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Presented by Refesed To Commlttee Date WFIEREAS, the Public Housing Agency of the City of Saint Pau1("PHA") and the City of Saint Paul ("City") sponsor a pension plan for the benefit of eligible employees of the PHA and the City, known as the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota ("Pension Plan"); and WHEREAS, the Board of Tmstees of the Pension Plan, acting on the advice of legal counsel and financial consultants, has recommended that the Pension P1an document be revised to conform it to the existing Intemal Revenue Code rules and regulations; and WHEREAS, the revision is not intended to make any substantive changes in the benefits provided to participants by the City and/or the PHA under the Pension Plan; NOW, THEREFORE, BE IT RESOLVEA by the Council of the City of Saint Paul that the proposed January I, 2000 Restatement of the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota is hereby approved. eas a s sen enanav ` 1/ ey ✓ os om ✓ o eman ✓ ams ✓ an ✓ ei er / V � b 1 Adopted by Council: Date 5 ppo Adoption Certified by Council Secretary ' B y`' —� Approved by By: _ Requested by BY� ��61 Form Approv B � Approved by By: � RESOLUTION CITY OF SAlNT PAUL, MINNESOTA Green Sheet # G t�.34 l� iov�z DEPAR'I'N�NT/OFFiCE/COUNCIL: DATE INITIATED GREEN SHEET No. 61234 Plawiiug & Economic Dev May 10, 2000 0 � ' S CONTACI' PERSON & PHONE: � e7'E 7NP17AL7DATE Cazole Otto/Terry Ca.roey 1 DEPARTMENT DIR. a crrtcovrrcu. MUST BE OM COUNCII, AGENDA BY (DATE) '� *� ^ TrpTqgEg CITY ATTORNEY CITY CLERK g�g FAIANCTAL SERV DII2. _ FINANCIAI. SERV/ACCTG ROUTING ORDER 3 MAYOR(ORASST_) CIVQ.SERVICE COMMISSION TOTAL # OF SIGNAT[IRE PAGES _1_(CLIP ALL LOCATIONS FOR SIGNATURE) acrioiv xxEQuESrEn: Signature on attached resolution RECOMMENDATIONS: Approve (A) or Reject (R) PERSONAI. SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUES1'iONS: PI.ANNING COMMISSION 1. Has this peisonJfim� ever woiked under a contract for Ws department? CIB CAMMITTEE Yes No CIVIL SERVICE COMMISSION 2. Has this person/firm ever been a city employee? Yes No 3. Does titis person/firm possess a skill not nomially possessed by any cnrtent ciTy employee7 Yes No Explain sll y¢s answers on separate sheet and attech to green sheet INITL4TING PROBLEM, ISSUE, OPPORTUNTTY (Who, What, Whery Where, Why): Staff and the Board of Trustees of the HIZA/PHA pension plan recommend a restatement of the Pension Plan of the former Housing and Redevelopment Authority of Saint Paul employees. When the HRA was merged into the City of Saint Paul in 1977, TIRA employees had the option of continuing their defined contribution pension plan. There are approximately 20 employees who participate. The changes being made aze purely "housekeeping" and in no way will impact the performance of the pian. ADVANTAGES IF APPROVED: This restatement will bring the plan into conformance with the current IRS rules. DISAUVANTAGES IF AFPROVED: .�-.; :. . .. . , .i_ � �,. � ; �.=, None ��'�� - � , DISADVANTAGES IN NOT APPROVED: I�RA Pension plan will not be in conformance with cunent II2S rules. ='`y �� TOTAL AMOi7NT OF TRANSACTION: $ Not applicable COSTiREVENUE BUDGETED: F[JNDINGSOURCE: ACTIVTIYNiJMBER: F��`��GIi CP,)'S��.P FINANCIAL INFORMATION: (EXPLAIN) �� ' \�Ped�sys2�Shared�OTTOVuapension.wpd r � 00 -S 3.� PENSION PLAN OF THE HOUSING AND REDEVELOPMENT' AUTHORITY OF THE CITY OF SAINT PAUL, hIINNESOTA (January 1, 2000 Restatement) TABLE OF CONTENTS PREAMBLE ARTICLE I AEFINITIONS 1.1 1.2 2.1 3.1 3.2 3.3 3.4 Plan Defmitions ................. ..................................................2 Interpretation......................................................... ARTICLE II SERVICE Vesting Service .............................. ....................5 � ARTICLE III ELIGIBII.ITY AND PARTICIPATION Eligibitity .............................................................. ...7 Reemptoyment..............................................................................................7 No 't�icatioQ Concerning New Active Par4cipanfs ....................................7 Effectand Deration ......................................................................................7 ARTICLE IV 414(h) CONTRIBUTIONS 4.1 414(h) Contribations ....................................................................................8 4.2 Amount oF414(h) Contributions .................................................................8 43 Delivery of 414(h) Contributions ................................................................8 4.4 Vesting of 414(h) Contributions ..................................................................8 ARTICLE V AFTER TAX AND ROLLOVER CONTRIBUTIONS 5.1 5.2 5.3 5.4 5.5 5.6 5.7 5.8 After-Tag Contri6ntions ..............................................................................9 Amount of After-Tas Contributions by Payroll Withholding .................9 Changes in Payroll WitfihoIding Anthorization .............................:..........9 Suspension ofAfter-Tas Contribations by PayroIl With6olding............9 Resnmptioa of After-Tax Contribaf3oas by Payroll Withholding.........10 Rollover Contributions ..............................................................................10 Delivery ofAfter-Taa CoaYribntions ........................................................20 Vesting of After-Taa Contributions aad RoIlover Contributioas .........10 ARTICLE VI EMPLOYER CONTRIBUTIONS 6.1 Contribution Period ....................................... ............................11 (ii) o�-a�� 6.2 EmployerContributions ............................................................................li 6.3 Allocation of Employer Contributions ..................................................... 6.4 Payment of Employer Contributions ........................................................1 l 6.5 Eligibility to Participate in Allocation ...................................................... 6.6 Vesring of Employer Contributions .........................••••.••••••••-••••••••••••••••••• 6,7 Forfeitures to Reduce Employer Contriburions or Administrative Expenses of the Plan ..........................................i2 ....................................... ARTICLE VII LIMITATIONS ON CONTRIBUTIONS 7.1 Definitions ............... ................................................13 .................................... 7,2 Code Section 415 Limitations on Crediting of Contributions and Fo rfeitu res ................................................................................................... 7.3 Coverage Under Other Qualified Defined Contribution Plan ...............14 7.4 Coverage Under Qualified Defined Benefit Plan .....................................i4 7.5 Scope of Limitations ................................................................................... ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8.1 General Fund .............................................................................................. 8.2 Investment Fuuds ....................................................................................... 83 Income on Trust ........................... ......................16 ........................................ 8.4 Separate Accounts ...................................................................................... 8.5 Sub-Accounts ..............................................................................................16 ARTICLE IX LIFE INSURA1�iCE CONTRACTS OR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts ................................................................................ 9,2 Payment of Premiums .................. .............................................................. 9.3 Overriding Conditions and Limitations ................................................... 4.4 Death Benefits ............................................................. ................................1 ARTICLE X DEPOSIT AND INVESTMENT OF CONTRIBUTIONS - 10.1 Future Contribution Investment Elections .............................................. 10.2 Deposit of Contributions ............................................................................ 10.3 Election to Transfer Between Funds ..................................................... ...20 ARTICLE XI CREDITING AND VALUING SEPARATE ACCOUNTS 2i 11.1 Crediring Separate Accounts ............................................................. 2i 11.2 Valuing Separate Accounts ....................................................................... 11.3 Plan Valuation Procedures .................................... .................................... (iii) 11.4 Finality of Determinations ........................... .......................22 ....................... 11.5 Notification ..................................................................................................22 ARTICLE XII LOANS 12.1 No Loans ......................................................................................................23 ARTICLE XIII WTTHDRAWALS 13.1 Withdrawals of After-Tax Contributions ............... . ........................24 ......... 13.2 Limitations on Withdrawals ......................................................................24 14.1 14.2 14.3 ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE Notice of Severance Date ............................................................................25 Separate Accounting for Non-Vested Amounts .......................................25 Disposition of Non-Vested Amounts .........................................................25 ARTICLE XV DISTRTBUTIONS 15.1 Distributions to Participants ........................... 15.2 Distributions to Beneficiaries .......................... 15.3 Required Commencement ofDistribnrion..... 25.4 Reemployment of a Participattt ....................... 15.5 Facility of Payment ........................................... 15.6 Inability to Locate Payee ................................. ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY ................................... 16.2 Special Death Benefit ............................ 16.3 D'uect Rollover ............................•---------- ARTICLE XVII BENEF'ICIARIES 17.1 Designation of Beneficiary ............... ................ •-•.......26 ..........................26 ..........................2'7 ..........................27 ...........................2 8 ...........................2 8 ...........................2 8 • • .........................3 0 ARTICLE XVIII ADMT1vISTRATION 18.1 Establishment of Administrative Committee ..........................................31 18.2 Authority of the Administrator .......................... .........31 ............................. 18.3 Action of the Administrator ......................................................................32 18.4 Claims Review Procedure .........................................................................32 (iv) oo-Sa� 18.5 Indemnification ........................................................................................... 18 .6 Actions Binding ......................................................................................... ARTICLE XIX AMENDMENT AND TERMINATION 19 .1 Amendment ................................................................................................. 19.2 Limitation on Amendment ....................................................................... 19 .3 Termination ............................................................................................... 19.4 Withdrawal of an Employer ..................................................................... 19 .5 Approvai by HUD ....................................................................................... AIiTICLE XX ADOPTION BY OTHER ENTITTES 2Q.1 Adoption by Other Enrities ....................................................................... 20.2 Effective Plan Provisions .......................................................................... 21.1 21.2 21.3 21.4 21.5 21.6 21.7 21.8 21.9 21.10 21.11 21.12 21.13 21.14 ARTICLE XXI NIISCELLANEOUS PROVISIONS No Commitment as to Employment ......................................................... Benefits ....................................................................................................... 37 No Guarantees ........................................................................................... Expenses ..................................................................................................... 3 7 Precedent .................................................................................................... 37 Duty to Furnish Information .................................................................... Withholdin ....................................38 g ........................................................... BackPay Awards ...................................................................................... Return of Contributions to an Employer ................................................ Validity Plan .......................................................................................... TrustAgreement ........................................................................................39 Parties Bound ................. ...........................................................39 ................. Apptication of Certain Plan Provisions .................................................... Transferred .....................................................................................39 ARTICLE XXII EFFECTIVE DATE - 22.1 Effective Date of Amendment and Restatement ...................................... (v) 00 -S3 � PREAMBLE The Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, originally effective as of January 1, 1974, is hereby amended and restated in its entirety. The Plan, as amended and restated hereby, is intended to qualify under Section 401(a) of the Code. The Plan is maintained for the exclusive benefit of eligible employees and their beneficiaries. 1 ARTICLE I DEFINITIONS 1.1 Plan Definitions As used hereirt, the following words and phrases have the meanings hereinafter set forth, unless a different meaning is plainly required by the context: An "Active Participant" means an Employee who has met the eligibility requirements of Section 3.1 and who has not ceased to be an Active ParticipanY as provided in Section 3.4. The "Admiuistrative Committee" means the committee established pursuant to Section 18.1. The "Administrator" means the Administrative Committee, unless the Adminis�ative Committee designates another person or persoas to act as such. An "After-Tax Contribution" means any after-tax employee contribution made by a Participant as provide@ under Article V. The "Beneficiary" of a Participant means the person or persons entitIed wnder the provisions of the Ptan to receive distribution hereunder in the event the Participant dies before receiving dishiburion of his en[ire interest under the PIan. The "City" means the City of Saint Paul, Minnesota. The "Code" means the Intemal Revenue Code of 1986, as amended from time to time. Reference to a section of the Code includes such secrion and any comparable secrion or sections of any future legislation that amends, supplements, or supersedes such section. The "Compensation" of a Participant for any period means the wages as defined in Section 3401(a) of the Code, determined without regard to any rules that limit compensation included in wages based on the nature or location of the employment or services performed, and all other payments made to him for such period for services as an Employee for which lus Employer is required to fiunish the Participant a written statement under Secdons 6041(d), 6051(a)(3), and 6052 of the Code, but determined prior to any exclusions for 414(h) Contribnrions. Notwithstanding the foregoing, Compensation shall noY include the followiug: (a) overtime payments; (b) bonuses; aud (c) a11 other forms of eacha compensation. 2 00 -sy� In no event, however, shall the Compensation of a Participant taken into account under the Pian for any Plan Year exceed (1) $200,000 for Plan Years beginning prior to 3anuary 1, 1994, or (2) $150,000 for Plan Yeazs beginning on or after January 1, 1994 (subject to adjustment annually as provided in Section 401(a)(17)(B) and Section 415(d) of the Code; provided, however, that the dollaz increase in effect on January 1 of any calendar year, if any, is effecrive for Plan Yeazs beginning in such caiendar yeaz). If the Compensarion of a Participant is detemuned over a period of time that contains fewer than 12 calendar months, then the annual compensation limitation described above shall be ad,}usted with respect to that Participant by multiplying the annual compensation limitation in effect for the Plan Year by a fraction the numerator of which is the number of full months in the period and the denominator of which is 12; provided, however, that no proration is required for a Participant who is covered under the Plan for less than one full Plan Year if the formula for allocations is based on Compensation for a period of at least 12 months. A"Coatribution Period" means the period specified in Article VI for which Employer Contributions shall be made. An "Employee" means any natural person who is employed as a common law empioyee of an Employer, provided his customary employment is for more than 20 hours per week and more than five months each Plan Year, except that the foilowing shall appiy: (a) Such term shall not include an employee who is covered by a collective bazgaining agreement that does not specifically provide for wverage under the Plan if retirement benefits were the subject of good faith bazgaining. (b) Such term shall not include an employee of the City, unless the employee was formerly employed by HRA and elected to continue to participate in the Plan upon becoming an employee of the City. An "Employer" means any entity which has adopted the Plan as provided under Article XX, including PHA and the City. An "Employer Contribntion" means the amount that an Employer contributes to the Pian as provided under Article VI. _ "ERISA" means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to a section of ERISA includes such secrion and any compazable section or sections of any furiue legislation that amends, supplements, or supersedes such section. A"414(h) Contribution" means the amount contributed to the Plan on a ParticipanPs behalf by his Employer in accordance with Section 414(h)(2} of the Code, as provided in Article IV. The "General Fund" means a Trust Fund maintained by the Trustee as required to hold and administer any assets of the Trust that are not allocated among any separate Investment Funds as may be provided in the Plan or the Trast Agreement. No General Fund shall be maintained if atI assets of the Trust are allocated aznong separate Investment Funds. "HRA" means the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, and any successor thereto. An "Inactive Participant" means any Participant who has ceased to be an Active Participant as provided in Section 3.4. An "Iavestment Fund" means any separate investment Trust Pund maintained by the Trustee as may be provided in the Plan or the Trust Agreement or any separate inveshnent fund maintained by the Trustee, to the extent that there aze Participant Sub-Accounts under such funds, to which assets of the Trust may be allocated and separately invested, The "Normal T2etirement Date" of an employee means the date he attains age 65. A"ParticipanY" means any person who has a Separata Account in tfie Trust. "PHA" means the Public Housing Agency of the City of Saint Paul, Minnesota. The "Plan" means this Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, as stated in this instrument and as it may be aruended from time to time. A"Plaa Year" means the 12-cousecufive-month period ending December 31, 1974 and eacfi 12- consecutive-month period thereafter. A "Predecessor Employer" means HI2A, A"Rollover Contribution" means any rollover contribution to the Plan made by a Participant as may be permitted under Article V. A"Separate Account" means the account maintained by the Trustee in the name of a Participant . that reflects his interest in the Trust and any Sub-Accounts maintained thereunder, as provided in Article VIII. A"Snb-AccounY' means any of the individual sub-accounts of a ParticipanPs Sepazate Account that is maintained as provided in Article VIII. An Employee's "Severance Date" means the date on which his status as an Employee of any Employer ceases for any reason, except tfiat if the Employee is on leave of absence, military leave, layoffwith right ofrecalI, or similaz status, he shall not incur a Severance Date while in that status, but will incur a Severance Date when such status ends unless he returns to active employment with an Employer at that time or, in the case of aa Employee on military leave, 0 ao • ts� within the period during which he retains reemployment rights under the Uniformed Services Employment and Reemployment Rights Act of 1994. The "TrusY' means the trust, custodial accounts, annuity conh�acts, or insurance contracts maintained by the Trustee under the Trust Agreement. The "Trust AgreemenY' means the agreement entered into between the Administrator and the Trustee relating to the holding, investment, and reinvestinent of the assets of the Plan, together with all amendments thereto and shall include any agreement establishing a custodial account, an annuity contract, or an insurance contract (other than a life, health or accident, property, casuaity, or liability insurance contract} for the inveshnent of assets if the custodial account or contract would, except for the fact that it is not a trust, constitute a qualified trust under Section 401 of the Code. The "Trustee" means the trustee or any successor trustee which at the time shall be desi�ated, qualified, and acting under the Trust Agreement and shall include any insurance company that issues an annuity or insurance contract pursuant to the Trust Agreement or any person holding assets in a custodial account pursuant to the Trust Agreement. The Administrator may designate a person or persons other than the Trustee to perform any responsibility of the Trustee under the Plan, other than trustee responsibilities as defined in Section 405(c)(3) of ERISA, and the Trustee shall not be liable for the performance of such person in carrying out such responsibility except as otherwise provided by ERISA. The term Trustee shall include any delegate of the Trustee as may be provided in the Trust Agreement. A"Trust Fund" means any fund maintained under the Trust by the Trustee. A"Valuation Date" means the last day of each calendar month and any other date or dates designated by the Administrator and communicated in writing to the Trostee for the purpose of valuing the General Fund and each Investment Fund and adjusting Separate Accounts and Sub- Accounts hereunder, which other dates need not be uniform with respect to the General Fund, each Invesrinent Pund, Separate Account, or Sub-Account. The "Vesting Service" of an employee means the period or periods of service credited to him under the provisions of Article II for purposes of determining his vested interest in that portion of his Separate Account that is attributable to Employer Contributions. 1.2 Interpretarion Where required by the context, the noun, verb, adjective, and adverb forms of each defined term shall include any of its other forms. Wherever used herein, the masculine pronoun shall include the feminine, the singular shall include the plural, and the plural shall include the singular. 5 ARTICLE II SERVICE 2.1 Vesteng Service A Participant shall be credited with a yeaz of Vesting Service for each Plan Yeaz in which he is an Acrive Participant for tfie full Plan Year. If the Participant is not an Active Participant for the fu21 Plan Yeaz, he shall be credited with 1/12th of a year of Vesting Service for each month in which he is an Acrive Participant. 00 •sZ� ARTICLE III ELIGIBILITY AND PARTICIPATION 3.1 Eligibility Except as otherwise provided in Section 3.4, each Employee who was an Active Participant immediately prior to the effecrive date of ttus amendment and restatement shall continue to be an Active Participant. Each other Employee shali become an Active Participant as of the date on which he becomes an Employee. 3.2 Reemployment If a person who terminated employment with an Employer is reemployed as an Employee, he shall become an Active Participant on the date he is reemployed. 33 Notification Concerning New Active Participants Each Employer shall notify the Administrator as soon as practicable of Employees becoming Active Participants as of any date. 3.A Effect and Duration Upon becoming an Acrive Participant, an Employee shall be entitled to have 414(h) Contriburions made to the Plan on his behalf and to make After-Tax Contributions to the Plan and shall be bound by all the terms and condirions of the Plan and the Trust Agreement. A person shall continue as an Active Participant eligible to have 414(h) Contributions made to the Plan on his behalf and to make After-Tax Contriburions to the Plan until the earliest of: (a) his Severance Date; (b) his absence from employment because of leave of absence; (c) his absence from employment because of military leave; (d) his absence from employment because of layoff with right of recall or similar status; (e) his ceasing to be an Employee; or ( fl termination of the Plan. 7 axTZC�.� iv aia�n� corrr�usu�orrs 4.1 424(h) Contributions Effec6ve as of the date he becomes an Active Participant, an Employee's Compensation shall be reduced by the amount specified in Section 4.2 and such amount shall be paid to the Plan by Ius Employer on his behalf as a 414(h) Conh 4I4(h) Contriburions are intended to be treated as employee conkdbutions that are "picked up" by the Participant's Employer as an employer contribution described in Section 414(h)(2) of the Code and are not includible in gross income of the Acrive Participant on whose behalf such contriburion was made. 414(h) Conhibufions on behalf of an Active Participant shall coiumence with the fust payment of Compensation made on or after the date on which he becomes an Active Participant and shall cease when the Participant ceases to be an Active Participant as provided in Section 3.4. 4.2 Amount of 414(h) Contributions The aznount of 414(fi} Contributions to be made to the Plan on behalf of an Active Participant by his Employer shall be: (a) for Employees of PHA, five percent of Compensation; and (b) for Employees of the City, the amount that when added to the Employer Contribution made under Section 6:2 shall resultin a combined 414(h) Conhibutioa and Employer Contribution equal to 12 percent of Compensatzon. 4.3 Delivery of 414(h) Contributions Each Employer shall cause to be delivered to the Trustee in cash at1414(h) Contributions withheld from Participants' Compensation no later than the end of the month foltowing the month in which such amounts were withheld. 4.4 Vesting of 414(h) Contributions A Participant's vested interest in that portion of his Separate Account attributable to his 414(h) Conhibutions shall be at all times 100 percent. oo-�t ARTICLE V AFTER-TAX AND ROLLOVER C01�3TRIBUTIOi�iS 5.1 After-Tax Contributions An Acrive Participant may elect in writing in accordance with rules prescribed by the Administrator to make After-Tax Contributions to the Plan. After-Ta�c Contributions may be made either by payroll withholding and/or by delivery of a cash amount to an Active Participant's Employer, as determined by the Administrator. An Acrive Participant's election to make After-Tax Contributions by payroll withholding may be made effective as of the date or dates prescribed by the Administrator. After-Talc Conh by payroll withholding shall commence with the first payment of Compensation made on or after the Enrollment Date on which the Active ParticipanYs election is effective. 5.2 Amonnt of After-Tax Contributions by Payroll Withholding The amouttt of After-Tax Contributions made by an Active Participant by payroll withholding shall be either (i) an integral percentage of his Compensation of not less than one percent nor more than ten percent or (ii) a specified monetary amount not in excess of ten percent of his Compensation, as prescribed by the Administrator. 5.3 Changes in Payroll Withholding Anthorization An Acrive Participant may change the percentage or amount of his future Compensation that he conhibutes to the Plan as After-Tas Contributions by payroll withholding at such time or times during the Plan Year as the Administrator may prescribe by filing an amended payroll withholding authorization with his Employer such number of days prior to the date such change is to become effective as the Administrator shall prescribe. An Active Participant who changes tus payroll withholding authorization shall be limited to selecting a percentage or an amount of his Compensation that is otherwise permitted under Section 5.2. After-Tax Contributions shall be made pursuant to an Active Participant's amended payroll withholding authorizarion filed in accordance with this Section commencing with Compensation paid to the Active Participant on or after the date such filing is effecrive, until otherwise altered or terminated in accordance with the Plan. 5.4 Suspension of After-Tax Contributions by Payroll Withholding An Acrive Participant who is making After-Tax Contributions by payroU withholding may have such contributions suspended at any time by giving such number of days advance written norice to his Employer as the Administrator shall prescribe. Any such voluntary suspension shall take effect commencing with Compensation paid to such Acdve Participant on or after the expiration of the zequired notice period and shall remain in effect until After-Tax Contributions are resumed as hereinafter set forth. 5.5 Resumpteon of After-Tax Coatribntions by Payrott Withholding An Active Participant who has votuntarily suspended his After-Tax Contributions made by payroil withhotding in accordance with Section 5.4 may have such contriburions resumed at such time or times during the Plan Year as the Administrator may prescribe by filing a new payroli withholding authorization with his Employer such number of days prior to the date as of which such contriburions are to be resumed as the Administrator shatl prescribe. 5.6 Rollover Contributions Subject to tfie rules and procedures prescribed by the Administrator, an Employee who was a participant in a plan qualified under Section 401 or 403 of the Code and who receives a cash distribution from such plan that he elects either (i) to roll over immediately to a quali&ed retirement plan or (ii) to roll over into a conduit IRA from which he receives a Yater cash distribution, may elect to make a Rollover Contribution to the Plan if he is entitIed under Section 402(c), Section 403(a)(4), or Section 408(d)(3)(A) ofthe Code to roll over such distribution to anoYher qualifred retirearent plan. The Administrator may require an Employee to provide it with such information as it seems necessary or desirable to show that he is entitled to roll over such distribution to another qualified retirement plan. An Employee shall make a Rollover Conh to the Plan by delivering, or causing to be delivered, to the Tnistee the cash that constitutes the Rollover Contribution amounY within 60 days of receipt of ttie distribution from the plan or &om ffie conduit II2A in the marmer prescribed by the Administrator. 5.7 Delivery of After-Tax Contriburions As soon after the date an aznount would otherwise be paid to an Employee as it can reasonably be sepazated from Employer assets oz as soon as reasonably pracricable after aa amount has been delivered to an Employer by an Employee, the Employer shall cause to be delivered to the Trustee in cash the After-Tax Contributions atfributab2e to such amount. 5.8 Vesting of After-Tax Contributions and RoIIover Cotttributions A ParticipanYs vested interest in that portion of his Separate Account attributable to his After-Talc Conhibutions and his Rollover Contributiotts shall be at all times 100 percenY. l0 � -.5�.� ARTICLE VI EMPLOYER CONTRIBi3TIONS 6.1 Contriburion Period The Contribution Period for Emgioyer Contributions under the Plan shall be each month. 6.2 Employer Contributions Each Employer shall make an Employer Contribution to the Plan for the Contribution Period as follows: (a) PHA shall make an Employer Contriburion equal to seven percent of the Compensation paid to its Ernployees during the Contriburion Period who are eligible to participate in the allocation of Employer Conhibutions for the Contribution Period, as determined under this Article. (b) The City shall make an Employer Contribution equal to a percentage of the Compensation paid to its Employees during the Coniribution Period who are eligible to participate in the allocafion of Employer Contributions for the Conhibution Period, as deternvned under this Article, equal to the sum of the employer contribution and the additional employer contriburion for a"coordinated member" under the Public Emgloyees Retirement Association. 