HomeMy WebLinkAboutRES 1985-042 CITY OF GRAPEVINE, TEXAS
RESOLUTION NO. 85-42
A RESOLUTION OF THE CITY OF GRAPEVINE, TEXAS, ADOP-
TING THE INTERNATIONAL CITY MANAGEMENT RETIREMENT
�, COPORATION ("ICMARC") DEFERRED COMPENSATION PLAN;
ADOPTING THE ICMA RETIREMENT TRUST AND TRUST AGRE-
EMENT; PROVIDING THAT THE PERSONNEL DIRECTOR SHALL
BE THE COORDINATOR OF THE PROGRAM; PROVIDING AN
""� EFFECTNE DATE
WHEREAS, the City of Grapevine has employees rendering valuable
services; and
WHEREAS, the establishment of a Deferred Compensation Plan for such
employees will serve the interests of the City of Grapevine by enabling it to
provide reasonable retirement security for its employees, by providing increased
flexibility in its personnel management system, and by assi�ting in the attraction
and retention of competent personnel; and
WHEREAS, t�e City of Grapevine has determined that the establishment
of a Deferred Compensation Plan to be administered by the International City
Management Retirement Corporation ("ICMARC") as Trustee, with the under-
standing that such funds will be held by the ICMARC, a trust established by
public employees for the purpose of representing the interests of such employees
with respect to the collective investment of funds held under their Deferred
Compensation Plans.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF GRAPEVINE,
�°� TEXAS:
Section l. That all of the above premises are found to be true and
"�`°�' correct and are incorporated into the body of this Ordinance as if copies in their
entirety.
Section 2. That the City of Grapevine adopts the Deferred Compensa-
tion Plan attached hereto as Exhibit "A" and incorporated here for all purposes
and appoints the ICMARC to serve as administrator thereunder.
Section 3. That the City Manager is authorized and empowered to enter
into a contract with the ICMARC and to execute the ICMA Retirement Trust.
Upon such execution, the City shall be deemed to have adopted the Trust
Agreement attached hereto as Exhibit "C" and incorporated herein for all
purposes, and to have appointed the ICMARC as Trustee thereunder and directs
the ICMARC, as Trustee, to invest all funds held under the Deferred
Compensation Plan through the ICMA Retirement Trust, attached hereto as
Exhibit "B" and incorporated herein for purposes, as soon as is practicable.
Section 4. That all matters contained in the Deferred Compensation
Plan, ICMARC Trust Agreement, and the International City Management
Association ("ICMA") Retirement Trust are found to be true and correct and are
hereby incorporated into the body of this Resolution as if copied in their
entirety.
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Section 5. That the Personnel Director of the City of Grapevine shall
be the coordinator for this program and shall receive necessary reports, notices,
,�, ,� etc. from the ICMARC, as Administrator, and shall cast, on behalf of the City
of Grapevine, any required votes under the program. Administrative duties to
carry out the plan may be assigned to the appropriate departments.
Section 6. That this Resolution shall become effective from the date of
its passage.
PASSED AND APPROVED this the 3rd day of September, 1985.
Mayor, City of Grapevine, Texas
ATTEST:
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City Secretary, City of Grapevine, Texas
�SEAL1
APPROVED AS TO FORM:
City Attorney, City of Gr vin , Texas
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� � APPENDIX A
("EMPLOYER")
DEFERRED COMPENSATION PLAN
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I. INTRODUCTION include any amount excludable from gross income underthis
The Employer hereby establishes the Employer's Deferred Plan or any other plan described in section 457(b) oi the
Compensation Plan,hereinafter referred to as the"Plan."The Plan Internal Revenue Code,any amount excludable from gross
consists oi the provisions set forth in this document. income under section 403(b) of the internal Revenue Code,
The primary purpose of this Plan is to provide retirement income or any other amount excludable from gross income for
and other deferred benefits to the Employees of the Employer in federal income tax purposes. Includible Compensation shall
accordance with the provisions of section 457 of the Internal be determined without regard to any community property
Revenue Code of 1954,as amended. laws.
This Plan shall be an agreement solely between the Employer p,07 Joinder Agreement:An agreement entered into between an
and participating Employees. Employee and the Employer, including any amendments or
modifications thereof. Such agreement shall fix the amount
il. DEFINITIONS of Deferred Compensation, specify a preference among the
2.01 Account: The bookkeeping account maintained for each investment alternatives designated by the Employer,
Participant reflecting the cumulative amount of the designate the Employee's Beneficiary or Beneficiaries,and
ParticipanYs Deferred Compensation,including any income, incorporate the terms,conditions,and provisions of the Plan
gains, losses, or increases or decreases in market value by reference.
attributable to the Employer's investment of the ParticipanYs 2.08 Normal Compensation:The amount of compensation which
Deferred Compensation,and further reilecting any distribu- would be payable to a Participant by the Employer for a
tions to the Participant or the ParticipanYs Beneficiary and taxable year if no Joinder Agreement were in effect to defer
any fees or expenses charged against such ParticipanYs compensation under this Plan.
