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96-020 RESOLUTION NO. 96-20 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AVENTURA, FLORIDA, ESTABLISHING A DEFERRED COMPENSATION PLAN BY ADOPTING THE ICMA RETIREMENT CORPORATION DEFERRED COMPENSATION PLAN, A COPY OF WHICH IS ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT A; ADOPTING THE DECLARATION OF TRUST OF THE ICMA RETIREMENT CORPORATION ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT B, AUTHORIZING THE CITY MANAGER TO EXECUTE THE ADMINISTRATIVE SERVICES AGREEMENT ATTACHED HERETO AS EXHIBIT "C" AUTHORIZING THE CITY MANAGER TO TAKE ALL ACTIONS NECESSARY TO IMPLEMENT THE PLANS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Aventura has employees rendering valuable services; and WHEREAS, the establishment of a deferred compensation plan for such employees serves the interests of the City 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 WHEREAS, the City has determined that the establishment of a deferred compensation plan to be administered by the ICMA Retirement Corporation is in the best interests of the City; and WHEREAS, the City desires that its deferred compensation plan be administered by the ICMA Retirement Corporation, and that the funds held under such plans be invested in the ICMA Retirement Trust, a trust established by public employem for the collective investment of funds held under their money purchase retirement plans and deferred compensation plans. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF AVENTURA, FLORIDA, AS FOLLOWS: Section 1: That the City hereby adopts the deferred compensation plan in the form of the ICMA Retirement Corporation Deferred Compensation Plan, attached hereto and made a part hereof. Section 2: That the City hereby acknowledges and adopts the Declaration of Trust of ICMA Retirement Corporation attached hereto and made a part hereof as Exhibit 'B' intending the execution to be operative with respect to any retirement or deferred compensation plan subsequently established by the City, if the assets are to be invested in the ICMA Retirement Trust. Section 3: That the City Manager is hereby authorized to execute the Administrative Services Agreement attached hereto as Exhibit C. Section 4: That the Director of Finance Support Services shall be the coordinator for this program and shall receive necessary reports, notices, etc., from the ICMA Retirement Corporation or the ICMA Retirement Trust; and shall cast, on behalf of the City, as directed by the City Council or the City Manager, as the case may be, any required votes under the program. Administrative duties to carry out the program may be assigned to the appropriate departments by the City Manager. Section 5: That the City Manager is hereby authorized to execute all necessary documents on behalf of the City. Section 6: That the City Manager is authorized to take all action necessary to implement the Plan and this Resolution. Section 7: That this Resolution shall become effective immediately upon its adoption. Adopted this 18th day of June, 1996, .... on a motion by Vice Mayor Roqers-Libe?t and seconded by Councilmember Cohen. Attest: ~ Acting City Clerk Cohcn y'~-~ Berger yes ~n yes Vic~ Mayor Rogcrs-L~bert yes Mayor Snydcr yes yes Perlow yes Holzberg USING THE 457 DEFERRED For assistance Please contact your 457 plan analyst at 1-800-326-7272. COMPENSATION PLAN RETAIN BOOKLET This is one of t~vo booklets containing information to establish your 457 deferred compensation plan with the ICMA Retirement Corporation. This booklet includes: · Plan Document · Declaration of Trust of the ICMA Retirement Trast · Private Letter Ruling Please read the information and retain it for your files. Attachment A DEFERRED COMPENSATION Participant and the Employer mutually agree to defer PLAN DOCUMENT hereunder, any amount credited to a Participant's Account by reason of a transfer under section 6.03, or any other a~nount Article I. Introduction which the Employer agrees to credit to a Participant's The Employe~ hereby establishes the Employer's Deferred Account. Compensation Plan, hereafter referred to as the "Plan." The Plan comists of the provisions set forth in this document. 2.05 Employee: Any individual who provides services for the The primary purpose of this Plan is to provide retirement Employer, whether as an employee of the Employer or as an income and other deferred benefits to the Employees of the independent contractor, and who has been designated by the Employer in accordance wdth the provisions of Section 457 of Empinyer as eligible to participate in the Plan. the Intemal Revenue Code of 1986, as amended (the "Code"). 2.06 Includible Compensation: The anmunt of an This Plan shall be an agreement solely between the Employee's compensation from the Employer for a taxable Employer and participating Employees. year that is attributable to sen'ices performed for the Employer and that is includible in the Employee's gross income for the Article Il. Definitions taxable year for federal income tax purposes; such tema does 2.01 Account: The bookkeeping account maintained for each not include any anaount excludable fi.om gross income under Participant reflecting the cumulative anaount of the this Plan or any other plan described in Section 457C0) of the Participant's Deferred Compemation, including any income, Code or any other amount excludable from gross income for gains, losses, or increases or decreases in market value federal income tax purposes, lnchidible Compensation shall be attributable to the Employer's im'estment of the Participant's determined without regard to any communit3., property Iaws. Deferred Compensation, and further reflecting any distributions to the Participant or the Participant's Beneficiary 2.07 Joinder Agreement: An agreement entered into and any fees or expenses charged against such Participant's between an Employee and the Employer, including any Deferred Compensation. amendments or modifications thereof. Such agreement shall fix the anaount of Deferred Compeusation, specie, a preference 2.02 Administrator: The person or persons named to carry among the investment alternatives designated by the E nployer, out certain nondiscretionary administrative functions under the designate the Employee's Beneficiary or Beueficiafies, and Plan, as hereinafter described. The Employer naa3, remove any incorporate the terms, conditious, and provisions of the Plan person as Administrator upon 60 days' advance notice in by reference. writing to such person, in which case the Employer shall name another person or persons to act as Administrator. The 2.08 Normal Compensation: The amount of compensatior~ Administrator may resign upon 60 days' advance notice in which would be payable to a Participant by the Employer for a writing to the Employer, in which case the Employer shall taxable year if no Joinder Agreement were in effect to defer name another person or persons to act as Administrator. compensation under this Plan. 2.03 Beneficiary: The person or persom designated by the 2.09 Normal Retirement Age: Age 70-1/2, unless the Participant in his Joinder Agreement who shall receive any Participant has elected an alternate Normal Retirement Age by benefits payable hereunder in the event of the Participant's written instrument delivered to the Administrator prior to death. In the event that the Participant names m,o or more Separation from Sen, ice. A Participant's Normal Retirement Beneficiaries, each Beneficiary shall be entitled to equal shares Age determines the period during which a Participant may of the benefits payable at the Pardcipant's death, unless utilize the catch-up linfitation of Section 5.02 hereunder. otherwise provided in the Parficipa.fft's Joinder Agreement. If Once a Participant has to any extent utilized the catch-up no beneficiary is designated in the Joinder Agreement, ffthe limitation of Section 5.02, his Normal Retirement Age may Designated Beneficiary predeceases the Participant, or if the not be changed. designated Beneficiary does not survive the Participant for a A Participant's alternate Normal R. efirement Age may not period of fifteen (15) days, then the estate of the Participant be earlier than the earliest date that the Participant w/il become shall be the Beneficiary. eligible to retire and receive un.reduced retirement benefits under the Employer's basic retirement plan covering the 2.04 Deferred Compensation: The amount of Normal Participant and may not be hter than the date the Participant Compemation otherwise payable to the Participant which the will attain age 70-1/2. Ifa Participant continues employment · -~er nttaining age 70-1/2, not having previously elected Article IV. Participation in the Plan alternate Normal g. etirement Age, the Participant's alternate 4.01 Initial Pardcipation: An Employee may become a Normal lq. efirement Age shall not be later than the