Life Insurance Producer s Guide. Executive Bonus. Using Life Insurance. For Life Insurance Producer Use Only. Not for Use with the Public.

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1 Life Insurance Producer s Guide Executive Bonus Using Life Insurance AD-OC-838A For Life Insurance Producer Use Only. Not for Use with the Public.

2 Insurance products are issued by Pacific Life Insurance Company in all states except New York, and in New York by Pacific Life & Annuity Company. Product availability and features may vary by state. Investment and Insurance Products: Not a Deposit Not FDIC Insured Not Insured by any Federal Government Agency No Bank Guarantee May Lose Value For Life Insurance Producer Use Only. Not for Use with the Public.

3 Contents 2 Introduction 2 The Executive Bonus 2 How to Use This Guide 2 Client Profile 3 Features for the Employer 3 Features for the Executive 3 Life Insurance as the Funding Vehicle 4 How It Works 5 Executive Bonus Diagram 6 Planning Applications 6 Tax Issues for the Executive 7 Tax Issues for the Employer 7 Employee Retirement Income Security Act (ERISA) 8 The Controlled Executive Bonus 8 The Controlled Executive Bonus Direction Form 9 Controlled Executive Bonus Diagram 10 Forfeitable Controlled Executive Bonus 11 Forfeitable Controlled Executive Bonus Diagram 12 Tax and ERISA Issues 12 Planning Applications For Life Insurance Producer Use Only. Not for Use with the Public.

4 Introduction Executive bonus designs are an important part of the executive benefit packages offered by many businesses. A properly structured executive bonus arrangement using life insurance can provide a business s key executives with both life insurance protection and cash value accumulation for emergencies or other financial needs. This life insurance producer s guide provides information on the structure of traditional, controlled, and forfeitable controlled executive bonus designs, as well as the tax and ERISA implications of these arrangements. The Executive Bonus Executive bonuses can provide substantial benefits for executives and employers. Even though the executive is taxed on the bonus currently, the benefits usually more than offset this drawback. How to Use This Guide Review the Client Profile on this page Make a list of your clients who might fit the profile categories Review Features for the Employer and Features for the Executive on the next page Learn How It Works on page 4, and then review the various strategies throughout the rest of the guide Reach out to the profiled clients on your list using the enclosed Prospecting Letter and Client Guide Contact your clients within two weeks of mailing the Prospecting Letter and Client Guide to set up a face-toface meeting Client Profile Executive Executives who have maximized their qualified plan options Executives looking for supplemental retirement income on a tax-efficient basis Executives looking for a portable retirement strategy Business Businesses looking to provide benefits on a tax-deductible basis, specifically pass-through entities Businesses, especially pass-through entities such as S-Corporations, looking to attract and retain key executives Businesses looking to avoid IRC Section 409A compliance 1 (endnotes in back) This material is not intended to be used, nor can it be used by any taxpayer, for the purpose of avoiding U.S. federal, state or local tax penalties. This material is written to support the promotion or marketing of the transaction(s) or matter(s) addressed by this material. Pacific Life, its distributors and their respective representatives do not provide tax, accounting or legal advice. Any taxpayer should seek advice based on the taxpayer s particular circumstances from an independent tax advisor. 2 For Life Insurance Producer Use Only. Not for Use with the Public.

