employee severance agreements: guidance for ...media.straffordpub.com › products ›...
TRANSCRIPT
Presenting a live 90‐minute webinar with interactive Q&A
Employee Severance Agreements: Employee Severance Agreements: Latest Guidance for Employment CounselDrafting and Negotiating Enforceable Release and Pay Provisions
T d ’ f l f
1pm Eastern | 12pm Central | 11am Mountain | 10am Pacific
WEDNESDAY, FEBRUARY 20, 2013
Today’s faculty features:
James F. Glunt, Shareholder, Ogletree Deakins Nash Smoak & Stewart, Pittsburgh
Ian D. Meklinsky, Partner, Fox Rothschild, Princeton, N.J.
Louis L. Chodoff, Partner, Ballard Spahr, Cherry Hill, N.J.Louis L. Chodoff, Partner, Ballard Spahr, Cherry Hill, N.J.
The audio portion of the conference may be accessed via the telephone or by using your computer's speakers. Please refer to the instructions emailed to registrants for additional information. If you have any questions, please contact Customer Service at 1-800-926-7926 ext. 10.
LV1 736403v7 01/22/13
Employee Severance Agreements:Latest Guidance for Employment Counsel
- February 20, 2013 -By: Ian D. Meklinsky, Esq.1
A. Standards for Valid Release
a. No standard form.
b. Can address a wide range of issues including releases factual or potential claims to covenants not to compete.
c. Release must be knowing and voluntarily.
d. Must be supported by consideration.
i. Must give employees something of value—and something to which they would not otherwise be entitled (i.e., severance pay-- as long as they are not already entitled to receive such pay under state law, employer’s severance plan, a CBA or an individual employment contract).
e. Older Workers’ Benefit Protection Act (“OWBPA”).
i. In 1990, Congress amended the Age Discrimination in Employment Act (ADEA) with the Older Workers Benefit Protection Act (OWBPA). The OWBPA changed the rules for age discrimination releases by setting strict criteria for releases both of protected rights (i.e., a release before a claim is filed) and disputed claims (i.e., releases in settlement of EEOC charges or lawsuits).
ii. Congress presumed that age discrimination is harder to detect than other types of employment discrimination, and there was concern that releases were being used in situations where employees would not reasonably be expected to know or suspect that age may have played a role in the termination decision. Congress, therefore, concluded that older workers routinely were releasing potential age discrimination claims without being aware of information that would enable them to make an informed decision.
iii. There also was concern about the prevalence of non-negotiable releases, and the practice of linking severance benefits to a release of claims. What Congress saw was older workers being confronted on a mass basis with a choice between a termination without benefits, or receipt of benefits only upon a complete release of potential claims, including age discrimination claims. The perception was that the ADEA was being undermined by employers who routinely were securing either uninformed or coerced releases of protected rights.
1 Ian D. Meklinsky would like to thank his colleagues, Donia Sawwan, Brynn Hollows and Eileen Powers for their significant assistance in the preparation of this outline.
LV1 736403v7 01/22/132
iv. From this came the OWBPA, which sets forth the "minimum" requirements for an age discrimination release before it may be considered "knowing and voluntary" under federal law and, thus, binding on the terminated employee. OWBPA requirements ultimately were extended to all types of age discrimination releases, including those by employees terminated during reductions in force and those by individually terminated employees, releases by employees with existing legal claims and those who do not believe their rights have been violated, and even releases by employees who leave their employment voluntarily.
v. Employers should be mindful of the OWBPA's extremely specific release requirements and should be aware that courts interpret those requirements strictly (i.e., contrary to employer interests). In the event of a dispute about OWBPA compliance, it is the employer who has the burden of proving compliance.
vi. The OWBPA establishes certain standards for enforceability of a release of a claim under the ADEA. Waiver between the employer and the individual must:
1. Be written in language easily understood by the average employee.
a. Releases cannot be choked with legalese. Releasesshould be as brief as possible and language used should be plain. The educational level and general sophistication of the individual employee or average employee should be taken into account, and the release modified accordingly. A release also should recite that the employee understands the language of the release and its effect, specifically including that she is releasing any age discrimination rights or disputed claims she may have as of the date she executes it.
2. Specifically refer to the rights or claims arising under the ADEA.
3. Not waive rights or claims that may arise after the date of the waiver is executed.
4. Provide for consideration which is in addition to anything of value to which the individual is already entitled.
5. Advise the individual in writing to consult with an attorney prior to executing the agreement.
6. Give the individual at least 21 days within which to consider the agreement.
a. If the employer requests the release in connection with a group or class termination, the employer must provide
LV1 736403v7 01/22/133
employee with at least 45 days to consider the release and provide the employee with detailed information concerning those eligible and ineligible for the separation package.
b. An employee executing a release in settlement of an existing EEOC charge or lawsuit must be given "a reasonable period of time" to consider a release.
i. Although the OWBPA is silent on the point, employers are wise to treat these "consideration periods" as being triggered only upon an employee's actual receipt of the written release agreement. It is not enough that an employee simply be told what the terms of a release will be. Also, a release should include a clear statement that the employee has been given the appropriate amount of time to consider the release agreement.
ii. Some employers are under the mistaken impression that the consideration period must pass completely before a release may be executed. In fact, an employee may execute a release before the applicable consideration period has expired. The OWBPA only requires that an employee be "given" adequate time to consider a release. There is nothing in the statute that prevents an employee from accepting a release agreement earlier.
iii. What a "reasonable period of time" may be in the context of a release in settlement of an existing claim is not well-defined. What is a reasonable period of time, no doubt, will depend on the circumstances. Generally, however, a reasonable period of time will be considerably less than the 21 or 45-day consideration periods. Obviously, if there is an existing claim the employee already is aware of her rights, she believes they have been violated and she probably is represented by an attorney. As long as there is no act of coercion by an employer and the release agreement specifically states that the employee was given a reasonable period of time in which to consider the agreement, the OWBPA should be satisfied.
LV1 736403v7 01/22/134
7. Provide for a seven day revocation period.
a. The OWBPA states that a release "shall not become effective or enforceable until the revocation period has expired". Therefore, unlike the consideration period, the revocation period cannot be waived by an employee.
Case Law: Supreme Court Case of Oubre vs. Entergy Operations, Inc.
In 1998, the U.S. Supreme Court held in Oubre vs. Entergy Operations, Inc., that a release of age claims which does not fully comply with OWBPA requirements is of no effect. The employee in Oubre was given the option of either improving her job performance during the coming year or accepting a voluntary arrangement for her severance. The employer gave her a packet of information about the severance agreement and gave her 14 days to consider her options, during which she consulted with attorneys. The employee then accepted the severance package and executed a release in which she agreed to "waive, settle, release, and discharge any and all claims" she may have had against her former employer.
The Supreme Court held that the release did not comply with OWBPA in at least three respects, including: 1) the employer did not give the employee enough time to considerher options (i.e., she should have had 21 days instead of 14); 2) the employer did not give the employee seven days after she signed her release to change her mind; and, 3) the release made no specific reference to claims arising under the ADEA.
