Louis is a dual-qualified US & Israeli tax lawyer with a strong focus on business formation and investment structuring, executive compensation and commercial transactions. He also has comprehensive experience in advising on the tax and executive compensation aspects of mergers and acquisitions, especially cross-border US/Israel high-tech transactions.

Louis is the head of the Tax practice at SWA, with a strong focus on executive compensation and business formation and structuring as well as comprehensive experience in advising on mergers and acquisitions, especially involving start-ups. Louis has over 25 years of experience in advising public, private and tax-exempt entities in relation to the complete range of issues in setting up and operating employee benefit programs. These programs include equity compensation incentive plans, qualified and non-qualified deferred compensation plans, welfare benefit arrangements and severance agreements. Widely considered an expert in global compensation plans, Louis is frequently contacted by Israeli companies setting up operations in the U.S. on all matters relating to recruitment and compensation plans. Tax-exempt organizations, such as charities, foundations, educational and health organizations as well as trade associations, regularly tap into his depth of experience relating to tax-exempt status, private foundation rules, intermediate sanctions and unrelated business income tax. “Louis’s work advising on cross-border M&A transactions is highlighted in the firm’s ranking in Corporate and M&A by IFLR1000.”Representative Matters:• Advising Panoramic Power, a device developer for energy management solutions, on the corporate, tax and employee benefits aspects of its $60 million sale to Centrica plc. • Acting for Intellinx, a fraud detection and prevention company, on its $67 million to U.S. company Bottomline Technologies Inc. • Conducting a compliance review of a publicly traded company’s existing equity compensation program and working with the client on necessary adjustments.• Providing tax and ERISA consulting services to a Fortune 100 insurance and financial services company.• Drafting and negotiating employee benefits and ERISA provisions in connection with the spin-off of and sale of a business line of a publicly-traded company.

Associate (1995-2000) Partner (2000-2006)Counseled clients with respect to wide range of tax and ERISA considerations in establishing and operating qualified and non-qualified deferred compensation plans, welfare benefit arrangements and equity compensation plans.Represented tax-exempt organizations, (such as hospitals, universities, community foundations, private/company foundations, title holding companies and trade associations), including qualification for and preservation of tax-exempt status, rules affecting private foundations, intermediate sanctions, unrelated business income tax implications of program-related, debt-financed and diverse investments as well as joint ventures, reorganizations and the formation of affiliate entities. Also involved in the filing of exemption determinations, private letter ruling requests and the resolution of controversies with the Internal Revenue Service.Advised fiduciaries with regard to issues relating to the investment and management of plan assets, including application of ERISA's fiduciary responsibility, plan asset and prohibited transaction rules, worked extensively with the unrelated business taxable income provisions of the Internal Revenue Code, and counseled clients as to the assessment and implementation of voluntary correction programs.Developed strategies to address matters relating to ERISA preemption, prohibited transaction rules, reversions, and protected accrued benefits issues, including participation in litigation in connection with these issues and interaction with regulatory agencies such as the Department of Labor and the Internal Revenue Service.

Tax and Transactions Division Associate AttorneyAdvised clients regarding tax planning, including research, drafting legal opinions and memoranda addressing a variety of complex federal and state income tax matters; brought administrative tax disputes before the Internal Revenue Service and state tax authorities.Prepared legal documents including partnership agreements, limited liability company agreements and stockholder agreements. Structured and negotiated corporate transactions and drafted related stock and asset purchase agreements, as well as merger agreements.

General Tax Practice