Sarah Heck Griffin
Partner
Los Angeles
Tel: 1.213.243.2560
Fax: 1.213.243.2539
Email:
sgriffin@jonesday.com
Profile
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Experience
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Publications
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Speaking Engagements
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For more than 20 years Sarah Griffin has concentrated her practice on advising private sector and governmental clients regarding the issues presented by the employee benefit programs they establish or maintain. She represents privately held companies and Fortune 500 companies as well as tax-exempt organizations, local governmental entities, large governmental plans, and public utilities. In addition, she regularly counsels fiduciaries entrusted with the responsibility for prudent management and investment of billions of dollars in plan assets.
Sarah has extensive experience in representing employers in the employee benefit issues raised by corporate mergers, acquisitions, divestitures, and financing (including through ESOPs and private equity transactions). She has advised clients with respect to assuming, transitioning, terminating, or winding down qualified retirement plans, nonqualified deferred compensation plans, cafeteria plans, welfare benefit arrangements (including spending accounts, severance plans, and retiree health programs), and executive compensation and equity-based incentive plans as part of the client's overall transaction strategy. She also has worked with clients to address issues created by the operation of the golden parachute rules of Code Section 280G.
She regularly counsels corporate clients and individuals about identifying issues related to nonqualified deferred compensation arrangements and compliance with Section 409A of the Internal Revenue Code.
As a counselor to both private sector and governmental plan fiduciaries, Sarah has substantial experience with ERISA, the common law of trusts, and state pension law. She advises fiduciaries on prelitigation matters involving conflicts of interest, prohibited transactions, reimbursement of appropriate administrative expenses from plan assets, complex claims for benefits, resolution of disputes with third-party service providers, and participant claims of breach of fiduciary duty. She has conducted ERISA fiduciary compliance reviews and has advised professional investment managers as to their status as a qualified professional asset manager (QPAM) and their duties under ERISA in developing prudent policies and procedures for selecting, allocating, recommending, negotiating, monitoring, and disposing of investments for the manager's employee benefit plan clients.
Sarah also advises employers about the design, drafting, and administration of qualified retirement and pension plans, executive compensation arrangements, equity-based incentive plans, severance plans, and other welfare plans, such as health plans, life insurance, long-term disability, long-term care policies, flexible spending accounts, retiree health plans, and in the establishment of tax-exempt voluntary employees' beneficiary associations (VEBAs). She has counseled employers designing severance packages as part of reductions in force. With respect to tax-exempt and governmental entities, she has experience with eligible deferred compensation plans and tax-sheltered annuity programs under Sections 457 and 403 of the Internal Revenue Code. She also has negotiated third-party provider contracts for the provision of administrative services to qualified retirement plans, nonqualified deferred compensation plans, and health benefit plans. She has counseled governmental employers in California as to the vested contractual rights issues implicated by their retiree health programs and potential funding vehicles.
As a counselor to a major health care service provider, Sarah has advised regarding ERISA fiduciary issues involved with negotiating prescription drug rebates and formularies with pharmacy benefit managers and the ERISA implications of retaining some or all of the negotiated rebates.
Sarah has advised benefit plan clients and fiduciaries on the impact of ERISA on alternative equity investments, including those that are subject to the fiduciary duty and prohibited transaction rules of ERISA and the Internal Revenue Code and those that are exempt from such rules because they are designed to qualify as "real estate operating companies" and "venture capital operating companies." She also has worked with members of the Firm's corporate practices to advise investment professionals how to structure pooled asset vehicles for investment by ERISA plans. With respect to investments by employee benefit plans, Sarah has negotiated the acquisition of company stock in an ESOP on behalf of independent institutional trustees and drafted pass-through voting provisions for ESOPs and transaction disclosures for ESOP participants.
She is a member of the ABA, the State Bar of California, and the Los Angeles County Bar Association. Sarah is past president of the board of directors for the Los Angeles County Bar Association Foundation.
Admitted
Colorado and California
Education
University of Southern California (Phi Beta Kappa; B.A. 1976); University of Colorado (Law Review; Order of the Coif; J.D. 1984)
Clerkship
Law Clerk to former Justice William D. Neighbors, Colorado Supreme Court (1984 term); Law Clerk to Judge John C. Porfilio, United States Court of Appeals, Tenth Circuit (1985 term)