Exhibit 10.1
94-05
ADOPTION AGREEMENT
DREYFUS NONSTANDARDIZED
PROTOTYPE PROFIT SHARING PLAN AND TRUST
PLAN NUMBER 01002
IRS SERIAL NUMBER D362552a
The Employer named in Section I.A. below hereby establishes or restates a Profit
Sharing Plan ("Plan") and Trust, consisting of such sums as shall be paid to the
Trustee(s) under the Plan, the investments thereof and earnings thereon. The
terms of the Plan and Trust are set forth in this Adoption Agreement and the
applicable provisions of the Dreyfus Prototype Defined Contribution Plan, Basic
Plan Document No. 01, and the Dreyfus Trust Agreement, both as amended from time
to time, which are hereby adopted and incorporated herein by reference.
I. BASIC PROVISIONS
A. Employer's Name: Gibraltar Steel Corporation of New York
Address: 0000 Xxxx Xxxxx Xxxx
Xxxxxxx, XX 00000
B. Employer is a (X) corporation; ( ) S Corporation;
( ) partnership; ( ) sole proprietor;
( ) other: []
C. Employer's Tax ID Number: 00-0000000
D. Employer's fiscal year: January 1 to December 31
E. Plan Name: Gibraltar 401(k) Plan
F. If this is a new Plan, the Effective Date of the Plan is: N/A
If this is an amendment and restatement of an existing Plan,
enter the original Effective Date January 1, 1987. The
effective date of this amended Plan is: January 25, 2001.
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G. The Trustee shall be:
( ) The Dreyfus Trust Company
(X) Other: (Name) Boston Safe Deposit and Trust Company
(Address) 0 Xxxxxx Xxxxx
(Xxxxxxx) Xxxxxx, XX 00000-0000
(Phone #) (000) 000-0000
H. The first Plan Year shall be [] through []. Thereafter, the Plan Year
shall mean the 12-consecutive-month period commencing on January 1 and
ending on December 31.
I. Service with the following predecessor employer(s): Gibraltar Strip
Steel, Inc., Gibraltar Steel Corp. of Tennessee, Integrated
Technologies International, Ltd., Wm. X. Xxxxxxx Steel Corporation,
Mill Transportation Corp., Solar Group, Inc. division of Artcraft
Industries, Inc. (to employees who are employees of Solar Group, Inc.
on March 1, 1998), Southeastern Metals Manufacturing Company, Carolina
Commercial Heat Treating, Inc. (including service completed on April
30, 1997 with Specialty Heat Treating, Inc. by Carolina Commercial
Heat Treating, Inc. employees), Appleton Supply Co., Inc. (to
employees who are employees of Appleton Supply Company, Inc. on July
1, 1999), Harbor Metal Treating Company, Harbor Metal Treating Company
of Indiana, Inc., Rock River Heat Treating Company and K & W Metal
Fabricators (to employees who are employees of those companies on
October 1, 1999.), Xxxxxx Manufacturing, Inc and United Steel Products
(to employees who are employees of those companies on January 1,
2000.), Hi-Temp Heat Treating, Inc. (to employees who are employees of
that company on July 1, 2000.)
shall be credited for purposes of: [X] eligibility; [X] vesting.
Note: Such Service must be credited if the adopting Employer maintains
the plan of the predecessor employer.
J. The following employer(s) aggregated with the Employer under Sections
414(b), (c), (m) or (o) of the Internal Revenue Code ("Code") shall be
Participating Employers in the Plan: Carolina Commercial Heat
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Treating, Gibraltar Steel Corp. of Tennessee, Gibraltar Strip Steel,
Inc., Wm. X. Xxxxxxx Steel Corporation, Integrated Technologies
International, Ltd., Southeastern Metals, Inc., Solar Group, Inc.,
Appleton Supply Co., Inc., Harbor Metal Treating Company, Harbor Metal
Treating of Indiana, Inc., Rock River Heat Treating Company, K&W Metal
Fabricators (d/b/a Weather Guard Building Products), United Steel
Products, Xxxxxx Manufacturing, Inc., Hi-Temp Heat Treating, Inc.
K. Are all employers aggregated with the Employer under Sections 414(b),
(c), (m) or (o) of the Code participating in this Plan?
( ) Yes (X) No
II. HOURS OF SERVICE
A. For Eligibility Purposes.
Hours of Service under the Plan will be determined for all Employees on the
basis of the method selected below:
(X) On the basis of actual hours for which an Employee is paid or entitled
to payment.
() On the basis of days worked. An Employee will be credited with ten
(10) Hours of Service for any day such Employee would be credited with
at least one (1) Hour of Service during the day under the Plan.
() On the basis of weeks worked. An Employee will be credited with
forty-five (45) Hours of Service for any week such Employee would be
credited with at least one (1) Hour of Service during the week under
the Plan.
() On the basis of semi-monthly payroll periods. An Employee will be
credited with ninety-five (95) Hours of Service for any semi-monthly
payroll period such Employee would be credited with at least one (1)
Hour of Service under the Plan.
() On the basis of months worked. An Employee will be credited with one
hundred ninety (190) Hours of Service for any month such Employee
would be credited with at least one (1) Hour of Service under the
Plan.
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() On the basis of elapsed time.
