ADOPTION AGREEMENT
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For Kearny Federal Savings Bank
Employees' Savings & Profit Sharing Plan and Trust
Client No. B33
Pentegra
ADOPTION AGREEMENT
FOR
KEARNY FEDERAL SAVINGS BANK
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
Name of Employer: Kearny Federal Savings Bank
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Address: 000 Xxxxxx Xxxxxxxxx, Xxxx-Xxxxx, XX 00000
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Telephone Number: (000) 000-0000 FAX: (000) 000-0000
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Contact Person: Xx. Xxxxxx X. Xxxxxxxxxx, SVP/CFO
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Name of Plan: Kearny Federal Savings Bank Employees' Savings & Profit Sharing Plan
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and Trust
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THIS ADOPTION AGREEMENT, upon execution by the Employer and the Trustee, and
subsequent approval by a duly authorized representative of Pentegra Services,
Inc. (the "Sponsor"), together with the Sponsor's Employees' Savings & Profit
Sharing Plan and Trust Agreement (the "Agreement"), shall constitute the Kearny
Federal Savings Bank Employees' Savings & Profit Sharing Plan and Trust (the
"Plan"). The terms and provisions of the Agreement are hereby incorporated
herein by this reference; provided, however, that if there is any conflict
between the Adoption Agreement and the Agreement, this Adoption Agreement shall
control.
The elections hereinafter made by the Employer in this Adoption Agreement may be
changed by the Employer from time to time by written instrument executed by a
duly authorized representative thereof; but if any other provision hereof or any
provision of the Agreement is changed by the Employer other than to satisfy the
requirements of Section 415 or 416 of the Internal Revenue Code of 1986, as
amended (the "Code"), because of the required aggregation of multiple plans, or
if as a result of any change by the Employer the Plan fails to obtain or retain
its tax-qualified status under Section 401(a) of the Code, the Employer shall be
deemed to have amended the Plan evidenced hereby and by the Agreement into an
individually designed plan, in which event the Sponsor shall thereafter have no
further responsibility for the tax-qualified status of the Plan. However, the
Sponsor may amend any term, provision or definition of this Adoption Agreement
or the Agreement in such manner as the Sponsor may deem necessary or advisable
from time to time and the Employer and the Trustee, by execution hereof,
acknowledge and consent thereto. Notwithstanding the foregoing, no amendment of
this Adoption Agreement or of the Agreement shall increase the duties or
responsibilities of the Trustee without the written consent thereof.
1
I. Effect of Execution of Adoption Agreement
The Employer, upon execution of this Adoption Agreement by a duly authorized representative
thereof, (choose 1 or 2):
1. X Establishes as a new plan the Kearny Federal Savings Bank Employees'
--- Savings & Profit Sharing Plan and Trust, effective October 1, 2004 (the
"Effective Date"). ----------------
2. Amends its existing defined contribution plan and trust
--- ( [ Name of Plan ] ) dated _________, ___________,
------------------------
in its entirety into the [ Name of Employer ] Employees' Savings & Profit
----------------------
Sharing Plan and Trust, effective _______________, 20____, except as otherwise
provided herein or in the Agreement (the "Effective Date").
II. Definitions
A. "Compliance Testing Method" means the prior year testing method unless the Employer
elects to use current year testing for determining the actual deferral percentages and
actual contribution percentages by checking this line ____.
Note: Whichever testing method is selected (prior year testing or current year testing),
it must apply to both the actual deferral percentage test and the actual
contribution percentage test.
B. Employer
1. "Employer," for purposes of the Plan, shall mean:
Kearny Federal Savings Bank
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2. The Employer is (indicate whichever may apply):
a) X A member of a controlled group of corporations under Section 414(b) of
--- the Code.
b) A member of a group of entities under common control under Section 414(c) of the
--- Code.
c) A member of an affiliated service group under Section 414(m) of the
--- Code.
d) A corporation.
---
e) A sole proprietorship or partnership.
---
f) A Subchapter S corporation.
---
g) Other .
--- ---------------------------------------
2
3. Employer's Taxable Year Ends on December 31 .
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4. Employer's Federal Taxpayer Identification Number is 22 - 1032860 .
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5. The Plan Number for the Plan is (enter 3-digit number) 003 .
- -----
C. "Entry Date" means the first day of the (choose 1 or 2):
1. X Calendar month coinciding with or next following the date the Employee
--- satisfies the Eligibility requirements described in Section III.