The employer argued that its admitted failure to comply with the OWBPA was not prejudicial to the employee and, moreover, that it did not matter because the employee had not tried to revoke her release, although she believed her rights had been violated, and she had not returned the money she had been paid for her release. The employer argued that by her actions the employee had "ratified" (i.e., agreed to abide by) her release although it was defective under the OWBPA.
The Supreme Court rejected the employer's arguments and held simply that releases of age discrimination claims which do not comply with all applicable OWBPA requirements are invalid and, thus, of no effect.
The Supreme Court also held that an employee who executes a release defective under the OWBPA does not have to return the money she was paid before suing her former employer for age discrimination. In other words, where the employer fails to comply with OWBPA requirements, an employee may sue for age discrimination notwithstanding her execution of the release, and she can bankroll her lawsuit with the very money the employer paid for her release.
Oubre makes clear that courts will interpret OWBPA requirements strictly and that any defect, no matter its magnitude, will invalidate a release of age claims. Further, the employer will be unable to demand return of the money it paid for the release prior to any related litigation. Oubre also illustrates the harsh consequences for failure to comply with the OWBPA; indeed, the consequences of non-compliance may be so harsh that it will cause employers to question whether releases of age discrimination claims are worth the effort, especially in mass layoff situations.
LV1 736403v7 01/22/135
Tender Back of Consideration - Final Rule
In light of Oubre, the EEOC amended its OWBPA regulations at 29 CFR 1625.23, effective January 10, 200l. Consistent with the Supreme Court decision, section (a) of the Regulation states that an individual wishing to challenge the validity of an ADEA waiver is not required to return the consideration received before filing a lawsuit or discrimination charge. The EEOC's guidance in section (b) of the Regulation, however, goes far beyond the teachings of Oubre requiring employers to reassess the content of a waiver.
Under section (b) of the Regulation, "No ADEA waiver…may impose any condition…adversely affecting any individual's right to challenge the agreement." This prohibition includes "provisions allowing employers to recover attorneys' fees and/or damages because of the filing of an ADEA suit" (i.e., a traditional covenant not to sue). The EEOC's position is based on the view that such a clause discourages good faith challenges and thus, interferes with an employee's statutory rights. The EEOC maintains that the Supreme Court's reasoning in Oubre supports this position. In essence, it argues that if the financial pressures of tender back and ratification are illegal under the OWBPA, then so are the pressures of an obligation to pay an employer's legal fees and costs. The section of the Regulation ends by noting an employer's continued ability to recover damages authorized under federal law. In the opinion of the EEOC, this is limited to ADEA suits brought in bad faith--a case that is considerably easier to state than to prove. See 29 CFR 1625.23.
f. FMLA: Prior Case Law and New Regulations
i. Prior Case Law
1. FMLA Regulation Section 825.220 provides “[e]mployees cannot waive, nor may employers induce employees to waive, their rights under FMLA.” In the past, courts have disagreed as to whether this language prohibits only the prospective waiver of FMLA rights, or also prohibits the retrospective settlement or release of FMLA claims based on past employer conduct, such as through settlement or a severance agreement, without Department of Labor (“DOL”) or court approval.
2. In Taylor v. Progress Energy, the Fourth Circuit interpreted this regulation to prevent employees from settling past claims for FMLA violations with employers without the approval of the DOL or the courts.
3. In Faris v. Williams, the Fifth Circuit found that the plain meaning of the DOL’s regulation prohibits prospective waiver of rights only and not retrospective settlement of claims.
ii. New Regulations
1. The new FMLA regulations make clear that the waiver prohibition applies only to prospective FMLA rights; employees and employers are permitted to agree voluntarily to the
LV1 736403v7 01/22/136
settlement of past claims without having first to obtain the permission of the DOL or the courts.
2. Thus, an employee may sign a severance agreement with her employer releasing the employer from all FMLA claims based on past conduct by the employer. An employee may also settle an FMLA claim against her employer without DOL or court approval.
B. What Cannot Be Released
a. Employer cannot require employee to waive the right to file a charge of discrimination with the EEOC (pursuant to EEOC 1997 Enforcement Guidance).
i. EEOC takes two positions on such waivers:
1. Requiring an employee to waive her protected right to file a charge or participate in an investigation is void against public policy.
2. Requiring an employee to waive this right violates the anti-retaliation provisions of Title VII because such agreements have a “chilling effect on the willingness and ability of individuals to come forward with information” and interfere with the EEOC’s purpose.
ii. United States Court of Appeals for Third Circuit (which has jurisdiction over Delaware, Pennsylvania, New Jersey and the Virgin Islands) hasheld that a separation agreement including broad release language regarding the filing of charges “in any administrative, judicial or other forum” constitutes a per se violation of the anti-retaliation provisions of ADEA, Title VII, EPA and ADA because the purpose of filing an agency charge is not to seek recovery from an employer but to inform theadministrative agency of possible discrimination.
b. Claims for Workers’ Compensation Benefits.
c. Claims under the Fair Labor Standards Act (FLSA).
d. Claims to challenge the Agreement or claims arising after the execution of the agreement.
e. Claims with regard to vested benefits under an ERISA governed retirement plan.
C. State Specific Requirements
New Jersey:
Waiver must establish that party charged with waiver knew of her legal rights and deliberately intended to relinquish them. Waiver must be knowing and voluntary.
LV1 736403v7 01/22/137
Waiver is evaluated under “totality of circumstances” standard including and factors to be considered in determining whether a release was knowing and voluntary include:
o the clarity and specificity of the release language;
o the employee's education and business experience;
o the amount of time the employee had for deliberation about the release before signing it;
o the role of the plaintiff in deciding the terms of the agreement;
o whether the employee's rights were known or should have been known when the release was executed;
o whether the employee sought or was encouraged to seek the advice of counsel; and
o whether the consideration given and accepted for the release exceeded the benefits to which the employee was already entitled by contract or law.
**Therefore, release should clearly indicate claims being waived (i.e., NJLAD, CEPA, etc.) in order to demonstrate waiver of such claims was knowing and voluntary.
California:
The release should contain language that the employee waives rights under section 1542 of the California Civil Code, and must quote the actual code section in the release in order for the waiver to be effective. California Civil Code section 1542 states:
“A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
Minnesota:
If a Minnesota Human Rights Act release is being sought, a 15-day revocation period normally must be offered unless the release is given in settlement of a claim filed with the Department of Human Rights or another administrative agency or judicial body.
The employee must be advised of her right to rescind in writing.
The employee must rescind the release in writing and deliver the rescission to the released party by hand within the 15-day period or mail the rescission to the released party, postmarked within the 15- day period, via certified mail. See Minn. Stat. § 363A.31.
