EXHIBIT 10.16
BELDEN WIRE & CABLE COMPANY
RETIREMENT SAVINGS PLAN
Restated Effective January 1, 2001
TABLE OF CONTENTS
Page
Article I Definitions 1
Article II Beneficiary Designation 12
Article III Eligibility and Participation Requirements
Section 1 Eligibility 13
Section 2 Participation 13
Section 3 Transfers of Employment 14
Section 4 Leaves of Absence 14
Section 5 Suspended Participation 14
Section 6 Eligibility after Reemployment 14
Article IV Employee Contributions
Section 1 Employee Pre-Tax Contributions 15
Section 2 Employee After-Tax Contributions 15
Section 3 Transmittal to Trustee 15
Article V Salary Reduction Agreement
Section 1 Agreement to Contribute 16
Section 2 Amount of Elective Deferrals 16
Section 3 Change or Discontinuance of Elective Deferrals 16
Article VI Limitations on Elective Deferrals
Section 1 Maximum Amount of Elective Deferrals 18
Section 2 Distribution of Excess Elective Deferrals 18
Section 3 Nondiscrimination Test Under 401(k) 19
Section 4 Excess Contributions by Highly Compensated Employees 22
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Article VII Employer Contributions
Section 1 General 24
Section 2 Matching Contributions 24
Section 3 Employer Nonmatching Contributions 25
Section 4 Forfeitures 27
Section 5 Contributions for Returning Veterans 27
Article VIII Limitations on Employer Matching Contributions and Employee
After-Tax Contributions
Section 1 Special Nondiscrimination Test Under 401 (m) 28
Section 2 Excess Aggregate Contributions by Highly
Compensated Employees 31
Article IX Maximum Limitation Under Code Section 415
Section 1 Limitations for Defined Contribution Plans Under Code
Section 415 34
Section 2 Special Rules for Plans Subject to Overall Maximum
Limitations Under Code Section 415 (e) 36
Article X Participant Accounts
Section 1 Establishment of Individual Participant Accounts 38
Section 2 Rollover Contributions Account 39
Section 3 Adjustment of Participant Accounts 39
Section 4 Adjustment of Accounts for Terminated Participants 39
Section 5 Forfeiture Amounts 40
Section 6 Records and Reports 40
Article XI Participant Investment Election
Section 1 Initial Elections 41
Section 2 Change of Investment Election 41
Section 3 Reallocation of Existing Account Balances 41
Section 4 Duration of Investment Election 42
Section 5 Investment of Employer Matching Contributions Account 42
Section 6 Investment of Employer Nonmatching Contributions Account 42
Section 7 Transfers 42
Section 8 Miscellaneous 43
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Article XII Loans
Section 1 Standards for Granting Loans 44
Section 2 Terms of the Loan 45
Section 3 Loan Application Procedure 47
Section 4 Loan Repayment 47
Section 5 Loans as Plan Investments 48
Section 6 Default 49
Article XIII Withdrawals Prior to Termination of Employment
Section 1 Hardship Withdrawals 51
Section 2 Other Withdrawals of Elective Deferrals 53
Section 3 Post Age 59-1/2 Withdrawal 53
Section 4 Direct Rollovers of Withdrawals; Payment in Cash or Shares 53
Article XIV Disbursement of Benefits
Section 1 General 54
Section 2 Retirement 54
Section 3 Death 55
Section 4 Distributions Prior to Retirement and Death 56
Section 5 Forms of Payment 59
Section 6 Direct Rollovers of Distributions 61
Section 7 Benefit Payment Deadlines 62
Section 8 Distributions to Alternate Payees 63
Article XV Effect of Reemployment
Section 1 Effect of Reemployment Prior to Retirement 64
Section 2 Effect of Reemployment After Retirement 65
Article XVI The Trust Fund
Section 1 Trust Agreement 66
Section 2 Investment Funds 66
Section 3 Investment of Funds 68
Section 4 Expenses 68
Section 5 Return of Contributions 69
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Article XVII Administration
Section 1 Establishment and Responsibility of Committee 70
Section 2 Function of the Benefits Committee 71
Section 3 Submission of Requests 72
Section 4 Limitation of Liability 72
Section 5 Claims Procedure 73
Section 6 QDRO Procedure 73
Article XVIII Amendments
Section 1 Right to Amend 75
Section 2 Restrictions on Amendments 75
Section 3 Merger of Plan 75
Article XIX Top Heavy Provisions
Section 1 Definitions 76
Section 2 Minimum Benefit Requirement 77
Section 3 Vesting 78
Article XX Miscellaneous Provisions
Section 1 Facility of Payment 79
Section 2 Nonalienation of Benefits 79
Section 3 Right of Employer 79
Section 4 Leased Employees 79
Article XXI Termination of Plan 81
Article XXII Governing Law and Adoption 82
Addenda 83
Appendix 98
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ARTICLE I
DEFINITIONS
1. "Accounts" shall mean the individual Participant Accounts established
pursuant to Article X.
2. "Actual Deferral Percentage Test" shall mean a nondiscrimination test set
forth in Code Section 401(k) as explained in Article VI.
3. "Affiliated Employer" shall mean (a) any corporation which is a member of a
controlled group of corporations as defined in Code Section 414(b) which
includes the Employer, (b) any trade or business (whether or not incorporated)
which is under common control as defined in Code Section 414(c) with the
Employer, (c) any organization (whether or not incorporated) which is a member
of an affiliated service group as defined in Code Section 414(m) which includes
the Employer, and (d) any other entity required to be aggregated with the
Employer pursuant to regulations under Code Section 414(o).
4. "Alternate Payee" shall mean any Spouse, former Spouse, child, or other
dependent of a Participant who is recognized by a Qualified Domestic Relations
Order as having a right to receive all, or a portion of, the Participant's
benefits payable under the Plan.
For the purposes of Section 6 of Article XVII, the term "Alternate Payee" shall
also include those individuals who would meet the above definition except that
the order is not a Qualified Domestic Relations Order.
5. "As Adjusted", when used to modify a dollar amount, shall mean the dollar
amount as adjusted (including any rounding) by the Secretary of Treasury for
changes in the cost of living under Code Sections 401(a)(17), 414(q)(1), and
415(d) for years beginning after December 31, 1987, as applied to those items
and in the manner as the Secretary shall provide, except that the $200,000 limit
on Compensation and the $150,000 limit on Compensation shall be adjusted for
years after December 31, 1989 and December 31, 1994, respectively, the $30,000
limit in Article IX shall be adjusted for Limitation Years after 1993, and the
$80,000 figure for determining Highly Compensated Employees shall be adjusted
for Plan Years Beginning after December 31, 1997.
6. "Average Contribution Percentage Test" shall mean a nondiscrimination test
set forth in Code Section 401(m) as explained in Article VIII.
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7. "Beneficiary" shall mean any person (natural or otherwise) designated by a
Participant in accordance with Article II to receive any death benefit payable
under this Plan.
8. "Benefits Committee" shall mean the committee established in accordance with
Article XVII of the Plan.
9. "Break in Service" shall mean any Plan Year during which an Employee is
credited with 500 or fewer Hours of Service. However, an Employee will not be
considered as having a Break in Service during the first 501 Hours of Service
that the Employees would have worked except for an absence from work solely for
maternity or paternity reasons.
For purposes of this definition, an absence from work for maternity or paternity
reasons means an absence (a) by reason of pregnancy of the individual, (b) by
reason of birth of a child of the individual, (c) by reason of the placement of
a child with the individual in connection with the adoption of the child by the
Employee, or (d) for purposes of caring for the child for a period beginning
immediately following the birth or placement.
10. "Code" shall mean the Internal Revenue Code of 1986 (as amended).
11. "Compensation" shall mean, except for those portions of the Plan where a
different definition expressly applies, gross earnings minus those items listed
in Appendix A. It shall also exclude severance pay effective January 1, 1997.
This Plan shall not take into consideration a Participant's Compensation to the
extent it exceeds $150,000 as Adjusted. Effective for Plan Years beginning
before January 1, 1997, if an employee is a Family Member of a 5% owner or a
Family Member of a Highly Compensated Employee in the group consisting of the 10
Highly Compensated Employees paid the highest compensation during the Plan Year,
the $150,000 limit described above applies to a Participant and the
Participant's Family Members employed by the Employer. If the limit is exceeded
for a Participant and one or more Family Members the limit is prorated among the
affected individuals' Compensation as determined under this Section prior to the
application of this limit.
12. "Xxxxxx Savings Plan" shall mean the Xxxxxx Industries, Inc. Retirement and
Savings Plan, the Xxxxxx Industries, Inc. Savings Plan, and the Xxxxxx
industries, Inc. Stock Ownership Plan.
13. "Effective Date" shall mean the effective date of this amendment and
restatement which is January 1, 2001, except that provisions that are required
to be in this plan document by the end of the remedial amendment period ending
on December 31, 2001 but that must by law have earlier
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effective dates are effective when Required by Law. The Plan's original
effective date was August 1, 1993.
14. "Elective Deferrals" shall mean contributions to the Plan with respect to
any Plan Year which are made by the employer at the election of the Participant
instead of cash compensation pursuant to a salary reduction agreement entered
into by the Participant in accordance with Article V.
15. "Eligible Participant" shall mean any Employee of the Employer who is
eligible to participate in accordance with Article III.
16. "Employee" means any Employee on the U.S. payroll of a facility listed in
the Addendum titled "Listing of Covered Companies and Locations", being paid in
U.S. currency. "Employee" does not include the following:
(i) a contingent or temporary employee, Leased Employee (as set forth
in Section 4 of Article XX), independent contractor or individual
working for the Employer pursuant to a special contract, unless
such special contract specifically provides for participation in
the Plan;
(ii) any employee who is represented by a collective bargaining unit
that has negotiated retirement benefits through good faith
bargaining, unless such collective bargaining unit specifically
has bargained to participate in the Plan;
(iii) a common law employee that the Employer mistakenly, but in good
faith, classified as other than a common law employee. Such an
individual shall be deemed an Employee as of the date on which
the Employer reclassifies him as a common law employee;
(iv) an individual employed by the Employer who is a non resident
alien on a U.S. Payroll receiving U.S. income on temporary
assignment in the U.S; and
(v) an individual employed by the Employer who is a non-resident
alien and received no earned income (within the meaning of
Section 911(d)(2) of the Code) from the Employer which
constitutes income from sources within the United States (within
the meaning of Section 861(a)(3) of the Code).
17. "Employee After-Tax Contributions" shall mean contributions to the Plan made
by a Participant with respect to any Plan Year prior to January 1, 1999 (January
1, 2000 for Participants at Belden Communications) as determined under the prior
Plan.
18. "Employer" shall mean Belden Wire & Cable Company, Belden Technologies, Inc.
and any other Affiliated Employer to which the Plan has been extended by the
Benefits Committee on a list in the Addendum titled "Listing of Covered
Companies and Locations".
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19. "Employer Contributions" shall mean contributions to the Plan made directly
by the Employer with respect to any Plan Year, excluding Elective Deferrals, as
set forth in Article VII.
20. "Employer Matching Contributions" shall mean any contribution to the Plan
made by the Employer with respect to any Plan Year to be allocated to a
Participant's Account by reason of the Participant's Elective Deferrals, as set
forth in Article VII.
21. "Employer Nonmatching Contributions" shall mean any discretionary
contribution to the Plan made by the Employer with respect to any Plan Year to
be allocated to Eligible Participant's Accounts pursuant to Article VII.
22. "Employment Commencement Date" shall mean the date on which the Employee
first performs an Hour of Service for an Affiliated Employer.
23. "ERISA" shall mean the Employee Retirement Income Security Act of 1974 (as
amended).
24. "Excess Aggregate Contributions" shall mean with respect to any Plan Year
the excess of the aggregate amount of the Employer Matching Contributions made
on behalf of Highly Compensated Participants for the Plan Year over the maximum
amount of the contributions permitted under the limitations of the Average
Contribution Percentage Test, as set forth in Article VIII.
Prior to January 1, 1999, "Excess Aggregate Contributions" shall mean with
respect to any Plan Year the excess of the aggregate amount of the Employer
Matching Contributions and any Employee After-Tax Contributions made on behalf
of Highly Compensated Participants for the Plan Year over the maximum amount of
the contributions permitted under the limitations of the Average Contribution
Percentage Test, as set forth in Article VIII.
25. "Excess Contributions" shall mean with respect to any Plan Year the excess
of the amount of Elective Deferrals made on behalf of Highly Compensated
Participants for the Plan Year over the maximum amount of the contributions
permitted under the limitations of the Actual Deferral Percentage Test as set
forth in Article VI.
26. "Excess Elective Deferrals" shall mean the amount of Elective Deferrals for
a Participant's taxable year exceeding the limit described in Article VI. The
amount of Excess Elective Deferrals is reduced or eliminated to the extent that
a Participant has elective deferrals under another plan and elects as provided
in Section 2(b) of Article VI to treat the elective deferrals in the other plan
as excess amounts.
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27. "Family Member" shall mean an Employee's Spouse, the Employee's lineal
ascendants or descendants, and the spouses of those lineal ascendants or
descendants.
However, when the term "Family Member" is used to describe individuals who must
be considered together when applying the $150,000 limit as Adjusted on
Compensation, then the term means only the Employee's Spouse and the Employee's
lineal descendants who have not attained age 19 before the close of the Plan
Year.
28. "Forfeitures" shall mean nonvested amounts allocated pursuant to Article
VII.
29. "Highly Compensated Employee" for the Plan Years beginning before January 1,
1997, shall mean an employee who, at any time during a Plan Year or the
Immediately preceding Plan Year or in case of a change in Plan Year the 12 month
period preceding a Plan Year, (a) was a 5% owner of an Affiliated Employer, (b)
received more than $75,000 As Adjusted in annual Compensation from an Affiliated
Employer for the Plan Year, (c) received more than $50,000 As Adjusted in annual
Compensation from an Affiliated Employer for the Plan Year and was among the top
20% of employees by Compensation during the same Plan Year, or (d) was an
officer of an Affiliated Employer and received Compensation greater than $45,000
As Adjusted.
(A) An employee who meets the criteria of (b), (c), or (d) above in the current
but not preceding Plan Year is excluded from the definition of "Highly
Compensated Employee" unless the employee is a member of the group consisting of
the 100 employees paid the highest Compensation during the year (referred to as
Top-Paid Group) for which the determination is made.
(B) For purposes of determining the number of employees in the Top-Paid Group,
the following employees may be excluded.
(i) employees who have not completed 6 months of service
(ii) employees who normally work less than 17-1/2 hours per week
(iii) employees who normally work not more than 6 months during any
year
(iv) employees who have not attained age 21
(v) employees who are nonresident aliens and who received no earned
income from an Affiliated Employer which constitutes income from
services within the United States
The Employer may elect to substitute a shorter period of service, time, or age
than that specified under (i), (ii), (iii), or (iv) above.
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(C) For the purpose of determining the officers described in (d) above, the
number of officers considered will not exceed 50 or, if lesser, the greater of 3
officers or 10% of the employees (excluding those described in (B) above). The
number of officers considered in (d) above will not be less than 1 regardless of
Compensation.
(D) If an employee is a Family Member of a 5% owner or a Family Member of a
Highly Compensated Employee in the group consisting of the 10 Highly Compensated
Employees paid the highest Compensation during the Plan Year, then the employee
shall not be considered a separate employee and the employee's Compensation (and
any applicable contribution or benefit on behalf of the individual) shall be
treated as if it were paid to (or on the behalf of) the 5% owner or the Highly
Compensated Employee.
(E) A former employee shall be treated as a Highly Compensated Employee, if (i)
the former employee was a Highly Compensated Employee when he separated from
service or (ii) the former employee was a Highly Compensated Employee at any
time after attaining age 55.
(F) For purposes of the definition of Highly Compensated Employee, the term
"compensation" shall mean compensation for service performed by an Employee of
an Affiliated Employer which is includible in gross income as described in Code
Section 414(q)(7) as in effect for Plan Years beginning before January 1, 1997
and the regulations thereunder.
(G) Instead of applying the above criteria to the Plan Year and the preceding
Plan Year, the Employer may elect to use the calendar year calculation method as
stated in Treasury Regulation Section 1.414(q)-1T Q&A-14 (b) or the simplified
identification method of Revenue Procedure 93-42. This election must be made in
writing by the Benefits Committee. The election may be made at any time. Unless
the election states otherwise, it is presumed that each election only applies to
one Plan Year. If the calendar year calculation method is elected, the election
must apply to all qualified plans and all other plans, entities or arrangements
of the Employer that are subject to Code provisions using the term "Highly
Compensated Employee".
(H) Any questions regarding the determination of a Highly Compensated Employee
shall be made in accordance with Code Section 414(q) and regulations thereunder.
Any alternative methods of determining Highly Compensated Employees under
applicable law shall also be permitted under this Plan.
30. "Highly Compensated Employee" for Plan Years beginning after December 31,
1996, shall mean an employee who (a) was a 5% owner of an Affiliated Employer at
any time during the Plan Year or the 12-month period immediately preceding the
Plan Year, (b) received more than $80,000 As Adjusted in annual compensation
from an Affiliated Employer for the 12-month
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period immediately preceding the Plan Year if the Benefits Committee does not
elect to use the top 20% rule, or (c) received more than $80,000 As Adjusted in
annual compensation from an Affiliated Employer for the 12-month period
immediately preceding the Plan Year and was among the top 20% of employees by
compensation during the same 12-month period. The Employer does not elect to use
the top 20% rule.
(A) For purposes of determining the number of employees in the Top-Paid Group,
the following employees may be excluded:
(i) employees who have not completed 6 months of service
(ii) employees who normally work less than 17-1/2 hours per week
(iii) employees who normally work not more than 6 months during any
year
(iv) employees who have not attained age 21
(v) employees who are nonresident aliens and who receive no earned
income from an Affiliated Employer which constitutes income from
services within the United States
The Employer may elect to substitute a shorter period of service, time, or age
than that specified under (i), (ii), (iii), or (iv) above.
(B) A former employee shall be treated as a Highly Compensated Employee if (i)
the former employee was a Highly Compensated Employee when he separated from
service, or (ii) the former employee was a Highly Compensated Employee at any
time after attaining age 55.
(C) For purposes of the definition of Highly Compensated Employee, the term
"compensation" shall mean compensation for service performed by an Employee of
an Affiliated Employer which is currently includible in gross income as
described in Code Section 414(q)(4) and the regulations thereunder.
(D) Any questions regarding the determination of a Highly Compensated Employee
shall be made in accordance with Code Section 414 (q) and regulations
thereunder. Any alternative methods of determining Highly Compensated Employees
under applicable law shall also be permitted under this Plan.
31. "Highly Compensated Participant" shall mean a Participant of the Plan who is
also a Highly Compensated Employee.
32. "Hour of Service" means each hour for which an Employee is directly or
indirectly paid or entitled to payment by the Employer (or, prior to August 1,
1993, by Xxxxxx Industries, Inc.) for (a) the performance of duties (which hours
shall be credited to the computation period in which
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the duties were performed and with Hours of Service at overtime, premium pay, or
shift differential rates considered straight time hours), (b) reasons other than
the performance of duties such as vacation, jury duty, sick leave or disability,
but excluding payments made or due under any workers' compensation, unemployment
compensation, or disability insurance laws irrespective of whether the
employment relationship has terminated (which hours shall be credited to the
computation period(s) to which they pertain, except that no more than 501 Hours
of Service shall be credited to any Employee for any single continuous period
during which the Employee performs no duties whether or not the period occurs in
a single Plan Year), and (c) back pay, irrespective of mitigation of damages,
awarded or agreed to by the Employer (which hours shall be credited to the
computation period to which the award or agreement pertains).
If an Employee enters the Armed Forces of the United States and is later
reemployed by the Employer within 90 days after the earlier of termination of
the military service, or 5 years of service or any other greater period as may
be provided under federal law, the Employee will be granted Hours of Service
under this Plan as of his Reemployment Commencement Date based on the number of
Hours of Service for which the Employee would otherwise have been compensated.
Any questions concerning the crediting of Hours of Service shall be resolved in
accordance with Sections 2530.200b-2(b) and (c) of the Department of Labor Rules
and Regulations for Minimum Standards, which are incorporated in this Plan by
reference.
33. "Investment Funds" shall mean the various funds within the Trust Fund as set
forth in Article XVI.
34. "Leased Employee" shall mean an individual treated as an Employee due to the
requirements of Code Section 414(n). In particular, a Leased Employee shall mean
a person who is not otherwise an employee but provides services to an Affiliated
Employer if (a) the person's services are provided pursuant to an agreement with
an Affiliated Employer, (b) the person has performed services for an Affiliated
Employer on a substantially full-time basis for at least 1 year, and (c) for
Plan Years beginning before January 1, 1997 the services are of a type
historically performed in the business field of an Affiliated Employer by
employees or for Plan Years beginning after December 31, 1996 the person is
under the primary direction or control of on Affiliated Employer.
35. "Limitation Year" shall mean the Plan Year.
36. "Nonhighly Compensated Employee" shall mean an Employee of the Employer who
is not a Highly Compensated Employee. Effective for Plan Years beginning before
January 1, 1997
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"Nonhighly Compensated Employee" also excludes individuals who are Family
Members of a 5% owner or a Highly Compensated Employee in the group consisting
of the 10 Highly Compensated Employees paid the highest compensation during the
Plan Year.
37. "Participant" shall mean an employee who has met the eligibility conditions
of Article III and who has made or received a contribution under this Plan.
"Participant" shall include an active, inactive, former, suspended or retired
Participant unless the context in which the term is used indicated otherwise. If
an Employee who does not otherwise meet the definition of "Participant" is
permitted to make a rollover contribution under Section 2 of Article X, the
Employee shall not be considered a Participant for the purposes of Article III,
Article IV, Article V, Article VI, Article VII, Article VIII, Article IX, and
Sections 1 and 2 of Article X.
38. "Permanent and Total Disability" shall mean the incapacity of a Participant
as defined in the Belden Wire & Cable Company Pension Plan. A Participant in the
Plan shall be considered to be permanently and totally disabled if he has been
approved for long term disability benefits under the Belden Wire & Cable Company
Pension Plan or if he has been approved for Social Security disability benefits
by the U.S. Social Security Administration.
Prior to January 1, 1999, "Permanent and Total Disability" shall mean the
incapacity of a Participant while an Employee, other than by reason of the
Participant's military service or engaging in a felonious act, because of any
medically demonstrable physical or mental condition either (a) to the extent
that he is unable to engage in any substantial employment or occupation which
might reasonably be considered within his capabilities other than such
employment as is found to be for the purpose of rehabilitation or (b) to the
extent that his continuing to engage in any such employment would in competent
medical opinion endanger his life. Any such total disability shall be deemed to
be permanent for the purposes of this Plan if in competent medical opinion it
still exists upon the cessation of accident and sickness or salary continuation
benefits and it may be expected to continue for the remainder of such
Participant's life. A disability shall be considered as having been incurred by
reason of military service if it shall have been directly incurred in, and due
solely to, military service of such Participant and if the Participant receives
a pension therefore from a government or governmental agency.
39. "Plan" shall mean the Belden Wire & Cable Company Retirement Savings Plan.
40. "Plan Year" shall mean the 12 consecutive month period commencing each
January 1.
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41. Qualified Domestic Relations Order" shall mean any judgment decree or order
(including approval of a property settlement agreement) which meets the
standards and specifications of Code Section 414(p) and which creates or
recognizes the existence of an Alternate Payee's right to, or assigns to an
Alternate Payee the right to, receive all or a portion of the Participant's
benefits under the Plan.
42. "Qualified Nonelective Contributions" shall mean contributions made by the
Employer with respect to any Plan Year other than Employer Matching
Contributions that satisfy the vesting and withdrawal restriction applicable to
Elective Deferrals when the contribution are made.
43. "Reemployment Commencement Date" shall mean the first day an Employee is
entitled to be credited with an Hour of Service for the performance of duties
after a Break in Service.
44. "Spouse (Surviving Spouse)" shall mean the Participant's legal Spouse at the
time the Participant dies or the Participant's benefit payments commence. A
former Spouse will be treated as the Spouse or Surviving Spouse to the extent
provided under a Qualified Domestic Relations Order.
45. "Trust Fund" shall mean the Investment Fund(s) as authorized pursuant to
Article XVI.
46. "Trustee(s)" shall mean the person(s) or financial institution(s) named in
the Trust Agreement referenced in Article XVI, or their successors in office,
whether natural or corporate.
47. "Valuation Date", effective December 15, 1999, shall mean each business day.
For the period of October 1, 1999 through December 14, 1999, no valuation
occurred. Prior to October 1, 1999, Valuation Date shall mean the last day of
each month and any other times as the Employer may designate on which an
accounting of all assets and liabilities of the Trust Fund is to be made.
48. "Years of Service" shall mean the number of Plan Years during which any
Employee is credited with 1,000 or more Hours of Service, except that prior to
January 1, 1993 Years of Service shall mean the years of vesting service with
which the Employee had been credited in accordance with the Xxxxxx Savings Plan
with respect to the employer's IAR account as of December 31, 1992.
