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HomeMy WebLinkAboutCity Council Resolutions (R-90-644-D)-12/18/1990 EREAS, the establishment of a deferred compensation plan for such employees will serve the interests of the Employer by enabling it to provide reasonable retirement security for its employees, by providing increased flexibility in its personnel management system, and by assisting in the attraction and retention of competent personnel; and 1 2 3 4 5 RESOLUTION NO. R-90-644 - d 6 7 8 9 the City of Colleyville, hereinafter "Employer" has employees rendering valuable services; and the Employer has determined that the establishment of a deferred compensation plan to be administered by the ICMA Retirement corporation will serve the above objectives, and the Employer desires that the investment of funds held under its deferred compensation plan be administered by the ICMA Retirement Corporation, as Trustee, with the understanding that such funds will be held by the ICMA Retirement Trust, a trust established by public .employers for the purpose of representing the interests of such employers with respect to the collective investment of funds held under their deferred compensation plans: I OW THEREFORE, BE IT RESOLVED 16 ,ICOLLEYVILLE, TEXAS: I Isec. I: 10 11 12 13 14 15 17 18 19 20 Sec. 2 : 21 Sec. 3 : 22 23 24 25 26 BY THE CITY COUNCIL OF THE CITY OF That the Employer adopts the deferred compensation plan, attached hereto as Appendix A, and appoints the lCMA Retirement Corporation to serve as Administrator thereunder; and That the Employer hereby executes the leMA Retirement Trust, attached hereto as Appendix B; and That the City Manager shall be the coordinator for this program and shall receive necessary reports, notices, etc., from the ICMA Retirement Corporation as Administrator, and shall cast, on behalf of the Employer, any required votes under the program. Administrative duties to carry out the plan may be assigned to the appropriate departments. I / 1 2 3 Sec. 4: That C. Robert Stripling is hereby designated as an eligible employee under the ICMA Retirement Plan adopted by the city. 4 5 AND IT IS SO RESOLVED. 6 Passed by a vote of Cb~Jr ~ O"to o on this / I tf?day of 7 , 1990. 8 .ATTEST: 1::1 ~j~, U ,~a JOhnSona 11 :pity Secretary CITY OF COLLEYVILLE ~~~ 12 APPROVED AS TO LEGAL FORM: 13.~ ~ 14 .' ~ (- . Ro s T. Fos er 15 City Attorney 16 17 18 19 20 21 22 23 24 25 26 2 e APPBNDIX A -- ("Employer") Deferred Compensation Plan Artfde 1.INTRODucnON The Employer hereby establishes the Employers Deferred Compensa- tion Plan, hereinatter referred to as the "Plan." The Plan consists of the provisions set forth in this document The primary purpose of this Plan is to provide retirement Income and other deferred benefits to the Employees of the employer in accordance with the provisions of Section 457 of the Internal Revenue Code of 1986. as amended (the "Code"). This Plan shall be an agreement solely belween the Employer and participating Employees. Artic:Je II. DEAN mONS Section 2.01 Account: The bookkeeping account maintained for each Partlcipant reflecting the cumulatlve amount of the Participant's Deferred Compensation. including any Income. gains, loases. or increases or decreases in market value attributable to the EmpjOyer's investment of the Participant's Deferred Compensatlon, and further reflecting any distri- butions to the Participant or the Participant's Beneficiary and any fees or expenses charged against such Participant's Defemtd Compensatlon. Sectlon 2.02 Administrator: The person or persona named to carry out certain nondlscnttionary administrallve functlons under the Plan. as hereinafter described. The Employer may remove any person as Admin- istrator upon 60 days' advance nollce in wrillng to sucl1 person, in which case the Employer shall name another person or persons to act as Administrator. The Administrator may resign upon 60 days' advance notice in writing to the Empfoyer. in which case the Employer shall name another peraon or persons to act as Administrator. Sectlon 2.03 Beneficlary: The person or persons designated by the Participant in his JOinder Agreement who shall receive any benefits payable hereunder in the event of the Participant's death. In the event that the Participant names two or more Beneficiaries. each Beneficiary shall be entitled to equal shares of the benefits paYable at the Partici- pant's death. unlesa otherwise provided in the Participant's Joinder Agreement. If no Beneficiary is designated in the Joinder Agreement. if the Designated Beneficiary Predeceases the Participant, or if the deSIg- nated Beneficiary does not survive the Participant tor a period ot fifteen (15) days, then the estate of the PartiCIpant shall be the Beneficiary. Section 2.04 Defwr.d Compenution: The amount of Normal Compen- sation othelWlse payable to the Participant which the Participant and the Employer mutually agree to defer hereunder, any amount credited to a Participant's Account by reason of a transfer under Sectlon 6.03. or any other amount which the Employer agrees to credit to a Partici- pant's Account . Section 2.05 Empk)yee; Any individual who provides services for the Employer, whether as an employee of the Employer or as an independ- ent contractor. and who has been deSIgnated by the Employer as eligible to participate in the Plan. Section 2.06 Includible ComP8nAtion: The amount of an Employee's compensation from the Employer tor a taxable year that is attributable to S8fVices performed for the Employer and that is includible in the employ- ee's gross income tor the taxable year for federal income lax purposes; such term does not include any amount excludable from gross income under this Plan or any other plan described in Section 4S7(b) of the -:ode or any other amount excludable from grosa income tor federal Income tax purposes. Includible Compensatlon shall be determined without regard to any community property laws.. 10/89 Section 2.07 Jofnder AgrMment: An agreement entered into between an Employee and tha Employer. including any amandments or modiftca- tlons thereof. Such agreement shall fix the amount of Deferred Compan- satlon, speCify a preference among the investmant alternallves deelgnated by the Employer, designate the Employee's BenefiCiary or Beneficiaries. and incorporate the terms, COnditions. and proVisions of the Plan by referenca. Section 2.08 Normel Compensation: The amount of compensetion which would be payable to a Participant by the Employer for a taxable year if no Joinder Agreement were in effect to deter compensation under this Plan. Section 2.09 NomuIl Retirement Age: Age 7011.1, unless the Participant has elected an alternate Normal Retirement Age by written instrument deliv- ered to the Administrator prior to Separation from Service. A Partic;- panrs Normal Retirement Age determines