mandatory Participant by entering into a Joinder Agreement ptior to the retirement age, if any, established by the Employer, or the age beginning of the calendar month in which theJoinder at which the Participant actually separates bom sen, ice if the Agreement is to become effective to defer compemation not Employer has no mandatory' retirement age. If the Participant yet earned. will not become eligible to receive benefits under a basic retirement plan maintained by the Employer, the Participant's 4.02 Amendment of Joinder Agreement: A Participant alternate Normal Retirement Age may not be earlier than age may amend an executed Joinder Agreement to change the 55 and may not be later than age 70-1/2. amount of compensati0n not yet earned wliich is to be deferred (including the reduction of such future deferrals to 2.10 Participant: Any Employee who has joined the Plan zero) or to change his investment preference (subject to such pursuant to the requirements of Article IV. restrictions as may result from the nature of terms of any invesm~ent made by the Employer). Such amendment shall 2.11 Plan Year: The calendar year. become effective as of the beginning of the calendar month commencing after the date the amendment is executed. A 2.12 Retirement: The first date upon which both of the Participant may at any time amend hisJoinder Agreement to following shall have occurred with respect to a participant: change the designated Beneficiary, and such amendment shall Separation from Sen,ice and attainment of age 65. become effective immediately. 2.13 Separation From Service: Severance of the Article V. Limitations on Deferrals Participant's employment with the Employer which constitutes 5.01 Normal Limitation: Except as provided m section 5.02 a "separation fom~ ser,,ice" with the meaning of Section the maximum amount of Deferred Compensation for auy 402(d)(4)(A)(iii) of the Code. In geueral, a Participant shall be Participant for any taxable year shill not exceed the lesser of deemed to have severed his employment with the Employer $7,500.00 or 33-1/3 percent of the Participant's Includible for purposes of this Plan when, in accordance with the Compensation for the taxable year. This lin~itation will -stablished practices of the Employer, the employment ordinarily be equivalent to the lesser ofS7,500.00 or 25 .elarionship is considered to have actually tem~inated. In the percent of the Participant's Non,roi Compensation. case ora Participant who is an independent contractor of the Employer, Separation from Service shall be deemed to have 5.02 Catch-Up Limitation: For each of the last three (3) occurred when the Participant's contract under which sen'ices taxable years ora Participant ending before his attainment of are perfomaed has completely expired and temtinated, there is Normal l~.etiremeut Age, the maximuna anaount of Deferred no foreseeable possibility that the Employer will renew the Compensation shall be the lesser o~. (1) $15,000 or (2) the sum contract or enter into a new contract for the Participant's of(i) the Normal Limitation for the taxable year, and (ii) the services, and is not anticipated that the Participant will become Normal Limitation for each prior taxable year of the an Employee of the Employer. Participant commencing after 1978 less the amount of the Participant's Deferred Compensation for such prior taxable Article Ill. Administration years. A prior taxable year shall be taken into account under 3.01 Duties of the Employer: The Employer shall have the the preceding sentence m~ly if (i) the Participant was eligible to authority to make all discretionary decisions affecting the rights participate in the Plan for such year (or in any other eligible or benefits of Participants which may be required in the deferred compensation plan established under Section 457 of administration of this Plan. the Code which is properly taken into account pursuant to regulations under section 457), and (ii) compensation (if any) 3.02 Duties of Administrator: The Administrator, as agent deferred under the Plan (or such other plan) was subject to the for the Employer, shall perform nondiscrefionary deferral limitations set forth in Section 5.01 administrative functions in connection with the Plan, including the maintenance of Participants' Accounts, the provision of 5.03 Other Plans: The amount excludable from a periodic reports of the stares of each Account, and the Pasdcipant's gross income under this Plan or any other eligible disbursement of benefits on behalf of the Employer in deferred compemation plan under section 457 of the Code ~cordance with the provisions of this Plan. shall not exceed $7,500.00 (or such greater amount allowed under Section 5.02 of the Plan), less any amount excluded DeJcrred Compcr~s*~ion Plan Dotumcnt, Frbru,~ry IYYb from gross income under section 403CO), 402(a)(8), or deferred under this Plan during such taxable year and 402CO)(1)(B) of the Code, or any amount with respect to compensation pa/d by the transferor employer shall be treated which a deduction is allowable by reason of a contribution to as if it had been paid by the Employer. an organization described in section 501 (c)(18) of the Code. Co) Outgoing Tramfers: An amount may be transferred to an eligible deferred compensation plan maintained by another Article VI. Investments and Account Values employer, and charged to a Participant's Account under this 6.01 Investment of Deferred Compensation: All Plan, fi(i) the Partidpant has separated from service with the investments of Participant's Defeired Compensation made by Employer and become an employee oftl{e other employer, (ii the Employer, including all property and rights purchased with the other emp]oyerls plan provides that ~uch transfer will be such amounts and all income attributable thereto, shall be the accepted, and (iii) the Participant and the employers have sole properS.? of the Employer and shall not be held in trust for signed such agreements as are necessary to assure that the Participants or as collateral security for the fulfillment of the Employer's liability to pay benefits to the Participant has been Employer's obligations under the Plan. Such properv), shall be discharged and assumed by the other employer. The Employe~ subject to the claims of general creditors of the Employer, and may require such documentation from the other plan as it no Participant or BeneficiaD, shall have any vested interest or deems necessary to etTecmate the transfer, to confirm that such secured or preferred position with respect to such property or plan is an eligible deferred compensation plan within the have any claim against the Employer except as a general meaning of section 457 of the Code, and to assure that creditor, transfers are provided for under such plan. Such transfers shall be made only under such circumstances as are permitted unde~ 6.02 Crediting of Accounts: The Participant's Account shall section 457 of the Code and the regulations thereunder. reflect the amount and va]ue of the investments or other propertT obtained by the Employer through the im'estment of 6.04 Employer Liability: In no evem shall the Employer's the Participant's Deferred Compensation. It is anticipated that liability to pay benefits to a Participant under Article VI excee~ the Employer's nivestments with respect to a Participant will the value of the amounts credited to the Participant's Account: confom~ to the investment preference specified ni the the Employer shall not be liable for losses arising from Participant's Joinder Agreement. but nothing herein shall be depreciation or shrinkage in the value of any nivestments construed to require the Employer to make any particular acquired under this Plan. investment ora Participant's Deferred Compensation. Each Partfcipant shall receive periodic reports, not less frequently Article VII. Benefits than annually, showing the then current value of his Accoum. 