defendants in a lawsuit by former shareholders. The shareholders alleged that our clients and other defendants had violated the federal RICO laws, as well as various other federal and state laws. We were lead counsel for the defendants in a six-week trial that resulted in all defendants either being dismissed as to the RICO claims or found not liable by the jury. The jury also found the defendants not liable on several of the federal and state law claims. Although liability was found on some of the remaining claims, damages were awarded in a much lower amount than those requested by the plaintiffs. We then obtained the reversal of all of the verdicts against our clients and costs on appeal and defeated the plaintiffs' cross-appeal.