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Pension Plan Investments 2011: Current Perspectives


Speaker(s): Alan S. Wilmit, Alicia C. McCarthy, Amanda A. Sonneborn, Andrew L. Oringer, Arthur H. Kohn, Bronislaw E. Grala, David M. Cohen, Edmond T. FitzGerald, Howard Pianko, Ivan Strasfeld, Janice Hester Amey, Javier Hernandez, John W. Valentine, Karen L. Handorf, Mary E. Alcock, Melanie Franco Nussdorf, Robert N. Eccles, Steven W. Rabitz, Timothy D. Hauser
Recorded on: Apr. 5, 2011
PLI Program #: 28514

John Valentine

John started Valentine Law in 2009 to serve the needs of Institutional Investors dealing with Asset Servicing. He is uniquely qualified in this eclectic field of law-he has over 25 years of experience with custody banks, investment managers and plan sponsors dealing with the numerous, inter-twined areas of law, regulations and, importantly-industry practices which impact the purchase, holding, administration and sale of assets by ERISA plans, Mutual Funds, Endowments and Foundations. He is unique, in that he understands the investment and benefits businesses from every perspective: plan/fund sponsor, service provider, and fiduciary.

Before opening his private practice, John headed The Bank of New York Mellon's Everett, Massachusetts office of the Legal Department of The Bank of New York Mellon. For over 11 years, he and his staff supported the bank's institutional trust and custody services, including the bank's global custody network, and the mutual fund back-office administration and services group. Before that, as Senior Counsel for Chase Manhattan Bank, starting in 1986, he helped shape and develop the bank's emerging Global Custody business to serve ERISA and Mutual Funds clients. While with Chase, he advised the Trust and Custody business as well as its institutional investment arm, Chase Investors Management Company.

Because of his in-house experience, he has direct, first-hand knowledge of domestic and foreign back office operations in all areas, including: securities processing; depository and clearing operations; corporate actions; proxy voting; class action settlements; tax reclaims; handling of restricted securities; derivatives processing; ERISA prohibited transactions and fiduciary duties.

Before his bank and investment manager experience, he gained plan sponsor and employer perspectives as Labor Relations and Benefits Counsel for Lever Brothers Company, handling plan design, funding, fiduciary and administration issues-as well as labor negotiations, arbitrations, NLRB and human rights matters.

His legal career began with AT & T, as an Assistant Regional Counsel, handling general corporate matters, but specializing in human rights defense work, where he successfully defended close to 100 human rights and NLRB complaints.

He has always maintained a "hands-on" philosophy in understanding the businesses he has represented. At AT&T, he went down into manholes, underground switching centers and to the top of microwave towers. At Lever, he became familiar with the production floor and its commodity trading for the oils used in its products; and, he worked with treasury operations on plan funding issues. At Chase, he worked with operations officers in both domestic and global custody. He trained trust officers in ERISA fiduciary duties and prohibited transactions identification and avoidance. In order to better understand CIMC, along with several of its top traders, he took the licensing course required to become a Commodity Futures Trading Advisor.

John was one of the earliest members of the ERISA Attorney Group, an informal network of in-house bank ERISA counsel formed shortly after ERISA became law. The group identified common industry problems and has been instrumental in developing best practices in institutional trust and custody of ERISA assets. He actively participated in the group for over 20 years, and as a result, he developed and maintained close contacts in the industry.

In 1995-6, when the SEC began revising its rules for foreign custody of Mutual Fund assets, using contacts from the ERISA Attorney's Group, he brought together in-house bank counsel from the 5 main US Global Custody banks and recommended that the coalition engage the Baker and McKenzie law firm to coordinate industry comments on proposed changes to Rule 17f-5. The result was the creation of the Association of Global Custodians. As a participant in The AGC, John actively represented Chase Manhattan Bank, Mellon Bank, and The Bank of New York Mellon.

He is the author of four articles written for the Practicing Law Institute:

  • "The Perfect Storm: The Meltdown of 2008-9; Learning Points and Issues for Plan Fiduciaries;"
  • "The Roles of Directed Trustees, Investment Managers and Plan Sponsors in Swaps, and Their Effect on Risk and Valuation;"
  • "Foreign Assets as Viewed by an ERISA Fiduciary" and
  • "Selected Basic Global Custody Issues."