6.3 Allocation of Employer Contributions Any Employer Contriburion made by an Employer for a Contribution Period shall be allocated among its Employees during the Contriburion Period who are eligible to participate in the allocarion of Employer Contributions for the Contribution Period, as determined under this Article. The ailocable shaze of each such Employee shall be in the rario which his Compensation from the Employer for the Contribution Period beats to the aggregate of such Compensation for all such Employees. 6.4 Payment of Employer Contributions Employer Contributions made for a Contribution Period shall be paid in cash to the Trustee no later than the end of the following Contribution Period. 6.5 Eligibility to Participate in Allocation Each Employee shall be eligible to participate in the allocation of Employer Contributions while he is an Active Participant in accordance with the provisions of Article I[I. 11 6.6 Vesting of Employer ConYribations A Participant's vested interest in that portion of fiis Separate Account attributable to Employer Conh shall be detemuned in accordance with the following schedule: Years of Vesrin� Service Vested Interest Less than one one but less than two two but less than three three but 2ess than four four but Iess fhan five five or more 0% 20% 40% 60% 80% 100°/a Notwithstanding the foregoing, if a Participant is employed by an Employer on his Normal Retirement Date, the date he attains age 55 or later, the date he dies, or the date he becomes permanently and totally disabled (as defined hereundet) such that he can no longer continue in the service of his Employer, as determined by his Employer on the basis of a written certificate of a physician acceptable to it, his vested interest in that portion of his Sepazate Account attributable to Employer Contributions sfiall be I00 percent. A Participant is permanently and totaIly disabled hereunder if he has a medically determinable physical or mental disability that is expected to result in death or to be of continued and indefinite duration and which renders the Participant unable to engage in any employment or occupation for remuneration for which the Participant is reasonably qualified by reason.of his training,.education, and eaperience. 6.7 Forfeetures to Reduce Employer Contribatious or Administrative Expenses of the Ptan Norivitfistanding any other provision of the Plan to the contrary, the amount of the Employer Contribution required under this Arkicle for a Contribution Period may be reduced by the amount of any forfeitures occurring duting the Contribution Period. Altematively, forfeitt�res may be used to reduce the administrative e�cpenses of the Plan. 12 00 -sa.� ARTICLE VII LIMITATIONS ON CONTRIBUTI0I�IS 7.1 De�nitions Fo; purposes of this Article, the following terms have the following meanings: (a) The "annual addition" with respect to a Participant for a 1'unitation year means the sum of the G14(h) Contributions, Employer Contributions, and After-Tax Contributions allocated to his Sepazate Account for the limitation year, the employer contributions, employee contributions, and forfeitures allocated to his accounts for ffie lunitation year under any other qualified defined contribution plan (whether or not temunated} maintained by an Employer concurrently with the Plan, and amounts described in Sections 415(1)(2) and 419A(d)(2) of the Code allocated to his account for the limitation yeaz; provided, however, that the annual addirion for limitation years be gnnin g prior to January 1, 1987 shail not be recalculated to treat ali After-Tax Contributions and employee contributions as annual additions. (b) A"limitation yeaz" means the Plan Year. 7,2 Code Section 415 Limitations on Crediting of Contriburions and Forfeitures Notwithstanding any other provision of the Plan to the contrary, the annual addition with respect to a Participant for a limitation yeaz shall in no event exceed the lesser of (i) $30,000 (adjusted as provided in Section AI S(d) of the Code, with the first adjustment being made for limitation years beginning on or after January 1, 1996) or (ii) 25 percent of the Participant's compensation, as defined in Section 415(c)(3) of the Code and regularions issued thereunder, for the limitation yeaz. If the annual addition to the Segaraze Account of a Participant in any limitation year would otherwise exceed the amount that may be applied for his benefit under the limitation contained in this Section, the lunitation shall be satisfied by reducing contributions made by or on behalf of the Participant to the extent necessary. The amount of any reduction of 414(h) Contributions and After-Tax Contributions (plus any income attributable thereto) shall be returned to the Participant. The amount of any reducrion of Employer Contributions shall be deemed a forfeiture for the limitation year. Amounts deemed to be forfeitures under this Section shall be held unallocated in a suspense account established for the limitation year and shall be applied against the Employer's contribution obligation for the next following limitation yeaz (and succeeding lunitation yeazs, as necessary). If a suspense account is in existence at any time during a limitation yeaz, all amounts in the suspense account must be allocated to Participants' Separate Accounts (subject to the limitations contained herein) before any further 414(h) Contributions, Employer Conttiburions, or After-Tax Contributions may be made to the Plan by or on behalf of Participants. No suspense account established hereunder shall share in any increase or decrease in the net worth of the Trust. For purposes of 13 this Article, excesses shall result only from the allocation of forfeihues, a reasonable error in estimating a ParticipanYs annual compensation (as defined in Section 415(c)(3j of the Code and regulations issued thereunder), or other limited facts and circumstances that justify the availabitity of the provisions set forth above. 7.3 Coverage Under Other Qualified Defined Contribarion Plan If a Participant is covered by any other qualified defined contribution pian (whether or not terminated) maintained by an Employer concurrently with the Plan, and if the annual addition for the limitation year would otherwise exceed the amount that may be applied for the ParticipanYs benefit under the limitarion contained in Section 7.2, such excess sha11 be reduced first by retuming the employee contributions made by the Participant for the Iimitation yeaz under all of the defined conhiburion plans other than the Plan and the income attributable thereto to the extent necessary. Tf the limitation containedin Secrion 7.2 is still not sarisfied after retzuning all of the employee contributions made by the Participant under all such other plans, the procedure set forth in Seciion 7.2 shall be invoked to eliniinate any such excess. If the Iimitarion contained in Section 7.2 is sti12 not satisfied after invocation of the procedure set forkh in Section �.2, the portion of the employer contributions and of forfeitures for the limitation year under all such other plans that has been allocated to the Participant thereunder, but which exceeds the limitation set forth in Section 7.2, shall be deemed a forfeiture for the limitarion year and shall be disposed of as provided in sach other plans; provided, however, that if the Participant is covered by a money purchase pension plan, the forfeiture shall be effected first under any other defined eontribution plan that is not a money purchase pension plan and, if the limiYation is still not satisfied, then under such money.purchase pension glau. 7.4 Coverage Under Qualified Defined Benefit Plan If a Participant in the Plan is also covered by a qualified defined benefit plan (whether or not terminated) maintained by an Employer in no event shalI the sum of the defined benefit plan fracfion (as defined in Secrion 415(e)(2) of the Code) and the defined contribution plan fraction (as defined in Secrion 415(e)(3) of the Code) exceed 1.0 in any limitarion yeat. If, before October 3, 1973, the Participant was an acrive pariicipant in a qualifted def ned benefit plan maintained by an Bmployer and otherwise satisfies the requirements of Secrion 2004(d)(2) of ERISA, tfien for purposes of applying this Section, the defined benefit plan fracrion shall not exceed 1.0. If the Plan satisfied the applicable requitements of Secrion 415 of the Code as in effect for all limitation years beginning before January 1, 1987, an amouttt shalt be subtracted from the numerator of the defined contribution plan fraction (not exceeding such numerator) as prescribed by tfie Secretary of the Tzeasury so that the sum of the defined benefit plan fraction and the defined contribution plan fraction computed under Section 415(e)(1) of the Code, as revised by the Tax Reform Act of 1986, does not exceed 2.0 for such limitation year. In the event the special limitation contained in tius Section is exceeded, contributions and forfeitures allocated to the Parficipant under the Plan and any other defined contdbution plan maintained by an Employer shall be disposed of in the order and manner specified in Section 73 to the extent necessary to meet such limitation. 14 00 -si � 7.5 Scope of Limitatlons The limitarions contained in Sections 7.2, 73, and 7.4 shatl be applicable only with respect to benefits provided pursuant to defined contribution plans and defined benefit plans described in Secrion 415(k) of the Code. 15 ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8•1 General Fund The Trustee shall maintain a General Fund as required to hold and administer any assets of the Trust that are noY aIlocated among the separate Inveshnenf Funds as provided in the Plan or the Trust Agreement. The General Fund shall be held and administered as a separate common trust fund. The interest of each Participant or Beneficiary under the Plan in the General Fuad shail be an undivided interest. 8.2 Investment Funds The Adnunistrator shalI detemune the number and type of Iavestment Funds and shall select tkte investments for such Inveshnent Funds. The Administrator shall communicate the same and any ��8� �� 'iting to the Tn�stee. Each Tnvestment Fuad sha21 be hetd and administered as a sepatate common hust fond. The interest of each Participant or Beneficiary under the Plan in any Investment Fuad shatl be an undivided interest. 8.3 Income on Trust Any dividends, interest, distributions, or other iacome received by the Tnistee with respect to any Trust Fund maintained hereunder shall be allocated by the Trustee to the Tmst Fund for which the income was received. 8.4 Separate Accounts As of Yhe date he becomes au Active Participant, there shall be estabIished a Separate Account in the ParticipaaYs name reIIecting Ius interest in the Trust. Each Separate Account shall be maintained and administered for each Participant and Beneficiary in accordance wiYh the provisions of the Plan. The balance of each Separate Account shall be the balance of the account after all credits and chazges Yhereto, for an@ as of sach date, have been made as provided fierein. 8.5 Sub-Accounts A ParticipanYs Separate Account shall be divided into individual Sub-Accounts as follows: (a) Sub-Account A, which shall retlect the portion of the ParticipanYs Separate Account derived firom 414(fi} Contributions made prior to January 1, 1983. (b) Sub-Account B, which shall reflect the portion of the ParticipanYs Separate Accouut derived from Employer Contriburions made prior to Jaauary 1, 1983. 16 oo-sa� (c) Sub-Account C, which shall reflect the portion of the Participant's Separate Account derived from After-Tax Contributions; (d) Sub-Account D, which shall reflect the portion of the Participant's Separate Account derived &om Rollover Contributions; and (e) Such further Sub-Accounts as may be determined by the Administrator and designated by another letter of the aiphabet. Each Sub-Account shall reflect sepazately contributions aliocated to each Trust Fund maintained hereunder and the eamings and losses attributable thereto. 17 ARTICLE IX LIFE INStTRANCE CONTRACTS FOR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts For piuposes of providing the death bene&t described in Secrion 16.2, the Administrator may direct the Trustee to apply a portion of the interest of a Participant in the Tnist toward the purchase, from a legal reserve life insurance company, of a life insurance contract or contracts, including a term life insuranca contract or contracts, on the life of such Participant; provided, however, that if any portion of a ParticipanYs interest is used during any year to purchase such a contract, each other Participant shall be given the option to have the same proportion of his interest applied towazd the purchase of such a contract for him. Ail such contracts shall designate the Trustee as the sole owner with exclusive power Yo exercise all rights, privileges, oprions and elections granted or permitted thereunder; however, the exercise of such power by the Trustee shall be subject to the righY of the Administrator to direct the Trustee with respect thereto or to require the Trustee to obtain its approval before exercising any such power. Subject to any resYricrions pertaining to a particulaz Investment Fund, amounts needed to purchase a life insvrance contract or contracts shatl be charged against tfie ParticipanYs interest in the Investment Funds as directed by the Administrator. 9•2 Payment of Premiums The Trustee, upon written inshuctions &om the Administrator, shall pay each premium on any such contract or contracts held for a Pazricipant and shatl charge such premium payment to ffie Sepazate Account of such Participant. The Trustee shal! be under no obligation to pay any premium, however, unless there are sufficient funds avaiIable from the interest of such Participant in the Trust to make such payment. Each contract shall provide that all dividends and other credits payable thereunder, if any, shall be applied in reduction of premiums, except that any postmottem or termination dividend shall be added to and become a part of the proceeds payable to the beneficiary under the contract. 9.3 Overriding Conditions and Limitations NotsvithsYanding any other provision of the Ptan to the contrary, the provisions of this Section shall govem: (a) In the event of any conflict between the provisions of the Plan and the terms of any insurance contract or contracts purchased pursuant to ttus Article, the provisions of Yhe Plan shall control. m oo•Sl� (b) At no time shall the aggregate of the premiums paid for the life insurance contract or contracts upon the life of any Participant hereunder equal or exceed 25 percent of the Employer Contriburions allocated to him under the Plan. (c) At all times each such contract upon the life of any Participant shall be held by the Trustee separate and apart from the Trust. The value of such contract shall not be taken into account in valuing the assets of the Trust nor shall such value be considered in detemiining the amount of a ParticipanYs interest in the Trust. (d) The Administrator may direct the Trustee to have the purchase of insurance on a Participant's life discontinued. Any such direction shall specify the date on which such purchase is to be discontinued, but in no event shall any such notice be effective with respect to premiums which have been paid. The Trustee shall surrender any contract or contracts held on the Participant's life on the date specified in the notice. The cash surrender value, if any, of any such conuacts shall be added to the Trust when received by the Trustee and shall be eredited to the Participant's Separate Account. 4.4 Death Benefits Upon the death of any Participant on whose life any contract is held hereunder prior to his temunation of employment with an Employer, the proceeds of such contract shall be paid to the Trustee for deposit in the Participant's Separate Account, to be paid to the Participant's Beneficiary in accordance with the distribution provisions of the Plan. �] ARTICLE X DEPOSIT AND INVESTMENT OF CONTI2IBUTIONS 10.1 Future Contribution Investment Elections Each Active Participant shall make an investment election in the manner and form prescribed by the Administrator d'uecting the manner in which ]vs 414(h) Contributions, After-Tax Contributions, Rollover Contributions, and Employer Contributions shall be invested. An Active ParticipanY's investment election shatl specify the percentage, in the percentage increments prescribed by the Administrator, of such contributions that shall be aIlocated to one or more of the Investment Funds with the sum of such percentages equaling 100 percent. The investment elecrion by a Participant shall remain in effect until his entire interest under the Plan is distributed or forfeited in accordance with the provisions of the Plan or until he files a change of inveshnent election witlt the Administrator, in such form as the Administrator shall prescribe. A PaziicipanYs change of investment elecrion may be made effective as of the date or dates prescribed by the Administrator. 10.2 Deposit of Contributions A11414(h) Con�zbutions, Af}er-Tax Contributions, Rollover Coniributions, and Employer Contributions sha1I be deposited in the Trust and allocated among the Investment Funds in accordance with the Participant's currently effective investmeat election. Ifno investment election is on ffle with the Adminislrator at;the time.contdbutions are to be deposited to a ParticipanYs Sepazate Account, the Participant shall be notified and an investment elecrion form shaIl be provided to him. Unti1 such Participant shaIl make an effective election under this Section, his contributions shatl be allocated among the Investment Funds as directed by the Administrator. 10.3 Electioa to Transfer Between Funds A Participant may elect to transfer investments from any Investment Fund to any other Tnvestment Fund, The ParticipanYs transfer election shall specify either (i) a percentage, in the percentage increments prescribed by the AdministraYor, of the amount eligible for transfer,which percentage may not exceed 100 percent, or (ii) a do2Taz amount that is to be transferred. Subject to any restrictions pertaining to a particuIaz Investment Fund, a ParticipanYs transfer elecrion may be made effective as of the date or dates prescribed by the Adminishator. 20 oo-S�� ARTICLE XI CREDITING AND VALUIriG SEPARATE ACCOUNTS 11.1 Crediting Separate Accounts All contabutions made under the provisions of the Plan shall be credited to Separate Accounts in the Trust Funds by the Trustee, in accordance with procedures established in writing by the Administrator, either when received or on the succeeding Valuation Date after valuation of the Trust Fund has been compieted for such Valuation Date as provided in Section 11.2, as shall be deternrined by the Administrator. 11.2 Va(uing Separate Accounts Separate Accounts in the Trust Funds shall be valued by the Trustee on the Valuation Date, in accordance with procedures established in writing by the Administrator, either in the manner adopted by the Trustee and approved by the Administrator or in the manner set forth in Section 113 as Plan valuation procedures, as deternuned by the Administrator. 113 Plan Valuarion Procedures With respect to the Trust Funds, the Adminisirator may determine that the following valuation procedures shall be applied. As of each Valuation Date hereunder, the portion of any Sepazate Accounts in a Trust Fund shall be adjusted to reflect any increase or decrease in the value of the Trust Fund for the period of time occurring since the immediately preceding Valuarion Date for the Trust Fund (the "valuation period"} in the following manner: (a) First, the value of the Trust Fund shall be determined by valuing all of the assets of the Trust Fund at fair market value. (b) Next, the net increase or decrease in the value of the Trust Fund amibutable to net income and all profits and losses, realized and unrealized, during the valuation period shall be determined on the basis of the valuation under pazagraph (a} taking into account appropriate adjustments for contributions, loan payments, and transfers to and distributions, withdrawals, loans, and transfers from such Trust Fund during the valuation period. (c) Finally, the net increase or decrease in the value of the Trust Fund shall be allocated among Sepazate Accounts in the Trust Fund in the ratio of the balance of the portion of such Sepazate Account in the Trust Fund as of the preceding Valuarion Date less any distriburions, withdrawals, loans, and transfers from such Sepazate Account balance m the Trust Fund since the Valuation Date to the aggregate balances of the portions of all Separate Accounts in the Trust Fund similazly adjusted, and each Separate Account in the Trust Fund shall be credited or chazged with the amount of its allocated shaze. 21 Notwithstanding the foregoing, the Administrator may adopt such accounting procedures as it considers appropriate aud equitable to establish a pmportionate crediting of net increase or decrease in the value of the Trust Fund for contributions, loan payments, and transfers to and distributions, withdrawaIs, loans, and transfers &om such Trust Fund made by or on behalf of a Participant during the valuation period. 11.4 Finality of Determinations The Trustee shall have exclusive responsibifity for determining the balance of each Separate Account maintained hereunder. The Trustee's determinations thereof shall be conclusive upon ail interested parties. 11.5 Notification Withia a reasonable period of time after fhe end of each Plan Yeaz, the Administrator shall notify eacfi Participant and Beneficiary of the balances of his Separate Account and Sub-Accounts as of a Valuation Date during the Plan Year. 22 o� -ss� ARTICLE 7�II LOANS 12.1 No Loans There shall be no loans made to Participants from the Plan. 23 ARTICLE I�LTII WITHDRAWALS 13.1 Withdrawals of After-Tax Contribufions A Participant who either (a) is employed by an Employer, or (b) hasincurred a Severance Date. may eIect in writing, subject to the limitations and conditions prescribed in this Article, to make a cash withdrawal from his Sub-Account C. 13.2 Limitatioas on W►thdrawals Withdrawais made pursuant to this Article sha11 be subject to the following conditions and limitations: (a) A Participaut must &le a written withdrawal application with the Administrator such number of days prior to the date as of which it is to be effecfive as the Administrator shall prescribe. (b) Withdrawals may be made effective as of the date or dates prescribed by the Admiaisirator. (c) The maximum total withdrawaI that a Participant may make shall be an amount equal to the lesser of: (i) his Afiez-Tax Coniributioas to the Plan less the sum of his previous withdrawals; or (ii) the balance of his Sub-Account C. The Administrator may prescribe rules governing the timing, frequeacy, and amount of withdrawals. 24 00 -Sa, ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE 14.1 Notice of Severance Date Notice of a Participant's Severance Date shall be given by the Adminish to the Trustee. 14.2 Separate Accounting for Non-Vested Amonnts If as of a Pazticipant's Severance Date the Participant's vested interest in that portion of his Sepazate Account amibutable to Employer Contributions is less than 1D0 percent, that portion of his Separate Account that is attributable to Employer Contriburions and that is not vested shall be accounted for separately from the vested portion and sha11 be disposed of as provided in the following Section. 14.3 Disposition of Non-Vested Amounts That portion of a Participant's Sepazate Account that is not vested upon the occurrence of lus Severance Date shall be forfeited as of the ParticipanYs Severance Date. Whenever the non-vested portion of a ParticipanYs Sepazate Account is forfeited under the provisions of the Plan, the amount of such forfeiture shall be applied as soon as administratively pracricable against the Employer Contribution obligations of the Employer for which the Particigant last performed services as an Employee or towards payment of such expenses of the Plan or Trust as the Administrative Committee shall specify. Notwithstanding the foregoing, however, should the amount of all such forfeitures for any Plan Year with respect to any Employer exceed the amount of such Empioyer's Employer Contribution obligation for the Plan Year, the excess amount of such forfeiriues shall be held unallocated in a suspense account established with respect to the Employer and shall for all Plan purposes be applied against the Employer's Employer Contribution obligations for the following Plan Year or towards payment of such expenses of the Plan or Trust as the Admuustrative Committee shall specify. 25 ARTICLE XV DISTRIBUTIONS 15.1 Distributions to Participants A Participant whose Severance Date occurs shall receive distribution ofhis vested interest in Ius Separate Account in the form grovided under Article XVI beginning as of the date selected by the Administrator after giving due considerarion to all circumstances Irnown to the AdministraTOr relating to such ParticipanYs welfare and any re4uest from the Participant. 25.2 Distributions to Beneficiaries If a Participant dies prior to the date distribution of his vested interest in 2us Separate Account begins under Yhis Article, lus Beneficiazy shatl receive dishibution of the ParticipanYs vested interest in his Sepazate Account in the form provided under Article XVI beginning as of the date setected by the Administrator after giving due consideration to all circumstances l�own to the Administrator relating to such Beneficiary's welfare and any request 6rom the Beneficiary. Unless distribution is to be made over the life or over a period certain not greater than Yhe life eacpectancy of the Beneficiary, distribufion of the ParticipanYs entire vested interest shali be made to ihe Beneficiary no later than the end of the &fth calendar year beginning af{er the PazticipanYs death. If distribution is to be made over the life or over a period certain no greater than the life expectancy of the Beneficiary, distribution shall commence no later than: (a) If the Benefrciary is not the ParticipanYs spouse, the end of the first calendaz yeaz beginning after the ParticipanYs death; or (b) If the Beneficiary is the Pazticipant's spouse, the later of (i) the end of the first calendaz year beginning after the ParticipanYs death or (ii) the end of the calendaz year in which the Participant would have attained age 70 1/2. If dishibution is to be made to a Participant's spouse, it sfiaI2 be made available within a reasonable period of time after the ParcicipanYs death that is no less favorable than the period of time applicable to other distriburions. If a Participant dies after the date distribution of his vested interesY in his Sepazate Account begins under this Article, but before fiis entire vested interest in his Separate Account is distributed, his Beneficiary shall receive distdbution of the remainder of tfie Participant's vested interest in his Sepazate Account beginniag as soon as reasonably practicable following the ParticipanYs date of death in a form that pmvides for distribution at least as rapidly as under the form in which the Participant was receiving distribution. 15.3 Required Commencement of Distribution 26 00 - S�� Norivithstanding any other provision of the Plan to the contrary, distribution of a ParticipanPs vested interest in his Separate Account shall commence to the Par[icipant no later than the April 1 following the close of the calendar year in which he attains age 70 1/2 or retires, whichever is later. Distributions required to commence under this Section shali be made in the form provided under Article XVI and in accordance with Section 401(a)(9) of the Code and regula6ons issued thereunder, including the minimum distribution incidental benefit requirements. 15.4 Reemployment of a Participant If a Participant whose Severance Date has occurred is reemployed by an Employer he shall lose his right to the previously forfeited portion of the Employer Contribution and to any distribution or fiuther distributions &om the Trust arising from his prior Severance Date and his interest in the Trust shall thereafter be treated in the same manner as that of any other Participant whose Severance Date has not occurred. 15.5 Facility of Payment If the Administrator finds that any individual to whom an amount is payable hereunder is incapable of attending to his financial affairs because of any mental or physical condirion, including the infirmities of advanced age, such amount (unless prior claim therefor shall have been made by a duly qualified guardian or other legal representative) may, in the discretion of the Administrator, be paid to another person for the use or benefit of the individual found incapable of attending to his financial affairs or in satisfaction of legal obligations incurred by or on behalf of such individual. The Trustee shall make such payment only upon receipt of written instructions to such effect from the Administrator. Any such payment shall be chazged to the Separate Account from which any such payment would otherwise have been paid to the individuai found incapable of attending to his financial affairs and shall be a complete discharge of any liability therefor under the Plan. 15.6 Inability to Locate Payee If any benefit becomes payable to any person, or to the executor or administrator of any deceased person, and if that person or his executor or administrator does not present himself to the Administrator within a reasonable period after the Administrator mails written notice of his eligibility to receive a distribution hereunder to his last known address and makes such other reasonable and diligent effort to locate the person as the Administrator detercriines, that benefit will be Forfeited. However, if the payee later files a claim for that benefit, the benefit will be restored by the Administrator, using forfeitures, fees, and associated income as a source of funds. 