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IRC Section 409A: Internal Revenue Code provisions governing deferred compensation arrangements, crucial for structuring phantom stock payments to avoid adverse tax consequences

IRC Section 83: Tax regulations regarding property transferred in connection with performance of services, affecting the taxation timing and treatment of phantom stock benefits

Securities Act of 1933: Federal law governing the offer and sale of securities, which may apply to phantom stock depending on structure and implementation

Securities Exchange Act of 1934: Federal law regulating secondary trading of securities and requiring certain disclosures for public companies offering phantom stock

State Blue Sky Laws: State-specific securities regulations that may apply to phantom stock offerings depending on the jurisdiction

FLSA: Fair Labor Standards Act requirements affecting employment relationships and compensation structures

ERISA: Employee Retirement Income Security Act considerations if phantom stock plan qualifies as an employee benefit plan

State Corporate Laws: State-specific regulations governing corporate actions, including authorization and implementation of phantom stock programs

Corporate Governance Requirements: Internal corporate approval processes, board resolutions, and shareholder approvals needed for phantom stock programs

Valuation Methodology: Legal requirements for establishing fair market value and calculation methods for phantom stock payments

Change in Control Provisions: Legal considerations for phantom stock treatment in merger, acquisition, or other corporate change scenarios

Disclosure Requirements: Legal obligations for communicating phantom stock terms, risks, and tax implications to participants