He has been featured as a speaker in PLI programs and at numerous industry conferences in the US and Canada. He is a graduate of Union College (B.A., cum laude in Economics '71) and Syracuse University College of Law (J.D., cum laude '74). He is admitted to the practice of law in Massachusetts, New York, Connecticut and the US District Court for the Southern District of New York.


Currently, Senior Advisor to Fiduciary Counselors Inc.

Former Director, Office of Exemption Determinations, Employee Benefits Security Administration

Mr. Strasfeld assumed the position of Director of the Office of Exemption Determinations in June 1989. He retired from that position on February 3, 2012.

From 1984 to 1989, he held several positions including Chief of ORI’s Division of  Fiduciary Interpretations and Regulations and Chief of ORI’s Division of Regulatory Coordination.  Mr. Strasfeld was an Employee Benefit Plan Specialist in the Division of Fiduciary Interpretations and Regulations from 1979 to 1984, and a Tax Law Specialist with the Internal Revenue Service from 1976 to 1979.

Mr. Strasfeld received a B.S. degree in 1972 from the State University of New York at Buffalo and a J.D. in 1975 from UCLA School of Law, Los Angeles, CA.


Bob Eccles is a partner in O'Melveny's Washington, DC office. His practice focuses on ERISA litigation and in providing advice pertaining to Title I of ERISA and other statutes affecting employee benefit plans. Bob joined the firm in 1988 after 15 years as an attorney for the federal government, including five years as a trial attorney for the Department of Justice (DOJ) and 10 years as an ERISA attorney at the Department of Labor (DOL). From 1982 to 1988, he was Associate Solicitor of Labor in charge of DOL attorneys who conducted litigation and provided legal advice under ERISA.

Bob has provided advice or handled litigation under ERISA and related statutes for a broad range of clients including U.S, Trust, Fidelity Investments, CIGNA, Humana, Ford, Verizon, and many other corporations, institutions, and individuals.

In addition, Bob represents individual fiduciaries and institutions in dealings with federal ERISA agencies and provides advice to corporations, employee benefit plans, and financial institutions that are regular clients of the Firm.  He appears regularly in federal district and appellate courts throughout the country and has argued before the US Supreme Court.

Bob was named among the top 10 Labor and Employment lawyers in the Washington, DC area by Legal Times magazine as part of its "Leading Lawyers" series.  Bob also was selected for inclusion in The Best Lawyers in America for Employee Benefits law.  Chambers USA also selected Bob as a Leading Lawyer in Employee Benefits/Litigation.

Illustrative Professional Experience

  • Represented U.S. Trust  in its successful trial and appeal in Keach v. U.S. Trust, a case claiming breach of fiduciary duty in connection with an Employee Stock Ownership Plan
  • Represented the DOL in numerous precedent-setting suits under ERISA's fiduciary duty provisions, including Donovan v. Bierwirth, and Freund v. M&I Bank
  • Represented Humana in litigation challenging the handling of provider discounts (Forsyth v. Humana), and in multi-district litigation attacking managed care practices and disclosures
  • Represented Ford in the successful defense of an action challenging the treatment of benefits in divestiture (Andes v. Ford Motor Company)
  • Represented CIGNA companies in securing dismissal of claims that alleged that nondisclosure of physician compensation arrangements violated ERISA fiduciary duties (Weiss v. CIGNA and Ehlmann v. Kaiser Foundation)
  • Represented executives of Columbia-HCA (now HCA-The Healthcare Company), who prevailed against claims in Landgraff v. Columbia v. HCA that they breached fiduciary duties by failing to sell company stock held by the Stock Bonus Plan


Education

  • Harvard University, J.D., 1972
  • Harvard University, A.B., History, 1969: magna cum laude

Professional Activities

  • Admitted, District of Columbia; Wisconsin
  • Admitted to Practice, US Supreme Court; numerous federal appeals and district courts
  • Member, Employee Benefits Committees of American Bar Association Sections on Labor and Employment Law, Taxation, and Real Property, Probate, and Trust Law
  • Co-Chair, ERISA Litigation and ERISA Fiduciary seminars for West LegalWorks
  • Co-Editor, ERISA Litigation Reporter
  • Author, "Fiduciary Litigation Under ERISA"
  • Speaker, ABA, ALI-ABA, International Foundation of Employee Benefit Plans, PLI, and other programs on ERISA litigation, preemption, and fiduciary issues
  • Fellow, American College of Employee Benefits Counsel


Alan is the senior attorney responsible for executive compensation, employee benefits and ERISA (Employee Retirement Income Security Act) matters. In addition to advising on the firm’s own employee benefits, Alan assists in structuring investments for ERISA plans and advises Goldman Sachs Asset Management in connection with the ERISA aspects of its responsibilities. He is a member of the Acquisition and Disposition Review Committee. Alan joined Goldman Sachs in 1999 and became a legal director in 2004. He was named managing director in 2006.