7.01 Retirement Benefits and Election on Separation from Serx4ce: Except as otherwise provided in this Article 6.03 Transfers: VII, the distribution of a Participant's Account shall commenct (a) Incoming Transfers: A transfer may be accepted from as of April 1 of the calendar year after the Plan Year of the an eligible deferred compensation plan maintained by another Participant's P..etirement, and the distribution of such employer and credited to a Participant's Account under the Retirement benefits shall be made in accordance with one of Plan if(i) the Participant has separated from service w/th that the payment options described in Section 7.02. employer and become an Employee of the Employer, and (ii) Nov, vithstanding the foregoing, the Participant may the other employer's plan provides that such transfer x~5]l be irrevocably elect within 60 days following Separation from made. The Employer may require such documentation from Sec'ice to have the distribution of benefits commence on a the predecessor plan as it deems necessary to effectuate the fixed determinable date other than that described in the transfer, to confirm that such plan is an eligible deferred preceding sentence which is at least 61 days after Separation compensation plan within the mear~ng of Section 457 of the from Service, but not later than April 1 of the year following Code, and to assure that transfers are proxfided for under such the year of the Participant's Retirement or attainment of age plan. The Employer may refuse to accept a transfer in the form 70-1/2, whichever is later. of assets other than cash, unless the Employer and the Administrator agree to hold such other assets under the Plan. 7.02 Payment Options: As provided in Sections 7.01, 7.04 Any such transferred amount shall be treated as a deferral and 7;05, 'a Participant or Beneficiary may elect to have value subject to the limitations of Ar'dele V, except that, for purposes of the Participant's Account distributed in accordance xvith one of applying the hmitations of Sections 5.01 and 5.02, an of thc folloxving payment options, provided that such option is amount deferred during any taxable ),ear under the plan from consistent with the lirrfitations set forth in Section 7.03. · which thc transfer is accepted shall be treated as if it has been Three (a) Equal monthly, quarterly, semi-annual or annual a payment option selected under Section 7.02 shall not be payments in an amount chosen by the Participant, continuing considered to fail to satisfy the requirement under section until his Account is exhausted; 457(d)(2)lb) that any distribution made over a period of more (b) One lump-sum payment; than 1 year can only be made in substantially nonincreasing (c) Approximately equal monthly, quarterly, semi-annual amounts. Unless otherwise elected by the Panidpant, all or annual payments, calculated to continue for a period certain determinations under Section 401(a)(9) shall be made without chosen by the Participant. recalculation of life expectancies. (d) Annual Payments equal to the minimum distributions required under Section 401(a)(9) of the Code over the life 7.04 Post-retirement Death Benefits: expectancy of the Participant or over the life expectancies of (a) Should the Participant die after he has begun to receive the Participant and his Beneficiary. benefits under a payment option, the remaining payments, if (e) Payments equal to payments made by the issuer of a any, under the payment option shall be payable to the retirement annuity policy acquired by the Employer. Participant's Beneficiary within the 30-day period (0 A split distribution under which payments under commencing with the 61st day ager the Part'c'pant's death, options (a), (b), (c) or (e) conm~ence or are made at the same unless the Beneficiary elect4 payment under a different time, as elected by the Participant under Section 7.0L payment option that is available under Section 7.02 within 60 provided that ali payments commence (or are made) by the days of the Participant's death. Any different payment option latest benefit conmaencement date under Section 7.01 and that elected by a Beneficiary under this section must provide for once a payment is made subsequent payments will be made in payments at a rate that is at least as rapid under the payment substantially nonincreasing amounts, option that was applicable to the Participant. In no event shall (g) Any payment option elected by the Participant and the Employer or Adn~nistrator be liable to the Beneficiary for agreed to by the Employer and Adnmtistrator, provided that the anaount of an), payment made in the name of the such option nust provide for substantial]), nonincreasing Participant before the Administrator receives proof of death of payments for any period after the benefit conmaencement date the Participant. under Section 7.01. (b) If the desigmated Beneficiary does not continue to live A Participant's or Beneficia%,'s selection of a payment for the remaining period of payments under the payment ~fion made after December 31, 1995, under Subsections (a), option, then the commuted value of any remaining payments .~c), or (g) above naa)' include the selection of an automatic under the payment option shall be paid in a lump sum to the annual cost-of-living increase. Such increase will be based on estate of the Beneficia%,. In the event that the Participant's the rise in the Consumer Price Index for All Urban Consumers estate is the t3eneficiary, the commuted value of any remaining (CPI-U) from the third quarter of the last year in which a cost- payments under the payment option shall be paid to the estate of-living increase was provided to the third quarter of the in a lump sum. current ),ear. Any increase will be made in petiodic payment checks beginning the followingJanua~'. The first cost-of- 7.05 Pre-retirement Death Benefits: living increase will be based on the rise in the CPI-U 13om the (a) Should the Participant die before he has begun to third quarter of 1995 to the third quarter of 1996, and will be receive the benefits provided by Section 7.01, the value of the applied to amounts paid beginning January 1997. Participant's Account shall be payable to the Beneficiary A Participant's or Beneficiary's election of a payment contmencing within the 30-day period commencing on the option must be made at least 30 days before the payment of 91st da), after the Participant's death, un]ess the Beneficiary benefits is to conunence. If a Participant or Beneficial, falls to elects a different fixed or determinable benefit commencement make a timely election of a payment option, benefits shall be date xx4thin 90 days of the Participant's death. Such benefit paid monthly under option (c) above for a period of five years commencement date shall be not later than the later of (i) without the inclusion of a cost-of-living increase. December 31 of the ),ear following the year of the Participant's death, or (ii) if the Beneficiary is the Participant's spouse, 7.03 Limitation on Options: No payment option may be December 31 of the 3,ear in which the Participant would have selected by a Participant or Beneficiary under Sections 7.02, attained age 70-1/2. 7.04, or 7.05 unless it satisfies the requirements of Sections 401(a)(9) and 457(d)(2) of the Code, including that payments (b) Unless a Beneficiary elects a different payment option commencing before the death of the Participant shall satisfy the prior to the benefit commencement date, death benefits under 'idental death benefits requirement under section this Section shall be paid in approximately equal annual ~,7(d)(2)(B)(i)(l). A cost-of-lix4ng increase included as part of installments over five years, or over such shorter period as may be necess.xry to ~ssure that the ~umount o£~ny annual Article VIII. Non-AsslgnabilJ~ im~ent is not l~ ~ $3,5~. A Bene~d~ sh~ be 8.01 ~ Gene~l: ~cept ~ prodded in Secton 8.02, no ~ted ~ ~he were a P~dpmt for pu~os~ ofdete~ng P~dp~t or Benefid~ sh~ have ~y Hght to co--ute, ~e pn~ent optom av~able under Section 7.02, pro~ded, sell, ~i~, ple~, ~ter or o&e~e convey or encumber however, &at ~e pa~enr op~on chosen by ~e Benefici~ &e fight to receive any pn~en~ hereunder, w~ch pa~en~ must pro~gde for p~)~en~ to ~e Benefici~ over a period no ~d g~ are ex~r~sly decl~ed to be non-~si~able and non- longer &~ &e ~fe ex~ec~ of &e Benefida~, and ~fe~ble. prodded ~at such period may not exceed (15) yeah if~e 8.02 Domestic Relafion~ Orders: Beneficia~ is not ~e Pa~cipant's spouse. (c) In ~e event ~at ~e Beneficia~ ~es before the (a) ~owance of Tr~sfen: To ~e extent required under payment of death benefi~ has co~enced or been completed, fin~ judgement, decree, or order (including approv~ ora · e retaking v~ue of the Pa~cipant's Account sh~ be paid prope~ se~ement a~eement) made punuant to a state to ~e es~te of the Beneficia~ in a lump sum. In the event domestic relations law, any po~on ora Pa~cipant's Account · at ~e Pa~cipant's es~te is ~e Beneficial, payment sha~ be may be paid or set aside for payment to a spouse, foyer made to the es~te in a lump sum. spouse, or ch~d of the Pa~cipant. Where necessa~ to ca~ out the tern of such an order, a separate Account sh~ be 7.06 U~oreseeable Emergencies: es~b~shed with respect to the spouse, foyer spouse, or child who sh~ be entitled to make investment selections with (a) In the event an unforeseeable emergen%, occur, a Pa~cipant may apply to the Employer to receive that pa~ of respect thereto in the same manner as the Pa~cipant; any the v~ue of his Account that is reasonably needed ~o satis~ the amount so set aside for a spouse, foyer spouse, or child sh~ emergen%' need. If such an app~cafion is approved by the be p~d out in a lump sum at the ear'est date that benefits may Employer, the Participant sh~ be paid o~y such ~mount as be p~d to the Pa=icipant, u~ess the order ~rects a different · e