An Employee's Years of Service shall be based on an Employee's total employment
relationship with the Employer or any Affiliated employer, whether or not as an
Employee, including any period of time during which the Employee (a) was
employed by the Employer in a category of employees excluded from the Plan, (b)
was a Leased Employee who performed services for the
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Employer, to the extent provided by Code Section 414(n) and the regulations
thereunder, (c) was employed by a predecessor employer of the Employer, the plan
of which predecessor is the Plan maintained by the Employer, and (d) was
employed by a predecessor employer of the Employer, even though the Plan is not
the plan maintained by the predecessor employer, but only if service with the
predecessor employer is required to be included in the individual's Years of
Service by regulations under Code Section 414(a)(2).
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ARTICLE II
BENEFICIARY DESIGNATION
Each Participant shall designate on forms provided by the Employer a Beneficiary
or Beneficiaries for purposes of the Plan. Any designation of Beneficiary may be
changed or revoked at any time by the Participant by filing a written notice to
the Employer on the Employer's form. The Participant may revoke a designation at
any time by filing a new written notice.
If a Participant has a Spouse, the Participant may designate a Beneficiary other
than the Spouse only if the election form is signed by the Participant and the
Participant's Spouse clearly indicating the Spouse's consent to the alternate
Beneficiary. The Spouse's signature must be witnessed by a Notary Public. The
Spouse's consent shall not be required if it is established to the satisfaction
of the Employer that the Spouse cannot reasonably be located. The Participant
may revoke a designation of Beneficiary without the consent of the Spouse,
although the Participant may not designate a different Beneficiary other than
the Spouse without the Spouse's consent.
If a Participant does not validly designate a Beneficiary who is living when the
Participant dies, any death benefits payable under the Plan shall be paid to the
Participant's Spouse. If the Participant has no Spouse or the Spouse cannot
reasonably be located, any death benefits shall be paid to the Participant's
Estate.
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ARTICLE III
ELIGIBILITY AND PARTICIPATION REQUIREMENTS
Section 1 Eligibility
An Employee will be eligible to become a Participant in the Plan on the
Employee's Employment Commencement Date. No Employee is eligible for this Plan
if the Employee is not paid by the Employer in U.S. dollars from a U.S. payroll.
An Employee who was already eligible to become a Participant before the
Effective Date will remain eligible to become a Participant even if the above
requirements are not satisfied.
Participants in the Belden Wire & Cable Company Savings Plan on September 30,
1999 and their beneficiaries or surviving spouses, as applicable, shall become
eligible to participate in the Plan on October 1, 1999 and shall have their
retirement and other benefits determined under this Plan subject to the
provisions of the Addendum for Employees of Alpha Wire Company.
Participants in the Cable Systems International Inc. Management Long Term
Savings Plan and Trust on December 31, 1999 and their beneficiaries or surviving
spouses, as applicable, shall become eligible to participate in the Plan on
January 1, 2000 and shall have their retirement and other benefits determined
under this Plan subject to the provisions of the Addendum for the Participants
of the Cable Systems International Inc. Management Long Term Savings Plan and
Trust.
Section 2 Participation
An eligible Employee may become a Plan Participant upon entering into an
agreement in accordance with Article V or by receiving an allocation of an
Employer Nonmatching Contribution in accordance with Article VII. Unless a
provision expressly states otherwise, only Participants who are Employees are
eligible to make or receive any contributions and forfeitures under this Plan.
If an employee not eligible to become a Participant erroneously is permitted to
make contributions, then as soon as administratively feasible after the error is
discovered any Elective Deferrals including investment gains and losses on those
contributions will be returned to the employee and any other contributions will
be forfeited.
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Section 3 Transfers of Employment
If the Employee fulfills the requirements of Section 1 of this Article, an
Employee who transfers employment from an Affiliated Employer not covered by the
Plan or from a classification not eligible for coverage under this Plan will be
eligible to become a Participant as of the date of transfer or reclassification.
Section 4 Leaves of Absence
A Participant on an uncompensated leave of absence will continue to be a
Participant, but will be prohibited from making further contributions provided
by Article IV while on the leave of absence. Upon return to active employment,
the Participants may again elect to contribute under the Plan as of any date on
or after the Participant's date of return to active service.
Section 5 Suspended Participation
Any person continuing in the employment of the Employer who had been a
Participant but who is no longer classified as an Employee for this Plan (or any
portion of this Plan for salaried employees or any of the hourly employee groups
described in the Addenda) shall be an inactive Participant for the period of
ineligibility and no contributions shall be made to this Participant's Accounts
for this Plan (or any portion of this Plan).
Section 6 Eligibility after Reemployment
If an employee terminates employment and subsequently is reemployed, the
Employee's rights under the Plan shall be determined in accordance with Article
XV.
14
ARTICLE IV
EMPLOYEE CONTRIBUTIONS
Section 1 Employee Pre-Tax Contributions
Employee pre-tax contributions are deemed to be Elective Deferrals. The
provisions of Article V shall govern the manner in which Eligible Participants
may enter into salary reduction agreements with the Employer in order that
Elective Deferrals may be made the Employer to the Trust Fund on their behalf.
However, the amount of Elective Deferrals shall be limited by the provisions set
forth in Article VI.
Section 2 Employee After-Tax Contributions
Effective January 1, 1999 (January 1, 2000 for Employees at Belden
Communications), Employees shall not make any Employee After-Tax Contributions
to this Plan. Prior to January 1, 1999 (January 1, 2000 for Employees at Belden
Communications), Employees who were eligible to participate in the Plan in
accordance with Article III could enter into an agreement with the Employer to
begin making Employee After-Tax Contributions by giving written notice at least
15 days in advance of the first day of any calendar month.
Section 3 Transmittal to Trustee
Elective Deferrals (and Employee After-Tax Contributions made prior to January
1, 1999) shall be deposited with the Trustee as of the earliest date the
contributions can reasonably be segregated from the Employer's general assets.
In no event shall those amounts be deposited later than 90 days from the date
the amounts would otherwise have been payable to the Participant in cash or,
effective February 3, 1997, later than 15 business days (plus any extension
permitted by Department of Labor regulations) after the end of the month during
which the amounts would otherwise have been payable to the Participant in cash.
15
ARTICLE V
SALARY REDUCTION AGREEMENT
Section 1 Agreement to Contribute
Each Employee eligible to participate in accordance with the provisions of
Article II may enter into a salary reduction agreement with the Employer to make
Elective Deferrals to this Plan. Thereafter an Employee desiring to participate
shall enter into an agreement 15 days in advance of the date Elective Deferrals
are to begin. Elective deferrals can begin the first day of any calendar month.
Effective May 9, 1999, hourly Employees at the Clinton, Arkansas location shall
no longer be eligible to make Elective Deferrals to this Plan. Effective May 15,
1999, salaried Employees at the Clinton, Arkansas and Carmel, Indiana locations
shall no longer be eligible to make Elective Deferrals to this Plan. If
Employees at the above locations had salary reduction agreements in effect on
the above dates, all Elective Deferrals under those salary reduction agreements
have ceased.
Section 2 Amount of Elective Deferrals
By entering into a salary reduction agreement pursuant to Section 1 of this
Article V, each Participant shall request that the Participant's Elective
Deferral be made to the Trust Fund through payroll deductions. The amount shall
be in whole or half percentages of not less than 1% but not more than 6% (not
more than 15% after January 1, 1999) of the Participant's Compensation. The
Employer retains discretion to change the amount or percentage of Elective
Deferrals accepted by the Plan on a non-discriminatory basis.
Section 3 Change or Discontinuance of Elective Deferrals
A Participant may change the percentage of the Participant's Elective Deferrals,
suspend Elective Deferrals, or resume making Elective Deferrals once every 30
days. The requested changes will be implemented as soon as administratively
feasible. Prior to October 1, 1999 a Participant may change the percentage of
the Participant's Elective Deferrals, suspend Elective Deferrals, or resume
making Elective Deferrals as of the first day of any calendar month. The
Participant must give written 15 days' notice to the Employer before the first
day of the calendar month in which the Participant would like the change,
suspension, or resumption of Elective Deferrals to occur.
16
The Participant's Employer Matching Contributions with respect to the
Participant's Elective Deferrals shall be suspended while the Participant's
Elective Deferrals are suspended.
17
ARTICLE VI
LIMITATIONS ON ELECTIVE DEFERRALS
Section 1 Maximum Amount of Elective Deferrals
No Participant shall be permitted to have Elective Deferrals made under this
Plan during any Participant's taxable year in excess of $7,000 As Adjusted.
Section 2 Distribution of Excess Elective Deferrals
(A) If in any Participant's taxable year the amount of Elective Deferrals made
by a Participant exceeds the maximum amount set forth in Section 1 above, the
Excess Elective Deferrals plus any income attributable to the Excess Elective
Deferrals shall be distributed no later than April 15 of the year following the
Participant's taxable year in which the Excess Elective Deferrals occurred.
Excess Elective Deferrals that are not distributed by the April 15 date shall
remain in the Plan and be subject to the general withdrawal restrictions
applicable to Elective Deferrals as specified in Article XIV. Even if
distributed prior to the April 15 date, Excess Elective Deferrals shall be
treated as Annual Additions with respect to the maximum limitations under Code
Section 415 to the extent required by the Secretary of the Treasury.
(B) In the event a Participant enters into two or more salary reduction
agreements with respect to the Participants' taxable year, and the Participant's
Elective Deferrals to this Plan and another plan qualified under Code Sections
401(a) and 401(k), exceed the maximum Elective Deferral amount set forth in
Section 1 of this Article for this taxable year, the Participant may notify the
employer in writing no later than March 1st of the next taxable year of the
portion of the excess attributable to elective deferrals made to this Plan. The
portion of the excess made to this Plan becomes Excess Elective Deferrals and
must be handled as provided in subsection (A) above.
(C) The amount of Excess Elective Deferrals for a participant's taxable year
that must be distributed to a Participant is reduced by any Excess Contributions
attributable to the Plan Year beginning with or within the Participant's taxable
year that have previously been distributed.
18
Section 3 Nondiscrimination Text Under 401(k)
(A) Nondiscrimination Test
For each Plan Year the Plan must satisfy a special nondiscrimination test to be
referred to as the Actual Deferral Percentage Test (ADP Test). However, for Plan
Years beginning after December 31, 1998, unless the amount of Employer Matching
Contributions is changed, the ADP Test is deemed to have been satisfied. If the
amount of the Employer Matching Contributions is changed for Plan Years
following December 31, 1998 so that it no longer meets the safe harbor
requirement, the Actual Deferral Percentage Test can be satisfied by meeting the
following test.
The Actual Deferral Percentage Test for a Plan Year shall be satisfied if one of
the following two limits is met in the Plan Year.
(i) Primary Limitation
The Actual Deferral Percentage for all Eligible Participants who are
Highly Compensated Employees for the Plan Year must not exceed the
Actual Deferral Percentage for all Eligible Participants who are
Nonhighly Compensated Employees for the Plan Year multiplied by 1.25.
(ii) Alternative Limitation
The Actual Deferral Percentage for all Eligible Participants who are
Highly Compensated Employees for the Plan Year must not exceed the
lesser of (a) the Actual Deferral Percentage for all Eligible
Participants who are Nonhighly Compensated Employees for the Plan Year
multiplied by 2.0 or (b) the Actual Deferral Percentage of the Eligible
Participants who are Nonhighly Compensated Employees plus 2.0
percentage points. The amounts may be further limited as the Secretary
of Treasury shall prescribe in order to prevent the multiple use of
this alternative limitation for both the Actual Deferral Percentage
Test and the Average Contribution Percentage Test as specified in
Treasury Regulation Section 1.401(m)-2(b) and Section 1(C) (v) of
Article VIII.
However, effective for Plan Years beginning after December 31, 1996,
the Employer hereby elects to use the prior Plan Year's Actual Deferral
Percentage for all Eligible Participants who are Nonhighly Compensated
Employees. Hence, when applying the primary and alternative limitations
above, the Employer will use the Actual Deferral Percentage of the
Eligible Participants who are Nonhighly Compensated Employees for
19
the prior Plan Year. This election may be changed only as permitted by
the Secretary of Treasury.
(B) Special Definitions for 401(k) Test
(i) Definition of Actual Deferral Percentage
Actual Deferral Percentage for a specified group of Eligible
Participants for a Plan Year shall mean the average of the ratios
(calculated separately for each Eligible Participant in the group) of
(i) the amount of contributions made on behalf of the Eligible
Participant for the Plan Year to (ii) the Eligible Participant's
Compensation for the Plan Year.
Contributions made on behalf of any Eligible Participant may include
(i) Elective Deferrals (including Excess Elective Deferrals but
excluding the amount of Elective Deferrals that are taken into account
in the Average Contribution Percentage Test), (ii) Qualified
Nonelective Contributions, and (iii) Employer Matching Contributions.
Qualified Nonelective Contributions and Employer Matching Contributions
may be included only under the rules as the Secretary of the Treasury
may prescribe.
Elective Deferrals are taken into account for a Plan Year only if they
are allocated to the Eligible Participant's Account as of a date within
the Plan Year, the Elective Deferrals are actually paid to the trust no
later than 12 months after the end of that Plan year, and the Elective
Deferrals relate to Compensation that either would have been received
by the Eligible Participant in the Plan Year but for the salary
reduction agreement or is attributable to services performed by the
Eligible Participant in the Plan Year and, but for the salary reduction
agreement, would have been received by the Eligible Participant within
2-1/2 months after the end of the Plan Year.
(ii) Definition of Compensation
Compensation shall mean total compensation paid by the Employer to an
Employee during the taxable year ending with or within the Plan Year
which is required to be reported as wages on Form W-2. It may also
include compensation not otherwise includible in the Employee's gross
income by reason of any reductions for contributions in the form of
voluntary salary reductions due to a qualified cash or deferred
arrangement of the Employer or due to a cafeteria plan of the Employer
maintained pursuant to Code Section 125 or, effective for Plan Years
beginning after December 31, 2000, due to pre-tax transportation
accounts maintained pursuant to Code Section 132(f)(4).
20
Effective for Plan Years beginning after December 31, 1988 but not
after December 31, 1993, this Plan shall not take into consideration a
Participant's Compensation to the extent it exceeds $200,000 As
Adjusted. Effective for Plan Years beginning after December 31, 1993,
this Plan shall not take into consideration a Participant's
Compensation to the extent it exceeds $150,000 As Adjusted.
Instead of using Compensation for the Plan Year to calculate the ratios
described in Section 3(b)(i) of this Article, the ratios may be
computed for all Eligible Participants using Compensation for that
portion of the Plan Year in which each Employee was an Eligible
Participant.
(C) Special Rules for 401(k) Test
(i) For purposes of this Section 3, the individual Actual Deferral
Percentage for any Eligible Participant who is a Highly Compensated
Employee for the Plan Year and who is eligible to have Elective
Deferrals, Qualified Nonelective Contributions, and Employer Matching
Contributions Allocated to the Eligible Participant's Accounts under
this Plan and any other cash or deferred arrangement qualified under
Code Section 401(k) that are maintained by an Affiliated Employer shall
be computed as if all the amounts had been made to this Plan.
(ii) Effective for Plan Years beginning before January 1, 1997, for
purposes of determining the individual Actual Deferral Percentage for
an Eligible Participant who is a Highly compensated Employee and also a
5% owner or who is a Highly Compensated Employee and a member of the
group consisting of the 10 Highly Compensated Employees paid the
highest compensation during the year, the Elective Deferrals, Qualified
Nonelective Contributions, Employer Matching Contributions, and
Compensation of the Eligible Participant shall include the Elective
Deferrals, Qualified Nonelective Contributions, Employer Matching
Contributions, and Compensation of Family Members and these Family
Members shall not be considered as separate Employees when determining
Actual Deferral Percentages.
(iii) In the event that this Plan is combined with one or more plans
for purposes of satisfying Code Section 401(b) for any of the combined
plans, then those plans shall also be combined for purposes of
computing the Actual Deferral Percentages of Eligible Participants.
(iv) The Plan may be disaggregated to test separately those employees
who meet this Plan's eligibility requirements but have not met the
maximum age and service
21
requirements permitted by law, provided that the Plan must be similarly
disaggregated for purposed to satisfying the Average Contributions
Percentage Test and Code Section 410(b). Alternatively, effective for
Plan Years beginning after December 31, 1998, Nonhighly Compensated
Employees who meet this Plan's eligibility requirements but have not
met the maximum age and service requirements permitted by law may be
ignored for purposes of the Actual Deferral Percentage Test and the
Average Contribution Test if that group of employees separately
satisfies Code Section 410(b).
(v) This Section 3 shall apply separately to Employees not in
collective bargaining units and Employees in collective bargaining
units. Article VIII and the multiple use limitation referred to in
Section 3(A)(ii) of this Article shall not apply to employees in
collective bargaining units. The Employer may choose to apply the
Actual Deferral Percentage Test to all Employees in collective
bargaining units together, apply it separately to each collective
bargaining unit, or apply the Actual Deferral Percentage Test to two or
more groups of collective bargaining units (with each unit in one
group) provided that the combinations of units are determined on a
basis that is reasonable and reasonably consistent from year to year.
Section 4 Excess Contributions by Highly Compensated Employees
(A) If before or during the Plan Year the Employer anticipates that the
acceptable limits set forth in Section 3(A) above will be exceeded as of the end
of the Plan Year, the Employer may order the suspension and/or the reduction of
Highly Compensated Participants' Elective Deferrals. The Employer shall
reasonably project which Participants will be Highly Compensated Participants
and are subject to this suspension and/or reduction.
(B) If the Actual Deferral Percentage for Eligible Participants who are Highly
Compensated Employees exceeds the limitation as of the close of the applicable
Plan Year, the excess Elective Deferrals or any applicable Employer
Contributions (referred to as Excess Contributions), shall be initially
determined using the following "leveling" process. Elective Deferrals or any
applicable Employer Contributions will be subtracted from the Highly Compensated
Employee's Accounts with the highest ratio as calculated under Section 3(B)(i)
of this Article and considered Excess Contributions until this Employee's ratio
equals the next highest ratio of a Highly Compensated Employee or until the
limitation is no longer exceeded. This process is repeated until the limitation
is no longer exceeded.
Effective for Plan Years beginning after December 31, 1996, the amount of the
Excess Contributions is determined as if the previous paragraph applied, but the
Excess Contributions are actually subtracted using the following "leveling"
process. Elective Deferrals or Employer
22
Contributions (if applicable) will be subtracted from the Highly Compensated
Employee's Accounts with the greatest amount of Elective Deferrals (and any
Employer Contributions used in computing the Actual Deferral Percentage) and
considered Excess Contributions until this Employee's Elective Deferrals (and
those Employer Contributions) amount equals the next highest Highly Compensated
Employee's Elective Deferrals (and those Employer Contributions) amount or until
the total amount of Excess Contributions has been subtracted from Employees'
Accounts. This process is repeated until the total amount of Excess
Contributions has been subtracted from Employees' Accounts.
If this subsection (B) requires that Excess Contributions be subtracted from a
Highly Compensated Employee's Accounts whose Actual Deferral Percentage was
determined under the family aggregation rules of Section 3 (C) (ii) of this
Article, then the Excess contributions shall be allocated amount the Highly
Compensated Employee and the Family Member(s) in proportion to the contributions
of each individual that were combined to determine the Actual Deferral
Percentage. The Excess Contributions with earnings thereon shall be distributed
no later than the close of the Plan Year following the Plan Year to which the
Excess Contributions relate. The Employer must pay any excise tax required by
Code Section 4979 on any Excess Contributions not distributed within 2-1/2
months after the close of the Plan Year to which the Excess Contributions
relate.
(C) Excess Contributions shall be distributed from the Highly Compensated
Participant's Elective Deferral Account and Employer Matching Contributions
account (if applicable) in proportion to the Highly Compensated Participant's
Elective Deferrals and Employer Matching Contributions for the Plan Year. Excess
Contributions may be distributed from the Qualified Nonelective Contributions
Account only to the extent that the Excess Contributions exceed the balance in
the Participant's Elective Deferral Account and Employer Matching Contributions
Account. The Excess Contributions shall be considered taxable income to the
affected Participant(s). Notwithstanding the fact that the Excess Contributions
were returned to the Highly Compensated Participants prior to 2-1/2 months after
the close of the Plan Year to which the Excess contributions relate, the Excess
Contributions shall be treated as Annual Additions with respect to the maximum
limitations under Code Section 415 to the extent required by the Secretary of
the Treasury.
(D) The amount of Excess Contributions for a Plan Year that must be distributed
to a Participant is reduced by any Excess Elective Deferrals attributed to the
Participant's taxable year ending with or within the same Plan Year that have
previously been distributed.
23
ARTICLE VII
EMPLOYER CONTRIBUTIONS
Section 1 General
Employer Contributions as that term is used in this Plan are those contributions
that are made directly by the Employer, as set forth below, and are not the
result of a salary reduction agreement between the Employer and an Employee.
Section 2 Matching Contributions
(A) Employer Matching Contribution
The Employer shall make a matching contribution to the Trust Fund for each month
of an amount equal to (i) 100% of a Participant's Elective Deferrals that are
attributable to the first 3% of the Participant's Compensation plus (ii) 50% of
a Participant's Elective Deferrals that are not attributable to the first 3% of
a Participant's Compensation but are attributable to the first 6% of the
Participant's Compensation. The amount of the Employer Matching Contributions
may be changed by the action of the Benefits Committee of the Employer.
(B) All Matching Contributions are Qualified Matching Contributions
Employer Matching Contributions described in the above Section 2(A) are 100%
vested and not forfeitable to the Participant when made. The amount are
distributed as specified elsewhere in this Plan, but under no circumstances may
they be distributed before the earlier of
(i) separation from service, death, or disability of the Participant
(ii) attainment of the age 59 1/2 by the Participant
(iii) termination of the Plan without establishment of a successor plan
(iv) the disposition of substantially all of the assets of the
Employer or the disposition of a subsidiary of the Employer in
which the Participant is employed if the transferor continues to
maintain the Plan
(v) upon hardship of the Participant
Beginning with Plan Years after December 31, 1998, each eligible Participant
must be given written notice, within a reasonable period before any Plan Year,
of his or her rights and
24
obligations under the Plan. The notice must be accurate and comprehensive and
written in a manner calculated to be understood by the average Eligible
Participant.
(C) Reduction of Matching Contributions
If a Participant's Elective Deferrals are distributed under Section 2 or Section
4 of Article VI and the Participant received an Employer Matching Contribution
because of the Elective Deferrals that were distributed, then the Employer
Matching Contribution attributable to those Elective Deferrals must be forfeited
(regardless of whether they are vested) and shall be used to offset future
Employer Contributions. Employer Matching Contributions forfeited under this
provision shall not be included in the ACP test under Article VIII. This
provision may be enforced before, during, or after the enforcement of the ADP
test, the ACP test, and the multiple use limit as long as this provision is
satisfied upon the completion of those tests.
Section 3 Employer Nonmatching Contributions
(A) Employer Nonmatching Contributions Before 4/1/96
The Plan shall continue to hold Employer Nonmatching Contributions in separate
accounts made for some of its hourly employees as required by an Addendum to
this Plan.
(B) Hourly Pension Contributions
Effective May 9, 1999, the Employer shall no longer make any hourly pension
contributions to the Employer Nonmatching Contribution Accounts of the hourly
Employees employed at the Clinton, Arkansas facility.
Effective January 1, 1999, the Employer shall no longer make any hourly pension
contributions to the Employer Nonmatching Contribution Accounts of all hourly
Employees, except those employed at the Franklin, North Carolina and Clinton,
Arkansas facilities.
Prior to January 1, 1999, Employees who were classified as hourly employees by
the Employer had an hourly pension contribution made to their Employer
Nonmatching Contribution Accounts each month, if provided for in an Addendum to
this Plan for a group of Employees. The contribution is computed by multiplying
the contribution rate specified in the Addendum for the location in which the
Employees was employed at the time of the contribution by the number of "hours
worked" as an hourly employee in that location. The Addenda may vary the
contribution rate depending on the employees' position grades, labor grades, or
other criteria.
25
For the purpose of this subsection (B) only "hours worked" means hours of
employment while an Eligible Employee for which the Employer paid compensation,
including overtime hours and any paid hours for vacation periods or holidays,
but excluding any other paid hours for any other absences during which no duties
are performed.
(C) Discretionary Qualified Nonelective Contributions
Employer Contributions described in the above Section 3(A) shall be deemed to be
Qualified Nonelective Contributions pursuant to a resolution adopted by the
Benefits Committee of the Employer only to the extent that those amount are 100%
vested and not forfeitable to the Eligible Participant, when made, and further
provided that the amounts may not be distributed until the earlier of
(i) separation from service, death, or disability of the Eligible
Participant
(ii) attainment of the age 59 1/2 by the Eligible Participant
(iii) termination of the Plan without establishment of a successor plan
(iv) the disposition of substantially all of the assets of the
Employer, or the disposition of a subsidiary of the Employer in
which the eligible Participant is employed if the transferror
continues to maintain the Plan
(v) for Plan Years beginning before January 1, 1989, upon hardship of
the Eligible Participant.
Notwithstanding the above, the Benefits Committee of the Employer may elect
pursuant to a resolution that the Qualified Nonelective Contributions may be
allocated only to Eligible Participants who are Nonhighly Compensated Employees.
