Steven H. Sholk

Steven H. Sholk concentrates in the areas of campaign finance, employee benefits, executive compensation, employment and severance agreements, and tax-exempt organizations. He regularly counsels corporations on the formation and operation of political action committees. He is actively involved in negotiating and drafting employment agreements for executives, and structuring nonqualified deferred compensation arrangements and equity compensation plans.

In addition, Mr. Sholk regularly counsels clients on the employee benefit issues in mergers and acquisitions, such as the negotiation and drafting of the employee benefit provisions of merger and acquisition agreements. In the qualified plan area, Mr. Sholk conducts compliance audits, and represents plan sponsors in EPCRS submissions and negotiations with the IRS. Furthermore, he regularly counsels fiduciaries of qualified plans on the investment of plan assets, especially with respect to prohibited transaction and unrelated business taxable income issues.

Finally, Mr. Sholk is active with the Employee Benefits Committee of the Section of Taxation of the American Bar Association, and has participated in the comment letters on golden parachutes, Section 409A, split dollar life insurance arrangements, incentive stock options, the prohibited transaction exemption for investment advice, and the Worker Economic Opportunity Act.

Education
University of North Carolina School of Law (J.D., with honors, 1981)
Research Editor, North Carolina Journal of International Law and Commercial Regulation, 1980-1981

New York University (LL.M. in Taxation, 1988)

Rutgers College (B.A., with highest honors, 1978)
Phi Beta Kappa

Professional Admissions
State of New Jersey 1982

United States Court of Appeals for the Third Circuit 1985

United States Tax Court 1984

United States Claims Court 1984

Professional Activities
Member, Board of Directors of the Union of Orthodox Jewish Congregations of America

Member, Government Affairs Committee, New Jersey Business and Industry Association

Member, Republican Jewish Coalition

Elected to International Who's Who of Corporate Immigration Lawyers, 1996

Member, Employee Benefits Committee and Executive Compensation Subcommittee of ABA Section of Taxation

Member, Exempt Organizations Committee, Religious Organizations Subcommittee, and Political and Lobbying Activities and Organizations Subcommittee of ABA Section of Taxation

Member, National Association of Bond Lawyers

Member, Scribes, The American Society of Writers on Legal Subjects

Publications
"A Guide to Election Year Activities of Section 501(c)(3) Organizations," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations, and Restructurings, 2013

"Foreign Investment in the U.S.: Beware of Pension Liability Risk," Financier Worldwide, December 2012 (Michael J. Lubben, Peter Flägel, Steven H. Sholk)

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I, II, III, and IV," 2013 New Jersey Local Government Deskbook, New Jersey Institute For Continuing Legal Education, 2013 (Steven H. Sholk, Contributing Author)

"A Guide to Election Year Activities of Section 501(c)(3) Organizations," New Jersey Institute For Continuing Legal Education, May 3, 2012

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I, II, III, and IV," New Jersey Institute For Continuing Legal Education, May 3, 2012

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I, II, III, and IV," 2012 New Jersey Local Government Deskbook, New Jersey Law Journal Books, (Steven H. Sholk, Contributing Author)

"Commentary to Equity Compensation Plan Exempt From Section 409A," BNA Pension & Benefits Daily, November 30, 2011 and BNA Pension & Benefits Reporter (Article reprinted in BNA Executive Compensation Library), December 6, 2011

"A Guide to Election Year Activities of Section 501(c)(3) Organizations," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, 2011

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I, II, III, and IV," New Jersey Institute For Continuing Legal Education, May 12, 2011

"A Guide to Election Year Activities of Section 501(c)(3) Organizations," New Jersey Institute For Continuing Legal Education, May 12, 2011

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I, II, and III," 2011 New Jersey Local Government Deskbook, New Jersey Law Journal, (Steven H. Sholk, Contributing Author)

"A Guide to Election Year Activities of Section 501(c)(3) Organizations," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, October 2010

"Treasury Grants in Lieu of Tax Credits: Beginning Construction Before January 1, 2011," Corporate & Finance Alert, September 28, 2010 (Peter J. Ulrich, Steven H. Sholk)

"IRS Provides Guidance for Correcting Documentary Errors Under Section 409A; Takes a Hard Line on Releases and Severance Benefits," Corporate & Finance / Employment Alert, March 3, 2010

"A Guide to Election Year Activities of Section 501(c)(3) Organizations," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, 2009