5 Features for the Employer The strategy may provide a select group of executives with attractive benefits. The bonus payments are generally tax-deductible.2 The design is simple and administrative expenses are minimal. The benefits provided can be custom-tailored for each executive. The arrangement may be terminated at any time, pursuant to the terms of the arrangement with the executive. Executive bonuses generally do not require compliance with Internal Revenue Code Section 409A or the Final Split-Dollar Regulations. The employer has no control over the funds once the bonus is given. The employer cannot recover its costs. Features for the Executive The Executive Bonus arrangement may be custom designed to meet the executive s needs. The cash value of the life insurance policy grows in a tax-deferred manner. The executive may access the cash value of the life insurance policy through loans and withdrawals income tax-free for emergencies or other financial needs. 3 The executive names the beneficiary of the policy s death benefit. The executive must recognize the bonus payments as taxable income. Unless additional planning is done, the death benefit of the policy will be included in the executive s estate. 4 If the executive separates from service, or if the arrangement is terminated, he or she will have to pay any future premiums otherwise the policy may lapse. Life Insurance as the Funding Vehicle Life insurance is a popular funding vehicle for Executive Bonus arrangements. The inherent tax advantages of a properly structured life insurance policy can give the executive tax-deferred cash value growth, potentially income tax-free cash value distributions 3 and income tax-free death benefits.* In order for these tax benefits to be obtained, the policy must qualify as a life insurance contract as defined in IRC Sec In order to qualify as life insurance under IRC Sec. 7702, certain premium limitations must be met and cash value withdrawals during the first fifteen policy years must not cause a reduction in death benefits. 5 In addition, the policy must not be a modified endowment contract (MEC) as defined in IRC Sec. 7702(A). * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Sec. 101(a)(1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Sec. 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Sec. 101(j). For Life Insurance Producer Use Only. Not for Use with the Public. 3

6 How It Works The employer provides a cash bonus to the executive, who uses the bonus to purchase a life insurance policy. The employer can design the bonus to give the executive the option to take the bonus in cash and then in turn pay the life insurance premiums, or have it paid directly to the insurance company to fund the life insurance premiums. Even if bonuses are paid directly to the insurance company, the executive is still the owner of the policy and names the beneficiary of the policy s death benefit. Regardless of the structure of the bonus, the executive will be taxed on the full bonus amount. The bonus can be designed as either a single or double bonus. The single bonus does not include employer reimbursement of any income tax that is payable by the executive. The double bonus grosses up the single bonus to include an additional amount that is intended to cover the income tax due on the single bonus. The example below depicts the differences between a single and double bonus plan for a $10,000 bonus. 6 Single Bonus Double Bonus Bonus Amount $10,000 $16,666 (less taxes) $4,000 $6,666 Net Bonus $6,000 $10,000 With the single bonus, the executive will receive a $10,000 bonus but will have only $6,000 after payment of income taxes. The double bonus nets the executive the full $10,000 but at a significantly higher cost to the employer. The formula for calculating the double bonus is: desired contribution / (1 executive s tax bracket). When combined with the tax advantages of a properly structured life insurance policy, the double bonus design gives the executive a tax-favored method of accumulating cash value for emergencies or other financial needs. If the bonus design does not place restrictions or reversions on the bonused amounts, the only documentation generally required is a corporate resolution. Generally, there isn t a formal written agreement between the employer and the executive. The corporate resolution establishes the purpose for the bonus such as helping to recruit, retain, and reward key executives. This is important in order to document that the bonused amounts are a reasonable business expense of the company, thereby preserving the tax deduction. 2 4 For Life Insurance Producer Use Only. Not for Use with the Public.

7 Executive Bonus Employer Executive 1 Taxable Bonuses 2 Premium Payments 3 Policy Distributions 4 Death Benefit Heirs Life Insurance Policy 1 Taxable Bonuses: The employer agrees to assist the executive with the purchase of a life insurance policy through a series of taxable bonuses. The bonuses are potentially tax-deductible for the employer 2 and may be grossed-up to help reimburse the executive for income taxes generated as a result of the additional compensation. 2 Premium Payments: The executive uses the bonuses to purchase a personally owned life insurance policy. The executive maintains complete ownership of the policy and names the beneficiary of the policy s death benefit. 3 Policy Distributions: The executive may access the cash value of the life insurance policy through loans and withdrawals for emergencies or other financial needs. 3 4 Death Benefit: At the executive s death, the life insurance proceeds will be paid to the executive s heirs income tax-free.* * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Sec. 101(a)(1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Sec. 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Sec. 101(j). For Life Insurance Producer Use Only. Not for Use with the Public. 5

