Leveraging our sophisticated technical, market and legal experience to help clients effectively and efficiently manage complex transactions and get the deal done.

WilmerHale lawyers have decades of experience advising public and private companies in all aspects of mergers and acquisitions.

A premier corporate governance and disclosure practice providing timely, tailored and practical advice to public company clients based on in-depth experience and insight.

We leverage technical knowledge, business acumen and legal experience to structure, prepare and negotiate innovative and effective technology-related agreements.

Lawyers with deep and broad experience counseling clients in every industry on the design, implementation, and interpretation of executive compensation arrangements and on general compensation and benefits issues.

We counsel an array of public, private and nonprofit clients as they navigate the complex, ever-changing legal landscape that shapes employee benefits and retirement plans. Our attorneys help human resources professionals understand and manage the tax, securities and employment law implications of their benefits programs. We also regularly advise employers, boards of directors, and compensation and administrative committees as they design and draft qualified and non-qualified retirement programs, health and welfare plans, and fringe benefit plans, and we represent these employers and their plans before government agencies and in litigation. WilmerHale’s highly experienced transactional and tax lawyers collaborate to tackle employer concerns that range from negotiating the employee-related issues involved in buying or selling a business to advising on worker classification and employment tax matters.

Financial companies face the complex task of designing investment products suitable for ERISA-covered plans. At WilmerHale, seasoned ERISA attorneys collaborate with lawyers from our Investment Management, Business and Financial Integrity and Broker-Dealer Compliance and Regulation Practices to advise clients on the rules that govern the management of pension and other benefit funds. Our experience covers not only ERISA but also the provisions of the tax laws that can affect the design of benefit plan products and services. Our representation of institutional clients also extends to transactional and litigation matters. Read more about our Insurance, Annuities and Retirement Practice.

We advise on all aspects of executive compensation plans and arrangements, offering experienced counsel on the complex web of applicable tax, corporate, securities and employment laws and regulations. Our executive compensation lawyers provide guidance to companies, boards of directors, compensation committees and select senior executives at all stages of executive compensation planning, from design to disclosure to implementation. Our capabilities also include advising on the interpretation of existing plans and arrangements in a wide variety of transactions. We stay at the cutting edge of changes to the legal framework and public and shareholder sentiment, balancing the technical and the practical to best achieve our clients’ business goals and navigate the impact of regulatory and market developments. Our lawyers have significant experience in equity and cash incentive compensation arrangements; nonqualified deferred compensation arrangements; employment, severance, retention and change-in-control agreements; and, for our non-corporate and ex-US clients in particular, profits interests and phantom equity arrangements.

Our knowledgeable attorneys advise US companies on issues surrounding equity or cash incentive plans anywhere in the world, drawing on our broad international network to provide reliable, tailored guidance to each client. We also guide these companies as they implement global harmonization or incentive arrangements after an acquisition, sale, merger, or other cross-border transaction. We regularly prepare the rules and individual agreements for international incentive arrangements and assist with related US disclosure and listing issues. We also assist local counsel in preparing documentation in their jurisdictions.

A deep and diverse practice focused on maximizing tax efficiencies and minimizing tax risks for clients nationally and internationally.

Clients’ legislative and regulatory concerns are best served by legal counsel with the deepest possible knowledge of the relevant channels of government. In legislative and regulatory matters, we advise clients and provide updates on IRS regulations and rulings in a variety of areas, including corporate tax, consolidated returns, pass-through entities, tax accounting, employee compensation, international taxation, excise taxes, financial institutions and exempt organizations. We also serve as legislative counsel to clients with respect to proposed federal tax legislation and represent clients in seeking favorable guidance from the IRS by obtaining private letter rulings regarding particular transactions or business structures, assisting clients with voluntary compliance and closing agreements and submitting comments on proposed regulations. Our experience extends to state and local levels as well, permitting a comprehensive approach to these issues. 

With a team of lawyers recognized nationally as leading practitioners in the field, we regularly advise public and private companies, their shareholders and their key employees on tax aspects of mergers, acquisitions, dispositions and joint ventures. Clients rely on our advice to maximize their tax efficiencies and minimize their tax risks. Our clients include businesses from a wide range of sectors: technology, life sciences, publishing, telecommunications, aviation and defense, venture capital and private equity. We develop tax-efficient structures that help clients achieve business objectives and negotiate appropriate contractual protections against the assumption of unwanted tax risks.

Private equity and hedge fund sponsors turn to WilmerHale for advice on complex issues relating to the design and operation of tax-efficient structures for their funds and their funds’ investments. We advise investment fund sponsors concerning optimal offshore and onshore structures for their funds and investments, including the tax consequences for US and non-US investors of holding and disposing of their investment in such funds, tax treatment of the funds under US and non-US tax regimes, and tax considerations relevant to investments to be made by such funds. We also assist funds in connection with equity investments in technology and healthcare companies.

Clients turn to our seasoned team of attorneys—strategically located across the United States—to resolve nearly any state or local tax challenge. State and local taxes account for a high percentage of most businesses’ tax burden. There are literally thousands of these taxes that companies may or may not be subject to, depending on the nature of a given transaction and the requirements of various taxing authorities. The application of historical tests to determine whether a business is subject to state or local tax jurisdictions and the extent of its tax liability has become more difficult with the explosive growth of e-commerce, and the rules are sometimes counterintuitive and seemingly contradictory. We have structured our state and local tax practice to help clients across the United States successfully cope with the specific requirements of individual jurisdictions.

Our cross-disciplinary team has experience in all levels of tax law. We draw on nationally renowned trial lawyers from the firm’s litigation group in order to serve clients involved in tax-related controversies. We regularly defend corporations and individuals in audits and appeals by the IRS and state tax authorities, and on a variety of tax issues in the federal and state courts. When tax controversies progress beyond the administrative stages, we seek to obtain favorable outcomes for clients through litigation or declaratory judgments at all levels of the judicial system. We have successfully represented various clients in federal income tax audits relating to employee and independent contractor issues, offshore investments and amortization of intangibles following acquisitions. We also advise corporations and individuals on the tax consequences and structuring of litigation settlements.

WilmerHale’s corporate lawyers have a long history of experience with cross-border deals involving mergers and acquisitions, public offerings and capital markets, venture capital, joint ventures and other transactions.

Helping clients launch their businesses and transform their innovative ideas into successful companies.