27 ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY Distribution of a ParticipanYs vested interest in his Sepazate Account shall be made to the Participant, or his Beneficiary, as the case may be in any one, or a combination of, the following forms of payment, as elected by the Administrator. (a) A single sum payment, (b) Instaltment Payments. Distribution of alI or a portion of a ParticipanYs vested interest in his Separate Account sha11 be made.in a series of installments over a period not exceeding the life expectancy of the Participant, or the ParticipanPs Beneficiary, if the Pazticipant has died, or a period not exceeding the joint life and last survivor eacpectancy of the Participaat and lus Beneficiary. Each installment shall be equal in aznount except as necessary to adjust for any changes in the value of the Participant's Separate Account. The detemunation of life expectancies sfiaII be made on the basis of the eacpected retum multiptes in Table V and VI of Section 1.72-9 of the Treasury regulations and shall be calculated eithar once at the time installment payments begin or annually £or the Participant and/or lus Beneficiary, if his Beneficiary is his spouse, as detemuned by the Participant at the time installment payments begin. l6.2 Specia2 Death Beaefit Notwithstanding any other provision of the Plan to the contrary, if a Pazticipant dies while employed as an Employee, the death benefit payable to his Beneficiary shall be provided by combining the balance available to the Participant in lus SepazaYe Accont and term life insurance such that the total is noY less than 18 times the ParticipanYs monthty salary at tune of death. Snch insurance shall be purchased by the Board of Trustees as provided in Articie IX. 16.3 Direct Roliover Notwithstanding any other provision of the Plan to the contrary, in lieu of receiving distriburioa in the form of payment provided under this Article, a"qualified distributee" may elect in wTiting, in accordance with zules prescribed by the Administrator, to have any portion or a11 of a distribution made on or after January i, 1993, that is an "efigible rollover distribution" paid directIy by tfie Plan to the "eligible retirement plan" designated by the "qualified distabutee"; provided, however, that this provision shall not apply if the total distribution is less than $200 and that a"qualified distributee" may not elect tlris provision with respect to a portion of a distribuYion that is less than $500. Any sach paymenY by the Plan to another "eligible retirement plan" shaIl be a direct rollover. For purpases of this Section, the following terms fiave the foilowing meanings: �3 0o S�� (a) An "eligible retirement plan" means an individual retirement account described in Section 408(a) of the Code, an individual retirement annuity described in Section 408(b) of the Code, an annuity plan described in Section 403(a) of the Code, or a qualified trust described in Section 401(a) of the Code that accepts rollovers; provided, however, that, in the case of a direct rollover by a surviving spouse, an eligible retirement plan does not include a qualified trust described in Section 401(a) of the Code. (b) An "eligible rollover distribufion" means any distriburion of all or any portion of the balance of a Pazticipant's Separate Account; provided, however, that an eligible rollover dishibution does not include: any distriburion that is one of a series of substantially equal periodic payments made not less frequently than annually for the life or life expectancy of the qualified distributee or the joint lives or joint life expectancies ofthe qualified distributee and the qualified distributee's designated beneficiary, or for a specified period of ten years or more; any distribution to the extent such distribution is required under Section 401(a)(9) of the Code; and the portion of any distribufion that consists of the Participant's After-Tax Contributions. (c) A"qualified distributee" means a Pazticipant, his surviving spouse, or his spouse or former spouse who is an altemate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code. � ARTICLE XVII BENEFTCIARIES I'7.1 Designation of Beneficiary A Participant may designate a Beneficiary on the form prescribed by the Administrator. If no Beneficiary has been designated pursuant to the provisions of this Section, or if no Beneficiary survives the Participant, then the Beneficiary under the Plan sha21 be the person or persons surviving hiru in the frst of the foliowing classes in wiuch there is a survivor: (a) the ParticipanYs svrviving spouse; (b) the ParticipanYs surviving children in equal shares; provided, however, that if his child predeceases the Participant, the issue of such child shall fake by right of represenYaYion the shaze his parent would have received; (c) the ParticigaaYs surviving parents in equal shares; (d) the ParticipanYs surviving brothers and sisters in equal shazes; or (e) the Parkicipant's estate. If a Beneficiary dies after becoming entitled,to receive a:distribution under tke Plan but before dishibution is made to him in full, and if no other Bene&ciary has been designated to receive the balance of the distriburion in that event, the estate of the deceased Beneficiary shall be the Beneftciary as to the batance of the distribution. 30 co-5�.� ARTICLE XVIII ADMINISTRATION 18.1 Establishment of Administrative Committee The Administrative Committee shall consist of five members appointed as follows: (a) The boazd of commissioners ofPHA shall appoant one member to be nominated jointly by Locals 70 and 132. If a nomination by the I.ocais is not timely made, nominarion will be made by an election by PHA empioyees currently or formerly covered who aze Participants. (b) The PHA board of commissioners shall appoint one member on its own nominarion. (c) PHA administrative employees who currently or formerly held posirions covered by Local 1854 (AFSCME) or by Personnel Policies for Supervisory and Confidential Employees and who aze Pazticipants shall appoint one member by election_ (d) The City Council of the City shall appoint one member on its own nomination. (e) Current or former City employees who aze Participants shall appoint one member by election. Each member of the Administrative Committee shall serve a three-yeaz term. 18.2 Anthority of the Administrator The Administrator, which shall be the administrator for purposes of ERISA and the plan administrator for purposes of the Code, shall be responsible for the administrarion of the Plan and, in addition to the powers and authorities expressly confened upon it in the Pian, sha11 have all such powers and authorities as may be necessary to carry out the provisions of the Plan, including the power and authority to interpret and construe the provisions of the Pian, to make benefit detemunations, and to resolve any disgutes which arise under the Plan. The Administrator may employ such attomeys, agents, and accountants as it may deem necessary or advisable to assist in carrying out its duties hereunder. The Administrator shall be a"named fiduciary" as that term is defined in Section 402(a)(2) of ERISA. The Admiiustrator may: (a) ailocate any of the powers, authority, or responsibilities for the operation and administrarion of the Plan (other than trustee responsibilities as defined in Section 405(c)(3) of ERISA) among named fiduciaries; and (b) designate a person or persons other than a named fiduciary to carry out any of such powers, authority, or responsibilities; 31 except that no allocation by ttee Administrator of, or designation by the Administrator with respect to, any of such powers, authority, or responsibiiities to another named fiduciary or a person other than a named fiduciary shall become effective unless such allocation or designation shall first be accepted by such named fiduciary or other person in a writing sigaed by it and delivered Yo the Administrator. 18.3 Acrion of the Administrator Any acY authorized, permitted, or required to be taken under the Plan by the Administrator and which has not been delegated in accordance with Section I8.1, may be taken by a majority of the members of the Administrative Committee, either by vote at a meeting, or in writing without a meeting, or by the employee or employees of the Employers designated by the Administra6ve Committee to carcy out such acts on behatf of the Administrator. All notices, advice;.directions, certifications, approvals, and instrucfions required or authorized to be given by ttte Adminish�ator as under the Plan shall be in writing and signed by either (i) a majority of the members of the Administrative Committee or by such member or members as may be designated by an instrument in rvriting signed by all the members thereof, as having authority to execute such documents on its behaIf, or (ii) the employee or employees authorized to act for the Administrator in accordance with the provisions of this Secrion. 18.4 Claims Review Procedure Whenever a claun forbenefits under,the Plan filed by any person (herein refened io as the "ClaimanY') is denied, whether in whole or in part, the claims reviewer appointed by the Administrator shall transmit a written notice of such decision to the Claimant within 90 days of the date the claim was filed or, if special circumstances require an extension, within 180 days of such date, which notice shall be written in a manner calculated to be understood by the Claimant and shall contain a statement of (i) the specific reasons for the denial of the claim, �1I� SpCC1I�1C reference to pertinent Plan provisions on which the denial is based, and (iii) a description of any additional material or information necessary for the Claimant to perfect the claim and an explanation of why such information is necessary. The norice shall also include a statement advising the Claimant that, within 60 days of the date on which he receives such notice, he may obtain review of such decision in accordance with the procedures hereinafter set forth. Within such 60-day period; the Claimant or his authorized representative may request that the claim denial be reviewed by filing with the Administrator a written requesY therefor, which request shall contain the following information: (a) the date on which the Claunant's request was filed with the Administrator; provided, however, that the date on which the ClaimanYs request for review was in fact filed with the Administrator shall control in the event that the date of the actual filing is Iater than the date stated by tha Claimant pursuant to this pazagraph; 32 Oo-S�� (b) the specific portions of the denial of his claim which the Claimant requests the Administrator to review; (c) a statement by the Claimant setting forth the basis upon which he believes the Administrator should reverse the previous denial of his claim for benefits and accept his claitn as made; and (d) any written material (offered as exlubits} which the Claimant desires the Administrator to examine in its considerarion of his position as stated pursuant to paragraph (c) of this Section. Within 60 days of the date detemuned pursuant to pazagraph (a) of this Section or, if special circumstances require an extension, within 120 days of such date, the Administrator shall conduct a full and fair review of the decision denying the ClaimanYs claim for benefits and shall render its written decision on review to the Claimant. The Administrator's decision on review shall be written in a manner calculated to be understood by the Claimant and shall specify the reasons and Plan provisions upon which the Adminisirator's decision was based. 18.5 Indemnification In addition to whatever rights of indemnification the members of the Administrative Committee or any employee or employees of the Employers to whom any power, authority, or responsibility is delegated pursuant to Section 183, may be enfitled under the organizarional authority or regulations of the Employers, under any provision of law, or under any other agreement, the Employers shall satisfy any liability actually and reasonably incurred by any such person or persons, including expenses, attorneys' fees, judgments, fines, and amounts paid in settlement (other than amounts paid in settlement not approved by the Employers), in connection with any threatened, pending or completed action, suit, or proceeding which is retated to the exercising or failure to exercise by such person or persons of any of the powers, authority, responsibiliries, or discrerion as provided under the Plan, or reasonably believed by such person or persons to be provided hereunder, and any action taken by such person or persons in connection therewith, unless the same is judicially determined to be the result of such person or persons' gross negligence or willful misconduct. 18.6 Actions Binding Subject to the provisions of Secrion 18.4, any action taken by the Administrator which is authorized, permitted, or required under the Plan shall be fmal and binding upon the Employers, the Trustee, ali persons who have or who claim an interest under the Plan, and all third parties dealing with the Employers or the Trustee. 33 ARTICLE XIX AMENDMENT AND TERMINATION i9.1 Amendment Subject to the provisions of Section 19.2, the Employers may at any time and from time to time, by joint action of their goveming bodies, amend the Plan, either prospectively or retroactively. Any such amendment shall be by written instrument execute@ by those person or persons authorized by the goveming bodies of the Employers to execute such docursents on behalf of the Employers. 19.2 Limitation on Amendment The Employers shall make no amendment to the Plan which shall permit any part of the Trust to revert to an Emptoyer or be used or be diverted to purposes other than the exclusive benefit of Participants and Beneficiaries. Moreover, no such amendment may change the rights, powers, and duties of the Trustee withouT the Trustee's consent. I9.3 Termination The Employers reserve the right, by joint action of tfieir governing bodies and subject to tfie written approval of the Depaztment of Housing and LTrban Development as provided in Section 19.4, to terminate the Plan at any time, (the ef�ective date of such termination being hereinafter refeired to as the "temunation date"). Upon any such termination of the Plan, the following actions shall be taken for the benefit of Participants and Beneficiaries: (a) As of tke termination date, each Investment Fund shali be valued and aIl Separate Accounts and Sub-Accounts shall be adjusted in the manner provided in Article XI, with any uttallocated conhibuTions or forfeitures being allocated as of the terminarion date in the manner otherwise pmvided in the Plan. T'he termination date sha11 become a Valuation Date for purposes of Article XI. In determining the net worth of the Tn�st, there shall be included as a liability suck amounts as shall be necessary to pay all expenses in connection with the temiination of the Trust and the Iiquidation and distribution of the property of the Trust, as well as other expenses, whether or not accrued, and shall inciude as an asset all accrued income. (b) AII Separate Accounts shall then be disposed of to or for the benefit of each Participant or Beneficiary in accordance with the provisions of Article XV as if the temunation date were his Severance Date. Notwithstanding anything To the contrary contained in the Plan, upon any such Ptan teimination, the vested interest of each Participant in that portion of his Separate Account attributable to Employer Contributions shall be 100 percent; and, if there is a partial termination of the Pian, The 34 00 -ss.� vested interest of each Participant who is affected by the partiai temunation in that portion of his Separate Account that is attributable to Employer Contributions shall be 100 percent. For purposes of the preceding sentence only, the Plan shall be deemed to terminate automatically if there shall be a compiete discontinuance of contriburions hereunder by all Employers. 19.4 Withdrawal of an Employer An Emgloyer may withdraw from the Pian at any rime upon notice in writing to the Administrator (the effective date of such withdrawal being hereinafter referred to as the "withdrawal date"), and shall thereupon cease to be an Employer for all purposes of the Plan. An Employer shall be deemed automatically to withdraw from the Plan in the event of its complete discontinuance of contributions. Upon the withdrawal of an Employer, the withdrawing Employer shall determine whether a partial termination has occurred with respect to its Employees. In the event that the withdrawing Employer deternunes a partial termination has occurred, the action specified in Section 19.3 shall be taken as of the withdrawal date, as on a termination of the Plan, but with respect only to Participants who aze employed solely by the withdrawing Employer, and who, upon such withdrawal, aze neither transferred to nor continued in employment with any other Employer. The interest of any Participant employed by the withdrawing Employer who is iransferced to or continues in employment with any other Employer, and the interest of any Participant employed solely by an Employer other than the withdrawing Employer, shall remain unaffected by such withdrawal; no adjustment to his Participant Accounts shall be made by reason of the withdrawal; and he shall continue as a Pazticipant hereunder subject to the remaining provisions of the Plan. 19.5 Approval by I�UD The written approval of the Department of Housing and Urban Development shall be required before ternunation of the Plan with respect to all Employers or discontinuance of contriburions by PHA. 35 ARTICLE XX ADOPTION BY OTHER ENTITIES 20.1 Adoption by Other Entities If all, or substantially all, of the Employees of an Employer or all, or snbstantially all, of the Employees constituting a separaYe or separable unit oFoperation of an Employar, aze transferred directly to the employment of another empIoyer, such empIoyer, with the consent of the Employers, may adopt and may amend the Plan with respect to the transferred Employees and continue the Plan as its own. 20.2 Effective Plan Provisions An Employer who adopts the Plan shail be bound by the provisions of the Plan in effect at the time of the adoption and as subsequently in effect because of any amendment to the Plan. T oo-ss� ARTICLE XXI MISCELLANEOUS PROVISIONS 21.1 No Commitment as to Employment Nothing contained herein shall be consh�ed as a cammitment or agreement upon the part of any person to continue his employment with an Employer or as a commitment on the part of any Employer to continue the employment, compensarion, or benefits of any person for any period. 21.2 Benefits Nothing in the Plan nor the Trust Agreement shall be construed to confer any right or ciaim upon any person, firm, or corporation other than the Emgloyers, the Trustee, Participants, and Beneficiaries. 21.3 No Guarantees The Employers, the Administrator, and the Trustee do not guarantee the Trust from loss or depreciation, nor do they guarantee the payment of any amount which may become due to any person hereunder. 21.4 Expenses The expenses of administration of the Plan, including the expenses of the Administrator and fees of the Trustee, shali be paid from the Trust as a general charge thereon, unless the Employers elect to make payment. Notwithstanding the foregoing, the Administrator may direct that administrarive expenses that are allocable to the Separate Account of a specific Participant shall be paid from that Separate Account and the costs incident to the management of the assets of an Investment Fund or to the purchase or sale of securities held in an Investment Fund shall be paid by the Trustee from such Investment Fund. 21.5 Precedent Except as otherwise specifically provided, no action taken in accordance with the Plan shall be canstrued or relied upon as a precedent for similar action under similu circumstances. 21.6 Duty to Furnish Information The Employers, the Administrator, and the Trustee shall fiunish to any of the others any documents, reports, retums, statements, or other information that the other reasonably deems necessary to perform its duries hereunder or othenvise imposed by law. 21.7 Withholding 37 , The Trustee sttall withhold any tax wtrich by any present or future law is required to be withheld, and which the Administzator notifies the Trustee in writing is to be so withheld, from any payment to any Participant or Bene&ciary hereunder. 21.8 Back Pay Awards The provisions of this Secrion shall apply only to an Employee or former Employee who becomes entitle@ to back pay by an award or agreement of an Employer without regard to mitigation of damages. If a person to whom this Secrion applies was or would have become an Active Participant after such back pay award or agreement has been effected, then any 414(h) Contributions not previousiy made on ius behalf but which, after application of the foregoing provisions of this Section, would have been made under the pmvisions of Article N and any After-T� Contriburions which the Pazticipant had not previously made but whicfi, after application of the foregoing provisions of this Section, he would have made under the provisions of Article V, sha11 be made out of the proceeds of such back pay award or agreement. In addition, if any such Employee or former Employee would have been eligible to participate in the allocation of Employer Contributioas under the provisions of Article VI for any prior Plan Yeaz after such back pay awazd or agreement has been effected, his Employer shatl make an Employer Conh equal to the amount of the Employer Contribution which would have been allocated to such Participant under the provisions of Article VI as in effect during each such Plan Year. The amounts of such addirional conhibutions shall be credited to the Separate Account of such Pazticipant. Any additional contributions made by such Participant and by an Employer pursuant to,this Section shall be made in accordance with, and subject to the lunitarions of the applicable provisions of Articles IV, V, VI, aud VII. 21.9 Beturn of Contribations to an Employer Notwithstanding any other provision of the Plan or the Trust Agreement to the contrary, in the event any contribution of an Employer is made under a mistake of fact, such contribution may be returned to the Employer within one yeaz after the payment of the contriburion. 21.10 Validity of Plan Tfie validity of the Plan shaIl be defermined and the Plan shail be construed and interpreted in accordance with the laws of the State of Minnesota, except as preempted by applicabie Federal Iaw. The invalidity or illegality of any provision of the Plan shall not affect the Iegaiity or validity of any other part thereof. 21.11 Trust Agreement The Trust Agreement and the Trust maintained thereunder shall be deemed to be a part of the Plan as if &illy set forth herein and the provisions of the Trast Agreement are hereby incorporated by reference into the Plan. � oo-ss� 21.12 Parties Bound The PIan shall be binding upon the Employers, all Participants and Beneficiaries hereunder, and, as the case may be, the heirs, executors, administrators, successors, and assigns of each of them. 21.13 Application of Certain Plan Provisions A ParticipanYs Beneficiary, if the Participant has died, shall be treated as a Participant for purposes of directing investments as provided in Article X. For purposes of the generai administrative provisions and limitations of the Plan, a Participant's Beneficiary shall be treated as any other person enritled to receive benefits under the Plan. Ugon any terminarion of the Plan, any such Beneficiary who has an interest under the Plan at the time of such termination, which does not cease by reason thereof, shall be deemed to be a Participant for all purposes of the Plan. 21.14 Transferred F�nds If funds from another qualified plan are transferred or merged into the Plan, such funds shall be held and administered in accordance with any restrictions applicable to them under such other plan to the extent required by law and shall be accounted for sepazately to the extent necessary to accomplish the foregoing. � ARTICLE XXII EFFECTIVE DATE 22.1 Effective Date of Amendment and Restatement This amendment and restatement is effecrive as of January 1, 2000. � EXECUTED AT this day of CTTY OF SAINT PAUL � Tit1e: Mayor By: TiYle: President of the Saiat Paul City Council By: Title: Director ofFinance 19_ PUBLIC HOUSING AGENCY OF TF� CITY OF SAINT PAUL /I � ��/!i. - i�:. , ii-..s..�.. ► : -" ,. ,�., . .- :.. . . Commissioners � m co,��n Fue # oa - sa � ORlG1NAl. Presented by Refesed To Commlttee Date WFIEREAS, the Public Housing Agency of the City of Saint Pau1("PHA") and the City of Saint Paul ("City") sponsor a pension plan for the benefit of eligible employees of the PHA and the City, known as the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota ("Pension Plan"); and WHEREAS, the Board of Tmstees of the Pension Plan, acting on the advice of legal counsel and financial consultants, has recommended that the Pension P1an document be revised to conform it to the existing Intemal Revenue Code rules and regulations; and WHEREAS, the revision is not intended to make any substantive changes in the benefits provided to participants by the City and/or the PHA under the Pension Plan; NOW, THEREFORE, BE IT RESOLVEA by the Council of the City of Saint Paul that the proposed January I, 2000 Restatement of the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota is hereby approved. eas a s sen enanav ` 1/ ey ✓ os om ✓ o eman ✓ ams ✓ an ✓ ei er / V � b 1 Adopted by Council: Date 5 ppo Adoption Certified by Council Secretary ' B y`' —� Approved by By: _ Requested by BY� ��61 Form Approv B � Approved by By: � RESOLUTION CITY OF SAlNT PAUL, MINNESOTA Green Sheet # G t�.34 l� iov�z DEPAR'I'N�NT/OFFiCE/COUNCIL: DATE INITIATED GREEN SHEET No. 61234 Plawiiug & Economic Dev May 10, 2000 0 � ' S CONTACI' PERSON & PHONE: � e7'E 7NP17AL7DATE Cazole Otto/Terry Ca.roey 1 DEPARTMENT DIR. a crrtcovrrcu. MUST BE OM COUNCII, AGENDA BY (DATE) '� *� ^ TrpTqgEg CITY ATTORNEY CITY CLERK g�g FAIANCTAL SERV DII2. _ FINANCIAI. SERV/ACCTG ROUTING ORDER 3 MAYOR(ORASST_) CIVQ.SERVICE COMMISSION TOTAL # OF SIGNAT[IRE PAGES _1_(CLIP ALL LOCATIONS FOR SIGNATURE) acrioiv xxEQuESrEn: Signature on attached resolution RECOMMENDATIONS: Approve (A) or Reject (R) PERSONAI. SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUES1'iONS: PI.ANNING COMMISSION 1. Has this peisonJfim� ever woiked under a contract for Ws department? CIB CAMMITTEE Yes No CIVIL SERVICE COMMISSION 2. Has this person/firm ever been a city employee? Yes No 3. Does titis person/firm possess a skill not nomially possessed by any cnrtent ciTy employee7 Yes No Explain sll y¢s answers on separate sheet and attech to green sheet INITL4TING PROBLEM, ISSUE, OPPORTUNTTY (Who, What, Whery Where, Why): Staff and the Board of Trustees of the HIZA/PHA pension plan recommend a restatement of the Pension Plan of the former Housing and Redevelopment Authority of Saint Paul employees. When the HRA was merged into the City of Saint Paul in 1977, TIRA employees had the option of continuing their defined contribution pension plan. There are approximately 20 employees who participate. The changes being made aze purely "housekeeping" and in no way will impact the performance of the pian. ADVANTAGES IF APPROVED: This restatement will bring the plan into conformance with the current IRS rules. DISAUVANTAGES IF AFPROVED: .�-.; :. . .. . , .i_ � �,. � ; �.=, None ��'�� - � , DISADVANTAGES IN NOT APPROVED: I�RA Pension plan will not be in conformance with cunent II2S rules. ='`y �� TOTAL AMOi7NT OF TRANSACTION: $ Not applicable COSTiREVENUE BUDGETED: F[JNDINGSOURCE: ACTIVTIYNiJMBER: F��`��GIi CP,)'S��.P FINANCIAL INFORMATION: (EXPLAIN) �� ' \�Ped�sys2�Shared�OTTOVuapension.wpd r � 00 -S 3.� PENSION PLAN OF THE HOUSING AND REDEVELOPMENT' AUTHORITY OF THE CITY OF SAINT PAUL, hIINNESOTA (January 1, 2000 Restatement) TABLE OF CONTENTS PREAMBLE ARTICLE I AEFINITIONS 1.1 1.2 2.1 3.1 3.2 3.3 3.4 Plan Defmitions ................. ..................................................2 Interpretation......................................................... ARTICLE II SERVICE Vesting Service .............................. ....................5 � ARTICLE III ELIGIBII.ITY AND PARTICIPATION Eligibitity .............................................................. ...7 Reemptoyment..............................................................................................7 No 't�icatioQ Concerning New Active Par4cipanfs ....................................7 Effectand Deration ......................................................................................7 ARTICLE IV 414(h) CONTRIBUTIONS 4.1 414(h) Contribations ....................................................................................8 4.2 Amount oF414(h) Contributions .................................................................8 43 Delivery of 414(h) Contributions ................................................................8 4.4 Vesting of 414(h) Contributions ..................................................................8 ARTICLE V AFTER TAX AND ROLLOVER CONTRIBUTIONS 5.1 5.2 5.3 5.4 5.5 5.6 5.7 5.8 After-Tag Contri6ntions ..............................................................................9 Amount of After-Tas Contributions by Payroll Withholding .................9 Changes in Payroll WitfihoIding Anthorization .............................:..........9 Suspension ofAfter-Tas Contribations by PayroIl With6olding............9 Resnmptioa of After-Tax Contribaf3oas by Payroll Withholding.........10 Rollover Contributions ..............................................................................10 Delivery ofAfter-Taa CoaYribntions ........................................................20 Vesting of After-Taa Contributions aad RoIlover Contributioas .........10 ARTICLE VI EMPLOYER CONTRIBUTIONS 6.1 Contribution Period ....................................... ............................11 (ii) o�-a�� 6.2 EmployerContributions ............................................................................li 6.3 Allocation of Employer Contributions ..................................................... 6.4 Payment of Employer Contributions ........................................................1 l 6.5 Eligibility to Participate in Allocation ...................................................... 6.6 Vesring of Employer Contributions .........................••••.••••••••-••••••••••••••••••• 6,7 Forfeitures to Reduce Employer Contriburions or Administrative Expenses of the Plan ..........................................i2 ....................................... ARTICLE VII LIMITATIONS ON CONTRIBUTIONS 7.1 Definitions ............... ................................................13 .................................... 7,2 Code Section 415 Limitations on Crediting of Contributions and Fo rfeitu res ................................................................................................... 7.3 Coverage Under Other Qualified Defined Contribution Plan ...............14 7.4 Coverage Under Qualified Defined Benefit Plan .....................................i4 7.5 Scope of Limitations ................................................................................... ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8.1 General Fund .............................................................................................. 8.2 Investment Fuuds ....................................................................................... 83 Income on Trust ........................... ......................16 ........................................ 8.4 Separate Accounts ...................................................................................... 8.5 Sub-Accounts ..............................................................................................16 ARTICLE IX LIFE INSURA1�iCE CONTRACTS OR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts ................................................................................ 9,2 Payment of Premiums .................. .............................................................. 9.3 Overriding Conditions and Limitations ................................................... 4.4 Death Benefits ............................................................. ................................1 ARTICLE X DEPOSIT AND INVESTMENT OF CONTRIBUTIONS - 10.1 Future Contribution Investment Elections .............................................. 10.2 Deposit of Contributions ............................................................................ 10.3 Election to Transfer Between Funds ..................................................... ...20 ARTICLE XI CREDITING AND VALUING SEPARATE ACCOUNTS 2i 11.1 Crediring Separate Accounts ............................................................. 2i 11.2 Valuing Separate Accounts ....................................................................... 11.3 Plan Valuation Procedures .................................... .................................... (iii) 11.4 Finality of Determinations ........................... .......................22 ....................... 11.5 Notification ..................................................................................................22 ARTICLE XII LOANS 12.1 No Loans ......................................................................................................23 ARTICLE XIII WTTHDRAWALS 13.1 Withdrawals of After-Tax Contributions ............... . ........................24 ......... 13.2 Limitations on Withdrawals ......................................................................24 14.1 14.2 14.3 ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE Notice of Severance Date ............................................................................25 Separate Accounting for Non-Vested Amounts .......................................25 Disposition of Non-Vested Amounts .........................................................25 ARTICLE XV DISTRTBUTIONS 15.1 Distributions to Participants ........................... 15.2 Distributions to Beneficiaries .......................... 15.3 Required Commencement ofDistribnrion..... 25.4 Reemployment of a Participattt ....................... 15.5 Facility of Payment ........................................... 15.6 Inability to Locate Payee ................................. ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY ................................... 16.2 Special Death Benefit ............................ 16.3 D'uect Rollover ............................•---------- ARTICLE XVII BENEF'ICIARIES 17.1 Designation of Beneficiary ............... ................ •-•.......26 ..........................26 ..........................2'7 ..........................27 ...........................2 8 ...........................2 8 ...........................2 8 • • .........................3 0 ARTICLE XVIII ADMT1vISTRATION 18.1 Establishment of Administrative Committee ..........................................31 18.2 Authority of the Administrator .......................... .........31 ............................. 18.3 Action of the Administrator ......................................................................32 18.4 Claims Review Procedure .........................................................................32 (iv) oo-Sa� 18.5 Indemnification ........................................................................................... 