Jude Anne Carluccio


e: jcarluccio@kdlegal.com
p: (612) 564-1924

Jude Anne Carluccio



Jude Anne Carluccio, an employee stock ownership plans (ESOP) attorney, is a Partner with Krieg DeVault counseling clients from the firm's Minneapolis, Minnesota office.  Prior to joining Krieg DeVault, Ms. Carluccio was a partner with Barnes & Thornburg where she was the Chair of the firm's ESOP Practice Group.

Ms. Carluccio regularly represents many clients who are involved in buying or selling businesses and, in particular, clients who utilize ESOPs as a business succession planning tool.  She is experienced in counseling all parties involved in the purchase or sale of closely-held businesses, and represents parties in ESOP transactions, including commercial lenders, institutional and individual trustees, shareholders, management, and third-party administrators.  Her representation of such parties to ESOP transactions has included virtually all facets of legal issues arising from the ESOP's unique shareholder status.

Ms. Carluccio works with private and public companies regarding the design, implementation, qualification, administration, funding, communication and termination of all types of qualified and non qualified employee benefit and executive compensation plans.

In particular, Ms. Carluccio focuses her practice on the following:

  • ESOP feasibility, plan design, implementation, ongoing qualifications, funding and termination;
  • DOL investigations, controversies, and DOL Voluntary Fiduciary Correction Program matters;
  • Advising ESOP fiduciaries (independent fiduciaries, boards of directors, institutional and other discretionary and directed trustees, ESOP committees) on ESOP formations, transactions and corporate governance issues; and
  • IRS ESOP and other retirement plan audits and IRS Voluntary Correction Program matters.

Ms. Carluccio is a frequent speaker at regional and national ESOP conferences.


  • Fordham University (J.D., 1982)
  • St. Peter's College (B.A., 1977)

Bar Admissions

  • Minnesota
  • New York

Professional Associations

  • National ESOP Association (Member)
  • Minnesota Dakotas Chapter of The ESOP Association (Member; Former Chair, Government Relations Committee)
  • NCEO - National Center for Employee Ownership (Member)
  • ESCA - Employee Owned S Corporations of America (Member)
  • Minnesota Dakota ESOP Network (Member)
  • Minnesota State Bar Association (Member; Former Chair, Employee Benefits Section)
  • American Bar Association (Member Tax Section and Employee Benefits Committee)
  • Hennepin County Bar Association (Member)
  • Worldwide Employee Benefits (WEB) Network (Member; Former National President, 1994-1996)
  • Women of Influence, Inc. (Member)

Awards and Recognitions

  • Best Lawyers In America©, Employee Benefits Law (ERISA Law), 2003-2017
  • Minnesota Super Lawyers, Employee Benefits Law Publications


  • "ESOP Audits and Voluntary Compliance Programs" National Center for Employee Ownership Issue Brief, 2010 (co-author)
  • "Don't Do That" National Center for Employee Ownership, 2010 (contributing author)
  • "Administrative Issues for ESOP Companies" National Center for Employee Ownership, 2007 (contributing author)  

Seminars and Presentations

  • “When ESOP Companies Make Acquisitions: Challenges and Competitive Advantages,” NCEO Employee Ownership Conference, April 2016
  • “ESOP Acquirers: Competitive Advantages and Challenges,” ESOP Association Midwest Conference, September 2015
  • “Designing an ESOP to Fit Your Culture,” NCEO Employee Ownership Conference, April 2015
  • “Bridging the Gap Between Transaction Valuation of Privately Held Companies and the DOL’s Expectations,” NCEO Employee Ownership Conference, April 2014
  • "Sticky Fiduciary Wickets," ESOP Association Las Vegas Conference, November 2013
  • “Protecting Yourself from Legal Problems: Audits, Lawsuits and Insurance Issues,” The ESOP Symposium – Ownership Solutions for Established ESOPs, October 2013
  • “How to Overcome the DOL’s Perception of Inherent Abuses in the Valuation Process,” April 2013 NCEO/Beyster Institute Employee Ownership Conference
  • “Cross Fire: Internal vs External..Discretionary vs. Directed,” November 2012 ESOP Association Conference & Trade Show
  • “Protecting Yourself from Legal Problems: Audits, Lawsuits & Insurance Issues,” October 2012 NCEO Conference – Fiduciary Issues for Internal ESOP Trustees
  • “Fiduciary Issues – Reviewing the Valuation Report,” June 2012 meeting of the Minnesota/Dakotas Chapter of the ESOP Association
  • “When the DOL Comes Knocking: Tips on Preparing for and Surviving the Process and Fiduciary Indemnification and Insurance,” April 2012 NCEO/Beyer Institute Employee Ownership Conference
  • “Trustee Challenges in Light of the DOL’s Increased Focus on Employee Stock Valuation,” April 2011 NCEO/Beyster Institute Employee Ownership Conference
  • “Legal and Fiduciary Issues,” September 2010 NCEO seminar – Is an ESOP Right for You?
  • “New ESOP Trustee Challengers in Light of Developing Indemnification Case Law: Impact of Decisions in Couturier & K-M Holdings,” April 2010 NCEO/Beyster Institute Employee Ownership Conference
  • “Legal and Fiduciary Issues,” September 2009 NCEO seminar – Transferring Ownership to Employees in Business Transitions
  • “Challenging Issues in ESOP Corporate Governance,” April 2009 NCEO/Beyster Institute Employee Ownership Conference
  • “Minimizing Risk – Audits, Valuation and Avoiding Litigation,” April 2008 NCEO/Beyster Institute Employee Ownership Conference