Prior to joining the firm, Alan was a partner in the ERISA Department of Kramer Levin Naftalis & Frankel, LLP. He was also an assistant general counsel at Salomon Brothers, Inc. and was an associate in the Employee Benefits group at Cleary, Gottlieb, Steen & Hamilton.

Alan is a graduate of Tufts University and Cornell Law School.


Alicia C. McCarthy is Counsel in the Executive Compensation and Benefits Department at Wachtell Lipton.  Ms. McCarthy advises clients with respect to executive compensation and employee benefit matters involving mergers and acquisitions, spin-offs, joint ventures, financings, litigation as well as plan compliance.  Her experience includes ERISA’s fiduciary rules and the investment of plan assets with an extensive background representing financial institutions, fund sponsors and ERISA investors.  She also advises on executive compensation matters including performance-based compensation plans, nonqualified pension plans, and employment, severance and change in control agreements.

Ms. McCarthy chairs the Committee of Employee Benefits and Executive Compensation of the Association of the Bar of the City of New York.  She speaks frequently on executive compensation and ERISA topics for the Practicing Law Institute where she co-chairs the ERISA Investment Fiduciary Basics program.  She is the recipient of the Pro Bono Publico Award (2010, 2011 and 2014) for her services to The Legal Aid Society.  She is also recognized in Best Lawyers of America (2012-2021) in Employee Benefits (ERISA) law and New York Super Lawyers (2013-2021).  She recently co-authored the articles “DOL Proposes New Rules Regulating ESG,” The Harvard Law School Forum on Corporate Governance and Financial Regulation (July 7, 2020) and “Sun Capital Redux:  Private Equity and Pension Liability,” The Harvard Law School Forum on Corporate Governance and Financial Regulation (April 5, 2016).

Ms. McCarthy received her B.A. in 1981 from Georgetown University and her J.D. cum laude in 1984 from Brooklyn Law School, where she was a member of the Journal of International Law.


Andrew L. Oringer is a partner and the co-chair of the Employee Benefits and Executive Compensation Group at Dechert LLP.  He is the co-chair of the Employee Benefits Committee of the American Bar Association’s Business Section, Emerging Issues Coordinator of the Employee Benefits Committee of the American Bar Association’s Section of Taxation and chair of the New York State Bar Association Committee on Attorney Professionalism.  Mr. Oringer is a charter member of the Practical Law Employee Benefits and Executive Compensation Advisory Board and was a long-standing member of the Advisory Board for the Bloomberg BNA Benefits Resource Practice Center and for the Tax Management Compensation Planning Journal.  He is a Fellow of the American College of Employee Benefits Counsel, a Senior Fellow from Practice for the Regulatory Compliance Association and an adjunct professor at the Maurice A. Deane Law School at Hofstra University.  He is co-editor of a leading treatise on ERISA fiduciary law and has authored two of its chapters, and has authored a chapter in a leading treatise on the taxation of nonqualified deferred compensation and.  Mr. Oringer is highly rated by a number of key ranking organizations, has been repeatedly included in a widely disseminated list of the Top 100 lawyers in New York City across all practice areas and is a member of The Legal 500 Hall of Fame.


Arthur Kohn is General Counsel – ERISA, Compensation and Benefits at Citigroup.  Prior to joining Citigroup, Arthur was a partner at Cleary Gottlieb Steen and Hamilton LLP. His practice focused on compensation and benefits matters, including executive compensation, pension compliance and investment, employment law and related matters.

He repeatedly has been recognized for his work on behalf of clients by the business and legal press, including Best Lawyers, which named him its 2014 New York Employee Benefits (ERISA) Lawyer of the Year. He has also been recognized for his work in employee benefits and executive compensation law by Chambers USA, The Legal 500, Super Lawyers of New York and others.

He is frequently invited to speak about executive compensation, taxation and corporate governance matters across the United States. Arthur is an adjunct professor at New York University School of Law and a regular guest lecturer at Columbia Law School.