Deferred Compensation. 2.09 Normal Retirement Age:Age 70, unless the Participant has
2.02 Administrator: The person or persons named to carry out elected an alternate Normal Retirement Age by written
certain nondiscretionary administrative functions under the instrument delivered to the Administrator prior to Separation
� Plan, as hereinafter described. The Employer may remove from Service. A ParticipanYs Normal Retirement Age
� any person as Administrator upon 60 days advance notice in determines (a)the latest time when benefits may commence
� writing to such person, in which case the Employer shall under this Plan (unless the Participant continues employ-
name another person or persons to act as Administrator.The ment after Normal Retirement Age),and(b)the period during
��_-� which a Participa�t may utilize the catch-up limitation of
� Administrator may resign upon 60 days advance notice in
writing to the Employer,in which the case the Employer shall Section 5.02 hereunder.Once a Participant has to any extent
name another person or persons to act as Administrator. utilized the catch-up limitation of Section 5.02, his Normal
Retirement Age may not be changed.
2.03 Beneliciary: The person or persons designated by the A ParticipanYs alternate Normal Retirement Age may not
Participant in his Joinder Agreement who shall receive any be earlier than the earliest date that the Participant will
benefits payable hereunder in the event of the Participant's become eligible to retire and receive unreduced retirement
death. benefits under the Employer's basic retirement plan covering
2.04 Delerred Compensation:The amount of Normal Compensa- the Participant and may not be tater than the date the
tion otherwise payable to the Participant which the Participant attains age 70. If a Participant continues
Participant and the Employer mutually agree to defer employment after attaining age 70, not having previously
hereunder,any amount credited to a Participant's Account by elected an alternate Normal Retirement Age,the Participant's
reason of a transfer under Section 6.03,or any other amount alternate Normal Retirement Age shall not be later than the
which the Employer agrees to credit to a ParticipanYs mandatory retirement age, if any, established by the
Account. Employer, or the age at which the Participant actually
2.05 Employee: Any individual who provides services for the separates from service i( the Employer has no mandatory
Employer,whether as an employee of the Empioyer or as an retirement age. If the Participant will not become eligible to
independent contractor,and who has been designated by the receive benefits under a basic retirement plan maintained by
Employer as eligible to participate in the Plan. the Employer,the ParticipanYs alternate Normal Retirement
Age may not be earlier than attainment of age 55 and may not
2.06 Includible Compensation: The amount of an Employee's be later than attainment of age 70.
compensation from the Employer for a taxable year that is
attributable to services performed for the Employer and that 2-�0 Participant:Any Employee who has joined the Plan pursuant
is includible in the Employee's gross income for the taxable to the requirements of Article IV.
year for federal income tax purposes; such term does not 2.11 Plan Year: The calendar year.
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2.12 Retirement: The first date upon which both oi the following plan). For purposes of this Section 5.02, a Participant's
shall have occurred with respect to a Participant:Separation Includible Compensation for the current taxable yearshall be
from Service and attainment of Normal Retirement Age. deemed to include any Deferred Compensation for the
2.13 Separation trom Service: Severance of the Participant's taxable year in excess of the amount permitted under the
employment with the Employer. A Participant shall be Normal Limitation,and the Participant's Includible Compen-
deemed to have severed his employment with 4he Employer sation for any prior taxable year shall be deemed to exclude
for purposes of this Plan when, in accordance with the any amount that could have been deferred under the Normal
established practices oi the Employer, the employment Limitation for such prior taxable year.
relationship is considered to have actually terminated.In the 5.03 Section 403(b)Annuities: For purposes of Sections 5.01 and
case of a Participant who is an independent contractor of the 5.02, amounts contributed by the Employer on behalf of a
Employer, Separation from Service shall be deemed to have Participant for the purchase of an annuity contract described
occurred when the Participant's contract under which in section 403(b) of the Internal Revenue Code shali be
services are periormed has completely expired and treated as if such amounts constituted Deferred Compensa-
terminated, there is no foreseeable possibility that the tion under this Plan for the taxable year in which the
�� g Em lo er will renew the contract or enter into a new contract
P y contribution was made and shall thereby reduce the
for the Participant's services,and it is not anticipated that the maximum amount that may be deferred for such taxable year.
, Participant will become an Employee of the Employer.
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VI. INVESTMENTS AND ACCOUNT VALUES
ill. ADMINISTRATION 6.01 Investment of Deferred Compensation: All investments of
3.01 Duties of Employer:The Employer shail have the authority to Participants'Deferred Compensation made by the Employer.
make all discretionary decisions affecting the rights or including all property and rights purchased with such
benefits of Participants which may be required in the amounts and all income attributable thereto,shall be the sole
property of the Employer and shall not be held in trust for
administration of this Plan. Participants or as collateral security for the fulfiliment of the
3.02 Duties of Administrator:The Administrator,as agent tor the Employer's obligations under the Plan. Such property shall
Employer, shall perform nondiscretionary administrative be subject to the claims ot general creditors o(the Employer, •
functions in connection with the Plan, including the and no Participant or Beneficiary shall have any vested
maintenance of Participants' Accounts, the provision of interest or secured or preferred position with respect to such
periodic reports of the status of each Account and the property or have any claim against the Employer except as a
disbursement of benefits on behalf of the Employer in general creditor.
accordance with the provisions of this Plan.