B. For Vesting Purposes.
Hours of Service under the Plan will be determined for all Employees on the
basis of the method selected below:
(X) On the basis of actual hours for which an Employee is paid or entitled
to payment.
() On the basis of days worked. An Employee will be credited with ten
(10) Hours of Service for any day such Employee would be credited with
at least one (1) Hour of Service during the day under the Plan.
(X) On the basis of weeks worked. An Employee will be credited with
forty-five (45) Hours of Service for any week such Employee would be
credited with at least one (1) Hour of Service during the week under
the Plan. (This method is to be used for those participants not
compensated on an hourly basis)
() On the basis of semi-monthly payroll periods. An Employee will be
credited with ninety-five (95) Hours of Service for any semi-monthly
payroll period such Employee would be credited with at least one (1)
Hour of Service under the Plan.
() On the basis of months worked. An Employee will be credited with one
hundred ninety (190) Hours of Service for any month such Employee
would be credited with at least one (1) Hour of Service under the
Plan.
() On the basis of elapsed time.
III. ELIGIBLE EMPLOYEES
All Employees shall be Eligible Employees, except:
(X) Employees included in a unit of Employees covered by a collective
bargaining agreement between the Employer and employee
representatives, if retirement benefits were the subject of good faith
bargaining. For this purpose, the term "employee representatives" does
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not include any organization more than half of whose members are
Employees who are owners, officers, or executives of the Employer.
(X) Employees who are nonresident aliens and who receive no earned income
from the Employer which constitutes income from sources within the
United States.
(X) Employees included in the following classification(s): Leased
Employees; Employees of a member of the Employer's related group who
does not participate in this Plan
() Employees of the following employers aggregated with the Employer
under Sections 414(b), (c), (m) or (o) of the Code:
() Individuals required to be considered Employees under Section 414(n)
of the Code.
() Employees who, subject to determination by the Committee that such
election will not affect the plan's qualification, make a one-time
irrevocable election not to participate in the Plan for purposes of
the following:
[] Employer Discretionary Contributions.
[] Elective Deferrals/Thrift Contributions/Combined Contributions.
Note: The term Employee includes all employees of the Employer and
any employer required to be aggregated with the Employer under
Sections 414(b), (c), (m) or (o) of the Code, and individuals
considered employees of any such employer under Section 414(n)
or (o) of the Code.
IV. AGE AND SERVICE REQUIREMENTS
Each Eligible Employee shall become a Participant on the Entry Date
coincident with or following completion of the following requirements:
Age: (X) No age requirement.
( ) The attainment of age [] (not to exceed age 21).
Service: ( ) No service requirement.
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() For Employer Discretionary Contributions only -- The completion of []
(not to exceed 1 unless 100% immediate vesting is elected, in which
case, may not exceed 2) Eligibility Years of Service. If the
Eligibility Years of Service is or includes a fractional year, an
Employee shall not be required to complete any specific number of
Hours of Service to receive credit for such fractional year.
If more than 1 Eligibility Year of Service is required, Participants must
be 100% immediately vested.
(X) For all other contributions -- The completion of 6 months of Service.
AND
Effective
Date: () Each Eligible Employee who is employed on the Effective Date
shall become a Participant on the Effective Date. Each Eligible
Employee employed after the Effective Date shall become a
Participant on the Entry Date coincident with or following
completion of the age and service requirements specified above.
() Each Eligible Employee who is employed on the effective date of
this amended plan shall become a Participant as of such date.
Each Eligible Employee employed after the effective date shall
become a Participant on the entry date coincident with or
following completion of the age and service requirements
specified above.
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V. ELIGIBILITY YEARS OF SERVICE
A. For Employer Discretionary Contributions, in order to be credited with
an Eligibility Year of Service, an Employee shall complete [] (not to
exceed 1,000) Hours of Service. N/A
Note: Not applicable if elapsed time method of crediting service for
eligibility purposes is elected.
B. For all other contributions, in order to be credited with an
Eligibility Year of Service, an Employee shall complete [] (not to
exceed 1,000) Hours of Service. N/A
Note: Not applicable if elapsed time method of crediting service for
eligibility purposes is elected.
Note: In the case of an Employee in the Maritime Industry, for
purposes of Eligibility Years of Service, refer to Section 1.24 of the
Plan.
VI. ENTRY DATE
The Entry Date shall mean:
() For the first Plan Year only, the initial Entry Date shall be ______;
thereafter:
() Annual Entry. The first day of the Plan Year. [Note: If Annual Entry
is selected, the age and service requirements cannot exceed 20
1/2and1/2Eligibility Year of Service.]
() Dual Entry. The first day of the Plan Year and the first day of the
seventh month of the Plan Year.
() Quarterly Entry. The first day of the Plan Year and the first day of
the fourth, seventh and tenth months of the Plan Year.
() Monthly Entry. The first day of the Plan Year and the first day of
each following month of the Plan Year.
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(X) Other: The first payroll period after satisfying eligibility
requirements (Note: Eligible Employees must commence participation no
later than the earlier of: a) the beginning of the Plan Year after
meeting the age and service requirements, or b) 6 months after the
date the Employee meets the age and service requirements).