Arthur received a B.A. from Columbia University and a J.D. from Columbia Law School, where he was admitted into the Accelerated Interdisciplinary Legal Education program, was appointed a Harlan Fiske Scholar and received Phi Beta Kappa honors.


David Cohen, a partner in the New York office of Schulte Roth & Zabel LLP (SRZ), specializes in matters related to fiduciary responsibility, ERISA and qualified plans.

David received his J.D. from The George Washington University Law School and his B.A. from Columbia University. Prior to joining SRZ, David held positions in both the private sector (as vice president and assistant general counsel of a major investment firm) and in government service (with the Department of Labor Employee Benefits Security Administration’s Divisions of Regulatory Coordination and Exemptions).

David speaks and writes widely on ERISA and benefit fund-related issues, including authoring ERISA compliance guides for broker-dealers for Practising Law Institute and presenting on “Handling ERISA Issues When Managing a Plan Asset Look-Through Fund” for a Financial Research Associates Hedge Fund Tax, Accounting and Administration Master Class and on “Fund Formation Issues,” “Current Topics in Private Equity and Alternative Investments” and “Current Fiduciary Issues” for recent Practising Law Institute Pension Plan Investments and ERISA Plans in the Financial Markets conferences. In recognition of his accomplishments, he was selected for inclusion in New York Super Lawyers, a listing of outstanding attorneys in the New York metro area, Chambers USA and The Best Lawyers in America.


Javier Hernandez is a partner in the ERISA, Executive Compensation and Employee Benefits practice at Curtis. His practice includes both executive compensation and employee benefits matters, including qualified and non-qualified retirement plans and welfare benefit plans, executive employment agreements, stock options and other equity compensation, deferred compensation arrangements, change of control agreements and severance arrangements. He counsels clients with respect to plan design and implementation, funding, and operation and compliance, including reporting and disclosure, as well as plan investment and fiduciary issues, plan terminations, and matters involving the Internal Revenue Service, the Department of Labor and the Pension Benefit Guaranty Corporation. Mr. Hernandez also advises clients on the executive compensation and employee benefits aspects of mergers and acquisitions and other corporate transactions, as well bankruptcies and reorganizations.

Mr. Hernandez also advises pension funds and investment funds as to issues under Title I of ERISA, including plan asset, fiduciary and prohibited transaction issues.

MEMBERSHIPS
American Bar Association
Section of Taxation, Employee Benefits Committee

EDUCATION
New York University School of Law, LL.M in Taxation
Harvard Law School, J.D.
Georgetown University School of Foreign Service, B.S.F.S., magna cum laude, Phi Beta Kappa

ADMITTED TO PRACTICE
New York


Karen L. Handorf is a partner in and the immediate-past Co-Chair of Cohen Milstein’s Employee Benefits/ERISA practice group, where she represents the interests of employees, retirees, plan participants and beneficiaries in ERISA cases.

A Fellow of the American College of Employee Benefits Counsel, Ms. Handorf joined Cohen Milstein in 2007 following a distinguished 25-year career in government service where she was the Deputy Associate Solicitor, Plan Benefits Security Division, among other senior positions she held at the U.S. Department of Labor (DOL). During her tenure at the DOL, Ms. Handorf played a major role in formulating and litigating the Government’s position on ERISA issues expressed in amicus briefs filed by the Solicitor General in the United States Supreme Court.

At Cohen Milstein, Ms. Handorf has led some of the most significant ERISA-related litigation in recent U.S. history, including successfully litigating over twenty “church plan” cases, which allege that employers had improperly claimed their pension plans qualified for the “church plan” exemption under ERISA, resulting in billions-of-dollars of underfunded plans and losses to beneficiaries, as well as other types of employer-sponsored defined benefit plans, such as 401ks, Employee Stock Ownership Plans (ESOPs), and health plans that are allegedly in breach of ERISA.

As a testament to her expertise in ERISA, Ms. Handorf is frequently invited to represent entities in filing their amicus briefs before appellate courts, including the Supreme Court.

Elected by her peers as a Fellow to the American College of Employee Benefits Counsel in 2007, Ms. Handorf was elected to the College’s Board of Governors in 2018.  She served as Plaintiffs' Co-Chair of Preemption and Civil Procedure Subcommittee of the Employee Benefits Committee of the ABA's Labor Section. Ms. Handorf has also received numerous industry recognitions, including being named Law360’s “MVP – Benefits” (2020), recognizing the top five most influential employee benefits and ERISA attorneys in the United States, as well as being named among The National Law Journal’s “Elite Women of the Plaintiffs’ Bar” (2020). She has also been named to the Best Lawyers in America (2016 – 2020), and, in 2019, she was named “Lawyer of the Year” in Washington, DC in ERISA Litigation.