Employer dee~ necessa~, to meet the emergency need, time or fo~ of payment. Nothing in this Section sh~ be but pa~ent sh~ not be made to the extent that the financial cons~ed to authorize any amount to be dist~buted under the har~Np may be re,eyed through cessation ofdefe~ under Plan at a time or in a fo~ that is not pem~tted under Section the Plan, insurance or other reimbu~ement, or ~quidation of 457 of the Code. Any Payment made to a person other than o~er assets to the extent such ~quidation would not itse~ the Pa~cipant punuant to this Section sha~ be reduced by cause severe financi~ hardship, required income trax withholding; the fict that payment is (b) ~ unforeseeable emergency sha~ be deemed to made to a pe~on other ~an the Participant may not prevent involve o~y circu~tances of severe financial hardship to the such payment from being includible in the ~oss income of the Pa~cipant resulting from a sudden unexpected ~ess, Pa~cipant for withholding and income tax reporting pu~oses. accident, or ~sab~ of the Pa~cipant or ora dependent (as (b) Release ~om Liabfli~, to Paniclpant: The Employer's, defined in section 152(a) of the Code) of the Pa~cipam, loss liable' to pay benefin to a Pa~cipant sh~ be reduced to the of ~e Pa~cipant's prope~ due to casuals, or other si~lar extent that amounts have been paid or set aside for payment to and e~aor~na~ unforeseeable circums~nces arising as a a *pouse, foyer spouse, or c~d pu~uant to para.apb (a) of reset ofeven~ beyond the control of the Pa~cipant. The ~e Section. No such =ansfer sh~ be effectuated u~ess the need to send a Pa~cipant's ch~d to co~ege or to purchase a Employer or Ad~strator has been prodded with sa6sficto~ new home sh~ not be considered unforeseeable emergencies, e~dence that the Employer and the Ad~Ns=ator are released The dete~nation a~ to whether such an unforeseeable ~om any ~nher claim by the Participant x~Sth respect to such emergen~ e~sn sh~ be based on the me~= of each amounts. The Pa~cipant sh~ be deemed to have rele~ed the ~di~du~ case. Employer and the Ad~Ns=ator ~om any claim with respect to such amount, in any case in wNch (i) the Employer or 7.07 Transitional R~e for Pre-1989 Benefit Electlons: A~Nstntor has been se~ed ~th legfl process or othenvise In ~e event that, prior toJanu~ 1, 1989, a Pa~cipant or joNed in a proceeding relating to such tnmfer, (fi) the P~cipant ha~ been notified of the p enden~ of such Benefid~ h~ co~enced receixqng benefi~ under a procee~ng in the ma~er prescribed by ~e law of~e pa~ent option or has i~evocably elected a pa3~ent option or benefit co~encement ~te, ~en that payment option or jufis~cfion in wNch ~e proceeding is pen~ng for se~ce of ele~on ~h~ rem in effect non, Staining any o~er proc~ N such action or by m~ ~om ~e Employer or A~s~tor to ~e Pa~dp~t's l~t ~o~ m~ng address, pro.ion of&e Plm. md (~) the Pa~cipmt ~ to ob~n an order of&e court in &e procee~g re~e~g &e Employer or A~smtor ~om &e oblation to comply x~4& the ju~ent, decree, or order. Five (c) Participation in Legal Proceedings: The Employer and acting as Administrator hereunder. If this Plan document Administrator shall not be obligated to defend against or set comtimtes an amendment and reltatement of the Plan as aside any judgement, decree, or order described in paragraph previously adopted by the Emplo},er, the amendments ) any legal order relating to the garnishment ora Participant's contained herein shall become effective on January 1, 1996, .~.,enefits, unless the full expeme of such legal action is borne by and the terms of the preceding PI}an document shall remain in the Participant. In the event that the Participant's action (or effect through December 31, 1995. inaction) nonetheless causes the Employer or Administrator to Except as may be required to maintain the status of the incur such expense, the amount of the expense may be charged Plan as an eligible deferred compensation plan under section against the Participant's Account and thereby reduce the 457 of the Code or to comply with other applicable laws, no Employer's obIigation to pay benefits to the Participant. In the amendment or termination of the Plan shall divest any course of any proceeding relating to divorce, separation, or Participant of any rights with respect to compensation deferred child support, the Employer and Administrator shall be before the date of the amendment or termination. authorized to disclose information relating to the Participant's Account to the Participant's spouse, former spouse, or child Article XI. Applicable Law (including the legal representatives of the spouse, fomaer This Plan shall be construed under the laws of the state where spouse, or child), or to a court, the Employer is located and is established with the intent that it meet the requirements of an "eligible deferred compensation plan" under Section 457 of the Code, as amended. The Article IX. Relationship to Other Plans and provisions of this Plan shall be interpreted wherever possible in Employment Agreements conformity with the requirements of that section. This plan sen'es in addition to any other retirement, pension, or benefit plan or system presently ii'~ existence or hereinafter Artlcle Xll. Gender and Number established for the benefit of the Employer's employees, and The masculine pronoun, whenever used herein, shall include participation hereunder shall not affect benefits receivable the femirfine pronoun, and the singular shall include the plural, under any such plan or system. Nothing contained in this Plan except where the context requires other~cise. ,hall be deemed to constitute an employment contract or 'cement bet~veen any Participant a~d the Employer or to ~,ve any Participant the right 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 bet~veen a Participant and the Employer. Article X. Amendment or Termlnation of Plan The Employer may at any time amend this Plan provided that it trammits such amendment in writing to the Administrator at least 30 days prior to the effective date of the amendment. The consent of the Administrator shall not be required in order for 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 time terminate this Plan. The Administrator may at any time propose an amendment to the Plan by an instrument in writing 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, the Employer notifies the Administrator in writing that it ,~:~approves such amendment, in which case such amendment 1 not become effective. In the event of such disapproval, ~: Administrator shall be under no obligation to continue Attachment B DECLARATION OF TRUST (k) Public Employer Trustees. Public Employers who set OF 1CMA RETIREMENT TRUST as trustees of the Qualified Plans. Article I. Name and Definitions (I) Public Employer. A unit of state or local government, c any agency or imtrumentality thereof, that has adopted a Section I. ! Name: The Name of the Trust created hereby is Deferred Compensation Plan or a Qualified Plan and has the ICMA Retirement Trust. executed this Declaration of Trust. Section 1.2 Definitions: Wherever they are used herein, the (m) Qualified Plan. A plan sponsored by a Public Employe: following terms shall have the following respective meanings: for the purpose of providing retirement income to its (a) By-laws. The By-laws referred to in Section 4.1 hereof, as employees which satisfies the qualification requirements of amended fi'om time to time. Section 401 of the Internal Revenue Code, as amended. (b) Deferred Compensation Plan. A deferred (n) RC. The International City Management Association compensation plan established and n~aintained by a Public Retirement Corporation. Employer for the purpose of providing retirement income and (o) Retirement Trust. The Trust created by this Declaratio~ other deferred benefits to its employees in accordance with the of Trust. provision of section 457 of the Internal Revenue Code of 1986, as amended. (p) Trust Property. The amounts held in the Retirement Trus on behalf of the Public Employers in cormection with Deferred (c) Employees. Those employees who participate in Compensation Plans and on behalf of the Public Employer Qualified Plans. Trustees for the exclusive benefit of Employees pursuaut to (d) Employer Trust. A trust created pursuant to an Qualified Plans. The Trust Property shall include any income agreemeut ber, veen RC and a Public Employer. or au resulting from the investment to the amounts so held. agreement between KC and a Public Employer for (q) Trustees. The Public Employee Trustees and ICMA/R( : administrative sen'ices that is not a trust, in either case for the Trustees elected by the Public Employers to serve as members purpose of investing and adntinistering the funds set aside by of the Board of Trustees of the Retirement Trust. such Employer in com~ection with its Deferred Compensation agreements with its employees or in connection with its Quahfied