LV1 736403v7 01/22/138
West Virginia:
If a West Virginia Human Rights Act release is being sought, the waiver must be knowing and voluntary. A waiver will not be considered knowing and voluntary unless the following conditions are met:
o The waiver is part of an agreement between the individual and the employer that is written in plain English and in a manner calculated to be understood by the average person with a similar educational and work background as the individual in question;
o The waiver specifically refers to rights or claims arising under the West Virginia Human Rights Act;
o The waiver dos not extend to rights or claims that may arise after the date the waiver is executed;
o The individual waives a right only in exchange for consideration that is in addition to anything of value to which the individual is already entitled;
o The individual is advised in writing to consult with an attorney prior to executing the agreement and is provided with the toll free telephone number of the West Virginia State Bar Association;
o The individual is given 21 days within which to consider the agreement; and
o The agreement provides that for a period of at least 7 days following execution of such agreement, the individual may revoke the agreement in writing, and the agreement shall not become effective or enforceable until the revocation period has expired.
D. Options When Drafting
a. In a 2006 Western District of New York case against Eastman Kodak, the EEOC approved the following language for settlement agreements:
i. “Except as described below, you agree and covenant not to file any suit, charge or complaint against [employer] in any court or administrative agency, with regard to any claim, demand, liability or obligation arising out of your employment with [employer] or separation therefrom. Youfurther represent that no claim, complaints, charges, or other proceedings are pending in any court, administrative agency, commission or other forum relating directly or indirectly to your employment by [employer]. Nothing in this agreement shall be construed to prohibit you from filing a charge or participating in any investigation or proceeding conducted by the EEOC or comparable state or local agency. Notwithstanding the foregoing, you agree to waive your right to recover monetary damages in any charge or lawsuit filed by you or by anyone else on your behalf.
LV1 736403v7 01/22/139
1. An employee executing a release in settlement of an existing EEOC charge or lawsuit must be given "a reasonable period of time" to consider a release.
b. Agreements Not To Reapply.
i. Employer should consider including a provision providing that the employee agrees not to seek reemployment.
1. In the absence of such provision, if the employer later refuses to rehire the person, it could face a retaliation claim.
c. Blue Pencil.
i. To ensure that the release is not interpreted as overbroad and unenforceable in its entirety, the agreement should include language providing the court with authority to “blue pencil” or narrow any offending provision in the agreement to make it enforceable.
Ian D. Meklinsky, Esq.609-895-6756
[email protected] at Law
Fox Rothschild LLPPrinceton Pike Corporate Center
997 Lenox Drive, Bldg. 3Lawrenceville, New Jersey 08648-2311
www.foxrothschild.com
©2013 Fox Rothschild LLP. All rights reserved. This publication is intended for general information purposes only. It does not constitute legal advice. The reader should consult with knowledgeable legal counsel to determine how applicable laws apply to specific facts and situations.
This publication is based on the most current information at the time it was written. Since it is possible that the laws or other circumstances may have changed since publication, please call us to discuss any action you may be considering as a result of reading this publication.
Corporate CounselThe Metropo l i tan
Volume 13, No. 3 © 2005 The Metropolitan Corporate Counsel, Inc. March 2005
®
Corporate Counsel and HumanResources Managers are frequently calledupon to prepare separation agreements fordeparting employees. As with any form ofagreement, separation agreements canaddress a wide range of issues includingreleases of actual or potential claims tocovenants not to compete. While manyhave their favorite “form” from which towork, a periodic review is critical to ensurethat any changes in applicable law – or theinterpretation of applicable law – are prop-erly integrated into the document.
Obviously, a detailed review of all issuesthat could be addressed in a separationagreement is beyond the scope of anythingother than a law review article or treatise.However, the subject thumbnails set forthbelow will allow professionals who dealwith these forms of agreement to approachthem with additional insight.
Releasing Age Claims: The Older Work-ers’ Benefit Protection Act (“OWBPA”)establishes certain, irreducible standards forenforceability of a release of a claim underthe Age Discrimination in Employment Act(the “ADEA”). While simply meeting the
minimum statutory requirements does notsatisfy the burden of proving that therelease is knowing and voluntary, failure todo so can be fatal to the enforceability ofthe release.
The OWBPA requires, at a minimum,that the waiver agreement between the indi-vidual and the employer:
• be written in language easily under-stood by the average employee;
• specifically refer to rights or claimsarising under the ADEA;
• not waive rights or claims that mayarise after the date of the waiver is exe-cuted;
• provide for consideration which is inaddition to anything of value to which theindividual already is entitled;
• advise the individual in writing toconsult with an attorney prior to executingthe agreement;
• give the individual at least 21 dayswithin which to consider the agreement;
• provide for a seven-day revocationperiod.1
Moreover, if the employer requests therelease in connection with a group or classtermination, the employer must provide theemployee with at least 45 days to considerthe release and provide the employee withdetailed information concerning those
eligible and ineligible for the separationpackage.
Child Support Judgments: Some stateshave taken steps to recover child supportjudgments with the assistance of employersand their attorneys. Under New Jersey law,judgments for child support docketed withthe Clerk of the Superior Court are liensagainst the net proceeds of settlementsnegotiated prior or subsequent to the filingof a lawsuit, civil judgments, civil arbitra-tion awards, inheritances or workers’ com-pensation awards. The law defines “netproceeds” as any amount of money inexcess of $2,000 payable to the prevailingparty or beneficiary after all costs relating tothe lawsuit (attorneys’ fees, etc.) arededucted from the award. Before an attor-ney distributes any net proceeds of settle-ments, judgments, inheritances, or awardsto the prevailing party or beneficiary, thatattorney must initiate a search of child sup-port judgments to check if the recipient is achild support debtor. If a judgment is found,the attorney must provide the ProbationDivision with a copy of the settlementwithin thirty (30) days of identification ofthe judgment. An attorney who abides bythe law will not be liable to the prevailingparty, beneficiary, or that person’s creditors.Impliedly, an attorney who does not abideby the law could be liable to the child sup-port creditor.
Filing of Administrative Charges: Manyseparation agreements include broad releaselanguage requiring employees to agree notto institute any “proceeding, action, com-plaint, charge or grievance” against the for-mer employer “in any administrative,judicial, or other forum” with respect to anyacts occurring before the date of the agree-ment. Some courts, such as the UnitedStates Court of Appeals for the Third Cir-
Does Your Company’s EmploymentRelease Cover All The Bases?
Ian D. Meklinsky and Anne Ciesla Bancroft
FOX ROTHSCHILD LLP
Please email the authors at [email protected] or [email protected] with questions about this article.
www.metrocorpcounsel.com
Anne Ciesla Bancroft
Ian D. Meklinsky
Ian D. Meklinsky, a Partner in the Prince-ton and Philadelphia offices of Fox Roth-schild LLP, concentrates his practice in theareas of labor and employment law, havingexperience in representing employers in avast array of union and non-union matters.Anne Ciesla Bancroft is Special Counsel,practicing in all areas of labor and employ-ment law in New Jersey and Pennsylvania.