VII. COMPENSATION
A. Except for purposes of "annual additions" testing under Section 415 of
the Code, Compensation shall mean all of each Participant's:
() Information required to be reported under Sections 6041, 6051, and
6052 of the Code. (Wages, tips and other compensation box on Form W-2)
Compensation is defined as wages as defined in Section 3401(a) and all
other payments of compensation to the Employee by the Employer (in the
course of the Employer's trade or business) for which the Employer is
required to furnish the Employee a written statement under Sections
6041(d) and 6051(a)(3) of the Code. Compensation must be determined
without regard to any rules under Section 3401(a) that limit the
remuneration included in wages based on the nature or location of the
employment or services performed (such as the exception for
agricultural labor in Section 3401(a)(2) of the Code). This definition
of Compensation shall exclude amounts paid or reimbursed by the
Employer for moving expenses incurred by an Employee, but only to the
extent that at the time of the payment it is reasonable to believe
that these amounts are deductible by the Employee under Section 217 of
the Code.
() Section 3401(a) wages. Compensation is defined as wages within the
meaning of Section 3401(a) of the Code for purposes of income tax
withholding at the source but determined without regard to any rules
that limit the remuneration included in wages based on the nature or
location of the employment or the services performed (such as the
exception for agricultural labor in Section 3401(a)(2) of the Code).
(X) Section 415 safe-harbor compensation. Compensation is defined as
wages, salaries, and fees for professional services and other amounts
received (without regard to whether or not an amount is paid in cash)
for personal services actually rendered in the course of employment
with the Employer to the extent that the amounts are includible in
gross income (including, but not limited to, commissions paid
salesmen, compensation for services on the basis of a percentage of
profits, commissions on
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insurance premiums, tips, bonuses, fringe benefits, and reimbursements
or other expense allowances under a nonaccountable plan (as described
in Section 1.62-2(c)), and excluding the following:
(a) Employer contributions to a plan of deferred compensation which
are not includible in the Employee's gross income for the taxable
year in which contributed, or Employer contributions under a
simplified employee pension plan described in Section 408(k), or
any distributions from a plan of deferred compensation regardless
of whether such amounts are includible in the gross income of the
Employee;
(b) Amounts realized from the exercise of a nonqualified stock
option, or when restricted stock (or property) held by the
Employee either becomes freely transferable or is no longer
subject to a substantial risk of forfeiture;
(c) Amounts realized from the sale, exchange or other disposition of
stock acquired under a qualified stock option; and
(d) Other amounts which receive special tax benefits, such as
premiums for group-term life insurance (but only to the extent
that the premiums are not includible in the gross income of the
Employee), or contributions made by the Employer (whether or not
under a salary reduction agreement) towards the purchase of an
annuity contract described in Section 403(b) of the Code (whether
or not the contributions are actually excludable from the gross
income of the Employee).
which is actually paid to the Participant during the following applicable
period:
(X) the portion of the Plan Year in which the Employee is a
Participant in the Plan.
() the Plan Year.
() the calendar year ending with or within the Plan Year.
(X) Compensation shall be reduced by all of the following items (even
if includible in gross income): reimbursements or other expense
allowances, fringe benefits (cash and noncash), moving expenses,
deferred compensation and welfare benefits.
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Compensation (X) shall; ( ) shall not include Employer contributions made
pursuant to a salary reduction agreement with an Employee which are not
includible in the gross income of the Employee by reason of Sections 125,
402(e)(3), 402(h)(1)(B) or 403(b) of the Code.
If the Employer's contributions to the Plan are not allocated on an
integrated basis, the following may be excluded from the definition of
Compensation selected above for any year in which the Plan is not Top
Heavy:
() bonuses
() overtime
() commissions
() amounts in excess of $ []
() []
For any Self-Employed Individual covered under the Plan, Compensation means
Earned Income.
B. For purposes of "annual additions" testing under Section 415 of the
Code, Compensation for any Limitation Year shall mean all of each
Participant's:
() Information required to be reported under Sections 6041, 6051 and 6052
of the Code. (Wages, tips and other compensation box on Form W-2)
Compensation is defined as wages as defined in Section 3401(a) and all
other payments of compensation to the Employee by the Employer (in the
course of the Employer's trade or business) for which the Employer is
required to furnish the Employee a written statement under Sections
6041(d) and 6051(a)(3) of the Code. Compensation must be determined
without regard to any rules under Section 3401(a) that limit the
remuneration included in wages based on the nature or location of the
employment or services performed (such as the exception for
agricultural labor in Section 3401(a)(2) of the Code). This definition
of Compensation shall exclude amounts paid or reimbursed by the
Employer for moving expenses incurred by an Employee, but only to the
extent that at the time of the payment it is reasonable to believe
that these amounts are deductible by the Employee under Section 217 of
the Code.
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() Section 3401(a) wages. Compensation is defined as wages within the
meaning of Section 3401(a) of the Code for purposes of income tax
withholding at the source but determined without regard to any rules
that limit the remuneration included in wages based on the nature or
location of the employment or the services performed (such as the
exception for agricultural labor in Section 3401(a)(2) of the Code).