6.02 Crediting of Accounts:The ParticipanYs Account shall reflect
the amount and value of the investments or other property
IV. PARTICIPATION IN THE PLAN obtained by the Employer through the investment of the
ParticipanYs Deferred Compensation. It is anticipated that
4.01 tnitial Participation:An Employee may become a Participant the Employer's investments with respect to a Participant will
by entering into a Joinder Agreement prior to the beginning conform to the investment preference specified in the
of the calendar month in which the Joinder Agreement is to Participant's Joinder Agreement,but nothing herein shall be
become effective to defer compensation not yet earned. construed to re uire the Em lo er to make an
q p y y particular
4.02 Amendment of Joinder Agreement:A Participant may amend investment of a Participant's Deferred Compensation. Each
an executed Joinder Agreement to change the amount of Participant shall receive periodic reports,not less frequently
compensation not yet earned which is to be deferred than annually, showing the then-current value of his
(including the reduction of such future deferrals to zero)orto Account.
change his investment preference (subject to such restric- �
«� - tions as may result from the nature orterms of any investment 6.03 Acceptance oi Transfers: Pursuant to an appropriate written
made by the Employer). Such amendment shall become agreement, the Employer may accept and credit to a
effective as of the beginning oi the calendar month ParticipanYs Account amounts transferred from another
commencing after the date the amendment is executed. A employer within the same State representing amounts held
�, „ Participant may at any time amend his Joinder Agreement to by such other employer under an eligible State deferred
change the designated Beneficiary and such amendment compensation ptan described in section 457 of the Internal
shall become effective immediately. Revenue Code. Any such transferred amount shall not be
treated as a deferral subject to the iimitations of Article V,
V. LIMITATIONS ON DEFERRALS provided however, that the actual amount of any deferral
5.01 Normal Limitation: Except as provided in Section 5.02, the under the plan from which the transfer is made shati be taken
maximum amount of Deferred Compensation for any into account in computing the catch-up limitation under
Participant for any taxable year shall not exceed the lesser of Section 5.02.
$7,500.00 or 33 1/3 percent of the ParticipanYs Includible 6.04 EmployerLiability:InnoeventshalltheEmployer'sliabilityto
Compensation for the taxable year. This limitation will pay benefits to a Participant underArticle VI exceed the value
ordinarily be equivalent to the lesser of $7,500.00 or 25 of the amounts credited to the Participant's Account; the
percent of the Participant's Normal Compensation. Employer shall not be tiable for losses arising from
5.02 Catch-up Limitation: For each of the last three (3) taxable depreciation or shrinkage in the value oi any investments
years of a Participant ending before his attainment of Normal acquired under this Plan.
Retirement Age, the maximum amount of Deferred
Compensation shall be the lesser of: (1) $15,000 or (2) the VII. BENEFITS
sum oi(i)the Normal Limitation for the taxable year,and(ii)
that portion of the Normal Limitation for each of the prior 7.01 Retirement Benefits and Election on Separation from
taxable years of the Participant commencing after 1978 Service: Except as otherwise provided in this Articie VII,the
during which the Plan was in existence and the Participant distribution of a Participant's Account shall commence
was eligible to participate in the Plan (or in any other plan during the second calendar month after the close of the Plan
estabiished under section 457 oi the Internal Revenue Code Year of the ParticipanYs Retirement, and the distribution of
by an employer within the same State as the Employer) less such Retirement benefits shall be made in accordance with
the amount of Deferred Compensation for each such prior one oi the payment options described in Section 7.02.
taxable year (including amounts deferred under such other Notwithstanding the foregoing, the Participant may irrevo-
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cably elect within 60 days following SeNaration from Service Sections 7.01 ,., 7.06,a death benefit equal to the value of the
to have the distribution of benefits commence on a date other Participant's Account shall be payable to the Beneficiary
than that described in the preceding sentence which is at commencing no later than 60 days after the close of the Plan
least 60 days after the date such election is delivered in Year in which the Participant would have attained Normal
writing to the Employer and forwarded to the Administrator Retirement Age. Such death benefit shall be paid in a lump
but not later than 60 days after the close of the Plan Year of sum unless the Beneficiary elects a difTerent payment option
the ParticipanYs Retirement. within 90 days of the ParticipanYs death.A Beneficiary who
7.02 Payment Options:As provided in Sections 7.01,7.05 and 7.06, may elect a payment option pursuant to the provisions of the
a Participant may elect to have the value of his Account preceding sentence shall be treated as if he werea Participant
distributed in accordance with one of the following payment for purposes of determining the payment options available
options, provided that such option is consistent with the under Section 7.02; provided, however, that the payment
limitations set forth in Section 7.03: option chosen by the Beneficiary must provide for payments
to the Beneficiary over a period no longer than the life
(a) Equal monthly, quarterly, semi-annual or annual expectancy of the Beneficiary if the Beneficiary is the
payments in an amount chosen by the Participant, ParticipanYs spouse and must provide for payments over a
continuing until his Account is exhausted; - period not in excess of fifteen (15)years if the Beneficiary is
� � not the Partici
(b) One lump sum payment; panYs spouse.
(c) Approximately equal monthly, quarterly,semi-annual 7•06 Disability:In the event a Participant becomes disabled before
or annual payments, calculated to continue for a period the commencement of Retirement benefits under Section
�� certain chosen by the Participant; 7.01, the Participant may elect to commence benefits under
one of the payment options described in Section 7.02 on the
(d) Payments equal to payments made by the issuer of a last day of the month foilowing a determination of disability
retirement annuity policy acquired by the Employer; by the Employer. The ParticipanYs request for such
(e) Any other payment option elected by the Participant determination must be made within a reasonable time after
and agreed to by the Employer. the impairment which constitutes the disability occurs. A
Participant shall be considered disabled for purposes of this
A ParticipanYs election of a payment option must be made at Plan if he is unable to engage in any substantial gainful
least 30 days before the payment of benefits is to commence. activity by reason of any medically determinable physical or
Ii a Participant fails to make a timely election of a payment mental impairment which can be expected to result in death
option,benefits shall be paid monthly under option(c)above or be of long-continued and indetinite duration. The
for a period of five years. disability of any Participant shall be determined in
7.03 Limitation on Options: No payment option may be selected accordance with uniform principles consistently applied and
bytheParticipantunderSection7.02unlessthepresentvalue upon the basis of such medical evidence as the Employer
of the payments to the Participant,determined as of the date deems necessary and desirable.