2. Calendar quarter (January 1, April 1, July 1, October 1) coinciding with or next
--- following the date the Employee satisfies the Eligibility requirements
described in Section III.
D. "Limitation Year" means the twelve (12) consecutive month period ending on
--- ______________ (month/day). Note: If no 12 month period is selected, the Limitation
Year shall be the Plan Year.
E. "Member" means an Employee enrolled in the membership of the Plan.
F. "Normal Retirement Age" means (choose 1 or 2):
1. X Attainment of age 65 (select an age not less than 55 and not greater than 65).
--- ----
2. Later of: (i) attainment of age 65 or (ii) the fifth anniversary of the
--- date the Member commenced participation in the Plan.
G. "Normal Retirement Date" means the first day of the first calendar month coincident with
or next following the date upon which a Member attains his or her Normal Retirement
Age.
H. "Plan Year" means the twelve (12) consecutive month period ending on December 31
(month/day). -------------
I. "Salary" for benefit purposes under the Plan means (choose 1, 2 or 3):
1. Total taxable compensation as reported on Form W-2 (exclusive of any
--- compensation deferred from a prior year).
2. Basic Salary only.
---
3. X Basic Salary plus one or more of the following (if 3 is chosen, then choose
--- (a) or (b), and/or (c) or (d), whichever shall apply):
a) Commissions not in excess of $___________
---
b) Commissions to the extent that Basic Salary plus Commissions
--- do not exceed $___________
c) X Overtime
---
d) Overtime and bonuses
---
3
Note: Member pre-tax contributions to a Section 401(k) plan are always included in
Plan Salary.
III. Salary Adjustment
A. Cafeteria Plan (Section 125) Salary Adjustment.
Member pre-tax contributions to a Section 125 cafeteria plan are to be included in Plan
Salary, unless the Employer elects to exclude such amounts by checking this line ____.
B. Transportation Fringe Benefit (Section 132(f) Adjustment).
Member pre-tax contributions for qualified transportation fringe benefits under Code
Section 132(f) are to be included in Plan Salary, unless the Employer elects to exclude
such amounts by checking this line ____.
IV. Highly Compensated Employee Elections
A. Top Paid Group Election:
In determining who is a Highly Compensated Employee, the Employer makes the Top
Paid Group election by checking this line ____. The effect of this election is that an
Employee (who is not a 5% owner at any time during the determination year or the look-
back year) with compensation in excess of $80,000 (as adjusted) for the look-back year
is a Highly Compensated Employee only if the Employee was in the top-paid group (i.e.,
the top 20% of Employees ranked on the basis of compensation paid by the Employer)
for the look-back year.
B. Calendar Year Data Election:
For determining which Employees are Highly Compensated Employees, the look-back
year will be the 12 month period immediately preceding the determination year, except
that, for non-calendar year plans, the look-back year will be the calendar year ending
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within the Plan Year by checking this line ____.
V. Eligibility Requirements
A. All Employees shall be eligible to participate in the Plan in accordance with the
provisions of Article II of the Plan, except the following Employees shall be excluded
(choose whichever shall apply):
1. X Employees who have not attained age 21 (Insert an age from 18 to 21).
--- ----
2. X Employees who have not completed 12 (1-11, 12 or 24) consecutive months of service.
--- ----
Note: Employers which permit Members to make pre-tax elective deferrals
to the Plan (see VII.A.3.) may not elect a 24 month eligibility period.
3. Employees included in a unit of Employees covered by a collective
--- bargaining agreement if retirement benefits were the subject of good faith
bargaining between the Employer and Employee representatives.
4
4. Employees who are nonresident aliens and who receive no earned income
--- from the Employer which constitutes income from sources within the United
States.
5. Employees included in the following job classifications:
---
a) Hourly Employees.
---
b) Salaried Employees.
---
c) Flex staff employees (i.e.; any Employee who is not a regular full-
--- time or part-time Employee).
d) Short-term Employees ( i.e.; employees who are hired under a
--- written agreement which precludes membership in the Plan and
provides for a specific period of employment not in excess of one
year).
e) Leased Employees.
---
6. Employees of the following employers which are aggregated under Section
--- 414(b), 414(c) or 414(m) of the Code:
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Note: If no entries are made above, all Employees shall be eligible to
participate in the Plan on the later of: (i) the Effective Date or (ii) the
first day of the calendar month or calendar quarter (as designated by the
Employer in Section II.C.) coinciding with or immediately following the
Employee's Date of Employment or, as applicable, Date of
Reemployment.