(X) Section 415 safe-harbor compensation. Compensation is defined as
wages, salaries, and fees for professional services and other amounts
received (without regard to whether or not an amount is paid in cash)
for personal services actually rendered in the course of employment
with the Employer to the extent that the amounts are includible in
gross income (including, but not limited to, commissions paid
salesmen, compensation for services on the basis of a percentage of
profits, commissions on insurance premiums, tips, bonuses, fringe
benefits, and reimbursements or other expense allowances under a
nonaccountable plan (as described in Section 1.62-2(c)), and excluding
the following:
(a) Employer contributions to a plan of deferred compensation which
are not includible in the Employee's gross income for the taxable
year in which contributed, or Employer contributions under a
simplified employee pension plan described in Section 408(k), or
any distributions from a plan of deferred compensation regardless
of whether such amounts are includible in the gross income of the
Employee;
(b) Amounts realized from the exercise of a nonqualified stock
option, or when restricted stock (or property) held by the
Employee either becomes freely transferable or is no longer
subject to a substantial risk of forfeiture;
(c) Amounts realized from the sale, exchange or other disposition of
stock acquired under a qualified stock option; and
(d) Other amounts which receive special tax benefits, such as
premiums for group-term life insurance (but only to the extent
that the premiums are not includible in the gross income of the
Employee), or contributions made by the Employer (whether or not
under a salary reduction agreement) towards the purchase of an
annuity contract described in Section 403(b) of the Code (whether
or not the contributions are actually excludable from the gross
income of the Employee).
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which is actually paid or includible in gross income during such Limitation
Year.
For any Self-Employed Individual covered under the Plan, Compensation means
Earned Income.
VIII. LIMITATION YEAR
Limitation Year shall mean the twelve (12) consecutive-month period:
(X) Identical to the Plan Year.
() Identical to the Employer's fiscal year ending with or within the Plan
Year of reference.
() As fixed by a resolution of the Board of Directors of the Employer, or
the Employer if no Board of Directors exists.
IX. NORMAL RETIREMENT AGE
Normal Retirement Age shall mean:
(X) Age 65 (not to exceed 65).
() Age [] (not to exceed 65), or the [] (not to exceed the 5th)
anniversary of the date the Participant commenced participation in the
Plan, if later.
X. EARLY RETIREMENT AGE
Early Retirement Age shall mean:
(X) There shall be no early retirement provision in this Plan.
() Age [].
() Age [] and [] Years of Service.
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XI. EMPLOYER AND EMPLOYEE CONTRIBUTIONS
A. Types and allocation of Contributions
1. Employer Discretionary Contributions
(X) Not permitted.
() Permitted.
() An amount fixed by appropriate action of the Employer.
() []% of Compensation of Participants for the Plan Year
(not to exceed 15%).
() []% of Compensation of Participants for the Plan Year,
plus an additional amount fixed by appropriate action
of the Employer (in total not to exceed 15%).
Employer Discretionary Contributions ( ) shall; ( ) shall not be
integrated with Social Security.
If integrated with Social Security:
a. ( ) The Permitted Disparity Percentage shall be []%.
b. ( ) The Permitted Disparity Percentage shall be
determined annually by appropriate action of the
Employer.
c. ( ) The Integration Level shall be:
() the Taxable Wage Base.
() $____ (a dollar amount less than the Taxable
Wage Base).
() __% (not to exceed 100% of the Taxable Wage
Base).
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Note: The Permitted Disparity Percentage cannot exceed the lesser of: (i)
the base contribution, or (ii) the greater of 5.7% or the tax rate
under Section 3111(a) of the Code attributable to the old age
insurance portion of the Old Age, Survivors and Disability Income
provisions of the Social Security Act (as in effect on the first day
of the Plan Year). If the Integration Level selected above is other
than the Taxable Wage Base ("TWB"), the 5.7% factor in the preceding
sentence must be replaced by the applicable percentage determined from
the following table.
If the Integration Level is:
----------------------------
The Applicable
more than but not more than Factor is
--------- ----------------- -----------
$0 X* 5.7%
X* 80% of TWB 4.3%
80% of TWB Y** 5.4%
*X = the greater of $10,000 or 20% of TWB
**Y = any amount more than 80% of TWB, but less than 100% of TWB
Allocation of Employer Discretionary Contributions.
In order to share in the allocation of Employer Discretionary
Contributions (and forfeitures, if forfeitures are reallocated to
Participants) an Active Participant: N/A
() Need not be employed on the last day of the Plan Year.
() Must be employed on the last day of the Plan Year, unless the
Participant terminates employment on account of:
() Death.
() Disability.
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() Attainment of Early Retirement Age.
() Attainment of Normal Retirement Age.
() Employer approved leave of absence.
() Must have ( ) 501 Hours of Service; ( ) [] Hours of Service
(cannot exceed 1,000). (Note: Not applicable if elapsed time
method of crediting service is elected.
2. Elective Deferrals
() Not permitted.
(X) Permitted.
A Participant may elect to have his or her Compensation reduced by:
(X) An amount not in excess of 15% of Compensation [cannot exceed the
dollar limitation of Section 402(g) of the Code for the calendar
year].
() An amount not in excess of $[] of Compensation [cannot exceed the
dollar limitation of Section 402(g) of the Code for the calendar
year].
(X) An amount not to exceed the dollar limitation of Section 402(g)
of the Code for the calendar year.