benefits commence,exceeds 50 percent of the value of the 7•07 Unforeseeable Emergencies: In the event an unforeseeabie
ParticipanYs Account as of the date benefits commence. emergency occurs,a Participant may apply to the Employer
Present value determinations under this Section shall be to receive that part of the value of his account that is
made by the Administrator in accordance with the expected reasonabiy needed to satisfy the emergency need. If such an
return multiples set forth in section 1.72-9 of the Federal application is approved by the Employer,the Participant shali
Income Tax Regulations(or any successor provision to such be paid only such amount as the Employer deems necessary
regulations). to meet the emergency need,but payment shall not be made
to the extent that the financial hardship may be relieved
7.04 Post-retirement Death Benefits: Should the Participant die through cessation of deferral under the Pian, insurance or
after he has begun to receive benefits under a payment other reimbursement, or liquidation of other assets to the
option. the remaining payments, if any, under the payment extent such liquidation would not itself causeseverefinancial
�4 option shall be payable to the Participant's Beneficiary hardship. An unforeseeable emergency shall be deemed to
commencing within 60 days after the Administrator receives involve onlycircumstances of severefinancial hardshipto the
proof of the Participant's death,unless the Beneficiary elects Participant resulting from a sudden and unexpected illness or
payment under a different payment option at least 30 days accident of the Participant or of a dependent (as defined in
prior to the date that the first payment becomes payable to section 152(a) of the Internal Revenue Code) of the
�»� the Beneficiary. In no event shall the Employer or Participant,loss of the Participant's property due to casualty,
Administrator be liable to the Beneficiary for the amount of or other similar and extraordinary unforeseeable circum-
any payment made i�the name o(the Participant before the stances arising as a result of events beyond the control of the
Administrator receives proof of death of the Participant. Participant.The need to send a Participant's child to college
Notwithstanding the foregoing, payments to a Beneficiary or to purchase a new home shall not be considered
shall not extend over a period longer than(i)the Beneficiary's unforeseeable emergencies. The determination as to
life expectancy if the Beneficiary is the Participant's spouse whether such an untoreseeable emergency exists shall be
or (ii) tifteen (15) years if the Beneficiary is not the based on the merits of each individual case.
Participant's spouse. If no Beneficiary is designated in the
Joinder Agreement,or if the designated Beneficiary does not
survive the Participant for a period of fifteen (15)days, then VIII. NON-ASSIGNABILITY
the commuted value of any remaining payments under the No Participant or Beneficiary shall have any right to commute,
payment option shall be paid in a lump sum to the estate of sell,assign,pledge,transfer or otherwise convey or encumber the
the Participant. If the designated Beneficiary survives the right to receive any payments hereunder, which payments and
Participant (or a period of fifteen (15) days, but does not rights are expressly declared to be non-assignable and non-
continue to live for the remaining period of payments under transferable.
the payment option (as modified,if necessary,in conformity �X. RELATIONSHIP TO OTHER PL,4NS AND EMPLOYMENT
with the third sentence of this section),then the commuted AGREEMENTS
value of any remaining payments under the payment option
shall be paid in a lump sum to the estate of the Beneficiary. This Plan serves in addit�on to any other retirement,pension,or
benefit plan or system presently in existence or hereinafter
7.05 Pre-retirement Death Benefits: Should the Participant die established for the benefit of the Employer's employees, and
before he has begun to receive the benefits provided by participation hereunder shall not affeCt benefits receivable under
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any such plan or system. Nothing contained in this Plan shall be period, the Employer notifies the Administrator in writing that it
deemed to constitute an employment contract or agreement disapproves such amendment, in which case such amendment
between any Participant and the Employer or to give any shall not become effective. In the event of such disapproval, the
Participant the right to be retained in the employ of the Employer. Administrator shall be under no obligation to continue acting as
Nor shall anything herein be construed to modify the terms of any Administrator hereunder.
employment contract or agreement between a Participant and the No amendment or termination of the Plan shall divest any
Employer. Participant of any rights with respect to compensation deferred
before the date of the amendment or termination.
X. AMENDMENT OR TERMINATION OF PLAN XI. APPLICABLE LAW
The Employer may at any time amend this Plan provided that it This Plan shall be construed under the laws of the state where
transmits such amendment in writing to the Administrator at least the Employer is located and is established with the intent that it
30 days prior to the effective date of the amendment.The consent meet the requirements of an"eligible State deferred compensation
� � of the Administrator shall not be required in order for such plan"under section 457 of the Internal Revenue Code of 1954,as
amendment to become eftective, but the Administrator shall be amended.The provisions of this Plan shal I be interpreted wherever
undernoobligationtocontinueactingasAdministratorhereunder possible in conformity with the requirements of that section.
if it disapproves of such amendment. The Employer may at any
��� time terminate this Plan.
The Administrator may at any time propose an amendment to XII. GENDER AND NUMBER
the Plan by an instrument in writing transmitted to the Employer at The masculine pronoun,whenever used herein,shall include the
least 30 days before the effective date of the amendment. Such feminine pronoun,and the singular shall include the piural,except
amendment shall become effective unless, within such 30-day where the context requires otherwise.