18 .6 Actions Binding ......................................................................................... ARTICLE XIX AMENDMENT AND TERMINATION 19 .1 Amendment ................................................................................................. 19.2 Limitation on Amendment ....................................................................... 19 .3 Termination ............................................................................................... 19.4 Withdrawal of an Employer ..................................................................... 19 .5 Approvai by HUD ....................................................................................... AIiTICLE XX ADOPTION BY OTHER ENTITTES 2Q.1 Adoption by Other Enrities ....................................................................... 20.2 Effective Plan Provisions .......................................................................... 21.1 21.2 21.3 21.4 21.5 21.6 21.7 21.8 21.9 21.10 21.11 21.12 21.13 21.14 ARTICLE XXI NIISCELLANEOUS PROVISIONS No Commitment as to Employment ......................................................... Benefits ....................................................................................................... 37 No Guarantees ........................................................................................... Expenses ..................................................................................................... 3 7 Precedent .................................................................................................... 37 Duty to Furnish Information .................................................................... Withholdin ....................................38 g ........................................................... BackPay Awards ...................................................................................... Return of Contributions to an Employer ................................................ Validity Plan .......................................................................................... TrustAgreement ........................................................................................39 Parties Bound ................. ...........................................................39 ................. Apptication of Certain Plan Provisions .................................................... Transferred .....................................................................................39 ARTICLE XXII EFFECTIVE DATE - 22.1 Effective Date of Amendment and Restatement ...................................... (v) 00 -S3 � PREAMBLE The Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, originally effective as of January 1, 1974, is hereby amended and restated in its entirety. The Plan, as amended and restated hereby, is intended to qualify under Section 401(a) of the Code. The Plan is maintained for the exclusive benefit of eligible employees and their beneficiaries. 1 ARTICLE I DEFINITIONS 1.1 Plan Definitions As used hereirt, the following words and phrases have the meanings hereinafter set forth, unless a different meaning is plainly required by the context: An "Active Participant" means an Employee who has met the eligibility requirements of Section 3.1 and who has not ceased to be an Active ParticipanY as provided in Section 3.4. The "Admiuistrative Committee" means the committee established pursuant to Section 18.1. The "Administrator" means the Administrative Committee, unless the Adminis�ative Committee designates another person or persoas to act as such. An "After-Tax Contribution" means any after-tax employee contribution made by a Participant as provide@ under Article V. The "Beneficiary" of a Participant means the person or persons entitIed wnder the provisions of the Ptan to receive distribution hereunder in the event the Participant dies before receiving dishiburion of his en[ire interest under the PIan. The "City" means the City of Saint Paul, Minnesota. The "Code" means the Intemal Revenue Code of 1986, as amended from time to time. Reference to a section of the Code includes such secrion and any comparable secrion or sections of any future legislation that amends, supplements, or supersedes such section. The "Compensation" of a Participant for any period means the wages as defined in Section 3401(a) of the Code, determined without regard to any rules that limit compensation included in wages based on the nature or location of the employment or services performed, and all other payments made to him for such period for services as an Employee for which lus Employer is required to fiunish the Participant a written statement under Secdons 6041(d), 6051(a)(3), and 6052 of the Code, but determined prior to any exclusions for 414(h) Contribnrions. Notwithstanding the foregoing, Compensation shall noY include the followiug: (a) overtime payments; (b) bonuses; aud (c) a11 other forms of eacha compensation. 2 00 -sy� In no event, however, shall the Compensation of a Participant taken into account under the Pian for any Plan Year exceed (1) $200,000 for Plan Years beginning prior to 3anuary 1, 1994, or (2) $150,000 for Plan Yeazs beginning on or after January 1, 1994 (subject to adjustment annually as provided in Section 401(a)(17)(B) and Section 415(d) of the Code; provided, however, that the dollaz increase in effect on January 1 of any calendar year, if any, is effecrive for Plan Yeazs beginning in such caiendar yeaz). If the Compensarion of a Participant is detemuned over a period of time that contains fewer than 12 calendar months, then the annual compensation limitation described above shall be ad,}usted with respect to that Participant by multiplying the annual compensation limitation in effect for the Plan Year by a fraction the numerator of which is the number of full months in the period and the denominator of which is 12; provided, however, that no proration is required for a Participant who is covered under the Plan for less than one full Plan Year if the formula for allocations is based on Compensation for a period of at least 12 months. A"Coatribution Period" means the period specified in Article VI for which Employer Contributions shall be made. An "Employee" means any natural person who is employed as a common law empioyee of an Employer, provided his customary employment is for more than 20 hours per week and more than five months each Plan Year, except that the foilowing shall appiy: (a) Such term shall not include an employee who is covered by a collective bazgaining agreement that does not specifically provide for wverage under the Plan if retirement benefits were the subject of good faith bazgaining. (b) Such term shall not include an employee of the City, unless the employee was formerly employed by HRA and elected to continue to participate in the Plan upon becoming an employee of the City. An "Employer" means any entity which has adopted the Plan as provided under Article XX, including PHA and the City. An "Employer Contribntion" means the amount that an Employer contributes to the Pian as provided under Article VI. _ "ERISA" means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to a section of ERISA includes such secrion and any compazable section or sections of any furiue legislation that amends, supplements, or supersedes such section. A"414(h) Contribution" means the amount contributed to the Plan on a ParticipanPs behalf by his Employer in accordance with Section 414(h)(2} of the Code, as provided in Article IV. The "General Fund" means a Trust Fund maintained by the Trustee as required to hold and administer any assets of the Trust that are not allocated among any separate Investment Funds as may be provided in the Plan or the Trast Agreement. No General Fund shall be maintained if atI assets of the Trust are allocated aznong separate Investment Funds. "HRA" means the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, and any successor thereto. An "Inactive Participant" means any Participant who has ceased to be an Active Participant as provided in Section 3.4. An "Iavestment Fund" means any separate investment Trust Pund maintained by the Trustee as may be provided in the Plan or the Trust Agreement or any separate inveshnent fund maintained by the Trustee, to the extent that there aze Participant Sub-Accounts under such funds, to which assets of the Trust may be allocated and separately invested, The "Normal T2etirement Date" of an employee means the date he attains age 65. A"ParticipanY" means any person who has a Separata Account in tfie Trust. "PHA" means the Public Housing Agency of the City of Saint Paul, Minnesota. The "Plan" means this Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, as stated in this instrument and as it may be aruended from time to time. A"Plaa Year" means the 12-cousecufive-month period ending December 31, 1974 and eacfi 12- consecutive-month period thereafter. A "Predecessor Employer" means HI2A, A"Rollover Contribution" means any rollover contribution to the Plan made by a Participant as may be permitted under Article V. A"Separate Account" means the account maintained by the Trustee in the name of a Participant . that reflects his interest in the Trust and any Sub-Accounts maintained thereunder, as provided in Article VIII. A"Snb-AccounY' means any of the individual sub-accounts of a ParticipanPs Sepazate Account that is maintained as provided in Article VIII. An Employee's "Severance Date" means the date on which his status as an Employee of any Employer ceases for any reason, except tfiat if the Employee is on leave of absence, military leave, layoffwith right ofrecalI, or similaz status, he shall not incur a Severance Date while in that status, but will incur a Severance Date when such status ends unless he returns to active employment with an Employer at that time or, in the case of aa Employee on military leave, 0 ao • ts� within the period during which he retains reemployment rights under the Uniformed Services Employment and Reemployment Rights Act of 1994. The "TrusY' means the trust, custodial accounts, annuity conh�acts, or insurance contracts maintained by the Trustee under the Trust Agreement. The "Trust AgreemenY' means the agreement entered into between the Administrator and the Trustee relating to the holding, investment, and reinvestinent of the assets of the Plan, together with all amendments thereto and shall include any agreement establishing a custodial account, an annuity contract, or an insurance contract (other than a life, health or accident, property, casuaity, or liability insurance contract} for the inveshnent of assets if the custodial account or contract would, except for the fact that it is not a trust, constitute a qualified trust under Section 401 of the Code. The "Trustee" means the trustee or any successor trustee which at the time shall be desi�ated, qualified, and acting under the Trust Agreement and shall include any insurance company that issues an annuity or insurance contract pursuant to the Trust Agreement or any person holding assets in a custodial account pursuant to the Trust Agreement. The Administrator may designate a person or persons other than the Trustee to perform any responsibility of the Trustee under the Plan, other than trustee responsibilities as defined in Section 405(c)(3) of ERISA, and the Trustee shall not be liable for the performance of such person in carrying out such responsibility except as otherwise provided by ERISA. The term Trustee shall include any delegate of the Trustee as may be provided in the Trust Agreement. A"Trust Fund" means any fund maintained under the Trust by the Trustee. A"Valuation Date" means the last day of each calendar month and any other date or dates designated by the Administrator and communicated in writing to the Trostee for the purpose of valuing the General Fund and each Investment Fund and adjusting Separate Accounts and Sub- Accounts hereunder, which other dates need not be uniform with respect to the General Fund, each Invesrinent Pund, Separate Account, or Sub-Account. The "Vesting Service" of an employee means the period or periods of service credited to him under the provisions of Article II for purposes of determining his vested interest in that portion of his Separate Account that is attributable to Employer Contributions. 1.2 Interpretarion Where required by the context, the noun, verb, adjective, and adverb forms of each defined term shall include any of its other forms. Wherever used herein, the masculine pronoun shall include the feminine, the singular shall include the plural, and the plural shall include the singular. 5 ARTICLE II SERVICE 2.1 Vesteng Service A Participant shall be credited with a yeaz of Vesting Service for each Plan Yeaz in which he is an Acrive Participant for tfie full Plan Year. If the Participant is not an Active Participant for the fu21 Plan Yeaz, he shall be credited with 1/12th of a year of Vesting Service for each month in which he is an Acrive Participant. 00 •sZ� ARTICLE III ELIGIBILITY AND PARTICIPATION 3.1 Eligibility Except as otherwise provided in Section 3.4, each Employee who was an Active Participant immediately prior to the effecrive date of ttus amendment and restatement shall continue to be an Active Participant. Each other Employee shali become an Active Participant as of the date on which he becomes an Employee. 3.2 Reemployment If a person who terminated employment with an Employer is reemployed as an Employee, he shall become an Active Participant on the date he is reemployed. 33 Notification Concerning New Active Participants Each Employer shall notify the Administrator as soon as practicable of Employees becoming Active Participants as of any date. 3.A Effect and Duration Upon becoming an Acrive Participant, an Employee shall be entitled to have 414(h) Contriburions made to the Plan on his behalf and to make After-Tax Contributions to the Plan and shall be bound by all the terms and condirions of the Plan and the Trust Agreement. A person shall continue as an Active Participant eligible to have 414(h) Contributions made to the Plan on his behalf and to make After-Tax Contriburions to the Plan until the earliest of: (a) his Severance Date; (b) his absence from employment because of leave of absence; (c) his absence from employment because of military leave; (d) his absence from employment because of layoff with right of recall or similar status; (e) his ceasing to be an Employee; or ( fl termination of the Plan. 7 axTZC�.� iv aia�n� corrr�usu�orrs 4.1 424(h) Contributions Effec6ve as of the date he becomes an Active Participant, an Employee's Compensation shall be reduced by the amount specified in Section 4.2 and such amount shall be paid to the Plan by Ius Employer on his behalf as a 414(h) Conh 4I4(h) Contriburions are intended to be treated as employee conkdbutions that are "picked up" by the Participant's Employer as an employer contribution described in Section 414(h)(2) of the Code and are not includible in gross income of the Acrive Participant on whose behalf such contriburion was made. 414(h) Conhibufions on behalf of an Active Participant shall coiumence with the fust payment of Compensation made on or after the date on which he becomes an Active Participant and shall cease when the Participant ceases to be an Active Participant as provided in Section 3.4. 4.2 Amount of 414(h) Contributions The aznount of 414(fi} Contributions to be made to the Plan on behalf of an Active Participant by his Employer shall be: (a) for Employees of PHA, five percent of Compensation; and (b) for Employees of the City, the amount that when added to the Employer Contribution made under Section 6:2 shall resultin a combined 414(h) Conhibutioa and Employer Contribution equal to 12 percent of Compensatzon. 4.3 Delivery of 414(h) Contributions Each Employer shall cause to be delivered to the Trustee in cash at1414(h) Contributions withheld from Participants' Compensation no later than the end of the month foltowing the month in which such amounts were withheld. 4.4 Vesting of 414(h) Contributions A Participant's vested interest in that portion of his Separate Account attributable to his 414(h) Conhibutions shall be at all times 100 percent. oo-�t ARTICLE V AFTER-TAX AND ROLLOVER C01�3TRIBUTIOi�iS 5.1 After-Tax Contributions An Acrive Participant may elect in writing in accordance with rules prescribed by the Administrator to make After-Tax Contributions to the Plan. After-Ta�c Contributions may be made either by payroll withholding and/or by delivery of a cash amount to an Active Participant's Employer, as determined by the Administrator. An Acrive Participant's election to make After-Tax Contributions by payroll withholding may be made effective as of the date or dates prescribed by the Administrator. After-Talc Conh by payroll withholding shall commence with the first payment of Compensation made on or after the Enrollment Date on which the Active ParticipanYs election is effective. 5.2 Amonnt of After-Tax Contributions by Payroll Withholding The amouttt of After-Tax Contributions made by an Active Participant by payroll withholding shall be either (i) an integral percentage of his Compensation of not less than one percent nor more than ten percent or (ii) a specified monetary amount not in excess of ten percent of his Compensation, as prescribed by the Administrator. 5.3 Changes in Payroll Withholding Anthorization An Acrive Participant may change the percentage or amount of his future Compensation that he conhibutes to the Plan as After-Tas Contributions by payroll withholding at such time or times during the Plan Year as the Administrator may prescribe by filing an amended payroll withholding authorization with his Employer such number of days prior to the date such change is to become effective as the Administrator shall prescribe. An Active Participant who changes tus payroll withholding authorization shall be limited to selecting a percentage or an amount of his Compensation that is otherwise permitted under Section 5.2. After-Tax Contributions shall be made pursuant to an Active Participant's amended payroll withholding authorizarion filed in accordance with this Section commencing with Compensation paid to the Active Participant on or after the date such filing is effecrive, until otherwise altered or terminated in accordance with the Plan. 5.4 Suspension of After-Tax Contributions by Payroll Withholding An Acrive Participant who is making After-Tax Contributions by payroU withholding may have such contributions suspended at any time by giving such number of days advance written norice to his Employer as the Administrator shall prescribe. Any such voluntary suspension shall take effect commencing with Compensation paid to such Acdve Participant on or after the expiration of the zequired notice period and shall remain in effect until After-Tax Contributions are resumed as hereinafter set forth. 5.5 Resumpteon of After-Tax Coatribntions by Payrott Withholding An Active Participant who has votuntarily suspended his After-Tax Contributions made by payroil withhotding in accordance with Section 5.4 may have such contriburions resumed at such time or times during the Plan Year as the Administrator may prescribe by filing a new payroli withholding authorization with his Employer such number of days prior to the date as of which such contriburions are to be resumed as the Administrator shatl prescribe. 5.6 Rollover Contributions Subject to tfie rules and procedures prescribed by the Administrator, an Employee who was a participant in a plan qualified under Section 401 or 403 of the Code and who receives a cash distribution from such plan that he elects either (i) to roll over immediately to a quali&ed retirement plan or (ii) to roll over into a conduit IRA from which he receives a Yater cash distribution, may elect to make a Rollover Contribution to the Plan if he is entitIed under Section 402(c), Section 403(a)(4), or Section 408(d)(3)(A) ofthe Code to roll over such distribution to anoYher qualifred retirearent plan. The Administrator may require an Employee to provide it with such information as it seems necessary or desirable to show that he is entitled to roll over such distribution to another qualified retirement plan. An Employee shall make a Rollover Conh to the Plan by delivering, or causing to be delivered, to the Tnistee the cash that constitutes the Rollover Contribution amounY within 60 days of receipt of ttie distribution from the plan or &om ffie conduit II2A in the marmer prescribed by the Administrator. 5.7 Delivery of After-Tax Contriburions As soon after the date an aznount would otherwise be paid to an Employee as it can reasonably be sepazated from Employer assets oz as soon as reasonably pracricable after aa amount has been delivered to an Employer by an Employee, the Employer shall cause to be delivered to the Trustee in cash the After-Tax Contributions atfributab2e to such amount. 5.8 Vesting of After-Tax Contributions and RoIIover Cotttributions A ParticipanYs vested interest in that portion of his Separate Account attributable to his After-Talc Conhibutions and his Rollover Contributiotts shall be at all times 100 percenY. l0 � -.5�.� ARTICLE VI EMPLOYER CONTRIBi3TIONS 6.1 Contriburion Period The Contribution Period for Emgioyer Contributions under the Plan shall be each month. 6.2 Employer Contributions Each Employer shall make an Employer Contribution to the Plan for the Contribution Period as follows: (a) PHA shall make an Employer Contriburion equal to seven percent of the Compensation paid to its Ernployees during the Contriburion Period who are eligible to participate in the allocation of Employer Conhibutions for the Contribution Period, as determined under this Article. (b) The City shall make an Employer Contribution equal to a percentage of the Compensation paid to its Employees during the Coniribution Period who are eligible to participate in the allocafion of Employer Contributions for the Conhibution Period, as deternvned under this Article, equal to the sum of the employer contribution and the additional employer contriburion for a"coordinated member" under the Public Emgloyees Retirement Association. 6.3 Allocation of Employer Contributions Any Employer Contriburion made by an Employer for a Contribution Period shall be allocated among its Employees during the Contriburion Period who are eligible to participate in the allocarion of Employer Contributions for the Contribution Period, as determined under this Article. The ailocable shaze of each such Employee shall be in the rario which his Compensation from the Employer for the Contribution Period beats to the aggregate of such Compensation for all such Employees. 6.4 Payment of Employer Contributions Employer Contributions made for a Contribution Period shall be paid in cash to the Trustee no later than the end of the following Contribution Period. 6.5 Eligibility to Participate in Allocation Each Employee shall be eligible to participate in the allocation of Employer Contributions while he is an Active Participant in accordance with the provisions of Article I[I. 11 6.6 Vesting of Employer ConYribations A Participant's vested interest in that portion of fiis Separate Account attributable to Employer Conh shall be detemuned in accordance with the following schedule: Years of Vesrin� Service Vested Interest Less than one one but less than two two but less than three three but 2ess than four four but Iess fhan five five or more 0% 20% 40% 60% 80% 100°/a Notwithstanding the foregoing, if a Participant is employed by an Employer on his Normal Retirement Date, the date he attains age 55 or later, the date he dies, or the date he becomes permanently and totally disabled (as defined hereundet) such that he can no longer continue in the service of his Employer, as determined by his Employer on the basis of a written certificate of a physician acceptable to it, his vested interest in that portion of his Sepazate Account attributable to Employer Contributions sfiall be I00 percent. A Participant is permanently and totaIly disabled hereunder if he has a medically determinable physical or mental disability that is expected to result in death or to be of continued and indefinite duration and which renders the Participant unable to engage in any employment or occupation for remuneration for which the Participant is reasonably qualified by reason.of his training,.education, and eaperience. 6.7 Forfeetures to Reduce Employer Contribatious or Administrative Expenses of the Ptan Norivitfistanding any other provision of the Plan to the contrary, the amount of the Employer Contribution required under this Arkicle for a Contribution Period may be reduced by the amount of any forfeitures occurring duting the Contribution Period. Altematively, forfeitt�res may be used to reduce the administrative e�cpenses of the Plan. 12 00 -sa.� ARTICLE VII LIMITATIONS ON CONTRIBUTI0I�IS 7.1 De�nitions Fo; purposes of this Article, the following terms have the following meanings: (a) The "annual addition" with respect to a Participant for a 1'unitation year means the sum of the G14(h) Contributions, Employer Contributions, and After-Tax Contributions allocated to his Sepazate Account for the limitation year, the employer contributions, employee contributions, and forfeitures allocated to his accounts for ffie lunitation year under any other qualified defined contribution plan (whether or not temunated} maintained by an Employer concurrently with the Plan, and amounts described in Sections 415(1)(2) and 419A(d)(2) of the Code allocated to his account for the limitation yeaz; provided, however, that the annual addirion for limitation years be gnnin g prior to January 1, 1987 shail not be recalculated to treat ali After-Tax Contributions and employee contributions as annual additions. (b) A"limitation yeaz" means the Plan Year. 7,2 Code Section 415 Limitations on Crediting of Contriburions and Forfeitures Notwithstanding any other provision of the Plan to the contrary, the annual addition with respect to a Participant for a limitation yeaz shall in no event exceed the lesser of (i) $30,000 (adjusted as provided in Section AI S(d) of the Code, with the first adjustment being made for limitation years beginning on or after January 1, 1996) or (ii) 25 percent of the Participant's compensation, as defined in Section 415(c)(3) of the Code and regularions issued thereunder, for the limitation yeaz. If the annual addition to the Segaraze Account of a Participant in any limitation year would otherwise exceed the amount that may be applied for his benefit under the limitation contained in this Section, the lunitation shall be satisfied by reducing contributions made by or on behalf of the Participant to the extent necessary. The amount of any reduction of 414(h) Contributions and After-Tax Contributions (plus any income attributable thereto) shall be returned to the Participant. The amount of any reducrion of Employer Contributions shall be deemed a forfeiture for the limitation year. Amounts deemed to be forfeitures under this Section shall be held unallocated in a suspense account established for the limitation year and shall be applied against the Employer's contribution obligation for the next following limitation yeaz (and succeeding lunitation yeazs, as necessary). If a suspense account is in existence at any time during a limitation yeaz, all amounts in the suspense account must be allocated to Participants' Separate Accounts (subject to the limitations contained herein) before any further 414(h) Contributions, Employer Conttiburions, or After-Tax Contributions may be made to the Plan by or on behalf of Participants. No suspense account established hereunder shall share in any increase or decrease in the net worth of the Trust. For purposes of 13 this Article, excesses shall result only from the allocation of forfeihues, a reasonable error in estimating a ParticipanYs annual compensation (as defined in Section 415(c)(3j of the Code and regulations issued thereunder), or other limited facts and circumstances that justify the availabitity of the provisions set forth above. 7.3 Coverage Under Other Qualified Defined Contribarion Plan If a Participant is covered by any other qualified defined contribution pian (whether or not terminated) maintained by an Employer concurrently with the Plan, and if the annual addition for the limitation year would otherwise exceed the amount that may be applied for the ParticipanYs benefit under the limitarion contained in Section 7.2, such excess sha11 be reduced first by retuming the employee contributions made by the Participant for the Iimitation yeaz under all of the defined conhiburion plans other than the Plan and the income attributable thereto to the extent necessary. Tf the limitation containedin Secrion 7.2 is still not sarisfied after retzuning all of the employee contributions made by the Participant under all such other plans, the procedure set forth in Seciion 7.2 shall be invoked to eliniinate any such excess. If the Iimitarion contained in Section 7.2 is sti12 not satisfied after invocation of the procedure set forkh in Section �.2, the portion of the employer contributions and of forfeitures for the limitation year under all such other plans that has been allocated to the Participant thereunder, but which exceeds the limitation set forth in Section 7.2, shall be deemed a forfeiture for the limitarion year and shall be disposed of as provided in sach other plans; provided, however, that if the Participant is covered by a money purchase pension plan, the forfeiture shall be effected first under any other defined eontribution plan that is not a money purchase pension plan and, if the limiYation is still not satisfied, then under such money.purchase pension glau. 7.4 Coverage Under Qualified Defined Benefit Plan If a Participant in the Plan is also covered by a qualified defined benefit plan (whether or not terminated) maintained by an Employer in no event shalI the sum of the defined benefit plan fracfion (as defined in Secrion 415(e)(2) of the Code) and the defined contribution plan fraction (as defined in Secrion 415(e)(3) of the Code) exceed 1.0 in any limitarion yeat. If, before October 3, 1973, the Participant was an acrive pariicipant in a qualifted def ned benefit plan maintained by an Bmployer and otherwise satisfies the requirements of Secrion 2004(d)(2) of ERISA, tfien for purposes of applying this Section, the defined benefit plan fracrion shall not exceed 1.0. If the Plan satisfied the applicable requitements of Secrion 415 of the Code as in effect for all limitation years beginning before January 1, 1987, an amouttt shalt be subtracted from the numerator of the defined contribution plan fraction (not exceeding such numerator) as prescribed by tfie Secretary of the Tzeasury so that the sum of the defined benefit plan fraction and the defined contribution plan fraction computed under Section 415(e)(1) of the Code, as revised by the Tax Reform Act of 1986, does not exceed 2.0 for such limitation year. In the event the special limitation contained in tius Section is exceeded, contributions and forfeitures allocated to the Parficipant under the Plan and any other defined contdbution plan maintained by an Employer shall be disposed of in the order and manner specified in Section 73 to the extent necessary to meet such limitation. 14 00 -si � 7.5 Scope of Limitatlons The limitarions contained in Sections 7.2, 73, and 7.4 shatl be applicable only with respect to benefits provided pursuant to defined contribution plans and defined benefit plans described in Secrion 415(k) of the Code. 15 ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8•1 General Fund The Trustee shall maintain a General Fund as required to hold and administer any assets of the Trust that are noY aIlocated among the separate Inveshnenf Funds as provided in the Plan or the Trust Agreement. The General Fund shall be held and administered as a separate common trust fund. The interest of each Participant or Beneficiary under the Plan in the General Fuad shail be an undivided interest. 8.2 Investment Funds The Adnunistrator shalI detemune the number and type of Iavestment Funds and shall select tkte investments for such Inveshnent Funds. The Administrator shall communicate the same and any ��8� �� 'iting to the Tn�stee. Each Tnvestment Fuad sha21 be hetd and administered as a sepatate common hust fond. The interest of each Participant or Beneficiary under the Plan in any Investment Fuad shatl be an undivided interest. 8.3 Income on Trust Any dividends, interest, distributions, or other iacome received by the Tnistee with respect to any Trust Fund maintained hereunder shall be allocated by the Trustee to the Tmst Fund for which the income was received. 