(X) An amount not in excess of (Note: The percent for the Highly
Compensated Employee cannot exceed the percent for the Non-Highly
Compensated Employee):
7% of Compensation [cannot exceed the dollar limitation of
Section 402(g) of the Code for the calendar year] for each Highly
Compensated Employee; and
__% of Compensation [cannot exceed the dollar limitation of
Section 402(g) of the Code for the
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calendar year] for each Non-Highly Compensated Employee.
A Participant may elect to commence Elective Deferrals the next pay period
following: as of any plan entry date (enter date or period -- at least once
each calendar year).
A Participant may modify the amount of Elective Deferrals: as of as of any
plan entry date (enter date or period -- at least once each calendar year).
A Participant ( ) may; (X) may not base Elective Deferrals on cash bonuses
that, at the Participant's election, may be contributed to the CODA or
received by the Participant in cash. Such election shall be effective as of
the next pay period following [] or as soon as administratively feasible
thereafter.
Participants who claim Excess Elective Deferrals for the preceding calendar
year must submit their claims in writing to the plan administrator by March
1 (enter date between March 1 and April 15).
A Participant ( ) may; ( ) may not elect to recharacterize Excess
Contributions as Thrift Contributions. (Note: Available only if Thrift
Contributions are permitted.) N/A
Participants who elect to recharacterize Excess Contributions for the
preceding Plan Year as Thrift Contributions must submit their elections in
writing to the Committee by [] (enter date no later than 2 1/2 months after
close of Plan Year).N/A
3. Thrift Contributions
(X) Not permitted.
() Permitted.
Participants shall be permitted to make Thrift Contributions from []%
(not less than 1) to []% (not more than 10) of their total aggregate
Compensation.
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A Participant may elect to commence Thrift Contributions the next pay
period following [] (enter date or period--at least once each calendar
year).
The Change Date for a Participant to modify the amount of Thrift
Contributions shall be as of [] (enter date or period -- at least once
each calendar year).
4. Elective Deferrals and Thrift Contributions, combined ("Combined
Contributions")
(X) Not Permitted.
() Permitted.
A Participant may elect to make Combined Contributions which do not
exceed []% of Compensation. (Note: Elective Deferrals can not exceed
the dollar limitation of Section 402(g) of the Code for the calendar
year).
A Participant may elect to commence contributions the next pay period
following: (enter date or period -- at least once each calendar year).
A Participant may modify his amount of Combined Contributions as of []
(enter date or period -- at least once each calendar year).
A Participant ( ) may; ( ) may not base Elective Deferrals on cash
bonuses that, at the Participant's election, may be contributed to the
CODA or received by the Participant in cash. Such election shall be
effective as of the next pay period following [] or as soon as
administratively feasible thereafter.
Participants who claim Excess Elective Deferrals for the preceding
calendar year must submit their claims in writing to the plan
administrator by [] (enter date between March 1 and April 15).
A Participant ( ) may; ( ) may not elect to recharacterize Excess
Contributions as Thrift Contributions.
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Participants who elect to recharacterize Excess Contributions for the
preceding Plan Year as Thrift Contributions must submit their
elections in writing to the Committee by [] (enter date no later than
2 1/2 months after close of the Plan Year).
5. Matching Contributions
() Not permitted.
(X) Permitted.
(X) The Employer shall or may (in the event that the Matching
Contribution amount is within the discretion of the Employer)
make Matching Contributions to the Plan with respect to (any one
or a combination of the following may be selected):
(X) Elective Deferrals.
() Thrift Contributions.
() Combined Contributions.
Such Matching Contributions will be made on behalf of:
(X) All Participants who make such contribution(s).
() All Participants who are Non-Highly Compensated Employees
who make such contribution(s).
The amount of such Matching Contributions made on behalf of each such
Participant shall be:
(i) Elective Deferrals (any one or a combination of the following may
be selected) -
(X) An amount or percentage fixed by appropriate action of the
Employer.
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() []% of the Elective Deferrals.
() []% of the first []% of Compensation contributed as an
Elective Deferral, plus
[]% of the next []% of Compensation contributed as an
Elective Deferral, plus
[]% of the next []% of Compensation contributed as an
Elective Deferral.
The Employer shall not match Elective Deferrals as provided above
in excess of $[] or in excess of 5% of the Participant's
Compensation.
The Employer shall not match Elective Deferrals made by the
following class(es) of Employees: []
(ii) Thrift Contributions (any one or a combination of the following
may be selected)-
() An amount or percentage fixed by appropriate action of the
Employer.
() $[] for each dollar of Thrift Contributions.
() []% of the Thrift Contributions.
() []% of the first []% of Compensation contributed, plus []%
of the next []% of Compensation contributed, plus []% of the
remaining Compensation contributed.
The Employer shall not match Thrift Contributions as
provided above in excess of $[] or in excess of []% of the
Participant's Compensation.
The Employer shall not match Thrift Contributions made by
the following class(es) of Employees: []
(iii) Combined Contributions (any one or a combination of the
following may be selected).
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() An amount fixed by appropriate action of the Employer.
() []% of Combined Contributions.
() []% of Elective Deferrals, plus []% of Thrift
contributions.
() []% of the first []% of Compensation contributed, plus
[]% of the next []% of Compensation contributed, plus
[]% of the remaining Compensation contributed.