the periOd during which a Partlcipant may utilize the catch-up limitation of SectIon 5.02 hereun- der. Once a Participant has to any extent utlllzed the catch-up Iimltallon of Section 5.02. his Nonnal Retirement Age may not be changed. A Participanfs alternate Nonnal Retirement Age may not be earlier than the eat1lest date that the Participant win become eligible to retire and receive unreduced retirement benefits under the Employers baSIC reIlt8ment plan covering the Participant and may not be 'aler than the date the Participant WIll attain age 7011.1. If a PartICIpant contlnue8 emplOy- ment after attaining age 7011.1, not having previously elected an alternate Normal Retirement Age, the Participanfs alternate Nonnal Retirement Age shall not be later than the mandatory retirement age. if any. estab- D8hec:1 by the Employer, or the age at which the PartIcipant actually aeparatea from service if the Employer has no mandatory retirement age. If the Participant will not become eligible to receive benefits under a buic: retirement plan maintained by the Employer. the Participant's a/tamate Nonnal Ratlrement Age may not be earlier than age 55 and may not be later than age 7011.1. Section 2.10 PlIrtlc:ip8nt: Any Employee who has joined the Plan pursuant to the requirements of Article IV. Section 2.11 PI.... Veer: The calendar year. Section 2.12 Retirement: The first date upon which both of the follOWing shall have occurred WIth respect to a participant: Separation from SefVice and attainment of age 65. Section 2.13 Sep.1'IItion from SeMce: Severance of the PartiCipant's employment WIth the Employer which constitutes a "separation from Mrvlce" within the meaning ot Section 402(e)(4)lA)IIIi) of the Code. In general, a Participant shan be deemed to have severed his employment with the Employer for purposes ot this Plan when, in accordance with the established practices of the Employer, the employment relationshipIs considered to have actually terminated. In the case of a Participant who is an independent contractor of the Employer. Separation from Service shan be deemed to have occurred when the Participant's con- tract under which services are performed has completely expired and tenninated. there is no foreseeable possibility that the Employer will renew the contract or enter into a new contract for the Participant's services, and it is not anticipated that the Participant WIll become an EmployeeoftheEmploye~ AttIde II. ADMINlSTRAnoH Section 3.01 DutIee of EmIHoyer: The Employer shall have the authority to make all dlscrellonary decisions atf8ctlng the nghts or benefits of PartlcJpanta which may be required In the administration of thle Plan. .'..... ~-.-- .. e \..-- Section 3.02 Dutla of Adminmrator. The Administrator, as agent for the Employer, shail perform nondiscretionary administrative functions in connection with the Plan, including the maintenance ot Participants' Accounts, the provision ot penodic reports of the status ot each Account, and rhe disbursement 01 benelits on behalf ot the Employer in accor- dance with the prOvisions 01 this Plan. AIticl. IV. PARTlCIPATlON IN THE PLAN Section 4.01InitJ.1 ParticiPlltion: An Employee may become a Participant by entering into a Joinder Agreement prior to the beginning 01 the calendar month In which the JOinder Agreement is to become effective to deler compensation not yet earned. Section 4.02 Amendment of Joinder Ag~t: A Participant may amend an executed Joinder Agreement to change the amount otcompensation not yet earned which is 10 be aelerred (including the reduction 01 such future deferrals to zero) or to Change hiS investment preference (subject to such restrictions as may result Irom the nature or terms ot any investment made by the Employer). Such amendment shall become effective as of Ihe beginning 01 the calendar month commencing after the date the amendment is executed. A Participant may at eny time amend his Joinder Agreement to change the designated Beneficiary, and such amendment shall become effective immediately. Articte V. UMfTATlONS ON DEFERRALS Section 5.01 NonNII Umitation: EJ!cept as provided in SectIon 5.02, the maximum amount ot Deterred Comoensation lor any Participant tor any taxable year shall not exceed the lesser ot $7.500.00 or 33~ percent ot the Participant'S Includible Compensation lor the taxable year. This limitation will Ordinarily be equivalent to the lesser ot $7.500.00 01' 25 percent ot the Partlcipanfs Normal Compensation. Section 5.02 Catdt-Up Umitation: For each ot the lsat three (3) taxable years 'l' a Participant ending before his attainment 01 Normal Retirement Age, ,1e m81umum amount 01 Deferred Compensation shall be the lesser ot: (1) $15,000 or (2) the sum of (i) the Normal Limitation for the taxable year, and (ii) the Normal Umitation 'or eech pnor taxable year of the Participant commencing atter 1978 less the amount ot the Participanfs Deferred Compensation lor such prior taxable years. A prior taxable year shall be taken Into account under the preceding sentence only it (i) the Participant was eligible to participate in Ihe Plan for such year (or in any other eligible delerred compensation plan established under Sec- tion 457 01 the Code which is properly taken into account pursuant to regulations under section 457), and (ii) compensation (if any) delerrlld under the Plan (or SUCh other plan) was sublect to the deferral limita- tions set forth in Section 5.01. s.ctlon 5.03 oth... Plan.: The amount excludable from a Participant's gross income under this Plan or any other eligible deterred compensa- tion plan under section 457 at the COde Shall not exceed $7,500.00 (or such greater amount allowed under Section 5.02 of the Plan), less any amount excluded trom gross income undar section 403(b). 402(a)(8), or 402(h)(1)(B) 01 the Code, or any amount WIth respect to which a deduction is allowable by reason of a contnbution to an organization described in section 501(c)(181 of the Code. Artide VI. INVESTMENTS AND ACCOUNT VAlUES Section 6.01 Iml8Stment of Defen-ed Compensation: All investments of Participants' Deferred Compensation made by the Employer, including all property and rights purchased with such amounts and all income attributable thereto, shall be Ihe sole property of the Employer and shall not be held in trust for Participants or as collateral security lor the fulfillment of the Employer'S Obligations under the Plan. Such property ~aJl be subject 10 the claims 01 general creditors at the Employer, and Parocipant or Beneficiary shall have any vested interest or secured preterred position with respect to such property or have any claim against the Employer except as a general creditor. Section 6.02 Crediting of Acc:ountll: The Participanfs Account Shall renect the amount and value of the investments or other property obtained by the Employer through the