The Benefits Committee of the Employer may also elect that the amounts of
Qualified Nonelective Contributions be evenly distributed to the Eligible
Participants who are Nonhighly Compensated Employees. Lastly, the Board of
Directors may elect to allocate Qualified Nonelective Contributions to the
Eligible Participants employed on the last day of the Plan Year who are
Nonhighly Compensated Employees in order of compensation beginning with the
Employee with the lowest compensation with each Employee receiving the maximum
amount of Qualified Nonelective Contributions allowed under Article IX until
sufficient Qualified Nonelective Contributions have been contributed to satisfy
the Actual Deferral Percentage Test and the Average Contribution Percentage
Text.
26
(D) Retiree Medical Credits
Effective January 1, 1999, the Employer shall not make any additional Employer
Nonmatching Contribution for retiree medical credit purposes to this Plan. Prior
to January 1, 1999 hourly employees were allocated an additional Employer
Nonmatching Contribution each month or partial month for which they received
Compensation if the Addendum for the location in which they were employed at the
time of the Contribution stated that they were eligible to receive this
Contribution.
Section 4 Forfeitures
Forfeitures of the Employer Nonmatching Contribution Accounts that hold
contributions allocated under Section 3(B) or Section 3(D) of this Article shall
be used to reduce subsequent Employer Contributions payable pursuant to Section
3(B) and Section 3(D) of this Article and to restore a Participant's nonvested
Employer Contributions Account(s) in accordance with Article XV.
If the Employer must restore a Participant's nonvested Employer Contributions
Account(s), and if the amount of current Forfeitures is less than the amount
needed to restore the nonvested Accounts(s), the Employer shall make an
additional contribution to the Plan in accordance with this Article, but only
for the purpose of restoring the Participant's nonvested Employer Contributions
Account(s).
Section 5 Contributions for Returning Veterans
In general, notwithstanding any provision of this Plan to the contrary,
contributions, benefits and service credit with respect to qualified military
service will be provided in accordance with Code Section 414(u). More
specifically, the Employer must make additional contributions to the Plan if an
Employee returns to active employment after service in the U.S. armed forces and
meets the other requirements specified in the Uniformed Services Employment and
Reemployment Rights Act of 1994. The amount and timing for making those
contributions must be determined in accordance with Code Section 414(u). These
contributions are ignored for purposes of Article VI, Article VIII, and Article
XIX.
27
ARTICLE VIII
LIMITATIONS ON EMPLOYER MATCHING CONTRIBUTIONS
Section 1 Special Nondiscrimination Test Under 401(m)
(A) Nondiscrimination Text
In addition to meeting the Actual Deferral Percentage Test as defined in Article
VI, the Plan must satisfy for each Plan Year a nondiscrimination test to be
referred to as the Average Contribution Percentage Test (ACP Test). However, for
Plan Years beginning after December 31, 1998, if the Plan meets the safe harbor
requirement for the Actual Deferral Percentage Test under Article VI, Section
3(A) it automatically satisfies the Actual Contribution Percentage Test with
respect to matching contributions. If the amount of the Employer Matching
Contributions is changed for Plan Years following December 31, 1998 so that it
no longer meets the safe harbor requirement, the Actual Contribution Percentage
Test can be satisfied by meeting the following test.
The Average Contribution Percentage Test for a Plan Year shall be satisfied if
one of the following two limits is met in the Plan Year.
(i) Primary Limitation
The Average Contribution Percentage for all Eligible Participants who
are Highly Compensated Employees for the Plan year must not exceed the
Average Contribution Percentage for all Eligible Participants who are
Nonhighly Compensated Employees for the Plan Year multiplied by 1.25.
(ii) Alternative Limitation
The Average Contribution Percentage for all Eligible Participants who
are Highly Compensated Employees for the Plan Year does not exceed the
lesser of (a) the Average Contribution Percentage for Eligible
Participants who are Nonhighly Compensated Employees for the Plan year
multiplied by 2.0 or (b) the Average Contribution Percentage of the
Eligible Participants who are Nonhighly Compensated Employees plus 2.0
percentage points. The amounts may be further limited as the Secretary
of Treasury shall prescribe in order to prevent the multiple use of
this alternative limitation for both the Actual Deferral Percentage
Test and the Average Contribution Percentage Test, as
28
specified in Treasury Regulation Section 1.401(m) - 2(b) and Section
1(C)(v) of this Article.
However, effective for Plan Years beginning after December 31, 1996,
the Employer hereby elects to use the prior Plan Year's Actual
Contribution Percentage for all Eligible Participants who are Nonhighly
Compensated Employees. Hence, when applying the primary and alternative
limitations above, the Employer will use the Actual Contribution
Percentage of the Eligible Participants who are Nonhighly Compensated
Employees for the prior Plan Year. This election may be changed only as
permitted by the Secretary of Treasury.
(B) Special Definitions for 401(m) Test
(i) Definition of Contribution Percentage
For purposes of this Section 1, the contribution Percentage for any
Plan year shall mean the ratio (expressed as a percentage) of the
Eligible Participant's Contribution Percentage Amounts to the Eligible
Participant's Compensation for the Plan Year.
(ii) Definition of Contribution Percentage Amounts
Contribution Percentage Amounts shall mean Employer Matching
Contributions (to the extent not taken into account for purposes of the
Actual Deferral Percentage Test) under the Plan on behalf of the
Eligible Participant for the Plan Year.
Prior to January 1, 1999, Contribution Percentage Amounts shall mean
the sum of the Employee After-Tax Contributions and Employer Matching
Contributions (to the extent not taken into account for purposes of the
Actual Deferral Percentage Test) under the Plan on behalf of the
Eligible Participant for the Plan Year.
The Employer may elect to include (to the extent not taken into account
for purposes of the Actual Deferral Percentage Test) Elective Deferrals
and/or Qualified Nonelective Contributions as provided by regulations
of the Secretary of the Treasury. The Actual Deferral Percentage Test
as set forth in Article VI also must pass prior to excluding any
Elective Deferrals used in this Average Contribution Percentage Test.
29
(iii) Definition of Average Contribution Percentage
The Average Contribution Percentage shall mean the average (expressed
as a percentage) of the Contribution Percentages of the Eligible
Participants in a group.
(iv) Definition of Compensation
Compensation shall mean total compensation paid by the Employer to an
Employee during the taxable year ending with or within the Plan Year
which is required to be reported as wages on Form W-2. It may also
include compensation not otherwise includible in the Employee's gross
income by reason of any reductions for contributions in the form of
voluntary salary reductions due to a qualified cash or deferred
arrangement of the Employer or due to a cafeteria plan of the Employer
maintained pursuant to Code Section 125 or, effective for Plan Years
beginning after December 31, 2000, due to pre-tax transportation
accounts maintained pursuant to Code Section 132(f)(4).
Effective for Plan Years beginning after December 31, 1988 but not after
December 31, 1993, this Plan shall not take into consideration a Participant's
Compensation to the extent it exceeds $200,000 As Adjusted. Effective for Plan
Years beginning after December 31, 1993, this Plan shall not take into
consideration a Participant's Compensation to the extent it exceeds $150,000 As
Adjusted.
Instead of using Compensation for the Plan Year to calculate the ratios
described in Section 3(b)(i) of this Article, the ratios may be computed for all
Eligible Participants using Compensation for that portion of the Plan Year in
which each Employee was an Eligible Participant.
(C) Special Rules for 401(m) Test
(i) For purposes of this Section 1, the Contributions Percentage for
any Eligible Participant who is a Highly Compensated Employee for the
Plan Year and who is eligible to have contribution Percentage Amounts
under this Plan and any other arrangements qualified under Code
Sections 401(k) or 401(m) that are maintained by an Affiliated Employer
shall be computed as if all the amounts had been made to this Plan.
(ii) Effective for Plan Years beginning before January 1, 1997, for
purposes of determining the Contribution Percentage of an Eligible
Participant who is a Highly Compensated Employee and also a 5% owner or
who is a Highly Compensated Employee and a member of the group
consisting of the 10 Highly Compensated Employees paid the
30
highest compensation during the year, Contribution Percentage Amounts
and Compensation of the Eligible Participant shall include the
contribution Percentage Amounts and Compensation of Family Members and
these Family Members shall not be considered as separate Employees when
determining Contribution Percentages.
(iii) In the event that this Plan is combined with one or more plans
for purposes of satisfying Code Section 410(b) for any of the combined
plans, then the plans shall also be combined for purposes of computing
the Contribution Percentage of Eligible Participants.
(iv) The Plan may be disaggregated to test separately those employees
who meet this Plan's eligibility requirements but have not met the
maximum age and service requirements permitted by law, provided that
the Plan must be similarly disaggregated for purposes of satisfying the
Actual Deferral Percentage Test and Code Section 410(b). Alternatively,
effective for Plan Years beginning after December 31, 1998, Nonhighly
Compensated Employees who meet this Plan's eligibility requirements but
have not met the maximum age and service requirements permitted by law
may be ignored for purposes of the Actual Deferral Percentage Test and
the Average Contribution Percentage Test if that group of employees
separately satisfies Code Section 410(b).
(v) If the Actual Deferral Percentage or the Average Contribution
Percentage for all Eligible Participants who are Highly Compensated
Employees must be reduced to prevent multiple use of the alternative
limitation, then the percentage shall be reduced that affects the
fewest number of Highly Compensated Employees' Accounts or, in case of
a tie in the number of Accounts affected, results in the lowest dollar
amount removed from Highly Compensated Employees' Accounts. The
appropriate percentage shall be reduced in accordance with this Plan's
other provisions without considering whether an Employee was eligible
to make or receive contributions subject to both the Actual Deferral
Percentage Test and the Average Contribution Percentage Test.
Section 2 Excess Aggregate Contribution by Highly Compensated Employees
(A) If during the Plan Year the Employer anticipates that the acceptable limits
set forth in Section 1 above will be exceeded as of the end of the Plan Year,
the Employer may order the suspension and/or reduction of Highly Compensated
Participants' Contribution Percentage Amounts as may be necessary. The Committee
shall reasonably project which Participants will be Highly Compensated
Participants and are subject to this suspension and/or reduction.
(B) If the Average Contribution Percentage for Eligible Participants who are
Highly Compensated Employees exceeds the limitation as of the close of the
applicable Plan Year, the
31
Excess Contribution Percentage Amounts (referred to as Excess Aggregate
Contributions) shall be initially determined using the following "leveling"
process. Contribution Percentage Amounts will be subtracted from the Highly
Compensated Employee's accounts with the highest Contribution Percentage (and
considered Excess Aggregate Contributions) until this Employee's Contribution
Percentage equals the next highest Contribution Percentage of a Highly
Compensated Employee or until the limitation is no longer exceeded. This process
is repeated until the limitation is no longer exceeded.
Effective for Plan Years beginning after December 31, 1996, the amount of the
Excess Aggregate Contributions is determined as if the previous paragraph
applied, but the Excess Aggregate Contributions are actually subtracted from the
Accounts of Eligible Participants who are Highly Compensated Employees using the
following "leveling" process. Contribution Percentage Amounts will be subtracted
from the Highly Compensated Employee's Accounts with the greatest amount of
Contribution Percentage Amounts until this Employee's Contribution Percentage
Amounts equals the next greatest Highly Compensated Employee's Contribution
Percentage Amounts or until the total amount of Excess Aggregate Contributions
has been subtracted from Employees' Accounts. This process is repeated until the
total amount of Excess Aggregate Contributions has been subtracted from
Employees' Accounts.
If this subsection (B) requires that Excess Aggregate Contributions be
subtracted from a Highly Compensated Employee's Accounts whose Contribution
Percentage was determined under the family aggregation rules of section 1
(C)(ii) of this Article, then the Excess Aggregate Contributions shall be
allocated among the Highly Compensated Employee and the Family Member(s) in
proportion to the contributions of each individual that were combined to
determine the Contribution Percentage.
The Excess Aggregate Contributions with earnings thereon shall be distributed
from the Highly Compensated Participant's Accounts no later than the close of
the Plan Year following the Plan Year to which the Excess Aggregate
Contributions relate. The Employer must pay any excise tax required by Code
Section 4979 on any Excess Aggregate Contributions not distributed within 2-1/2
months after the close of the Plan Year to which the Excess Aggregate
Contributions relate.
(C) After January 1, 1999, Excess Aggregate Contributions shall be distributed
first from the Highly Compensated Participant's Employer Matching Contributions
Account (or, if applicable, Qualified Nonelective Contributions Account and
Elective Deferral Account). Prior to January 1, 1999 Excess Aggregate
Contributions were first distributed from the Highly Compensated Participant's
Employee After-Tax Contribution Account and then, if needed, the Excess
Aggregate Contributions were distributed from the Participant's Employer
Matching
32
Contributions Account (or, if applicable, Qualified Nonelective Contributions
Account and Elective Deferral Account).
Notwithstanding the fact that the Excess Aggregate Contributions were
distributed, the amount of the Excess Aggregate Contributions shall be an Annual
Addition with respect to the maximum limitations of Code Section 415 to the
extent required by the Secretary of the Treasury.
33
ARTICLE IX
MAXIMUM LIMITATION UNDER CODE SECTION 415
Section 1 Limitations for Defined Contribution Plans Under Code Section
415
(A) Maximum Annual Addition
(i) The amount of Annual Additions (as defined below) which may be
credited to a Participant's Accounts for any Limitation Year
may not exceed the lesser of (a) $30,000 As Adjusted or (b)
25% of the Participant's compensation for the Limitation Year.
"Compensation" for this Article only is defined as wages and all other payments
of compensation reportable on Form W-2, determined without regard to any rules
under Code Section 3401(a) that limit compensation based on the nature or
location of the employment or the services performed.
Effective for Limitation Years beginning after December 31, 1997, "Compensation"
for this Article also includes compensation not otherwise includible in the
Employee's gross income by reason of any reductions for contributions in the
form of voluntary salary reductions due to a qualified cash or deferred
arrangement of the Employer or due to a cafeteria plan of the Employer
maintained pursuant to Code Section 125.
(ii) For purposes of the limitations of this Section 1, if
contributions are made to two or more defined contribution
plans, the various plans shall be considered a single defined
contribution plan.
(iii) The compensation limitation in (b) above, however, shall not
apply to (a) any contribution for medical benefits within the
meaning of Code Section 419A(f)(2) after separation from
service which is otherwise treated as an Annual Addition or
(b) any amount otherwise treated as an Annual Addition under
Code Section 415(a).
34
(B) Definition of Annual Additions
For purposes of this Plan, Annual Additions shall mean the sum of the following
amounts credited to the Participant's Accounts during the Limitation Year.
(i) Elective Deferrals
(ii) Employee After-Tax Contributions
(iii) Employer Contributions
(iv) Any other amounts required to be included by Code Section 415(c)
(2)
Any contributions made on behalf of veterans returning to employment that are
required by the Uniformed Services Employment and Reemployment Rights Act of
1994 are credited for the purpose of this Article to the Limitation Year to
which relate, not the Limitation Year in which they were paid.
(C) Excess Annual Additions
If, as a result of the allocation of Forfeitures, a reasonable error in
estimation a Participant's compensation, a reasonable error in determining the
amount of Elective Deferrals that may be made by an individual under the limits
on Annual Additions, or because of other facts and circumstances which the
Commissioner of the Internal Revenue Service finds justifies the availability of
the rules under Treasury Regulation Section 1.415-6(b)(6), the Annual Additions
under this Plan for a particular Participant would cause the limitations of Code
Section 415 applicable to that Participant for the Limitation Year in question
to be exceeded, the excess amounts shall not be deemed Annual Additions in that
Limitation Year if the Following procedures are followed for that Limitation
Year:
(i) Employee After-Tax Contributions and Elective Deferrals withheld
by the Employer and not yet paid over to the Trust Fund shall be paid
over to the Participant in which event Employer Matching Contributions
shall not be made with regard to those amounts.
(ii) If an excess still exists, Employee After-Tax Contributions or
Elective Deferrals shall be returned to the Participant. Earnings to be
returned to the Participant, if any, shall be computed as provided in
the regulations.
(iii) If an excess still exists, the excess amount will be used to
reduce Employer Contributions for the Participant in the next and
succeeding Limitation Years. If the Participant was not covered by the
Plan at the end of the Limitation Year, the Excess will
35
be applied to reduce Employer Contributions for all remaining
Participants in the next and succeeding Limitation Years.
(iv) The excess amounts shall be held unallocated in a suspense
account. If a suspense account is in existence form a prior Limitation
Year, all amounts in the suspense account must be allocated to the
Participant's Accounts in succeeding Plan Years before any Employer
contributions and Employee contributions, which would constitute Annual
Additions, may be made to the Plan for that Plan Year for that
Participant. At the discretion of the Employer, investment gains or
investment losses shall be allocated to the suspense account.
Section 2 Special Rules for Plans Subject to Overall Maximum Limitations
Under Code Section 415(e)
(A) General
This Section applies for Plan Years beginning before January 1, 2000. If the
Participant is or was at any time covered under both a defined benefit plan and
a defined contribution plan maintained by an Affiliated Employer, the sum of the
Participant's defined contribution plan fraction may not exceed 1.0 in any
Limitation Year. If in any Limitation Year the sum of the defined benefit plan
and the defined contribution plan fractions will exceed 1.0, the benefits under
the defined benefit plan will be reduced so that the sum of the fractions equals
1.0.
(B) Defined Benefit Plan Fraction
The defined benefit plan fraction is a fraction, the numerator of which is the
sum of the Participant's projected annual benefits under all defined benefit
plans (whether or not terminated) maintained by an Affiliated Employer, and the
denominator of which is the lesser of (i) 1.25 times the dollar limitation on
benefits under Code Section 415 in effect for the Limitation Year or (ii) 1.4
times the percentage limitation on benefits under Code Section 415 in effect for
the Limitation Year. For purposes of this Subsection 2(B), the projected annual
benefit with respect to any defined benefit plan means the annual benefit to
which the Participant would be entitled under the terms of the plan.
(C) The Defined Contribution Plan Fraction
The defined contribution plan fraction is a fraction, the numerator of which is
the sum of the Annual Additions to the Participant's accounts under all defined
contribution plans maintained by an Affiliated Employer (whether or not
terminated) for the current and all prior Limitation Years
36
and the denominator of which is the sum of the lesser of determined for that
year and for each prior year of service with an Affiliated Employer (i) 1.25
times the Dollar Limitation in effect for the Limitation Year or (ii) 1.4 times
the Participant's compensation limitation determined for that year and for each
prior year of service with an Affiliated Employer.
(D) Top Heavy Years
If in any Limitation Year the Plan is Top-Heavy, the dollar limitation
multiplier of 1.25 shall become 1.0 in the denominators of both the defined
benefit and the defined contribution fractions.
(E) Special Transition Rules
For purposes of this Section, any transition rules shall apply which are either:
(i) prescribed by the Secretary of the Treasury under the Tax Equity and Fiscal
Responsibility Act of 1982 or the Tax Reform Act of 1986 or (ii) elected by the
plan administrator under Code Section 415(e)(6).
37
ARTICLE X
PARTICIPANT ACCOUNTS
Section 1 Establishment of Individual Participant Accounts
The Employer or its designee shall create and maintain adequate records to
disclose the interest in the Trust Fund of each Participant. The records shall
be in a form of individual Accounts and shall be adjusted in the manner
described in this Article.
At the discretion of the Employer, the following separate Accounts may be
established and maintained on behalf of each Participant.
(A) A separate Participant's Elective Deferral Account credited with Elective
Deferrals and net earnings.
(B) A separate Participant's Employer Matching Contributions Account credited
with Employer Matching Contributions and net earnings.
(C) A separate Eligible Participant's Employer Nonmatching Contribution Account
credited with Employer Nonmatching Contributions and net earnings (with a
separate Account for each type of Employer Nonmatching Contributions allocated
pursuant to each of the subsections of Section 3 of Article VII for any Eligible
Participants who have more than one type of Employer Nonmatching Contribution).
(D) A separate Eligible Participant's Qualified Nonelective Contributions
Account credited with Qualified Nonelective Contribution and net earnings.
(E) A separate Participant's or Employee's Rollover Contribution Account
credited with rollover contributions and net earnings pursuant to Section 2
below.
(F) A separate Participant's Employee After-Tax Contributions Account credited
with Employee After-Tax Contributions made prior to January 1, 1999 (January 1,
2000 for Participants at Belden Communications) and net earnings. The Employee
After-Tax Contributions Account shall be treated as a separate Code Section
72(e)(9) contract, and any distributions (or portions of distributions) of
Employee After-Tax Contributions or net earnings on those contributions shall be
treated as distributed from this contract.
38
In Addition, the Employer may establish a set of Accounts for Alternate Payees
pursuant to a Qualified Domestic Relations Order.
Section 2 Rollover Contributions Account
With the permission of the Employer, the trustee may accept, other than employee
after-tax contributions, amounts deemed to be rollovers from another plan or
trust qualified under Code Sections 401(a) and 501(a) on behalf of an Employee
or Participant. The amounts may be accepted through a rollover Individual
Retirement Account known as a conduit IRA, a qualified distribution made
directly to a Participant, or a direct rollover transferred from another plan's
trustee pursuant to Code Section 401(a) (31). Any amounts to be transferee must
be acceptable to the Trustee and must not in the opinion of the Employer
endanger the tax qualification of the Plan or Trust Fund. The amounts may be
commingled with other assets of the Trust Fund.
If the Benefits Committee reasonably concluded that an amount could be accepted
as a rollover contribution without endangering the qualification of the Plan or
Trust Fund but later determines that the amount should not have been accepted as
a rollover contributions, the improper amount must be distributed as soon as
administratively feasible.
Section 3 Adjustment of Participant Accounts
As of each Valuation Date, the Employer or its designee shall adjust the
Accounts of each Participant to reflect net income as well as net realized and
net unrealized appreciation in the market value of each Investment Fund for the
period then ended. All assets shall be valued in accordance with their then fair
market value. The Employer retains discretion to modify on a nondiscriminatory
basis the mechanical procedures for allocating investment experience among
Participants' Accounts.
Section 4 Adjustment of Accounts for Terminated Participants
(A) Accounts Which Have Not Experienced Distributions
If a Participant does not receive a distribution of the Participant's total
vested Accounts at the Participant's prior termination of employment in
accordance with Article XIV and the Participant is reemployed prior to 5
consecutive one-year Breaks in Service, any nonvested Account(s) shall be
reinstated and adjusted in accordance with regulations prescribed by the
Secretary of Treasury.
(B) Accounts Which Have Experienced Distributions
39
If a Participant elected to receive a distribution of the Participant's total
vested Accounts at the Participant's prior termination of employment in
accordance with Article XIV and the Participant is reemployed, the Participant's
nonvested Account(s), if reinstated pursuant to Article XV, shall not be
adjusted by any later gains or losses which occur during the period of absence.
Section 5 Forfeiture Amounts
Upon a forfeiture event pursuant to Article XIV, Forfeitures shall be used as
provided in Section 4 of Article VII.
Section 6 Records and Reports
The Employer or its designee will keep records of Accounts and will submit to
the Employer and Plan Participants not less than annually a report of
transactions and activities. Copies of all reports not distributed to
Participants will be available for inspection at the principal office of the
Employer and at other places as the Employer may specify.
40
ARTICLE XI
PARTICIPANT INVESTMENT ELECTION
Section 1 Initial Elections
As authorized in Article XVI, each Participant shall designate one or more of
the Investment Funds into which future contributions shall be made on behalf of
the Participant. The investment election shall be made in multiples of whole
percentages.
Section 2 Change of Investment Election
A Participant may change an investment election of future contributions daily.
The requested changes will be reflected with the next payroll deduction. This
Section is subject to the restrictions in Section 5 and 6 of this Article and
Section 2 of Article XVI. This Section 2 applies to Participants at Belden
Communications on and after January 1, 2000.
Prior to October 1, 1999, a Participant may change an investment election of
future contributions as of the first day of any calendar month in multiples of
whole percentages by making the election by the 25th of the prior calendar
month. This Section is subject to the restrictions in Section 5 and 6 of this
Article and Section 2 of Article XVI.
Section 3 Reallocation of Existing Account Balances
A Participant may elect to transfer all or a portion of the Participant's
existing Account balances on a daily basis in multiples of whole percentages.
Transfers that are requested after 4:00 p.m. will be honored as of the next
Valuation Date. This Section is subject to the restrictions in Sections 5 and 6
of this Article and Section 2 of Article XVI.
Prior to October 1, 1999, a Participant may reallocate existing Account balances
as of the next Valuation Date (after investment gains or losses are allocated)
in multiples of whole percentages by making the election by the 25th of any
calendar month. This Section is subject to the restrictions in Sections 5 and 6
of this Article and Section 2 of Article XVI.
Prior to October 1, 1999, the Employer may decide on a nondiscriminatory basis
to execute these reallocations by performing an estimated reallocation on or
about the first business day after the Valuation Date and then performing a
final adjustment reallocation as soon as administratively feasible after the
recordkeeping valuation for that Valuation Date is completed.
41
To protect the rate of return of assets invested in an Investment Fund that
primarily invests in insurance or bank investment contracts, the Employer may
prohibit reallocations that transfer assets from this Investment Fund into other
funds specified by the Employer.
Section 4 Duration of Investment Election
The new investment election thereby specified shall remain in effect until a
subsequent investment election is made. A reallocation of existing Account
balances will not be repeated unless a Participant elects another reallocation.
