Carolyn
S.
Nestingen
Of Counsel; Labor and Employment
Carolyn is Of Counsel, and a former shareholder, in the firm of Briggs and Morgan, Professional Association. She is a member of the Employee Benefits and Executive Compensation Practice Group. Carolyn has practiced for 25 years, always limiting her practice to the areas of:
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Qualified retirement plans, including design, plan and amendment drafting, and compliance
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Nonqualified retirement plans, Supplemental Early Retirement Plans (SERPs), excess benefit plans, rabbi trusts, deferred compensation and 409A issues
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Executive compensation issues, including the $1-million cap and golden parachute issues
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Health and welfare plans related to self-funding, COBRA and HIPAA
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Benefits in employee terminations and leaves of absence
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Service agreements with third-party administrators, investment policies and investment manager agreements
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IRS correction programs and audits
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ERISA claims, fiduciary duty, prohibited transactions, appropriate uses of plan assets and Department of Labor (DOL) audits
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Design and implementation of Employee Stock Ownership Plans (ESOPs) and ESOP loan transactions
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Impact of collective bargaining agreements in benefits, including pension withdrawal liability
Carolyn represents both publicly traded and closely held businesses. She also advises nonprofit associations on employee benefit plan issues. In the retirement plan area, Carolyn advises clients on plan design and qualification issues, separate lines of business, coverage, vesting, and non-discrimination standards. Many questions arise dealing with benefit eligibility for part-time employees, temporary employees and independent contractors. She assists clients in handling participant appeals of claim denials. She has represented clients before the IRS on audits and Voluntary Compliance Program submissions, as well as on plan qualification and termination matters. She has dealt with the U.S. Department of Labor regarding alleged prohibited transactions and related exemptions, and audits and plan terminations.
Compensation issues, particularly for executives, are an increasingly large component of Carolyn’s practice. These include structuring of incentive compensation (including stock-based plans) and amending plans in light of the Code Section 409A constraints on deferred compensation.
In the health and welfare benefit area, Carolyn designs and implements flexible benefit plans, voluntary employee beneficiary association (501)(c)(9) trusts, voluntary early retirement and other severance plans, and self-funded medical plans. She assists clients in negotiating cost and risk sharing arrangements in the health area with third-party administrators and in drafting TPA contracts. HIPAA privacy compliance is a recent expansion of Carolyn’s practice, where she advises plan administrators on privacy policies, procedures and business associate agreements.
An integral part of her practice has been working with the benefits impact of collective bargaining agreements. In the first nine years of Carolyn’s practice, she represented the trustees of several multiemployer Taft-Hartley Trusts, providing retirement and health and welfare benefits to employees of many employers in the construction, transportation and food industries under the provisions of collective bargaining agreements. In the past decade, she has represented numerous employers in withdrawals from multiemployer plans, and has worked with them to devise comparable benefits on an employer-provided basis. She has also advised clients in multiemployer plan benefits audits and delinquency collection actions.
Carolyn is a member and former chair of the Minneapolis Pension Council and the Employee Benefits Section of the Minnesota State Bar Association. Carolyn is listed oin The Best Lawyers in America and has for the past several years been designated a "Super Lawyer" by Minnesota Law & Politics . She is a member of Minnesota Women Lawyers. She is also a former co-chair and board member for the Loan Repayment Assistance Program Inc., an organization which provides law school loan forgiveness to public service attorneys.
Born in Saskatoon, Saskatchewan, Carolyn received her B.A. from Concordia College, her M.A. from the University of Wisconsin, and her law degree from the University of Minnesota Law School. Admitted to practice in 1978, she joined Briggs in 1991.