Volume 13, No. 3 © 2005 The Metropolitan Corporate Counsel, Inc. March 2005
cal injury). Where employees are repre-sented by counsel, aggressive attorneyshave sought to minimize tax consequencesby making part of the payment directly tothe employee’s attorney for his or her“attorney fee” component of the paymentamount. In the past, the IRS has taken theposition that the payment to the employee’sattorney was “constructively received” bythe employee and, therefore, taxable to theemployee as well as to his or her attorney aswell. The result was, among other things,double taxation. The Civil Rights TaxRelief Act provisions of the American JobCreation Act of 2004 (signed by PresidentBush on October 22, 2004) creates a specialdeduction for taxpayers that eliminates thisdouble taxation. Depending upon theamount of money in question and theincreased financial burden of income taxobligations of the employer, it may be justi-fied for an employer to look more closelyinto the set of circumstances to determine ifthere is a means of characterizing all or aportion of the payment as non-taxable to theemployee including, but not limited to,making an appropriate portion of the pay-ment directly to the employee’s attorney.
Tender Back of Payments: Severanceagreements sometimes require a formeremployee to repay (a/k/a tender back) to theemployer the monies under the agreementin the event the employee violates the termsof the agreement – for example, by filing acomplaint in court or breaching the confi-dentiality of non-compete provisions.Within the context of the ADEA, the EEOChas promulgated regulations that prohibitthe enforcement of tender back rules withrespect to the filing of administrativecharges. Outside of the ADEA context,courts have frequently relied upon generalcontract principles to find that tender backprovisions are appropriate and enforceableif properly drafted. As a result, care must betaken to draft any tender back provisionwith an eye toward not offending theEEOC’s rule while providing the greatestprotection for the employer based upon thelaw of the applicable jurisdiction.
Unemployment Compensation: Upon ter-mination of employment, many employeesapply for unemployment compensation ben-efits, even in those instances where the sameemployees will be receiving some form ofseverance payment. The question thenbecomes whether the severance payment istrue “severance” or “payment in lieu ofnotice.” The distinction may be significantdepending upon the jurisdiction. For exam-ple, under New Jersey law, traditional sever-ance does not affect an applicant’s ability toapply for and obtain unemployment com-pensation; however, “pay in lieu of notice”
cuit, which has jurisdiction over Delaware,Pennsylvania, New Jersey and the VirginIslands, have held that a separation agree-ment including the foregoing language con-stitute a per se violation of theanti-retaliation provisions of the namedemployment statutes (ADEA, Title VII, theEqual Pay Act, and the ADA) because thepurpose of filing an agency charge is not toseek recovery from the employer but toinform the administrative agency, such asthe Equal Employment Opportunity Com-mission (“EEOC”), of possible discrimina-tion. Based on this precedent, employersshould be wary of using overly broadreleases which waive an individual’s rightto file an administrative charge.
Agreements Not to Reapply: Employersalso should consider including a provisionproviding that the employee agrees not toseek reemployment. In the absence of suchan agreement, should the employer laterrefuse to rehire the person, it could face aretaliation claim under the applicable fed-eral or state anti-discrimination laws.
Covenants Not to Compete: Oftenemployers wish to include some restrictionon an employee’s ability to compete or seekto enforce an existing restriction from anemployment agreement. Whether or notsuch restrictive covenants are enforceabledepends on state law. In general, courts inNew York, New Jersey and Pennsylvaniawill enforce covenants not to compete tothe extent that they are geographically andtemporally reasonable and protect certaininterests of the employer (such as tradesecrets or confidential information). Whatis reasonable and what constitutes a pro-tectable interest are determined on a case-by-case basis. In addition, each state hascertain idiosyncrasies in the manner inwhich it will enforce such covenants. Forexample, courts in New York and Pennsyl-vania have refused to enforce such restric-tions where the employer terminates theemployment relationship unless the termi-nation is “for cause.” Accordingly, employ-ers should not assume that the existence ofthe covenant will guarantee them the pro-tection that they seek.
Tax Treatment of Payments: Employersand employees are always looking foradvantageous ways to structure payments toeliminate or reduce the amount of federal,state and even local taxes on severance pay-ments. While the general rule of thumbshould be that all such payments are taxableand, in some instances, also subject toincome tax withholding, there may be cer-tain circumstances whereby all or a portionof a payment can be made on a non-taxablebasis (e.g., where there are physical mani-festations of emotional distress or a physi-
prohibits an employee from receiving unem-ployment compensation during the sameperiod they are receiving severance that hasbeen so characterized. When preparing sev-erance agreements, consideration should bemade as to how such payments are charac-terized. Alternatively, some employers factorthe amount of unemployment compensationanticipated to be received by the formeremployee into their determination of theamount of severance to be made to theemployee.
Employee Benefits Post Termination:Employers may want to provide grouphealth insurance to employees post-termi-nation. While nothing prohibits such action,care should be taken to make sure the pro-vision of the benefit is done properly andeffectively. While many group health insur-ance contracts permit “active” employees toparticipate in the benefit plan, most con-tracts do not cover terminated employeeswithin the definition of eligible participants.As a result, the most effective and ulti-mately proper way to provide group healthinsurance to a terminated employee wouldbe to have the employee exercise his or herright to COBRA continuation coverage andfor the employer to then make the appropri-ate monthly premium payment on behalf ofthe employee (and his or her covered bene-ficiaries). The structure of this arrangementin any severance or settlement agreementshould be very specific and cover variousissues including, but not limited to, changesin benefit plans and premiums, the length oftime of the employer’s obligation to makethe premium payment and any conditionsprecedent to the employer’s obligations.
Assignment: Severance agreements usu-ally bind the employer. It is important, how-ever, for the employer to reserve the right toassign its rights and obligations under theagreement. This assignment right should beset forth in the agreement itself as somestates do not recognize a general right ofassignment without language to that effectin the agreement. While this may not appearto be an important issue, it may rise to thatlevel especially with respect to enforcementof covenants not to compete and confiden-tiality provisions. In certain cases, it mayeven be beneficial for the employer toassign its obligations – for example theobligation to provide group health insur-ance or make periodic payments – toanother entity.
1 These requirements do not need to be met where anemployee is not releasing a claim under the ADEA.Thus, where the employee is under age 40, theemployer does not need to give the employee 21 daysin which to consider the agreement (although theemployee should have a reasonable period of time inwhich to do so) and the employer does not have topermit the employee any revocation period.
www.foxrothschild.com PH1 2401644v1 07/06/12
Ian D. Meklinsky Partner
Princeton, NJ; Philadelphia, PA
p 609.895.6756
f 609.896.1469
Ian practices labor and employment law, representing employers
across the country in both union and non-union contexts. He works
closely with human resource professionals and in-house counsel to
navigate the increasingly complex workplace-related rules and
regulations mandated by the myriad of laws to provide creative,
practical, cost-effective advice and solutions to employment issues.
In the unionized area, Ian focuses on union avoidance/union
organizing campaigns, representation proceedings, strikes, mass
picketing, and union access disputes, collective bargaining and
contract administration, arbitrations and unfair labor practice
proceedings.