The Employer shall not match Combined Contributions as provided
above in excess of $[] or in excess of []% of the Participant's
Compensation.
The Employer shall not match Combined Contributions made by the
following class(es) of Employees: []
Matching Contributions shall be made each:
(X) Payroll Period
() Month.
() Quarter.
() Plan Year.
Allocation of Matching Contributions --
In order to share in the allocation of Matching Contributions (and
forfeitures, if forfeitures are reallocated to participants) a
Participant:
() Must be employed on the last day of the payroll period.
() Must be employed on the last day of the Month.
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() Must be employed on the last day of the Quarter.
() Must be employed on the last day of the Plan Year.
unless the Participant terminates employment on account of:
() Death.
() Disability.
() Attainment of Early Retirement Age.
() Attainment of Normal Retirement Age.
() Employer approved leave of absence.
() Must have ( ) 501 Hours of Service; ( ) [] Hours of
Service (cannot exceed 1,000). Note: Not applicable if
elapsed time method of crediting service is elected.
6. Qualified Matching Contributions
(X) Not permitted.
() Permitted.
() The Employer shall or may (in the event that the
Qualified Matching Contribution amount is within the
discretion of the Employer) make Qualified Matching
Contributions.
Qualified Matching Contributions will be made on behalf of:
() All Participants who make Elective Deferrals.
() All Participants who are Non-Highly Compensated
Employees and who make Elective Deferrals.
The amount of such Qualified Matching Contributions made on
behalf of each Participant shall be (any one or a
combination of the following may be selected):
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() An amount or percentage fixed by appropriate action by
the Employer.
() []% of the Elective Deferrals.
The Employer shall not match Elective Deferrals as provided above
in excess of $[] or in excess of []% of the Participant's
Compensation.
7. Qualified Nonelective Contributions
() Not permitted.
(X) The Employer shall have the discretion to contribute
Qualified Nonelective Contributions for any Plan Year in an
amount to be determined each year by the Employer.
Qualified Nonelective Contributions will be made on behalf
of (select as appropriate):
() All Eligible Employees.
() All Participants who make Elective Deferrals.
() All Participants who are Non-Highly Compensated
Employees and who make Elective Deferrals.
(X) All Participants who are Non-Highly Compensated
Employees.
() All Non-Key Employees.
B. Forfeitures (Do not complete if 100% immediate vesting is elected).
Forfeitures of Employer Discretionary Contributions, Matching
Contributions or Excess Aggregate Contributions shall be:
() Allocated to participants in the manner provided in Sections 4.2
and 4.7(d)(2) of the Plan.
(X) Used to reduce:
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(X) any future Employer contributions.
() Plan expenses.
C. Contributions Not Limited by Net Profits
Indicate for each type of Employer contribution allowed under the Plan
whether such contributions are to be limited to Net Profits of the
Employer for the taxable year of the Employer ending with or within
the Plan Year:
( ) Yes ( ) No N/A Employer Discretionary Contributions
( ) Yes (X) No Elective Deferrals
( ) Yes (X) No Qualified Nonelective Contributions
( ) Yes (X) No Matching Contributions
( ) Yes ( ) No N/A Qualified Matching Contributions
XII. DISTRIBUTIONS AND IN-SERVICE WITHDRAWALS
A. Accounts shall be distributable upon a Participant's separation from
service, death, or Total and Permanent Disability, and, in addition:
(X) Termination of the Plan without establishment or maintenance of a
successor plan.
(X) The disposition to an entity that is not an Affiliated Employer
of substantially all of the assets used by the Employer in a
trade or business, but only if the Employer continues to maintain
the Plan and only with respect to participants who continue
employment with the acquiring corporation.
(X) Upon attainment of the Plan's Normal Retirement Age.
(X) The disposition to an entity that is not an Affiliated Employer
of the Employer's interest in a subsidiary, but only if the
Employer
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continues to maintain the Plan and only with respect to
Participants who continue employment with such subsidiary.
() Vested portion of Employer Discretionary Contributions on account
of a Participant's financial hardship to the extent permitted by
Section 4.9 of the Plan.
() Vested portion of Employer Matching Contributions on account of a
Participant's financial hardship to the extent permitted by
Section 4.9 of the Plan.
B. In addition to A above, Elective Deferrals, Qualified Nonelective
Contributions and Qualified Matching Contributions (as applicable) and
income allocable to such amounts shall be distributable:
(X) Upon the Participant's attainment of age 59 1/2.
(X) On account of a Participant's financial hardship, to the extent
permitted by Section 4.9 of the Plan (Elective Deferrals Only).
C. In-service withdrawals from a Participant's: ( ) Employer
Discretionary Contribution Account; (X) Matching Contribution Account;
( ) Transfer Account, if any (X) shall; ( ) shall not be permitted
upon the attainment of age 59 1/2. (Permitted only if the Plan is not
integrated with Social Security and a Participant's Employer
Discretionary Contribution Account and Matching Contribution Accounts
are 100% vested at time of distribution.)