8.4 Separate Accounts As of Yhe date he becomes au Active Participant, there shall be estabIished a Separate Account in the ParticipaaYs name reIIecting Ius interest in the Trust. Each Separate Account shall be maintained and administered for each Participant and Beneficiary in accordance wiYh the provisions of the Plan. The balance of each Separate Account shall be the balance of the account after all credits and chazges Yhereto, for an@ as of sach date, have been made as provided fierein. 8.5 Sub-Accounts A ParticipanYs Separate Account shall be divided into individual Sub-Accounts as follows: (a) Sub-Account A, which shall retlect the portion of the ParticipanYs Separate Account derived firom 414(fi} Contributions made prior to January 1, 1983. (b) Sub-Account B, which shall reflect the portion of the ParticipanYs Separate Accouut derived from Employer Contriburions made prior to Jaauary 1, 1983. 16 oo-sa� (c) Sub-Account C, which shall reflect the portion of the Participant's Separate Account derived from After-Tax Contributions; (d) Sub-Account D, which shall reflect the portion of the Participant's Separate Account derived &om Rollover Contributions; and (e) Such further Sub-Accounts as may be determined by the Administrator and designated by another letter of the aiphabet. Each Sub-Account shall reflect sepazately contributions aliocated to each Trust Fund maintained hereunder and the eamings and losses attributable thereto. 17 ARTICLE IX LIFE INStTRANCE CONTRACTS FOR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts For piuposes of providing the death bene&t described in Secrion 16.2, the Administrator may direct the Trustee to apply a portion of the interest of a Participant in the Tnist toward the purchase, from a legal reserve life insurance company, of a life insurance contract or contracts, including a term life insuranca contract or contracts, on the life of such Participant; provided, however, that if any portion of a ParticipanYs interest is used during any year to purchase such a contract, each other Participant shall be given the option to have the same proportion of his interest applied towazd the purchase of such a contract for him. Ail such contracts shall designate the Trustee as the sole owner with exclusive power Yo exercise all rights, privileges, oprions and elections granted or permitted thereunder; however, the exercise of such power by the Trustee shall be subject to the righY of the Administrator to direct the Trustee with respect thereto or to require the Trustee to obtain its approval before exercising any such power. Subject to any resYricrions pertaining to a particulaz Investment Fund, amounts needed to purchase a life insvrance contract or contracts shatl be charged against tfie ParticipanYs interest in the Investment Funds as directed by the Administrator. 9•2 Payment of Premiums The Trustee, upon written inshuctions &om the Administrator, shall pay each premium on any such contract or contracts held for a Pazricipant and shatl charge such premium payment to ffie Sepazate Account of such Participant. The Trustee shal! be under no obligation to pay any premium, however, unless there are sufficient funds avaiIable from the interest of such Participant in the Trust to make such payment. Each contract shall provide that all dividends and other credits payable thereunder, if any, shall be applied in reduction of premiums, except that any postmottem or termination dividend shall be added to and become a part of the proceeds payable to the beneficiary under the contract. 9.3 Overriding Conditions and Limitations NotsvithsYanding any other provision of the Ptan to the contrary, the provisions of this Section shall govem: (a) In the event of any conflict between the provisions of the Plan and the terms of any insurance contract or contracts purchased pursuant to ttus Article, the provisions of Yhe Plan shall control. m oo•Sl� (b) At no time shall the aggregate of the premiums paid for the life insurance contract or contracts upon the life of any Participant hereunder equal or exceed 25 percent of the Employer Contriburions allocated to him under the Plan. (c) At all times each such contract upon the life of any Participant shall be held by the Trustee separate and apart from the Trust. The value of such contract shall not be taken into account in valuing the assets of the Trust nor shall such value be considered in detemiining the amount of a ParticipanYs interest in the Trust. (d) The Administrator may direct the Trustee to have the purchase of insurance on a Participant's life discontinued. Any such direction shall specify the date on which such purchase is to be discontinued, but in no event shall any such notice be effective with respect to premiums which have been paid. The Trustee shall surrender any contract or contracts held on the Participant's life on the date specified in the notice. The cash surrender value, if any, of any such conuacts shall be added to the Trust when received by the Trustee and shall be eredited to the Participant's Separate Account. 4.4 Death Benefits Upon the death of any Participant on whose life any contract is held hereunder prior to his temunation of employment with an Employer, the proceeds of such contract shall be paid to the Trustee for deposit in the Participant's Separate Account, to be paid to the Participant's Beneficiary in accordance with the distribution provisions of the Plan. �] ARTICLE X DEPOSIT AND INVESTMENT OF CONTI2IBUTIONS 10.1 Future Contribution Investment Elections Each Active Participant shall make an investment election in the manner and form prescribed by the Administrator d'uecting the manner in which ]vs 414(h) Contributions, After-Tax Contributions, Rollover Contributions, and Employer Contributions shall be invested. An Active ParticipanY's investment election shatl specify the percentage, in the percentage increments prescribed by the Administrator, of such contributions that shall be aIlocated to one or more of the Investment Funds with the sum of such percentages equaling 100 percent. The investment elecrion by a Participant shall remain in effect until his entire interest under the Plan is distributed or forfeited in accordance with the provisions of the Plan or until he files a change of inveshnent election witlt the Administrator, in such form as the Administrator shall prescribe. A PaziicipanYs change of investment elecrion may be made effective as of the date or dates prescribed by the Administrator. 10.2 Deposit of Contributions A11414(h) Con�zbutions, Af}er-Tax Contributions, Rollover Coniributions, and Employer Contributions sha1I be deposited in the Trust and allocated among the Investment Funds in accordance with the Participant's currently effective investmeat election. Ifno investment election is on ffle with the Adminislrator at;the time.contdbutions are to be deposited to a ParticipanYs Sepazate Account, the Participant shall be notified and an investment elecrion form shaIl be provided to him. Unti1 such Participant shaIl make an effective election under this Section, his contributions shatl be allocated among the Investment Funds as directed by the Administrator. 10.3 Electioa to Transfer Between Funds A Participant may elect to transfer investments from any Investment Fund to any other Tnvestment Fund, The ParticipanYs transfer election shall specify either (i) a percentage, in the percentage increments prescribed by the AdministraYor, of the amount eligible for transfer,which percentage may not exceed 100 percent, or (ii) a do2Taz amount that is to be transferred. Subject to any restrictions pertaining to a particuIaz Investment Fund, a ParticipanYs transfer elecrion may be made effective as of the date or dates prescribed by the Adminishator. 20 oo-S�� ARTICLE XI CREDITING AND VALUIriG SEPARATE ACCOUNTS 11.1 Crediting Separate Accounts All contabutions made under the provisions of the Plan shall be credited to Separate Accounts in the Trust Funds by the Trustee, in accordance with procedures established in writing by the Administrator, either when received or on the succeeding Valuation Date after valuation of the Trust Fund has been compieted for such Valuation Date as provided in Section 11.2, as shall be deternrined by the Administrator. 11.2 Va(uing Separate Accounts Separate Accounts in the Trust Funds shall be valued by the Trustee on the Valuation Date, in accordance with procedures established in writing by the Administrator, either in the manner adopted by the Trustee and approved by the Administrator or in the manner set forth in Section 113 as Plan valuation procedures, as deternuned by the Administrator. 113 Plan Valuarion Procedures With respect to the Trust Funds, the Adminisirator may determine that the following valuation procedures shall be applied. As of each Valuation Date hereunder, the portion of any Sepazate Accounts in a Trust Fund shall be adjusted to reflect any increase or decrease in the value of the Trust Fund for the period of time occurring since the immediately preceding Valuarion Date for the Trust Fund (the "valuation period"} in the following manner: (a) First, the value of the Trust Fund shall be determined by valuing all of the assets of the Trust Fund at fair market value. (b) Next, the net increase or decrease in the value of the Trust Fund amibutable to net income and all profits and losses, realized and unrealized, during the valuation period shall be determined on the basis of the valuation under pazagraph (a} taking into account appropriate adjustments for contributions, loan payments, and transfers to and distributions, withdrawals, loans, and transfers from such Trust Fund during the valuation period. (c) Finally, the net increase or decrease in the value of the Trust Fund shall be allocated among Sepazate Accounts in the Trust Fund in the ratio of the balance of the portion of such Sepazate Account in the Trust Fund as of the preceding Valuarion Date less any distriburions, withdrawals, loans, and transfers from such Sepazate Account balance m the Trust Fund since the Valuation Date to the aggregate balances of the portions of all Separate Accounts in the Trust Fund similazly adjusted, and each Separate Account in the Trust Fund shall be credited or chazged with the amount of its allocated shaze. 21 Notwithstanding the foregoing, the Administrator may adopt such accounting procedures as it considers appropriate aud equitable to establish a pmportionate crediting of net increase or decrease in the value of the Trust Fund for contributions, loan payments, and transfers to and distributions, withdrawaIs, loans, and transfers &om such Trust Fund made by or on behalf of a Participant during the valuation period. 11.4 Finality of Determinations The Trustee shall have exclusive responsibifity for determining the balance of each Separate Account maintained hereunder. The Trustee's determinations thereof shall be conclusive upon ail interested parties. 11.5 Notification Withia a reasonable period of time after fhe end of each Plan Yeaz, the Administrator shall notify eacfi Participant and Beneficiary of the balances of his Separate Account and Sub-Accounts as of a Valuation Date during the Plan Year. 22 o� -ss� ARTICLE 7�II LOANS 12.1 No Loans There shall be no loans made to Participants from the Plan. 23 ARTICLE I�LTII WITHDRAWALS 13.1 Withdrawals of After-Tax Contribufions A Participant who either (a) is employed by an Employer, or (b) hasincurred a Severance Date. may eIect in writing, subject to the limitations and conditions prescribed in this Article, to make a cash withdrawal from his Sub-Account C. 13.2 Limitatioas on W►thdrawals Withdrawais made pursuant to this Article sha11 be subject to the following conditions and limitations: (a) A Participaut must &le a written withdrawal application with the Administrator such number of days prior to the date as of which it is to be effecfive as the Administrator shall prescribe. (b) Withdrawals may be made effective as of the date or dates prescribed by the Admiaisirator. (c) The maximum total withdrawaI that a Participant may make shall be an amount equal to the lesser of: (i) his Afiez-Tax Coniributioas to the Plan less the sum of his previous withdrawals; or (ii) the balance of his Sub-Account C. The Administrator may prescribe rules governing the timing, frequeacy, and amount of withdrawals. 24 00 -Sa, ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE 14.1 Notice of Severance Date Notice of a Participant's Severance Date shall be given by the Adminish to the Trustee. 14.2 Separate Accounting for Non-Vested Amonnts If as of a Pazticipant's Severance Date the Participant's vested interest in that portion of his Sepazate Account amibutable to Employer Contributions is less than 1D0 percent, that portion of his Separate Account that is attributable to Employer Contriburions and that is not vested shall be accounted for separately from the vested portion and sha11 be disposed of as provided in the following Section. 14.3 Disposition of Non-Vested Amounts That portion of a Participant's Sepazate Account that is not vested upon the occurrence of lus Severance Date shall be forfeited as of the ParticipanYs Severance Date. Whenever the non-vested portion of a ParticipanYs Sepazate Account is forfeited under the provisions of the Plan, the amount of such forfeiture shall be applied as soon as administratively pracricable against the Employer Contribution obligations of the Employer for which the Particigant last performed services as an Employee or towards payment of such expenses of the Plan or Trust as the Administrative Committee shall specify. Notwithstanding the foregoing, however, should the amount of all such forfeitures for any Plan Year with respect to any Employer exceed the amount of such Empioyer's Employer Contribution obligation for the Plan Year, the excess amount of such forfeiriues shall be held unallocated in a suspense account established with respect to the Employer and shall for all Plan purposes be applied against the Employer's Employer Contribution obligations for the following Plan Year or towards payment of such expenses of the Plan or Trust as the Admuustrative Committee shall specify. 25 ARTICLE XV DISTRIBUTIONS 15.1 Distributions to Participants A Participant whose Severance Date occurs shall receive distribution ofhis vested interest in Ius Separate Account in the form grovided under Article XVI beginning as of the date selected by the Administrator after giving due considerarion to all circumstances Irnown to the AdministraTOr relating to such ParticipanYs welfare and any re4uest from the Participant. 25.2 Distributions to Beneficiaries If a Participant dies prior to the date distribution of his vested interest in 2us Separate Account begins under Yhis Article, lus Beneficiazy shatl receive dishibution of the ParticipanYs vested interest in his Sepazate Account in the form provided under Article XVI beginning as of the date setected by the Administrator after giving due consideration to all circumstances l�own to the Administrator relating to such Beneficiary's welfare and any request 6rom the Beneficiary. Unless distribution is to be made over the life or over a period certain not greater than Yhe life eacpectancy of the Beneficiary, distribufion of the ParticipanYs entire vested interest shali be made to ihe Beneficiary no later than the end of the &fth calendar year beginning af{er the PazticipanYs death. If distribution is to be made over the life or over a period certain no greater than the life expectancy of the Beneficiary, distribution shall commence no later than: (a) If the Benefrciary is not the ParticipanYs spouse, the end of the first calendaz yeaz beginning after the ParticipanYs death; or (b) If the Beneficiary is the Pazticipant's spouse, the later of (i) the end of the first calendaz year beginning after the ParticipanYs death or (ii) the end of the calendaz year in which the Participant would have attained age 70 1/2. If dishibution is to be made to a Participant's spouse, it sfiaI2 be made available within a reasonable period of time after the ParcicipanYs death that is no less favorable than the period of time applicable to other distriburions. If a Participant dies after the date distribution of his vested interesY in his Sepazate Account begins under this Article, but before fiis entire vested interest in his Separate Account is distributed, his Beneficiary shall receive distdbution of the remainder of tfie Participant's vested interest in his Sepazate Account beginniag as soon as reasonably practicable following the ParticipanYs date of death in a form that pmvides for distribution at least as rapidly as under the form in which the Participant was receiving distribution. 15.3 Required Commencement of Distribution 26 00 - S�� Norivithstanding any other provision of the Plan to the contrary, distribution of a ParticipanPs vested interest in his Separate Account shall commence to the Par[icipant no later than the April 1 following the close of the calendar year in which he attains age 70 1/2 or retires, whichever is later. Distributions required to commence under this Section shali be made in the form provided under Article XVI and in accordance with Section 401(a)(9) of the Code and regula6ons issued thereunder, including the minimum distribution incidental benefit requirements. 15.4 Reemployment of a Participant If a Participant whose Severance Date has occurred is reemployed by an Employer he shall lose his right to the previously forfeited portion of the Employer Contribution and to any distribution or fiuther distributions &om the Trust arising from his prior Severance Date and his interest in the Trust shall thereafter be treated in the same manner as that of any other Participant whose Severance Date has not occurred. 15.5 Facility of Payment If the Administrator finds that any individual to whom an amount is payable hereunder is incapable of attending to his financial affairs because of any mental or physical condirion, including the infirmities of advanced age, such amount (unless prior claim therefor shall have been made by a duly qualified guardian or other legal representative) may, in the discretion of the Administrator, be paid to another person for the use or benefit of the individual found incapable of attending to his financial affairs or in satisfaction of legal obligations incurred by or on behalf of such individual. The Trustee shall make such payment only upon receipt of written instructions to such effect from the Administrator. Any such payment shall be chazged to the Separate Account from which any such payment would otherwise have been paid to the individuai found incapable of attending to his financial affairs and shall be a complete discharge of any liability therefor under the Plan. 15.6 Inability to Locate Payee If any benefit becomes payable to any person, or to the executor or administrator of any deceased person, and if that person or his executor or administrator does not present himself to the Administrator within a reasonable period after the Administrator mails written notice of his eligibility to receive a distribution hereunder to his last known address and makes such other reasonable and diligent effort to locate the person as the Administrator detercriines, that benefit will be Forfeited. However, if the payee later files a claim for that benefit, the benefit will be restored by the Administrator, using forfeitures, fees, and associated income as a source of funds. 27 ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY Distribution of a ParticipanYs vested interest in his Sepazate Account shall be made to the Participant, or his Beneficiary, as the case may be in any one, or a combination of, the following forms of payment, as elected by the Administrator. (a) A single sum payment, (b) Instaltment Payments. Distribution of alI or a portion of a ParticipanYs vested interest in his Separate Account sha11 be made.in a series of installments over a period not exceeding the life expectancy of the Participant, or the ParticipanPs Beneficiary, if the Pazticipant has died, or a period not exceeding the joint life and last survivor eacpectancy of the Participaat and lus Beneficiary. Each installment shall be equal in aznount except as necessary to adjust for any changes in the value of the Participant's Separate Account. The detemunation of life expectancies sfiaII be made on the basis of the eacpected retum multiptes in Table V and VI of Section 1.72-9 of the Treasury regulations and shall be calculated eithar once at the time installment payments begin or annually £or the Participant and/or lus Beneficiary, if his Beneficiary is his spouse, as detemuned by the Participant at the time installment payments begin. l6.2 Specia2 Death Beaefit Notwithstanding any other provision of the Plan to the contrary, if a Pazticipant dies while employed as an Employee, the death benefit payable to his Beneficiary shall be provided by combining the balance available to the Participant in lus SepazaYe Accont and term life insurance such that the total is noY less than 18 times the ParticipanYs monthty salary at tune of death. Snch insurance shall be purchased by the Board of Trustees as provided in Articie IX. 16.3 Direct Roliover Notwithstanding any other provision of the Plan to the contrary, in lieu of receiving distriburioa in the form of payment provided under this Article, a"qualified distributee" may elect in wTiting, in accordance with zules prescribed by the Administrator, to have any portion or a11 of a distribution made on or after January i, 1993, that is an "efigible rollover distribution" paid directIy by tfie Plan to the "eligible retirement plan" designated by the "qualified distabutee"; provided, however, that this provision shall not apply if the total distribution is less than $200 and that a"qualified distributee" may not elect tlris provision with respect to a portion of a distribuYion that is less than $500. Any sach paymenY by the Plan to another "eligible retirement plan" shaIl be a direct rollover. For purpases of this Section, the following terms fiave the foilowing meanings: �3 0o S�� (a) An "eligible retirement plan" means an individual retirement account described in Section 408(a) of the Code, an individual retirement annuity described in Section 408(b) of the Code, an annuity plan described in Section 403(a) of the Code, or a qualified trust described in Section 401(a) of the Code that accepts rollovers; provided, however, that, in the case of a direct rollover by a surviving spouse, an eligible retirement plan does not include a qualified trust described in Section 401(a) of the Code. (b) An "eligible rollover distribufion" means any distriburion of all or any portion of the balance of a Pazticipant's Separate Account; provided, however, that an eligible rollover dishibution does not include: any distriburion that is one of a series of substantially equal periodic payments made not less frequently than annually for the life or life expectancy of the qualified distributee or the joint lives or joint life expectancies ofthe qualified distributee and the qualified distributee's designated beneficiary, or for a specified period of ten years or more; any distribution to the extent such distribution is required under Section 401(a)(9) of the Code; and the portion of any distribufion that consists of the Participant's After-Tax Contributions. (c) A"qualified distributee" means a Pazticipant, his surviving spouse, or his spouse or former spouse who is an altemate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code. � ARTICLE XVII BENEFTCIARIES I'7.1 Designation of Beneficiary A Participant may designate a Beneficiary on the form prescribed by the Administrator. If no Beneficiary has been designated pursuant to the provisions of this Section, or if no Beneficiary survives the Participant, then the Beneficiary under the Plan sha21 be the person or persons surviving hiru in the frst of the foliowing classes in wiuch there is a survivor: (a) the ParticipanYs svrviving spouse; (b) the ParticipanYs surviving children in equal shares; provided, however, that if his child predeceases the Participant, the issue of such child shall fake by right of represenYaYion the shaze his parent would have received; (c) the ParticigaaYs surviving parents in equal shares; (d) the ParticipanYs surviving brothers and sisters in equal shazes; or (e) the Parkicipant's estate. If a Beneficiary dies after becoming entitled,to receive a:distribution under tke Plan but before dishibution is made to him in full, and if no other Bene&ciary has been designated to receive the balance of the distriburion in that event, the estate of the deceased Beneficiary shall be the Beneftciary as to the batance of the distribution. 30 co-5�.� ARTICLE XVIII ADMINISTRATION 18.1 Establishment of Administrative Committee The Administrative Committee shall consist of five members appointed as follows: (a) The boazd of commissioners ofPHA shall appoant one member to be nominated jointly by Locals 70 and 132. If a nomination by the I.ocais is not timely made, nominarion will be made by an election by PHA empioyees currently or formerly covered who aze Participants. (b) The PHA board of commissioners shall appoint one member on its own nominarion. (c) PHA administrative employees who currently or formerly held posirions covered by Local 1854 (AFSCME) or by Personnel Policies for Supervisory and Confidential Employees and who aze Pazticipants shall appoint one member by election_ (d) The City Council of the City shall appoint one member on its own nomination. (e) Current or former City employees who aze Participants shall appoint one member by election. Each member of the Administrative Committee shall serve a three-yeaz term. 18.2 Anthority of the Administrator The Administrator, which shall be the administrator for purposes of ERISA and the plan administrator for purposes of the Code, shall be responsible for the administrarion of the Plan and, in addition to the powers and authorities expressly confened upon it in the Pian, sha11 have all such powers and authorities as may be necessary to carry out the provisions of the Plan, including the power and authority to interpret and construe the provisions of the Pian, to make benefit detemunations, and to resolve any disgutes which arise under the Plan. The Administrator may employ such attomeys, agents, and accountants as it may deem necessary or advisable to assist in carrying out its duties hereunder. The Administrator shall be a"named fiduciary" as that term is defined in Section 402(a)(2) of ERISA. The Admiiustrator may: (a) ailocate any of the powers, authority, or responsibilities for the operation and administrarion of the Plan (other than trustee responsibilities as defined in Section 405(c)(3) of ERISA) among named fiduciaries; and (b) designate a person or persons other than a named fiduciary to carry out any of such powers, authority, or responsibilities; 31 except that no allocation by ttee Administrator of, or designation by the Administrator with respect to, any of such powers, authority, or responsibiiities to another named fiduciary or a person other than a named fiduciary shall become effective unless such allocation or designation shall first be accepted by such named fiduciary or other person in a writing sigaed by it and delivered Yo the Administrator. 18.3 Acrion of the Administrator Any acY authorized, permitted, or required to be taken under the Plan by the Administrator and which has not been delegated in accordance with Section I8.1, may be taken by a majority of the members of the Administrative Committee, either by vote at a meeting, or in writing without a meeting, or by the employee or employees of the Employers designated by the Administra6ve Committee to carcy out such acts on behatf of the Administrator. All notices, advice;.directions, certifications, approvals, and instrucfions required or authorized to be given by ttte Adminish�ator as under the Plan shall be in writing and signed by either (i) a majority of the members of the Administrative Committee or by such member or members as may be designated by an instrument in rvriting signed by all the members thereof, as having authority to execute such documents on its behaIf, or (ii) the employee or employees authorized to act for the Administrator in accordance with the provisions of this Secrion. 18.4 Claims Review Procedure Whenever a claun forbenefits under,the Plan filed by any person (herein refened io as the "ClaimanY') is denied, whether in whole or in part, the claims reviewer appointed by the Administrator shall transmit a written notice of such decision to the Claimant within 90 days of the date the claim was filed or, if special circumstances require an extension, within 180 days of such date, which notice shall be written in a manner calculated to be understood by the Claimant and shall contain a statement of (i) the specific reasons for the denial of the claim, �1I� SpCC1I�1C reference to pertinent Plan provisions on which the denial is based, and (iii) a description of any additional material or information necessary for the Claimant to perfect the claim and an explanation of why such information is necessary. The norice shall also include a statement advising the Claimant that, within 60 days of the date on which he receives such notice, he may obtain review of such decision in accordance with the procedures hereinafter set forth. Within such 60-day period; the Claimant or his authorized representative may request that the claim denial be reviewed by filing with the Administrator a written requesY therefor, which request shall contain the following information: (a) the date on which the Claunant's request was filed with the Administrator; provided, however, that the date on which the ClaimanYs request for review was in fact filed with the Administrator shall control in the event that the date of the actual filing is Iater than the date stated by tha Claimant pursuant to this pazagraph; 32 Oo-S�� (b) the specific portions of the denial of his claim which the Claimant requests the Administrator to review; (c) a statement by the Claimant setting forth the basis upon which he believes the Administrator should reverse the previous denial of his claim for benefits and accept his claitn as made; and (d) any written material (offered as exlubits} which the Claimant desires the Administrator to examine in its considerarion of his position as stated pursuant to paragraph (c) of this Section. Within 60 days of the date detemuned pursuant to pazagraph (a) of this Section or, if special circumstances require an extension, within 120 days of such date, the Administrator shall conduct a full and fair review of the decision denying the ClaimanYs claim for benefits and shall render its written decision on review to the Claimant. The Administrator's decision on review shall be written in a manner calculated to be understood by the Claimant and shall specify the reasons and Plan provisions upon which the Adminisirator's decision was based. 18.5 Indemnification In addition to whatever rights of indemnification the members of the Administrative Committee or any employee or employees of the Employers to whom any power, authority, or responsibility is delegated pursuant to Section 183, may be enfitled under the organizarional authority or regulations of the Employers, under any provision of law, or under any other agreement, the Employers shall satisfy any liability actually and reasonably incurred by any such person or persons, including expenses, attorneys' fees, judgments, fines, and amounts paid in settlement (other than amounts paid in settlement not approved by the Employers), in connection with any threatened, pending or completed action, suit, or proceeding which is retated to the exercising or failure to exercise by such person or persons of any of the powers, authority, responsibiliries, or discrerion as provided under the Plan, or reasonably believed by such person or persons to be provided hereunder, and any action taken by such person or persons in connection therewith, unless the same is judicially determined to be the result of such person or persons' gross negligence or willful misconduct. 18.6 Actions Binding Subject to the provisions of Secrion 18.4, any action taken by the Administrator which is authorized, permitted, or required under the Plan shall be fmal and binding upon the Employers, the Trustee, ali persons who have or who claim an interest under the Plan, and all third parties dealing with the Employers or the Trustee. 33 ARTICLE XIX AMENDMENT AND TERMINATION i9.1 Amendment Subject to the provisions of Section 19.2, the Employers may at any time and from time to time, by joint action of their goveming bodies, amend the Plan, either prospectively or retroactively. Any such amendment shall be by written instrument execute@ by those person or persons authorized by the goveming bodies of the Employers to execute such docursents on behalf of the Employers. 