Ian also counsels and assists employers with respect to, among other
things:
• Development and implementation of personnel policies and
procedures
• Discipline and discharge of employees as well as employee leave
issues
• Development and administration of Affirmative Action Plans
• Negotiation, drafting and enforcement of employment and
severance agreements
• Harassment avoidance and training
Additionally, a significant portion of Ian's practice includes:
• Ensuring compliance through periodic labor and employment-
relations audits
• Court appearances and administrative hearings on a variety of
subjects, including wrongful discharge, employment
discrimination, occupational safety and health matters (OSHA),
wage and hour disputes, unemployment compensation claims,
non-compete, non-disclosure and trade secret disputes
In conjunction with the firm's Tax Department, Ian provides advice
Practice Areas
Labor & Employment
Health Law
Trade Secrets
Education
J.D., George Washington University School of Law, 1991
B.A., magna cum laude, George Washington University School of Business, 1988
Bar Admissions
New Jersey
Pennsylvania
Court Admissions
U.S. Court of Appeals, Third Circuit
U.S. District Court, District of New Jersey
U.S. District Court, Eastern District of Pennsylvania
Memberships
American Bar Association
New Jersey State Bar Association
Executive Committee, Labor & Employment Section, New Jersey State Bar Association
Camden County Bar Association
Mercer County Bar Association
Pennsylvania Bar Association
Philadelphia Bar Association
www.foxrothschild.com PH1 2401644v1 07/06/12
with respect to tax implications of employment-related matters and
provides extensive counseling and guidance on employee benefits.
Ian is a member of the firm’s Executive Committee.
Beyond Fox Rothschild
Ian was a Pupil and now is a Bencher of Southern New Jersey in the
New Jersey State Bar Association/Labor & Employment Law Section,
the Sidney Reitman Employment Law American Inn of Court, and was
the Assistant Coordinator for the Camden County Bar Association for
the 1994 New Jersey State Bar Foundation Vincent J. Apruzzese
Mock Trial Competition. He lectures frequently to various professional,
civic and employer groups. Ian publishes on employment-related
topics and is often quoted on these subjects. He is a contributing
author to the American Bar Association's treatise on The Fair Labor
Standards Act, West Publishing's treatise on Advising Small
Businesses, and the ALI-ABA Manual on Advising Clients.
Client Resources
Successful Employment Termination Strategies: How to Get Rid of the Troublesome Employee
While litigation is often unavoidable and ultimate success can never by guaranteed, the simple truth is
that practices and decisions that make sound, practical business sense are the most defensible in
litigation. An employment termination decision is, simply, a business decision with potentially significant
legal consequences that should be considered, made and implemented with the same degree of care that
attends any other comparable decision.
In The News
• Featured, “Correctly Classifying Employees,” New Jersey Business (January 1, 2013)
• Featured, “SNJBP Asks the Legal Experts at Fox Rothschild: Collective Bargaining Negotiations Becoming Increasingly Difficult as a result of the Unknown Costs and Impact of Obamacare,” South New Jersey Business People (December 1, 2012)
• Featured, “Hurricane Sandy Forces Companies to Reconsider Telework,” Society for Human Resource Management (November 16, 2012)
• Featured, “Fox Rothschild Hosts SNJDC Open House Reception,” Southern New Jersey Development Council (November 3, 2012)
• Featured, “NJ High Court Reins In Defense Against Late-Filed Cases,” Law360 (June 21, 2012)
• Featured, “Practices Must Be Trained In OSHA’s New Labeling Guidelines,” American Medical News (April 3, 2012)
• Featured, “Employers Say Salary-Balancing Bills Create Needless Burden,” NJ Biz (March 19, 2012)
Memberships
Sidney Reitman Employment Law American Inn of Court (Bencher and Former Executive Director of Southern New Jersey)
Past Chair, Employment Law Group, Lexwork North America
Academy of New Jersey Management Attorneys
Board of Directors
Luther Rice Society, George Washington University
The Joshua Kahan Fund
Past member, Chamber of Commerce - Southern New Jersey
Jewish Senior Housing & Healthcare Services of Southern New Jersey
www.foxrothschild.com PH1 2401644v1 07/06/12
• Quoted, "Sloppy Recordkeeping Can Lead Practices to Trouble with OSHA," American Medical News (November 7, 2011)
• Quoted, "BMI: An Imperfect Recruiting Tool," Human Resource Executive Online (January 20, 2011)
• "Ian Meklinsky of Fox Rothschild Presents on Complying With New Paid Family Leave Mandate in
New Jersey," (November 23, 2009)
• "Paid Family Leave Details Outline for Chamber," Cape May County Herald (February 4, 2009)
• "Heavy Handed," Daily Business Review - Miami, FL (June 27, 2008)
• "Local Employment Laws Flourish," The National Law Journal (June 23, 2008)
• "Meklinsky of Fox Rothschild Lends View on Proposed NJ 10-Week Paid Family Leave Legislation,"
The Courier Post, The Express Times, Asbury Park Press, and NJN TV Network (November /
December 2007)
• "Workers surprised by shutdowns may have little recourse," Baltimore Sun (December 5, 2007)
Articles / Publications
• Co-author, "NJ Department of Labor Officially Adopts New Rounding Rule Based on Federal
Counterpart," Labor & Employment Department Alert (January 2011)
• "Supreme Court of New Jersey Holds that Striking Workers Can Collect Unemployment
Compensation," Labor & Employment Alert (February 2009)
• "Posting And Notice Requirements for New Jersey Paid Family Leave," New Jersey Business &
Industry Association (January 2009)
• "New Jersey Enacts a Paid Family Leave Act (Mercer Business)," Mercer Business (October 2008)
• "New Jersey Moves to the Front of the Paid Time Off Line," Labor & Employment Department Alert
(May 2008)
• "N.J. Moves To The Front Of The Paid Time Off Line," Employment Law360 (April 09, 2008)
• "New Jersey Enacts a Paid Family Leave Act," NJ Labor & Employment Law Quarterly (Spring 2008)
• "The Benefits Of Employee Handbooks (Employment Law360)," Employment Law360 (February 04,
2008)
• "The Benefits of Employee Handbooks," NJBIZ (April 23, 2007)
• "Mindful Monitoring," Security Management (April 2007)
• "Employers and the Civil Union Law," New Jersey Lawyer (March 26, 2007)
• "Your Employee Leave Policy," New Jersey Lawyer (March 20, 2006)
• "Avoiding Employment Litigation Through Effective Recruitment and Hiring," NJ Business Magazine
(March 2006)
• "Does your Company’s Employment Release Cover all the Bases?," The Metropolitan Corporate
Counsel (March 2005)
• "Reconciling Employee Leave Policies with Overlapping State and Federal Laws," NJ Business
Magazine (June 2004)
www.foxrothschild.com PH1 2401644v1 07/06/12
