Kathy Shaw brings more than 20 years of legal experience, providing counsel on employee benefits and executive compensation matters. Clients turn to Kathy to prepare, review, and negotiate various documents, including qualified retirement and non-qualified deferred compensation plans, stock award plans, health and welfare plans, and government compliance filings.Kathy's practice includes all areas of employee benefits law, with a particular emphasis on non-qualified deferred compensation arrangements. She counsels employers on the best ways to motivate employees through the use of various types of benefits plans, including stock and phantom equity awards. Kathy negotiates and drafts human resources provisions in corporate transactions and advises executives as they negotiate compensation as part of employment and separation agreements. She guides clients through the process of responding to Internal Revenue Service (IRS) and Department of Labor (DOL) audit requests and conducting internal compliance reviews of benefit programs. Kathy has worked as in-house counsel at two Fortune 500 public companies, giving her unique insight into the challenges that clients face.

Clients call on me to prepare, review and negotiate various documents, including qualified and non-qualified retirement plans, health and welfare plans, administrative services agreements and government compliance filings. I guide clients through the process of responding to Internal Revenue Service (IRS) and Department of Labor (DOL) audit requests and conducts internal compliance reviews of benefit programs. I also negotiate and draft human resources provisions in corporate transactions, as well as advise clients on benefit program consolidation following mergers, spin-offs and other restructurings.

Subject matter expert for the firm on employee benefits law. Advise private companies and public entities on legal and administrative issues related to employee benefits, including qualified plans, deferred compensation and welfare benefit plans. Prepare 401(k), profit sharing and 403(b) plans, amendments and related documents to comply with the Internal Revenue Code, ERISA and other applicable laws.Draft compensation arrangements to comply with Internal Revenue Code Section 409A, including employer-provided retirement and employee deferral plans, as well as equity and phantom equity programs.Counsel clients on the documentation and interpretation of executive employment and compensation arrangements.Advise clients on compliance issues related to HIPAA privacy and security rules, including implementation of internal policies and negotiation of business associate agreements.Prepare and submit Internal Revenue Service correction applications for a variety of plan administrative and documentation errors.Prepare written client alerts and conduct in-person updates on legal developments

Senior Attorney, November 2013 through May 2015Reviewed and negotiated third-party administration agreements and insurance contracts, including service level agreements.Amended and restated employee benefit plans and related documents.Advised clients on compliance with applicable laws. Drafted client presentations. Legal research and writing.

Independently managed all legal matters related to employee benefits functions for corporate holding company and each of its subsidiary companies.Supported and worked closely with General Counsel, corporate executives and human resources professionals as the primary legal resource on employee benefits issues. Drafted and amended all benefits-related documents. Exercised independent judgment in responding to changes in applicable law.Reviewed and negotiated agreements for services provided to the Company, such as third-party administration agreements, insurance contracts and consultant engagement letters, including service-level, indemnification and non-disclosure agreements. Assessed compliance of overall benefits functions with applicable laws and recommended actions and processes to minimize risk. Oversaw outside counsel on multiple legal matters. Collaborated on the implementation of outside counsel guidelines. Analyzed billing statements to ensure compliance with guidelines. Responded to and maintained records for Qualified Domestic Relations Orders.Drafted Board of Directors materials and corporate governance documents.Provided written and live updates on relevant legal developments and conducted HIPAA training.

Independently managed legal matters related to employee benefits functions.Worked closely with executives and human resources professionals on employee benefits issues. Drafted and amended plan documents and related materials. Exercised independent judgment in responding to changes in applicable law. Reviewed and negotiated agreements for services provided to the Company, such as third-party administration agreements, insurance contracts and consultant engagement letters, including service-level, indemnification and non-disclosure agreements. Negotiated and drafted human resources provisions in corporate transactions and outsourcings.Assessed Corporate-wide procurement guidelines with respect to benefits-related agreements. Assessed compensation and bonus programs and documentation throughout the Company and implemented changes to standardize documents. Provided written and live updates on relevant legal developments and conducted HIPAA training.Oversaw Internal Revenue Service filings. Responded to and maintained records for Qualified Domestic Relations Orders.Advised benefits review committee and drafted claims responses.

Reviewed, drafted and amended employee benefit plans and other documents.Applications for tax qualification letters.Legal research and writing.