"New York Attorney General and SEC Seek to Curb Pay-to-Play Practices," Corporate & Finance Alert, October 6, 2009

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey, Parts I and II," Pay-to-Play: State Laws and New SEC Proposed Restrictions, ALI-ABA Telephone Seminar and Audio Webcast, August 21, 2009

"SEC to Propose Rules on Investment Adviser Pay-to-Play," Corporate & Finance Alert, August 4, 2009

"Recovery Zone Bonds Offer Opportunities for County Projects and Private Industry," Corporate & Finance Alert, June 23, 2009 (John D. Draikiwicz, Steven H. Sholk)

"Buyer Beware: Strategies for Buyers of Companies With Underfunded Pension Plans," Corporate & Finance Alert, June 2, 2009

"American Bar Association Section of Taxation Comments on Regulations Relating to the Exemptions for the Provision of Investment Advice Under Section 408(B)(14) and Section 408(G) of ERISA," ABA Comment Letter, May 27, 2009

"New Federal Appellate Decision Provides Welcome Guidance on Determination of Reasonable Compensation," Corporate & Finance Alert, May 5, 2009

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey," New Jersey Institute For Continuing Legal Education, May 5, 2009

"Business Tax Provisions of Economic Stimulus Act," Corporate & Finance Alert, March 3, 2009 (Steven H. Sholk, Peter J. Ulrich)

"Federal Income Tax Treatment of Investment Losses From L'Affaire Madoff," Corporate & Finance Alert, January 9, 2009 (Steven H. Sholk, Peter J. Ulrich)

"Golden Parachutes and the Intersection of the Emergency Economic Stabilization Act of 2008 and Section 409A of the Internal Revenue Code," Corporate & Finance Alert, December 23, 2008

"New Executive Order Expands Prohibition on State Contracts for Business Entities Making Campaign Contributions," Corporate & Finance Alert, November 18, 2008

"Update to Executive Compensation Rules Under the EESA," Corporate & Finance Alert, October 28, 2008 (Steven H. Sholk, Lawrence Cohen)

"Emergency Economic Stabilization Act of 2008," Corporate & Finance Alert, October 7, 2008

"New IRS Ruling Complicates Executive Compensation," New Jersey Law Journal, August 18, 2008

"A Guide to the Pay-to-Play Rules Governing Businesses in New Jersey," New Jersey Institute For Continuing Legal Education, May 7, 2008

"Comments on a Correction Program for Nonqualified Deferred Compensation Plan Failures Under Section 409A," American Bar Association Section of Taxation, May 2008

"Investments by Governmental Pension Plans in Private Equity Funds," The Metropolitan Corporate Counsel, February 2008 (Steven H. Sholk, Cheryl A. Gorman)

"Model Equity Compensation Plan: A Plan That Satisfies Section 409A Exemptions," BNA Pension and Benefits Daily, September 21, 2007

"Fast Food Showdown," New Jersey Law Journal, August 13, 2007

"New Travel Rules for House Members," New Jersey Law Journal, April 9, 2007

"Negotiating Bonus Provisions," New Jersey Law Journal, January 8, 2007

"ERISA Pre-emption to the Rescue," New Jersey Law Journal, November 20, 2006

"It's a Comma That Makes a Difference," New Jersey Law Journal, October 2, 2006

"Supreme Court Quashes Campaign Finance Law," New Jersey Law Journal, August 7, 2006

"Curtailing 'Pay to Play' In State Contracts," New Jersey Law Journal, January 6, 2006

"New Rules for Local Contracts," New Jersey Law Journal, December 5, 2005

"New Tax Act Has Major Impact on Nonqualified Deferred Compensation," Association Executive The Magazine of the New York Society of Association Executives, May/June 2005

"Employers Given Time to Amend Plans," New Jersey Law Journal, Vol.CLXXIX, February 28, 2005

"Deferred Compensation Loses Flexibility; IRS Requires Action by March 15," Corporate & Finance Alert, February 10, 2005

"Deferred Compensation Loses Flexibility; IRS Requires Action by March 15," New Jersey Law Journal, January 31, 2005

"New Tax Act Has Major Effects on Nonqualified Deferred Compensation Plans," Corporate & Finance Alert, November 19, 2004