Speaking Engagements / Presentations
• Moderator, “Professional Education for Tax Professionals,” Primepoint Technology, Mt. Holly, NJ
(June 7, 2012)
• Speaker, "A Review of NJ 2011 Wage & Hour Law Changes," Primepoint, LLC , Mt. Holly, NJ (March
22, 2012 )
• Faculty, "Employee Severance Agreements: Latest Guidance for Employment Counsel," Stafford
Webinar/Teleconference, webinar (February 22, 2012)
• Speaker, "New Jersey Department of Labor 2011 in Review," Fox Rothschild LLP, Roseland, NJ
(February 1, 2012)
• Speaker, "Employment Law Developments in 2011 and How They Impact Your Practice," Mercer
County Dental Society, Princeton, NJ (November 15, 2011)
• Speaker, "Since When Do We Work in the People’s Republic of New Jersey?," NJCCA's 9th Annual
Full Day Conference, Whippany, NJ (September 23, 2011)
• Presenter, "Employee Severance Agreements: Latest Guidance for Employment Counsel,"
Strafford, Webinar (May 26, 2011)
• Speaker, "Employment Law: Managing Leaves of Absence — FMLA, NJFLA, ADA and the NJ Paid
Family Leave Law," New Jersey Institute for Continuing Legal Education: 2011 Corporate Counsel
Institute, New Brunswick, NJ (January 26, 2011)
• Panelist, "How to Comply with State & Federal Family & Disability Leave Laws," New Jersey
Business and Industry Association, Voorhees, NJ (November 19, 2010 )
• Panelist, "Top 10 Mistakes Plaintiff's Counsel Make," National Employment Law Institute (November
11, 2010)
• Tweets & Turns: Negotiating the Impact of Social Media on the Workplace for CPAs," Fox Rothschild
LLP: CPEs for CPAs - Fall 2010, Lawrenceville, NJ (October 27, 2010)
• Panelist, "Legal and Ethical Pitfalls in E-Discovery & The Second Coming of Zublake," The New
Jersey Institute for Continuing Legal Education , New Brunswick, NJ (July 12, 2010 )
• "Health Care Reform: What Employers Need To Know Now," Fox Rothschild LLP, Lawrenceville, NJ
(May 18, 2010)
• Speaker, "The Do's and Don'ts of Interviewing and Documenting the Employment Relationship and
the Impact of Social Networking on the Workplace," Mercer County Dental Society, (May 18, 2010)
• Speaker, "Complying with State & Federal Family & Disability Leave," New Jersey Business &
Industry Association, Eatontown, NJ (May 14, 2010)
• Presenter, "Strategic Exit Interviewing," Workplace HR & Safety Magazine, Webinar (May 13, 2010)
• Speaker, "Employee Severance Agreements: Latest Guidance for Employment Counsel," Strafford
Publishing, Webinar/teleconference (Tuesday, May 11, 2010 )
• "Employment Law for Law Firms," New Jersey Institute for Continuing Legal Education (February 17,
2010)
• "Navigating Paid Family Leave: How to Comply with the New Law and Final Regulations," New
Jersey Business & Industry Association, West Orange, NJ (November 20, 2009)
www.foxrothschild.com PH1 2401644v1 07/06/12
• "The Revised Family and Medical Leave Act Final Regulations -- effective January 16, 2009 -- What
Employers Need To Do Immediately To Comply," Lawrenceville, NJ (February 26, 2009)
• "Paid Family Leave: How It Will Affect Your Business," Chamber of Commerce Southern New Jersey
(November 21, 2008)
• "The Leave vs. Compensation Debate - NJ Paid Family Leave," NJ Business & Industry Association
(October 24 & 29 and December 3, 2008)
• "Employment Litigation Avoidance," Mercer County Dental Society (October 21, 2008)
• "Employee Severance Under Attack: The Court's Latest Rulings," Strafford Publications (July 2,
2008)
• "Is It Time for an Unfair Dismissal Act?," FMCS (May 2, 2008)
• "Expert Testimony and Damages," Mercer American Inn of Court (March 12, 2008)
• "The Leave vs. Compensation Debate - FMLA Seminar," NJ Business & Industry Association (March
7, 2008)
• "Employee Severance Under Attack: The Court's Latest Rulings," Strafford Publications (January 16,
2008)
• "Employee Privacy in the Workplace - What's an Employer to Do?," CPEs for CPAs, Lawrenceville,
NJ (October 31, 2007)
• "Expert Testimony and Damages," New Jersey Society of CPA's Litigation Conference, (October 25,
2007)
• "COBRA and HIPAA Compliance for Employers," Corporate Synergies 2007 Fall Institute
(September 25, 2007)
• "CEPA Update 2007: The Basics and Things to Come," NJ State Bar Association - Labor and
Employment Law Section (June 26, 2007)
LABOR & EMPLOYMENT
PRACTICE
BUILDING A PRODUCTIVE
WORKPLACE
www.foxrothschild.com
Maximizing managerial flexibility while maintaining
a high-quality workforce is a benchmark that all
successful businesses must achieve. As we move
into a more integrated and global business world
riddled with political and economic complications,
both union and non-union entities will continue to
challenge management’s ability to maximize
productivity and quality. Fox Rothschild recognizes
the importance of tailored labor and employment
services that meet the needs of all unionized and
non-unionized, private or public employers,
regardless of industry.
SERVICES TO NON-UNION EMPLOYERS
Fox Rothschild understands that, however decreasing in
membership, unions may represent a significant challenge to
efficient and flexible management in an increasingly competitive
global economy.
MAINTAINING NON-UNION STATUS IN THE LONG RUN REQUIRES A
FOUR-PART PROGRAM:
1) Competitive salaries and benefits
2) Positive employee communications
3) Trained supervision
4) A meaningful employee complaint procedure
PRACTICE AREA AT A GLANCE
More than 75 lawyers
17 offices coast to coast
Represent unionized and
non-unionized employers
Represent public and private entities
Clients range from Fortune 500
corporations to startup companies
AT T O R N E Y A D V E RT I S I N G
Fox Rothschild has developed a wide range of comprehensive
“pro-employee” programs that help maintain non-union status
and eliminate or reduce the root causes leading to workplace
conflict and employment litigation. Such programs include:
• Labor relations audits
• Evaluation of salaries, benefits and working conditions
• Establishment of forward-looking policies and programs
to establish a positive work environment
• Introduction of employee-friendly communications and
participation programs to obtain employee input and identify
problem areas
• Implementation of complaint resolution procedures, ranging
from informal “open-door” policies to mediation and binding
ADR procedures
• Training supervisors to improve communications, maximize
fair treatment and handle problems before they escalate
SERVICES FOR UNION EMPLOYERS
Fox Rothschild’s vast experience with union employers, gathered
over years of dealing with tough labor relations issues and tougher
unions, translates into the premier management representation
available when a fundamental restructuring is essential or labor
conflict appears inevitable. We routinely negotiate hundreds of
labor agreements, most without labor discord and many for an
extended term. Where labor disputes are unavoidable, we manage
them to achieve a successful outcome with minimum disruption.