Section 5 Investment of Employer Matching Contributions Account
Regardless of the Participant's election pursuant to the other sections in this
Article, all of the Employer Matching Contributions Account will be invested in
the Investment Fund that primarily holds Employer Stock (effective January 11,
2000 for Participant's of Belden Communications).
A Participant may transfer all or a portion of the Participant's Company
Matching Contributions Account as of any Valuation Date on or after the
Participant reaches age 55. This transfer is executed using procedures similar
to those specified in Section 3 of this Article. Additional restrictions on the
timing of this election apply to officers of the Employer required to comply
with Section 16 of the Securities Exchange Act of 1934 (as amended) and
regulations issued thereunder.
Section 6 Investment of Employer Nonmatching Contributions Account
Regardless of the Participant's elections pursuant to the other sections in this
Article, all of the Employer Nonmatching Contributions Account will be invested
by the Trustee as directed by the Employer.
Section 7 Transfers
The Trustee shall accept transfers from the Belden Wire & Cable Company Savings
Plan for Participants transferred from an employer or location participating in
the Belden Wire & Cable Company Savings Plan to the Employer or location
participating in the Belden Wire & Cable Company Retirement Savings Plan.
42
Transfers made from investment funds in the Belden Wire & Cable Company Savings
Plan to identical investment funds in the Belden Wire & Cable Company Retirement
Savings Plan shall be in kind. If the identical funds in which a Participant is
invested are available under both plans, the funds will be kept in those
particular funds. If identical investment options are not available under this
Plan, the Participant may elect the funds which will receive the transfer."
Section 8 Miscellaneous
Any contributions received for a Participant for which the Participant has not
made an investment election or which is not governed by any prior section of
Article XI shall be invested by the Trustee as directed by the Employer.
43
ARTICLE XII
LOANS
Section 1 Standards for Granting Loans
(A) Eligible Loan Applicants
Loans are available to Plan Participants on a reasonably equivalent basis and
must be made without regard to a Participant's race, color, religion, sex, age
or national origin. Loans may be made to Plan fiduciaries on the same terms as
they are made available to other Participants.
Participants who are employees of the Employer are eligible for loans, with the
exception of Employees employed at the Clinton, Arkansas and Carmel, Indiana
facilities who, effective May 7, 1999, are no longer eligible for loans.
Additionally, Participants who are not currently employees of the Employer are
eligible for loans if they are "parties in interest" as that term is defined in
Section 3(14) of ERISA.
(B) Maximum Loan Amount
The amount of a loan is limited to the lesser of (i) 1/2 of the Participant's
vested Account balances (excluding Employer Nonmatching Contributions Accounts)
determined as of the most recently completed valuation minus the outstanding
balance of all other loans or (ii) $50,000 reduced by the highest outstanding
balance of the Participant's previous loans from the Plan during the 1-year
period ending on the day before the effective date of the new loan.
For the purpose of computing the above amounts, all loans from all plans of all
Affiliated Employers are treated as if made under this Plan.
(C) Minimum Loan Amount; Increments
The minimum loan amount is $1,000. Loans may be made in $100 increments.
(D) Loan Purpose
Loans may be made for any lawful purpose of the Participant. The Participant
must intend to repay the loan.
44
(E) Persons Administering Loan Program
The Trustee may invest Plan assets to establish the loan program. The Employer
administers the loan program.
(F) Basis for Denial
The Employer may deny a loan application for any of the following reasons.
(i) The Employer believes that the transaction does not meet the
standards and eligibility requirements expressed in this
Article.
(ii) The Employer believes that the proposed loan would be
inconsistent with the basic fiduciary rules governing Plan
assets.
(iii) The Employer decides to suspend for any period the making of
loans.
(iv) Effective May 7, 1999, the Employee is employed at the
Clinton, Arkansas or Carmel, Indiana facilities and is
requesting a loan.
Decisions by the Employer regarding loan applications shall be final and shall
be timely communicated to the Participant. The loan standards must be met as of
the date a loan is granted, renewed, or modified.
Section 2 Terms of the Loan
Each loan will be evidenced by a promissory note containing the following terms.
(A) Security
The loan must be secured by 1/2 of the value of the Participant's vested Account
balances. This is the same portion of the Accounts from which the Participant is
borrowing funds.
(B) Interest Rate
For loans effective prior to March 1, 1999, the loan will bear a reasonable rate
of interest. The Employer will determine the appropriate interest rate annually,
unless the Employer believes the interest rate must be revised during the year
to comply with Department of Labor regulations.
45
The interest rate will be fixed and will not be adjusted during the term of the
loan (until a renewal or modification of the loan).
For new loans effective on or after March 1, 1999 but before January 1, 2000,
the interest rate will be the prime rate as published in the Wall Street Journal
on January 4, 1999 (7.75%).
For new loans effective on or after January 1, 2000, the interest rate shall be
the prime rate as published in the Wall Street Journal on the first business day
following the October 31 of the prior calendar year.
(C) Amortization
The loan must be repaid with interest in level amortized payments made quarterly
or on a more frequent basis. Loans, other than those used to purchase a
principal residence, may be amortized for 1 year, 18 months, 2 years, 30 months,
3 years, 42 months, 4 years, 54 months or 5 years. The loan must be repaid
within 5 years.
If the loan is to be used for the purchase of a principal dwelling, the loan may
be amortized for a period of a minimum of 1 year, up to a maximum of 10 years,
in 6 month increments, and the loan must be repaid within 10 years.
Prior to January 1, 1998 - The loan must be repaid with interest in level
amortized payments made quarterly or on a more frequent basis. Loans may be
amortized for 1, 2, 3, 4, or 5 years. The loan must be repaid within 5 years.
(D) Date of Loan
The loan funds will be advanced to the Participant as soon as administratively
feasible after approval of the Participant's loan application and after all
applicable funds are liquidated. Loan applications will be processed daily.
Prior to October 1, 1999, the loan funds will be mailed to the Participant
during the first half of the month after the Participant applied for a loan.
(E) Acceleration of Loan Upon Termination
The outstanding loan amount will be due immediately if the Participant becomes
no longer eligible for a loan with exception of:
46
(i) Participants who are laid off or disabled,
(ii) Employees at the Clinton, Arkansas or Carmel, Indiana
Facilities on April 30, 1999 whose loans shall be extended
until the earlier of the distribution of their remaining
Accounts or July 1, 1999.
Section 3 Loan Application Procedure
Participants interested in applying for loans from their vested Account balances
in the Plan should apply for a loan through the telephone voice response system.
Loan papers, a promissory note and a check will be mailed to the Participant.
Prior to October 1, 1999, Participants interested in applying for loans from
their vested Account balances in the Plan should apply for a loan by obtaining
the Employer's application form through the telephone voice response system no
later than the 15th of any month. Loan applications must be submitted in writing
to the Employer and must be postmarked no later than the 19th of any month.
The Employer may require on a uniform basis each Participant applying for a loan
to submit a reasonable loan application fee or administrative fee.
No more than one loan may be outstanding to a Participant from the Plan at any
time.
Section 4 Loan Repayment
If the Participant is employed by the Employer, the loan must be repaid by
amounts deducted from the Participant's payroll check. Payroll deductions will
begin the first administratively feasible payroll after the issuance of the loan
check.
Prior to October 1, 1999, if the Participant is employed by the Employer, the
loan must be repaid by amounts deducted from the Participant's payroll check,
beginning the month after the month in which the Participant receives the loan
amount. The Participant shall complete a form supplied by the Employer
authorizing these deductions.
If the Participant does not receive a payroll check from the Employer sufficient
for deducting a payment, the Participant must make the payment directly to the
Employer (the Trustee prior to October 1, 1999) on or before the date payment is
due. The Employer will forward the payment to the Trustee. The Employer may
require Participants who repay their loans by check to pay a check handling and
processing fee to compensate the Plan for estimated time and expenses incurred
in excess of those incurred for repayment by payroll check deduction. The
Employer
47
may also provide, on a nondiscriminatory basis, that loan repayments not be
permitted or required during the first 12 months of an unpaid leave of absence,
as permitted by proposed or final regulations.
A Participant may repay the full outstanding loan balance including accrued but
unpaid interest without penalty at any time.
Prior to October 1, 1999, a Participant may repay the full outstanding loan
balance including accrued by unpaid interest without penalty as of the last day
of any month.
Section 5 Loans as Plan Investments
(A) Accounting
On the date of a Participant's loan, the amount of the loan shall be taken from
the Participant's Investment Funds and segregated into a separate investment
account known as the Participant's Loan account. This amount then is exchanged
for the promissory note. As of any Valuation Date, the Participant's Loan
account shall be equal to the outstanding principal loan balance payable on the
promissory note.
(B) Order of Withdrawal
The loan amount is taken from Accounts in the following order: Elective
Deferrals Account, rollover Account, Employer After-Tax Contributions Account,
from any other Accounts (other than the Company Matching Contributions Account),
lastly from the Company Matching Contributions Account. Within each Account, the
loan amount is taken first from the Investment Funds pro rata other than those
Investment Funds primarily holding Employer Stock or Xxxxxx Industries, Inc.
stock, second from the Investment Fund holding primarily Xxxxxx Industries, Inc.
stock, and third from the Investment Fund holding primarily Employer stock.
(C) Loan Fund
Notwithstanding the Investment funds established pursuant to Article XVI, there
shall be established a Loan Fund to accept the Promissory Note executed by the
Participant to evidence the debt created. This Loan Fund will receive the
interest and principal payments as paid. As of each Valuation Date, these will
be transferred to the Investment Funds currently accepting contributions
pursuant to the Participant's current investment elections. If no investment
elections exist, then the interest and principal payments shall be made to the
Investment Fund as the Employer designates.
48
(D) Effect on QDRO's
An amount of an outstanding loan is officially included in a Participant's
vested account balances. Participants who submit Qualified Domestic Relations
Orders to the Plan should consider their obligations to repay these loans as
they decide how to allocate their Account balances between themselves and
Alternate Payees. If an Alternate Payee will become liable for the repayment of
all or part of the outstanding loan balance, this will be treated as a loan
modification.
(E) Promissory Notes are Plan Assets
Because the promissory notes evidencing loans are assets of the Plan, they must
be held by the Trustee or designee of the Trustee, unless an ancillary Trustee,
Investment Fund Manager, or other lawfully designated fiduciary is named for the
limited purpose of holding the notes. The Trustee, pursuant to the Trust
Agreement, has directed the Employer to act as custodian with respect to
promissory notes, mortgages and related documents in connection with Plan loans.
To the extent required by XXXXX, a fiduciary bond must cover the holder of the
notes.
Prior to October 1, 1999, because the promissory notes evidencing loans are
assets of the Plan, they must be held by the Trustee, unless an ancillary
Trustee, Investment Fund Manager, or other lawfully designated fiduciary is
named for the limited purpose of holding the notes. To the extent required by
XXXXX, a fiduciary bond must cover the holder of the notes.
Section 6 Default
A loan will be considered in default and the outstanding loan amount is due
immediately if one or more payments are made more than 90 days late. If a
payment is made late, but not more than 90 days late, the loan will not be in
default. The Employer may establish and collect late fees for late payments in
an amount considered reasonable by commercial lending institutions, and failure
to timely pay these fees will be considered a default of the entire loan,
Additionally, a loan will be considered in default if it is accelerated under
Section 2(E) of this Article.
Prior to January 1, 1999, a loan will be considered in default and the
outstanding loan amount is due immediately if one or more payments are made more
than 15 days late. If a payment is made late, but not more than 15 days late,
the loan will not be in default. The Employer may establish and collect late
fees for late payments in an amount considered reasonable by commercial lending
institutions, and failure to timely pay these fees will be considered a default
of the entire
49
loan. Additionally, a loan will be considered in default if it is accelerated
under Section 2(E) of this Article.
The Benefits Committee may also suspend the obligation to repay loans during any
leave of absence or other period for which loan payments do not have to be made
as permitted by Code Section 414(u) or Code Section 72(p) and final or proposed
regulations issued thereunder without the loan being treated as a taxable
distribution or tax purposes. Any such suspension shall be made on a uniform
basis to all similarly situated Participants.
If the portion of the Participant's vested Account balances securing the loan is
or becomes insufficient to protect the Plan from a loss of principal or
interest, the Employer will enforce its security interest as soon as practicable
after default (while maintaining the Plan's qualified status). However, if the
security is adequate, it is within the Employer's discretion whether it is
prudent to enforce the security interest as soon as practicable, to delay this
enforcement, or to accept late payments after a default occurs.
50
ARTICLE XIII
WITHDRAWALS PRIOR TO TERMINATION OF EMPLOYMENT
Section 1 Hardship Withdrawals
A Participant who is an Employee may request the administrative forms to receive
a hardship withdrawal from the Participant's Account by calling the telephone
response system. The written application and administrative forms must be
completed and returned within 45 days of the issuance of the forms. Once
approved, the Employer will direct the Trustee to distribute all or any portion
of the Participant's Account Balance. The Participant must meet the conditions
specified in subsections (A), (B) and (C) below.
The amount available for hardship withdrawals is the portion of the
Participant's Account Balance as of December 31, 1988 plus contributions
credited to the Participant's Account allocable to the Elective Deferrals, the
Employee After-Tax Contributions Account, and the Rollover Contribution Account
made after December 31, 1988 less any withdrawals taken after December 31, 1988.
Participants with ICI balances may receive hardship withdrawals of amounts
attributable to 401(k) contributions, matching contributions, profit sharing
contributions plus earnings, and rollover amounts plus earnings, as reported by
the previous recordkeeper as the amount available for hardship withdrawals.
Participants who participated under the AEC Retirement Savings Plan may also
request a hardship withdrawal of the Participant's 401(k) balance as of December
31, 1988 plus elective deferrals made after December 31, 1988 less any
withdrawals taken after December 31, 1988 and from their prior plan account
balance under the AEC Retirement Savings Plan.
Withdrawals under this Section are processed daily and will be paid as soon as
administratively feasible. Withdrawals are available for all Participants except
for Employees employed at the Clinton, Arkansas and the Carmel, Indiana
facilities for withdrawals requested after May 7, 1999.
Prior to October 1, 1999, upon the written application of a Participant who is
an Employee, the Employer will direct the Trustee to distribute all or any
portion of the Participant's Account Balance as of December 31, 1988 plus
contributions credited to the Participant's Account allocable to the Elective
Deferrals, the Employee After-Tax Contributions Account, and the Rollover
Contribution Account made after December 31, 1988 (Participants with ICI
balances include 401(k) contributions, profit sharing contributions plus
earnings, and rollover amounts plus earnings in the amount available for
hardship withdrawals) less any withdrawals taken after
51
December 31, 1988 if the following conditions are met. Withdrawals under this
Section are made twice each month for all Participants.
(A) The Participant needs the withdrawal for an immediate and heavy financial
need, based on all relevant facts and circumstances. A financial need may be
immediate and heavy even if it was reasonably foreseeable or voluntarily
incurred by the Employee. The following events are deemed immediate and heavy
financial needs, even if they might not meet the above requirements of this
subsection (A).
(i) Medical expenses for the Participant's immediate family if the
expenses are previously incurred or necessary to obtain
medical care.
(ii) Costs directly related to the purchase of a principal
residence for the Participant (excluding mortgage payments).
(iii) Tuition, related educational fees, and room and board expenses
for the next 12 months of post-secondary education for the
Participant's immediate family.
(iv) Payments necessary to prevent eviction from or foreclosure on
the Participant's principal residence.
(v) Other needs announced by the appropriate governmental
authority in a document of general applicability to constitute
immediate and heavy needs.
(B) The amount of the distribution does not exceed the amount needed to satisfy
the Participant's need. The amount may include any amounts necessary to pay any
federal, state, or local income taxes or penalties reasonably anticipated to
result from the distribution. To satisfy this paragraph the Participant must
represent in writing and the Employer must not have actual knowledge to the
contrary that the need cannot be reasonably relieved in one or more of the
following ways.
(i) Through reimbursement or compensation by insurance or
otherwise.
(ii) By liquidation of the Participant's assets.
(iii) By cessation of Elective Deferrals under this Plan.
(iv) By other distributions, withdrawals, or nontaxable loans from
plans maintained by the Employer or by any other employer, or
by borrowing from commercial sources on reasonable commercial
terms in an amount sufficient to satisfy the need.
(C) The minimum amount withdrawn must be the lesser of $500 or the total amount
available under the first sentence of this Section 1.
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Section 2 Other Withdrawals of Elective Deferrals
A Participant's Elective Deferral Account may be distributed (i) on the
disposition of substantially all of the assets of the Employer if the transferor
corporation continues to maintain the Plan and the Participant continues
employment with the corporation acquiring the assets, or (ii) on the disposition
of a subsidiary of the Employer if the transferor corporation continues to
maintain the Plan and the Participant continues employment with the subsidiary.
Section 3 Post Age 59-1/2 Withdrawal
A Participant who is an Employee and who has attained the age of 59 1/2 may
elect to withdraw all or a portion of the Participant's Accounts, including
those amounts attributable to Employer hourly contributions, determined as of
the application date. Payment will be made as soon as it is administratively
feasible to process the withdrawal. Payment shall be made in a single sum. The
order of the withdrawals shall be determined by the Employer.
Prior to October 1, 1999, a Participant who is an Employee and who has attained
the age of 59 1/2 may elect in writing no more than once per calendar year to
withdraw all or a portion (prior to 1/1/98 minimum $500 per withdrawal) of the
Participant's Accounts, including those amounts attributable to Employer hourly
contributions, determined as of a Valuation Date following the date after making
written application to the Employer (or if the application is mailed, the date
of the postmark). Payment will be made after the first Valuation Date in which
it is administratively feasible to process the withdrawal. Payment shall be made
in a single sum. The order of the withdrawals shall be determined by the
Employer.
Section 4 Direct Rollovers of Withdrawals; Payment in Cash or Shares
Withdrawals are subject to the provisions of Section 6 of Article XIV. However,
effective as of October 1, 1999 withdrawals of Elective Deferrals under Section
3 of this Article are not subject to the provisions of Section 6 of Article XIV.
All distributions shall be paid in cash, including whole shares of stock from
the Xxxxxx Inc. Common Stock Fund unless the recipient elects to receive payment
in shares of Xxxxxx Inc. Common Stock.
53
ARTICLE XIV
DISBURSEMENT OF BENEFITS
Section 1 General
The Plan will distribute a Participant's Accounts only as authorized in this
Article or the preceding Article.
All distributions will be valued as of the Valuation Date on or next following
when the Employer receives the Participant's distribution request and rollover
election. No earnings will be computed for the period since that Valuation Date.
However, the Trustee, or its delegate, may in its sole discretion adjust the
value of the Accounts to reflect rapidly fluctuating increases or decreases in
the value of the Trust (or any Investment Funds) since that Valuation Date.
Prior to October 1, 1999, all distributions will be valued as of the Valuation
Date on or next following when the Employer receives the Participant's
distribution request and rollover election, except that a distribution request
and rollover election received shortly after a Valuation Date but postmarked on
or before the Valuation Date will be valued as of that Valuation Date. No
earnings will be computed for the period since that Valuation Date. However, the
Trustee may in its sole discretion adjust the value of the Accounts to reflect
rapidly fluctuating increases or decreases in the value of the Trust (or any
Investment Funds) since that Valuation Date.
All distributions shall be paid in cash, including whole shares of stock from
the Xxxxxx Inc. Common Stock Fund unless the recipient elects to receive payment
in shares of Xxxxxx Inc. Common Stock.
Section 2 Retirement
(A) Retirement Dates
Retirement Date shall mean any of the following.
(i) The Normal Retirement Date of a Participant shall be the date
the Participant attained age 65 and terminated employment.
(ii) The Late Retirement Date of a Participant who remains employed
after Normal Retirement Date shall be the date the Participant
terminated employment.
54
(iii) The Early Retirement Date of a Participant shall be the later
of the date the Participant attained age 55 and the date the
Participant terminated employment.
(iv) The Disability Retirement Date of a Participant shall be the
date the Participant is determined to have a Permanent and
Total Disability.
(B) Full Vesting
Upon the attainment of Normal Retirement Date, Late Retirement Date, or
Disability Retirement Date, a Participant's Accounts shall be 100% vested,
except that termination of employment is not required.
(C) Payment of Retirement Benefits
In the event of the Normal or Late Retirement Date of a Participant, a
Participant may elect to receive, in accordance with Section 5 of this Article,
the full value of the Participant's Accounts. The Participant's Accounts shall
be distributed at the Participant's discretion as of any Valuation Date
following the Participant's retirement date, but not earlier than as of the next
Valuation Date. In no event, however, may a Participant who is no longer an
Employee delay the receipt of any Account balances after the Participant
attained or would have attained age 70 1/2.
(D) Early Commencement
Upon reaching age 55, a retiring Participant or a deferred vested Participant
may transfer his vested account balance to the Belden Wire & Cable Company
Salaried Employees' Retirement Plan and receive an annuity from that plan.
Section 3 Death
If a Participant dies while employed by the Employer, the Participant's Accounts
shall be 100% vested. Upon the death of a Participant, the Employer shall direct
the Trustee to distribute as early as the next succeeding Valuation Date in
accordance with Section 5 of this Article the full value of the Participant's
Accounts to the designated Beneficiary as indicated in Article II, except that
if the Beneficiary is the Participant's surviving Spouse, the Spouse may elect
to delay payment until the time the Participant would have been required to
receive payment if the Participant had not died.
If a Participant dies after the Participant's employment is terminated, but
while any balance remains in the Participant's Accounts, the balance shall be
payable in accordance with this Section 3, but no additional amounts shall
become vested.
55
Section 4 Distributions Prior to Retirement and Death
(A) Before Termination of Employment
Distributions are permitted before termination of employment only to the extent
provided in the following paragraph (effective January 1, 1999), Articles XII
and XIII and Section 7(B) of Article XIV of this Plan.
A Participant of the Cord Division located at the Clinton, Arkansas and Carmel,
Indiana facilities may have the Participant's Account balance distributed upon
the disposition of the division of the Employer if the transferor corporation
continues to maintain the Plan and the Participant continues employment with the
division.
The Participant must elect to receive the distribution and the distribution must
be paid no later than December 31, 2001. If a Participant does not receive his
distribution on or before December 31, 2001, the Participant may not receive a
distribution from the Plan until the Participant's termination of employment
with the purchasing company.
(B) After Termination of Employment
A Participant shall be 100% vested in the value of the Participant's (i)
Employee After-Tax Contributions Account (if any), (ii) Elective Deferral
Account, (iii) Qualified Nonelective contributions Account, (iv) Employer
Matching Contributions Account (if any), (v) Rollover Contributions Account (if
any), and (vi) Employer Contribution Accounts required to be fully vested by an
Addendum.
The value of a Participant's Employer Contribution Account(s) containing hourly
pension contributions or containing retiree medical credits shall be vested
according to the following schedule.
--------------------------------------------------
Number of Years of Service Vesting Percentage
--------------------------------------------------
--------------------------------------------------
Less than 3 0%
--------------------------------------------------
3 but less than 4 33%
--------------------------------------------------
4 but less than 5 67%
--------------------------------------------------
5 or more 100%
--------------------------------------------------
56
However, any Participant who has not earned an Hour of Service since the
Effective Date shall have the Participant's vested percentage determined by the
Plan's provisions in effect immediately before the Effective Date.
(C) Distribution of Vested Amounts
If a Participant elects to receive a distribution of the Participant's vested
Accounts upon termination of employment for any reason other than retirement,
death, or termination of the Plan, the vested portion of the Participant's
Accounts will be distributed to the terminated Participant, in accordance with
Section 5 of this Article, no later than 60 days following the first available
Valuation Date subsequent to the date of termination of Employment if the
Participant's election is received prior to the first available Valuation Date.
(D) Nondistribution at Termination of Employment
If a Participant elects not to receive a distribution of the Participant's
Accounts within 90 days after the Participant received a distribution request
form and notice of tax consequences, the Participant may still elect to receive
a distribution as of any Valuation Date by timely filing a distribution request
form. In no event, however, may a Participant who is no longer an Employee delay
the receipt of any Account balances after the Participant attained or would have
attained age 70 1/2. If a Participant had not elected to receive a distribution
at termination of employment, the Accounts shall be maintained by the Employer
in accordance with Article X and the Accounts shall continue to be invested in
their current Investment Funds or similar funds if the investment options are
subsequently changed by the Employer unless the Participant elects otherwise in
accordance with Article XI.
Effective October 1, 1999, the Employer may charge on a uniform basis each
Participant who chooses to leave his Account Balance in the Plan after
termination of employment a reasonable administrative fee.
(E) Cash-Out
If a Participant's vested Account balances upon termination of employment for
any reason other than retirement, death, or termination of the Plan is not more
than $3,500 ($5,000, effective January 1, 1998), the Employer must direct the
Trustee to distribute the vested Accounts in accordance with Subsection (C) of
this Section. If the balance is zero, the distribution of the vested Accounts is
deemed to occur. The Participant's consent or election is not required for this
"cash out" distribution except that the direct rollover election as provided in
Section 6 of this Article is required.
57
For the purpose of this Subsection (E) only, the Participant's vested Account
balances shall be considered as exceeding $3,500 ($5,000, effective January 1,
1998) if it exceeded $3,500 ($5,000, effective January 1, 1998) at the time of
any prior distribution.