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APPENDIX B
DECLARATION OF TRUST
of
ICMA RETIREMENT TRUST
f
ARTICLE I.Name and Detinitions ARTICLE 11. Creation and Purpose of ihe Trust Ownership ot Trust
Property
SECTION 1.1. Name. The Name of the Trust created hereby is the SECTION 2.1. Creation. The Retirement Trust is created and
MA Retirement Trust. established by the execution of this Declaration of Trust by the Trustees
SECTION 1.2. Definitions. Wherever they are used herein, the and the participating Public Employers.
following terms shall have the following respective meanings: SECTION 2.2. Purpose. The purpose of the Retirement Trust is to
(a) By-Laws. The By-Laws referred to in Section 4.1 hereof, as provide for the commingled investment of funds held by the Public
amended from time to time. Employers in connection with their Deferred Compensation Plans.The
(b) Deterred Compensation Plan.A deferred compensation plan Trust Property shall be invested in the Portfolios, in Guaranteed
established and maintained by a Public Employerforthepurpose �nvestment Contracts and in other investments recommended by the
of providing retirement income and other deferred benefits to its Investment Adviser under the supervision of the Board of Trustees.
employees in accordance with the provisions of section 457 of SECTION 2.3 Ownership of Trust Property.The Trustees shall have
the Internal Revenue Code of 1954. as amended. legal title to the Trust Property. The Pubiic Employers shall be the
(c) Guaranteed Investment Contract.A contract entered into by beneficial owners of the Trust Property.
the Retirement Trust with insurance companies that provides for
a guaranteed rate of return on investments made pursuant to
such contract. ARTICLE III. Trustees
(d) ICMA. The International City Management Association. SECTION 3.1. Number and Qualification of Trustees.
(e) ICMA/RC Trustees. Those Trustees elected by the Public (a) The Board of Trustees shall consist of nine Trustees.Five of
Employers who, in accordance with the provisions of Section the Trustees shall be full-time employees of a Public Employer
3.1(a)hereof,are also members of the Board of Directors of ICMA (the Public Employee Trustees) who are authorized by such
or RC. Public Employer to serve as Trustee.The remaining Tour Trustees
shall consist of two persons who, at the time of election to the
(f) investment Adviser.The Investment Adviser that enters into a Board of Trustees, are members of the Board of Directors of
contract with the Retirement Trust to provide advice with respect ICMA and two persons who,at the time of etection,are members
to investment of the Trust Property. of the Board of Directors of RC (the ICMA/RC Trustees).One of
�,,,, (g) Emptoyer Trust. A trust created pursuant to an agreement the Trustees who is a director of ICMA,and one of the Trustees
� between RC and a Public Employer for the purpose of investing who is a director of RG shall,at the time oi election,be full-time
and administering the funds set aside by such employer in employees of a Public Employer.
t connection with its deferred compensation agreements with its (b) No person may serve as a Trustee for more than one term in
� employees. any ten-year period.
(h) Portfolios. The Portfolios of investments established by the SECTION 3.2. Election and Term.
Investment Adviser to the Retirement Trust, under the
supervision of the Trustees, for the purpose of providing (a) Except for the Trustees appointed to fill vacancies pursuant
investments for the Trust Property. to Section 3.5 hereof.the Trustees shall be elected by a vote of a
majority of the Public Employers in accordance with the
(i) Public Employee Trustees. Those Trustees elected by the procedures set forth in the By-Laws.
Public Employers who, in accordance with the provisions of
Section 3.1(a) hereof, are full-time employees of Public (b) At the first election of Trustees, three Trustees shall be
Employers. elected for a term of three years,three Trustees shall be elected
for a term of two years and three Trustees shall be elected for a
(j) Public Employer. A unit of state or local government,or any term of one year. At each subsequent election, three Trustees
agency or instrumentaiity thereof, that has adopted a Deferred shall be elected for a ferm of three years and until his or her
Compensation Plan and has executed this Declaration of Trust. successor is elected and qualified.
(k) RC. The International City Management Association SECTION 3.3. Nominations. The Trustees who are full-time
Retirement Corporation. employees of Public Employers shall serve as the Nominating
(1) Retirement Trust. The Trust created by this Declaration of Committee for the Public Employee Trustees. The Nominating
Trust. Committee shall choose candidates for Public Employee Trustees in
(m) Trust Property.The amounts heid in the Retirement Trust on accordance with the procedures set forth in the By-Laws.
behalf of the Public Employers.The Trust Property shall include SECTION 3.4. Resignation and Removal.
any income resulting from the investment of the amounts so held. �a� Any Trustee may resign as Trustee(without need for prior or
(n) Trustees. The Public Employee Trustees and ICMA;RC subsequent accounting)by an instrument in writing signed by the
Trustees elected by the Public Employers to serve as members of Trustee and delivered to the other Trustees and such resignation
the Board of Trustees oi the Retirement Trust. shall be effective upon such deiivery,or at a later date according
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AMENDMENT TO THE DECLARATION
�,�
pF TRUST (APPENDIX B)
ppproved by ICMA Retirement
Trust members,
November 30, 1983
ARTICLE VIIi. Miscellaneous
SECTION 8.3. Notwithstanding any other provision
of this Declaration of Trust, until December 31,
1984,
unless such period is extended by the Trustees, the
Trust Property may include amounts hetd by the
Retirement Trust on b e De�laraboln of Tr�st rs that
� - have not executed t
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� (v) do all such acts, take alt such proceedings,and exercise all SECTION 5.3. Bono. nlo Trustee shall be obligated to give any bond
such rights and privileges, although not specifically mentioned or other security for the performance of any of his or her duties
herein, as the Trustees may deem necessary or appropriate to hereunder.
administer the Trust Property and to carry out the purposes of the
Retirement Trust.