8 Planning Applications Bonuses are extremely flexible and can be used in a wide variety of planning applications. Some of the more common applications are: When the corporate tax bracket is higher than the owner/participant s tax rate. A C-Corporation owner can use tax leverage by taking a tax deduction in the higher corporate bracket. For example, a $10,000 tax deduction for a C-Corporation in a 35% marginal income tax bracket saves $3,500 in corporate income tax. If the business owner s personal bracket is 15%, he or she pays taxes of only $1,500 on the bonus for an overall tax savings of $2,000. When the executive s security and portability are a primary objective. A key executive may not be comfortable with the insolvency risk associated with a deferred compensation arrangement. In an Executive Bonus arrangement, the insurance policy is personally owned by the executive, thus giving the executive the additional security desired. When the employer wishes to have an immediate tax deduction. Deferred compensation plans are not deductible until benefits are taxed to the executive, usually resulting in delayed tax deductions for the employer. Executive Bonus arrangements may provide the employer with an immediate tax deduction. 2 Tax Issues for the Executive Assuming there are no restrictions placed on the executive s ability to access the bonused amounts, the executive must report the bonus as taxable income in the year received. 7 Therefore, the executive pays the policy premiums with after tax dollars. As previously mentioned, a double bonus arrangement can significantly reduce the income tax ramifications to the executive. If the executive is the owner of the insurance policy, the policy proceeds will be included in his or her estate at death. 4 This can be avoided by having an irrevocable life insurance trust (ILIT) own the policy. By having an ILIT own the policy, the executive may remove the policy proceeds from his or her estate, but at the expense of possibly forgoing any ability to access policy cash values. There are also potential gift tax ramifications associated with having an insurance trust own the policy. 6 For Life Insurance Producer Use Only. Not for Use with the Public.

9 Tax Issues for the Employer Payment of the bonus is normally deductible by the employer if the bonus is an ordinary and necessary business expense, paid or incurred in the taxable year while carrying on a trade or business. 8 In order for the bonus to be deductible, the payment must be made in good faith as additional compensation for services rendered, and provided that the payment, when added to the stipulated salaries, does not exceed reasonable compensation for the services rendered. 9 Since payment must be for services rendered, bonuses to non-executive shareholders would be considered non-deductible dividends. Whether total compensation, including bonuses, constitutes reasonable compensation is based on the facts and circumstances of the case. Some of the factors used in determining reasonable compensation are: Services performed Volume and complexity of the business Prevailing general economic conditions Individual ability Previous technical training and experience Profitability to company of executive s services Corporation s dividend policies and history Compensation in prior years Corporate earnings If total compensation is deemed unreasonable, the amount in excess of what is reasonable would not be deductible by the employer. 10 In most instances, issues of unreasonable compensation surface in closely held businesses where there could be an attempt to disguise nondeductible dividend payments as deductible compensation. In a publicly held company, compensation for certain highly paid officers in excess of $1,000,000 is not deductible unless it is conditioned upon meeting clearly defined performance goals. 11 Employee Retirement Income Security Act 1 An executive bonus may require that the employer comply with the Employee Retirement Income Security Act (ERISA). Whether ERISA applies, and what degree of compliance is required hinges on the bonus design. If the bonus is structured as a cash bonus (i.e., the executive has the choice between taking the bonus in cash or having it paid into the insurance policy), compliance may not be required since cash bonuses are generally not covered under ERISA. 12 However, if the employer is making premium payments directly to the insurer, the bonus is more likely to be considered part of a welfare benefit plan. Welfare benefit plans are required to comply with Parts 1, 4, & 5 of Title I of ERISA. This usually entails reporting and disclosure (Part 1), fiduciary responsibility (Part 4), and claims procedures (Part 5). The extent of compliance under Title I depends on the executives covered under the plan. If the bonus is noncontributory and is limited to a select group of management or highly compensated executives (called the Top Hat group), the only ERISA requirements for Part 1 are a single page letter to the Department of Labor (DOL) stating that the Top Hat plan is in place, and to make plan documents available to the DOL at its request. 13 When a plan is extended beyond the Top Hat group, additional reporting and disclosure is required. For plans of less than 100 executives, a summary plan description is needed. 14 Plans covering 100 or more executives require full Part 1 compliance, which includes Form 5500 reporting, summary annual reports, and a summary plan description. All forms of welfare plans must comply with the fiduciary and claims procedure requirements of Parts 4 & 5 of Title I. For Life Insurance Producer Use Only. Not for Use with the Public. 7