(F) Forfeiture Event
The Participant's nonvested portion of Employer Contributions Account(s) shall
be forfeited on the earlier of (i) the date the Participant received the
distribution of the vested Employer contributions Account(s) or (ii) the date
the Participant had incurred 5 consecutive one-year Breaks in Service.
(G) Intra-Company Transfers
Participants who transfer to a position which is not covered under this Plan but
is covered under the Belden Wire & Cable Company Savings Plan shall have their
accounts transferred to the Belden Wire & Cable Company Savings Plan in
accordance with the provisions of that plan. The account transfer shall occur
the later of: (i) the last day of the month in which the Plan Administrator is
notified of the transfer of employment or (ii) the last day of the month in
which the Participant transfers employment.
This account transfer will only occur if the Participant transfers to a position
covered under the Belden Wire & Cable Company Savings Plan or if the Participant
is employed in a position covered under the Belden Wire & Cable Company Savings
Plan before incurring a five year Break in Service. A Participant cannot
transfer his Account(s) in this Plan to the Belden Wire & Cable Company Savings
Plan if the Participant terminates his employment with the Employer and
subsequently is employed in a position covered under the Belden Wire & Cable
Company Savings Plan after having incurred a five year Break in Service.
(H) Transfer of Hourly Pension Contribution to Belden Wire & Cable Company
Pension Plan
Participants, except those employed at the Franklin, North Carolina or Clinton,
Arkansas facilities, with Hourly Pension Contributions may make a one-time
election to transfer on December 31, 1998 that portion of their Employer
Nonmatching Contribution Account attributable to hourly pension contributions to
the Belden Wire & Cable Company Pension Plan from this Plan. Participants who do
not elect to transfer this amount to the Belden Wire & Cable Company Pension
Plan may instead make a one-time election, prior to December 31, 1998, to have
the Employer use this account to purchase an annuity or they can leave this
account in the Plan until such time as the Participant would otherwise begin to
receive benefits under the Plan.
58
(I) Clinton, Arkansas and Carmel, Indiana locations after May 15, 1999 Due to
the sale of the assets of the Clinton, Arkansas and Carmel, Indiana locations,
Participants at these locations, with an Account Balance greater than or equal
to $5,000, may elect to receive their benefit under the Plan, prior to their
termination of employment with the purchasing company. The distribution shall be
paid as a lump sum. Participants who elect to receive this distribution may
receive the lump sum in one of the following forms:
(1) taxable distribution payable to the Participant;
(2) rollover to an IRA; or
(3) rollover to the Volex Retirement Plan.
The Participant must elect to receive the distribution and the distribution must
be paid no later than December 31, 2001. If a Participant does not receive his
distribution on or before December 31, 2001, the Participant may not receive a
distribution from the Plan until the Participant's termination of employment
with the purchasing company.
Section 5 Forms of Payment
(A) General Forms of Payment
Upon a Participant's retirement, death, or if the Participant has terminated
employment attained age 55, the value of the Participant's Accounts to be
distributed shall be paid in a single lump sum or transferred (except the
portion of the Participant's Account representing Employee After-Tax
Contributions which are paid to the Participant in the form of a single lump
sum) to the Belden Wire & Cable Company Pension Plan payable in accordance with
the terms of that plan.
An exception to the above rule occurs for Participants employed at the Clinton,
Arkansas and Carmel, Indiana facilities. For those Participants who continue
employment with the purchasing company and whose Account balance is at least
$5,000, they may chose to receive a lump sum of their Account balance until
December 31, 2001. If they chose to leave their Account balance in the Plan,
they will only be able to receive a distribution after their employment
terminates with the purchasing company. If the Participant terminates employment
with the purchasing company, they will be treated as provided as in this Article
XIV. For Participants who continue employment with the purchasing company and
whose Account balance is under $5,000, they will receive a single lump sum as
defined in Section 5(C) of this Article.
59
If a Participant's termination of employment is before reaching a retirement
date defined in Section 2(A) of this Article and the Participant does not elect
to defer payment until the Participant attains age 55, the value of the
Participant's Accounts to be distributed shall be paid in a single lump sum.
(B) Annuity Options for Employer Nonmatching Contributions Accounts
A Participant with an Employer Nonmatching Contributions Account containing
contributions described in Section 3(A), 3(B), or 3(D) of Article VII, who has
attained age 55 and has terminated employment, may elect an annuity option
instead of the lump sum option, by following the provisions in Section 5(A)
above, instead of the lump sum option. If a Participant who is not married
elects payment in the form of an annuity, the annuity shall be in the form of a
life-only annuity unless the Participant specifically elects another form of
annuity on a form prescribed by the Benefits Committee within ninety (90) days
of the date such Participant's benefit is to commence under the Plan.
If a married Participant who has attained age 55 and has terminated employment,
elects payment in the form of an annuity, the annuity shall be in the form of a
50% contingent annuity under which the Participant's Spouse is named as the
contingent annuitant. A married Participant may waive payment in the form of a
50% contingent annuity and elect another form of annuity on a prescribed form
within ninety (90) days of the date such Participant's benefit is to commence.
Such waiver must be in writing and must be consented to by the Participant's
Spouse. The Spouse's consent to a waiver must be witnessed by a notary public.
Notwithstanding this consent requirement, if the Participant establishes to the
satisfaction of the Benefits Committee that such written consent may not be
obtained because there is no Spouse or the Spouse cannot be located, a waiver
will be deemed a qualified election. Any consent necessary under this provision
will be valid only with respect to the Spouse who signs the consent, or in the
event of an election deemed to be qualified, the designated Spouse. In addition,
a revocation of a prior waiver may be made by a Participant without the consent
of the Spouse at any time within the election period and before the commencement
of benefits and the number of revocations shall not be limited. Any consent
given by a Spouse under this Section shall be irrevocable.
Additional forms of annuity options for Participant's who have attained age 55
and have terminated employment, are the forms of payment (single life cash
refund annuity, joint and survivor cash refund annuity, level income cash refund
annuity, annuities with a minimum of 10 years of payments regardless of when the
annuitant dies, survivor options at 75% or 100% in addition to 50% and annuities
with a supplement for years prior to becoming eligible for social security
benefits equivalent to the estimated social security benefit) in accordance with
the terms
60
of the Belden Wire & Cable Company Pension Plan except Alternative I: Straight
Life Annuity Monthly Increasing.
(C) Lump Sum Only for Mandatory Cash Outs
If the vested portion of the Participant's Account(s) is no more than $3,500
($5,000, effective January 1, 1998), such Account(s) shall be distributed in a
lump sum payment without the consent of the Participant or the Beneficiary. For
the purpose of this Subsection (C) only, the Participant's vested Account
balances shall be considered as exceeding $3,500 ($5,000, effective January 1,
1998) if it exceeded $3,500 ($5,000, effective January 1, 1998) at the time of
any prior distribution.
Section 6 Direct Rollovers of Distributions
Prior to making any eligible distribution (which does not include distributions
to the extent required by Section 7(B) of this Article or to the extent they
consist of Employee After-Tax Contributions or hardship withdrawals on or after
October 1, 1999), the Employer shall provide notice to the individual about to
receive the distribution of the right to elect a direct rollover and certain
other tax information. The content and timing of this notice shall comply with
Code Section 402(f) and regulations issued thereunder. The Employer may also
provide a form for the individual to elect whether to have all or part of the
distribution paid directly to an eligible retirement plan and to specify the
plan to which the distribution is to be paid. If the individual so elects, the
Employer shall cause the distribution (or the portion designated by the
individual) to be made in the form of a direct rollover transferred to the
trustee (or IRA custodian or annuity contract issuer) of the specified eligible
retirement plan.
For the purposes of this Section, an "eligible retirement plan" means an
individual retirement account described in Code Section 408(a), an individual
retirement annuity described in Code Section 403(a), an annuity plan described
in Code Section 403(a), or a qualified trust described in Code Section 401(a) if
it is a defined contribution plan.
The Employer may determine rules for processing direct rollovers as long as they
comply with Code Section 401(a)(31) and regulations issued thereunder and they
are applied on a consistent basis. In particular, the Employer may determine the
reasonable means of direct payment, reasonable election procedures, whether to
process direct rollovers of distributions of $200 or less, and whether to allow
an individual to make a direct rollover of less than $500 or only a portion of
the distribution.
This Section is effective for distributions made on or after January 1, 1993.
61
Section 7 Benefit Payment Deadlines
(A) Later of 65 or Termination
Notwithstanding any other provisions of the Plan, unless the Participant elects
otherwise, the payment of benefits under this Plan shall begin not later than
the 60th day after the close of the Plan Year in which (i) the Participant
attains age 65 or (ii) the Participant terminates employment, provided that if,
at that date the amount of the benefit cannot be ascertained, payment shall
commence no later than the 60th day after the earliest date the amount of the
benefit can be ascertained under the Plan. However, for the purpose of this
Section 7(A), the Participant's failure to elect a distribution shall be
considered an election to not yet receive a distribution.
(B) Required Beginning Date
Effective for Plan Years beginning after December 31, 1998, if a Participant is
no longer employed or is a 5% owner as described under Code Section 416(i),
benefit payments must commence no later than the first day of April following
the calendar year in which the individual attains age 70-1/2. The amount to be
distributed each year will be determined by the Benefits Committee in accordance
with any proposed or final regulations issued under Code Section 401(a)(9),
including any regulations regarding the incidental death benefit requirements.
Effective for Plan Years beginning before January 1, 1999, even if a Participant
is still employed, benefit payments must commence no later than the first day of
April following the calendar year in which the individual attains age 70-1/2.
However, if a Participant attained age 70-1/2 prior to January 1, 1988 and the
Participant is not a 5% owner, benefit payments must commence no later than the
first day of April following the calendar year in which the later of termination
of employment or attainment of age 70-1/2 occurs. While still employed, the
Participant will accrue additional contributions in accordance with the
provisions of this Plan without regard to the Participant's age.
Effective January 1, 1999, if a Participant who is not a 5% owner reaches age 70
1/2 in 1999 or later, benefit payments will not commence until the Participant
terminates employment with the Employer.
62
(C) Special Provisions
Participants employed at the Clinton, Arkansas and Carmel, Indiana locations who
remain active employees with the purchasing company after May 15, 1999 may only
choose to receive their benefit in a single lump sum payment until December 31,
2001. Participants who do not receive their benefit by December 31, 2001 must
wait to receive their benefit until after their termination of employment with
the purchasing company.
Section 8 Distributions to Alternate Payees
If separate Accounts are created for an Alternate Payee pursuant to a court
order that the Employer has accepted as a Qualified Domestic Relations Order,
the vested portion of the Accounts shall be distributed to the Alternate Payee
as of the Valuation Date on or next following the later of the date (i) the
Employer accepts the order as a Qualified Domestic Relations Order, or (ii) the
effective date of when funds are transferred into the Alternate Payee's
Accounts. Except as provided in the Qualified Domestic Relations Order, this
distribution shall be made without obtaining the Alternate Payee's consent,
regardless of whether the portion of the Alternate Payee's Accounts is $3,500 or
greater ($5,000 or greater, effective January 1, 1998).
63
ARTICLE XV
EFFECT OF REEMPLOYMENT
Section 1 Effect of Reemployment Prior to Retirement
(A) Prior to a Break in Service
An Employee who terminates employment and subsequently performs an Hour of
Service for the Employer prior to a Break in Service will, for the purpose of
measuring service, be deemed not to have terminated employment for purposes of
the Plan. The Employee shall be credited with Years of Service in accordance
with the definition of that term in Article I. If the Employee was a
Participant, the Employee will be eligible to make contributions again in
accordance with Article IV immediately upon the Participant's resumption of
employment. The Participant shall also have prior nonvested Employer
Contributions Account(s), if any, as of the prior date of termination of
employment fully restored first from Forfeitures and then from Employer
Contributions made specifically for that purpose.
(B) After a Break in Service
(i) Reemployment Within 5 Consecutive One-Year Breaks in Service
If an Employee was a Participant and had a Break in Service and
subsequently performs an Hour of Service for the Employer prior to 5
consecutive one-year Breaks in Service, the Employee will be eligible
to make contributions again immediately upon the Participant's
Reemployment Commencement Date and the Participant shall have Years of
Service credited prior to the Break in Service reinstated.
If a Participant was not 100% vested as of the Participant's prior date
of termination of employment, the Participant shall have the nonvested
Employer Contributions Account(s) as of the prior date of termination
fully restored first from Forfeitures and then from Employer
contributions made specifically for that purpose. If a Participant is
reemployed prior to 5 consecutive one-year Breaks in Service by an
Affiliated Employer in a category of employees excluded from the Plan,
the employee shall be deemed to be a transferred employee and the
provisions set forth in Article III shall apply. In addition, the
employee shall have the nonvested Employer Contributions Account(s) and
Years of Service restored as described above.
64
(ii) Reemployment After 5 Consecutive One Year Breaks in Service
If an Employee was a Participant and had a Break in Service and
subsequently performs an Hour of Service for the Employer after 5
consecutive one-year Breaks in Service, the Employee will be eligible
to make contributions again as of any date on or after the
Participant's Reemployment Commencement Date. On the date of the
Participant's Reemployment Commencement Date, the Participant's Years
of Service as of a prior date of termination of employment shall be
reinstated if the Participant had vested rights in accordance with
Article XIV as of a prior termination date. However, in no event shall
a Participant who is reemployed after 5 consecutive one-year Breaks in
Service have the nonvested Employer Contributions Account(s) restored.
If a Participant is reemployed after 5 consecutive one-year Breaks in
Service by an Affiliated Employer in a category of employees excluded
from the Plan and if the employee had at prior termination of
employment vested rights in accordance with Article XIV, the employee
shall be deemed to be a transferred employee and Years of Service at
the prior date of termination of employment shall be reinstated. In no
event, however, shall the employee have any nonvested Employer
Contributions Account(s) as of any prior termination restored.
Any Forfeitures restored to a rehired Employee's Accounts shall not be
credited with any investment gains or losses from the Valuation Date
used for the distribution or other forfeiture event under Section 4(F)
of Article XIV until the Valuation Date coincident with or next
following the date the nonvested portion of the Accounts is restored.
Section 2 Effect of Reemployment After Retirement
A former Participant who received a benefit under Section 2 of Article XIV and
is rehired may elect again to contribute under the Plan as of any date on or
after the Participant's Reemployment Commencement Date.
A new set of Accounts will be established which will be credited only with the
allocations resulting from the most recent period of employment.
65
ARTICLE XVI
THE TRUST FUND
Section 1 Trust Agreement
The Employer shall execute a Trust Agreement with a Trustee or Trustees to
manage and operate the Trust Fund and to receive, hold, and disburse the corpus
of the Trust fund as may be necessary to carry out the provisions of the Plan.
The Trust Agreement shall provide for designation of the fiduciary or
fiduciaries of the Plan that shall have discretion as to the securities in which
the Trust Fund shall be invested or reinvested, provided that the investments
shall be limited to those which are legal investments under ERISA, which
investment fiduciaries may include one or more Investment Managers as defined in
ERISA. The Trust Agreement shall include a provision for commingled investments
of the trust Fund in a single joint trust fund with the assets of other
qualified employee pension benefit plans maintained by the Employer or by an
Affiliated Employer for the purpose of pooling investment experience.
The Employer may from time to time change the Trustee then serving under the
Trust Agreement for another Trustee. If a bank or trust company is designated as
Trustee, the bank or trust company shall be a bank or trust company incorporated
under the laws of the United States or of any state and qualified to operate
thereunder as trustee.
The Benefits Committee may modify any Trust Agreement to accomplish the purposes
of the Plan and the Benefits Committee may remove any Trustee and appoint any
successor or successors with or without cause. The Benefits Committee shall
provide the Trustee appropriate notice as agreed to in the trust agreement
before removing the Trustee.
Section 2 Investment Funds
(A) The Employer at its discretion may instruct the Trustee to establish one or
more Investment Funds or prospectively modify the permissible investments or
investment objectives of existing Investment Funds. The Investment Funds may
include investment funds maintained by the Trustee. The Employer may direct the
Trustee to discontinue an Investment Fund or to continue an Investment Fund but
cease accepting any additional contributions to the fund.
66
(B) The Investment Funds shall include an investment fund invested primarily in
Xxxxxx Inc. stock. Pursuant to the direction of the Employer, the Trustee (or
investment fund manager) is authorized to acquire, hold, and dispose of such
stock. As provided for in ERISA Section 404(a) (2), the fiduciary duty of
diversifying plan investments is not violated by the establishment and
maintenance of this stock fund. The Employer may decide that this fund not hold
contributions other than Employer Matching Contributions.
Participants who have shares of Xxxxxx Inc. stock in their Participant Accounts
shall be named fiduciaries with respect to the voting of such shares and shall
have the following rights and responsibilities.
(i) Prior to each annual or special meeting of the shareholders of
Xxxxxx Inc., the Employer shall direct the Trustee to furnish
each Participant to whose Account shares of Xxxxxx Inc. stock
are allocated a copy of the proxy solicitation material
together with a form requesting confidential voting
instructions with respect to the voting of such shares. The
Employer shall also direct the Trustee as to how to handle the
voting of shares for which the Trustee does not receive
instructions. The Employer shall instruct the Trustee to vote
the number of such uninstructed shares equal to the proportion
that the number of shares of Xxxxxx Inc. stock allocated to
the Participant's Account bears to the total number of shares
of Xxxxxx Inc. stock for which instructions are received. Upon
receipt of such instructions, the Employer hereby directs the
Trustee to then vote in person or by proxy such shares of
Xxxxxx Inc. stock as so instructed.
(ii) The Employer shall direct the Trustee to furnish each
Participant to whose Account shares of Xxxxxx Inc. stock are
allocated notice of any tender or exchange offer for or a
request or invitation for tenders or exchanges of Xxxxxx Inc.
stock made to the Trustee. The Employer also directs that the
Trustee shall request from each such Participant instructions
as to the tendering or exchanging of the shares of Xxxxxx Inc.
stock allocated to the Participant's Account as well as to the
tendering or exchanging of shares for which the Trustee does
not receive instructions. The Employer shall instruct the
Trustee to vote the number of such uninstructed shares equal
to the proportion that the number of the shares of Xxxxxx Inc.
stock allocated to the Participant's Account bears to the
total number of shares of Xxxxxx Inc. stock for which
instructions are received. The Employer directs that the
Trustee shall provide Participants with a reasonable period of
time in which they may consider any such tender or exchange
offer for or request or invitation for tenders or exchanges of
Xxxxxx Inc. stock made to the Trustee. Within the time
specified by the Trustee, as
67
directed by the Employer, the Trustee shall tender or
exchange such shares as to which the Trustee has received
instructions to tender or exchange.
(iii) Instructions received from Participants by the Trustee
regarding stock shall be the voting, tendering, or exchanging
of Xxxxxx Inc. held in strictest confidence and shall not be
divulged to any other person, including officers or employees
of the Employer, except as otherwise required by law,
regulation, or lawful process.
(C) The Investment Fund that primarily invests in stock of Xxxxxx Industries,
Inc. (i) shall not accept any additional contributions or reallocations of
existing account balances invested in other Investment Funds and (ii) shall be
discontinued effective March 31, 1997. Participants are permitted to transfer
assets out of this Investment Fund using procedures similar to those specified
in Section 3 of Article XI.
Section 3 Investment of Funds
The Investment Funds provided under Section 2 of this Article will be
established by the Trustee based on instructions from the Employer, subject to
the provisions of the Trust Agreement.
The Trustee may cause any part or all of the assets of the Trust Fund to be
commingled with the funds of other qualified trusts, to the extent allowed by
law, and invested in one or more collective investment funds. The Trust Fund
assets so invested shall be subject to all of the terms of the declaration(s) of
trust creating the collective investment fund(s), which shall constitute part of
the Trust Agreement.
Section 4 Expenses
The Trust Fund shall pay all reasonable expenses of administering the Plan or
the Trust Fund. However, the Employer may, at its own discretion, pay any of
these expenses directly or reimburse the Trust Fund for the payment of any of
these expenses. In addition, to the extent required by law for investments in
common stock of the Employer, the Employer must pay or reimburse the Trust for
brokerage, commissions and transfer taxes on the purchase or sale of the
Employer's common stock. Any expense paid for from the Trust Fund (or an
Investment Fund within the Trust Fund) shall reduce the net income for the Trust
Fund (or the Investment Fund) as of the Valuation Date on or next following the
date the expense was paid, unless the Employer decides on a nondiscriminatory
basis that a different mechanical procedure for allocating the expenses among
Participants' Accounts is more appropriate.
68
Except as provided in the following Section, at no time prior to the
satisfaction of all liabilities with respect to Participants and their
beneficiaries under the trust may any part of the Trust Fund be used for, or
diverted to, purposes other than for the exclusive benefit of providing benefits
to Participants and their beneficiaries and defraying reasonable expenses of
administering the Plan.
Section 5 Return of Contributions
Contributions by the Employer are conditioned on deductibility under Code
Section 404(a). The Employer will have no right, title or interest in the
contributions made by it to the Trust Fund and no part of the Trust Fund will
revert to the Employer.
However, if a contribution made by the Employer is disallowed as a tax
deduction, the contribution will be returned to the Employer within 1 year of
the date of disallowance and if a contribution by the Employer or the
Participant in any calendar year is made by mistake of fact, the contribution
will be returned to the Employer or the Participant within 1 year of payment of
the contribution.
69
ARTICLE XVII
ADMINISTRATION
Section 1 Establishment and Responsibility of Committee
The Employer shall be the Plan Administrator and Named Fiduciary for purposes of
ERISA. However, the responsibility for carrying out the provisions thereof shall
be vested in a Benefits Committee of no less than three (3) members appointed by
the Board of Directors of the Employer. The members of the Benefits Committee
may but need not be employees of the Employer. The Board of Directors of the
Employer or the Benefits Committee may appoint legal counsel to advise and
represent the Benefits Committee and an actuary to serve as technical advisor to
the Benefits Committee. The fees for such legal counsel and actuary shall be
paid from the Plan unless they are paid by the Employer. The members of the
Benefits Committee shall serve without compensation from the Plan.
The Benefits Committee shall elect a chairman from its members and elect a
secretary who may be but need not be a member of the Benefits Committee. The
Benefits Committee shall establish from time to time rules for the
administration of the Plan and the transaction of business. A majority of the
Benefits Committee will constitute a quorum for the transaction of business. Any
member of the Benefits Committee may resign by delivering his written
resignation to the Benefits Committee. The Board of Directors of the Employer
may remove a member at any time and may appoint a member to fill any vacancy.
The decision of a majority of the Benefits Committee and any action taken by it
in respect of any question arising out of or in connection with the Plan and the
rules and regulations made thereunder will be final, conclusive, and binding
upon all persons having any interest in the Plan.
The Benefits Committee may delegate any part of its authority and duties as it
deems expedient for the effective administration of the Plan. The Benefits
Committee shall have no right to amend the Plan, to change the terms or
provisions of the Plan, or to fail to apply the terms and provisions of the
Plan. A member of the Benefits Committee who is also a Participant under the
Plan shall not vote or act upon any matter relating solely to himself.
70
Section 2 Function of the Benefits Committee
It shall be the function of the Benefits Committee to administer the Plan
exclusive of those functions assigned to the Trustee, but it may delegate its
responsibilities to named designees where deemed appropriate for the effective
administration of the Plan. The Employer shall, among other things, have the
following rights and powers.
(A) To adopt and prescribe regulations and procedures to be followed by
Employees in filing applications for participation and benefits and for the
furnishing and verification of evidence and proofs necessary to establish a
Participant's benefit under the Plan.
(B) To develop procedures for the establishment and maintenance of records and
Participant's Accounts as may be necessary to determine a Participant's interest
under the Plan and from time to time appoint a recordkeeper.
(C) To make findings of facts and determinations as to the rights of any
Participant applying for a retirement benefit and to afford any Participant
dissatisfied with any finding of determination the right to a hearing.
(D) To obtain from the Employer and its affiliates, from the Trustee and from
the Participants the information as shall be necessary for the proper
administration of the Plan.
(E) To establish appropriate procedures for authorizing the Trustee to establish
Investment Funds as set forth in Article XVI and to make benefit payments from
the funds to persons entitled to benefits under the Plan.
(F) To establish procedures in accordance with law for determining whether a
court order is a Qualified Domestic Relations Order.
(G) To interpret the Plan and to decide finally and conclusively in its sole
discretion any questions that may arise in connection with the Plan.
(H) To provide Participants, the Secretary of Labor and the Secretary of the
Treasury with information as is required to be furnished by XXXXX with the
appropriate officer or designee authorized to sign any forms on behalf of the
Plan Administrator.
(I) To handle direct rollovers of distributions as specified in Section 6 of
Article XIV.
71
(J) To decide whether a partial termination of the Plan has occurred, after
considering the situation's facts and circumstances. Benefits under this Plan
will be paid only if the Benefits Committee decides in its discretion that the
applicant is entitled to them.
Section 3 Submission of Requests
Unless a provision expressly states otherwise, if an Employee, Participant, or
Beneficiary makes a request, the request must be filed with the Benefits
Committee or the third party administrator retained by the Benefits Committee
for the purpose of administering this Plan. As used in this Section, a request
includes any agreement, election, designation, notification, or any other
official action taken by an Employee, Participant, or Beneficiary under this
Plan.