SECTION 4.2. Distribution of Trust Property. Distributions of the ARTICLE VI.Annual Report to Shareholders
Trust Property shall be made to,or on behalf of,the Public Employer,in The Trustees shall annually submit to the Public Employers a written
accordance with the terms of the Deferred Compensation Plans or report of the transactions of the Retirement Trust, including financial
Employer Trusts. The Trustees of the Retirement Trust shall be fully statements which shall be certified by independent public accountants
protected in making payments in accordance with the directions of the chosen by the Trustees.
Public Employers or the Trustees of the Employer Trusts without
ascertaining whether such payments are in compliance with the ARTICLE VII. Duration or Amendment ot Retirement Trust
provisions of the Deferred Compensation Plans or the agreements
creating the Employer Trusts. SECTION 7.1. Withdrawal.A Public Employer may,at any time,with-
draw from this Retirement Trust by delivering to the Board of Trustees a
� � SECTION 4.3. Execution of Instruments. The Trustees may statement to that effect.The withdrawing Public Employer's beneficial
�nanimously designate any one or more of the Trustees to execute any interest in the Retirement Trust shall be paid out to the Public Employer
nstrument or document on behalf of all,including but not limited to the or to the Trustee of the Employer Trust, as appropriate.
>igning or endorsement of any check and the signing of any SECTION 7.2. Duration. The Retirement Trust shall continue until
�.:�pplications, insurance and other contracts, and the action of such
designated Trustee or Trustees shall have the same force and effect as if terminated by the vote of a majority of the Public Employers, each
taken by all the Trustees. casting one vote. Upon termination, all of the Trust Property shall be
paid out to the Public Employers or the Trustees of the Employer Trusts,
ARTICLE V. Duty of Care and Liability ot Trustees as appropriate.
SECTION 5.1. Duty of Care. In exercising the powers hereinbefore SECTION 7.3. Amendment. The Retirement Trust may be amended
granted to the Trustees,the Trustees shall perform all acts within their by the vote of a majority of the Public Employers,each casting one vote.
authority for the exclusive purpose of providing benetits for the Public SECTION 7.4. Procedure. A resolution to terminate or amend the
Employers, and shall perform such acts with the care, skill, prudence Retirement Trust or to remove a Trustee shall be submitted to a vote of
and diligence in the circumstances then prevailing that a prudent person the Public Employers if:(a)a majority of the Trustees so direct,or(b)a
acting in a like capacity and familiar with such matters would use in the petition requesting a vote, signed by not less than 25%of the Public
conduct ot an enterprise of a like character and with like aims. Employers, is submitted to the Trustees.
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 ARTICLE VIII. Miscellaneous
account or other records of the Retirement Trust,upon the opinion of SECTION 8.1. Governing Law.Except as otherwise required by state
counsei, or upon reports made to the Retirement Trust by any of its or local law,this Declaration of Trust and the Retirement Trust hereby
ofiicers,employees or agents or by the Investment Adviser or any sub- �reated shall be construed and regulated by the laws of the District of
investment adviser, accountants, appraisers or other experts or Columbia.
consultants selected with reasonable care by the Trustees,officers or
empioyees of the Retirement Trust.The Trustees shall also not be liable SECTION 8.2. Counterparts. This Declaration may be executed by
for any loss sustained by the Trust Property by reason of any investment the Public Employers and Trustees in two or more counterparts,each of
made in good faith and in accordance with thestandard of caresetforth which shall be deemed an original but all of which together shall
in Section 5.1. constitute one and the same instrument.
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� APPENDIX C
TRUST AGREEMENT WITH
THE ICMA RETIREMENT CORPORATION
°""""4GREEMENT made by and between the Employer named in the provided, however, that the Employer may direct investment by the
ittached resolution and the International City Management Association Trustee among available investment alternatives in such proportions as
ietirement Corporation (hereinafter the "Trustee" or "Retirement the Employer authorizes in connection with its deferred compensation
:orporation"),a nonprofit corporation organized and existing underthe agreements with its employees.For these purposes,these Trust Funds
ws of the State of Delaware,forthe purpose of investing and otherwise may be commingled w:th Trust Funds set aside by other Employers
administering the funds set aside by Employers in connection with pursuant to the terms of the ICMA Retirement Trust.Investment powers
deferred compensation plans estabiished under section 457 of the vested in the Trustee by the Section may be delegated by the Trustee to
Internai Revenue Code of 1954(the"Code").This Agreement shall take any bank, insurance or trust company, or any investment advisor,
effect upon acceptance by the Trustee of its appointment by the manager or agent selected by it.
Employer to serve as Trustee in accordance herewith as set forth in the
attached resolution.