Plan. Article II. Creation and Purpose of the Trust; (e) Investment Contract. A non-negotiable contract . Ownership of Trust Property entered into by the iKetiremeut Trust with a financial Section 2.1 Creation: The Retirement Trust was created b5 institution that provides for a fixed rate of return on the execution of this Declaration of Trust by the initial invesmwnt. Trustees and Public Employers and is established with respect, (0 ICMA. The Interuational City/County Management to each participating Public Employer by adoption of this Association. Declaration of Trust. (g) IC/~Lex/RC Trustees. Those Trustees elected by the Section 2.2 Purpose: The purpose of the Retirement Trust Public Employers who, in accordance with the proxSsions of is to prox4de for the cormningled investment of funds held by Section 3.1 (a) hereof, are also members of the Board of the Public Employers in connection with their Deferred Directors oflCMA or RC (or in the case of iRC, fom~er Compensation and Qualified Plans. The Trust Property shall members of the KC Board). be invested in the Portfolios, in Investment Contracts, and in (la) Investment Adviser. The Investment Adviser that enters other investments recommended by the Investment Adviser into a contract with the Retirement Trust to provide advice under the supervision of the Board of Trustees. No part of the with respect to investment of the Trust Prupem,,. Trust Property will be invested in securities issued by Public (i) Portfolios. The separate conm'~ingled accounts of Employers. investment established by the Investnsent Adx5ser to the Section 2.3 Ownership of Trust Property: The Trustees Retirement Trust, under the supervision of the Trustees, for shall have legal fide to the Trust Property. The Public Em- the ~urpose of providing investments for the Trust Property. ployers shall be the beneficial owners of the portion of the Trust Property allocable to the Deferred Compensation Plans. (j) Public Employee Trustees. Those Trustees elected by The portion of the Trust Property allocable to the Qualified the Public Employers who, in accordance with the pro~4sion Plans shall be held for the Public Employer Trustees for the of Section 3.1 (a) hereof, are full-rime employees of Public exclusive benefit of the Employees. Employers. Article IlL Trustees unexpired portion of the term of the Trustee who has resigned Section 3.1 Number and Quali~cation of Trustees: or otherwise ceased to be a Trustee. The appoinmaent shall be )The Board of Trustees shall comist of nlne Trustees. Five of made by a written instrument signed by a majority of the : Trustees shall be full-time employees of a Public Employer Trustees. The person appointed must be the same type of (the Public Employee Trustees) who are authorized by such Trustee (i.e., Public Employee Trustee or ICMA/R.C Trustee) Public Employer to serve as Trustee. The remaining four as the person who has ceased to be a Trustee. An appointment Trustees shall comist of two persons who, at the time of of a Trustee may be made in anticipation ora vacancy to occur election to the Board of Trustees, are members of the Board of at a later date by reason of retirement or resignation, provided Directors of ICMA and two persons who, at the time of that such appointment shall not become effective prior to such election, are members or former members of the Board of retirement or resignation. Whenever a vacancy shall occur, Directors oflLC (the ICMA/TLC Trustees). One of the until such vacancy is filled as prox~ded in this Section 3.5, the Trustees who is a director oflCMA, and one of the Trustees Trustees in office, regard]ess of their number, shall have all the who is a director of I~.C, shall, at the time of election, be full- powers granted to the Trustees and shall discharge all the duties time employees of Public Employers. Co) No person may imposed upon the Trustees by this Declaration. A written serve as a Trustee for more than two terms in any ten-year instrument certi~,ing the existence of a vacancy signed by a period, majority of the Trustees shall be conclusive ex~dence of the existence of such vacancy. Section 3.2 Election and Term: (a) Except for the Trust- ees appointed to fill vacancies pursuant to Section 3.5 hereof, Section 3.6 Trustees Serve in Representative Capacity: the Trustees sh~11 be elected by a vote ora naajoriry of the By executing this Declaration, each Public Employer agrees voting Public Employers in accordance with the procedures set that the Public Employee Trustees elected by the Public forth in the By-Laws. (b) At the first election of Trustees. Employers are authorized to act as agents and representatives of three Trustees shall be elected for a term of three )'ears, three the Public Employers collecth'ely. Trustees shall be elected for a tema of two years and three Trustees shall be elected for a tema of one )'ear. At each Article IV. Powers of Trustees subsequent election, three Trustees shall be elected, each to 7e for a term of three ),ears and uutll his or her successor is Section 4.1 General Powers: The Trustees shall have the :ted and qualified, power to conduct the business of the Trust and to carry on its Section 3.3 Nominations: The Trustees who are full-eLme operations. Such power shall include, but shall not be limited employees of Public Employers shall serve as the Nonzinating to, the power to: Committee for the Public Employee Trustees. The Non'finating (a) receive the Trust Property from the Public Employers, Committee shall choose candidates for Public Employee Tmstee Public Employer Trustees or the trustee or administrator in accordance with the procedures set forth in the By-Laws. under any Employer Trust; Section 3.4 Resignation and Removal: (a) Any Trustee (b) enter into a contract with an Investment Adviser may resign as Trustee (without need for prior or subsequent providing, among other things, for the establishment and accounting) by an instrument in writing signed by the Trustee operation of the Portfolios, selection of the Investment and delivered to the other Trustees and such resignation shall Contracts in which the Trust Property may be invested, be effective upon such delivery, or at a later date according to selection of the other investments for the Trust Property the terms of the instrument. Any of the Trustees may be and the payment of reasonable fees to the Investment removed for cause, by a vote ora majority of the Public Adx4ser and to any sub-investment adviser retained by Employers. (b) Each Public Employee Trustee shall resign his the Investment Adviser; or her position as Trustee xvithin sixty, days of the date on (e) rex4ew annually the performance of the Investment which he or she ceases to be a full-time employee of a Public Adviser and approve annually the contract with such Employer. Investment Adviser; Section 3.5 Vacancies: The term of office of a Trustee shall (d) invest and reinvest the Trust Property in the Portfolios, terminate and a vacancy shall occur in the event his or her the Investment Contracts and in any other investment death, resignation, removal, adjudicated incompetence or other recommended by the Investment Adviser, but not incapacity to perform the duties of the office of a Trustee. In including securities issued by Public Employers, ~se ora vacancy, the remaining Trustees shall appoint provided that ifa Public Employer has directed that its person as they in their discretion shall see fit (subject to monies be invested in one or more specified Portfolios th~ limitations set forth in this Section), to serve for the or in an Investment Contract, the Trustees of the Eight Trust o.[ the ICM.