19.2 Limitation on Amendment The Employers shall make no amendment to the Plan which shall permit any part of the Trust to revert to an Emptoyer or be used or be diverted to purposes other than the exclusive benefit of Participants and Beneficiaries. Moreover, no such amendment may change the rights, powers, and duties of the Trustee withouT the Trustee's consent. I9.3 Termination The Employers reserve the right, by joint action of tfieir governing bodies and subject to tfie written approval of the Depaztment of Housing and LTrban Development as provided in Section 19.4, to terminate the Plan at any time, (the ef�ective date of such termination being hereinafter refeired to as the "temunation date"). Upon any such termination of the Plan, the following actions shall be taken for the benefit of Participants and Beneficiaries: (a) As of tke termination date, each Investment Fund shali be valued and aIl Separate Accounts and Sub-Accounts shall be adjusted in the manner provided in Article XI, with any uttallocated conhibuTions or forfeitures being allocated as of the terminarion date in the manner otherwise pmvided in the Plan. T'he termination date sha11 become a Valuation Date for purposes of Article XI. In determining the net worth of the Tn�st, there shall be included as a liability suck amounts as shall be necessary to pay all expenses in connection with the temiination of the Trust and the Iiquidation and distribution of the property of the Trust, as well as other expenses, whether or not accrued, and shall inciude as an asset all accrued income. (b) AII Separate Accounts shall then be disposed of to or for the benefit of each Participant or Beneficiary in accordance with the provisions of Article XV as if the temunation date were his Severance Date. Notwithstanding anything To the contrary contained in the Plan, upon any such Ptan teimination, the vested interest of each Participant in that portion of his Separate Account attributable to Employer Contributions shall be 100 percent; and, if there is a partial termination of the Pian, The 34 00 -ss.� vested interest of each Participant who is affected by the partiai temunation in that portion of his Separate Account that is attributable to Employer Contributions shall be 100 percent. For purposes of the preceding sentence only, the Plan shall be deemed to terminate automatically if there shall be a compiete discontinuance of contriburions hereunder by all Employers. 19.4 Withdrawal of an Employer An Emgloyer may withdraw from the Pian at any rime upon notice in writing to the Administrator (the effective date of such withdrawal being hereinafter referred to as the "withdrawal date"), and shall thereupon cease to be an Employer for all purposes of the Plan. An Employer shall be deemed automatically to withdraw from the Plan in the event of its complete discontinuance of contributions. Upon the withdrawal of an Employer, the withdrawing Employer shall determine whether a partial termination has occurred with respect to its Employees. In the event that the withdrawing Employer deternunes a partial termination has occurred, the action specified in Section 19.3 shall be taken as of the withdrawal date, as on a termination of the Plan, but with respect only to Participants who aze employed solely by the withdrawing Employer, and who, upon such withdrawal, aze neither transferred to nor continued in employment with any other Employer. The interest of any Participant employed by the withdrawing Employer who is iransferced to or continues in employment with any other Employer, and the interest of any Participant employed solely by an Employer other than the withdrawing Employer, shall remain unaffected by such withdrawal; no adjustment to his Participant Accounts shall be made by reason of the withdrawal; and he shall continue as a Pazticipant hereunder subject to the remaining provisions of the Plan. 19.5 Approval by I�UD The written approval of the Department of Housing and Urban Development shall be required before ternunation of the Plan with respect to all Employers or discontinuance of contriburions by PHA. 35 ARTICLE XX ADOPTION BY OTHER ENTITIES 20.1 Adoption by Other Entities If all, or substantially all, of the Employees of an Employer or all, or snbstantially all, of the Employees constituting a separaYe or separable unit oFoperation of an Employar, aze transferred directly to the employment of another empIoyer, such empIoyer, with the consent of the Employers, may adopt and may amend the Plan with respect to the transferred Employees and continue the Plan as its own. 20.2 Effective Plan Provisions An Employer who adopts the Plan shail be bound by the provisions of the Plan in effect at the time of the adoption and as subsequently in effect because of any amendment to the Plan. T oo-ss� ARTICLE XXI MISCELLANEOUS PROVISIONS 21.1 No Commitment as to Employment Nothing contained herein shall be consh�ed as a cammitment or agreement upon the part of any person to continue his employment with an Employer or as a commitment on the part of any Employer to continue the employment, compensarion, or benefits of any person for any period. 21.2 Benefits Nothing in the Plan nor the Trust Agreement shall be construed to confer any right or ciaim upon any person, firm, or corporation other than the Emgloyers, the Trustee, Participants, and Beneficiaries. 21.3 No Guarantees The Employers, the Administrator, and the Trustee do not guarantee the Trust from loss or depreciation, nor do they guarantee the payment of any amount which may become due to any person hereunder. 21.4 Expenses The expenses of administration of the Plan, including the expenses of the Administrator and fees of the Trustee, shali be paid from the Trust as a general charge thereon, unless the Employers elect to make payment. Notwithstanding the foregoing, the Administrator may direct that administrarive expenses that are allocable to the Separate Account of a specific Participant shall be paid from that Separate Account and the costs incident to the management of the assets of an Investment Fund or to the purchase or sale of securities held in an Investment Fund shall be paid by the Trustee from such Investment Fund. 21.5 Precedent Except as otherwise specifically provided, no action taken in accordance with the Plan shall be canstrued or relied upon as a precedent for similar action under similu circumstances. 21.6 Duty to Furnish Information The Employers, the Administrator, and the Trustee shall fiunish to any of the others any documents, reports, retums, statements, or other information that the other reasonably deems necessary to perform its duries hereunder or othenvise imposed by law. 21.7 Withholding 37 , The Trustee sttall withhold any tax wtrich by any present or future law is required to be withheld, and which the Administzator notifies the Trustee in writing is to be so withheld, from any payment to any Participant or Bene&ciary hereunder. 21.8 Back Pay Awards The provisions of this Secrion shall apply only to an Employee or former Employee who becomes entitle@ to back pay by an award or agreement of an Employer without regard to mitigation of damages. If a person to whom this Secrion applies was or would have become an Active Participant after such back pay award or agreement has been effected, then any 414(h) Contributions not previousiy made on ius behalf but which, after application of the foregoing provisions of this Section, would have been made under the pmvisions of Article N and any After-T� Contriburions which the Pazticipant had not previously made but whicfi, after application of the foregoing provisions of this Section, he would have made under the provisions of Article V, sha11 be made out of the proceeds of such back pay award or agreement. In addition, if any such Employee or former Employee would have been eligible to participate in the allocation of Employer Contributioas under the provisions of Article VI for any prior Plan Yeaz after such back pay awazd or agreement has been effected, his Employer shatl make an Employer Conh equal to the amount of the Employer Contribution which would have been allocated to such Participant under the provisions of Article VI as in effect during each such Plan Year. The amounts of such addirional conhibutions shall be credited to the Separate Account of such Pazticipant. Any additional contributions made by such Participant and by an Employer pursuant to,this Section shall be made in accordance with, and subject to the lunitarions of the applicable provisions of Articles IV, V, VI, aud VII. 21.9 Beturn of Contribations to an Employer Notwithstanding any other provision of the Plan or the Trust Agreement to the contrary, in the event any contribution of an Employer is made under a mistake of fact, such contribution may be returned to the Employer within one yeaz after the payment of the contriburion. 21.10 Validity of Plan Tfie validity of the Plan shaIl be defermined and the Plan shail be construed and interpreted in accordance with the laws of the State of Minnesota, except as preempted by applicabie Federal Iaw. The invalidity or illegality of any provision of the Plan shall not affect the Iegaiity or validity of any other part thereof. 21.11 Trust Agreement The Trust Agreement and the Trust maintained thereunder shall be deemed to be a part of the Plan as if &illy set forth herein and the provisions of the Trast Agreement are hereby incorporated by reference into the Plan. � oo-ss� 21.12 Parties Bound The PIan shall be binding upon the Employers, all Participants and Beneficiaries hereunder, and, as the case may be, the heirs, executors, administrators, successors, and assigns of each of them. 21.13 Application of Certain Plan Provisions A ParticipanYs Beneficiary, if the Participant has died, shall be treated as a Participant for purposes of directing investments as provided in Article X. For purposes of the generai administrative provisions and limitations of the Plan, a Participant's Beneficiary shall be treated as any other person enritled to receive benefits under the Plan. Ugon any terminarion of the Plan, any such Beneficiary who has an interest under the Plan at the time of such termination, which does not cease by reason thereof, shall be deemed to be a Participant for all purposes of the Plan. 21.14 Transferred F�nds If funds from another qualified plan are transferred or merged into the Plan, such funds shall be held and administered in accordance with any restrictions applicable to them under such other plan to the extent required by law and shall be accounted for sepazately to the extent necessary to accomplish the foregoing. � ARTICLE XXII EFFECTIVE DATE 22.1 Effective Date of Amendment and Restatement This amendment and restatement is effecrive as of January 1, 2000. � EXECUTED AT this day of CTTY OF SAINT PAUL � Tit1e: Mayor By: TiYle: President of the Saiat Paul City Council By: Title: Director ofFinance 19_ PUBLIC HOUSING AGENCY OF TF� CITY OF SAINT PAUL /I � ��/!i. - i�:. , ii-..s..�.. ► : -" ,. ,�., . .- :.. . . Commissioners � m co,��n Fue # oa - sa � ORlG1NAl. Presented by Refesed To Commlttee Date WFIEREAS, the Public Housing Agency of the City of Saint Pau1("PHA") and the City of Saint Paul ("City") sponsor a pension plan for the benefit of eligible employees of the PHA and the City, known as the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota ("Pension Plan"); and WHEREAS, the Board of Tmstees of the Pension Plan, acting on the advice of legal counsel and financial consultants, has recommended that the Pension P1an document be revised to conform it to the existing Intemal Revenue Code rules and regulations; and WHEREAS, the revision is not intended to make any substantive changes in the benefits provided to participants by the City and/or the PHA under the Pension Plan; NOW, THEREFORE, BE IT RESOLVEA by the Council of the City of Saint Paul that the proposed January I, 2000 Restatement of the Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota is hereby approved. eas a s sen enanav ` 1/ ey ✓ os om ✓ o eman ✓ ams ✓ an ✓ ei er / V � b 1 Adopted by Council: Date 5 ppo Adoption Certified by Council Secretary ' B y`' —� Approved by By: _ Requested by BY� ��61 Form Approv B � Approved by By: � RESOLUTION CITY OF SAlNT PAUL, MINNESOTA Green Sheet # G t�.34 l� iov�z DEPAR'I'N�NT/OFFiCE/COUNCIL: DATE INITIATED GREEN SHEET No. 61234 Plawiiug & Economic Dev May 10, 2000 0 � ' S CONTACI' PERSON & PHONE: � e7'E 7NP17AL7DATE Cazole Otto/Terry Ca.roey 1 DEPARTMENT DIR. a crrtcovrrcu. MUST BE OM COUNCII, AGENDA BY (DATE) '� *� ^ TrpTqgEg CITY ATTORNEY CITY CLERK g�g FAIANCTAL SERV DII2. _ FINANCIAI. SERV/ACCTG ROUTING ORDER 3 MAYOR(ORASST_) CIVQ.SERVICE COMMISSION TOTAL # OF SIGNAT[IRE PAGES _1_(CLIP ALL LOCATIONS FOR SIGNATURE) acrioiv xxEQuESrEn: Signature on attached resolution RECOMMENDATIONS: Approve (A) or Reject (R) PERSONAI. SERVICE CONTRACTS MUST ANSWER THE FOLLOWING QUES1'iONS: PI.ANNING COMMISSION 1. Has this peisonJfim� ever woiked under a contract for Ws department? CIB CAMMITTEE Yes No CIVIL SERVICE COMMISSION 2. Has this person/firm ever been a city employee? Yes No 3. Does titis person/firm possess a skill not nomially possessed by any cnrtent ciTy employee7 Yes No Explain sll y¢s answers on separate sheet and attech to green sheet INITL4TING PROBLEM, ISSUE, OPPORTUNTTY (Who, What, Whery Where, Why): Staff and the Board of Trustees of the HIZA/PHA pension plan recommend a restatement of the Pension Plan of the former Housing and Redevelopment Authority of Saint Paul employees. When the HRA was merged into the City of Saint Paul in 1977, TIRA employees had the option of continuing their defined contribution pension plan. There are approximately 20 employees who participate. The changes being made aze purely "housekeeping" and in no way will impact the performance of the pian. ADVANTAGES IF APPROVED: This restatement will bring the plan into conformance with the current IRS rules. DISAUVANTAGES IF AFPROVED: .�-.; :. . .. . , .i_ � �,. � ; �.=, None ��'�� - � , DISADVANTAGES IN NOT APPROVED: I�RA Pension plan will not be in conformance with cunent II2S rules. ='`y �� TOTAL AMOi7NT OF TRANSACTION: $ Not applicable COSTiREVENUE BUDGETED: F[JNDINGSOURCE: ACTIVTIYNiJMBER: F��`��GIi CP,)'S��.P FINANCIAL INFORMATION: (EXPLAIN) �� ' \�Ped�sys2�Shared�OTTOVuapension.wpd r � 00 -S 3.� PENSION PLAN OF THE HOUSING AND REDEVELOPMENT' AUTHORITY OF THE CITY OF SAINT PAUL, hIINNESOTA (January 1, 2000 Restatement) TABLE OF CONTENTS PREAMBLE ARTICLE I AEFINITIONS 1.1 1.2 2.1 3.1 3.2 3.3 3.4 Plan Defmitions ................. ..................................................2 Interpretation......................................................... ARTICLE II SERVICE Vesting Service .............................. ....................5 � ARTICLE III ELIGIBII.ITY AND PARTICIPATION Eligibitity .............................................................. ...7 Reemptoyment..............................................................................................7 No 't�icatioQ Concerning New Active Par4cipanfs ....................................7 Effectand Deration ......................................................................................7 ARTICLE IV 414(h) CONTRIBUTIONS 4.1 414(h) Contribations ....................................................................................8 4.2 Amount oF414(h) Contributions .................................................................8 43 Delivery of 414(h) Contributions ................................................................8 4.4 Vesting of 414(h) Contributions ..................................................................8 ARTICLE V AFTER TAX AND ROLLOVER CONTRIBUTIONS 5.1 5.2 5.3 5.4 5.5 5.6 5.7 5.8 After-Tag Contri6ntions ..............................................................................9 Amount of After-Tas Contributions by Payroll Withholding .................9 Changes in Payroll WitfihoIding Anthorization .............................:..........9 Suspension ofAfter-Tas Contribations by PayroIl With6olding............9 Resnmptioa of After-Tax Contribaf3oas by Payroll Withholding.........10 Rollover Contributions ..............................................................................10 Delivery ofAfter-Taa CoaYribntions ........................................................20 Vesting of After-Taa Contributions aad RoIlover Contributioas .........10 ARTICLE VI EMPLOYER CONTRIBUTIONS 6.1 Contribution Period ....................................... ............................11 (ii) o�-a�� 6.2 EmployerContributions ............................................................................li 6.3 Allocation of Employer Contributions ..................................................... 6.4 Payment of Employer Contributions ........................................................1 l 6.5 Eligibility to Participate in Allocation ...................................................... 6.6 Vesring of Employer Contributions .........................••••.••••••••-••••••••••••••••••• 6,7 Forfeitures to Reduce Employer Contriburions or Administrative Expenses of the Plan ..........................................i2 ....................................... ARTICLE VII LIMITATIONS ON CONTRIBUTIONS 7.1 Definitions ............... ................................................13 .................................... 7,2 Code Section 415 Limitations on Crediting of Contributions and Fo rfeitu res ................................................................................................... 7.3 Coverage Under Other Qualified Defined Contribution Plan ...............14 7.4 Coverage Under Qualified Defined Benefit Plan .....................................i4 7.5 Scope of Limitations ................................................................................... ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8.1 General Fund .............................................................................................. 8.2 Investment Fuuds ....................................................................................... 83 Income on Trust ........................... ......................16 ........................................ 8.4 Separate Accounts ...................................................................................... 8.5 Sub-Accounts ..............................................................................................16 ARTICLE IX LIFE INSURA1�iCE CONTRACTS OR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts ................................................................................ 9,2 Payment of Premiums .................. .............................................................. 9.3 Overriding Conditions and Limitations ................................................... 4.4 Death Benefits ............................................................. ................................1 ARTICLE X DEPOSIT AND INVESTMENT OF CONTRIBUTIONS - 10.1 Future Contribution Investment Elections .............................................. 10.2 Deposit of Contributions ............................................................................ 10.3 Election to Transfer Between Funds ..................................................... ...20 ARTICLE XI CREDITING AND VALUING SEPARATE ACCOUNTS 2i 11.1 Crediring Separate Accounts ............................................................. 2i 11.2 Valuing Separate Accounts ....................................................................... 11.3 Plan Valuation Procedures .................................... .................................... (iii) 11.4 Finality of Determinations ........................... .......................22 ....................... 11.5 Notification ..................................................................................................22 ARTICLE XII LOANS 12.1 No Loans ......................................................................................................23 ARTICLE XIII WTTHDRAWALS 13.1 Withdrawals of After-Tax Contributions ............... . ........................24 ......... 13.2 Limitations on Withdrawals ......................................................................24 14.1 14.2 14.3 ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE Notice of Severance Date ............................................................................25 Separate Accounting for Non-Vested Amounts .......................................25 Disposition of Non-Vested Amounts .........................................................25 ARTICLE XV DISTRTBUTIONS 15.1 Distributions to Participants ........................... 15.2 Distributions to Beneficiaries .......................... 15.3 Required Commencement ofDistribnrion..... 25.4 Reemployment of a Participattt ....................... 15.5 Facility of Payment ........................................... 15.6 Inability to Locate Payee ................................. ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY ................................... 16.2 Special Death Benefit ............................ 16.3 D'uect Rollover ............................•---------- ARTICLE XVII BENEF'ICIARIES 17.1 Designation of Beneficiary ............... ................ •-•.......26 ..........................26 ..........................2'7 ..........................27 ...........................2 8 ...........................2 8 ...........................2 8 • • .........................3 0 ARTICLE XVIII ADMT1vISTRATION 18.1 Establishment of Administrative Committee ..........................................31 18.2 Authority of the Administrator .......................... .........31 ............................. 18.3 Action of the Administrator ......................................................................32 18.4 Claims Review Procedure .........................................................................32 (iv) oo-Sa� 18.5 Indemnification ........................................................................................... 18 .6 Actions Binding ......................................................................................... ARTICLE XIX AMENDMENT AND TERMINATION 19 .1 Amendment ................................................................................................. 19.2 Limitation on Amendment ....................................................................... 19 .3 Termination ............................................................................................... 19.4 Withdrawal of an Employer ..................................................................... 19 .5 Approvai by HUD ....................................................................................... AIiTICLE XX ADOPTION BY OTHER ENTITTES 2Q.1 Adoption by Other Enrities ....................................................................... 20.2 Effective Plan Provisions .......................................................................... 21.1 21.2 21.3 21.4 21.5 21.6 21.7 21.8 21.9 21.10 21.11 21.12 21.13 21.14 ARTICLE XXI NIISCELLANEOUS PROVISIONS No Commitment as to Employment ......................................................... Benefits ....................................................................................................... 37 No Guarantees ........................................................................................... Expenses ..................................................................................................... 3 7 Precedent .................................................................................................... 37 Duty to Furnish Information .................................................................... Withholdin ....................................38 g ........................................................... BackPay Awards ...................................................................................... Return of Contributions to an Employer ................................................ Validity Plan .......................................................................................... TrustAgreement ........................................................................................39 Parties Bound ................. ...........................................................39 ................. Apptication of Certain Plan Provisions .................................................... Transferred .....................................................................................39 ARTICLE XXII EFFECTIVE DATE - 22.1 Effective Date of Amendment and Restatement ...................................... (v) 00 -S3 � PREAMBLE The Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, originally effective as of January 1, 1974, is hereby amended and restated in its entirety. The Plan, as amended and restated hereby, is intended to qualify under Section 401(a) of the Code. The Plan is maintained for the exclusive benefit of eligible employees and their beneficiaries. 1 ARTICLE I DEFINITIONS 1.1 Plan Definitions As used hereirt, the following words and phrases have the meanings hereinafter set forth, unless a different meaning is plainly required by the context: An "Active Participant" means an Employee who has met the eligibility requirements of Section 3.1 and who has not ceased to be an Active ParticipanY as provided in Section 3.4. The "Admiuistrative Committee" means the committee established pursuant to Section 18.1. The "Administrator" means the Administrative Committee, unless the Adminis�ative Committee designates another person or persoas to act as such. An "After-Tax Contribution" means any after-tax employee contribution made by a Participant as provide@ under Article V. The "Beneficiary" of a Participant means the person or persons entitIed wnder the provisions of the Ptan to receive distribution hereunder in the event the Participant dies before receiving dishiburion of his en[ire interest under the PIan. The "City" means the City of Saint Paul, Minnesota. The "Code" means the Intemal Revenue Code of 1986, as amended from time to time. Reference to a section of the Code includes such secrion and any comparable secrion or sections of any future legislation that amends, supplements, or supersedes such section. The "Compensation" of a Participant for any period means the wages as defined in Section 3401(a) of the Code, determined without regard to any rules that limit compensation included in wages based on the nature or location of the employment or services performed, and all other payments made to him for such period for services as an Employee for which lus Employer is required to fiunish the Participant a written statement under Secdons 6041(d), 6051(a)(3), and 6052 of the Code, but determined prior to any exclusions for 414(h) Contribnrions. Notwithstanding the foregoing, Compensation shall noY include the followiug: (a) overtime payments; (b) bonuses; aud (c) a11 other forms of eacha compensation. 2 00 -sy� In no event, however, shall the Compensation of a Participant taken into account under the Pian for any Plan Year exceed (1) $200,000 for Plan Years beginning prior to 3anuary 1, 1994, or (2) $150,000 for Plan Yeazs beginning on or after January 1, 1994 (subject to adjustment annually as provided in Section 401(a)(17)(B) and Section 415(d) of the Code; provided, however, that the dollaz increase in effect on January 1 of any calendar year, if any, is effecrive for Plan Yeazs beginning in such caiendar yeaz). If the Compensarion of a Participant is detemuned over a period of time that contains fewer than 12 calendar months, then the annual compensation limitation described above shall be ad,}usted with respect to that Participant by multiplying the annual compensation limitation in effect for the Plan Year by a fraction the numerator of which is the number of full months in the period and the denominator of which is 12; provided, however, that no proration is required for a Participant who is covered under the Plan for less than one full Plan Year if the formula for allocations is based on Compensation for a period of at least 12 months. A"Coatribution Period" means the period specified in Article VI for which Employer Contributions shall be made. An "Employee" means any natural person who is employed as a common law empioyee of an Employer, provided his customary employment is for more than 20 hours per week and more than five months each Plan Year, except that the foilowing shall appiy: (a) Such term shall not include an employee who is covered by a collective bazgaining agreement that does not specifically provide for wverage under the Plan if retirement benefits were the subject of good faith bazgaining. (b) Such term shall not include an employee of the City, unless the employee was formerly employed by HRA and elected to continue to participate in the Plan upon becoming an employee of the City. An "Employer" means any entity which has adopted the Plan as provided under Article XX, including PHA and the City. An "Employer Contribntion" means the amount that an Employer contributes to the Pian as provided under Article VI. _ "ERISA" means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to a section of ERISA includes such secrion and any compazable section or sections of any furiue legislation that amends, supplements, or supersedes such section. A"414(h) Contribution" means the amount contributed to the Plan on a ParticipanPs behalf by his Employer in accordance with Section 414(h)(2} of the Code, as provided in Article IV. The "General Fund" means a Trust Fund maintained by the Trustee as required to hold and administer any assets of the Trust that are not allocated among any separate Investment Funds as may be provided in the Plan or the Trast Agreement. No General Fund shall be maintained if atI assets of the Trust are allocated aznong separate Investment Funds. "HRA" means the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, and any successor thereto. An "Inactive Participant" means any Participant who has ceased to be an Active Participant as provided in Section 3.4. An "Iavestment Fund" means any separate investment Trust Pund maintained by the Trustee as may be provided in the Plan or the Trust Agreement or any separate inveshnent fund maintained by the Trustee, to the extent that there aze Participant Sub-Accounts under such funds, to which assets of the Trust may be allocated and separately invested, The "Normal T2etirement Date" of an employee means the date he attains age 65. A"ParticipanY" means any person who has a Separata Account in tfie Trust. "PHA" means the Public Housing Agency of the City of Saint Paul, Minnesota. The "Plan" means this Pension Plan of the Housing and Redevelopment Authority of the City of Saint Paul, Minnesota, as stated in this instrument and as it may be aruended from time to time. A"Plaa Year" means the 12-cousecufive-month period ending December 31, 1974 and eacfi 12- consecutive-month period thereafter. A "Predecessor Employer" means HI2A, A"Rollover Contribution" means any rollover contribution to the Plan made by a Participant as may be permitted under Article V. A"Separate Account" means the account maintained by the Trustee in the name of a Participant . that reflects his interest in the Trust and any Sub-Accounts maintained thereunder, as provided in Article VIII. A"Snb-AccounY' means any of the individual sub-accounts of a ParticipanPs Sepazate Account that is maintained as provided in Article VIII. An Employee's "Severance Date" means the date on which his status as an Employee of any Employer ceases for any reason, except tfiat if the Employee is on leave of absence, military leave, layoffwith right ofrecalI, or similaz status, he shall not incur a Severance Date while in that status, but will incur a Severance Date when such status ends unless he returns to active employment with an Employer at that time or, in the case of aa Employee on military leave, 0 ao • ts� within the period during which he retains reemployment rights under the Uniformed Services Employment and Reemployment Rights Act of 1994. The "TrusY' means the trust, custodial accounts, annuity conh�acts, or insurance contracts maintained by the Trustee under the Trust Agreement. The "Trust AgreemenY' means the agreement entered into between the Administrator and the Trustee relating to the holding, investment, and reinvestinent of the assets of the Plan, together with all amendments thereto and shall include any agreement establishing a custodial account, an annuity contract, or an insurance contract (other than a life, health or accident, property, casuaity, or liability insurance contract} for the inveshnent of assets if the custodial account or contract would, except for the fact that it is not a trust, constitute a qualified trust under Section 401 of the Code. The "Trustee" means the trustee or any successor trustee which at the time shall be desi�ated, qualified, and acting under the Trust Agreement and shall include any insurance company that issues an annuity or insurance contract pursuant to the Trust Agreement or any person holding assets in a custodial account pursuant to the Trust Agreement. The Administrator may designate a person or persons other than the Trustee to perform any responsibility of the Trustee under the Plan, other than trustee responsibilities as defined in Section 405(c)(3) of ERISA, and the Trustee shall not be liable for the performance of such person in carrying out such responsibility except as otherwise provided by ERISA. The term Trustee shall include any delegate of the Trustee as may be provided in the Trust Agreement. A"Trust Fund" means any fund maintained under the Trust by the Trustee. A"Valuation Date" means the last day of each calendar month and any other date or dates designated by the Administrator and communicated in writing to the Trostee for the purpose of valuing the General Fund and each Investment Fund and adjusting Separate Accounts and Sub- Accounts hereunder, which other dates need not be uniform with respect to the General Fund, each Invesrinent Pund, Separate Account, or Sub-Account. The "Vesting Service" of an employee means the period or periods of service credited to him under the provisions of Article II for purposes of determining his vested interest in that portion of his Separate Account that is attributable to Employer Contributions. 