Investment ot the Partidpanfs Delerred Com- pensation. It is anticlpaled that the employer'S investments with respect to a Participant WIll conform to the investment prelerence specified in the PartiCipant's Joinder Agreement, but nothing herein shall be con- strued to require the Employer to make any particular Investment of a Participant's Deferred Compensation. Each Participant shall receive periodic reports. not less frequently than annually. Showing the Ihen- current value 01 his Account. SectIon 8.03 li'an.1....: (a) Incoming Transfers: A transler may be accepted trom an eligible delerred compensation plan maintained by another employer and cred- ited to a Participanrs Account under this Plan If (i) the PartiCipant has separaled lrom service WIth Ihal employer and become an Employee of the Employer, and (ii) the other employer's plan provides that such transfer will be made. The EmPloyer may requare such documentation from the predecessor plan as it deems necessary to effectuate the transfer, to confirm that such plan is an eligible deferred compensallon plan within Ihe meaning 01 Section 457 01 the Code, and to assure that transfers are provided for under such plan. The Employer may refuse to accept a transfer in the form of assets other than cash, unless the Employer and the Administrator agree to hold such other assets under the Plan. Any such transferred amount Shall not be treated as a detErral subject to the limitations ot Article V, except that, for purposes ot apptying the limitations of Sections 5.01 and 5.02. an amount deterred during any taxable year under the plan from which the lrensler is accepted shall be treated as it it has been deferred under thiS Plan during such taxable year and compensation paid by the transferor employer ShaJl be treated as if it had been paid by the Employer. (b) Outgoing Transfers: An amount may be transferred to an eligible deterred compensation plan maintained by another employer, and ctulrged to a Participant's Account under thl. Plan, if (i) the Participant haa separated from sarvlce with the Employer and become an employee 0' the other employer, (ii) the other employer's plan provides thaI such transfer will be accepted, and (iii) the Participant and the employers have signed SUCh agreements as are necessary to assure that the Employer's liability to pay benefits to the Participant has been dis- charged and assumed by the other employer. The Employer may reqUIre SUCh documentation from the other plan as it deems necessery to effectuate the transler, to confirm that such plan is an eligible deterred compensation plan within Ihe meaning of section 457 of the Code. and to assure that translers are prOVided for under such plan, Such trans- fers shall be made only under such circumstances as are perm,ned under section 457 01 the COde and the regulations thereunOer. Section 8.04 Employer Liability: In no event shall the Employer'S liability to pay benefits to a PartiCipant under Article VI exceed the value 01 the amounts credited to the PartiCipant's Account; the Employer shall not be liable lor losses arising lrom depreciation or shrinkage in the value of any investments acqUIred under this Plan. Artlde VI. SENERTS SectIon 7.01 Retirement Benefits and Election on Separation from Senice: EJ!cept as otherwise provided in this Article VII. the distribution ot a Participant's Account shall commence as of April 1 of the calenaar year alter the Plan Year of the Participant's Retirement, and the distribu- tion of such Retirement benefits Shall be made in accordance With one of the payment options described in Section 7,02. Notwithstanding the foregoing, the Participant may irrevocably elect within 60 days 'ollowlng Separation tram Sennce to have the distnbution of benefits commence on a fixed or determinable date other than that described in the preced- ing sentence which IS at least 60 days after the date such eiectlon is delivered in wntlng to the Employer and forwarded to the Administrator. but not later than April 1 of the year follOWing the year ot lJ'Ie Participant's ReUrement or attainment of age 701;. whichever is later. 2 e ~ Section 7.02 Payment Option.: As provided in Sections 7.01, 7.04, and 7.05. a Participant or Beneficiary may elect to have the value 01 the PartIcipant's Account distnbuted in accordance WIth one 01 the lollow- ing payment options, provided that SUCh optioo is conSistent with the IImltallons set forth in Section 7.03: (a) Equal monthly, Quarterly, semi-annual or annual payments in an amount chosen by the Participant, continuing until his Account is exhausted; (b) One lump-sum payment: (c) Approximately equal monthly, quarterly, semi-annual or annual payments. calculated 10 continue for a period certain chosen by the Participant (d) Annual Payments equal to the minimum distributions required under Section 401 (a)(9) at the Code over the lite expectancy of the Participant or over the lite expectancies of the Participant and his Beneficiary. (e) Payments equal to payments made by the issuer at a retirement annuity policy acquired by the Employer. (I) Any other payment option elected by the Participant and agreed to by tha Employer and Administrator, provided that SUCh option must provide lor substantially nonincreasing payments for any period aner the latest benefit commencement date under Section 7.01. A Partlcipanrs or Beneficiary's election of a payment option must be made at least 30 days before1he payment 01 benefits is to commence. If a Participant or Beneficiary lails to make a timely election of a payment option. benefits shall be paid monthly under option (C) above tor a period ot five years. Section 1.03 Umitatlon on Optiona: No payment option may be selected by a Participant or Beneficiary under Sections 7.02, 7.04, or 7.05 unless it satisfies the requirements 01 Sections 401 (a)(9) and 457(d)(2) 01 the Code, including that payments commencing before the death of the Participant shall satlsly the inCidental death benefits requirement under section 457(d)(2)(B)(i)(l). Unless otherwise elected by the Partlclpant, aU determinations under Section 401(a)(9) shall be made Without recaI- culatlon at life expectancies. Section 1.04 Post-nltirement Death Benefits: (a) Should the Participant die after he has begun to receive benefits under a payment option, the remaining payments, if any, under the payment option shall be payable to the Participant's Beneficiary com- mencmg Within the 30-day period commencmg with the 61st day after the Participant's dealh, unless the BenefiCiary elects payment under a diNerent payment option that IS available under Section 7.02 within 60 dayS of the Participant's death. Any different payment option elected by a Beneficiary under this section must provide for payments at a rate that is at least as rapid as under the payment option that was appliceble to