COMMON QUESTIONS ABOUT FOX ROTHSCHILD’S UNION
NEGOTIATION CAPABILITIES
What is your experience?
Fox Rothschild has handled complex negotiations requiring major
revamping of the labor-management relationship due to pressing
financial concerns, hotly contested multimillion-dollar interest
arbitrations, illegal strikes and other major labor confrontations.
We have successfully handled “make it or break it” union
negotiations for major employers and multi-employer associations
in the hotel and casino, printing, health care, construction,
government, real estate, transportation and distribution, media,
education, insurance, manufacturing, financial and
retail/wholesale industries.
How would you describe a successful negotiation?
Fox Rothschild applies the following approach to achieve
successful labor negotiations:
1) Define key labor objectives
2) Plan for critical contingencies
3) Assist our clients at the negotiating table to achieve their objectives
4) Stay the course
A typical Fox Rothschild success story involves the firm’s
renegotiation of out-of-date labor contracts that threaten the
viability of our client. The result is an agreement that is
restructured commensurate with 21st-century economic realities,
without a labor dispute or employee dislocations.
How is this success achieved?
• Professional advice that helps the employer accurately identify
essential labor objectives to achieve its business plan
• One year of planning that galvanizes the non-union workforce,
minimizes the likelihood of business disruption, and
demonstrates the employer’s resolve
• Credibility, personal relationships, and significant experience
that lead the union to conclude that a negotiated result is its
best option
Do you have experience with union negotiations in
a mergers and acquisitions setting?
Fox Rothschild’s Labor & Employment attorneys have assisted
venture capitalists, investment bankers and corporate acquisition
executives in every aspect of the deal: strategic planning, labor
and employment issue analysis and labor and employee relations
assistance prior to and subsequent to closing the deal.
Additionally, as a result of our union negotiation experience, we
have developed contacts with labor unions throughout the
country, which enables us to advise investors very early in the
WE HAVE EXTENSIVE EXPERIENCE AND PROVIDE
COUNSEL ON EMPLOYEE MATTERS SUCH AS:
• Affirmative action plans
• Anti-harassment policies and training
• Benefits
• COBRA
• Contract administration
• Discrimination in employment
• Drug testing
• Employment agreements, handbooks and policies
• ERISA
• E-workplace issues, including bloggings, electronic
surveillance and privacy rights
• Family and medical leave
• Immigration
• Invasion of privacy
• Labor and union issues
• Labor crisis management
• Mergers, acquisitions, relocations and shutdowns
• OSHA compliance
• Overtime
• Promotions
• Reductions in force
• Restrictive covenants, including non-competes,
no-solicitation provisions and post-employment covenants
• Retaliation
• Sarbanes-Oxley suits
• Termination
• Testing
• Trade secrets
• Union negotiations
• Wage and hour issues
• Workplace security
process on how to best structure a deal for a unionized company.
This includes such items as making major modifications to
existing collective bargaining agreements, eliminating costly work
rules and avoiding relationships with difficult and militant unions.
EMPLOYMENT LITIGATION
Fox Rothschild has established a reputation among employers
and insurers for successfully handling employment litigation in an
aggressive, dynamic, yet cost-effective manner. Fox Rothschild
appears coast to coast in state and federal courts to defend and
promote management interests in:
• Employment discrimination
• EEO retaliation
• Sexual and other harassment issues
• Reasonable accommodation
• FMLA and state leave laws
• Wrongful termination
• Employment agreements
• Restrictive covenants
• Affirmative action complaints
• IRCA compliance
• OSHA violations
• Constructive discharges
• Public policy claims
• Employment torts
• Wage and overtime actions (meal and rest periods in California)
• Labor injunctions
• Unfair labor practices
• Union contract actions
• Class actions
• Whistleblower claims
• Sarbanes-Oxley litigation
STEPS TO SUCCESSFUL LITIGATION AVOIDANCE
The best way to avoid litigation is to make good employment
decisions. In the sophisticated and ever-evolving landscape of
employment law, Fox Rothschild attorneys work closely with
in-house risk management and human resource professionals
to review and structure management decisions to avoid litigation
and, when it does occur, maximize success.
If litigation occurs, our attorneys have extensive experience
litigating on behalf of management in the full range of labor and
employment issues before all state and federal courts, as well as
before the National Labor Relations Board, state civil rights
agencies and the Equal Employment Opportunity Commission.
SERVICES FOR UNIONIZED AND NON-UNIONIZED
EMPLOYERS
TRAINING
Courts have unequivocally emphasized the importance of
conducting effective training for employers to defend against, and
avoid punitive damages in, the expansive array of legal claims that
their employees may bring against them. As such, Fox Rothschild
works with employers to design and conduct training that educates
supervisors about the various laws that affect the workplace and
their obligations under such laws, and that provides guidance to
employees about appropriate workplace conduct and the avenues
available to make internal complaints regarding issues of concern.
Our attorneys conduct high-quality training throughout the country
and internationally on a wide range of labor and employment
topics for both employees and managers. For employees, we
provide, among other topics, harassment and diversity awareness.
For managers, we provide training on harassment and discrimination
awareness, diversity, interviewing and hiring, family/medical leave
administration, effective employee relations, wage and hour
compliance, electronic workplace, and union avoidance.
IMMIGRATION
Immigration is a rapidly changing, politically charged area that
demands diverse experience and talents, as well as creativity and
flexibility. Fox Rothschild provides leading-edge representation to
a range of clients, from individuals to employers in business,
health care, and academia recruiting foreign-born leaders, staff,
and professionals; to investors and entrepreneurs seeking to
relocate to the U.S.; and to family members seeking unification
and naturalization.
EMPLOYEE BENEFITS AND COMPENSATION PLANNING
Welfare, retirement and executive compensation programs
play increasingly important roles in any successful business.
At Fox Rothschild, we have extensive experience in designing
and implementing comprehensive plans that benefit you, your
company and your employees. With a diverse clientele and a
management-focused perspective, our attorneys develop and
implement targeted compensation and benefits solutions with
a consultative, results-oriented approach.
Assess:
Audit your company
handbooks, policies,
and procedures; see
where potential risks
may lie. Conduct
anti-harassment and
supervisory training to
minimize the risks.
Adjust:
Adjust your policies to
comply with state and
federal laws and
regulations.
Monitor:
Continue monitoring
policies and procedures
for future potential risks
as laws and regulations
governing the
employment
relationship change.
ABOUT FOX ROTHSCHILD LLP
Fox Rothschild LLP is a full-service law firm with offices from coast to coast. Nationally recognized as one of the top 200 law firms in the United
States, we have been serving business leaders for more than 100 years. Clients come to us because we understand their issues, their priorities and
the way they think. We provide practical advice to help clients manage risk and make informed business decisions.
© August 2012 AT T O R N E Y A D V E RT I S I N G
California Colorado Connecticut Delaware District of Columbia Florida Nevada New Jersey New York Pennsylvania
Stanley L. Goodman, Esq.