Ms. Handorf is a frequent commentator and speaker on ERISA issues for the press, the ABA, Practising Law Institute, American Conference Institute, various Bar associations, and private seminars.


Mary E. Alcock is counsel based in the New York office.

Ms. Alcock’s practice focuses on employee benefits and executive compensation matters, including design and regulatory compliance. She regularly counsels financial institutions on the issues arising under pension and tax laws with respect to their many and varied interactions with pension funds. Ms. Alcock also advises clients on corporate governance issues as well as on disclosure issues relating to compensation matters.

Ms. Alcock is recognized as a leading employee benefits lawyer by Chambers USA, The Best Lawyers in America and The Legal 500 U.S.

Ms. Alcock joined the firm in 1993 and became counsel in 2002. She received a J.D. degree in 1993 from Yale Law School and an undergraduate degree, summa cum laude, in 1988 from Yale University.

Ms. Alcock is a member of the New York State Bar.


Melanie Nussdorf, a partner at Steptoe, advises some of the world's largest financial institutions on fiduciary issues, including prohibited transaction exemption questions under ERISA and the Internal Revenue Code, especially in connection with financial products and services offered by major banks, investment advisers, brokerage firms, and insurance companies. Repeatedly recognized by clients and peers in Chambers USA and Legal 500 as one of the nation’s leading lawyers in the employee benefits area, Melanie’s experience spans the entire range of employee benefits, from tax-based requirements for qualified pension plans, to fiduciary issues, welfare benefits, and plan termination. She has substantial experience with the exemption and advisory opinion process under ERISA and has worked extensively on legislative and regulatory issues related to ERISA. Her experience includes seven years in senior roles at the Department of Labor and at the Pension Benefit Guaranty Corporation.


Practice Area:

Employee Retirement and Health Benefits

Plan Governance

Fiduciary Advisory Services

Executive Compensation

International Benefits

Howard Pianko is the head of Seyfarth Shaw’s New York benefits practice. During his more than thirty-five years of experience in employee benefits law and executive compensation, he has counseled both domestic and international clients on matters running the full benefits gamut. His current practice focuses extensively on fiduciary and plan governance matters, executive compensation (including both domestic and cross-border equity and incentive plans) as well as benefit and employment considerations in M&A transactions, including post-transaction implementation and restructuring.

He is a Charter Fellow in the American College of Employee Benefits Counsel and a founding member of the International Pension and Employee Benefits Lawyers Association. He has been recognized for his professional expertise by, among others, Chambers, Legal 500 and Best Lawyers in America and also designated as a BTI Client Service All-Star. He originated and co-chairs two PLI programs involving ERISA investment considerations and another focused on the application of ERISA to the health plan space.


Steven W. Rabitz is a Partner at Dechert LLP focusing on executive compensation matters for public and private companies and the fiduciary responsibility, prohibited transaction and funding rules of ERISA.  He is regularly featured in Chambers USA for his work in employee benefits and executive compensation and in Best Lawyers for his ERISA-related practice. He is nationally recommended by The Legal 500 and was named a “Leading Lawyer” in 2017, in addition to being ranked in Super Lawyers.   Mr. Rabitz’s writing on current legal topics and issues has appeared in numerous publications, including, Tax Management Compensation Journal, Pension & Benefits Daily, Derivatives: Financial Products Report, The Hedge Fund Law Report, and he has been quoted in such publications as The Wall Street Journal, Financial Times, Institutional Investor, Barron’s, Bloomberg, Hedge Fund Law Report, International Business Times and Law 360. In 2015, he received the Burton Award for excellence in legal writing.

Prior to private practice, Mr. Rabitz pioneered and led the ERISA, executive compensation and benefits legal function at Lehman Brothers and served in a similar capacity at Barclays Capital. He also worked as part of a dedicated team of ERISA and compensation lawyers at Goldman Sachs earlier in his career. Prior to joining Dechert, Mr. Rabitz was a partner at a national leading law firm.