B. Such eligibility computation period established in Section V(A) above shall be applicable
` to (choose 1 or 2):
1. X Both present and future Employees.
---
2. Future Employees only.
---
C. Such Eligibility requirements established above shall be (choose 1 or 2):
1. Applied to the designated Employee group on and after the Effective Date of
--- the Plan.
2. Waived for the ____ consecutive month period (may not exceed 12) beginning
--- on the Effective Date of the Plan.
D. Service Crediting Method for Eligibility (Choose 1, 2 or 3):
1. Not applicable. There is no service required for eligibility.
---
2. X Hour of service method (Choose a or b):
---
5
a) X The actual number of Hours of Employment.
---
b) 190 Hours of Employment for each month in which the Employee
--- completes at least one hour of Employment.
3. Elapsed time method.
---
E. Requirements to Commence Receipt of Employer Contributions.
1. Employer Contributions shall be allocated to Member's Accounts in accordance
with Article III of the Plan, except that the following Member's will not be entitled to
Employer contributions (choose (a) or (b) and/or (c)):
a) X No additional requirements apply. (The eligibility requirements under
--- Section V above apply to Employer Contributions); or
b) Members who have not attained age ___ (Insert an age from 18-21);
--- and/or
c) Member's who have not completed ____(1 - 12) consecutive months of
--- service.
2. The requirement to commence receipt of Employer Contributions established in
this Section E shall apply to all Employer Contributions provided under Section 3.4
of the Plan except:
a) Matching contributions
---
b) Basic contributions
---
c) Safe harbor CODA contributions
---
d) Supplemental contributions
---
e) Profit sharing contributions
---
f) Qualified non-elective contribution
---
Note: If an Employer contribution type is selected in 2 above, Member's will
receive Employer contributions based upon the eligibility requirements under
Section V above and the provisions of the Plan document for such Employer
contribution type.
VI. Prior Employment Credit
A. Prior Employment Credit:
X Employment with the following entity or entities shall be included for eligibility and
--- vesting purposes:
West Essex Bancorp
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Pulaski Savings Bank
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6
Note: If this Plan is a continuation of a Predecessor Plan, service under the
Predecessor Plan shall be counted under this Plan.
VII. Contributions
Note: Annual Member pre-tax elective deferrals, Employer matching contributions,
Employer safe harbor CODA contributions, Employer basic contributions, Employer
supplemental contributions, Employer profit sharing contributions and Employer
qualified non-elective contributions, in the aggregate, may not exceed 15% of all
Members' Salary (excluding from Salary Member pre-tax elective deferrals).
A. Employee Contributions (fill in 1 and/or 6 if applicable; choose 2 or 3; 4 or 5):
1. X The maximum amount of monthly contributions a Member may make to the
--- Plan (both pre-tax deferrals and after-tax contributions) is 75 % (1-75) of
the Member's monthly Salary. ----
2. X (Choose a and/ or b):
---
a) X A Member may make pre-tax elective deferrals to the Plan, based
--- on multiples of 1% of monthly Salary, or
b) A Member may make pre-tax elective deferrals to the Plan based
--- on a specified dollar amount.
3. A Member may not make pre-tax elective deferrals to the Plan.
---
4. A Member may make after-tax contributions to the Plan, based on multiples
--- of 1% of monthly Salary.
5. X A Member may not make after-tax contributions to the Plan.
---
6. X An Employee may allocate a rollover contribution to the Plan prior to
--- satisfying the Eligibility requirements described above.
B. A Member may change his or her contribution rate with respect to, if made available,
pre-tax deferrals and after-tax contributions (choose 1, 2 or 3):
1. X 1 time per pay period.
---
2. 1 time per calendar month.
---
3. 1 time per calendar quarter.
---
C. Employer Matching Contributions (fill in 1 or 6 as applicable; and if you select 1, then
choose 2, 3, 4 or 5):
1. The Employer matching contributions under 2, 3, 4 or 5 below shall be based on
the Member's contributions (both pre-tax deferrals and after-tax contributions) not
in excess of 3 % (1-20 but not in excess of the percentage specified in A.1.
---
above) of the Member's Salary.
7
2. X The Employer shall allocate to each contributing Member's Account an
--- amount equal to 100 % (not to exceed 200%) of the Member's contributions
-----
(both pre-tax deferrals and after-tax contributions) for that month (as
otherwise limited in accordance with C.1. above).