Co-Chair, Labor & Employment
Practice
973.994.7520
75 Eisenhower Parkway
Suite 200
Roseland, NJ 07068
James A. Matthews, III, Esq.
Co-Chair, Labor & Employment
Practice
215.299.2762
2000 Market Street
20th Floor
Philadelphia, PA 19103
REPRESENTATIVE MATTERS
Represented multiple restaurant
owners in wage and hour
class/collective actions in
federal court
Whistleblower claim dismissed
in trial victory that defeated a
$6 million claim against
Pennsylvania public employer
Ship purchase agreement in
Michigan structured to prevent
transfer of seller’s union agreement
Structured successful major
reduction in force for manufacturer
with senior workforce without
encountering any discrimination
challenges
Discrimination charges mitigated
for federal contractor after OFCCP
compliance audit in Indiana
Negotiated developer's right to
use non-union labor to build out
tenant space during time Building
Trades were still completing
construction of office tower
Class certification denied in wage
and hour cases against California
employers
FLSA penalties successfully reduced
for international corporation as a result
of re-classifying employees
Represented employer in litigation
over claim for benefits
Attained H, L, and O visas, among
other immigration services, on behalf
of leading technology company
Union decertified after acquisition of
distribution company by Fortune 500
food and beverage manufacturer
Obtained summary judgment
dismissing plaintiff’s claim of age
and sex discrimination
Represented health plan
and its administrator in claim for
unpaid benefits
Represented plan in wrongful death
claim by estate of deceased participant
Successfull handled arbitration of
employment dispute concerning
allegations of sexual harassment
Successfully litigated
a motion to compel arbitration in
federal court and subsequent motion
to confirm arbitration award
OSHA penalties reduced for
Delaware manufacturers
Union picketing enjoined
in strike involving 15,000
casino employees
Religious discrimination suit ended
with court-directed verdict in favor of
major bank and its CEO
13
46
7
8
9 5
218
1611
1210
14
13
1517
15
15
14
14
17
17
16
16
18
18
10
10
9
9
12
12
11
11
13
13
8
8
7
7
6
6
5
5
4
4
3
3
2
2
1
1
FOX ROTHSCHILDFIRM OVERVIEW
IT’S ALL ABOUT CLIENT SUCCESS
www.foxrothschild.com
Fox Rothschild LLP is a full-service law firm built to
serve business leaders. Over the past 100 years, we
have grown to more than 500 lawyers in 17 offices
coast to coast. Our clients come to us because we
understand their issues, their priorities, and the way
they think. We help clients manage risk and make
informed decisions by offering practical advice.
GROWING WHERE CLIENTS NEED US
From our origin as a two-attorney Philadelphia partnership
in 1907, we have significantly expanded our reach to clients
across the nation. We are among the fastest-growing firms listed
in the National Law Journal 250, and we have been nationally
recognized as one of the top 200 law firms in the United States.
We combine business perspective, legal experience, and local
know-how to help clients achieve their goals.
A QUICK LOOK AT FOX ROTHSCHILD
More than 500 lawyers
Recognized nationally as one of
the top 200 U.S. law firms
17 offices coast to coast
Established more than 100 years ago
ATTORNEY ADVERT IS ING
ADDING DEPTH TO MEET CLIENT DEMAND
Our clients are at the center of every move
we make. We’re driven to help them make
better and broader legal and business
decisions with confidence – especially in
areas outside their comfort zone. That’s
why we’re growing – and why we’ll
continue to expand our knowledge and our
diverse list of more than 45 practice areas.
In the past several years, we’ve completed
several sizable mergers, and the National
Law Journal ranked us as a top 10 growth
leader among the nation’s largest 250 law
firms. With our increased capabilities and
national geographic reach, we have
improved our ability to give our clients the
resources they need to succeed.
STRENGTHENING OUR FOUNDATION WHILE
LOOKING AHEAD
Clients come to us for guidance as they
face uncertainty and change. They need
us to see the context of the problem or
opportunity and to frame our advice
accordingly. This means taking personal
ownership of the situation and delivering
good judgment and direction – not
just analysis.
So now and in the future, we’ll build our
skills and put our talent to work so that we
keep our focus exactly where it belongs –
on our clients.
Mark L. Silow
Firmwide Managing Partner
215.299.2000
Phillip E. Griffin
Co-Chair of the Firm
609.896.3600
Abraham C. Reich
Co-Chair of the Firm
215.299.2000
ABOUT FOX ROTHSCHILD LLP
Fox Rothschild LLP is a full-service law firm with offices from coast to coast. Nationally recognized as one of the top 200 law firms in the United
States, we have been serving business leaders for more than 100 years. Clients come to us because we understand their issues, their priorities and
the way they think. We provide practical advice to help clients manage risk and make informed business decisions.
© October 2012 ATTORNEY ADVERT IS ING
California Colorado Connecticut Delaware District of Columbia Florida Nevada New Jersey New York Pennsylvania
PRACTICE AREAS
Anti-Counterfeiting and Brand Enforcement
Attorneys and Law Firms
Automotive
Construction
Corporate
Corporate Securities
Directors’ and Officers’ Liability andCorporate Governance Disputes
Dodd-Frank
Education
Eminent Domain/Condemnation
Employee Benefits & CompensationPlanning
Energy & Public Utilities
Entertainment
Environmental
Family Law
Fashion Law
Federal Government Contracts &Procurement
Financial Restructuring & Bankruptcy
Financial Services Industry
Franchising, Licensing & Distribution
Gaming
Government Relations
Health Care Reform
Health Law
Hospitality
Immigration
Infrastructure
Insurance
Intellectual Property
International
Labor & Employment
Life Sciences
Litigation
Marcellus Shale
Media, Defamation & Privacy
Pharma & Biotech
Public Finance
Real Estate
Real Estate Tax Appeals
Securities Industry
Taxation & Wealth Planning
Tech & Venture Finance
Title Insurance
White Collar Compliance & Defense
Zoning & Land Use
PRO BONO
Fox Rothschild has a long history of
giving back to the community by
providing free legal services to those in
need. Our broad-based pro bono program
includes legal services at no cost for
individuals who need assistance, as
well as services for various religious,
community, nonprofit, social welfare
and human resources organizations.
COMMUNITY & DIVERSITY
Fox Rothschild is a proud member of
organizations that are committed to
increasing diversity in the legal profession,
such as the Philadelphia Diversity Law
Group. We believe strongly in the
philosophy of inclusiveness and are
committed to increasing the diversity
of our firm and, more broadly, the
legal profession.
OFFICE LOCATIONS
Atlantic City, NJ
Blue Bell, PA
Denver, CO
Exton, PA
Las Vegas, NV
Los Angeles, CA
New York, NY
Philadelphia, PA
Pittsburgh, PA
Princeton, NJ
Roseland, NJ
San Francisco, CA
Stamford, CT
Warrington, PA
Washington, DC
West Palm Beach, FL
Wilmington, DE