1.2 Interpretarion Where required by the context, the noun, verb, adjective, and adverb forms of each defined term shall include any of its other forms. Wherever used herein, the masculine pronoun shall include the feminine, the singular shall include the plural, and the plural shall include the singular. 5 ARTICLE II SERVICE 2.1 Vesteng Service A Participant shall be credited with a yeaz of Vesting Service for each Plan Yeaz in which he is an Acrive Participant for tfie full Plan Year. If the Participant is not an Active Participant for the fu21 Plan Yeaz, he shall be credited with 1/12th of a year of Vesting Service for each month in which he is an Acrive Participant. 00 •sZ� ARTICLE III ELIGIBILITY AND PARTICIPATION 3.1 Eligibility Except as otherwise provided in Section 3.4, each Employee who was an Active Participant immediately prior to the effecrive date of ttus amendment and restatement shall continue to be an Active Participant. Each other Employee shali become an Active Participant as of the date on which he becomes an Employee. 3.2 Reemployment If a person who terminated employment with an Employer is reemployed as an Employee, he shall become an Active Participant on the date he is reemployed. 33 Notification Concerning New Active Participants Each Employer shall notify the Administrator as soon as practicable of Employees becoming Active Participants as of any date. 3.A Effect and Duration Upon becoming an Acrive Participant, an Employee shall be entitled to have 414(h) Contriburions made to the Plan on his behalf and to make After-Tax Contributions to the Plan and shall be bound by all the terms and condirions of the Plan and the Trust Agreement. A person shall continue as an Active Participant eligible to have 414(h) Contributions made to the Plan on his behalf and to make After-Tax Contriburions to the Plan until the earliest of: (a) his Severance Date; (b) his absence from employment because of leave of absence; (c) his absence from employment because of military leave; (d) his absence from employment because of layoff with right of recall or similar status; (e) his ceasing to be an Employee; or ( fl termination of the Plan. 7 axTZC�.� iv aia�n� corrr�usu�orrs 4.1 424(h) Contributions Effec6ve as of the date he becomes an Active Participant, an Employee's Compensation shall be reduced by the amount specified in Section 4.2 and such amount shall be paid to the Plan by Ius Employer on his behalf as a 414(h) Conh 4I4(h) Contriburions are intended to be treated as employee conkdbutions that are "picked up" by the Participant's Employer as an employer contribution described in Section 414(h)(2) of the Code and are not includible in gross income of the Acrive Participant on whose behalf such contriburion was made. 414(h) Conhibufions on behalf of an Active Participant shall coiumence with the fust payment of Compensation made on or after the date on which he becomes an Active Participant and shall cease when the Participant ceases to be an Active Participant as provided in Section 3.4. 4.2 Amount of 414(h) Contributions The aznount of 414(fi} Contributions to be made to the Plan on behalf of an Active Participant by his Employer shall be: (a) for Employees of PHA, five percent of Compensation; and (b) for Employees of the City, the amount that when added to the Employer Contribution made under Section 6:2 shall resultin a combined 414(h) Conhibutioa and Employer Contribution equal to 12 percent of Compensatzon. 4.3 Delivery of 414(h) Contributions Each Employer shall cause to be delivered to the Trustee in cash at1414(h) Contributions withheld from Participants' Compensation no later than the end of the month foltowing the month in which such amounts were withheld. 4.4 Vesting of 414(h) Contributions A Participant's vested interest in that portion of his Separate Account attributable to his 414(h) Conhibutions shall be at all times 100 percent. oo-�t ARTICLE V AFTER-TAX AND ROLLOVER C01�3TRIBUTIOi�iS 5.1 After-Tax Contributions An Acrive Participant may elect in writing in accordance with rules prescribed by the Administrator to make After-Tax Contributions to the Plan. After-Ta�c Contributions may be made either by payroll withholding and/or by delivery of a cash amount to an Active Participant's Employer, as determined by the Administrator. An Acrive Participant's election to make After-Tax Contributions by payroll withholding may be made effective as of the date or dates prescribed by the Administrator. After-Talc Conh by payroll withholding shall commence with the first payment of Compensation made on or after the Enrollment Date on which the Active ParticipanYs election is effective. 5.2 Amonnt of After-Tax Contributions by Payroll Withholding The amouttt of After-Tax Contributions made by an Active Participant by payroll withholding shall be either (i) an integral percentage of his Compensation of not less than one percent nor more than ten percent or (ii) a specified monetary amount not in excess of ten percent of his Compensation, as prescribed by the Administrator. 5.3 Changes in Payroll Withholding Anthorization An Acrive Participant may change the percentage or amount of his future Compensation that he conhibutes to the Plan as After-Tas Contributions by payroll withholding at such time or times during the Plan Year as the Administrator may prescribe by filing an amended payroll withholding authorization with his Employer such number of days prior to the date such change is to become effective as the Administrator shall prescribe. An Active Participant who changes tus payroll withholding authorization shall be limited to selecting a percentage or an amount of his Compensation that is otherwise permitted under Section 5.2. After-Tax Contributions shall be made pursuant to an Active Participant's amended payroll withholding authorizarion filed in accordance with this Section commencing with Compensation paid to the Active Participant on or after the date such filing is effecrive, until otherwise altered or terminated in accordance with the Plan. 5.4 Suspension of After-Tax Contributions by Payroll Withholding An Acrive Participant who is making After-Tax Contributions by payroU withholding may have such contributions suspended at any time by giving such number of days advance written norice to his Employer as the Administrator shall prescribe. Any such voluntary suspension shall take effect commencing with Compensation paid to such Acdve Participant on or after the expiration of the zequired notice period and shall remain in effect until After-Tax Contributions are resumed as hereinafter set forth. 5.5 Resumpteon of After-Tax Coatribntions by Payrott Withholding An Active Participant who has votuntarily suspended his After-Tax Contributions made by payroil withhotding in accordance with Section 5.4 may have such contriburions resumed at such time or times during the Plan Year as the Administrator may prescribe by filing a new payroli withholding authorization with his Employer such number of days prior to the date as of which such contriburions are to be resumed as the Administrator shatl prescribe. 5.6 Rollover Contributions Subject to tfie rules and procedures prescribed by the Administrator, an Employee who was a participant in a plan qualified under Section 401 or 403 of the Code and who receives a cash distribution from such plan that he elects either (i) to roll over immediately to a quali&ed retirement plan or (ii) to roll over into a conduit IRA from which he receives a Yater cash distribution, may elect to make a Rollover Contribution to the Plan if he is entitIed under Section 402(c), Section 403(a)(4), or Section 408(d)(3)(A) ofthe Code to roll over such distribution to anoYher qualifred retirearent plan. The Administrator may require an Employee to provide it with such information as it seems necessary or desirable to show that he is entitled to roll over such distribution to another qualified retirement plan. An Employee shall make a Rollover Conh to the Plan by delivering, or causing to be delivered, to the Tnistee the cash that constitutes the Rollover Contribution amounY within 60 days of receipt of ttie distribution from the plan or &om ffie conduit II2A in the marmer prescribed by the Administrator. 5.7 Delivery of After-Tax Contriburions As soon after the date an aznount would otherwise be paid to an Employee as it can reasonably be sepazated from Employer assets oz as soon as reasonably pracricable after aa amount has been delivered to an Employer by an Employee, the Employer shall cause to be delivered to the Trustee in cash the After-Tax Contributions atfributab2e to such amount. 5.8 Vesting of After-Tax Contributions and RoIIover Cotttributions A ParticipanYs vested interest in that portion of his Separate Account attributable to his After-Talc Conhibutions and his Rollover Contributiotts shall be at all times 100 percenY. l0 � -.5�.� ARTICLE VI EMPLOYER CONTRIBi3TIONS 6.1 Contriburion Period The Contribution Period for Emgioyer Contributions under the Plan shall be each month. 6.2 Employer Contributions Each Employer shall make an Employer Contribution to the Plan for the Contribution Period as follows: (a) PHA shall make an Employer Contriburion equal to seven percent of the Compensation paid to its Ernployees during the Contriburion Period who are eligible to participate in the allocation of Employer Conhibutions for the Contribution Period, as determined under this Article. (b) The City shall make an Employer Contribution equal to a percentage of the Compensation paid to its Employees during the Coniribution Period who are eligible to participate in the allocafion of Employer Contributions for the Conhibution Period, as deternvned under this Article, equal to the sum of the employer contribution and the additional employer contriburion for a"coordinated member" under the Public Emgloyees Retirement Association. 6.3 Allocation of Employer Contributions Any Employer Contriburion made by an Employer for a Contribution Period shall be allocated among its Employees during the Contriburion Period who are eligible to participate in the allocarion of Employer Contributions for the Contribution Period, as determined under this Article. The ailocable shaze of each such Employee shall be in the rario which his Compensation from the Employer for the Contribution Period beats to the aggregate of such Compensation for all such Employees. 6.4 Payment of Employer Contributions Employer Contributions made for a Contribution Period shall be paid in cash to the Trustee no later than the end of the following Contribution Period. 6.5 Eligibility to Participate in Allocation Each Employee shall be eligible to participate in the allocation of Employer Contributions while he is an Active Participant in accordance with the provisions of Article I[I. 11 6.6 Vesting of Employer ConYribations A Participant's vested interest in that portion of fiis Separate Account attributable to Employer Conh shall be detemuned in accordance with the following schedule: Years of Vesrin� Service Vested Interest Less than one one but less than two two but less than three three but 2ess than four four but Iess fhan five five or more 0% 20% 40% 60% 80% 100°/a Notwithstanding the foregoing, if a Participant is employed by an Employer on his Normal Retirement Date, the date he attains age 55 or later, the date he dies, or the date he becomes permanently and totally disabled (as defined hereundet) such that he can no longer continue in the service of his Employer, as determined by his Employer on the basis of a written certificate of a physician acceptable to it, his vested interest in that portion of his Sepazate Account attributable to Employer Contributions sfiall be I00 percent. A Participant is permanently and totaIly disabled hereunder if he has a medically determinable physical or mental disability that is expected to result in death or to be of continued and indefinite duration and which renders the Participant unable to engage in any employment or occupation for remuneration for which the Participant is reasonably qualified by reason.of his training,.education, and eaperience. 6.7 Forfeetures to Reduce Employer Contribatious or Administrative Expenses of the Ptan Norivitfistanding any other provision of the Plan to the contrary, the amount of the Employer Contribution required under this Arkicle for a Contribution Period may be reduced by the amount of any forfeitures occurring duting the Contribution Period. Altematively, forfeitt�res may be used to reduce the administrative e�cpenses of the Plan. 12 00 -sa.� ARTICLE VII LIMITATIONS ON CONTRIBUTI0I�IS 7.1 De�nitions Fo; purposes of this Article, the following terms have the following meanings: (a) The "annual addition" with respect to a Participant for a 1'unitation year means the sum of the G14(h) Contributions, Employer Contributions, and After-Tax Contributions allocated to his Sepazate Account for the limitation year, the employer contributions, employee contributions, and forfeitures allocated to his accounts for ffie lunitation year under any other qualified defined contribution plan (whether or not temunated} maintained by an Employer concurrently with the Plan, and amounts described in Sections 415(1)(2) and 419A(d)(2) of the Code allocated to his account for the limitation yeaz; provided, however, that the annual addirion for limitation years be gnnin g prior to January 1, 1987 shail not be recalculated to treat ali After-Tax Contributions and employee contributions as annual additions. (b) A"limitation yeaz" means the Plan Year. 7,2 Code Section 415 Limitations on Crediting of Contriburions and Forfeitures Notwithstanding any other provision of the Plan to the contrary, the annual addition with respect to a Participant for a limitation yeaz shall in no event exceed the lesser of (i) $30,000 (adjusted as provided in Section AI S(d) of the Code, with the first adjustment being made for limitation years beginning on or after January 1, 1996) or (ii) 25 percent of the Participant's compensation, as defined in Section 415(c)(3) of the Code and regularions issued thereunder, for the limitation yeaz. If the annual addition to the Segaraze Account of a Participant in any limitation year would otherwise exceed the amount that may be applied for his benefit under the limitation contained in this Section, the lunitation shall be satisfied by reducing contributions made by or on behalf of the Participant to the extent necessary. The amount of any reduction of 414(h) Contributions and After-Tax Contributions (plus any income attributable thereto) shall be returned to the Participant. The amount of any reducrion of Employer Contributions shall be deemed a forfeiture for the limitation year. Amounts deemed to be forfeitures under this Section shall be held unallocated in a suspense account established for the limitation year and shall be applied against the Employer's contribution obligation for the next following limitation yeaz (and succeeding lunitation yeazs, as necessary). If a suspense account is in existence at any time during a limitation yeaz, all amounts in the suspense account must be allocated to Participants' Separate Accounts (subject to the limitations contained herein) before any further 414(h) Contributions, Employer Conttiburions, or After-Tax Contributions may be made to the Plan by or on behalf of Participants. No suspense account established hereunder shall share in any increase or decrease in the net worth of the Trust. For purposes of 13 this Article, excesses shall result only from the allocation of forfeihues, a reasonable error in estimating a ParticipanYs annual compensation (as defined in Section 415(c)(3j of the Code and regulations issued thereunder), or other limited facts and circumstances that justify the availabitity of the provisions set forth above. 7.3 Coverage Under Other Qualified Defined Contribarion Plan If a Participant is covered by any other qualified defined contribution pian (whether or not terminated) maintained by an Employer concurrently with the Plan, and if the annual addition for the limitation year would otherwise exceed the amount that may be applied for the ParticipanYs benefit under the limitarion contained in Section 7.2, such excess sha11 be reduced first by retuming the employee contributions made by the Participant for the Iimitation yeaz under all of the defined conhiburion plans other than the Plan and the income attributable thereto to the extent necessary. Tf the limitation containedin Secrion 7.2 is still not sarisfied after retzuning all of the employee contributions made by the Participant under all such other plans, the procedure set forth in Seciion 7.2 shall be invoked to eliniinate any such excess. If the Iimitarion contained in Section 7.2 is sti12 not satisfied after invocation of the procedure set forkh in Section �.2, the portion of the employer contributions and of forfeitures for the limitation year under all such other plans that has been allocated to the Participant thereunder, but which exceeds the limitation set forth in Section 7.2, shall be deemed a forfeiture for the limitarion year and shall be disposed of as provided in sach other plans; provided, however, that if the Participant is covered by a money purchase pension plan, the forfeiture shall be effected first under any other defined eontribution plan that is not a money purchase pension plan and, if the limiYation is still not satisfied, then under such money.purchase pension glau. 7.4 Coverage Under Qualified Defined Benefit Plan If a Participant in the Plan is also covered by a qualified defined benefit plan (whether or not terminated) maintained by an Employer in no event shalI the sum of the defined benefit plan fracfion (as defined in Secrion 415(e)(2) of the Code) and the defined contribution plan fraction (as defined in Secrion 415(e)(3) of the Code) exceed 1.0 in any limitarion yeat. If, before October 3, 1973, the Participant was an acrive pariicipant in a qualifted def ned benefit plan maintained by an Bmployer and otherwise satisfies the requirements of Secrion 2004(d)(2) of ERISA, tfien for purposes of applying this Section, the defined benefit plan fracrion shall not exceed 1.0. If the Plan satisfied the applicable requitements of Secrion 415 of the Code as in effect for all limitation years beginning before January 1, 1987, an amouttt shalt be subtracted from the numerator of the defined contribution plan fraction (not exceeding such numerator) as prescribed by tfie Secretary of the Tzeasury so that the sum of the defined benefit plan fraction and the defined contribution plan fraction computed under Section 415(e)(1) of the Code, as revised by the Tax Reform Act of 1986, does not exceed 2.0 for such limitation year. In the event the special limitation contained in tius Section is exceeded, contributions and forfeitures allocated to the Parficipant under the Plan and any other defined contdbution plan maintained by an Employer shall be disposed of in the order and manner specified in Section 73 to the extent necessary to meet such limitation. 14 00 -si � 7.5 Scope of Limitatlons The limitarions contained in Sections 7.2, 73, and 7.4 shatl be applicable only with respect to benefits provided pursuant to defined contribution plans and defined benefit plans described in Secrion 415(k) of the Code. 15 ARTICLE VIII TRUST FUNDS AND SEPARATE ACCOUNTS 8•1 General Fund The Trustee shall maintain a General Fund as required to hold and administer any assets of the Trust that are noY aIlocated among the separate Inveshnenf Funds as provided in the Plan or the Trust Agreement. The General Fund shall be held and administered as a separate common trust fund. The interest of each Participant or Beneficiary under the Plan in the General Fuad shail be an undivided interest. 8.2 Investment Funds The Adnunistrator shalI detemune the number and type of Iavestment Funds and shall select tkte investments for such Inveshnent Funds. The Administrator shall communicate the same and any ��8� �� 'iting to the Tn�stee. Each Tnvestment Fuad sha21 be hetd and administered as a sepatate common hust fond. The interest of each Participant or Beneficiary under the Plan in any Investment Fuad shatl be an undivided interest. 8.3 Income on Trust Any dividends, interest, distributions, or other iacome received by the Tnistee with respect to any Trust Fund maintained hereunder shall be allocated by the Trustee to the Tmst Fund for which the income was received. 8.4 Separate Accounts As of Yhe date he becomes au Active Participant, there shall be estabIished a Separate Account in the ParticipaaYs name reIIecting Ius interest in the Trust. Each Separate Account shall be maintained and administered for each Participant and Beneficiary in accordance wiYh the provisions of the Plan. The balance of each Separate Account shall be the balance of the account after all credits and chazges Yhereto, for an@ as of sach date, have been made as provided fierein. 8.5 Sub-Accounts A ParticipanYs Separate Account shall be divided into individual Sub-Accounts as follows: (a) Sub-Account A, which shall retlect the portion of the ParticipanYs Separate Account derived firom 414(fi} Contributions made prior to January 1, 1983. (b) Sub-Account B, which shall reflect the portion of the ParticipanYs Separate Accouut derived from Employer Contriburions made prior to Jaauary 1, 1983. 16 oo-sa� (c) Sub-Account C, which shall reflect the portion of the Participant's Separate Account derived from After-Tax Contributions; (d) Sub-Account D, which shall reflect the portion of the Participant's Separate Account derived &om Rollover Contributions; and (e) Such further Sub-Accounts as may be determined by the Administrator and designated by another letter of the aiphabet. Each Sub-Account shall reflect sepazately contributions aliocated to each Trust Fund maintained hereunder and the eamings and losses attributable thereto. 17 ARTICLE IX LIFE INStTRANCE CONTRACTS FOR PURPOSES OF PROVIDING DEATH BENEFIT 9.1 Purchase of Contracts For piuposes of providing the death bene&t described in Secrion 16.2, the Administrator may direct the Trustee to apply a portion of the interest of a Participant in the Tnist toward the purchase, from a legal reserve life insurance company, of a life insurance contract or contracts, including a term life insuranca contract or contracts, on the life of such Participant; provided, however, that if any portion of a ParticipanYs interest is used during any year to purchase such a contract, each other Participant shall be given the option to have the same proportion of his interest applied towazd the purchase of such a contract for him. Ail such contracts shall designate the Trustee as the sole owner with exclusive power Yo exercise all rights, privileges, oprions and elections granted or permitted thereunder; however, the exercise of such power by the Trustee shall be subject to the righY of the Administrator to direct the Trustee with respect thereto or to require the Trustee to obtain its approval before exercising any such power. Subject to any resYricrions pertaining to a particulaz Investment Fund, amounts needed to purchase a life insvrance contract or contracts shatl be charged against tfie ParticipanYs interest in the Investment Funds as directed by the Administrator. 9•2 Payment of Premiums The Trustee, upon written inshuctions &om the Administrator, shall pay each premium on any such contract or contracts held for a Pazricipant and shatl charge such premium payment to ffie Sepazate Account of such Participant. The Trustee shal! be under no obligation to pay any premium, however, unless there are sufficient funds avaiIable from the interest of such Participant in the Trust to make such payment. Each contract shall provide that all dividends and other credits payable thereunder, if any, shall be applied in reduction of premiums, except that any postmottem or termination dividend shall be added to and become a part of the proceeds payable to the beneficiary under the contract. 9.3 Overriding Conditions and Limitations NotsvithsYanding any other provision of the Ptan to the contrary, the provisions of this Section shall govem: (a) In the event of any conflict between the provisions of the Plan and the terms of any insurance contract or contracts purchased pursuant to ttus Article, the provisions of Yhe Plan shall control. m oo•Sl� (b) At no time shall the aggregate of the premiums paid for the life insurance contract or contracts upon the life of any Participant hereunder equal or exceed 25 percent of the Employer Contriburions allocated to him under the Plan. (c) At all times each such contract upon the life of any Participant shall be held by the Trustee separate and apart from the Trust. The value of such contract shall not be taken into account in valuing the assets of the Trust nor shall such value be considered in detemiining the amount of a ParticipanYs interest in the Trust. (d) The Administrator may direct the Trustee to have the purchase of insurance on a Participant's life discontinued. Any such direction shall specify the date on which such purchase is to be discontinued, but in no event shall any such notice be effective with respect to premiums which have been paid. The Trustee shall surrender any contract or contracts held on the Participant's life on the date specified in the notice. The cash surrender value, if any, of any such conuacts shall be added to the Trust when received by the Trustee and shall be eredited to the Participant's Separate Account. 4.4 Death Benefits Upon the death of any Participant on whose life any contract is held hereunder prior to his temunation of employment with an Employer, the proceeds of such contract shall be paid to the Trustee for deposit in the Participant's Separate Account, to be paid to the Participant's Beneficiary in accordance with the distribution provisions of the Plan. �] ARTICLE X DEPOSIT AND INVESTMENT OF CONTI2IBUTIONS 10.1 Future Contribution Investment Elections Each Active Participant shall make an investment election in the manner and form prescribed by the Administrator d'uecting the manner in which ]vs 414(h) Contributions, After-Tax Contributions, Rollover Contributions, and Employer Contributions shall be invested. An Active ParticipanY's investment election shatl specify the percentage, in the percentage increments prescribed by the Administrator, of such contributions that shall be aIlocated to one or more of the Investment Funds with the sum of such percentages equaling 100 percent. The investment elecrion by a Participant shall remain in effect until his entire interest under the Plan is distributed or forfeited in accordance with the provisions of the Plan or until he files a change of inveshnent election witlt the Administrator, in such form as the Administrator shall prescribe. A PaziicipanYs change of investment elecrion may be made effective as of the date or dates prescribed by the Administrator. 10.2 Deposit of Contributions A11414(h) Con�zbutions, Af}er-Tax Contributions, Rollover Coniributions, and Employer Contributions sha1I be deposited in the Trust and allocated among the Investment Funds in accordance with the Participant's currently effective investmeat election. Ifno investment election is on ffle with the Adminislrator at;the time.contdbutions are to be deposited to a ParticipanYs Sepazate Account, the Participant shall be notified and an investment elecrion form shaIl be provided to him. Unti1 such Participant shaIl make an effective election under this Section, his contributions shatl be allocated among the Investment Funds as directed by the Administrator. 10.3 Electioa to Transfer Between Funds A Participant may elect to transfer investments from any Investment Fund to any other Tnvestment Fund, The ParticipanYs transfer election shall specify either (i) a percentage, in the percentage increments prescribed by the AdministraYor, of the amount eligible for transfer,which percentage may not exceed 100 percent, or (ii) a do2Taz amount that is to be transferred. Subject to any restrictions pertaining to a particuIaz Investment Fund, a ParticipanYs transfer elecrion may be made effective as of the date or dates prescribed by the Adminishator. 20 oo-S�� ARTICLE XI CREDITING AND VALUIriG SEPARATE ACCOUNTS 11.1 Crediting Separate Accounts All contabutions made under the provisions of the Plan shall be credited to Separate Accounts in the Trust Funds by the Trustee, in accordance with procedures established in writing by the Administrator, either when received or on the succeeding Valuation Date after valuation of the Trust Fund has been compieted for such Valuation Date as provided in Section 11.2, as shall be deternrined by the Administrator. 11.2 Va(uing Separate Accounts Separate Accounts in the Trust Funds shall be valued by the Trustee on the Valuation Date, in accordance with procedures established in writing by the Administrator, either in the manner adopted by the Trustee and approved by the Administrator or in the manner set forth in Section 113 as Plan valuation procedures, as deternuned by the Administrator. 113 Plan Valuarion Procedures With respect to the Trust Funds, the Adminisirator may determine that the following valuation procedures shall be applied. As of each Valuation Date hereunder, the portion of any Sepazate Accounts in a Trust Fund shall be adjusted to reflect any increase or decrease in the value of the Trust Fund for the period of time occurring since the immediately preceding Valuarion Date for the Trust Fund (the "valuation period"} in the following manner: (a) First, the value of the Trust Fund shall be determined by valuing all of the assets of the Trust Fund at fair market value. (b) Next, the net increase or decrease in the value of the Trust Fund amibutable to net income and all profits and losses, realized and unrealized, during the valuation period shall be determined on the basis of the valuation under pazagraph (a} taking into account appropriate adjustments for contributions, loan payments, and transfers to and distributions, withdrawals, loans, and transfers from such Trust Fund during the valuation period. (c) Finally, the net increase or decrease in the value of the Trust Fund shall be allocated among Sepazate Accounts in the Trust Fund in the ratio of the balance of the portion of such Sepazate Account in the Trust Fund as of the preceding Valuarion Date less any distriburions, withdrawals, loans, and transfers from such Sepazate Account balance m the Trust Fund since the Valuation Date to the aggregate balances of the portions of all Separate Accounts in the Trust Fund similazly adjusted, and each Separate Account in the Trust Fund shall be credited or chazged with the amount of its allocated shaze. 21 Notwithstanding the foregoing, the Administrator may adopt such accounting procedures as it considers appropriate aud equitable to establish a pmportionate crediting of net increase or decrease in the value of the Trust Fund for contributions, loan payments, and transfers to and distributions, withdrawaIs, loans, and transfers &om such Trust Fund made by or on behalf of a Participant during the valuation period. 11.4 Finality of Determinations The Trustee shall have exclusive responsibifity for determining the balance of each Separate Account maintained hereunder. The Trustee's determinations thereof shall be conclusive upon ail interested parties. 