3. The Employer shall allocate to each contributing Member's Account an
--- amount based on the Member's contributions for the month (as otherwise
limited in accordance with C.1. above) and determined in accordance with
the following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 50%
At least 3, but less than 5 75%
5 or more 100%
4. The Employer shall allocate to each contributing Member's Account an
--- amount based on the Member's contributions for the month (as otherwise
limited in accordance with C.1. above) and determined in accordance with
the following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 100%
At least 3, but less than 5 150%
5 or more 200%
5. The Employer shall allocate to each contributing Member's Account an
--- amount equal to ___% on the first ___% of the Member's monthly
contributions plus ___% on the next ___% of the Member's monthly
contributions.
6. No Employer matching contributions will be made to the Plan.
---
D. Safe Harbor CODA Contributions (Actual Deferral Percentage Test Safe Harbor
Contributions) (Complete 1, or 2 below):
1. The Employer shall make a safe harbor Basic Matching Contribution to the
--- Plan on behalf of each Member (i.e.; 100% of the Member's 401(k) Deferrals
that do not exceed 3% percent of the Member's Salary plus 50% of the
Member's 401(k) Deferrals that exceed 3% percent of the Member's Salary
but that do not exceed 5% of the Member's Plan Salary).
2. In lieu of safe harbor Basic Matching Contributions, the Employer will make
--- the following contributions for the Plan Year (complete (a) and/or (b)):
a) Enhanced Matching Contributions (complete 1, 2 or 3 below):
--- (1) The Employer shall make Matching Contributions to
--- the Account of each Member in an amount equal to
the sum of:
(i) the Member's 401(k) Deferrals that do not
exceed ____ percent of the Member's Salary
plus
8
(ii) ____ percent of the Member's 401(k) Deferrals
that exceed percent of the Member's Salary
and that do not exceed ____ percent of the
Member's Salary.
Note: In the blank in (i) and the second blank in (ii),
insert a number that is 3 or greater but not
greater than 6. The first and last blanks in (ii)
must be completed so that at any rate of
401(k) Deferrals, the Matching Contribution is
at least equal to the Matching Contribution
receivable if the Employer were making
Basic Matching Contributions, but the rate of
match cannot increase as deferrals increase.
For example, if "4" is inserted in the blank in
(i), (ii) need not be completed.
(2) 150% of the Member's contributions not to exceed ____
--- (Enter 3% or 4%) of the Member's Plan Salary; or
(3) 200% of the Member's contributions not to exceed ____
--- (Enter 2% or 3%) of the Member's Plan Salary.
b) Safe Harbor Nonelective Contributions:
The Employer will make a Safe Harbor Nonelective Contribution to the Account of each
Member in an amount equal to 3 percent of the Member's Salary for the Plan Year,
unless the Employer inserts a greater percentage here ____.
E. Employer Basic Contributions (choose 1 or 2):
1. The Employer shall allocate an amount equal to ____% (based on 1%
--- increments not to exceed 15%) of Member's Salary for the month to (choose
(a) or (b)):
a) The Accounts of all Members
---
b) The Accounts of all Members who were employed with the
--- Employer on the last day of such month.
2. X No Employer basic contributions will be made to the Plan.
---
F. Employer Supplemental Contributions:
The Employer may make supplemental contributions for any Plan Year in accordance
with Section 3.7 of the Plan.
G. Employer Profit Sharing Contributions (Choose 1, 2, 3, 4, or 5):
1. X No Employer Profit Sharing Contributions will be made to the Plan.
---
9
Non-Integrated Formula
----------------------
2. Profit sharing contributions shall be allocated to each Member's Account in
--- the same ratio as each eligible Member's Salary during such Contribution
Determination Period bears to the total of such Salary of all eligible Members.
3. Profit sharing contributions shall be allocated to each eligible Member's
--- Account in the same ratio as each eligible Member's Salary for the portion of
the Contribution Determination Period during which the Member satisfied the
Employer's eligibility requirement(s) bears to the total of such Salary of all
eligible Members.
Integrated Formula
------------------
4. Profit sharing contributions shall be allocated to each eligible Member's
--- Account in a uniform percentage (specified by the Employer as ____ %) of
each Member's Salary during the Contribution Determination Period ("Base
Contribution Percentage") for the Plan Year that includes such Contribution
Determination Period , plus a uniform percentage (specified by the Employer
as ____%, but not in excess of the lesser of (i) the Base Contribution
Percentage and (ii) the greater of (1) 5.7% or (2) the percentage equal to the
portion of the Code Section 3111(a) tax imposed on employers under the
Federal Insurance Contributions Act (as in effect as of the beginning of the
Plan Year) which is attributable to old-age insurance) of each Member's
Salary for the Contribution Determination Period in excess of the Social
Security Taxable Wage Base ("Excess Salary") for the Plan Year that
includes such Contribution Determination Period, in accordance with Article
III of the Plan.