10 The Controlled Executive Bonus The primary drawback to a bonus design for an employer is the lack of control once the bonus is paid. The employer has no control over what the executive does with the money in a traditional bonus. This makes the bonus less attractive to employers who are looking to create a benefit program that ties the executive to the company using golden handcuffs. Practitioners have searched for creative strategies that allow the employer an immediate tax deduction of the bonus while also placing limitations on the ability of the executive to access bonused amounts in the event of a premature termination of employment. Creating golden handcuffs with a bonus, however, requires careful planning if loss of the immediate tax deduction is to be avoided. A strategy that may meet the needs of employers to create golden handcuffs is the controlled executive bonus. With the controlled executive bonus, the employer can delay the executive s access to policy cash values until the executive meets the requirements of an access agreement which the executive and the employer enter into separately. Once the employer makes the bonus payments, however, the payments will never revert back to the employer. By structuring the design this way, the issues surrounding the potential loss of the employer s deduction and ERISA compliance may be minimized. The Controlled Executive Bonus Direction Form The controlled executive bonus design is similar to a traditional executive bonus design using life insurance, in most respects. There are two additional components however: a written controlled executive bonus agreement and a controlled bonus direction form. With a controlled executive bonus, the executive is the owner of the insurance policy. A direction form that is filed, however, instructs the insurance company that the executive must obtain the signature of the employer in order to exercise any ownership rights other than naming or changing the beneficiary. By completing this form, the employer can control when distributions will be made to the executive. It is important to reiterate that in a controlled executive bonus arrangement cash values or death benefits never revert back to the employer. The only control the employer retains is the ability to delay policy distributions to the executive. When and how the policy restrictions are released by the employer is dictated in the controlled executive bonus agreement. Generally, the policy restrictions will remain in place for a specified number of years, or until a specified age. If the executive terminates prior to the date that is outlined in the agreement, the policy restrictions stay in place and the executive would be unable to ever access any of the policy cash value. In such a case, however, the executive is still entitled to the death benefit. An alternative is for the employer and executive to agree to a vesting schedule where by the employer would be obligated to allow access to the executive for loans or withdrawals of the vested portion of the policy s cash value. For example, if the executive becomes 20% vested in year two, the employer would be required to allow the executive a loan or withdrawal of 20% of the policy s cash value. Again, any non-vested portion of the policy does not revert back to the employer but is merely not accessible by the executive. Please note, however, that the addition of a vesting schedule may cause the controlled executive bonus to look more like a pension plan, which carries additional ERISA issues. This issue should be carefully examined by the employer s tax and legal counsel. 8 For Life Insurance Producer Use Only. Not for Use with the Public.