Timothy D. Hauser is the Deputy Assistant Secretary for Program Operations of the Employee Benefits Security Administration and as such is the chief operating officer of the Agency. His responsibilities include overseeing EBSA's regulatory, enforcement and reporting activities.

Mr. Hauser joined the Department of Labor in 1991 as a trial attorney for the Plan Benefits Security Division (PBSD), where he represented the Department in federal district court and appellate litigation. From November 2000 until November 2013, Mr. Hauser was the Associate Solicitor of the Division. As the head of PBSD, he was responsible for all of the Department's legal work under ERISA.

Before joining the Department of Labor, Mr. Hauser worked as a trial attorney for six years at Legal Aid of Western Missouri. As a Legal Aid attorney, he represented indigent clients in civil litigation in ten rural counties in Missouri.

Mr. Hauser graduated from Harvard Law School in 1985. He is also a graduate of the University of Illinois.


Mr. FitzGerald is the head of the Executive Compensation and Employee Benefits Practice Group of Davis Polk.  His practice and experience includes virtually all commercial and regulatory matters relating to compensation and benefit plans and arrangements.

RECOGNITION

Listed as a leading lawyer in several legal industry publications, including:

  • Band 1, Nationwide: Employee Benefits & Executive Compensation – Chambers USA 2012-2013
  • Band 1, New York: Employee Benefits & Executive Compensation – Chambers USA 2012-2013
  • Practical Law Company’s Which lawyer? Yearbook and Labour and Employee Benefits Guide
  • Legalease’s The Legal 500 (United States)
  • American Lawyer Media’s Corporate Counsel: Best Lawyers Annual Guide to Employee Benefits Law

PROFESSIONAL HISTORY

  • Partner, 2000-present
  • Associate, Davis Polk, 1997-2000
  • Associate, Pillsbury Winthrop, 1995-1997
  • Associate, Fried, Frank, Harris, Shriver & Jacobson, 1991-1995

ADMISSIONS

  • State of New York

EDUCATION

  • B.S., Cornell University, 1987
  • J.D., Brooklyn Law School, 1991


Ms. Sonneborn is a partner in the Labor & Employment Department of Seyfarth Shaw LLP.   Ms. Sonneborn also serves as co-Office Managing Partner of the Firm’s Chicago office.  She actively advises clients in the health care, construction, print media, hotel, gaming, manufacturing, transportation, and energy industries.  Ms. Sonneborn previously was named one of the National Law Journal’s 40 Under 40 Rising Stars in Chicago. 

Ms. Sonneborn has considerable experience in the area of Employee Retirement Income Security Act of 1974 (ERISA) litigation.  Ms. Sonneborn is co-chair of the Firm’s ERISA & Employee Benefits Litigation practice group.  Her ERISA and employee benefits litigation experience includes defense of single plaintiff claims for benefits, breach of fiduciary duty claims, cash balance plan claims, breach of contract claims, and ERISA Section 510 employment discrimination claims.  Ms. Sonneborn devotes a considerable amount of her practice to litigation of class-action and multi-plaintiff claims.  She also frequently advises clients regarding handling of claims brought under benefit plan claims procedures.  Ms. Sonneborn has handled hundreds of single plaintiff cases brought in federal court under ERISA. She also frequently speaks on ERISA litigation issues and serves as a chapter editor for the American Bar Association book on  Employee Benefits.

Ms. Sonneborn also is particularly well-versed in the field of labor relations law, with a particular focus on advising clients in the health care industry.  Within this arena, she has represented clients in hundreds of unfair labor practice proceedings, contractual arbitrations, representation proceedings, and Section 301 litigation.  She has served as national counsel to several corporations facing targeted corporate campaigns. She also has experience advising clients during union organizing campaigns.  In addition, she provides clients with day-to-day labor relations advice on a wide spectrum of topics, including independent contractor issues, neutrality agreements, and corporate campaigns.  She also frequently negotiates collective bargaining agreements on behalf of clients. Finally, Ms. Sonneborn has handled several appellate cases seeking review of National Labor Relations Board decisions.

Ms. Sonneborn has substantial experience with non-union employment issues as well. She has represented clients in litigation under Title VII of the Civil Rights Act, the Americans with Disabilities Act, the Family and Medical Leave Act, the WARN Act, and the Illinois Human Rights Act.  Ms. Sonneborn also counsels various clients on day-to-day employment law matters and assists clients with revisions to employee policies and employment applications.

