Sean Power advises private and public companies on a variety of corporate and ESOP-related matters and brings a pragmatic, experienced perspective to clients’ business challenges and strategies.  

To develop practical legal solutions, Sean leverages his deep business and legal experience gained over a decade serving as General Counsel and a member of the executive team for the North American business units of a publicly-traded company, which included businesses such as steelmaking, construction, construction materials, manufacturing, metal coating & painting, and pre-engineered buildings. In addition to directing and managing all legal affairs for these companies (comprising over $2.5 billion in revenue), Sean was also responsible for tax, insurance, government relations and business strategy.  

As a leader of the firm’s National ESOP Practice, Sean is regularly involved in assisting clients with ESOP transaction planning and design, formation, operation and regulation - representing corporate ESOP sponsors, their shareholders, lenders and trustees. He assists ESOP and other companies on a range of corporate matters, including corporate governance, commercial contracts and transactions in addition to serving as outside general counsel.

Sean genuinely enjoys working with executives/management in solving legal problems and has extensive experience “in the trenches” doing so. Some of the comments Sean has received from company executives include:

  • “Sean is a strategic thinker... He doesn’t get lost in only the legal aspects of things, instead he will look for a solution to mitigate risk and support the business. His approach is ‘business first’ and that’s refreshing.”
  • “He has excellent clarity of thinking and an ability to express legal issues very clearly. Sean distills things down to get at what matters most. He has a good sense of the strategic elements of what matters.”
  • “Everything Sean does is thought-through and deeply considered. He balances all of the various considerations that are at play. I never hesitate letting him take the lead on something and run.” 
  • “Sean truly knows his stuff from a legal standpoint. He is competent, credible, articulates his thoughts well, and can communicate complicated issues in a simple way.”

Sean regularly speaks at national conferences on topics involving ESOPs, corporate governance and other related matters.

Education

  • University of Missouri-Kansas City School of Law (J.D.)
    • Southern Methodist University (B.B.A.)
      • Finance and Real Estate

    Bar Admission

    • Missouri, 2003

    Professional Affiliations

    • The ESOP Association
    • National Center for Employee Ownership
    • Employee-Owned S Corporations of America
    • Missouri Center for Employee Ownership, Board member
    • Served as a board member, then elected as President for the Mid-America Chapter of the Association of Corporate Counsel

    Recognition

    • Recognized as a Stellar Performance Lawyer by Thomson Reuters, 2026
    • 2025 USA M&A Middle Market Atlas Awards, USA ESOP Deal of the Year (mid market): REI Systems
    • 1st place award for academic achievement and superior character (Rich Law Prize)
    • Award for most outstanding legal writing submission to UMKC Law Review
    • Editorial Board of UMKC Law Review 
    • Post-doctorate education includes:
      • University of Chicago, Chicago, IL – “Strategic Business Leadership” (2015)
      • University of Melbourne – Melbourne Business School, Melbourne, AU – “Executive Essentials” (2013)
      • Boston University, Boston, MA – “Mini-MBA” (2011)
    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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