11 Controlled Executive Bonus Business Executive Agreement 1 Taxable Bonuses 3 Direction Form 5 Death Benefit 2 Premium Payments 4 Policy Distributions Heirs Life Insurance Policy 1 Taxable Bonuses: The employer enters into an agreement with the executive to assist with the purchase of a life insurance policy through a series of taxable bonuses. The bonuses are potentially tax-deductible for the employer. 2 2 Premium Payments: The executive uses the bonuses to purchase a personally owned life insurance policy. The executive names the beneficiary of the policy s death benefit. 3 Direction Form: A direction form is filed with the life insurance company that issued the policy. The direction form states that the exercise of any policy ownership rights (e.g. access to the policy cash value or the surrender of the policy) except for beneficiary designation requires the signature of both the executive and the employer. A vesting schedule can be utilized to give the executive incremental access to the policy cash value. 4 Policy Distributions: Once the executive vests or, the direction form is removed from the policy, the executive may access the cash value of the life insurance policy through loans and withdrawals for emergencies or other financial needs. 3 5 Death Benefit: At the executive s death, the life insurance death benefit proceeds will be paid to the executive s heirs income tax-free.* * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Sec. 101(a)(1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Sec. 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Sec. 101(j). For Life Insurance Producer Use Only. Not for Use with the Public. 9

12 Forfeitable Controlled Executive Bonus In a Controlled Executive Bonus design, the nonvested portion of the policy does not revert back to the employer should the executive leave prior to vesting. Some business owners, however, may feel uneasy about not having these funds returned to them in such a scenario. For these clients, there is the Forfeitable Controlled Executive Bonus arrangement. A Forfeitable Controlled Executive Bonus arrangement works similarly to a Controlled Executive Bonus arrangement except that there is an additional component. The business and the executive enter into an employment agreement which states that if the executive leaves the business prior to a specified date, the executive may have to repay the business a portion of or all of the bonuses For Life Insurance Producer Use Only. Not for Use with the Public.

13 Forfeitable Controlled Executive Bonus Business 1 Agreements and Bonuses Executive 3 Direction Form 5 Death Benefit 2 Premium Payments 4 Policy Distributions Heirs Life Insurance Policy 1 Agreements: The business enters into a written agreement with the executive to assist with the purchase of a life insurance policy through a series of taxable bonuses. The agreement will contain a restricted access schedule which will preclude the executive from accessing the policy cash value until a specified date. In addition, the business will enter into an employment agreement with the executive. The employment agreement may require the executive to repay the bonuses to the business if the executive does not stay with the business for a specified period of years Premium Payments: The executive uses the bonuses to purchase a personally-owned life insurance policy. The executive names the beneficiary of the policy s death benefit. 3 Direction Form: A direction form is filed with the life insurance company that issued the policy. The direction form states that the exercise of any policy ownership rights (e.g. access to the policy cash value or the surrender of the policy) except for beneficiary designation requires the signature of both the executive and the business. A vesting schedule can be utilized to give the executive incremental access to the policy cash value. 4 Policy Distributions: Once the executive meets the requirements of the agreements, or, the direction form is removed from the policy, the executive may access the cash value of the life insurance policy tax-free through loans and withdrawals for emergencies or other financial needs. 3 5 Death Benefit: At the executive s death, the life insurance death benefit proceeds may be paid to the executive s named beneficiary income tax-free.* * For federal income tax purposes, life insurance death benefits generally pay income tax-free to beneficiaries pursuant to IRC Sec. 101(a)(1). In certain situations, however, life insurance death benefits may be partially or wholly taxable. Situations include, but are not limited to: the transfer of a life insurance policy for valuable consideration unless the transfer qualifies for an exception under IRC Sec. 101(a)(2) (i.e. the transfer-for-value rule ); arrangements that lack an insurable interest based on state law; and an employer-owned policy unless the policy qualifies for an exception under IRC Sec. 101(j). For Life Insurance Producer Use Only. Not for Use with the Public. 11