~ Rttireme.t Truest, January 1995 Retirement Trust shall invest such monies in accordance expenses from of the Trust Property; with such directiom; (re)pay expenses properly allocable to the Trust Property (e) keep such portion of the Trust Property in cash or cash incurred in connection with the Deferred balances as the Trustees, fi.om time to time, may deem Compensation Plans, Qualified Plans, or the Employ( to be in the best interest of the Retirement Trust created Trusts and deduct such expenses from that portion of hereby without l/abil/ty for interest thereon; the Trust Property to which such expenses are prope~ (f) accept and retain for such time as they may deem allocable; ad'v/sable any securities or other property, received or (n) pay out of the Trust Propen'y all real and personal acquired by them as Trustees hereunder, whether or not property taxes, income taxes and other taxes of any an such securities or other property would normally be all kinds which, in the opin/on of the Trustees, are purchased as investment hereunder; properly lexfed, or assessed under e.'cisting or future (g) cause any securities or other property held as part of the upon, or in respect of, the Trust Property and allocate Trust Property to be reg/stered in the name of the any such taxes to the appropriate accounts; Retirement Trust or in the name ora nom/nee, and to (o) adopt, amend and repeal the By-laws, prox4ded that hold any investments in bearer form, but the books and such By-laws are at all times consistent w/th the terms records of the Trustees shall at aL! times show that all this Declaration of Trust; such investments are a part of the Trust Prop~rr),; (p) employ persons to make available interests in the (h) make, execute, ac ~knowledge, and deliver any and all Retirement Trust to employers ehg/ble to maintain a documents of transfer and com'eyance and an5, and all Deferred Compensation Plan under Section 457 or a other instruments that may be necessary or appropriate Qualified Plan under Section 401 of the Internal · to carry out the powers herein granted; Revenue Code. as amended; (i) vote upon any stock, bonds, or other securities; give (q) issue the Annual Report of the Retirement Trust, and general or special proxies or powers of attorney w/th or the disclosure documents and other hterature used by without power of substitution; exercise any conversion the Retirement Trust; prixdleges, subscription rights, or other options, and (r) in addition to conducting the im'estment program make any payments incidental thereto oppose, or authorized in Section 4.1 (d), make loans, including the consent to, or otherwise participate in, corporate put(rase of&bt obligations, proxSded that all such loan reorganizations or to other changes affecting corporate shall bear interest at the current market rate; securities, and delegate discretionary powers and pay any assessments or charges in connection therewith; and (s) contract for, and delegate any powers granted hereund,e~ genera~y exercise any of the powers of an owner with to, such officers, agents, employees, auditors and attorneys as the Trustees may select, provided that the respect to stocks, bonds, securities or other property held as part of the Trust Property.; Trustees may not delegate the powers set forth in paragraphs (b), (c) and (o) of this Section 4.1 and may (j) enter into contracts or arrangements for goods or not delegate any powers if such delegation would violate sen'ices required in connection with the operation of their fiduciary duties; the Retirement Trust, including, but not l/mited to, contracts with custodians and contracts for the provision (t) provide for the indemnification of the OflScers and ofadmini, strative services; Trustees of the Retirement Trust and purchase fiduciary insurance; (k) borrow or raise money for the purposes of the Retirement Trust in such amgunt, and upon such terms (u) maintain books and records, including separate accounts for each Public Employer, Public Employer Trustee or and conditions, as the Trustees shall deem advisable, provided that the aggregate amount of such borrowings Employer Trust and such additional separate accounts as shall not exceed 30% of the value of the Trust Property. are required under, and consistent ,xfth, the Deferred No person lending money to the Trustees shall be Compensation or Qualified Plan of each Public bound to see the application of the money lent or to Employer; and inquire into its validity, expediency or propriety or any (v) do all such acts, take all such proceedings, and exercise such borrowing; all such rights and privileges, although not specifically (I) incur reasonable expenses as required for the mentioned herein, as the Trustees may deem necessary ' operation of the Retirement Trust and deduct such or appropriate to administer the Trust Property and to carry out the purposes of the Retirement Trust. 1CMA RETIREMENT CORPORATION Section 4.2 Distr/bution of Trnst Property: Distributiom Article VI. Annual Report to Shareholders fthe Trust property shall be made to, or on behalf of,, the The Trustees shall annually submit to the Public Employers Public Employer or Public Employer Trustee, in accordance and Public Employer Trustees a written report of the transac- with the terms of the Deferred Compensation Plans, Qualified tions of the Retirement Trust, including finandal statements Plato or Employer Trusts. The Trustees of the B. etirement which shall be certified by independent public accountants Trust shall be fully protected in making payments in actor- chosen by the Trustees. dance with the directions of the Public Employers, Public Employer Trustees or trustees or administrators of any Em- Artlc[e ¥IL Duration or Amendment ployer Trust without ascertaining whether such payments are of Retirement Trust in compliance with the provisions of the applicable Deferred Compensation or Qualified Plan or Employer Trust. Section 7.1 Withdrawal: A Public Employer or Public Section 4.3 Execution of Instruments: The Trustees may Employer Trustee may, at any time, withdraw from this unanimously designate any one or more of the Trustees to Retirement Trust by delivering to the Board of Trustees a written statement of withdrawal. In such statement, the Public execute any instrument or document on behalf of all, including but not limited to the signing or endorsement of any check Employer or Public Employer Trustee shall acknowledge that and the signing of any applications, insurance and other the Trust Property allocable to the Public Employer is derived contracts, and the action of such designated Trustee or Trust- from compensation deferred by employees of such Public ecs shall have the same force and effect as if taken by all the Employer pursuant to its Deferred Compensation Plan or from · contributions to the accouuts of Employees pursuant to a Trustees. Qualified Plan, and shall designate the financial institution to Article V. Duty of Care and Liability of Trustees xvhich such property shall be transferred by the Trustees of the Section 5.1 Duty of Care: In exercising the powers herein- R. etirement Trust or by the trustee or administrator under an before granted to the Trustees, the Trustees shall perform all Employer Trust. ,cts within their authoriW for the exclusive purpose ofprovid- Section 7.2 Duration: The P..etiremeut Trust shall continue ; benefits for the Public Employers in connection with until tem~inated by the vote ora majority of the Publid Oeferred Compensation Plans and Public Employer Trustees Employers. each casting one vote. Upon tem~ination, all of pursuant to Qualified Plans, and shall perform such acts with the Trust Property shall be paid out to the Public Employers, the care, skill, prudence and diligence in the circumstances Public Employer Trustees or the trustees or adn'finistrators of then prevailing that a prudent person acting in a like capaci~' the Employer Trusts, as appropriate. and familiar with such matters would use in the conduct of an Section 7.3 Amendment: The Retirement Trust may be enterprise ora like character and with like aims. amended by the vote of a majority of the Public Employers, Section 5.2 Liability: The Trustees shall not be hable for any each casting one vote. mistake ofjudgnaent or other action taken in good faith, and Section 7.4 Procedure: A resolution to temfinate or amend for any action taken or omitted in reliance in good faith upon the P,.erirement Trust or to remove a Trustee shall be submit- the books of account or other records of the lq. etirement Trust, ted to a vote of the Public Employers iff (i) a majority of the upon the opinion of counsel, or upon reports made to the Trustees so direct, or; (ii) a petition requesting a vote signed by Retirement Trust by any of its ofiqcers, employees or agents or not less that 25 percent of the Public Employers, is submitted by the Investment Adviser or any sub-investment adviser, to the Trustees. accountant, appraiser or other expert or consultant selected with reasonable care by the Trustees, officers or employees of the Ketirement Trust. The Trustees shall also not be liable for Article VIII. ~tllscellaneous any loss sustained by the Trust Property by reason of any Section 8.1 Governing Law: Except as otherwise required investment made in good faith and in accordance with the by state or local law, this Declaration of Trust and the P,.etire- standard of care set forth in Section 5.1. ment Trust hereby created shall be construed and regulated by Section 5.3 Bond: No Trustee shall be obligated to give any the laws of the District of Columbia. bond or other security for the performance of any of his or her Section 8.2 Counterparts: This Declaration may be !es hereunder, executed by the Public Employers and Trustees in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Internal Revenue Service DepaAment of the Treasu~ "This document may not be Index No. 457.07-00 used or cited as precedent. Washington DC 20224 Section 6110~)(3) of the Internal Revenue Code." Person to Contact: Refer Replyto: FEB 2 1996 Date: TR-31-1704 95 This replies to your request for a ruling submitted on behalf of X, an