the Participant. In no event shall the Employer or Admimstrator be liable to the Beneficiary for the amount of any payment made in the name of the ParticIpant before the Administrator receives proof at death at the Participant (b) If the designated Beneficiary does not continue to live lor the remain- ing penod of payments under the payment option, then the commuted value 01 any remaining payments under the payment option shall be paid in a lump sum to the estate of the Beneficiary. In the event that the PartiClpanfs estate IS the Beneticiary, the commuted value of any remain- ing payments under the payment option shall be paid to the estate in a lump sum. Section 7.05 Pre-nttirement DelIth Benefits: (a) Should the Participant die before he has begun to receive the . benefits prOVIded by Section 7.0 I, the value at the Partic,panrs Account 'latl be payable to the Beneficiary commencing WIthin the 30-day 'nod commencing on the 9 t st day aner the PartiClpanfs death, unless the Beneficiary irrevocably elects a different fixed or determinable benefit commencement date within 90 days 01 the Participant's death. SUCh benefit commencement date shall be not later than the later 01 Ii) December 31 of the year following the year of the PartiCipant's death, or (Ii) If the Beneficiary is the Partlcipanrs spouse, December 31 of the year In which the Participant would have attained age 70\2. (b) Unless a Beneficiary elects a different payment option prior to the benefit commencement date, death benefits under this Section shall be paid In approximately equal annual installments over five years, or over such shorter periOd as may be necessary to assure that the amount of any annual installment is not less Ihan $3,500. A Beneficiary shall be treated as il he were a Participant lor purposea of determining the payment options available under Section 7.02, prOVided. however, that the payment option chosen by the Benetlciary must provide lor pay_ ments to the Benellciary over a period no longer than the life expac- tancy 01 the Beneficiary, and provided that such period may not exceed fifteen (15) years if the Beneficiary is not the Partlcipanfs spouse. (c) In the event that the Beneficiary dies belore the payment of death benefits has commenced or been completed. the remaining value 01 the Participant's Account shall be paid to the estate 01 the Beneficiary in a lump sum. In the event that the Partlclpanrs estate is the Beneticiary, payment shall be made to the estate in a lump sum. SectIon 7.06 Unror.MebIe Emergenc:iec (a) In the event an unforeseeable emergency occurs, a Participant may apply to tha Employer to receive that part 01 the value of his Account that Is reasonably needed to satisfy the emergency need. If such an applica- Uon is approved by the Employer. the PartiCipant shall be paid only such amount as the Employer deems necessary to meet the emergency need. but payment shall not be made 10 the extent that the financial h8ldahip may be relieved through ceaaatlon of deferral under the Plan. insurance or other reimbursement, or liquidation 01 other assets to the extent such liQuidaUon would not Itself ceuse severe finanCial hlUdship. (b) An unforeseeable emergency shall be deemed to Involve only cir- cumstances 01 severe finanCIal hlUdahip to the Participant resulting from e sudden unexpected illness, accident, or disability 01 the Partici- pant or of a dependent (as defined in Section 152(al of the Codel 01 the Particlpant, loss of the Partlcipanrs property due to casualty, or other similar and extraordinary unforeseeable clrcumatances arising as a result of events beyond the control of the PartiCipant. The need to send a Partlcipanfs child to college or to purchase a new home shall not be considered unforeseeable emergencies. The determination as to whether such an unforeseeable emergency eXIsts shall be based on the merita of each individual case. Section 7.07lhtnaitio.... Rule for Pre-1989 Benefit Election.: In the event that, prior to January I, 1989, a Participant or BenefiCiary has com- menced recalving benefits under a payment option or has irrevocably elected a payment option or benefit commencement date, then that payment option or election shall remain in effect notwithstanding any other provision 01 this Plan. AItlcle YJll NON-ASSIGNA8lUTY Section 8.01 In G..,..: Except as provided in Section 8.02. no Partici- pant or Beneficiary shall have any nght to commute, sell. assign, pledge, lransler or otherwise conveyor encumber the right to receive any payments hereunder. which payments and rights are expressly declared to be non-assignable and non-transferable. Section 8.02 Domestic Relation. Ora...: (a) Allowance of Transfers: To the extent required under a tinal jUdg- ment, decree, or order (including approval of a property settlement agreement' made pursuant to a state domestic relations law. any portion of a Participanfs Account may be paid or set aside for payment to a spouse, former spouse. or child 01 the Participant. Where necessary to carry out the terms of such an order. a separate Account Shall be established with respect to the spouse. tonner spouse, or child who shall be entiUed to make Investmenl selections WIth respect thereto in 3 - e v ttle same manner as the Participant; any amount so set aside for a spouse, former spouse, or child shall be paid out In a lump sum at ttle earliest date that benefits may be paid to the Participant, unless the order directs a different time or form of payment Nottling in this Section shall be construed to authorize any amount to be distributed under ltIe Plan at a time or in a form that Is not penmtted under Section 457 of the Code. Any payment made to a person other than the Participant pursu- ant to this Section shall be reduced by required income tax withholding; ltIe fact that payment is made to a person other than the Participant may not prevent such payment from being includible in the gross income of the Participant for WithhOlding and income tax reporting purposes. (b) Release from Uability to Participant: The Employer's liability to pay benefits to a Participant shall be reduced to the extent that amounts have been paid or set aside for payment to a spouse, former spouse. or child pursuant to paragraph (a) of this Section. No such transfer shall be effectuated unless the Employer or Administrator has been Provided With satisfactory eVidence that the Employer and the Admlnlstrato{ are released tram any further claim by the Participant With respect to such amounts. The Participant shall be deemed to have released the Employer and the Administrator from any claim With respect to such amounts, in any case In which (i) the Employer or Administrator has been served with legal process or otherwise joined in a prOCeeding relating to such transfer, (ii) the Participant has been notified of ttle pendency of