In addition to A,B and C above, A participant who participated in the Xxxxxxx
Steel Plan is entitled to the following In-Service withdrawals from the Xxxxxxx
Employer Contributions Account: 1) A participant with at least 5 years of
participation in the Xxxxxxx Plan and this plan may withdraw 100% of the balance
of the Xxxxxxx Employer Contributions Account, 2) A participant with less than 5
years of participation in the Xxxxxxx Plan and this plan may withdraw up to 100%
of the balance of the Xxxxxxx Employer Contributions Account which has been in
this plan and the Xxxxxxx Plan for at least two full years.
D. Distribution of benefits upon separation of service, retirement or
death of a Participant ( ) shall; (X) shall not be subject to the
Automatic Annuity rules of Section 8.2 of the Plan.
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E. (Complete only if the Plan is not subject to the Automatic Annuity
rules of Section 8.2.) Check the appropriate optional forms of benefit
that shall be available under the Plan (if left blank, the provisions
of Section 8.6(a) of this Plan shall apply):
[X] Single lump sum payment.
[X] Installment payments pursuant to Section 8.6(a) of the Plan.
F. The following optional forms of benefit shall be available in addition
to the optional forms of benefit available under Section 8.6 of the
Plan (Note: If the Plan is not subject to the Automatic Annuity rules
of Section 8.2 and the Participant selects a life annuity as an
optional form of benefit, then the Automatic Annuity rules of Section
8.2 shall apply to such participant):
Installments (annually, quarterly, or monthly) beginning with a
specific dollar amount or over a specified time period not to exceed
the life expectancy of the participant or the joint life expectancy of
the participant and beneficiary; straight life annuity; single life
annuity with certain periods of 5, 10, and 15 years; single life
annuity with installment refund; survivorship life annuity with
installment refund with survivor percentages of 50, 66 2/3, or 100;
Joint and 50% or 100% survivor annuity.
[Note: If the Plan is an amendment and restatement of an existing
Plan, optional forms of benefit protected under Section 411(d)(6) of
the Code may not be eliminated, unless permitted by IRS Regulations
Sections 1.401(a)-(4) and 1.411(d)-4].
XIII. VESTING SERVICE
In order to be credited with a year of Service for vesting purposes, a
Participant shall complete 1000 (not to exceed 1,000) Hours of Service.
(Not applicable if elapsed time method of crediting service for vesting
purposes is elected).
Note: In the case of Employees in the Maritime Industry, for purposes of a
year of Service, refer to Section 1.56 of the Plan.
XIV. VESTING SERVICE - EXCLUSIONS
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All of an Employee's years of Service with the Employer shall be counted to
determine the vested interest of such Employee except:
() Years of Service before age 18.
() Years of Service before the Employer maintained this Plan or a
predecessor plan.
() Years of Service before the effective date of ERISA if such Service
would have been disregarded under the Service Break rules of the prior
plan in effect from time to time before such date. For this purpose,
Service Break rules are rules which result in the loss of prior
vesting or benefit accruals, or deny an Employee's eligibility to
participate by reason of separation or failure to complete a required
period of Service within a specified period of time.
XV. VESTING SCHEDULES
The vested interest of each Employee (who has an Hour of Service on or
after January 1, 1989) in his Employer-derived account balance shall be
determined on the basis of the following schedules:
A. Employer Discretionary Contributions.
() 100% immediately vested. [Note: Mandatory if more than 1
Eligibility Year of Service is required.]
() 100% immediately vested after [] (not to exceed 5) years of
Service.
() []% (not less than 20%) vested for each year of Service,
beginning with the [] (not more than the 3rd) year of
Service until 100% vested.
() Other: [] (Must be at least as favorable as any one of the
above 3 options).
AND
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() Effective Date Vesting. Each Employee who is a Participant
on the Effective Date shall be 100% immediately vested.
B. Matching Contributions.
() 100% immediately vested. [Note: Mandatory if more than 1
Eligibility Year of Service is required.]
() 100% immediately vested after [] (not to exceed 5) years of
Service.
() []% (not less than 20%) vested for each year of Service,
beginning with the [] (not more than the 3rd) year of
Service until 100% vested.
(X) Other: 100% immediate vesting for all participants unless
they terminated employment prior to 9/30/99. In that case,
contributions are vested per the following: 25% at 1 year of
service, 60% after 2 years of service and 100% after three
years of service. (Must be at least as favorable as any one
of the above 3 options).
AND
() Effective Date Vesting. Each Employee who is a Participant
on the Effective Date shall be 100% immediately vested.
C. Top Heavy Minimum Vesting Schedules.
One of the following schedules will be used for years when the
Plan is or is deemed to be Top-Heavy.
() 100% immediately vested after [] (not to exceed 3) years of
Service.
() 20% vested after 2 years of Service, plus []% vested (not
less than 20%) for each additional year of Service until
100% vested.
(X) Other: Same schedule as in B above (Note: must be at least
as favorable as either of the two schedules in this Section
C).
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If the vesting schedule under the Plan shifts in or out of
the Minimum Schedule above for any Plan Year because of the
Plan's Top-Heavy status, such shift is an amendment to the
vesting schedule and the election in Section 7.3 of the Plan
applies.
XVI. LIFE INSURANCE
Life insurance ( ) shall; (X) shall not be a permissible investment.
XVII. LOANS
Loans (X) shall; ( ) shall not be permitted.