11.5 Notification Withia a reasonable period of time after fhe end of each Plan Yeaz, the Administrator shall notify eacfi Participant and Beneficiary of the balances of his Separate Account and Sub-Accounts as of a Valuation Date during the Plan Year. 22 o� -ss� ARTICLE 7�II LOANS 12.1 No Loans There shall be no loans made to Participants from the Plan. 23 ARTICLE I�LTII WITHDRAWALS 13.1 Withdrawals of After-Tax Contribufions A Participant who either (a) is employed by an Employer, or (b) hasincurred a Severance Date. may eIect in writing, subject to the limitations and conditions prescribed in this Article, to make a cash withdrawal from his Sub-Account C. 13.2 Limitatioas on W►thdrawals Withdrawais made pursuant to this Article sha11 be subject to the following conditions and limitations: (a) A Participaut must &le a written withdrawal application with the Administrator such number of days prior to the date as of which it is to be effecfive as the Administrator shall prescribe. (b) Withdrawals may be made effective as of the date or dates prescribed by the Admiaisirator. (c) The maximum total withdrawaI that a Participant may make shall be an amount equal to the lesser of: (i) his Afiez-Tax Coniributioas to the Plan less the sum of his previous withdrawals; or (ii) the balance of his Sub-Account C. The Administrator may prescribe rules governing the timing, frequeacy, and amount of withdrawals. 24 00 -Sa, ARTICLE XIV TREATMENT OF NON-VESTED AMOUNTS FOLLOWING SEVERANCE DATE 14.1 Notice of Severance Date Notice of a Participant's Severance Date shall be given by the Adminish to the Trustee. 14.2 Separate Accounting for Non-Vested Amonnts If as of a Pazticipant's Severance Date the Participant's vested interest in that portion of his Sepazate Account amibutable to Employer Contributions is less than 1D0 percent, that portion of his Separate Account that is attributable to Employer Contriburions and that is not vested shall be accounted for separately from the vested portion and sha11 be disposed of as provided in the following Section. 14.3 Disposition of Non-Vested Amounts That portion of a Participant's Sepazate Account that is not vested upon the occurrence of lus Severance Date shall be forfeited as of the ParticipanYs Severance Date. Whenever the non-vested portion of a ParticipanYs Sepazate Account is forfeited under the provisions of the Plan, the amount of such forfeiture shall be applied as soon as administratively pracricable against the Employer Contribution obligations of the Employer for which the Particigant last performed services as an Employee or towards payment of such expenses of the Plan or Trust as the Administrative Committee shall specify. Notwithstanding the foregoing, however, should the amount of all such forfeitures for any Plan Year with respect to any Employer exceed the amount of such Empioyer's Employer Contribution obligation for the Plan Year, the excess amount of such forfeiriues shall be held unallocated in a suspense account established with respect to the Employer and shall for all Plan purposes be applied against the Employer's Employer Contribution obligations for the following Plan Year or towards payment of such expenses of the Plan or Trust as the Admuustrative Committee shall specify. 25 ARTICLE XV DISTRIBUTIONS 15.1 Distributions to Participants A Participant whose Severance Date occurs shall receive distribution ofhis vested interest in Ius Separate Account in the form grovided under Article XVI beginning as of the date selected by the Administrator after giving due considerarion to all circumstances Irnown to the AdministraTOr relating to such ParticipanYs welfare and any re4uest from the Participant. 25.2 Distributions to Beneficiaries If a Participant dies prior to the date distribution of his vested interest in 2us Separate Account begins under Yhis Article, lus Beneficiazy shatl receive dishibution of the ParticipanYs vested interest in his Sepazate Account in the form provided under Article XVI beginning as of the date setected by the Administrator after giving due consideration to all circumstances l�own to the Administrator relating to such Beneficiary's welfare and any request 6rom the Beneficiary. Unless distribution is to be made over the life or over a period certain not greater than Yhe life eacpectancy of the Beneficiary, distribufion of the ParticipanYs entire vested interest shali be made to ihe Beneficiary no later than the end of the &fth calendar year beginning af{er the PazticipanYs death. If distribution is to be made over the life or over a period certain no greater than the life expectancy of the Beneficiary, distribution shall commence no later than: (a) If the Benefrciary is not the ParticipanYs spouse, the end of the first calendaz yeaz beginning after the ParticipanYs death; or (b) If the Beneficiary is the Pazticipant's spouse, the later of (i) the end of the first calendaz year beginning after the ParticipanYs death or (ii) the end of the calendaz year in which the Participant would have attained age 70 1/2. If dishibution is to be made to a Participant's spouse, it sfiaI2 be made available within a reasonable period of time after the ParcicipanYs death that is no less favorable than the period of time applicable to other distriburions. If a Participant dies after the date distribution of his vested interesY in his Sepazate Account begins under this Article, but before fiis entire vested interest in his Separate Account is distributed, his Beneficiary shall receive distdbution of the remainder of tfie Participant's vested interest in his Sepazate Account beginniag as soon as reasonably practicable following the ParticipanYs date of death in a form that pmvides for distribution at least as rapidly as under the form in which the Participant was receiving distribution. 15.3 Required Commencement of Distribution 26 00 - S�� Norivithstanding any other provision of the Plan to the contrary, distribution of a ParticipanPs vested interest in his Separate Account shall commence to the Par[icipant no later than the April 1 following the close of the calendar year in which he attains age 70 1/2 or retires, whichever is later. Distributions required to commence under this Section shali be made in the form provided under Article XVI and in accordance with Section 401(a)(9) of the Code and regula6ons issued thereunder, including the minimum distribution incidental benefit requirements. 15.4 Reemployment of a Participant If a Participant whose Severance Date has occurred is reemployed by an Employer he shall lose his right to the previously forfeited portion of the Employer Contribution and to any distribution or fiuther distributions &om the Trust arising from his prior Severance Date and his interest in the Trust shall thereafter be treated in the same manner as that of any other Participant whose Severance Date has not occurred. 15.5 Facility of Payment If the Administrator finds that any individual to whom an amount is payable hereunder is incapable of attending to his financial affairs because of any mental or physical condirion, including the infirmities of advanced age, such amount (unless prior claim therefor shall have been made by a duly qualified guardian or other legal representative) may, in the discretion of the Administrator, be paid to another person for the use or benefit of the individual found incapable of attending to his financial affairs or in satisfaction of legal obligations incurred by or on behalf of such individual. The Trustee shall make such payment only upon receipt of written instructions to such effect from the Administrator. Any such payment shall be chazged to the Separate Account from which any such payment would otherwise have been paid to the individuai found incapable of attending to his financial affairs and shall be a complete discharge of any liability therefor under the Plan. 15.6 Inability to Locate Payee If any benefit becomes payable to any person, or to the executor or administrator of any deceased person, and if that person or his executor or administrator does not present himself to the Administrator within a reasonable period after the Administrator mails written notice of his eligibility to receive a distribution hereunder to his last known address and makes such other reasonable and diligent effort to locate the person as the Administrator detercriines, that benefit will be Forfeited. However, if the payee later files a claim for that benefit, the benefit will be restored by the Administrator, using forfeitures, fees, and associated income as a source of funds. 27 ARTICLE XVI FORM OF PAYMENT 16.1 Form of PaymenY Distribution of a ParticipanYs vested interest in his Sepazate Account shall be made to the Participant, or his Beneficiary, as the case may be in any one, or a combination of, the following forms of payment, as elected by the Administrator. (a) A single sum payment, (b) Instaltment Payments. Distribution of alI or a portion of a ParticipanYs vested interest in his Separate Account sha11 be made.in a series of installments over a period not exceeding the life expectancy of the Participant, or the ParticipanPs Beneficiary, if the Pazticipant has died, or a period not exceeding the joint life and last survivor eacpectancy of the Participaat and lus Beneficiary. Each installment shall be equal in aznount except as necessary to adjust for any changes in the value of the Participant's Separate Account. The detemunation of life expectancies sfiaII be made on the basis of the eacpected retum multiptes in Table V and VI of Section 1.72-9 of the Treasury regulations and shall be calculated eithar once at the time installment payments begin or annually £or the Participant and/or lus Beneficiary, if his Beneficiary is his spouse, as detemuned by the Participant at the time installment payments begin. l6.2 Specia2 Death Beaefit Notwithstanding any other provision of the Plan to the contrary, if a Pazticipant dies while employed as an Employee, the death benefit payable to his Beneficiary shall be provided by combining the balance available to the Participant in lus SepazaYe Accont and term life insurance such that the total is noY less than 18 times the ParticipanYs monthty salary at tune of death. Snch insurance shall be purchased by the Board of Trustees as provided in Articie IX. 16.3 Direct Roliover Notwithstanding any other provision of the Plan to the contrary, in lieu of receiving distriburioa in the form of payment provided under this Article, a"qualified distributee" may elect in wTiting, in accordance with zules prescribed by the Administrator, to have any portion or a11 of a distribution made on or after January i, 1993, that is an "efigible rollover distribution" paid directIy by tfie Plan to the "eligible retirement plan" designated by the "qualified distabutee"; provided, however, that this provision shall not apply if the total distribution is less than $200 and that a"qualified distributee" may not elect tlris provision with respect to a portion of a distribuYion that is less than $500. Any sach paymenY by the Plan to another "eligible retirement plan" shaIl be a direct rollover. For purpases of this Section, the following terms fiave the foilowing meanings: �3 0o S�� (a) An "eligible retirement plan" means an individual retirement account described in Section 408(a) of the Code, an individual retirement annuity described in Section 408(b) of the Code, an annuity plan described in Section 403(a) of the Code, or a qualified trust described in Section 401(a) of the Code that accepts rollovers; provided, however, that, in the case of a direct rollover by a surviving spouse, an eligible retirement plan does not include a qualified trust described in Section 401(a) of the Code. (b) An "eligible rollover distribufion" means any distriburion of all or any portion of the balance of a Pazticipant's Separate Account; provided, however, that an eligible rollover dishibution does not include: any distriburion that is one of a series of substantially equal periodic payments made not less frequently than annually for the life or life expectancy of the qualified distributee or the joint lives or joint life expectancies ofthe qualified distributee and the qualified distributee's designated beneficiary, or for a specified period of ten years or more; any distribution to the extent such distribution is required under Section 401(a)(9) of the Code; and the portion of any distribufion that consists of the Participant's After-Tax Contributions. (c) A"qualified distributee" means a Pazticipant, his surviving spouse, or his spouse or former spouse who is an altemate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code. � ARTICLE XVII BENEFTCIARIES I'7.1 Designation of Beneficiary A Participant may designate a Beneficiary on the form prescribed by the Administrator. If no Beneficiary has been designated pursuant to the provisions of this Section, or if no Beneficiary survives the Participant, then the Beneficiary under the Plan sha21 be the person or persons surviving hiru in the frst of the foliowing classes in wiuch there is a survivor: (a) the ParticipanYs svrviving spouse; (b) the ParticipanYs surviving children in equal shares; provided, however, that if his child predeceases the Participant, the issue of such child shall fake by right of represenYaYion the shaze his parent would have received; (c) the ParticigaaYs surviving parents in equal shares; (d) the ParticipanYs surviving brothers and sisters in equal shazes; or (e) the Parkicipant's estate. If a Beneficiary dies after becoming entitled,to receive a:distribution under tke Plan but before dishibution is made to him in full, and if no other Bene&ciary has been designated to receive the balance of the distriburion in that event, the estate of the deceased Beneficiary shall be the Beneftciary as to the batance of the distribution. 30 co-5�.� ARTICLE XVIII ADMINISTRATION 18.1 Establishment of Administrative Committee The Administrative Committee shall consist of five members appointed as follows: (a) The boazd of commissioners ofPHA shall appoant one member to be nominated jointly by Locals 70 and 132. If a nomination by the I.ocais is not timely made, nominarion will be made by an election by PHA empioyees currently or formerly covered who aze Participants. (b) The PHA board of commissioners shall appoint one member on its own nominarion. (c) PHA administrative employees who currently or formerly held posirions covered by Local 1854 (AFSCME) or by Personnel Policies for Supervisory and Confidential Employees and who aze Pazticipants shall appoint one member by election_ (d) The City Council of the City shall appoint one member on its own nomination. (e) Current or former City employees who aze Participants shall appoint one member by election. Each member of the Administrative Committee shall serve a three-yeaz term. 18.2 Anthority of the Administrator The Administrator, which shall be the administrator for purposes of ERISA and the plan administrator for purposes of the Code, shall be responsible for the administrarion of the Plan and, in addition to the powers and authorities expressly confened upon it in the Pian, sha11 have all such powers and authorities as may be necessary to carry out the provisions of the Plan, including the power and authority to interpret and construe the provisions of the Pian, to make benefit detemunations, and to resolve any disgutes which arise under the Plan. The Administrator may employ such attomeys, agents, and accountants as it may deem necessary or advisable to assist in carrying out its duties hereunder. The Administrator shall be a"named fiduciary" as that term is defined in Section 402(a)(2) of ERISA. The Admiiustrator may: (a) ailocate any of the powers, authority, or responsibilities for the operation and administrarion of the Plan (other than trustee responsibilities as defined in Section 405(c)(3) of ERISA) among named fiduciaries; and (b) designate a person or persons other than a named fiduciary to carry out any of such powers, authority, or responsibilities; 31 except that no allocation by ttee Administrator of, or designation by the Administrator with respect to, any of such powers, authority, or responsibiiities to another named fiduciary or a person other than a named fiduciary shall become effective unless such allocation or designation shall first be accepted by such named fiduciary or other person in a writing sigaed by it and delivered Yo the Administrator. 18.3 Acrion of the Administrator Any acY authorized, permitted, or required to be taken under the Plan by the Administrator and which has not been delegated in accordance with Section I8.1, may be taken by a majority of the members of the Administrative Committee, either by vote at a meeting, or in writing without a meeting, or by the employee or employees of the Employers designated by the Administra6ve Committee to carcy out such acts on behatf of the Administrator. All notices, advice;.directions, certifications, approvals, and instrucfions required or authorized to be given by ttte Adminish�ator as under the Plan shall be in writing and signed by either (i) a majority of the members of the Administrative Committee or by such member or members as may be designated by an instrument in rvriting signed by all the members thereof, as having authority to execute such documents on its behaIf, or (ii) the employee or employees authorized to act for the Administrator in accordance with the provisions of this Secrion. 18.4 Claims Review Procedure Whenever a claun forbenefits under,the Plan filed by any person (herein refened io as the "ClaimanY') is denied, whether in whole or in part, the claims reviewer appointed by the Administrator shall transmit a written notice of such decision to the Claimant within 90 days of the date the claim was filed or, if special circumstances require an extension, within 180 days of such date, which notice shall be written in a manner calculated to be understood by the Claimant and shall contain a statement of (i) the specific reasons for the denial of the claim, �1I� SpCC1I�1C reference to pertinent Plan provisions on which the denial is based, and (iii) a description of any additional material or information necessary for the Claimant to perfect the claim and an explanation of why such information is necessary. The norice shall also include a statement advising the Claimant that, within 60 days of the date on which he receives such notice, he may obtain review of such decision in accordance with the procedures hereinafter set forth. Within such 60-day period; the Claimant or his authorized representative may request that the claim denial be reviewed by filing with the Administrator a written requesY therefor, which request shall contain the following information: (a) the date on which the Claunant's request was filed with the Administrator; provided, however, that the date on which the ClaimanYs request for review was in fact filed with the Administrator shall control in the event that the date of the actual filing is Iater than the date stated by tha Claimant pursuant to this pazagraph; 32 Oo-S�� (b) the specific portions of the denial of his claim which the Claimant requests the Administrator to review; (c) a statement by the Claimant setting forth the basis upon which he believes the Administrator should reverse the previous denial of his claim for benefits and accept his claitn as made; and (d) any written material (offered as exlubits} which the Claimant desires the Administrator to examine in its considerarion of his position as stated pursuant to paragraph (c) of this Section. Within 60 days of the date detemuned pursuant to pazagraph (a) of this Section or, if special circumstances require an extension, within 120 days of such date, the Administrator shall conduct a full and fair review of the decision denying the ClaimanYs claim for benefits and shall render its written decision on review to the Claimant. The Administrator's decision on review shall be written in a manner calculated to be understood by the Claimant and shall specify the reasons and Plan provisions upon which the Adminisirator's decision was based. 18.5 Indemnification In addition to whatever rights of indemnification the members of the Administrative Committee or any employee or employees of the Employers to whom any power, authority, or responsibility is delegated pursuant to Section 183, may be enfitled under the organizarional authority or regulations of the Employers, under any provision of law, or under any other agreement, the Employers shall satisfy any liability actually and reasonably incurred by any such person or persons, including expenses, attorneys' fees, judgments, fines, and amounts paid in settlement (other than amounts paid in settlement not approved by the Employers), in connection with any threatened, pending or completed action, suit, or proceeding which is retated to the exercising or failure to exercise by such person or persons of any of the powers, authority, responsibiliries, or discrerion as provided under the Plan, or reasonably believed by such person or persons to be provided hereunder, and any action taken by such person or persons in connection therewith, unless the same is judicially determined to be the result of such person or persons' gross negligence or willful misconduct. 18.6 Actions Binding Subject to the provisions of Secrion 18.4, any action taken by the Administrator which is authorized, permitted, or required under the Plan shall be fmal and binding upon the Employers, the Trustee, ali persons who have or who claim an interest under the Plan, and all third parties dealing with the Employers or the Trustee. 33 ARTICLE XIX AMENDMENT AND TERMINATION i9.1 Amendment Subject to the provisions of Section 19.2, the Employers may at any time and from time to time, by joint action of their goveming bodies, amend the Plan, either prospectively or retroactively. Any such amendment shall be by written instrument execute@ by those person or persons authorized by the goveming bodies of the Employers to execute such docursents on behalf of the Employers. 19.2 Limitation on Amendment The Employers shall make no amendment to the Plan which shall permit any part of the Trust to revert to an Emptoyer or be used or be diverted to purposes other than the exclusive benefit of Participants and Beneficiaries. Moreover, no such amendment may change the rights, powers, and duties of the Trustee withouT the Trustee's consent. I9.3 Termination The Employers reserve the right, by joint action of tfieir governing bodies and subject to tfie written approval of the Depaztment of Housing and LTrban Development as provided in Section 19.4, to terminate the Plan at any time, (the ef�ective date of such termination being hereinafter refeired to as the "temunation date"). Upon any such termination of the Plan, the following actions shall be taken for the benefit of Participants and Beneficiaries: (a) As of tke termination date, each Investment Fund shali be valued and aIl Separate Accounts and Sub-Accounts shall be adjusted in the manner provided in Article XI, with any uttallocated conhibuTions or forfeitures being allocated as of the terminarion date in the manner otherwise pmvided in the Plan. T'he termination date sha11 become a Valuation Date for purposes of Article XI. In determining the net worth of the Tn�st, there shall be included as a liability suck amounts as shall be necessary to pay all expenses in connection with the temiination of the Trust and the Iiquidation and distribution of the property of the Trust, as well as other expenses, whether or not accrued, and shall inciude as an asset all accrued income. (b) AII Separate Accounts shall then be disposed of to or for the benefit of each Participant or Beneficiary in accordance with the provisions of Article XV as if the temunation date were his Severance Date. Notwithstanding anything To the contrary contained in the Plan, upon any such Ptan teimination, the vested interest of each Participant in that portion of his Separate Account attributable to Employer Contributions shall be 100 percent; and, if there is a partial termination of the Pian, The 34 00 -ss.� vested interest of each Participant who is affected by the partiai temunation in that portion of his Separate Account that is attributable to Employer Contributions shall be 100 percent. For purposes of the preceding sentence only, the Plan shall be deemed to terminate automatically if there shall be a compiete discontinuance of contriburions hereunder by all Employers. 19.4 Withdrawal of an Employer An Emgloyer may withdraw from the Pian at any rime upon notice in writing to the Administrator (the effective date of such withdrawal being hereinafter referred to as the "withdrawal date"), and shall thereupon cease to be an Employer for all purposes of the Plan. An Employer shall be deemed automatically to withdraw from the Plan in the event of its complete discontinuance of contributions. Upon the withdrawal of an Employer, the withdrawing Employer shall determine whether a partial termination has occurred with respect to its Employees. In the event that the withdrawing Employer deternunes a partial termination has occurred, the action specified in Section 19.3 shall be taken as of the withdrawal date, as on a termination of the Plan, but with respect only to Participants who aze employed solely by the withdrawing Employer, and who, upon such withdrawal, aze neither transferred to nor continued in employment with any other Employer. The interest of any Participant employed by the withdrawing Employer who is iransferced to or continues in employment with any other Employer, and the interest of any Participant employed solely by an Employer other than the withdrawing Employer, shall remain unaffected by such withdrawal; no adjustment to his Participant Accounts shall be made by reason of the withdrawal; and he shall continue as a Pazticipant hereunder subject to the remaining provisions of the Plan. 19.5 Approval by I�UD The written approval of the Department of Housing and Urban Development shall be required before ternunation of the Plan with respect to all Employers or discontinuance of contriburions by PHA. 35 ARTICLE XX ADOPTION BY OTHER ENTITIES 20.1 Adoption by Other Entities If all, or substantially all, of the Employees of an Employer or all, or snbstantially all, of the Employees constituting a separaYe or separable unit oFoperation of an Employar, aze transferred directly to the employment of another empIoyer, such empIoyer, with the consent of the Employers, may adopt and may amend the Plan with respect to the transferred Employees and continue the Plan as its own. 20.2 Effective Plan Provisions An Employer who adopts the Plan shail be bound by the provisions of the Plan in effect at the time of the adoption and as subsequently in effect because of any amendment to the Plan. T oo-ss� ARTICLE XXI MISCELLANEOUS PROVISIONS 21.1 No Commitment as to Employment Nothing contained herein shall be consh�ed as a cammitment or agreement upon the part of any person to continue his employment with an Employer or as a commitment on the part of any Employer to continue the employment, compensarion, or benefits of any person for any period. 21.2 Benefits Nothing in the Plan nor the Trust Agreement shall be construed to confer any right or ciaim upon any person, firm, or corporation other than the Emgloyers, the Trustee, Participants, and Beneficiaries. 21.3 No Guarantees The Employers, the Administrator, and the Trustee do not guarantee the Trust from loss or depreciation, nor do they guarantee the payment of any amount which may become due to any person hereunder. 21.4 Expenses The expenses of administration of the Plan, including the expenses of the Administrator and fees of the Trustee, shali be paid from the Trust as a general charge thereon, unless the Employers elect to make payment. Notwithstanding the foregoing, the Administrator may direct that administrarive expenses that are allocable to the Separate Account of a specific Participant shall be paid from that Separate Account and the costs incident to the management of the assets of an Investment Fund or to the purchase or sale of securities held in an Investment Fund shall be paid by the Trustee from such Investment Fund. 21.5 Precedent Except as otherwise specifically provided, no action taken in accordance with the Plan shall be canstrued or relied upon as a precedent for similar action under similu circumstances. 21.6 Duty to Furnish Information The Employers, the Administrator, and the Trustee shall fiunish to any of the others any documents, reports, retums, statements, or other information that the other reasonably deems necessary to perform its duries hereunder or othenvise imposed by law. 21.7 Withholding 37 , The Trustee sttall withhold any tax wtrich by any present or future law is required to be withheld, and which the Administzator notifies the Trustee in writing is to be so withheld, from any payment to any Participant or Bene&ciary hereunder. 21.8 Back Pay Awards The provisions of this Secrion shall apply only to an Employee or former Employee who becomes entitle@ to back pay by an award or agreement of an Employer without regard to mitigation of damages. If a person to whom this Secrion applies was or would have become an Active Participant after such back pay award or agreement has been effected, then any 414(h) Contributions not previousiy made on ius behalf but which, after application of the foregoing provisions of this Section, would have been made under the pmvisions of Article N and any After-T� Contriburions which the Pazticipant had not previously made but whicfi, after application of the foregoing provisions of this Section, he would have made under the provisions of Article V, sha11 be made out of the proceeds of such back pay award or agreement. In addition, if any such Employee or former Employee would have been eligible to participate in the allocation of Employer Contributioas under the provisions of Article VI for any prior Plan Yeaz after such back pay awazd or agreement has been effected, his Employer shatl make an Employer Conh equal to the amount of the Employer Contribution which would have been allocated to such Participant under the provisions of Article VI as in effect during each such Plan Year. The amounts of such addirional conhibutions shall be credited to the Separate Account of such Pazticipant. Any additional contributions made by such Participant and by an Employer pursuant to,this Section shall be made in accordance with, and subject to the lunitarions of the applicable provisions of Articles IV, V, VI, aud VII. 21.9 Beturn of Contribations to an Employer Notwithstanding any other provision of the Plan or the Trust Agreement to the contrary, in the event any contribution of an Employer is made under a mistake of fact, such contribution may be returned to the Employer within one yeaz after the payment of the contriburion. 21.10 Validity of Plan Tfie validity of the Plan shaIl be defermined and the Plan shail be construed and interpreted in accordance with the laws of the State of Minnesota, except as preempted by applicabie Federal Iaw. The invalidity or illegality of any provision of the Plan shall not affect the Iegaiity or validity of any other part thereof. 21.11 Trust Agreement The Trust Agreement and the Trust maintained thereunder shall be deemed to be a part of the Plan as if &illy set forth herein and the provisions of the Trast Agreement are hereby incorporated by reference into the Plan. � oo-ss� 21.12 Parties Bound The PIan shall be binding upon the Employers, all Participants and Beneficiaries hereunder, and, as the case may be, the heirs, executors, administrators, successors, and assigns of each of them. 21.13 Application of Certain Plan Provisions A ParticipanYs Beneficiary, if the Participant has died, shall be treated as a Participant for purposes of directing investments as provided in Article X. For purposes of the generai administrative provisions and limitations of the Plan, a Participant's Beneficiary shall be treated as any other person enritled to receive benefits under the Plan. Ugon any terminarion of the Plan, any such Beneficiary who has an interest under the Plan at the time of such termination, which does not cease by reason thereof, shall be deemed to be a Participant for all purposes of the Plan. 21.14 Transferred F�nds If funds from another qualified plan are transferred or merged into the Plan, such funds shall be held and administered in accordance with any restrictions applicable to them under such other plan to the extent required by law and shall be accounted for sepazately to the extent necessary to accomplish the foregoing. � ARTICLE XXII EFFECTIVE DATE 22.1 Effective Date of Amendment and Restatement This amendment and restatement is effecrive as of January 1, 2000. � EXECUTED AT this day of CTTY OF SAINT PAUL � Tit1e: Mayor By: TiYle: President of the Saiat Paul City Council By: Title: Director ofFinance 19_ PUBLIC HOUSING AGENCY OF TF� CITY OF SAINT PAUL /I � ��/!i. - i�:. , ii-..s..�.. ► : -" ,. ,�., . .- :.. . . Commissioners � m