such proceeding in ttle manner prescribed by the law of the jUrisdiction in which ttle proceeding is pending for servtce of process in such action or by mail from the Employer or Administrator to the Participant's last known mailing address. and (iii) the Participant tails to obtain an order of ttle court in the Proceeding relieving the Employer or Administrator from ttle obligation to comply with the judgment, decree, or order. (c) Participation in Legal PrOCeedings; The Employer and Administrator shall not be obligated to defend against or set aside any judgment, decr&.!, or order described in paragraph (a) or any legal order relating to the garnishment of a Participant's benefits, unless the full expense of such legat action is borne by the Participant In the event that the ParUcipant's action (or inaction) nonetheless causes the Employer or . Administrator to incur such expense, the amount of the expense may be charged against the Participant's Account and thereby reduce the Employer's Obligation to pay benefits to ltIe PartiCipant. In the course at any proceeding relating to divorce, separation, or child suPPOrt, the Employer and Administrator shall be authorized to disclose information relating to the PartIcipant's Account to ltIe Participant's spouse. former spouse. or child (including the legal representatives of the spouse, former spouse, or child), or to a court. Artide IX. RElATIONSHIP TO OTHER PUNS AND EMPlOYMENT AGREEMENTS This Plan serves in addition to any other retirement, penSion. or benefit plan or system presently in existence or hereinafter established lor the benefit of the Employer's employees, and participation hereun- der shall not affect benefits receiYable under any such plan or system. Nothing contained in this Plan shall be deemed to constitute an employ- ment contract or agreement between any Participant and the Employer or to give any Participant the nght to be retained In the employ of the Employer. Nor shall anything herein be construed to modify the terms of any employment Contract or agreement between a ParticIpant and the Employer. Artide X. AMENDMENT OR TERMINATION OF PlAN The Employer may at any time amend this Plan provided that it transmits such amendment in wnting to the Administrator at least 30 days prior to the effective date of the amendment. The consent of the Administrator shall not be reqUITed in order tor such amendment to become effective, but the Administrator shall be under no obligation to continue acting as Administrator hereunder if it disapproves of suCh amendment. The Employer may at any lime terminate this Plan. The Administrator may at any lime propose an amendment to lhe Plan by an instrument in wnting transmitted to the Employer at least 30 days before the effective date of the amendment. Such amendment shall become effective unless. WIthin such 30-day period. ltIe Employer notifies the Administrator in writing ltIat it disapproves such amend- ment, In which case such amendment shall not become effective. In the event of such disapproval, the Administrator shall be under no obllga- lion to continue acting as Administrator hereunder. It this Plan docu- ment constitutes an amendment and restatement of the Plan as previously adopted by the Employer. the amendments contained herein shall become effective on January 1, 1989, and the terms of the preced- ing Plan document shall remain in effect through December 31,1988. Except as may be required to maintain the status of the Plan as an eligible deterred compensation plan under section 457 of the Code or to comply with other applicable laws, no amendment or termination of the Plan shall divest any Participant of any rights with respect 10 com- pensation deterred before the date of the amendment or termination. ArtIcle XL APPUCA8I..e LAW Thl. Plan shall be construed under the laws of the state where the Employer IS located and is established WIth the intent that it meet the requirements of an "eligible deterred compensation plan" under Sec- tion 457 of the Code, as amended. The provisions of this Plan shall be Interpreted wherever possible in conformity with the reqUirements at that section. AItide XJL GENDER AND NUMBER The masculine pronoun, whenever used hereIn, shall include the leminine pronoun, and ltIe singular shall InClude the plural. except where the context requires otherwIse. 4 "",: ..,. .;. . ..... ... . . ..:'! . :::,:>', " '. . ..,i:':':, ;';,::: ~;~ ,;;; .':: '" . .:: ;it" '. ". , .' .;:.:Y" : ;',' ".,' ''''k'i'' "'.,',.--::';' AppendlJtB.", ,";..; " . ',. - ";'.-', "" '~.;.., 'f"'", ':", -'l'.. ..', '.,<,t:~.. '. . ,.'. ',- .i.'.;,.:,:.:...,,:..;'. 1';~~./:'..-:...~_.. '.'. ':.1Il:~.:"~;..\!;:., DECLARATION OF TRUST OF ICMA RETIREMENT CORPORATION ARTICLE L NAME DEFINITIONS Section 1.1 Name: The Name of the Trust, as amended and restated hereby, is the ICMA Retirement Trust. Section 1.2 Definitions: Wherever they are used herein, the following terms shall have the following respective meanings: (a) Bylaws. The bylaws referred to in Section 4.1 hereof, as amended from time to time. (b) Deferred Compensation Plan. A deferred compensation plan established and maintained, by a Public Employer for the purpose of prOViding retirement income and other deferred benefits to its employees in accordance with the provision of section 457 of the Internal Revenue Code of 1954, as amended. (c) Employees. Those employees who participate in Qualified Plans. (d) Employer Trust. A trust created pursuant to an agreement between RC and a Public Employer for the purpose of investing and administering the funds set aside by such Employer in connection with its Deferred Compensation agreements ~Ith its employees or In connection With Its Quallhed Plan. (8) Guaranteed Investment Contract. A contract entered into by the Rehrem ent Trust with insurance companies that provides for a guaranteed rate 01 return on investments made pursuant to such contract. (f) ICMA. The International City Management Association. (g) ICMAlRC Trustees. Those Trustees elected by the Public Employers who, in accordance with the provisions of Section 3.1 (a) hereof, are also members, or lormer mel)1bers, 01 the Board 01 Directors of ICMA or RC_ . (h) Investment Adviser. The Investment Adviserthat enters Into a contract with the Retirement Trust to provide advice with respect to investment of the Trust Property. (i) Portfolios. The Portfolios 01 investment established by the Investment Adviser to the Retirement Trust, under the supervision of the Trustees, for the purpose 01 providing investments for the Trust Property. (j) Public Employee Trustees. Those Trustees elected by the Public Employers who, in accordance with the provision of Seclion 3.1 (a) hereof. are lull- time employees of Public Employers. (k) Public Employer Trustees. Public Employers who serve as trustees of the Qualilied