Section 280G Due Diligence Information Request


Summary

This template can be used by parties involved in a corporate transaction to collect information needed to identify and calculate "excess parachute payments" to determine whether individuals may receive compensation resulting from the transaction subject to Internal Revenue Code (IRC) Sections 280G and 4999 rules (the Golden Parachute Rules). I.R.C. ยงยง 280G, 4999. This template includes practical guidance and drafting notes. The Golden Parachute Rules prohibit a corporation from deducting certain "excess parachute payments" and impose a 20% excise tax penalty on payments that are made to certain "disqualified individuals" receiving such payments. The Sections 280G and 4999 rules are triggered when an employee or independent contractor receives certain compensatory payments that, typically, are contingent on the consummation of a corporate transaction. The payments may be a bonus, acceleration of vesting of a stock option, a new employment agreement with an increase in wages, or a ...