Marian Tse, a retired partner in and former chair of Goodwin's ERISA & Executive Compensation Practice, has more than 30 years of experience in the areas of executive compensation and employee benefits. Ms. Tse is recognized as one of the nation’s leading attorneys in her field by Chambers USA, where clients describe her as “technically very smart and very practical.” She formerly served on the firm’s Executive Committee.

Ms. Tse represents public and private company clients in the design, implementation and administration of many types of executive compensation programs and broad-based employee benefit plans, as well as the treatment of equity and employee benefits in hundreds of corporate mergers and acquisitions. She is well-versed in tax, accounting and securities laws affecting executive compensation, as well as governance issues raised by institutional shareholders. Ms. Tse also represents both employers and executives in the negotiation of employment and severance agreements and equity participation.

Professional Activities

Ms. Tse is a member of the Boston Bar Association's ERISA Committee, the Employee Benefits Committee of the Tax Section of the American Bar Association, the Asian American Lawyers Association of Massachusetts and the National Asian Pacific American Bar Association. Ms. Tse serves on the Board of Directors for Greater Boston Legal Services and Boston Chinatown Neighborhood Center.

Ms. Tse helped implement Goodwin’s Naturalization Project, which helps families with permanent resident or “Green Card” status navigate the process of obtaining citizenship.


Ms. Tse is listed in Chambers USA: America’s Leading Lawyers for Business, U.S. News-Best Lawyers and The Legal 500 U.S. In 2012, she received the Community Service Award from the Asian-American Lawyers Association of Massachusetts.





Ms. Tse’s clients range from large publicly traded companies and venture-backed closely held life science and technology companies to not-for-profit entities such as colleges and leading teaching hospitals. She has recently advised:

  • Essex Property Trust, Inc. on executive compensation and employee benefits issues arising in connection with its $15.4 billion merger with BRE Properties, Inc. The combined company is the third-largest multifamily REIT in the United States
  • Mid-America Apartment Communities, Inc. on executive compensation and employee benefits issues arising in connection with its all-stock acquisition of Colonial Properties Trust
  • Bomgar Corporation in TA Associates’ majority investment in the company
  • Eloqua in its initial public offering and subsequent sale to Oracle Corporation
  • Citizens Financial Group, Inc. on employee benefits issues arising in connection with the sale of its entire Illinois retail and middle market franchise to U.S. Bank
  • Boston Properties, Inc. on various employment matters regarding its senior management
  • Sage Therapeutics, Inc. on executive compensation issues in its initial public offering

Clients to whom Ms. Tse provides ongoing executive compensation and employee benefit advice include AvalonBay Communities, Inc., Loomis Sayles, Citrix and Partners HealthCare System.

In The News









JD, 1979
Columbia Law School
BA, 1976
Vassar College

(cum laude)





U.S. District Court for the District of Massachusetts
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