Plans. (I) Public Employer. A unit 01 state or local government, or any agency or instrumentality thereof, that has adopted a Deferred Compensation Plan or a Qualilied Plan and has executed this Declaration of Trust. (m) Qualified Plan. A plan sponsored by a Public Employer for the purpose of providing retirement Income to its employees which satislies the qualification requirements 01 Section 401 01 the Internal Revenue Code, as amended. (n) RC. The International City Management Association Retirement Corporation. (0) Retirement Trust. The Trust created by tho Declaration of Trust. (p) Trust Property. The amounts held in the Retirement Trust on behalf of the PubliC Employers in connection with Deferred Compensation Plans and on behalf of the Public Employer Trustees for the exclusive benefit of Employees pursuant to Qualified Plans. The Trusl Property shalt include any income resulting from the investment 10 the amounts so held. {q} Trustees. The Public Employee Trustees and ICMAlRC Trustees elected by the Public Employers to serve as members of the Board of Trustees of the Retirement Trust. ARTICLE II. CREATION AND PURPOSE OF THE TRUST; OWNERSHIP OF TRUST PROPERTY Section 2.1 Creation: The Retirement Trust is created and established by the execution 01 this Declaration ot Trust by the Truslees and the Public Employers. Section 2.2 Purpose: The purpose 01 the Retirement Trust is to provide tor lhe commingled investment of funds held by lhe Public Employers in connection wllh their Deferred Compensation and Qualified Plans. The Trust Properly shall be invested in the Portfolios, in Guaranteed Inveslment Contracts, and in other in- vestments recommended by the lovestmenl Adviser under the supervision 01 the Board 01 Trustees. No part 01 the Trust Property will be invested in securities Issued by Public Employers. Section 2.3 Ownership 01 Trust Property: The Truslees shall have legal htle to the Trust Property, The Public Employers shall be the beneficial owners of the por- tion of the Trust Property allocable to the Deferred Compensation Plans. The portion of the Trust Prop- erty allocable to the Qualified Plans shall be held lor lhe Public Employer Trustees lorthe exclusive benefit of the Employees. ARTICLE III. TRUSTEES Section 3.1 Number and Qualification of Trustees: (a)The Board of Trustees shall consist of nine Trust- ees. Five of the Trustees shalt be full-time employees of a Public Employer (the Public Employee Trustees) who are authorized by such Public Employer to serve as Trustee. The remaining four Trustees shall consist of two persons who, at the time 01 election to the Board of Trustees, are members 01 the Board of Directors of ICMA and two persons who, at the time of election, are members of the Board of Directors 01 RC (the ICMAI RC Truslees. One 01 the Trustees who is a director of ICMA, and one of the Trustees who is adirectorof RC, shall, at the time 01 election, be lull'lime employees ot a Public Employer. (b) No person may serve as a Trustee for more than one term in any ten.year period. Section 3.2 Election and Term: (a) Except for the Trust- ees appointed to fill vacancies pursuanlto Section 3,5 hereol, the Truslees shall be elected by a vole of a majority of the Public Employers in accordance with the procedures set forth in tha By-laws. (b) At the first election of Trustees, three Trustees shall be elected for a term of three years, lhree Trustees shall btl elected for a term of two years and three Trustees shalt be elected for a term of one year. At each subsequent election, three Trustees shall be elected tor a term of three years and until his or her successor is elected and qualified. Section 3.3 Nominations: The Trustees who are full-time employetJs of Public Employers shall serve as thQ Nominating Committee for the Public Employee Trustees. The Nominating Committee shall choose candidates for Public Employee Trustees in accor- dance with the procedures set forth in the By-laws. Section 3.4 Resignation and Removal: (a) Any Trustee may resign as Trustee (without need for prior or subsequent accounting) by an instrument in writing signed by the Trustee and delivered to the other Trustees and such resignation shall be effective upon such delivery, or at a later date according to the terms of the instrument. Any at the Trustees may be re- moved for cause, by a vote of a majority at the Public Employers. (b) Each Public Employee Trustee shall resign his or her position as Trustee within sixty days of the date on which he or she ceases to be a tull-time employee of a Public Employer. Section 3.5 Vacancies: The term at office of a Trustee shall terminate and a vacancy shall occur in the event of the death. resi~nation, removal, adjudicated incom- petence or other Incapacity to perform the duties of the office at a Trustee. In the case of a vacancy, the remaining Trustees shall appoint such person as they in their discretion shall see tit (subject to the limitations set forth in this Section), to serve for the unexpired portion ot the term at the Trustee who has resi\Jned or otherwise ceased to be a Trustee. The appointment shall be made by a written instrument si~ned by a majority of the Trustees. The person apPOinted must be the same type of Trustee (i.e., Public Employee Trustee or ICMA/RC Trustee) as the person who has ceased to be a Trustee. An appointment of a Trustee may be made in anticipation at a vacancy to occur at a later date by reason of retirement or resignation, provided that such appointment shall not become effective prior to such retirement or resignation. Whenever a vacancy in the number of Trustees shall occur, until such vacancy is filled as provided in this Section 3.5, the Trustees in office, regardless of their number, shall have all the powers granted to the Trustees and shall discharge all the dutIes imposed upon the Trustees by this Declaration. A written instrument certifying the existence of such vacancy signed by a majority of the Trustees shall be conclu. sive evidence at the existence of such vacaocy. Section 3.6 Trustees Serve In Representative Capacity: By executing this Declaration, each Public Employer agrees that the Public Employee Trustees elected by the Public Employers are authorized to act as agents and representatives at the Public Employers collec- tively. ARTICLE IV. POWERS OF TRUSTEES Section 4.1 General Powers: The Trustees shall have the power to conduct the business at the Trust and to carry on its operations. Such power shall include, but shall not be limited to, the power to: (a) receive the Trust Property from the Public Employers, Public Employer Trustees or other Trustee of any Employer Trust; (b) enter into a contract with an Investment Adviser providing, among other things, tor the establishment and operation of the Portfolios, selection of the Guaranteed Investment Contracts