eligible employer within the meaning of section 457(e) (1) (A), with respect to proposed amendments to X's deferred compensation plan that covers its employees and individuals who contract independently with X. x has previously received favorable letter rulings concluding that the Plan is an eligible plan for purposes of section 457 of the Internal Revenue Code ("Code") . X now proposes to amend the Plan to provide participants with more flexible distribution op- tions. One such amendment will provide participants or beneficiaries with the option of electing certain forms of payment that include an automatic annual cost-of-living adjust- ment based on an identified and nationally recognized cost-of living index. A second amendment will permit participants to split the method for payout among the various dis- tribution options offered under the plan, so long as the minimum distribution require- ments of section 457(d) (2) are not violated. The effect of the amendments will allow participants to elect inter alia to have amounts paid to them first as a large lump sum followed by periodic payments of a lesser annual amount and then to have those periodic payments reduced to reflect the commencement of social security payments or increased to reflect an increase in the cost-of-living. Section 457(a) of the Internal Revenue Code provides that in the case of a partici- pant in an eligible deferred compensation plan, any amount of compensation deferred under the plan and any income attributable to the amounts so deferred shall be includable in gross income only for the taxable year in which such compensation or other income is paid or otherwise made available to the participant or beneficiary. Section 457(b) of the Code and section 1.457-2 of the Income Tax Regulations define the term "eligible deferred compensation plan." Those provisions contain the various requirements for an eligible plan, including rules for participation, deferral of compen- sation, and payment of benefits. Section 457(d) of the Code provides explicit distribution recf~irements for an eli- gible plan and section 457(d) (2) of the Code sets out the minimum distribution require- ments. Section 457(d) (2) (C) requires that, with respect to an eligible plan, any distri- bution payable over a period of more than 1 year can only be made in substantially non- increasing amounts (paid not less frequently than annually). No regulations define the term '~substantially non-increasing amounts." Under the plain meaning of that term, amounts distributed need not be equal but they also should not be radically or unexplainably dissimilar. A specified and generally recognized cost-of- living index used to provide an inflation adjustment to payments that would not otherwise 2 be made in substantially increasing amounts will not create radically or unexplainably dissimilar increasing payments. Additionally, we note that the economic reality of a reasonable adjustment for inflation does not provide participants wiun increased purchas- ing power that could cause the new payout amounts to be construed as substantially in creasing a participant's prior purchasing power. Thus, the Plan's provision to permit cost of-living indexing of payout amounts will not cause the indexed payments to violate the "substantially non-increasing" requirement of section 457(d) (2) (C). Section 457 does not prohibit a plan from making distributions in decreasing amounts. For example, a participant may be allowed to elect payment of a lump sum upon separation from service with the remainder of the benefit to be paid out in substantially non-increasing periodic payments of a lesser amount (calculated on an annual basis). Similarly, prior to the time any amounts become payable, a participant may be allowed to elect a payment option that provides for a reduction in the amount of substantially non- increasing periodic payments, where the reduction is scheduled to take effect once the participant attains social security retirement age. With respect to a split distribution from an eligible plan, however, section 457 does not permit a lapse of time between the time of commencement of payment of various payout options that may be available to participants. For purposes of section 457(d) (2), a split distribution is a single distribution system made up of several different payment options. There can be only one benefit payout commencement date. Accordingly, to avoid violating the requirement of section 457(d) (2) (C) that any distribution payable over a period of more than 1 year can only be made in amounts paid not less frequently than annually, there can be no time lapse between payments that equals or exceeds two years. Thus, if a participant elects to have a series of periodic payments follow the distribu- tion of a partial lump sum payment, the first payment of the series must be made no later than within the first year after the year in which the initial lump sum was paid. Because the proposed amended Plan limits the flexibility in distribution options provided so as not to violate the requirements of section 457(d) (2) of the Code and be- cause the cost-of-living adjustment option does not violate the substantially non-in- creasing rule of section 457(d) (2) (C), we conclude that the amendments to the Plan will not cause the Plan to become other than an eligible plan for purposes of section 457. This ruling is contingent on the adoption of the proposed amended Plan in the form submitted with your letter dated January 23, 1996. It is directed only to X, to X's em- ployees, and to individuals who contract independently with X. Section 6110(J) (3) of the Code provides that it may not be used or cited as precedent. If the Plan is subsequently modified, this ruling will not necessarily remain applicable. - 3 - Temporary or final regulations pertaining to one or more of the issues addressed in this ruling have not yet been adopted. Therefore, this ruling may be modified or revoked if the adopted temporary or final regulations are inconsistent with any conclusion in the ruling. See section 11.04 of Rev. Proc. 96-1, 1996-1 I.R.B. 39. However, when the crite- ria in section 11.05 of Rev. Proc. 96-1, 1996-1 I.R.B. 40, are satisfied, a ruling is not revoked or modified retroactively except in rare or unusual circumstances. Sincerely yours, ~ROBE/~RT D~ATC m 1 Chief Counsel (Employee Benefits and Exempt Organizations) Enclosure: Copy of section 6110 purposes. Thirteen RETIREMENT CORPORATION ADMINISTRATIVE SERVICES AGREEMENT Type: 457 Account Number: 4326 ICMA Plan # 4326 RF:rIR~;.~IF~Yr CORPORATION ADMINISTRATIVE SERVICES AGREEMENT This Agreement, made as of the ~?~'~//~ day of ~T~,q~_~. , 199/~ (herein referred to as the "Inception Date"), between The International City Management Association Retirement Corporation ("RC"), a nonprofit corporation organized and existing under the laws of the State of Delaware; and the City of Aventura ("Employer") a City organized and existing under the laws of the State of Florida with an office at 2750 NE 187th Street, Aventura, Florida 33180. Recitals Employer acts as a public plan sponsor for a retirement plan ("Plan") with responsibility to obtain investment alternatives and services for employees participating in that Plan; The ICMA Retirement Trust (the "Trust") is a common law trust governed by an elected Board of Trustees for the commingled investment of retirement funds held by state and local governmental units for their employees; RC acts as investment adviser to the Trust; RC has designed, and the Trust offers, a series of separate funds (the "Funds") for the investment of plan assets as referenced in the Trust's principal disclosure documents, "Making Sound Investment Decisions: A Retirement Investment Guide" and "A Retirement Investment Guide for the Mutual Fund Series." The Funds are available only to public employers and only through the Trust and RC. In addition to serving as investment adviser to the Trust, RC provides a complete offering of services to public employers for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account record-keeping, investment and tax reporting, form processing, benefit disbursement and asset management. -2- Plan # 4326 CORPORATION Agreements 1. A.n.nnlntm~.nt nf R~ Employer hereby designates RC as Administrator of the Plan to perform all non-discretionary functions necessary for the administration of the Plan with respect to assets in the Plan deposited with the Trust. The functions to be performed by RC include: (a) allocation in accordance with participant direction of individual accounts to investment Funds offered by the Trust; (b) maintenance of individual accounts for participants reflecting amounts deferred; income, gain, or loss credited, and amounts disbursed as benefits; (c) provision of periodic reports to the Employer and participants of the status of Plan investments and individual accounts; (d) communication to participants of information regarding their rights and elections under the Plan; and (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan. 2. Adnptinn nf TrH~t Employer has adopted the Declaration of Trust of the ICMA Retirement Trust and agrees to the commingled investment of assets of the Plan within the Trust. Employer agrees that operation of the Plan and investment, management and disbursement of amounts deposited in the Trust shall be subject to the Declaration of Trust, as it may be amended from time to time and shall also be subject to terms and conditions set forth in disclosure documents (such as the Retirement Investment Guide or Employer Bulletins) as those terms and conditions may be adjusted from time to time. It is understood that the term "Employer Trust" as it is used in the Declaration of Trust shall mean this Administrative Services Agreement. 