"Final Incentive Stock Options Regulations Make Beneficial Changes to Proposed Regulations, But Some Complexities Remain Unresolved," Journal of Taxation and Regulation of Financial Institutions, November/December 2004 (Steven H. Sholk, Peter J. Ulrich)

"ERISA and Federal Income Tax Aspects of Participant Directed Investments in Defined Contribution Plans," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, October 2004

"Recent Developments Affecting New York Corporate Political Action Committees," The Metropolitan Corporate Counsel, Inc., September 2004

"A Guide To Election Year Activities of Section 501(c)(3) Organizations," Tax Notes Today, May 3, 2004

"Responding to the Mutual Fund Scandal Through Due Diligence Review - What You Always Wanted to Know, But Were Afraid to Ask," BNA Benefits Practice Center, ERISA Compliance & Enforcement Strategy Guide (Online), April, 2004 (Steven H. Sholk, David B. Brandolph, Esq.)

"Due Diligence Review of Mutual Funds by Fiduciaries of 401 (k) and Profit Sharing Plans," Hot Tips in Taxation, New Jersey Institute for Continuing Legal Education, March 30, 2004

"A Guide to New Jersey Corporate Political Action Committees After the 2004 Campaign Finance Legislation and Executive Order," 29 Seton Hall Legislative Journal 11, 2004

"A Guide to New York Corporate Political Action Committees," Tax Notes Today (Electronic Version), October 31, 2003

"IRS Proposed Regulations on Incentive Stock Options Can Have an Adverse Impact on Corporate Transactions," Corporate & Finance Alert, October 14, 2003

"A Guide to New York Corporate Political Action Committees," Exempt Organization Tax Review, October 2003

"ERISA and Federal Income Tax Aspects of Participant Directed Investments in Defined Contribution Plans," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, October 2003

"Residual Fiduciary Obligations Under Section 404 (c) Regulations of Plan Trustee," ALI-ABA Course of Study Materials, Basic Law of Pensions, Welfare Plans, and Deferred Compensation, Volume 2, at 967-1046, June 30 - July 4, 2003

"The Final DOL and SEC Regulations on Sarbanes-Oxley Act Retirement Plan Blackout Provisions," ALI-ABA Course of Study Materials, Basic Law of Pensions, Welfare Plans, and Deferred Compensation, Volume 2, at 1089-1114, June 30, 2003

"The Final DOL and SEC Regulations on Sarbanes-Oxley Act Retirement Plan Blackout Provisions," BNA Benefits Practice Center, Executive Compensation Library (Online), June 2003

"Election Year Activities of Section 501(c)(3) Organizations," Tax Notes Today (electronic version), February 13, 2003

"IRS Launches Voluntary Compliance Initiative for Holders of Offshore Credit Card Accounts," Corporate & Finance Alert, January 30, 2003 (Steven H. Sholk, Peter J. Ulrich, Mark R. Kossow)

"Election Year Activities of Section 501(c)(3) Organizations," Religious Organizations Subcommittee of Exempt Organizations Committee, ABA Tax Section Meeting, January 2003

"ERISA and Federal Income Tax Aspects of Participant Directed Investments in Defined Contribution Plans," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, October 2002

"ERISA and Federal Income Tax Aspects of Participant Directed Investments in Defined Contribution Plans," Practising Law Institute Course Handbook for Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings, October 2002

"Recent Decision of New York Court of Appeals Shows Importance of Proper Drafting of Corporate Agreements," Employment & Labor Law Alert, February 22, 2002

"Favorable Retirement Plan Changes Enacted in 2001 Tax Legislation," The Employment and Labor Law Alert, December 21, 2001

"New Jersey Limited Liability Company Forms and Practice Manual," Data Trace Legal Publishers, January 1, 1994

"Final Regulations Provide Issuers of Tax Exempt Bonds With Guidance on Reimbursements," Taxes, April 1992

"Deducting Response Action Payments," New Jersey Law Journal, March 2, 1992

"IRS Provides Guidance on Treatment of Prepayments Paid with Proceeds of Tax-Exempt Bonds," New Jersey Municipalities, January 1992

"Benefit Plans: Choose Valuation Dates With Care," New Jersey Law Journal, May 2, 1991

"Exchanging Property Less Taxing," New Jersey Law Journal, February 28, 1991

Quotes/Interviews
Quoted in "ABA Tax Section Seeks Clarification For Executive Compensation Failures,"  BNA Daily Tax Report, May 4, 2010