in which the Trust Property may be invested, selection of the other investments for the Trust Property and the payment at reasonable fees to the Investment Adviser and to any sub-investment adviser retained by the Investment Adviser; (c) review annually the performance 01 the Investment Adviser and approve annually the contract With such Investment AdViser; (d) invest and reinvest the Trust Propeny in the Portfolios, the Guaranteed Interest COnlraClS and in any other investment recommended by the Investment Adviser, but not including sGcuritit.ls issued by Public Employers, provided that if a Public Employer has directed that its monies be invested in specified Portfolios or in a Guaranteed Investment Contract, the Trustees of the Retirement Trust shall invest such munies in accordance with such directions; (e) keep such portion at the Trust Propeny in c.:asn or cash balances as the Trustees, tram tnne to tllne, may deem to be in the best interest of the Retirement Trust created hereby without liability for interest thereon; (t) accept and retain for such time as tney may aetlm advisable any securities or other propeny roceilloo or acquired by them as Trustees hereundtH, whether or not such securities or other properly would normally be purchased as invastment hereunder; (g) cause any securities or other propeny heid as part of the Trust Propeny to be registered In tne name of the Retirement Trust or in the name of a nominee, and to hold any investments in bearer tram, butthe books and records ot the Truslees shall at all times show that all such investments are a part of the Trust Property; (h) make, execute, acknowledge, and deliver any and all documents at transter and conveyance and any and all other instruments that may be necessary or appropriale to carry oul the powers herein granted; (I) vote upon any slOck, bonds, or other seCUrities; give general or special proxies or powers 01 attorney with or without power of substitution;exerclse any conversion privileges. subscription rights, or OlOer options, and make any payments incidental thereto; oppose, or consent to, or otherwise particlpale in, corporaie reorganizations or to other changes affecting corporate securities, and delegate discretionary powers and pay any assessments or charges in connection therewith; and generally exercise any of the powers of an owner With respect to stocks, bonds, securities or olher property held as part of the Trust Property; (j) enter into coniracts or arrangements for goods or services reqUired In connectIon With the operation of the Retirement Trust, including, but not limited to, contraCtS with custodians and contracts tor the provision of administrative services; (k) borrow or raise money for the purposes of the Retirement Trust in such amount, and upon sUl:h terms and conditions, as the TlUstees shall deem advisable, provided that the aggregate amount of such borrowings shall not exceed 30% at the value of the Trust Property. No person lending money to the Trustees shall be bound to see the application of the money lent or to inqUire into Its validity, expediency or propriety or any such borrowing; (I) incur reasonable expenses as required for Ins operation of the Retirement Trust and deduct such expenses from of the Trust Property; (m) pay expenses properly allocable to the Trust Property incurred in connection with the Oeieired Compensation Plans, Qualified Plans, or the Employer Trusts and deduct such expenses from the portion of the Trust Property to whom such expenses are properly allocable; (n) payout of the Trust Properly all reai and personal property taxes, income taxes and other taxes of any and all kinds which, in the opinion of the Trustees, are properly levied, or assessed under oxisting or future laws upon, or in respect of, the Trust Property and allocate any such taxes to the appropriate accounts; (0) adopt, amend and repeal the bylaws, provided that such bylaws are at all times consistent with the terms 0 this Declaration of Trust; (p) employ persons to make available interests in the Retirement Trust to employers eligible to maintain a Deferred Compensation Plan under Section 457 or a Qualified Plan under Section 401 of the Internal Revenue Code, as amended; (q) issue the Annual Report of the Retirement Trust, and the disclosure documents and other literature used by the Retirement Trust; (r) make loans, including the purchase of debt obligations, provided that all such loans shall bear interest at the current market rate; (s) contract for, and dele~ate any powers granted hereunder to, such officers, agents, employees, auditors and attorneys as the Trustees may select, provided that the Trustees may not delegate the powers set forth in paragraphs (b), (c) and (0) of this Section 4. 1 and may not delegate any powers if such delegation would violate their fiduciary duties; (t) provide for the indemnification of the Officers and Trustees of the Retirement Trust and purchase fiduciary insurance; (u) maintain books and records, including separate accounts for each Public Employer, Public Employer Trustee or Employer Trust and such additional separate accounts as are required under. and consistent with, the Deferred Compensation or Qualified plan of each Public Employer; and (v) do all such acts, take all such proceedings. and exercise all such rights and privileges. although not specifically mention herein, as the Trustees may deem necessary or appropriate to administer the Trust Property and to carry out the purposes of the Retirement Trust. Section 4.2 Distribution of Trust Property: Distributions of the Trust property shall be made to, or on behalf of, the Public Employer or Public Employer Trustee, in accordance with the terms of the Deferred Compen- sation Plans, Qualified Plans or Employer Trusts. The Trustees of the Retirement Trust shall be fully protected in making payments in accordance with the directions of the Public Employers, Public Employer Trustees or other Trustee of the Employer Trusts without ascer- taining whether such payments are in compliance with the provision of the Deferred Compensation or Quali- fied Plans, or the agreements creating the Employer Trusts. Section 4.3 Execution of Instruments: The Trustees may unanimously designate anyone or more of the Trust- ees to execute any instrument or document on behalf of all, including but not limited to the signing or en- dorsement of any check and the signing of any appli. cations. insurance and other contracts, and the action of such designated Trustee or Trustees shall have the same force and effect as if taken by all the Trustees. ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES Section 5.1 Duty of Care: In exercising the powers hereinbefore granted to the Trustees. the Trustees shall perform all acts within their authority for the exclusive purpose of providing benefits for the Public Employers in connection with Delerred Compensa- tion Plans and Public Employer Trustees pursuant to Qualified Plans, and shall perform such acts with the care, skill, prudence and diligence in the circum- stances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims. Section 5.2 LIability: The Trustees shall not be liable for any mistake of Judgment or other action taken in good faith, and for any action taken or omitted in reliance in good faith upon the books of account or other records of the Retirement Trust, upon the opinion of counsel, or upon reports made to the Retirement Trust by any of its officers, employees or agents or by the Invest- ment Adviser or any sub-investment adviser, accoun- tants, appraisers or other experts or consultant se- lected WIth reasonable care by the Trustees, officers or employees of the Retirement Trust. The Trustees shall also not be liable for any loss sustained by the Trust Property by reason 01 any investment made in good faith and in accordance with the standard 01 care set forth in Section 5.1. Section 5.3 Bond: No Trustee shall be obligated to give any bond or other security for the performance of any of his or her duties hereunder. ARTICLE VI. ANNUAL REPORT TO SHAREHOLDERS The Trustees shall annually submit to the Public Employers and Public Employer Trustees a written report of the transac- tions of the Retirement Trust, including financial statements which shall be certified by independent public accountants chosen by the Trustees. ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 Withdrawal: A Public Employer or Public Employer Trustee may, at any time, withdraw from this RetIrement Trust by delivering to the Board of Trust- ees a wfltten statement at Withdrawal. In such state- ment, the Public Employer or Public Employer Trustee shall acknowledge that the Trust Property allocable to the Public Employer is derived from compensation deferred by employees of such Public Employer pur- suant to its Delerred Compensation Plan or from contributions to the accounts of Employees pursuant to a Qualilied Plan, and shall designate the financial institution to which such property shall be transferred by the Trustees of the Retirement Trust or by the Trustee of the Employer Trust. Section 7.2 Duration: The Retirement Trust shallcontinue until terminated by the vote of a majority of the Public Employers, each casting one vote. Upon termination, all 01 the Trust Property shall be paid out 10 the Public Employers, Public Employer Trustees or the Trustees of the Employer Trusts, as appropriate. Section 7.3 Amendment: The Retirement Trust may be amended by the vote 01 a majority of the public Employers, each casting one vote. Section 7.4 Procedure: A resolution to terminate or amend the Retirement Trust or to remove a Trustee shall be submitted to a voto of the Public Employers if: (i) a majority of the Trustees so direct, or; (il) a petition requesting a vote signed by not less that 25 percent of the Public Employers, is submitted to the Trustees. ARTICLE VIII. MISCELLANEOUS Section 8.1 Governing Law: Excegt as otherwise re- quired by state or local law, this eclaration at Trust and the Retiremenl Trust hereby created shall be construed and regulated by the laws 01 the District 01 Columbia. Section 8.2 Counterparts: This Declaration may be ex- ecuted by the Public Employers and Trustees 10 two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. ICMA RETIREMENT CORPORATION, CORPORATE HEADOUARTERS, n7 NORTH CAPITOL STREET, NE, WASHINGTON, DC 20002-4240 ",7 DEFERRED COMPENSATION PLAN ...mployee Action Form ICMA RETIREMENT CORPORATIOl' Please read instructions before completing this form. Coroorate Headquarters 777 North CaPItol Street. NE Washington. DC 20002-4240 (202) 962-460 Toll Free [BOO) 669-740: CHECK APPROPRIATE BOX This is a ClNew Enrollment IJoinder Agreementl This is a 0 Change to an Existing Enrollment IF A CHANGE. CHECK ALL APPROPRIATE BOXES :: Change Of Beneficiary = Change of Investment Allocation o Change of Address C Fund Transfer EMPLOYER NAME: City of Colleyville Texas ,State, SOCIAL SECURITY 'JUMBER: LITIJ.il I GLGJ.GL1/ III ?I 11 ?Q RC ACCOUNT NUMBER :For cnanges omy I OFRCE PHONE NUMBER: raril1J 12 18 I 1'. ~ area cooel PART A. ESSENTIAL EMPLOYEE INFORMATION FULLNAME is ti ri il-PTl:li In 19 o::cIhGId 11 d sl I RI ~ i I ~ LAST ,IRST ,..,IOOLE SEX: 0 MALE D FEMALE MARITAL STATUS: D SINGLE U MARRIED DATE OF BIRTH:COI8J / [iJ]J / ~ DATE EMPLOYED: rn / [QI~llilq moom dar yeal monm aay HOME PHONE NUMBER: C8IJJZJ I 51 41 5 !. G::IA.I9J!)] larea COllel I b ri year JOB TITLE 3. DEPARTMENT: HOME ADDRESS: City Manager 2807 Sri~phIJ~h I~np Slreet F111ec::c; C,ty Te~qes 76039 ,">0 MAIUNG ADDRESS: (I( dlfferenr lI1an atJovel NO, lig Street City 3tate Zio PART B. DESIGNATION OF BENEFICIARY PRIMARY BENEFICIARY: DATE OF BIRTH Mary Ann Stripling 01/23/47 _ ., r1NGENT BENEFICIARYrlESllF ANY: Catherine Ann Stripling 01/02/75 SSN 464-72-0161 RELATIONSHIP TO YOU Wife 228-31-7315 Daughter PART C. CONTRIBUTION AND ALLOCATION TO INVESTMENT FUNDS C1. AMOUNT OF DEFERRED COMPENSATION C2. ALLOCATION TO INVESTMENT FUNDS Effective on the payoay snown :;elOW I deSire to oe paid. In tt1e form af deferred ccmpensanon I request that the total amounts of future deferred compensation be applied to the available In'iestment as follows: funds In the follOWing percentages: Mernoo at CeslQnanon Oelerre1 I ComoensaiiOn ,Use OnlY One: 111 Pettentaqe Mernoo .21 Ootlar ~ell1OO' per ,a, penoa i ; Fund Whole Percentages o "I 10 :~ i 10 '1 i i Asset AlocaJlon Ftnl I I BOIl<lFunll I Growrn SIOCll Funa I I Guaranleell Funa : Inae\ Funa i Caso Manaqemenr Funo :'~ I :C"',:oyees ContnOut:cn tf1'oloyer s CGntnaullon ~Glal ! 3 "" . FQr llollar'.1ernoo please gIVe amount :1 eacn ccnu,Oulion, eer Day penoa 100 ~'~ I Payday on whiCh plan IS to begin Novpmhpr q , lqqO ,\'10 Day 2317.46 per pay period 2 weeks 'ill Yr, ',I My current salary IS S "01 I am palO f!'Jery 12 weeKS, mentn. 15 days etc.l: Note: If you are USing catcn.up prCVISlon clease suomlt "Renrement Age' ferm found In RCs brochure. "The Catch-UP PrOVISion. i ~ i I TOTAL 100'" i I ur1llelStal1O rnalNllete Slale or local law feslnC1S ",e nature of tile :n>esrmenr " mese lunas, ,I hili be ~e-~ 10 restnct me lll\'eStmenl cmlce to !rose avallaole uncer tMe law PARTD. FUND TRANSFER I request that my account assets with the aoove employer. consisting of Ofeollously contnbuted amounts plus earnings. be transferred as follows: Transter from ~<T10um 5 ':-jr.J to name 01 luna .1ame ot ~:.:nd to ,lame 01 luna name CI ;...no ,0 name 01 luna 'lame or 'L;~a to name 01 luna ;;ame or tliiiC T ranster trom ~.'TGL;n: ~ Gr :'J ~r from ~r."ounr .) or ~ I._~,er trom :JT1lJunt 3 or ,,;,.~ PART E. SIGNATURES E~c!cj'ee 2iQr.a:L:2 Sale ::<;':2ioyer SiQ!la,L;e :~ ,'.;! A R C..G.QE.Y uate: 6/9()