Jeffrey Bauer

Jeffrey Bauer




Jeff focuses his practice on employee benefits, with an emphasis on retirement plans and executive compensation. Jeff advises employers of all types, including public and private companies, nonprofit organizations, and government entities, on issues arising in the design, operation and termination of qualified plans, nonqualified deferred compensation arrangements, and equity compensation programs. Also a certified public accountant (licensed in Florida), Jeff brings an understanding of the financial accounting aspects of employee benefits and executive compensation to his law practice.

Jeff also regularly advises employers and fiduciaries regarding their fiduciary obligations under ERISA, including the prudent management of plan assets and issues involving prohibited transactions. In addition, Jeff works with employers, shareholders, lenders and trustees regarding the special laws applicable to employee stock ownership plans (ESOPs), in the context of both the purchase and sale of employer securities and ongoing compliance.

Jeff also provides subject matter expertise on benefits and compensation issues arising in mergers and acquisitions and in tax and ERISA litigation.

Education & Admissions

Georgetown University Law Center (LL.M., Taxation, 2005)

Stetson University College of Law (J.D., 2004), cum laude

University of Central Florida (M.S., Taxation; B.S., Accounting, 2001)


  • Minnesota
  • District of Columbia


  • Drafts and maintains qualified retirement plan documents and assists with submission of plans to the Internal Revenue Service for qualified status determinations
  • Updates plan sponsors on legal developments affecting employee benefits and executive compensation and assists with corresponding plan changes and administrative practices
  • Assists employers on issues arising in administration of retirement and other deferred compensation plans, including correction of qualification failures through the IRS’ Employee Plans Compliance Resolution System (EPCRS) and Section 409A correction procedures, and the DOL’s Voluntary Fiduciary Correction Program (VFCP)
  • Advises plan investment committees regarding their prudent management of plan assets
  • Drafts and maintains nonqualified deferred compensation plans that comply with Internal Revenue Code Section 409A
  • Advises employers regarding the taxation of benefits and executive compensation, including analysis of payments under Internal Revenue Code Section 280G
  • Represents plan sponsors and fiduciaries in government audits and investigations
  • Advises employers regarding participation in and withdrawal from multiemployer pension plans
  • Assists in negotiating employee benefit programs in the collective bargaining process

News & Resources


Advantages of S Corporation ESOPs, ABA Section of Taxation NewsQuarterly
CCH Business Succession Planning Book, Contributing Author— Chapter on ESOPs, Management Buyouts, and Equity Compensation

News & Press Mentions

54 Dorsey Lawyers in Minneapolis Selected for Inclusion in The Best Lawyers in America 2019 and 2019 Lawyers of the Year
51 Dorsey Lawyers in Minneapolis Selected for Inclusion in The Best Lawyers in America 2018 and 2018 Lawyers of the Year
Veteran Benefits & Compensation Lawyer Jeffrey Bauer Joins Dorsey

Select Presentations

  • Moderator, “Best Practices for Finding the Right People and Building Strong Relationships,” Capital Roundtable PE Operating Partner and Portfolio Company Conference, New York City, June 2015
  • “What’s Next After Dudenhoeffer?”; Minnesota State Bar Association – Advanced Employee Benefits Workshop; February 2015
  • “IRS and DOL Hot Button Issues;” Minnesota Society of CPAs; May 2014
  • "Executive Compensation;" National Center for Employee Ownership annual conference; April 2014
  • “ERISA Fiduciary Best Practices;” Minneapolis Pension Council; March 2014
  • “Controlled Group Rules—an In-Depth Analysis;” Minnesota State Bar Association – Advanced Employee Benefits Workshop; February 2014
  • "S Corporation ESOPs;" American Bar Association Section of Taxation; Phoenix, AZ; January 2014
  • "The Nuts and Bolts: Audits, Lawsuits, Board Structure, and Trustee Transitions;" The National Center for Employee Ownership ESOP Symposium; Minneapolis, MN; October 2013
  • "ERISA Fiduciary Aspects of Self-Directed Brokerage Accounts;” Midwest Pension Conference; Minneapolis, MN; September 2013
  • “Section 409A Correction Programs;” Minnesota State Bar Association; January 2013
  • “DOL Participant and Provider Disclosure Regulations;” Minneapolis Pension Council; February 2012

Professional & Civic

Professional Achievements

  • American Bar Association, Section of Taxation
  • National Association of Stock Plan Professionals
  • American Institute of Certified Public Accountants
  • National Center for Employee Ownership
  • ESOP Association
  • Minneapolis Pension Council, President (2013-2014)
  • The PACER Center, Advisory Board


  • Listed in Best Lawyers in America©, 2018-2019
Jeffrey Bauer