14 Tax and ERISA Issues Since the Controlled Executive Bonus arrangement does not place reversions on policy cash values, taxation should be the same as a traditional bonus design. The executive would be immediately taxed under IRC Sec. 61, and the employer would take a corresponding deduction under IRC Sec Also, because the Controlled Executive Bonus does not involve deferral of income it is often treated for ERISA purposes as either a pure cash bonus or a welfare plan under ERISA. 1 The same cannot be said for a Forfeitable Controlled Executive Bonus arrangement. The employment agreement requiring the executive to repay the bonuses upon a premature departure may jeopardize the business s ability to take a current tax deduction for the bonus payments. Moreover, the arrangement could also be considered a retirement plan under ERISA. Planning Applications Controlled Executive Bonus and Forfeitable Controlled Executive Bonus arrangements are attractive alternatives to deferred compensation plans for nonowner executives. While the Controlled Executive Bonus arrangement does not place the same level of handcuffs as a deferred compensation plan, it may give the employer an immediate tax deduction 2 and provide the executive greater benefit security since the policy generally is not subject to the claims of the employer s creditors. The Forfeitable Controlled Executive Bonus arrangement provides all of the benefits of more conservative bonus designs along with the added benefits of a possible return of bonus payments to the employer. These added benefits, however, make it essential that business owner clients consult their attorneys before implementing it. 12 For Life Insurance Producer Use Only. Not for Use with the Public.

15 For Life Insurance Producer Use Only. Not for Use with the Public.

16 Endnotes 1 Please consult with your employee benefits legal counsel as to whether this is an employee benefit plan under the Employee Retirement Income Security Act of 1974 (ERISA) and if so, whether any additional requirements are necessary to comply with ERISA. 2 The deductibility of the bonus is subject to, among other things, the reasonable compensation limits established by IRC Sec. 162(a). 3 Tax-free income assumes, among other things: (1) withdrawals do not exceed tax basis (generally, premiums paid less prior withdrawals); (2) policy remains in force until death; (3) withdrawals taken during the first 15 policy years do not occur at the time of, or during the two years prior to, any reduction in benefits; and (4) the policy does not become a modified endowment contract. See IRC Secs. 7702(f)(7)(B), 7702A. Any policy withdrawals, loans and loan interest will reduce policy values and may reduce benefits. 4 From January 1, 2012 to December 31, 2012, the federal estate tax exemption amount is $5,120,000; the maximum estate tax rate is 35%; and, the rules regarding step-up in basis for property transferred at death are reinstated. Also over the same time period, if the executor of a deceased spouse s estate so elects, the surviving spouse could later use his or her own unused estate tax exemption, plus the unused exemption of his or her most recently deceased spouse. 5 IRC Sec. 7702(f)(7). 6 Assumes a 40% combined federal and state income tax bracket. 7 IRC Sec. 61(a)(1). 8 IRC Sec. 162(a). 9 Treas. Reg. Sec Treas. Reg. Sec IRC Sec. 162(m)(1) C.F.R. Sec (c) C.F.R. Sec (a)(1) C.F.R. Sec Please note that the repayment of the bonus will be considered taxable income to the business. In addition, the executive may not have a corresponding tax deduction or tax credit for the repayment of the bonuses. Pacific Life Insurance Company Newport Beach, CA (800) Pacific Life & Annuity Company Newport Beach, CA (888) Pacific Life refers to Pacific Life Insurance Company and its affiliates, including Pacific Life & Annuity Company. Insurance products are issued by Pacific Life Insurance Company in all states except New York and in New York by Pacific Life & Annuity Company. Product availability and features may vary by state. Each insurance company is solely responsible for the financial obligations accruing under the products it issues. Insurance products and their guarantees, including optional benefits and any fixed subaccount crediting rates, are backed by the financial strength and claims-paying ability of the issuing insurance company. Look to the strength of the life insurance company with regard to such guarantees as these guarantees are not backed by the broker-dealer, insurance agency or their affiliates from which this product is purchased. Neither these entities nor their representatives make any representation or assurance regarding the claims-paying ability of the life insurance company. Please Note: This brochure is designed to provide introductory information in regard to the subject matter covered. Neither Pacific Life nor its representatives offer legal or tax advice. Consult your attorney or tax advisor for complete up-to-date information concerning federal and state tax laws in this area. AD-OC-838A For Life Insurance Producer Use Only. Not for Use with the Public /12

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