Quoted in "Cowell Implements Ethics Rules to Prevent Moore-Era Activities," Carolina Journal, December 2009

Quoted in "Treasury Won't Apply Compensation Rules to Public-Private Investment Funds," BNA Pension and Benefits, March 31, 2009

Quoted in "Unsuccessful Campaign Finance Reform: The Failure of New Jersey's 2004-2005 Pay-to-Play Reforms to Curb Corruption and the Appearance of Corruption," Seton Hall Law Review, 2008

Quoted in "Lakewood Jobs Group Disputes Charges in State Audit," Asbury Park Press, March 8, 2006

Quoted in "Prevent and Identify Benefits Plan Mismanagement," Personnel Legal Alert, January 26, 2006

Quoted in "Pay-to-play ban temporary: Gov's order only good through 2005," The Trentonian, September 24, 2004

Quoted in "Hidden Plan Fees May Be Next Wave in Unfolding Mutual Fund Scandal," BNA Pension & Benefits, June 22, 2004

Quoted in "U.S. Churches Cautious on Politics to Keep Tax Exemptions," National Public Radio, May 21, 2004

Quoted in "FEC May Put Soft Money Ruling on Hold," National Public Radio, May 14, 2004

Speaking Engagements
Moderator, New Jersey Institute For Continuing Legal Education, "Pay-to-Play: The Latest in Campaign Finance," May 3, 2012

Moderator, New Jersey Institute For Continuing Legal Education, "Pay-to-Play: The Latest in Campaign Finance," May 12, 2011

Moderator, New Jersey Institute For Continuing Legal Education, "Pay-to-Play: The Latest in Campaign Finance," May 4, 2010

Moderator, New Jersey Institute For Continuing Legal Education, "Pay-to-Play: The Latest in Campaign Finance," May 5, 2009

Moderator, New Jersey Institute For Continuing Legal Education, "Current Issues in Campaign Finance," May 7, 2008

"Religious Accommodation in Military Autopsies," Office of Chief of Chaplains, United States Air Force, Bolling Air Force Base, Washington, D.C., August 7, 2007

Moderator, New Jersey Institute For Continuing Legal Education, "Pay-to-Play: The Current State of Law," May 9, 2007

Speaker, Gibbons Employment Law Department, "Terminations and Reductions in Force: What Every Employer Should Know," Philadelphia, PA, May 8, 2007

Speaker, Gibbons Employment Law Department, "Terminations and Reductions in Force: What Every Employer Should Know," New York, NY, May 2, 2007

Speaker, Gibbons Employment Law Department, "Terminations and Reductions in Force: What Every Employer Should Know," Newark, NJ, April 24, 2007

Moderator, "Pay-to-Play: The New Rules of the Game," New Jersey Institute For Continuing Legal Education, Iselin, NJ, June 14, 2006

Panelist, Political Activities of Tax-Exempt Organizations, Agudath Israel of America 83rd National Convention, November 24, 2005

Speaker, Web Seminar-What the New Jersey CFO Needs to Know to Comply with New Rules on Executive Compensation, April 19, 2005

Speaker, Executive Compensation Subcommittee of the Employee Benefits Committee, ABA Tax Section Meeting, Chicago, IL, September 12, 2003

Faculty Member, Basic Law of Pensions, Welfare Plans, and Deferred Compensation, ALI-ABA, June 30 - July 4, 2003

Presenter, Religious Organizations Subcommittee of Exempt Organizations Committee, ABA Tax Section Meeting, January 2003

Honors/Awards*
AV® Peer Review Rated by Martindale-Hubbell

Judicial Clerkship(s)
Law Clerk, Honorable John W. Fritz, Presiding Judge, Appellate Division, Superior Court of New Jersey, 1981-1982

Civic/Charitable Activities
Member, Board of Directors, Union of Orthodox Jewish Congregations of America, 2008 - 2012


*No aspect of this communication has been approved by the Supreme Court of New Jersey. Further information about methodologies for rating or selecting attorneys is available on our website’s Award Methodology page.

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Steven H. Sholk Attorney at Law
Steven H. Sholk
Director
Corporate

Practice Areas
Corporate
Distressed Situations
Employment & Labor Law
Executive Compensation
Public Finance
Tax

Contact Information
One Gateway Center
Newark, NJ 07102-5310

Direct: 973-596-4639
Fax:      973-639-6338
ssholk@gibbonslaw.com
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