David Pardys serves as the Co-Chair of Polsinelli’s nationally recognized Employee Stock Ownership Plan (ESOP) group. Through his practice, David represents private companies, selling shareholders, financial institutions and independent fiduciaries in all facets of ESOP transactions.

David has a strong commitment to employee ownership and regularly advises mature ESOP companies on sustainability and strategies to maintain a successful employee-owned company. He also works with ESOP companies on sophisticated and complex mergers, acquisitions and other growth strategies. David handles ESOP transactions in a wide range of industries, including manufacturing, food service, insurance, construction financial services and health care.

David  possesses an in-depth knowledge about tax-exempt entities, federal tax law and representations before the Internal Revenue Service (IRS) and the U.S. Department of Labor (DOL).

Education

  • Georgetown University Law Center (LL.M.)
    • Taxation
  • Rutgers University School of Law (J.D.)
    • Rutgers University (B.A.)

      Bar Admission

      • New Jersey
      • Pennsylvania

      Professional Affiliations

      • The ESOP Association
      • National Center for Employee Ownership
      • Employee-Owned S Corporations of America
      Publications
      All Publications
      Federal Court Grants Summary Judgment in ESOP Releveraging Case, Rejecting Novel Dilution Theory
      Key Takeaways A federal district court in Arkansas granted summary judgment in favor of an ESOP sponsor, its board and the ESOP trustee, rejecting claims that a two-step releveraging transaction violated ERISA fiduciary duties. The court held that decisions regarding ESOP repurchase obligation strategy, such as releveraging, are generally corporate business decisions, not fiduciary acts subject to ERISA — particularly where the board spent considerable time with qualified third-party advisors workshopping various alternatives to releveraging. The court also reinforced that ESOP trustees satisfy their fiduciary duties where they engage in a robust, well-documented process, rely on independent advisors and negotiate favorable transaction terms for the plan. The U.S. District Court for the Western District of Arkansas granted summary judgment to all defendants in Shipp et
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      North Carolina Federal Court Lets ESOP Fiduciary Claims Proceed, Underscoring Active Oversight Duties
      Key Takeaways A North Carolina district court largely denied motions to dismiss ERISA and malpractice claims arising from a leveraged ESOP transaction and subsequent sale, allowing fiduciary breach claims against an independent trustee, private equity investors and transaction counsel to proceed. The court emphasized that ESOP trustees must actively investigate red flags and advocate for plan participants, rejecting arguments that a trustee may simply rely on process formalities. Although this litigation remains in the early stages, the court’s refusal to dismiss most ERISA fiduciary claims reinforces the judiciary’s expectation that ESOP fiduciaries must actively safeguard participant interests. The U.S. District Court for the Western District of North Carolina denied on March 3 motions to dismiss ERISA-related claims involving the employee stock ownership plan (ESOP)
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