XVIII. TOP-HEAVY PROVISIONS
A. Top Heavy Status
() The provisions of Article XIII of the Plan shall always
apply.
(X) The provisions of Article XIII of the Plan shall only apply
in Plan Years after 1983, during which the Plan is or
becomes Top-Heavy.
B. Minimum Allocations
If a Participant in this Plan who is a Non-Key Employee is
covered under another qualified plan maintained by the Employer,
the minimum Top Heavy allocation or benefit required under
Section 416 of the Code shall be provided to such Non-key
Employee under:
(X) this Plan.
() the Employer's other qualified defined contribution
plan.
() the Employer's qualified defined benefit plan.
C. Determination of Present Value
If the Employer maintains a defined benefit plan in addition to
this Plan, and such plan fails to specify the interest rate an
mortality table to be
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used for purposes of establishing present value to compute the
Top-Heavy Ratio, then the following assumptions shall be used:
N/A
Interest Rate: []%
Mortality Table: []
XIX. LIMITATION ON ALLOCATIONS
If the adopting Employer maintains or has ever maintained another
qualified plan in which any Participant in this Plan is (or was)
a Participant or could possibly become a Participant, the
adopting Employer must complete this Section. The Employer must
also complete this Section if it maintains a welfare benefit
fund, as defined in Section 419(e) of the Code, or an individual
medical account, as defined in Section 415(l)(2) of the Code,
under which amounts are treated as Annual Additions with respect
to any Participant in the Plan.
(a) If the Participant is covered under another qualified
defined contribution plan maintained by the Employer, other
than a Master or Prototype Plan, Annual Additions for any
Limitation Year shall be limited to comply with Section
415(c) of the Code:
() in accordance with Sections 6.4(e) - (j) as though the
other plan were a Master or Prototype Plan.
() by freezing or reducing Annual Additions in the other
qualified defined contribution plan.
(X) other: by freezing or reducing Annual Additions in this
plan. -
(b) If a Participant is or has ever been a Participant in a
qualified defined benefit plan maintained by the Employer,
the "1.0" aggregate limitation of Section 415(e) of the Code
shall be satisfied by: N/A
() freezing or reducing the rate of benefit accrual under
the qualified defined benefit plan.
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() freezing or reducing the Annual Additions under this
Plan (or, if the Employer maintains more than one
qualified defined contribution plan, as indicated in
(a) above).
() other:
XX. INVESTMENTS
(X) Participants (X) shall; ( ) shall not be permitted to direct the
investment of their Accounts in the investment options selected by the
Employer or the Committee.
() Investment of participant Accounts shall be directed consistent with
rules and procedures established by the Committee. Such rules shall be
applied to all Participants in a uniform and nondiscriminatory basis.
XXI. TRANSFERS
Transfers pursuant to Section 10.3 of the Plan (X) shall; ( ) shall not be
permitted.
If permitted, indicate additional prior plan provisions, if applicable: [].
XXII. ROLLOVERS
Rollovers pursuant to Section 10.3 of the Plan (X) shall; ( ) shall not be
permitted.
XXIII. EMPLOYER REPRESENTATIONS
The Employer hereby represents that:
a. It is aware of, and agrees to be bound by, the terms of the Plan.
b. It understands that the Sponsor will not furnish legal or tax
advice in connection with the adoption or operation of the Plan
and has consulted legal and tax counsel to the extent necessary.
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c. The failure to properly fill out this Adoption Agreement may
result in disqualification of the Plan.
XXIV. RELIANCE ON PLAN QUALIFICATION
The adopting Employer may not rely on an opinion letter issued by the
National Office of the Internal Revenue Service as evidence that the
Plan is qualified under Section 401 of the Code. In order to obtain
reliance with respect to plan qualification, the Employer must apply to
the appropriate key district office of the Internal Revenue Service for
a determination letter.
XXV. PROTOTYPE PLAN DOCUMENTS
This Adoption Agreement may be used only in conjunction with the
Dreyfus Prototype Defined Contribution Plan, Basic Plan Document No.
01, and the Dreyfus Trust Agreement both as amended from time to time.
In the event the Sponsor amends the Basic Plan Document or this
Adoption Agreement or discontinues this type of plan, it will inform
the Employer. The Sponsor, The Dreyfus Corporation, is available to
answer questions regarding the intended meaning of any Plan provisions,
adoption of the Plan and the effect of an Opinion Letter at 000 Xxxxx
Xxxxxxx Xxxxxxxxx, Xxxxxxxxx, Xxx Xxxx 00000-0000 [(000) 000-0000].
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IN WITNESS WHEREOF, the Employer and the Trustee have executed this
instrument the 22 day of December, 2000. If applicable, the appropriate
corporate seal has been affixed and attested to.
Gibraltar Steel Corporation of New York
---------------------------------------
By:/x/ Xxxxxx X. Xxxxxxx
Xxxxxx X. Xxxxxxx, President
----------------------------
Name and Title (Corporations or Partnerships)
ATTEST:
/x/ Xxxx X. Xxxxx
------------------
Secretary (Corporations only)
Boston Safe Deposit and Trust Company
By:/x/ X.X. Xxxxxxx
-----------------
X. X. Xxxxxxx, F.V.P.
---------------------
Name and Title (Corporate Trustee only)
32