The Benefits Committee may require that the request be made (i) through a voice
response touch-tone telephone system, or Internet website, or other interactive
communication system, (ii) on a form prepared by the Benefits Committee, or
(iii) by either of the preceding methods.
The Benefits Committee may specify and modify the deadlines for submitting
various types of requests, provided that the administrative deadlines are
uniformly enforced. The Benefits Committee may refuse to accept Participants'
loan requests, withdrawal requests, elections to change the percentage of
Elective Deferrals, investment elections, and request to reallocate existing
Account balances during any period in which it is not administratively feasible
to complete those transactions due to administrative changes in the plan's
procedures provided that this refusal is uniformly enforced.
Section 4 Limitation of Liability
The Benefits Committee, the Board of Directors of the Employer and its officers
will be entitled to rely upon all tables, certificates, and reports furnished by
any recordkeeper, actuary, accountant, servicing organization, or the Trustee
and upon the opinions given by any legal counsel, in each case duly selected by
the Employer.
Each fiduciary shall assume no obligation or responsibility with respect to any
act or action required under the provisions of the Plan or Trust Agreement on
the part of any other fiduciary unless the fiduciary knowingly participates in
or undertakes to conceal a breach of duty committed by any other fiduciary. If
any fiduciary has knowledge of any breach of duty by another fiduciary, the
fiduciary must take reasonable steps under the circumstances then prevailing to
remedy the breach.
72
Section 5 Claims Procedure
Any denial by the Benefits Committee of any claim for benefits under the Plan
shall be in writing and delivered or mailed to the Participant or Beneficiary.
The notice to the Participant or Beneficiary shall set forth the specific
reasons for the denial and shall be written in a manner calculated to be
understood by a Participant or Beneficiary. The Employer shall afford a
reasonable opportunity to any Participant or Beneficiary whose claim for
benefits has been denied for a full and fair review of the decision denying the
claim including the opportunity, within 60 days after notice of the decision, to
appeal in writing to the Benefits Committee, to appear before the Benefits
Committee, to review pertinent documents relating to the denial, and to submit
issues and comments in person or in writing.
Section 6 QDRO Procedure
As authorized by Section 2(F) of this Article, the following procedures apply
unless modified by the Employer.
Within 90 days after receiving any domestic relations order purporting to affect
a Participant's Accounts in this Plan, the Employer or its designee) shall
determine whether the order is a Qualified Domestic Relations Order and notify
the Participant and each Alternate Payee. If the Employer determines that the
order does not constitute a Qualified Domestic Relations Order, then it shall
explain why the order fails to be a Qualified Domestic Relations Order.
If the above action is not accomplished within 30 days after receiving any
domestic relations order, then the Employer shall first notify the same
individuals that it received the order and that it will determine whether the
order is a Qualified Domestic Relations Order within 90 days after the order was
received.
Each Alternate Payee may designate a representative for receipt of copies of
notices sent pursuant to this Section.
As soon as administratively feasible after receiving a domestic relations order,
the Employer may refuse to honor any loan, withdrawal, or distribution requests
affecting the Participant's Accounts. This refusal shall last until the order is
determined to be a Qualified Domestic Relations Order (in which case the
Accounts will be subject to the terms of the order) or the Alternate Payee(s)
notify the Employer that the parties no longer intend to submit a Qualified
Domestic Relations Order affecting the Participant's Accounts. This provision is
intended solely to simplify the Plan's administration, and the Employer does not
hereby assume any duty toward
73
the Alternate Payee prior to the date the order is determined to be a Qualified
Domestic Relations Order.
74
ARTICLE XVIII
AMENDMENTS
Section 1 Right to Amend
The Employer, acting through an appropriate officer, reserves and shall have the
right at any time to determinate, modify, or amend in whole or in part any or
all of the provisions of the Plan.
Section 2 Restrictions on Amendments
Except as may be required by the regulatory provisions of the Code for purpose
of meeting the conditions for qualification, no modification or amendment of any
of the provisions of the Plan or its operation may be made if, by reason of the
modifications or amendment, any Participant would be deprived retroactively of
any benefits he would be entitled to under the Plan.
No Participant or other person having an already vested interest in the Trust
Fund shall be deprived of the interest unless the action is required to qualify
the Trust Fund under the applicable provisions of the Code or of ERISA. Any
amendment to the vesting schedule in Section 4 of Article XIV must not lower any
Participant's vesting percentage. Participants with at least 3 Years of Service
must always be credited with the better vesting percentage under the amended
schedule or the vesting schedule prior to the amendment or be permitted to
elect, within a reasonable period after the adoption of the amendment, to have
their nonforfeitable percentages computed under the vesting schedule prior to
the amendment. For the sole purpose of identifying whether a Participant has at
least 3 Years of Service in the preceding sentence, the Break in Service rules
and any other exceptions in Code Section 411(a)(4) shall be ignored.
Except as expressly provided by applicable law, no amendment may eliminate an
optional form of distribution for money in a Participant's Accounts as of the
effective date of the amendment.
Section 3 Merger of Plan
If the Plan is amended to provide a merger or consolidation with or the transfer
of assets or liabilities to another plan which is qualified under the provisions
of Code Section 401, each Participant must be entitled to receive a benefit
immediately after the merger, consolidation or transfer which is at least equal
to the benefit which the Participant would have been entitled to receive
immediately before the merger, consolidation or transfer as if the Plan had been
terminated at that time.
75
ARTICLE XIX
TOP HEAVY PROVISIONS
Section 1 Definitions
1. "Aggregation Group" shall mean this Plan, any other qualified plan of an
Affiliated Employer in which a Key Employee is a participant or was during any
of the four preceding Plan Years (including any plans that have terminated
during that period of time) and any other qualified plan which the Employer
aggregates with this Plan for the purposes of Code Sections 401(a)(4) or 410.
2. "Determination Date" shall mean, with respect to any Plan Year, the last
day of the preceding Plan Year, except that in the case of the first Plan Year
the Determination Date shall be the last day of that Plan Year. Any Employee's
status as a Key Employee for any Plan Year will be based on the Determination
Date for that Plan Year.
3. "Key Employee" shall mean any employee or former employee of an Affiliated
Employer (and the beneficiary of any deceased employee) who at any time during
the Plan Year or the preceding 4 Plan Years (construed to be the determination
period) was (i) an officer of an Affiliated Employer who had annual Compensation
for the Plan Year greater than 50% of the maximum dollar limitation under Code
Section 415(b)(1)(A) as in effect for the calendar year in which the
Determination Date falls, (ii) an owner or considered an owner under Code
Section 318 of one of the ten largest interests in an Affiliated Employer if the
employee's annual compensation equals or exceeds the maximum dollar limitation
under Code Section 415(c)(1)(A) as in effect for the calendar year in which the
Determination Date falls, (iii) a 5% owner of an Affiliated Employer, or (iv) a
1% owner of an Affiliated Employer who has a W-2 Compensation from an Affiliated
Employer of more than $150,000. Any questions regarding the determination of who
is a Key Employee shall be made in accordance with Code Section 416(i)(1) and
the regulations thereunder.
4. The Plan is "Top-Heavy" for any Plan Year if the Top-Heavy Ratio for the
Aggregation Group exceeds 60%.
5. "Top-Heavy Ratio" for the Aggregation Group shall mean a fraction, the
numerator of which is the sum of the present values of the accrued benefits
under the defined benefit plan(s) maintained by an Affiliated Employer and the
sum of the Account balances under the defined contribution plan(s) maintained by
an Affiliated Employer (including any Simplified Employee Pension Plan)
76
for all Key Employees as of the Determination Date (including any part of any
accrued benefits or Account balances distributed in the 5 year period ending on
the Determination Date) and the denominator of which is the sum of all accrued
benefits or Account balances (including any part of any accrued benefit or
Account balance distributed in the 5 year period ending on the Determination
Date) of all employees as of the Determination Date The accrued benefit or
Account balance of any employee who has not performed any Hours of Service with
an Affiliated Employer at any time during the 5 year period ending on the
Determination Date shall not be taken into account in the determination of the
fraction.
(A) The present value of accrued benefits will be determined as of the most
recent actuarial valuation or anniversary date thereof that falls within the 12
month period ending on the Determination Date.
(B) For purposes of establishing present value to compute the Top-Heavy Ratio,
any benefit shall be discounted only for mortality and interest on the basis of
the UP 1984 Mortality Table and an assumed compound rate of interest of 5%.
(C) The calculation of the Top-Heavy Ratio and the extent to which
distributions, rollovers, and transfers are taken into account will be made in
accordance with Code Section 416 and the regulations thereunder.
(D) If the Aggregation Group includes more than just this Plan, the value of
Account balances and accrued benefits will be calculated with reference to the
Determination Dates that fall within the same calendar year.
(E) Solely for the purpose of determining if this Plan is Top-Heavy, the accrued
benefit of an employee other than a Key Employee shall be determined under (1)
the method, if any, that uniformly applies for accrual purposes under all plans
maintained by an Affiliated Employer, or (2) if there is no such method, as if
the benefit accrued not more rapidly than the slowest accrual rate permitted
under the fractional accrual rate of Code Section 411(b)(1)(C).
6. "W-2 Compensation", for the purposes of this Article only, shall mean
compensation that would be stated on an employee's Form W-2 for the calendar
year that ends with or within the Plan Year.
Section 2 Minimum Benefit Requirement
For any Plan Year in which the Plan is Top-Heavy, each Participant or eligible
Employee who is not a Key Employee and who has not separated from service by the
end of the Plan Year shall
77
accrue a minimum benefit which is the lesser of (i) 3% of the person's W-2
Compensation or (ii) the largest percentage of Employer Contributions and
Elective Deferrals expressed as a percentage of W-2 Compensation allocated on
behalf of any Key Employee for that Plan Year. For the purpose of accruing a
minimum benefit for an Employee who is not a Key Employee, Elective Deferrals
and Employee After-Tax Contributions are not considered. If a Participant who is
not a Key Employee is also covered under a defined benefit plan of the Employer
which is also Top-Heavy, the Participant shall be entitled to instead of the
benefit stated above the minimum benefit payable under the defined benefit plan
for the Plan Year.
Section 3 Vesting
Notwithstanding the provisions of Section 4 of Article XIV, during any Plan Year
during which the Plan is Top-Heavy, the value of a Participant's Employer
Contributions Account(s) shall be vested according to the following schedule:
Number of Years of Service Vesting Percentage
-------------------------- ------------------
Less than 2 0%
2 but less than 3 20%
3 but less than 4 40%
4 but less than 5 67%
5 or more 100%
During any succeeding plan Year during which the Plan is no longer Top-Heavy,
the vesting percentage shall be the greater of the percentage determined the
last Plan Year when the Plan was Top-Heavy and the vesting percentage for the
current year determined under Section 4 of Article XIV. However, each
Participant with 3 or more Years of Service during the last Plan Year when the
Plan was Top-Heavy shall continue to use the greater vesting percentage for the
current year under the vesting schedule provided in this Section or the schedule
provided in Section 4 of Article XIV.
78
ARTICLE XX
MISCELLANEOUS PROVISIONS
Section 1 Facility of Payment
If any Participant or Beneficiary to whom a benefit is payable is unable to care
for the Participant's or Beneficiary's affairs because of illness, either mental
or physical, or accident, any payment due (unless prior claim shall have been
made by a duly qualified guardian or other legal representative) may be paid to
an individual with power of attorney deemed by the Employer to have incurred
expenses for the Participant or Beneficiary. This payment shall be made from the
Accounts of the Participant or Beneficiary and shall be a complete discharge of
any liability of the Plan for the Participant or Beneficiary. No heirs or
personal representative of a deceased Participant or Beneficiary shall have any
claim to a retirement benefit payable to the Participant or Beneficiary, except
as is payable under the terms of the Plan.
Section 2 Nonalienation of Benefits
The Trust Fund shall not in any manner be liable or subject to the debts or
liabilities of any Participant or Beneficiary. No right or benefit under the
Plan shall be subject at any time or in any manner to alienation, sale,
transfer, assignment, pledge or encumbrance of any kind, except with respect to
a Qualified Domestic Relations Order and other exceptions under Code Section
401(a)(13).
Section 3 Right of Employer
The right of the Employer to employ, discipline, or discharge Employees shall
not be affected by reason of any of the provisions of the Plan.
Section 4 Leased Employees
Notwithstanding any other provisions of the Plan, for purposes of determining
the number or identity of Highly Compensated Employees or for purposes of the
pension requirements of Code Section 414(n)(3), the employees of the Employer
shall include Leased Employees included in the definition of "Employees" in
Article I.
79
Leased Employees shall not be treated as Employees if Leased Employees
constitute less than twenty percent (20%) of the Affiliated Employers' nonhighly
compensated work force within the meaning of Code Section 414(n)(5)(C)(ii) and
the Leased Employees are covered by a money purchase pension plan providing (i)
a nonintegrated employer contribution rate of at least 10 percent of
compensation as defined in Code Section 415(c)(3) but including amounts
contributed pursuant to a salary reduction agreement which are excludable from
the employee's gross income under Code Sections 125, 402(e)(3), 402(h), or
403(b), (ii) immediate participation, and (iii) full and immediate vesting.
Leased Employees also shall not be treated as Employees (except for the purposes
mentioned in the first paragraph) and shall not be Employees eligible to
participate in the Plan, except that if the Plan would be disqualified under
Code Section 410(b) by the enforcement of this paragraph for any Plan Year,
Leased Employees shall be considered Employees eligible to participate in the
Plan.
80
ARTICLE XXI
TERMINATION OF PLAN
If the Board of Directors of the Employer should abandon the Plan, if
contributions to the Trust Fund should be permanently discontinued, if the
Employer should liquidate and dissolve, if a receiver for the Employer is
appointed, or if the Board should terminate or partially terminate the Plan, the
Accounts of all current and former Participants affected by the termination or
partial termination as then appearing upon the records of the Employer shall
become 100% vested in each Participant and the amounts carried in said Accounts
shall be revalued and adjusted as previously provided. The cash and other
specific property and any unallocated Forfeitures shall be allocated in the
manner provided in Article X. Unless an Affiliated Employer establishes or
maintains a "successor plan" as that term is used in Treasury Regulation Section
1.401(k)-1(d)(3), the Accounts shall be distributed, assigned, and paid over
without unreasonable delay in kind or in cash to the Participants.
Before making any payments, distribution, or assignments, the Trustee and any
legal counsel shall be entitled first to payment by the Employer of expenses and
charges of the Trustee and its counsel incident to the operation and termination
of the Trust Fund. In case the Employer does not pay the expenses and charges,
the Trustee shall have a lien on the property remaining in its hands, the assets
distributable to Participants being liable for a pro rata share of the expenses
and charges until the Trustee and its counsel have been paid.
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ARTICLE XXII
GOVERNING LAW AND ADOPTION
The Plan and all rights under it will be governed, construed, and administered
in accordance with ERISA and the laws of the State of Indiana.
The Employer hereby amends and restates the Belden Wire & Cable Company
Retirement Savings Plan.
IN WITNESS WHEREOF this Plan has been executed at Saint Louis, Missouri on this
31st day of December, 2001.
BELDEN WIRE & CABLE COMPANY
By: /s/ Xxxxx X. Xxxxxxx
----------------------------------------
Title: Vice President
WITNESS:
By: /s/Xxxxxx X. Xxxxxxxxxx
----------------------------------------
Date: December 31, 2001
82
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
LISTING OF COVERED COMPANIES AND LOCATIONS
Covered Companies/Locations Effective Date
--------------------------- --------------
Richmond, Indiana August 1, 1993
Carmel, Indiana August 1, 1993 through May 15, 1999
Clinton, Arkansas August 1, 1993 through May 15, 1999
Essex Junction, Vermont August 1, 1993
Franklin, North Carolina August 1, 1993 through August 31, 1999 (plant
closing)
Monticello, Kentucky August 1, 1993
Tompkinsville, Kentucky August 1, 1993
All Domestic Sales Offices August 1, 1993
Apple Creek, Ohio January 1, 1996 through December, 1996 (plant
closing)
Former Employees of ICI (Charlotte, North January 1, 1998
Carolina)
Alpha Wire Company October 1, 1999
Belden Technologies, Inc. January 1, 2000
Belden Communications Company January 1, 2000
83
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the Merger of the
AEC RETIREMENT SAVINGS PLAN
and
for the employees of
the Apple Creek facility
Effective July 1, 1996, the AEC Retirement Savings Plan is merged into the Plan.
The accounts from the AEC Retirement Savings Plan are subject to the rules for
the Accounts of the Plan which hold similar types of contributions.
Effective January 1, 1996 the employees at the Apple Creek, Ohio facility are
eligible to participate in the Plan. The employees at the Apple Creek, Ohio
facility are treated as specified in the Plan except as noted below.
1. Article I, Years of Service definition: Service with American Electric
Cordsets shall be credited for the purpose of computing Years of Service.
2. Article VII, Section 3(B): Apple Creek, Ohio employees are not allocated
Hourly Pension Contributions.
3. Article XII, Section 1(B)(i): One-half of the amount in all accounts
transferred from the AEC Retirement Savings Plan are available for loans,
in addition to the other Accounts listed in the Plan.
4. Article XIII, Section 1: The amount available for hardship withdrawal
includes all accounts transferred from the AEC Retirement Savings Plan
except for investment earnings on elective deferrals since December 31,
1988.
5. Article XIII, Section 3: For age 59 1/2 withdrawals, the once per calendar
year and at least $500 restrictions do not apply to amounts transferred
from the AEC Retirement Savings Plan.
6. Article XIV, Section 4(B): All accounts transferred from the AEC Retirement
Savings Plan shall be 100% vested.
7. Article XIV, Section 5: Prior to the later of January 1, 2001 or ninety
days after November 9, 2000 (the date the affected Participants were mailed
a Summary of material Modification that
84
reflects the elimination of this payment option), a Participant may elect
to receive all accounts transferred from the AEC Retirement Savings Plan in
the form of immediate installment payments continuing no longer than the
Participant's life expectancy or the Participant's and designated
Beneficiary's joint life expectancy. A Participant could only receive all
accounts in the form of immediate installment payments if the vested value
of his AEC account balance under this Plan exceeds $5,000.
85
BELDEN WIRE & COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Richmond, Indiana Facility
Effective April 1, 1996, the employees at the Richmond, Indiana facility are
treated as specified in the Plan except as noted below.
1. Article VII, Section 3(B): Prior to January 1, 1999 Richmond, Indiana
employees have the following contribution rates.
Position/Grade Contribution Rate
-------------- -----------------
I $0.44
II $0.46
III $0.51
IV $0.57
2. Article XIV, Section 4 (B): A separate Account shall be maintained with
respect to benefits that were transferred from the Xxxxxx Savings Plan which
were originally transferred from the Belden Corporation Hourly Pension Plan.
This Account shall be 100% vested.
3. Retiree Medical Credits
Prior to January 1, 1999, Richmond Plan Hourly Employees are allocated an
additional Employer Nonmatching Contribution each month or partial month for
which they receive Compensation if they did not attain age 55 prior to May 1,
1982 and if they have been continuously employed since September 30, 1989.
Whether Employees are treated as employed on September 30, 1989 (including
employees who were on leave, on severance payments, laid off, or disabled) will
be determined in accordance with the rules in the Employer's comprehensive
retiree medical plan.
The amount of the monthly contribution is determined by the following chart. For
employees born before 1940, the amount depends on whether the employee elected
to not have retiree medical coverage or failed to make an election ("Option A")
or elected to enroll in the Employer's comprehensive medical plan for up to 5
years at retirement ("Option B").
86
Year of Birth Monthly Contribution
------------- --------------------
1964 or later $10
1963 $11
1962 $13
1961 $15
1960 $17
1959 $19
1958 $21
1957 $23
1956 $25
1955 $27
1954 $29
1953 $31
1952 $34
1951 $37
1950 $40
1949 $44
1948 $48
1947 $52
1946 $54
1945 $60
1944 $65
1943 $70
1942 $75
1941 $80
1940 $90
Option A Option B
-------- --------
1939 $105 $60
1938 $110 $60
1937 $115 $65
1936 $120 $65
1935 $125 $70
1934 or earlier $130 $75
87
BELDEN WIRE & COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Clinton, Arkansas Facility
Effective April 1, 1996, the employees at the Clinton, Arkansas facility are
treated as specified in the Plan except as noted below.
1. Article VII, Section 3(B): Xxxxxxx, Arkansas employees have the following
contribution rates.
Position/Grade Contribution Rate
-------------- -----------------
I $0.26
II $0.30
III $0.36
2. Article XIV, Section 4 (B): A separate Account shall be maintained with
respect to benefits that were transferred from the Xxxxxx Savings Plan
which were originally transferred from the Clinton Plant Pension Plan. This
Account shall be 100% vested.
3. Effective April 30, 1999, the Employees of Clinton, Arkansas Facility shall
be 100% vested in their hourly contribution accounts.
88
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Essex Junction, Vermont Facility
Effective April 1, 1996, the employees at the Essex Junction, Vermont facility
are treated as specified in the Plan except as noted below.
1. Article VII, Section 3 (B): Prior to January 1, 1999, Essex Junction,
Vermont employees have the following contribution rates.
Position/Grade Contribution Rate
-------------- -----------------
I $0.42*
II $0.46*
III $0.53*
* Rates changed to $0.39 (Position Grade I), $0.43 (Position Grade II), and
$0.50 (Position Grade III) effective October 31, 1994 and then changed to the
above rates on October 7, 1996."
89
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Franklin, North Carolina Facility
Effective April 1, 1996, the employees at the Franklin, North Carolina facility
are treated as specified in the Plan except as noted below.
1. Article VII, Section 3 (B): Xxxxxxxx, North Carolina employees have the
following contribution rates.
Position Grade Contribution Rate
-------------- -----------------
I $0.29
II $0.32
III $0.38
2. Article XIV, Section 4 (B): A Separate Account shall be maintained with
respect to benefits that were transferred form the Xxxxxx Savings Plan
which were originally transferred from the Franklin Plant Pension Plan.
This Account shall be 100% vested.
3. Effective January 4, 1999, the Employees of the Franklin, North Carolina
Facility shall be 100% vested in their hourly contribution accounts.
90
BELDEN WIRE & COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Monticello, Kentucky Facility
Effective April 1, 1996, the employees at the Monticello, Kentucky facility are
treated as specified in the Plan except as noted below.
1. Article VII, Section 3(B): Prior to January 1, 1999 Monticello, Kentucky
employees have the following contribution rates.
Position/Grade Contribution Rate
-------------- -----------------
I $0.33*
II $0.40*
III $0.46*
* Rates changed to $0.30 (Position Grade I), $0.37 (Position Grade II), and
$0.43 (Position Grade III) effective September 5, 1994 and then changed to
the above rates on September 2, 1996.
2. Article XIV, Section 4 (B): A separate Account shall be maintained with
respect to benefits that were transferred from the Xxxxxx Savings Plan
which were originally transferred from the Monticello Plant Pension Plan.
This Account shall be 100% vested.
91
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees at the Tompkinsville, Kentucky Facility
Effective April 1, 1996, the employees at the Tompkinsville, Kentucky facility
are treated as specified in the Plan except as noted below.
1. Article VII, Section 3 (B): Prior to January 1, 1999, Tompkinsville,
Kentucky employees have the following contribution rates.
Position/Grade Contribution Rate
-------------- -----------------
I $0.31*
II $0.37*
III $0.42*
* Rates changed to $0.28 (Position Grade I), $0.34 (Position Grade II), and
$0.38 (Position Grade III) effective July 11, 1994 and then changed to the
above rates on July 10, 1995.
92
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
Addendum
for the
Employees at the Charlotte, North Carolina Facility
Effective January 1, 1998, the employees at the Charlotte, North Carolina
facility are treated as specified in the Plan except as noted below.
1. Article XIII, Section 3: A Participant who is an Employee and who has
attained the age of 59 1/2 may elect in writing to withdraw all or a
portion of the Participant's Accounts due to the transfer from the ICI
Profit Sharing/401(k) Plan as frequently as desired.
2. Article XIV, Section 3(C): Article XIV, Section 5: Prior to the later of
January 1, 2001 or ninety days after November 9, 2000 (the date the
affected Participants were mailed a Summary of Material Modification that
reflects the elimination of this payment option), upon termination of
employment with the Employer, a Participant may receive the value of the
ICI Profit Sharing/401(k) Plan Account(s) in a single life annuity or as a
joint & survivor annuity as provided under the ICI Profit Sharing/401(k)
Plan by transferring the value of his ICI Profit Sharing/401(k) Plan
Account to the Belden Wire & Cable Company Salaried Employees' Retirement
Plan and receive the annuity from that plan. A Participant could only
transfer the value of the ICI Profit Sharing/401(k) Plan Account(s) if the
vested value of his ICI account balance under this Plan exceeds $5,000,
prior to his attainment of age 55.
3. Article XIV, Section 4(B): Separate Accounts shall be maintained with
respect to benefits that will be transferred from the ICI Profit
Sharing/401(k) Plan to the Plan effective April 1, 1998. The amount
transferred to the Plan shall be the Participant's ICI Profit
Sharing/401(k) Plan account balance as of March 31, 1998. Each Participant
shall be 100% vested in all monies transferred from the ICI Profit
Sharing/401(k) Plan.