Section 2.2. Administrative Powers of the Trustee.The Trustee shall
WHEREAS,the Employer has established a deferred compensation plan have the power in its discretion:
under section 457 of the Code (the"Pian");
(a) To purchase, or subscribe for, any securities or other
WHEREAS. in order that there will be sufficient funds available to property and to retain the same in trust.
discharge the Employer's contractual obligations under the Plan, the
Employer desires to set aside periodicaily amounts equal to the amount (b) To sell, exchange, convey, transfer or otherwise dispose of
of compensation deferred; any securities or other property held by it,by private contract,or
WHEREAS,the funds set aside,together with any and all assets derived at public auction. No person dealing with the Trustee shall be
from the investment thereof,are to be exclusively within the dominion, bound to see the application of the purchase money or to inquire
control,and ownership of the Employer,and subject to the Employer's into the validity, expediency, or propriety of any such sale or .
absolute right of withdrawai, no employees having any interest other disposition.
whatsoever therein; (c) To vote upon any stocks, bonds, or other securities;to give
NOW. THEREFORE, this Agreement witnesseth that (a)the Employer general or special proxies or powers of attorney with or without
wili pay monies to the Trustee to be placed in deferred compensation PoWer of substitution; to exercise any conversion privileges,
subscription rights,or other options,and to make any payments
accounts for the Employer; (b) the Trustee covenants that it will hold incidental thereto; to oppose, or to consent to, or otherwise
said sums,and any other funds which it may receive hereunder,in trust participate in, corporate reorganizations or other changes
for the uses and purposes and upon the terms and conditions affecting corporate securities, and to delegate discretionary
hereinafter stated; and (c) the parties hereto agree as follows: poWers, and to pay any assessments or charges in connection
ARTICLE I. General Duties of the Parties. therewith; and generally to exercise any of the powers of an
'� f Section 1.1. General Duty of the Employer.The Employer shall make owner with respect to stocks,bonds,securities or other property
sgular periodic payments equal to the amounts of its employees' held as part of the Trust Funds.
�mpensation which are deferred in accordance with the terms and (d) To cause any securities or other property held as part of the
�nditions of the Plan to the extent that such amounts areto be invested Trust Funds to be registered in its own name,and to hold any
��der the Trust. investments in bearer form, but the books and records of the
Section 1.2. General Duties of the Trustee.The Trustee shall hold all Trustee Shall at ali timEs Show that all SUCh investments are a part
funds received by it hereunder, which, together with the income ot the Trust Funds.
therefrom,shall constitute the Trust Funds.It shall administer the Trust (e) To borrow or raise money for the purpose of the Trust in such
Funds,collect the income thereof,and make payments therefrom,all as amount,and upon such terms and conditions,as the Trustee shall
hereinafter provided.The Trustee shall also hold all Trust Funds which deem advisable; and, for any sum so borrowed. to issue its
are transferred to it as successor Trustee by the Employer from existing promissory note as Trustee,and to secure the repayment thereof
deferred compensation arrangements with its Employees under plans by pledging all,or any part,of the Trust Funds.No person lending
described in seCtion 457 of the Code.Such Trust Funds shall be subject money to the Trustee shall be bound to see the app�ication of the
to all of the terms and provisions of th�s Agreement. money lent or to inquire into its validity,expediency or propriety
of any such borrowing.
ARTICLE II. Powers and Duties oi the Trustee in Investment, (f) To keep such portion of the Trust Funds in cash or cash
Adminislration, and Disbursement of the Trust Funds. balances as the Trustee,from time to time,may deem to be in the
best interest of the Trust created hereby, without liability for
Section 2.1. Investment Powers and Duties of the Trustee. The interest thereon.
Trustee shall have the power to invest and reinvest the principal and
income of the Trust Funds and keep the Trust Funds invested,without (g) To accept and retain for such time as it may deem advisable
distinction between principal and income, in securities or in other any securities or other property received or acquired by it as
property,re31 or personal,wherever situated,including,but not limited Trustee hereunder, whether or not such securities or other
to, stocks, common or preferred, bonds, retirement annuity and property would normally be purchased as investment hereunder.
insurance poticies, mortgages,and other evidences of indebtedness or (h) To make, execute, acknowledge, and deliver any and all
ownership, investment companies, common or group trust funds, or documents of transfer and conveyance and any and all other
separate and different types of funds (including equity, fixed income) instruments that may be necessary or appropriate tocarry out the
whlch (ulfiil requirements of state and local govemmental laws, powers herein granted.
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(i) To settle, compromise, or submit to arbitration any claims, When an account becomes an account stated,such account shall be
debts, or damages due or owing to or from the Trust Funds; to finally settled, and the Trustee shall be completely discharged and
commence or detend suits or legal or administrative proceedings; released,as if such account had been settled and allowed by a judgment
and to represent the Trust F unds in all suits and legal and or decree of a court of competent jurisdiction in an action or proceeding
administrative proceedings. in which the Trustee and the Employer were parties.
(j) To do all such acts,take all such proceedings.and exercise all The Trustee shall have the right to apply at any time to a court of
such rights and privileges, although not specifically mentioned competent jurisdiction for the judicial settlement of its account.
herein, as the Trustee may deem necessary to administer the
Trust Funds and to carry out the purposes of this Trust. ARTICLE VI. Resignaiion and Removal of Trustee.
Section 2.3. Distributions from the Trust Funds. The Employer Section 6.1. Resignation of Trustee. The Trustee may resign at any
hereby appoints the Trustee as its agent for the purpose of making time by filing with the Employer its written resignation.Such resignation
���distributions from the Trust Funds. In this regard the terms and shall take effect sixty (60) days from the date of such filing and upon
conditions set forth in the Plan are to guide and control the Trustee's appointment of a successor pursuant to Section 6.3.,whichever shall
power. first occur.
