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Why is Restricted Stock the Hot New Alternative for Equity Compensation?

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And what’s the difference between restricted stock and stock options?

Bill Gates of Microsoft CorporationBill Gates of Microsoft Corp. once said in an MSNBC interview that he regretted ever offering stock options to employees as part of the software giant’s compensation package. 

He said “Although such universal stock options were credited with creating the incentive that fueled much of the technology revolution of the 1990s in Silicon Valley and elsewhere, they also were criticized because of the way they allowed companies to compensate employees without fully accounting for the expense.

“Amid growing criticism over the accounting rules, Microsoft switched to a program of offering stock grants to employees that vest over time and are accounted for as an expense.”

As with many things ‘Microsoft,’ the idea has trickled down to smaller companies.  Now, restricted stock is the hot new alternative for equity compensation.  But what are the key differences between restricted stock and stock options?  What are some of the trade-offs, tax alternatives, risks and accounting issues?

Bruce Brumberg, Editor-in-Chief of myStockOptions.com, delivers many of these answers in a presentation he has given to diverse audiences this year as FAS 123R accounting has refocused many companies on stock option alternatives.

If you're tracking stock options or restricted stock, you'll want to review this presentation.

Leading Audit Firm Finds Tech Companies Still Struggling with Accounting for Stock-based Compensation

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Accounting for Stock-based CompensationAre you struggling with the challenges brought on by Financial Accounting Statement 123(R)?  If you are, you’re not alone.

One of the leading global accounting, tax and business advisory organizations, Grant Thornton LLP, recently reported that some of the implementation issues technology company executives continue to face include “methods for valuing stock options, applying an accurate forfeiture rate assumption to compensation cost, and reconciling the effect of 123(R) on income taxes.” 

Grant Thornton LLP surveyed finance and accounting executives at 104technology companies (75% were public) on how technology companies are using and accounting for stock-based compensation.  Here are some of their findings:

  • 85% report that the overall process of option valuation is significantly more complex than it was before Statement 123(R).
  • 76% say they are outsourcing option valuation as a result of this increased complexity and scrutiny.
  • 59% of companies report an increased involvement of their compensation committee in designing their compensation programs.
  • 58% indicate that reconciling the tax benefit for awards that were partially or fully vested upon adoption of 123(R) is challenging or burdensome.
  • 56% find the grant-by-grant reconciliation of the option exercise tax benefit to be challenging and burdensome.
  • 35% reported granting restricted stock in the first year post-adoption of 123(R).

If you would like to learn some practical tips on how the FAS 123Rvaluation and expensing rules apply to non-public companies, you can download Two Step’s
on-demand webinar “Straight Talk on FAS 123R Compliance: 5 Things Your Auditors Will Want to Know.”

Leading industry experts Peter Suzman of FAS123 Solutions, LLC and Brock Benson of iComp LLC joined Two Step to present this webinar to help make the audit process easier for non-public companies.  During the presentation, we discuss key issues facing chief financial officers including the pros and cons of the Black-Scholes formula, how to determine key valuation inputs, use of forfeiture rates, and managing the related corporate governance documentation.

If you’re struggling with FAS 123R, take an hour to watch the webinar or download the related white paper: A Five Step Framework to Create Auditable Stock Option Records and Comply with FAS 123R. You can download them anytime and of course they’re free.

Your Law Firm’s Technology Can Help Close the Deal

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Your Law Firm’s Technology Can Help Close the Deal“Over the years law firm IT has been described as an expense to be managed, an investment, and a competitive advantage. How your firm views technology is important, but how your clients view the use of IT by its law firms is what counts.”  Those are the words of Douglas Caddell, the chief information officer at one of our client firms, Foley & Lardner

Caddell is also a member of the Law Technology News editorial advisory board so he has seen how good technology can make a difference.  He has made the point for a number of years that his firm has been retained because of its IT capabilities and has captured more business from existing clients as a result.  He explains that as companies try to reduce the number of law firms they utilize, firms with inadequate client-focused IT resources seem to get dropped first.

In the June 2007 issue of Law Technology News, he wrote an article about how to market the client focused technology in your law firm in order to gain more business.  Here is his top ten list:

  1. Demonstrate that your firm is tech savvy by hosting webinars and podcasts, and creating electronic communications and newsletters.
  2. Advertise the technology you use.
  3. Make sure your lawyers are comfortable with the client-oriented technology.
  4. Develop technology products to address client needs.
  5. Sell IT in-house to all lawyers so they will see the benefits.
  6. Obtain management buy-in.
  7. Concentrate on what works.
  8. Seek awards so your clients will notice.
  9. Involve the marketing department.
  10. Think beyond the historical uses of IT in a law firm so that technology can be a revenue generator.

And yes, Caddell has followed his own advice.  Foley has dedicated an entire website page promoting their award-winning technology.

Law firm IT personnel can see some of Two Step Software’s latest corporate governance and stock plan administration technology at the upcoming International Legal Technology Association’s (ILTA) Annual Educational Conference, being held August 20th-23rd in Orlando.  Two Step will be at Booth 212. Click here if you want to schedule a hands-on demo at the show.

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