February 20, 2015
Partners John Cannon (New York-Compensation, Governance & ERISA) and Kenneth Laverriere (New York-Compensation, Governance & ERISA) co-authored an article titled "Just Say No: Why Directors Should Avoid Duties That Will Subject Them to ERISA,” published by Bloomberg BNA’s Corporate Law & Accountability Report on February 20.
The article discusses the ways in which board oversight of a company’s pension plans can be exercised to avoid subjecting board members to ERISA’s fiduciary standards, which are more restrictive than those imposed on directors generally. Complying with these more restrictive standards can lead to potential conflicts with a director’s overall responsibility to the corporation and its shareholders. According to Cannon and Laverriere, board oversight can be exercised without subjecting directors to ERISA’s fiduciary standards “by careful planning and committee charter drafting and attention to the manner in which the applicable committee of the board engages in plan oversight.”