Executive Compensation Planning
What is it?
Compensation packages for executives involve more than a salary. Equity, bonuses, deferred compensation, and benefits all need to be structured carefully to attract the right talent, retain them through the critical stages of a business’s growth, and manage the legal and tax risk that comes with getting any of it wrong. An executive compensation package that isn’t properly designed can create unexpected tax liability, fail to deliver the retention benefits it was meant to provide, or generate disputes about what was actually promised when the relationship ends.
The stakes are particularly high because executive compensation decisions tend to be made quickly, often in the middle of a competitive hiring process, when there is pressure to move fast and figure out the details later. The details matter, and later is usually too late.
How we can help:
We advise businesses on executive compensation structures that are competitive, compliant, and aligned with the long-term goals of the company. That means helping clients think through not just what they are offering but how it is structured, documented, and governed so that the package actually delivers what was intended and holds up if the relationship ends on difficult terms.
When compensation disputes arise, we bring the same depth of preparation to the litigation that we bring to the transactional work. Having drafted these agreements, we understand exactly how they are likely to be interpreted when they are contested.
Employment Agreements
What is it?
A well-drafted employment agreement protects both the employer and the employee by setting clear expectations around role, compensation, termination, and post-employment obligations. Without one, the terms of the employment relationship are governed by a combination of offer letters, handbooks, and default legal rules that may bear little resemblance to what either party actually intended. That gap tends to surface when the relationship ends, which is rarely a good time to discover that the terms were never clearly defined.
Employment agreements are not one-size-fits-all documents. The right agreement for a senior executive looks very different from the right agreement for a key employee in a specialized role, and both look different from a standard offer letter arrangement. The structure depends on the nature of the role, the sensitivity of the information the employee will have access to, the value of the relationships they will develop, and the risk the business faces if things go sideways.
How we can help:
We draft employment agreements that reflect the realities of the relationship, protect the business’s interests, and hold up if things end on difficult terms. That means going beyond the standard provisions to address the specific circumstances of each hire, the obligations that matter most for that role, and the exit scenarios that are most likely to create disputes.
We also review employment agreements on behalf of executives and key employees, helping them understand what they are agreeing to, where the risks are, and what terms are worth negotiating before they sign.
Independent Contractor Structuring
What is it?
The line between an employee and an independent contractor is more legally significant than most businesses realize, and the consequences of getting it wrong can be severe. Misclassification exposes businesses to liability for unpaid employment taxes, overtime, benefits, and workers’ compensation, and the exposure often compounds over time as the misclassification continues. Federal and state agencies have both been increasingly aggressive in auditing worker classifications, and the standard they apply is not always the one businesses assume.
The fact that both parties agreed to an independent contractor arrangement, or that a contract calls the worker a contractor, does not determine how the relationship will be classified. What matters is the economic reality of how the work is actually performed, and courts and agencies look past the labels to the substance of the relationship.
How we can help:
We help businesses structure independent contractor relationships correctly from the start, making sure the agreements and the actual working arrangements reflect the kind of relationship that will hold up under scrutiny. That means looking at the full picture of how the work is performed, not just what the contract says, and making recommendations that address the actual classification risk rather than just documenting the status quo.
When misclassification has already occurred, we help businesses assess their exposure, correct the classification, and structure the transition in a way that minimizes liability going forward.
Non-Competes, Non-Solicitations, and Restrictive Covenants
What is it?
Restrictive covenants are only as strong as the agreements behind them. Overly broad or poorly drafted provisions are regularly struck down by courts, leaving businesses without the protection they thought they had at exactly the moment they needed it most. North Carolina courts apply a reasonableness standard to these agreements, looking at the scope of the restriction, the geographic reach, the duration, and whether the restriction is tied to a legitimate business interest worth protecting.
The law in this area is also changing. Federal and state regulators have both been scrutinizing non-compete agreements more closely in recent years, and what was standard practice even a few years ago may create real enforceability questions today. Keeping these agreements current and defensible requires ongoing attention.
How we can help:
We draft non-compete and non-solicitation agreements that protect legitimate business interests without overreaching, calibrating the scope, duration, and geographic reach of each restriction to what courts in North Carolina are actually likely to enforce. A restrictive covenant that cannot be enforced is worse than no covenant at all because it creates a false sense of security and may generate litigation costs without any realistic prospect of relief.
When restrictive covenants are violated, we move quickly to enforce them, pursuing injunctive relief when the situation demands it and building cases that address the enforceability questions head-on rather than hoping the other side won’t raise them.
Employee Equity & Incentive Plans
What is it?
Equity and incentive plans are powerful retention tools, but they need to be structured thoughtfully to deliver real value to employees and real protection to the business. A plan that isn’t properly designed can fail to create the alignment it was meant to achieve, generate unexpected tax consequences for participants, or create governance and ownership complications the business wasn’t prepared to manage when key employees leave or the company is sold.
The complexity increases significantly in businesses that have outside investors, are considering a future transaction, or have employees in multiple states with different tax and regulatory requirements. What works in one context may not work in another, and the decisions made when a plan is established are difficult and expensive to unwind later.
How we can help:
We design and document employee equity and incentive plans that align your team’s interests with the company’s goals and are built to hold up through the stages of the business’s growth. That means selecting the right type of plan for your entity structure and objectives, drafting the plan documents and award agreements with the precision these arrangements require, and making sure participants understand what they have been granted and what it will take to realize its value.
We also advise businesses on modifying or unwinding existing plans when circumstances change, bringing the same care to those situations that we bring to the initial design.
Employee Versus Contractor Classification
What is it?
Misclassifying workers as independent contractors when they function as employees is one of the most common and costly mistakes businesses make. The financial exposure includes back taxes, penalties, unpaid overtime and benefits, and potential liability under state and federal employment laws that apply to employees but not contractors. For businesses that have been misclassifying workers for years, the cumulative exposure can be significant.
The challenge is that the classification analysis is not always straightforward. Different agencies apply different tests, and a worker who qualifies as a contractor under one standard may be an employee under another. Businesses that rely on a single contract or a single agency’s guidance to justify their classification decisions often discover that the analysis is more complicated than they assumed.
How we can help:
We help businesses audit their workforce classifications with the thoroughness these situations require, applying the standards that actually govern the relationship rather than the ones that are most favorable. When misclassifications are identified, we help clients understand their exposure, develop a plan for correcting the classification, and structure the transition in a way that addresses the legal risk without unnecessarily disrupting the working relationship.
For businesses building out their workforce for the first time or adding new categories of workers, we help structure those relationships correctly from day one so that classification issues never become the problem they so often are for businesses that don’t address them early.