3. Empln¥~r DHty tn Furnish Infnrm~tinn Employer agrees to furnish to RC on a timely basis such information as is necessary for RC to carry out its responsibilities as Administrator of the Plan, including information needed to allocate individual participant accounts to Funds in the Trust, and information as to the employment status of participants, and participant ages, addresses and other identifying information (including tax Plala # 432(5 RETIREME,N'I' CORPORATION identification numbers). RC shall be entitled to rely upon the accuracy of any information that is furnished to it by a responsible official of the Employer or any information relating to an individual participant or beneficiary that is furnished by such participant or beneficiary, and RC shall not be responsible for any error arising from its reliance on such information. RC will provide account information in reports, statements or accountings. All account discrepancies must be reported to RC within 120 days of the close of the quarter in which the discrepancy occurs. After that time the report, statement, or accounting shall be deemed to have been accepted by the Employer and the participants 4. C:P. rtRin Rp..nrP..~ntRtinn~: WRrrRnl'i~: Rncl ~nv~nRnt~ RC represents and warrants to Employer that: (a) RC is a non-profit corporation with full power and authority to enter into this Agreement and to perform its obligations under this Agreement. The ability of RC to serve as investment adviser to the Trust is dependent upon the continued willingness of the Trust for RC to serve in that capacity. (b) RC is an investment adviser registered as such with the Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended. ICMA-RC Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker- dealer with the Securities and Exchange Commission (SEC) and is a member in good standing of the National Association of Securities Dealers, Inc. RC covenants with employer that: (c) RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code; provided, however, RC shall not be responsible for the eligible status of the Plan in the event that the Employer directs RC to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms; provided, further, that if the plan document used by the Employer contains terms that differ from the terms of RC's standardized plan document, RC shall not be responsible for the eligible status of the Plan to the extent affected by the differing terms in the Employer's plan document. Employer represents and warrants to RC that: (d) Employer is organized in the form and manner recited in the opening paragraph of this Agreement with full power and authority to enter into and perform its obligations under this Agreement and to act for the Plan and participants in the Plan # 4326 RETIREMENT CORPORATIO.~ manner contemplated in this Agreement. Execution, delivery, and performance of this Agreement will not conflict with any law, rule, regulation or contract by which the Employer is bound or to which it is a party. 5. Pnrtini.nntinn in ~rtnin Prnn~din.n~ The Employer hereby authorizes RC to act as agent, to appear on its behalf, and to join the Employer as a necessary party in all legal proceedings involving the garnishment of benefits or the transfer of benefits pursuant to the divorce or separation of participants in the Employer Plan. The Employer consents to the disbursement by RC of benefits that have been garnished or transferred to a former spouse, spouse or child pursuant to a domestic relations order. 6. ~nmpRn.~atinn nnd Pnyment (a) Plan Administration Fee. The amount to be paid for plan administration services under this Agreement shall be 0.75% per annum of the amount of Plan assets invested in the Trust. Such fee shall be computed based on average daily net Plan assets in the Trust. (b) Account Maintenance Fee. There shall be an annual account maintenance fee of $18.00. The account maintenance fee is payable in full on January 1 of each year on each account in existence on that date. For accounts established after January 1, the fee is payable on the first day of the calendar quarter following establishment and is prorated by reference to the number of calendar quarters remaining on the day of payment. (c) Compensation for Management Services to the Trust. Employer acknowledges that in addition to amounts payable under this Agreement, RC receives fees from the Trust for investment management services furnished to the Trust, except that this fee is not assessed in the Mutual Fund Series (d) Mutual Fund Services Fee. There is an annual charge of 0.25% of assets under management that are held in the Trust's Mutual Fund Series. (e) Model Portfolio Fund Fee. There is an annual charge of 0.10% of assets under management that are held in the Trust's Model Portfolio Funds. (f) Payment Procedures. All payments to RC pursuant to this Section 6 shall be paid out of the Plan Assets held by the Trust and shall be paid by the Trust. The amount of Plan Assets held in the Trust shall be adjusted by the Trust as required to reflect such payments. -5- Plan # 4326 ~£T~£~£~'T CORPORATION Employer understands that amounts invested in the Trust are to be remitted directly to the Trust in accordance with instructions provided to Employer by RC and are not to be remitted to RC. In the event that any check or wire transfer is incorrectly labeled or transferred to RC, RC is authorized, acting on behalf of the transferor, to transfer such check or wire transfer to the Trust. RC shall not be responsible for any acts or omissions of any person other than RC in connection with the administration or operation of the Plan. 9. T~rm This Agreement may be terminated without penalty by either party on sixty days advance notice in writing to the other. 10. Arn~ndm~nt.~ ~nd Ad]lmtmc. nts (a) This Agreement may not be amended except by written instrument signed by the parties. (b) The parties agree that compensation for services under this Agreement and administrative and operational arrangements may be adjusted as follows: RC may propose an adjustment by written notice to the Employer given at least 60 days before the effective date of the adjustment and the notice may appear in disclosure documents such as Employer Bulletins and the Retirement Investment Guide. Such adjustment shall become effective unless, within the 60 day period before the effective date the Employer notifies RC in writing that it does not accept such adjustment, in which event the parties will negotiate with respect to the adjustment. (c) No failure to exercise and no delay in exercising any right, remedy, power or privilege hereunder shall operate as a waiver of such right, remedy, power or privilege. All notices required to be delivered under Section 10 of this Agreement shall be delivered personally or by registered or certified mail, postage prepaid, return Plan # 432b RETIREMENT CORPORATION receipt requested, to (i) Legal Department, ICMA Retirement Corporation, 777 North Capitol Street, N.E., Suite 600, Washington, D.C, 20002-4240; (ii) Employer at the office set forth in the first paragraph hereof, or to any other address designated by the party to receive the same by written notice similarly given. 12. Co m.nlc, t~. This Agreement shall constitute the sole agreement between RC and Employer relating to the object of this Agreement and Correctly sets forth the complete rights, duties and obligations of each party to the other as of its date. Any prior agreements, promises, negotiations or representations, verbal or otherwise, not expressly set forth in this Agreement are of no force and effect. 13. Gnv~rnin0 I nw This agreement shall be.governed by and construed in accordance with the laws of the State of Florida applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement ; as of the Inception Date first above written. CITY OF AVENTURA by: Signature/Date Name and Title (Please Print) INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION by: Stephen Wm. Nordholt/Date Corporate Secretary -7-