93
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the
Employees of Alpha Wire Company
an unincorporated division
of
Belden Wire & Cable Company
Section 1 Merger
Effective October 1, 1999, the Belden Wire & Cable Company Savings Plan was
merged into this Plan. The transfer of the Belden Wire & Cable Company Savings
Plan assets and liabilities to this Plan and the trust fund hereunder occurred
on or about October 1, 1999. As a result of that merger, the benefits of all
participants of the Belden Wire & Cable Company Savings Plan shall be paid by
this Plan, subject to the terms of this Addendum. Such participants of the
Belden Wire & Cable Company Savings Plan shall accordingly become Participants
of this Plan as of October 1, 1999, and shall be covered by the terms of this
Plan subject to the terms of this Addendum as to the provisions enumerated
below.
Section 2 Active and Terminated Vested Belden Wire & Cable Company
Savings Plan Participants on September 30, 1999
Effective October 1, 1999, all benefits of Belden Wire & Cable Company Savings
Plan participants who:
(a) were actively employed by the Employer on September 30, 1999;
or
(b) had terminated employment with the Employer prior to September
30, 1999 with a vested right to a benefit under the Belden Wire & Cable
Company Savings Plan but had not yet begun to receive that benefit
shall become liabilities of this Plan and shall be paid by this Plan in
accordance with the terms of this Plan subject to the terms of this Addendum.
Section 3 Protection of Benefits
Each former Belden Wire & Cable Company Savings Plan participant (whether or not
actively employed on September 30, 1999) shall, if the Plan then terminated,
receive a benefit under this Plan immediately after the merger and transfer of
assets and liabilities described in this
94
Addendum at least as great as the benefit which such participant would have been
entitled to receive from the Belden Wire & Cable Company Savings Plan
immediately before the merger, if the Belden Wire & Cable Company Savings Plan
had then terminated.
95
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
ADDENDUM
for the Participants of the
Cable Systems International Inc. Management Long Term Savings Plan
Section 1 Merger
Effective January 1, 2000, the Cable Systems International Inc. Management Long
Term Savings Plan was merged into this Plan. The transfer of the Cable Systems
International Inc. Management Long Term Savings Plan assets and liabilities to
this Plan and the trust fund hereunder occurred on or about January 11, 2000. As
a result of that merger, the benefits of all participants of the Cable Systems
International Inc. Management Long Term Savings Plan shall be paid by this Plan,
subject to the terms of this Addendum. Such participants of the Cable Systems
International Inc. Management Long Term Savings Plan shall accordingly become
Participants of this Plan as of January 1, 2000, and shall be covered by the
terms of this Plan subject to the terms of this Addendum as to the provisions
enumerated below.
Section 2 Active and Terminated Vested Cable Systems International Inc.
Management Long Term Savings Plan Participants on December 31, 1999
Effective January 11, 2000, all benefits of Cable Systems International Inc.
Management Long Term Savings Plan participants who:
(a) were actively employed by the Cable Systems International Inc.
on January 10, 2000; or
(b) had terminated employment with the Cable Systems International
Inc. prior to January 10, 2000 with a vested right to a benefit under
the Cable Systems International Inc. Management Long Term Savings but
had not yet begun to receive that benefit
shall become liabilities of this Plan and shall be paid by this Plan in
accordance with the terms of this Plan subject to the terms of this Addendum.
Section 3 Protection of Benefits
Each former Cable Systems International Inc. Management Long Term Savings Plan
participant (whether or not actively employed on January 10, 2000) shall, if the
Plan then terminated, receive a benefit under this Plan immediately after the
merger and transfer of assets and liabilities
96
described in this Addendum at least as great as the benefit which such
participant would have been entitled to receive from the Cable Systems
International Inc. Management Long Term Savings Plan immediately before the
merger, if the Cable Systems International Inc. Management Long Term Savings
Plan had then terminated.
Section 4 Benefit Provisions
Effective January 1, 2000, the management employees at Belden Communications
Company are treated as specified in the Plan except as noted below.
1. Article III, Section 1: Management employees of Belden Communications
Company on January 1, 2000 shall be eligible to participate in the Plan
effective January 1, 2000.
2. Account balances prior to January 11, 2000 will be subject to the rules
under the prior plan until the transfer of assets and liabilities occurs on
January 11, 2000.
3. Article XIII, Section 5: Other In Service Withdrawals A Participant may
withdraw from the Participant's Rollover Contributions Account and the
Participant's Employee After-Tax Contribution Account once every six
months.
97
BELDEN WIRE & CABLE COMPANY RETIREMENT SAVINGS PLAN
Appendix A
Items Excluded from "Compensation"
Accrued Vacation
Aircraft Use
Assigned Sale
Auto Income
Car Allowance
Education Reimbursement
Employee Referral
Excess Life
Foreign Service Premium
Loss on Sale
Mortgage Interest
Moving Expense
Patent Bonus
Restricted Stock
Restricted Stock Distributions
Separation Pay
Severance Pay
Tax Equalization
Transfer Allowance
98
FIRST AMENDMENT TO THE
BELDEN WIRE & CABLE COMPANY
RETIREMENT SAVINGS PLAN
WHEREAS, Belden Wire & Cable Company (hereinafter referred to as the "Employer")
established the Belden Wire & Cable Company Retirement Savings Plan (hereinafter
referred to as the "Plan") restated as of January 1, 2001 for the benefit of
certain employees of the Employer;
WHEREAS, Section 1 of Article XVIII of the Plan in effect prior to this
amendment provides that the Employer may amend the Plan at any time;
WHEREAS, the Employer deems it desirable to make certain revisions to the Plan;
WHEREAS, the Employer has authorized and directed the merger of the Savings and
Investment Plan for Employees of Independent Cable, Inc. effective December 31,
2001;
NOW, THEREFORE, the Plan is amended hereinafter set forth, effective December
31, 2001, unless otherwise stated therein.
1. The Plan is hereby amended by the addition of the Addendum following:
"BELDEN WIRE & CABLE COMPANY
RETIREMENT SAVINGS PLAN
FOR THE PARTICIPANTS OF THE
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF INDEPENDENT CABLE, INC.
Section 1 Merger
Effective December 31, 2001, the Savings and Investment Plan for
Employees of Independent Cable, Inc. was merged into this Plan. The
transfer of the Savings and Investment Plan for Employees of
Independent Cable, Inc. assets and liabilities to this Plan and the
trust fund hereunder is expected to occur on or about April 1, 2002. As
a result of that merger, the benefits of all participants of the Belden
Wire & Cable Company Savings Plan shall be paid by this Plan, subject
to the terms of this Addendum. Such participants of the Savings and
Investment Plan for Employees of Independent Cable, Inc. shall
accordingly become Participants of this Plan as of December 31, 2001,
and shall be covered by the terms of this Plan subject to the terms of
this Addendum as to the provisions enumerated below.
99
Section 2 Terminated Vested Savings and Investment Plan for
Employees of Independent Cable, Inc. Participants on December 31, 2001.
(There were no active employees in the Savings and Investment Plan for
Employees of Independent Cable, Inc. on or after December 31, 2001.)
Effective April 1, 2002 all benefits of the Savings and Investment Plan
for Employees of Independent Cable, Inc. participants who had
terminated employment with Independent Cable, Inc. prior to March 31,
2002 with a vested right to a benefit under the Savings and Investment
Plan for Employees of Independent Cable, Inc. but had not yet begun to
receive that benefit shall become liabilities of this Plan and shall be
paid by this Plan in accordance with the terms of this Plan including
this Addendum.
Section 3 Protection of Benefits
Effective December 31, 2001, the former participants in the Savings and
Investment Plan for Employees of Independent Cable, Inc. are treated as
specified in the Plan except as noted below.
1. Article XIV, Section 3(C)): Prior to the later OF JANUARY 1,
2002 or ninety days after January 10, 2002 (the date the
affected Participants were mailed a Summary of Material
Modification that reflects the elimination of this payment
option), upon termination of employment with the Employer, a
Participant may receive the value of the Savings and
Investment Plan for Employees of Independent Cable, Inc.
Account(s) in a single life annuity or as a joint & survivor
annuity as provided under the Savings and Investment Plan for
Employees of Independent Cable, Inc. by transferring the value
of his Savings and Investment Plan for Employees of
Independent Cable, Inc. Accounts to the Belden Wire & Cable
Company Salaried Employees' Retirement Plan and receive the
annuity from that plan. A Participant can only transfer the
value of the Savings and Investment Plan for Employees of
Independent Cable, Inc. Accounts if the vested value of all
Account(s) under this Plan exceeds $5,000.
2. Article XIV, Section 4(B): Separate Accounts shall be
maintained with respect to benefits that will be transferred
from the Savings and Investment Plan for Employees of
Independent Cable, Inc. to the Plan April 1, 2002, the Account
balance transferred shall be the Participant's Account balance
as of March 31, 2002. Each Participant shall be 100% vested in
all monies transferred in this transfer from the Savings and
Investment Plan for Employees of Independent Cable, Inc."
IN WITNESS WHEREOF, Belden Wire & Cable Company, by its duly authorized officer,
executes this amendment on the 31st day of December, 2001.
100
BELDEN WIRE & CABLE COMPANY
Attest: /s/Xxxxxx X. Xxxxxxxxxx By /s/Xxxxx X. Xxxxxxx
--------------------------- ------------------------
Its Vice President
101
SECOND AMENDMENT TO THE
BELDEN WIRE & CABLE COMPANY
RETIREMENT SAVINGS PLAN
WHEREAS, Belden Wire & Cable Company (hereinafter referred to as the "Employer")
established the Belden Wire & Cable Company Retirement Savings Plan (hereinafter
referred to as the "Plan") restated as of January 1, 2001 for the benefit of
certain employees of the Employer;
WHEREAS, Section 1 of Article XVIII of the Plan provides that the Employer may
amend the Plan at any time;
WHEREAS, the Employer deems it desirable to make certain revisions to the Plan;
WHEREAS, the Plan must be amended to conform to the Economic Growth and Tax
Relief Reconciliation Act of 2001 (EGTRRA) and other legislative changes. This
Amendment is intended as good faith compliance with the requirements of EGTRRA
and is to be construed in accordance with EGTRRA and guidance issued thereunder;
NOW, THEREFORE, the Plan is amended hereinafter set forth, effective January 1,
2002, unless otherwise stated therein.
1. Article I is amended to add the following definition between definitions 9
and 10:
"9A. "CATCH-UP CONTRIBUTIONS" shall mean Elective Deferrals in excess
of the legal limits, plan limits, and ADP test limit that would
otherwise apply. All Catch-Up Contributions for a Participant are
subject to the dollar limit in Article VI, Section 1(B).
Notwithstanding any other Plan provision to the contrary, a
Participant's Catch-Up Contributions shall be ignored when computing
the ADP Test, the ACP Test, and the Code Section 415 limit on Article
IX, Section 1. In addition, Catch-Up Contributions are ignored when
determining whether the Plan is Top-Heavy under Article XIX but only
with respect to the Plan Year in which Catch-Up Contributions are made.
2. Article I is amended to delete definition 11 and replace it with the
following:
"11. "COMPENSATION" shall mean, except for those portions of the Plan
where a different definition expressly applies, gross earnings minus
those items listed in Appendix A. It shall also exclude severance pay
effective January 1, 1997 and Paid Time Off (PTO) and any other
Compensation paid to a terminated Participant after the Participant's
102
last regular paycheck effective January 1, 2002.
Effective for Plan Years beginning after December 31, 1988, this Plan
shall not take into consideration a Participant's Compensation to the
extent it exceeds the Compensation Limit. However, for the sole purpose
of computing Elective Deferrals, Employee After-Tax Contributions, and
Employer Matching Contributions that are based on an Employee's
percentage of Compensation election, the Compensation Limit shall be
ignored provided the Employee does not receive a higher allocation of
any type of contribution than the Employee could have elected under the
Plan when one includes the Compensation Limit.
Effective for Plan Years beginning before January 1, 1997, if an
employee is a Family Member of a 5% owner or a Family Member of a
Highly Compensated Employee in the group consisting of the 10 Highly
Compensated Employees paid the highest compensation during the Plan
Year, the Compensation Limit applies to a Participant and the
Participant's Family Members employed by the Employer. If the
Compensation Limit is exceeded for a Participant and one or more Family
Members, the Compensation Limit is prorated among the affected
individuals' Compensation as determined under this Section prior to the
application of the Compensation Limit."
3. Article I is amended to add the following definition between definitions 11
and 12:
"11A. "COMPENSATION LIMIT" shall mean effective for Plan Years
beginning after December 31, 2001, $200,000 As Adjusted, for Plan Years
beginning after December 31, 1993 but on or before December 31, 2001,
$150,000 As Adjusted, and for Plan Years beginning after December 31,
1988, but on or before December 31, 1993, $200,000 As Adjusted."
4. Article I is amended to add the following definitions between definitions
15 and 16:
"15A. "ELIGIBLE RETIREMENT PLAN" shall mean an individual retirement
account described in Code Section 408(a), an individual retirement
annuity described in Code Section 408(b) (other than an endowment
contract), an annuity plan described in Code Section 403(a), or a
qualified trust described in Code Section 401(a) if it is a defined
contribution plan. For distributions after December 31, 2001, it shall
also include an eligible deferred compensation plan described in Code
Section 457(b) which is maintained by an eligible employer described in
Code Section 457(e)(1)(A) and an annuity contract described in Code
Section 403(b). Effective January 1, 2006, if any portion of an
Eligible Rollover Distribution is attributable to distributions from a
designated Xxxx account (as defined in Code Section 402A), an Eligible
Retirement Plan with respect to such portion shall include only another
designated Xxxx account and a Xxxx XXX."
103
15B. "ELIGIBLE ROLLOVER DISTRIBUTION" shall mean any distribution
except any of the following:
(i) Any distribution that is one of a series of
substantially equal periodic payments made not less
frequently than annually over the Participant's life
or life expectancy or the Participant's and
Beneficiary's joint lives or life expectancies or a
specified period ten years or more;
(ii) A distribution required by Code Section 401(a)(9)
(regarding minimum required distributions to
participants age 70-1/2 or older);
(iii) Effective as of a date selected by the Trustee, no
later than October 1, 1999 but no earlier than
January 1, 1998, distributions of Elective Deferrals
on account of hardship; and effective January 1,
2002, any distributions permitted under the Plan on
account of hardship;
(iv) Effective on or before December 31, 2001, the portion
of a distribution that is not includible in the
recipient's gross income; and effective after
December 31, 2001, the portion of a distribution that
is not includible in the recipient's gross income if
that portion is transferred to an IRA or transferred
to an annuity plan described in Code Section 403(a)
or a qualified trust described in Code Section 401(a)
and that plan or trust does not agree to account
separately for the amount transferred to it including
separately accounting for the after-tax portion from
the pre-tax portion;
(v) Corrective refunds of Elective Deferrals in excess of
the Code Section 415(c) limits, Excess Elective
Deferrals, Excess Contributions, or Excess Aggregate
Contributions;
(vi) Loans that are treated as taxable distributions
pursuant to Code Section 72(p);
(vii) Dividends paid on employer securities as described in
Code Section 404(k);
(viii) P.S. 58 costs of any life insurance held by the Plan;
and
(ix) Any similar items designated in IRS revenue rulings,
notices or other guidance.
Effective after December 31, 2001, any distribution attributable to an
employee but paid to an employee's spouse after the employee's death
shall be an Eligible Rollover Distribution if it otherwise would have
been an Eligible Rollover Distribution if it had been paid to the
employee. On or before December 31, 2001, such a distribution was an
Eligible Rollover Distribution only if rolled over to an IRA.
This definition is not intended to enlarge the forms of benefit payment
that are available from this Plan."
5. Article 1, is amended to delete definition 38 and replace it with
the following:
104
"38. "Permanent and Total Disability" A Participant in the Plan shall
be considered to be permanently and totally disabled if he has been
approved for long term disability benefits under a Xxxxxx Inc.
sponsored long term disability plan or if he has been approved for
Social Security disability benefits by the U.S. Social Security
Administration.
Prior to January 1, 2002, but on or after January 1, 1999, "Permanent
and Total Disability" shall mean the incapacity of a Participant as
defined in the Belden Wire & Cable Company Pension Plan. A Participant
in the Plan shall be considered to be permanently and totally disabled
if he has been approved for long term disability benefits under the
Belden Wire & Cable Company Pension Plan or if he has been approved for
Social Security disability benefits by the U.S. Social Security
Administration.
Prior to January 1, 1999, "Permanent and Total Disability" shall mean
the incapacity of a Participant while an Employee, other than by reason
of the Participant's military service or engaging in a felonious act,
because of any medically demonstrable physical or mental condition
either (a) to the extent that he is unable to engage in any substantial
employment or occupation which might reasonably be considered within
his capabilities other than such employment as is found to be for the
purpose of rehabilitation or (b) to the extent that his continuing to
engage in any such employment would in competent medical opinion
endanger his life. Any such total disability shall be deemed to be
permanent for the purposes of this Plan if in competent medical opinion
it still exists upon the cessation of accident and sickness or salary
continuation benefits and it may be expected to continue for the
remainder of such Participant's life. A disability shall be considered
as having been incurred by reason of military service if it shall have
been directly incurred in, and due solely to, military service of such
Participant and if the Participant receives a pension therefore from a
government or governmental agency."
6. Article V, Section 2 is deleted and replaced with the following:
"Section 2 Amount of Elective Deferrals
Each Participant, by entering into a salary reduction agreement
pursuant to Section 1 of this Article, shall request that the
Participant's Elective Deferral be made to the Trust Fund through
payroll deductions. The amount shall be in whole percentages of not
less than 1%, but not more than a maximum percentage of the
Participant's Compensation. Unless determined otherwise by the Company,
the maximum percentage shall be 50% effective January 1, 2002, 15%
effective before January 1, 2002 but on or after January 1, 1999 and 6%
effective before January 1, 1999. The Company may at any time reduce
the
105
maximum percentage allowed for Highly Compensated Participants. The
Employer retains discretion to change the amount or percentage of
Elective Deferrals accepted by the Plan on a non-discriminatory basis.
Effective for a Participant's taxable year beginning after December 31,
2001, if a Participant who would have attained age 50 no later than the
last day of the Participant's taxable year wishes to defer more than
the amount otherwise permitted under this Section for the entire Plan
Year, the Participant shall be permitted to defer Catch-Up
Contributions in accordance with procedures established by the
Employer."
7. Article VI, Section 1 is deleted and replaced with the following:
"Section 1 Maximum Amount of Elective Deferrals
(A) General Limit
No Participant shall be permitted to have Elective Deferrals made under
this Plan in excess of
(i) For a Participant's taxable year beginning on or
before December 31, 2001, $7,000 As Adjusted;
(ii) For a Participant's taxable year beginning during
2002, $11,000;
(iii) For a Participant's taxable year beginning during
2003, $12,000;
(iv) For a Participant's taxable year beginning during
2004, $13,000;
(v) For a Participant's taxable year beginning during
2005, $14,000; and
(vi) For a Participant's taxable year beginning after
December 31, 2005, $15,000 As Adjusted.
(B) Higher Limit for Catch-Up Contributions
Effective for a Participant's taxable year beginning after December 31,
2001, a Participant who would have attained age 50 no later than the
last day of a Plan Year may make Catch-Up Contributions no greater than
the following amount:
(i) For a Participant's taxable year beginning during
2002, $1,000;
(ii) For a Participant's taxable year beginning during
2003, $2,000;
(iii) For a Participant's taxable year beginning during
2004, $3,000;
(iv) For a Participant's taxable year beginning during
2005, $4,000; and
(v) For a Participant's taxable year beginning after
December 31, 2005, $5,000 As Adjusted."
8. Article VI, Section 2(A) is deleted and replaced with the following:
"(A) If in any Participant's taxable year the amount of Elective
Deferrals made by a
106
Participant exceeds the maximum amount set forth in Section 1 above,
the Excess Elective Deferrals, plus income attributable to the Excess
Elective Deferrals, shall be distributed no later than April 15th of
the year following the Participant's taxable year in which the Excess
Elective Deferrals occurred. Excess Elective Deferrals that are not
distributed by the April 15 date shall remain in the Plan and be
subject to the general withdrawal restrictions applicable to Elective
Deferrals as specified in Article XIV. Excess Elective Deferrals
distributed no later than the April 15th date, shall not be treated as
Annual Additions with respect to the maximum limitations under Code
Section 415, as described in Article IX."
9. Article VI, Section 3(A) is deleted and replaced with the following:
"(A) Nondiscrimination Test
For each Plan Year the Plan must satisfy a special nondiscrimination
test to be referred to as the Actual Deferral Percentage Test (ADP
Test). However, for Plan Years beginning after December 31, 1998,
unless the amount of Employer Matching Contributions is changed, the
ADP Test is deemed to have been satisfied. If the amount of Employer
Matching Contributions is changed for Plan Years following December 31,
1998 so that is not longer meets the safe harbor requirement, the
Actual Deferral Percentage Test can be satisfied by meeting the
following test.
The Actual Deferral Percentage Test for a Plan Year shall be satisfied
if one of the following two limits is met in the Plan Year.
(i) Primary Limitation
The Actual Deferral Percentage for all Eligible Participants who are
Highly Compensated Employees for the current Plan Year must not exceed
the Actual Deferral Percentage for all Eligible Participants who are
Nonhighly Compensated Employees for the Plan Year multiplied by 1.25;
or
(ii) Alternative Limitation
The Actual Deferral Percentage for all Eligible Participants who are
Highly Compensated Employees for the current Plan Year must not exceed
the lesser of (a) the Actual Deferral Percentage for all Eligible
Participants who are Nonhighly Compensated Employees multiplied by 2.0;
or (b) the Actual Deferral Percentage of the Eligible Participants who
are Nonhighly Compensated Employees plus 2.0 percentage points.
Effective for Plan Years beginning on or before December 31, 2001, the
amounts may be further limited as the Secretary of Treasury shall
prescribe in order to prevent the multiple use of this alternative
limitation for both the Actual Deferral Percentage Test and the Actual
107
Contribution Percentage Test, as specified in Treas. Reg. 1.401(m)-2(b)
and Section 1(C)(vi) of Article VIII.
Effective for Plan Years beginning after December 31, 1996, the
Employer hereby elects to use the prior Plan Year's Actual Deferral
Percentage for all Eligible Participants who are Nonhighly Compensated
Employees. Hence, when applying the primary and alternative limitations
above, the Employer will use the Actual Deferral Percentage of the
Eligible Participants who are Nonhighly Compensated Employees for the
prior Plan Year. This election may be changed only as permitted by the
Secretary of Treasury."
10. Article VI, Section 3(B)(ii) is deleted and replaced with the following:
"(ii) Definition of Compensation
Compensation shall mean total compensation paid by the Employer to an
Employee during the taxable year ending with or within the Plan Year
which is required to be reported as wages on the Form W-2, and may also
include compensation not otherwise includible in the Employee's gross
income by reason of any reductions for contributions in the form of
voluntary salary reductions due to a qualified cash or deferred
arrangement of the Employer or due to a cafeteria plan of the Employer
maintained pursuant to Code Section 125 (including any amounts not
available to a participant in cash in lieu of group health coverage
because the participant is unable to certify that he or she has other
health coverage even if those amounts technically are not Code Section
125 deferrals) or, effective for Plan Years beginning after December
31, 2000, due to pre-tax transportation accounts maintained pursuant to
Code Section 132(f)(4). Alternatively, Compensation may mean any other
definition of compensation that satisfies Code Section 414(s) and final
or proposed regulations issued under that Code section. Effective for
Plan Years beginning after December 31, 1988, this Plan shall not take
into consideration a Participant's Compensation to the extent it
exceeds the Compensation Limit.
Instead of using Compensation for the Plan Year to calculate the ratios
described in Section 3(B)(i) of this Article, the ratios may be
computed for all Eligible Participants using (i) Compensation for that
portion of the Plan Year in which each Employee was an Eligible
Participant, (ii) Compensation for the calendar year ending within the
Plan Year, or (iii) Compensation for that portion of the calendar year
ending within the Plan Year in which each Employee was an Eligible
Participant."
11. Article VI, Section 3(C)(iii) is deleted and replaced with the following:
"(iii) If this Plan is combined with one or more plans for purposes of
satisfying Code Sections 401(a)(4) or 410(b) (other than the average
benefit percentage test of Code Section 410(b)(2)(A)(ii)), then those
plans shall also be combined for purposes of
108
computing the Actual Deferral Percentages of Eligible Participants."
12. Article VI, Section 4(B) is deleted and replaced with the following:
"(B) If the Actual Deferral Percentage for Eligible Participants who
are Highly Compensated Employees exceeds the limitation as of the close
of the applicable Plan Year, the excess Elective Deferrals or Employer
Contributions, if applicable (referred to as Excess Contributions),
shall be initially determined using the following "leveling" process:
Elective Deferrals or Employer Contributions, if applicable, will be
subtracted from the Highly Compensated Employee's Accounts with the
highest ratio (as calculated under Section 3(B)(i) of this Article) and
considered Excess Contributions until this Employee's ratio equals the
next highest ratio of a Highly Compensated Employee or until the
limitation is no longer exceeded. This process is repeated until the
limitation is no longer exceeded.