Ms. Sonneborn leads various training courses with Seyfarth Shaw at Work®, including anti-harassment training and positive employee relations training.  She also serves as an adjunct faculty member in the Legal Writing Department at Chicago-Kent IIT College of Law.


Before his retirement in September of 2014, Broni Grala's practice primarily related to ERISA and similar employee benefit matters. He has unusually broad experience in the area of ERISA fiduciary responsibilities and obligations, and the tax and ERISA implications of various plan investments and investment formats. This experience is primarily a function of Broni serving as ERISA counsel to third-party plan asset managers, broker-dealers, and investment bankers who provide services or investment products to employee benefit plans.

Broni counseled and advised plan asset managers on their fiduciary responsibilities, prepared investment policies and procedures for plan asset managers, and helped design investment products targeted for plans, both "tangible" products such as new securities and real estate ventures, and investment strategies. Working with others at Cadwalader, he helped structure venture capital operating companies, real estate operating companies, commodity pools, hedge funds, farmland programs, and other investment vehicles to attract ERISA investors. Broni had extensive experience in dealings with the Employee Benefits Security Administration in the U.S. Department of Labor (DOL).

Among other services to clients, he successfully obtained numerous DOL advisory opinions and prohibited transaction exemptions and was one of a small number of attorneys responsible for obtaining the initial ERISA relief to allow funds to purchase private label residential mortgage pass-through certificates. Shortly thereafter, he helped obtain broad relief from ERISA regulations for Freddie Mac's mortgage securitization program. Broni was among those responsible for obtaining the first ERISA exemptions for the sale of asset-backed securities to ERISA plans, he helped obtain the first exemptions specifically designed for securitized credit card receivables, and he has worked on DOL exemptions involving securities lending, notional principal ("swaps") contracts, innovative option products, and many other investment products and practices.

With 40 plus years of pension experience, Broni is an expert in ERISA and related pension law. He was named 2012 Lawyer of the Year for New York City Employee Benefits (ERISA) by Best Lawyers - only a single lawyer in each specialty in each community is so honored. He is listed in Tier 1 of Chambers USA America's Leading Business Lawyers, was chosen by Super Lawyers as a leading attorney in Employee Benefits / ERISA, was cited by his peers as one of the "World's Leading Labor and Employment Lawyers" (Euromoney Publications), and selected to Best Lawyers In America each year for more than 10 years.  In 2000, upon its founding, Broni was selected as a Charter Fellow in the American College of Employee Benefits Counsel.

A frequent speaker at professional and business conferences, Broni has addressed a wide range of topics of interest to employee benefit plan investors and vendors to plans. He has appeared at seminars sponsored by, among others, the Practising Law Institute, Institutional Investor, the Securities Industry Association, and the annual Chicago-Kent College of Law Financial Services Law Institute. Among his publications are: "Employee Plan Trading in Commodity Futures', with Thomas A. Russo and Stephen G. Bachelder, 37 Wash. & Lee Law Review 811 (1980); "Pension Plan Trading in Commodity Futures", with Sheila S. Bassman, December 1982 Commodities Law Letter; "Exchange-Traded Options & Futures Trading Under the Revised New York State Insurance Law', with John W. Osborn, September 1983 Commodities Law Letter; "Hedging with Options and Commodity Futures Under the Revised New York State Insurance Law', with John W. Osborn, 16 Connecticut Law Review 477 (1984); "Pension Plan Trading in Commodity Futures: A Status Report", with Deborah Packer, September 1986 Commodities Law Letter; "Pension Plan Trading in Commodity Futures: Current Issues 1989", with David S. Mitchell and Deborah Packer, April 1989 Commodities Law Letter; and "Pension Plan Trading in Commodity Futures and Off-Exchange Instruments: Select Current ERISA and Tax Issues", with Joseph F. Esposito, MarchiApril 1991 Commodities Law Letter. Broni has authored numerous Practising Law Institute articles on a number of ERISA investment topics and served on editorial boards of professional journals.

Broni graduated cum laude from Fordham College and earned his J.D. at New York University School of Law, cum laude, where he was an editor of the NYU Law Review, a member of the Order of the Coif, and a Founder's Day Scholar. He is admitted to practice in the State of New York and before the U.S. District Court for the Southern District of New York.

Broni is a member of the New York State Bar Association (Section on Taxation), the Association of the Bar of the City of New York, and as mentioned above, the American College of Employee Benefits Counsel.