Section 2.4. Valuation of Trust Funds. At least once a year as of Section 6.2. Removal oi Trustee. The Employer may remove the
Valuation Dates designated by the Trustee,the Trustee shall determine Trustee at any time by delivering to the Trustee a written notice of its
the value of the Trust Funds.Assets of the Trust Funds shall be valued at removal and an appointment of a successor pursuant to Section 6.3.
their market values at the close of business on the Valuation Date,or,in Such removal shall not take effect prior to sixty �60) days from such
the absence oi readily ascertainable market values as the Trustee shall delivery unless the Trustee agrees to an earlier effective date.
determine, in accordance with methods consistently followed and Section 6.3. Appointment of Successor Trustee.The appointment of
uniformly applied. a successor to the Trustee shall take effect upon the delivery to the
ARTICLE IIi. For Protection of Trustee. Trustee of (a) an instrument in writing executed by the Empioyer
Section 3.1. Evidence of Action by Employer. The Trustee may rely appointing such successor, and exonerating such successor from
upon any certificate,notice or direction purporting to have been signed liability for the acts and omissions of its predecessor, and (b) an
on behalf of the Employer which the Trustee believes to have been acceptance in writing, executed by such successor.
signed by a duly designated official of the Employer.No communication All of the provisions set forth herein with respect to the Trustee shall
shall be binding upon any of the Trust Funds or Trustee until they are relate to each successor with the same force and effect as if such
received by the Trustee. successor had been originally named as Trustee hereunder.
Section 3.2. Advice of Counsel. The Trustee may consult with any If a successor is not appointed with sixty (60)days after the Trustee
legal counsel with respect to the construction of this Agreement, its gives notice of its resignation pursuant to Section 6.1.,the Trustee may
duties hereunder,or any act,which it proposes to take oromit,and shall apply to any court of competent jurisdiction for appointment of a
not be liable for any action taken or omitted in good faith pursuant to successor.
such advice. Section 6.4. Transfer oi Funds to Successor.Upon the resignation or
Section 3.3. Miscellaneous.The Trustee shall use ordinary care and removal of the Trustee and appointment of a successor, and after the
reasonable diligence,but shal I not be liable for any mistake of judgment final account of the Trustee has been properly settled,the Trustee shall
or other action taken in good faith.The Trustee shall not be liabie for any transfer and deliver any of the Trust Funds invoived to such successor.
loss sustained by the Trust Funds by reasons of any investment made in ARTICLE VI1. Duration and Revocation of Trust Agreement.
good faith and in accordance with the provisions of this Agreement.
Section 7.1. Duration and Revocation. This Trust shall continue for
The Trustee's duties and obligations shall be limited to those such time as may be necessary to accomplish the purpose for which it
� ,expressly imposed �pon it by this Agreement. was created but may be terminated or revoked at any time by the
ARTICLE IV. Taxes, Expenses and Compensation of Trustee. Employer as it relates to any and/or all related participating Employees.
Section 4.1. Taxes.The Trustee shall deduct from and charge against Written notice of such termination or revocation shall be given to the
Trustee by the Employer.Upon termination or revocation of the Trust,
!he Trust Funds any taxes on the Trust Funds or the income thereof or all of the assets thereof shall return to and revert to the Employer.
���vhich the Trustee is required to pay with respect to the interest of any Termination of this Trust shall not,however,relieve the Empioyer of the
person therein. Employer's continuing obligation to pay deferred compensation to
Section 4.2. Expenses. The Trustee shall deduct from and charge Employees in accordance with the terms of the Plan.
against the Trust Funds all reasonableexpenses incurred by the Trustee Section 7.2. Amendment.The Employer shall have the right to amend
in the administration of the Trust Fu�ds, inctuding counsel, agency, this Agreement in whole and in part but only with the Trustee's written
investment advisory,and other necessary fees. consent.Any such amendment shall become effective upon(a)delivery
ARTICLEV. SettlementotAccounts.TheTrusteeshallkeepaccurate to the Trustee of a written instrument of amendment, and (b) the
and detailed accounts of all investments, receipts,disbursements,and endorsement by the Trustee on such instrument of its consent thereto.
other transactions hereunder. ARTICLE VIII. Miscellaneous.
Within ninety (90)days after the close of each fiscal year,the Trustee Section 8.1. Laws of the District of Columbia to Govern. This
shall render in duplicate to the Employer an account of its acts and Agreement and the Trust hereby created shall be construed and
transactions as Trustee hereunder.If any part of the Trust Fund shall be
invested through the mediumofanycommon,collectiveorcommingled regulated by the laws of the District of Columbia.
Trust Funds, the last annual report of such Trust Funds shall be Section 8.2. Successor Employers.The"Employer"shall inciude any
subm�tted with and incorporated in the account. person who succeeds the Employer and who thereby becomes subject
If within ninety (90) days after the mailing of the account or any to the obligations of the Employer under the Plan.
amended account the Employer has not filed with the Trustee notice of Section 8.3. Withdrawals. The Employer may,at any time,and from
any ob�ection to any act or transaction of the Trustee, the account or time to time, withdraw a portion or all of Trust Funds created by this
amended account shall become an account stated.If any objection has Agreement.
been filed,and if the Employer is satisfied that it should bewithdrawn or Section 8.4. Gender and Number. The masculine includes the
if the account is adjusted to the Empioyer's satisfaction,the Employer feminine and the singular includes the plural unless the context requires
shall in wnting filed with the Trustee signify approval of the account and another meaning. �
it shall become an account stated.
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