Effective for Plan Years beginning after December 31, 1996, the amount
of the Excess Contributions is determined as if the previous paragraph
applied, but the Excess Contributions are actually subtracted using the
following "leveling" process: Elective Deferrals or Employer
Contributions, if applicable, will be subtracted from the Highly
Compensated Employee's Accounts with the greatest amount of Elective
Deferrals (and any Employer Contributions used in computing the Actual
Deferral Percentage) and considered Excess Contributions until this
Employee's Elective Deferrals (and those Employer Contributions) amount
equals the next highest Highly Compensated Employee's Elective
Deferrals (and those Employer Contributions) amount or until the total
amount of Excess Contributions has been subtracted from Employees'
Accounts. This process is repeated until the total amount of Excess
Contributions has been subtracted from Employees' Accounts.
For Plan Years beginning before January 1, 1997, if this subsection (B)
requires that Excess Contributions be subtracted from a Highly
Compensated Employee's Accounts whose Actual Deferral Percentage was
determined under the family aggregation rules of Section 3(C)(ii) of
this Article, then the Excess Contributions shall be allocated among
the Highly Compensated Employee and the Family Member(s) in proportion
to the contributions of each individual that were combined to determine
the Actual Deferral Percentage.
Effective for a Participant's taxable year beginning after December 31,
2001, for a Participant who would have attained age 50 no later than
the last day of a Plan Year, the Participant shall be permitted to
retain as Catch-Up Contributions the Elective Deferrals that according
to the other provisions of this Section would have been subtracted from
the Participant's Accounts.
109
Any remaining Excess Contributions with earnings thereon shall be
distributed no later than the close of the Plan Year following the Plan
Year to which the Excess Contributions relate. The Employer must pay
any excise tax required by Code Section 4979 on any Excess
Contributions not distributed within 2-1/2 months after the close of
the Plan Year to which the Excess Contributions relate."
13. Article VII, Section 2(A) is deleted and replaced with the following:
"(A) Employer Matching Contribution
The Employer shall make a matching contribution to the Trust Fund for
each month of an amount equal to (i) 100% of a Participant's Elective
Deferrals, including Catch-up Contributions, that are attributable to
the first 3% of the Participant's Compensation plus (ii) 50% of a
Participant's Elective Deferrals, including Catch-up Contributions,
that are not attributable to the first 3% of a Participant's
Compensation but are attributable to the first 6% of the Participant's
Compensation."
14. Article VII, Section 2(B)(i) is deleted and replaced with the following:
"(i) separation from service (effective 1/1/2002 severance from
employment with the Employer), death, or disability of the Participant"
15. Article VII, Section 3(C)(i) is deleted and replaced with the following:
"(i) separation from service (effective 1/1/2002 severance from
employment with the Employer), death, or disability of the Participant"
16. Article VIII, Section 1(A)(ii) is modified by deleting the first paragraph
and replacing it with the following:
"(ii) Alternative Limitation
The Actual Contribution Percentage for all Eligible Participants who
are Highly Compensated Employees for the Plan Year does not exceed the
lesser of (a) Actual Contribution Percentage for Eligible Participants
who are Nonhighly Compensated Employees for the Plan Year multiplied
by 2.0; or (b) the Actual Contribution Percentage of the Eligible
Participants who are Nonhighly Compensated Employees plus 2.0
percentage points. Effective for Plan Years beginning on or before
December 31, 2001, the amounts may be further limited as the Secretary
of Treasury shall prescribe in order to prevent the multiple use of
this alternative limitation for both the Actual Deferral Percentage
Test and the Actual Contribution Percentage Test, as specified in
Treas. Reg. 1.401(m)-2(b) and Section 1(C)(vi) of this Article."
110
17. Article VIII, Section 1(B)(iv) is deleted and replaced with the following:
"(iv) Definition of Compensation
Compensation shall have the same meaning as in Article VI, Section
3(B)(ii)."
18. Article VIII, Section 1(C)(iii) is deleted and replaced with the following:
"(iii) If this Plan is combined with one or more plans for purposes of
satisfying Code Sections 401(a)(4) or 410(b) (other than the average
benefit percentage test of Code Section 410(b)(2)(A)(ii)), then the
plans shall also be combined for purposes of computing the Contribution
Percentages of Eligible Participants."
19. Article VIII, Section 1(C)(v) is deleted and replaced with the following:
"(v) If for Plan Years beginning on or before December 31, 2001, the
Actual Deferral Percentage or the Actual Contribution Percentage for
all Eligible Participants who are Highly Compensated Employees must be
reduced to prevent multiple use of the alternative limitation, then the
percentage shall be reduced that affects the fewest number of Highly
Compensated Employees' Accounts or, in case of a tie in the number of
Accounts affected, results in the lowest dollar amount being removed
from Highly Compensated Employees' Accounts. The appropriate percentage
shall be reduced in accordance with this Plan's other provisions
without considering whether an Employee was eligible to make or receive
contributions subject to both the Actual Deferral Percentage Test and
the Actual Contribution Percentage Test."
20. Article IX, Section 1(A) is deleted and replaced with the following:
"(A) Maximum Annual Addition
(i) The amount of Annual Additions (as defined below) which may be
credited to a Participant's Accounts for any Limitation Year may
not exceed the lesser of:
(a) For Limitation Years beginning after December 31, 2001,
$40,000 As Adjusted, or for Limitation Years beginning on or
before December 31, 2001, $30,000 As Adjusted; or,
(b) For Limitation Years beginning after December 31, 2001, 100%
of the Participant's Compensation for the Limitation Year,
or for Limitation Years beginning on or before December 31,
2001, 25% of the Participant's Compensation for the
Limitation Year.
111
Compensation" for this Article only is defined as wages and all other
payments of compensation reportable on Form W-2, determined without
regard to any rules under Code Section 3401(a) that limit compensation
based on the nature or location of the employment or the services
performed.
Effective for Limitation Years beginning after December 31, 1997,
"Compensation" for this Article also includes compensation not
otherwise includible in the Employee's gross income by reason of any
reductions for contributions in the form of voluntary salary reductions
due to a qualified cash or deferred arrangement of the Employer or due
to a cafeteria plan of the Employer maintained pursuant to Code Section
125 (including any amounts not available to a participant in cash in
lieu of group health coverage because the participant is unable to
certify that he or she has other health coverage even if those amounts
technically are not Code Section 125 deferrals). Effective for
Limitation Years beginning after December 31, 2000, "Compensation" for
this Article also includes compensation not otherwise includible in the
Employee's gross income by reason of Code Section 132(f)(4) (regarding
pre-tax transportation accounts). Alternatively, Compensation may mean
any definition of compensation that satisfies Code Section 415(c)(3)
and final or proposed regulations issued under that Code section.
(ii) For purposes of the limitations of this Section 1, if
contributions are made to two or more defined contribution
plans, the various plans shall be considered a single defined
contribution plan.
(iii)The compensation limitation in (b) above, however, shall not apply
to:
(a) Any contribution for medical benefits (within the meaning of
Code Section 419A(f)(2)) after separation from service which
is otherwise treated as an Annual Addition; or,
(b) Any amount otherwise treated as an Annual Addition under Code
Section 415(l).
(iv) Effective for a Participant's taxable year beginning after
December 31, 2001, if a Participant who would have attained age
50 no later than the last day of the Participant's taxable year
wishes to defer more than the amount otherwise permitted under
this Section for the entire Plan Year, the Participant shall be
permitted to defer Catch-Up Contributions, in accordance with
procedures established by the Benefits Committee."
21. Article X, Section 1(A) is deleted and replaced with the following:
"(A) A separate Participant's Elective Deferral Account credited with
Elective Deferrals and net earnings, with, if necessary, a separate
subaccount for Catch-Up Contributions;"
112
22. Article XII, Section 2(B) is amended by the addition of the following
paragraph at the end of Section 2(B):
"To comply with the Soldiers and Sailors Civil Relief Act of 1940 as
amended, during the period beginning as soon as administratively
feasible after the Benefits Committee learns that a Participant is
actively in the U.S. military service and ending as soon as
administratively feasible after the Benefits Committee learns that the
Participant no longer is actively in the U.S. military service, the
loan's interest rate may not exceed 6%.
23. Article XII, Section 2(C) is deleted and replaced with the following:
"The loan must be repaid with interest in level amortized payments made
quarterly or on a more frequent basis. Loans, other than for the
purchase of a principal residence may be amortized for a period of a
minimum of 1 year, up to a maximum of 5 years in 1 month increments.
The loan must be repaid within 5 years.
If the loan is to be used for the purchase of a principal residence,
the loan may be amortized for a period of a minimum of 1 year, up to a
maximum of 10 years in 1 month increments. The loan must be repaid
within 10 years.
Prior to January 1, 1998 - The loan must be repaid with interest in
level amortized payments made quarterly or on a more frequent basis.
Loan may be amortized for 1, 2, 3, 4, or 5 years. The loan must be
repaid within 5 years.
24. Article XII, Section 2(E) is deleted and replaced with the following:
"The outstanding loan amount will be due immediately if the Participant
experiences a termination of employment with the Employer or otherwise
becomes no longer eligible for a loan with the exception of:
(i) Participants who are laid off or disabled,
(ii) Employees at the Clinton, Arkansas or Carmel, Indiana
Facilities on April 30, 1999 whose loans shall be extended
until the earlier of the distribution of their remaining
Accounts or July 1, 1999.
25. Article XII, Section 3, the third paragraph is deleted and replaced with
the following:
"The Employer may require on a uniform basis each Participant applying
for a loan to submit a reasonable loan application fee or
administrative fee or that the Participant's Accounts be charged this
fee.
113
26. Article XIII, Section 1(A) the second paragraph is deleted and replaced
with the following:
"The amount available for hardship withdrawals is all or any portion of
the Participant's Elective Deferrals (but no more than the value of the
Elective Deferrals Account), the Employee After-Tax Contributions
Account and the Rollover Contribution Account. Participants with ICI
balances may receive hardship withdrawals of amounts attributable to
401(k) contributions, matching contributions, profit sharing
contributions plus earnings and rollover amounts plus earnings, as
reported by the previous recordkeeper as the amount available for
hardship withdrawals. Participants who participated under the AEC
Retirement Savings Plan may also request a hardship withdrawal of the
Participant's 401(k) balance as of December 31, 1988 plus elective
deferrals made after December 31, 1988 less any withdrawals taken after
December 31, 1988 and from their prior plan account balance under the
AEC Retirement Savings Plan."
27. Article XIII, Section 1(A) (v) is deleted and replaced with the following:
"(v) Payments for funeral expenses for the participant's immediate
family
(vi) To avoid certain bankruptcy situations.
(vii) Other needs announced by the appropriate governmental
authority in a document of general applicability to
constitute immediate and heavy needs.
28. Article XIII, Section 2 is deleted and replaced with the following section:
"Section 2. Other Withdrawals
Effective on or before December 31, 2001, all of a Participant's
Accounts may be distributed (i) on the disposition of substantially all
of the assets of the Employer if the transferor corporation continues
to maintain the Plan and the Participant continues employment with the
corporation acquiring the assets, or (ii) on the disposition of a
subsidiary of the Employer if the transferor corporation continues to
maintain the Plan and the Participant continues employment with the
subsidiary."
29. Article XIII, Section 3 is deleted and replaced with the following section:
"Section 3. Post Age 59-1/2 Withdrawal
114
A Participant who is an Employee and who has attained the age of 59 1/2
may elect to withdraw all or a portion of the Participant's vested
Accounts, including those amounts attributable to Employer hourly
contributions, determined as of the application date. Payment will be
made as soon as it is administratively feasible to process the
withdrawal. Payment shall be made in a single sum. The order of the
withdrawal shall be determined by the Employer.
Prior to October 1, 1999, a Participant who is an Employee and who has
attained the age of 59 1/2 may elect in writing no more than once per
calendar year to withdraw all or a portion (prior to 1/1/98 minimum
$500 per withdrawal) of the Participant's vested Accounts, including
those amounts attributable to Employer hourly contributions, determined
as of a Valuation Date following the date after making written
application to the Employer (or if the application is mailed, the date
of the postmark). Payment will be made after the first Valuation Date
in which it is administratively feasible to process the withdrawal.
Payment shall be made in a single sum. The order of the withdrawals
shall be determined by the Employer.
30. Article XIII, Section 4 is deleted and replaced with the following section:
"Section 4. Direct Rollovers of Withdrawals; Payment in Cash or
Shares
Withdrawals, are subject to the provisions of Section 6 of Article XIV.
However, effective as of October 1, 1999 withdrawals of Elective
Deferrals under Section 1 of this Article; and effective January 1,
2002, any withdrawals permitted under the Plan under Section 1 of this
Article are not subject to Section 6 of Article XIV. Withdrawals are
also subject to the provisions of Section 1 of Article XIV."
All distributions shall be paid in cash, including whole shares of
stock from the Xxxxxx Inc. Common Stock fund unless the recipient
elects to receive payment in shares of Xxxxxx Inc. Common Stock."
31. Article XIV, Section 3 is deleted and replaced with the following section:
"Section 3. Death
If a Participant dies while employed by the Employer, the Participant's
Accounts shall be 100% vested. Upon the death of a Participant, the
Employer shall direct the Trustee to distribute after 90 days from the
date of the Participant's death the full value of the Participant's
Accounts to the designated Beneficiary as indicated in Article II,
except:
(i) if the Beneficiary is the Participant's surviving
Spouse, the Spouse may elect to delay payment until
the time the Participant would have been
115
required to receive payment if the Participant had not
died and may then choose any form of benefit under
Section 5 of this Article that the Participant would have
been eligible for, or could have delayed payment to be
eligible for had the Participant not died, and
(ii) if the vested value of the benefit is not more than
$3,500 ($5,000 effective January 1, 1998), such benefit
shall be distributed in a lump sum payment without the
consent of the Beneficiary. If the Beneficiary is the
spouse of the Participant, the direct rollover election
as provided in Section 6 of this Article is required.
For purposes of this Subsection (3)(ii) only, the Participant's vested
Account balances shall be considered as exceeding $3,500 (or $5,000) if
it exceeded $3,500 (or $5,000) at the time of any prior distribution.
Effective March 22, 1999, this paragraph does not apply to lump sum
distributions or the first payment of any other forms of payment.
Effective October 17, 2000, this paragraph does not apply to any
distributions.
If a Participant dies after the Participant's employment is terminated,
but while any balance remains in the Participant's Accounts, the
balance shall be payable in accordance with this Section 3, but no
additional amount shall become vested."
32. Article XIV, Section 4(A) is amended by the addition of the following
paragraph at the end of the Section:
"Effective after December 31, 2001, a Participant of the Cord Division
located at the Clinton, Arkansas and Carmel, Indiana facilities who
continues employment with the division shall be a terminated employee
of the Employer for purposes of this Plan."
33. Article XIV, Section 4(E) is deleted and replaced with the following:
"(E) Cash-Out
If a Participant's vested Account balances upon termination of
employment for any reason other than death or termination of the Plan
is not more than $3,500 (or effective January 1, 1998, $5,000), the
Benefits Committee must direct the Trustee to distribute the vested
Accounts in accordance with Subsection (C) of this Section. If the
balance is zero, the distribution of the vested Accounts is deemed to
occur. The Participant's consent or election is not required for this
"cash-out" distribution except that the opportunity to make a direct
rollover election as provided in Section 6 of this Article is required
and if the vested Account balances then exceeds $3,500 (or $5,000) as
of the date of the distribution, then the Participant's consent is
required.
For the purpose of this Subsection (E) only, the Participant's vested
Account balances
116
shall be considered as exceeding $3,500 (or $5,000) if it exceeded
$3,500 (or $5,000) at the time of any prior distribution. Effective
March 22, 1999, this paragraph does not apply to lump sum distributions
or the first payment of any other forms of payment. Effective October
17, 2000, this paragraph does not apply to any distributions.
Effective for Eligible Rollover Distributions made on or after the
effective date of final Department of Labor regulations regarding this
provision, if a distribution is made without the Participant's consent
under this Subsection (E) and the Participant does not affirmatively
elect to receive the distribution in the form of cash or a direct
rollover or a combination of the two forms, then the distribution shall
be transferred to an individual retirement account designated by the
Benefits Committee and the distributee shall be notified in writing
that the distributee may transfer the assets to another individual
retirement account."
34. Article XIV, Section 4 is amended by adding the following subsection (I) at
the end of the section:
"(I) Termination of Employment
The phrase "termination of employment" as used in this Article shall be
interpreted to refer to a "separation from service" for distributions
on or before December 31, 2001 and a "severance from employment" for
distributions after December 31, 2001 as those phrases are used in Code
Section 401(k)(2)(B)(i)(I). Related phrases, for example "terminated
Participant" and "terminates employment," shall be similarly
interpreted."
35. Article XIV, Section 5(c) is deleted and replaced with the following:
"(C) Lump Sum Only for Mandatory Cash-Outs
If the vested portion of the Participant's Account(s) is as described
under Section 4(E), Cash-Out, such Account(s) shall be distributed in a
lump sum payment without the consent of the Participant, except the
direct rollover election as provided in Section 6 of this Article is
required."
36. Article XIV, Section 6 is deleted and replaced with the following:
"Section 6. Direct Rollovers of Distributions
Prior to making any Eligible Rollover Distribution from this Plan, the
Benefits Committee shall provide notice to the individual about to
receive the distribution of the right to elect a direct rollover and
certain other tax information. The content and timing of this notice
shall comply with Code Section 402(f) and regulations. The Benefits
117
Committee may also provide a form or other mechanism for the individual
to elect whether to have all or part of the distribution paid directly
to an Eligible Retirement Plan and to specify the plan to which the
distribution is to be paid. If the individual so elects, the Benefits
Committee shall cause the distribution (or the portion designated by
the individual) to be made in the form of a direct rollover transferred
to the trustee (or IRA custodian or annuity contract issuer) of the
specified Eligible Retirement Plan.
For distributions after December 31, 2001, an Eligible Rollover
Distribution may include Employee After-Tax Contributions. A direct
rollover of such a distribution may be made to an individual retirement
account described in Code Section 408(a) or a qualified trust described
in Code Section 401(a) if it is a defined contribution plan, not to
other types of Eligible Retirement Plans. If a Participant makes a
direct rollover of only a portion of his or her Eligible Rollover
Distribution, the portion that is rolled over consists first of pre-tax
amounts.
The Benefits Committee may determine rules for processing direct
rollovers as long as they comply with Code Section 401(a)(31) and
regulations and they are applied on a consistent basis. In particular,
the Benefits Committee may determine the reasonable means of direct
payment, reasonable election procedures, whether to process direct
rollovers of distributions of $200 or less, and whether to allow an
individual to make a direct rollover of less than $500 of only a
portion of the distribution.
This Section is effective for distributions made on or after January 1,
1993."
37. Article XVII, Section 2 is amended by adding Subsection (K) at the end of
the Section:
"(K) To determine when Participants must be notified of any temporary
suspension, limitation, or restriction of their ability to execute
various transactions under this plan (including any notices required by
ERISA Section 101(i)) and to determine the content and method of
distribution of the notices."
38. Article XVII, Section 3, the third paragraph is deleted and replaced with
the following:
"The Employer or the Committee may specify (and modify) the deadlines
for submitting various types of requests, provided that the
administrative deadlines are uniformly enforced. The Employer or the
Committee may refuse to accept Participants' loan requests, withdrawal
requests, elections to change the percentage of Elective Deferrals or
Employee After-Tax Contributions, investment elections, or requests to
reallocate existing Account balances during any period in which it is
not administratively feasible to complete those transactions due to
administrative changes in the plan's procedures provided that this
refusal is uniformly enforced, provided that any required notices to
Participants be distributed as required by law."
118
39. Article XIX, Section 1, definitions 3, 4, 5, and 6 are deleted and replaced
with the following:
"3. "KEY EMPLOYEE" shall mean any employee or former employee of an
Affiliated Employer (and the beneficiary of any deceased employee) who
at any time during the Plan Year (or for Plan Years beginning on or
before December 31, 2001, the preceding 4 Plan Years) (construed to be
the determination period) was: (i) an officer of an Affiliated Employer
who had annual Compensation for a Plan Year beginning after December
31, 2001, greater than $130,000 As Adjusted or for a Plan Year
beginning on or before December 31, 2001, greater than 50% of the
maximum dollar limitation under Code Section 415(b)(1)(A) as in effect
for the calendar year in which the Determination Date falls; (ii) for
Plan Years beginning on or before December 31, 2001, an owner (or
considered an owner under Code Section 318) of one of the ten largest
interests in an Affiliated Employer if the employee's annual
Compensation equals or exceeds the maximum dollar limitation under Code
Section 415(c)(1)(A) as in effect for the calendar year in which the
Determination Date falls); (iii) a 5% owner of an Affiliated Employer,
or (iv) a 1% owner of an Affiliated Employer who has a Compensation
from an Affiliated Employer of more than $150,000. For purposes of this
definition, "Compensation" shall have the definition specified in
Article IX, Section 1. Any questions regarding the determination of who
is a Key Employee shall be made in accordance with Code Section
416(i)(1) and the regulations thereunder.
4. The Plan is "TOP-HEAVY" for any Plan Year if the Top-Heavy Ratio for
the Aggregation Group exceeds 60%. However, effective for Plan Years
beginning after December 31, 2001, if the Plan is the only plan in its
Aggregation Group and consists solely of a cash or deferred arrangement
that meets the safe harbor requirements of Code Section 401(k)(12) and
matching contributions that meet the safe harbor requirements of Code
Section 401(m)(11), then the Plan is not Top-Heavy regardless of the
Plan's Top-Heavy Ratio.
5. "TOP-HEAVY RATIO" for the Aggregation Group shall mean a fraction,
the numerator of which is the sum of the present values of the accrued
benefits under the defined benefit plan(s) maintained by an Affiliated
Employer and the sum of the Account balances under the defined
contribution plan(s) maintained by an Affiliated Employer (including
any Simplified Employee Pension Plan) for all Key Employees as of the
Determination Date (including any part of any accrued benefits or
Account balances distributed in the 5 year period ending on the
Determination Date), and the denominator of which is the sum of all
accrued benefits or Account balances (including any part of any accrued
benefit or Account balance distributed in the 5 year period ending on
the Determination Date) of all employees as of the Determination Date.
The accrued benefit or Account balance of any employee who has not
performed any Hours of Service with an Affiliated Employer at any time
during the 5 year period ending on the Determination
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Date shall not be taken into account in the determination of the
fraction. For Plan Years beginning after December 31, 2001, the other
portions of this definition shall be applied substituting "1 year
period" for "5 year period" only for distributions made because of
Termination of Employment, death, or disability.
(A) The present value of accrued benefits will be determined as of the
most recent actuarial valuation, or anniversary date thereof, that
falls within the 12 month period ending on the Determination Date.
(B) For purposes of establishing present value to compute the Top-Heavy
Ratio, any benefit shall be discounted only for mortality and interest
on the basis of the UP 1984 Mortality Table and an assumed compound
rate of interest of 5%.
(C) The calculation of the Top-Heavy Ratio, and the extent to which
distributions, rollovers, and transfers are taken into account will be
made in accordance with Code Section 416 and the regulations
thereunder.
(D) If the Aggregation Group includes more than just this Plan, the
value of Account balances and accrued benefits will be calculated with
reference to the Determination Dates that fall within the same calendar
year.
(E) Solely for the purpose of determining if this Plan is Top-Heavy,
the accrued benefit of an employee other than a Key Employee shall be
determined under (1) the method, if any, that uniformly applies for
accrual purposes under all plans maintained by an Affiliated Employer,
or (2) if there is no such method, as if the benefit accrued not more
rapidly than the slowest accrual rate permitted under the fractional
accrual rate of Code Section 411(b)(1)(C).
40. Article XIX, Section 2 is deleted and replaced with the following:
"Section 2 Minimum Benefit Requirement
For any Plan Year in which the Plan is Top-Heavy, each
Participant or eligible Employee who is not a Key Employee and who has
not separated from service by the end of the Plan Year shall accrue a
minimum benefit which is the lesser of: (i) 3% of the person's
Compensation; or, (ii) the largest percentage of Employer Contributions
and Elective Deferrals expressed as a percentage of Compensation
allocated on behalf of any Key Employee for that Plan Year. For the
purpose of accruing a minimum benefit for an Employee who is not a Key
Employee, Elective Deferrals, Employee After-Tax Contributions, and for
Plan Years beginning on or before December 31, 2001, Employer Matching
Contributions are not considered. If a Participant who is not a Key
Employee is also covered under a defined benefit plan of the Employer
which is also Top-Heavy, the
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Participant shall be entitled to, instead of the benefit stated above,
the minimum benefit payable under the defined benefit plan for the Plan
Year. For purposes of this Section, "Compensation" shall have the
definition specified in Article IX, Section 1, except that it shall not
take into consideration a Participant's Compensation to the extent it
exceeds the Compensation Limit."
41. Appendix A, the following shall be deleted from the Items Excluded from
"Compensation":
"Aircraft Use"
IN WITNESS WHEREOF, Belden Wire & Cable Company, by its duly authorized officer,
executes this amendment on the 31st day of December, 2002.
BELDEN WIRE & CABLE COMPANY
By: /s/Xxxxx X. Xxxxxxx
----------------------
Xxxxx X. Xxxxxxx
Its: Vice President
Attest: /s/Xxxxxx X. Xxxxxxxxxx
---------------------------
Xxxxxx X. Xxxxxxxxxx
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