5. Profit sharing contributions shall be allocated to each eligible Member's
--- Account in a uniform percentage (specified by the Employer as ____ %) of
each Member's Salary for the portion of the Contribution Determination
Period during which the Member satisfied the Employer's eligibility
requirement(s), if any, plus a uniform percentage (specified by the Employer
as ____%, but not in excess of the lesser of (i) the Base Contribution
Percentage and (ii) the greater of (1) 5.7% or (2) the percentage equal to the
portion of the Code Section 3111(a) tax imposed on employers under the
Federal Insurance Contributions Act (as in effect as of the beginning of the
Plan Year) which is attributable to old-age insurance) of each Member's
Excess Salary for the portion of the Contribution Determination Period during
which the Member satisfied the Employer's eligibility requirement(s) in
accordance with Article III of the Plan.
H. Allocation of Employer Profit Sharing Contributions:
In accordance with Section VII, G above, a Member shall be eligible to share in Employer
Profit Sharing Contributions, if any, as follows (choose 1 or 2):
1. A Member shall be eligible for an allocation of Employer Profit Sharing
--- Contributions for a Contribution Determination Period if he or she is eligible to
participate in the Plan for the Plan Year to which the Profit Sharing
Contributions relates.
10
2. A Member shall be eligible for an allocation of Employer Profit Sharing
--- Contributions for a Contribution Determination Period only if he or she
(choose (a), (b) or (c) whichever shall apply):
a) is employed on the last day of the Contribution Determination
--- Period,or retired, died or became totally and permanently disabled
prior to the last day of the Contribution Determination Period.
b) completed 1,000 Hours of Employment if the Contribution
--- Determination Period is a period of 12 months (250 Hours of
Employment if the Contribution Determination Period is a period of
3 months), or retired, died or became totally and permanently
disabled prior to the last day of the Contribution Determination
Period.
c) is employed on the last day of the Contribution Determination
--- Period and, if such period is 12 months, completed 1,000 Hours of
Employment (250 Hours of Employment if the Contribution
Determination Period is a period of 3 months), or retired, died or
became totally and permanently disabled prior to the last day of the
Contribution Determination Period.
I. "Contribution Determination Period" for purposes of determining
and allocating Employer profit sharing contributions means
(choose 1,2, 3 or 4):
1. The Plan Year.
---
2. The Employer's Fiscal Year (defined as the Plan's "limitation year") being the
--- twelve (12) consecutive month period commencing _______________
(month/day) and ending ______________ (month/day).
3. The three (3) consecutive month periods that comprise each of the Plan Year quarters.
4. The three (3) consecutive monthly periods that comprise each of the
--- Employer's Fiscal Year quarters. (Employer's Fiscal Year is the twelve (12)
consecutive month period commencing _____________ (month/day) and
ending _____________ (month/day).)
J. Employer Qualified Nonelective Contributions:
The Employer may make qualified nonelective contributions for any
Plan Year in accordance with Section 3.9 of the Plan.
K. Top Heavy Contributions:
If the Plan is determined to be Top Heavy and if Top Heavy
Contributions will be made to the Plan, Top Heavy Contributions
will be allocated to: (choose 1 or 2 below):
1. X Only Members who are Non-Key Employees.
---
2. All Members.
---
11
VIII. Investments
The Employer hereby appoints Barclays Global Investors, N.A. to serve
as Investment Manager under the Plan. The Employer hereby selects the
following Investments to be made available under the Plan (choose
whichever shall apply) and consents to the lending of securities by
such funds to brokers and other borrowers. The Employer agrees and
acknowledges that the selection of Investments made in this Section
VIII is solely its responsibility, and no other person, including the
Sponsor or Investment Manager, has any discretionary authority or
control with respect to such selection process. The Employer hereby
holds the Investment Manager harmless from, and indemnifies it against,
any liability Investment Manager may incur with respect to such
Investments so long as Investment Manager is not negligent and has not
breached its fiduciary duties.
1. X Money Market Fund
---
2. X Stable Value Fund
---
3. X Government Bond Fund
---
4. X S&P 500 Stock Fund
---
5. X S&P 500/Value Stock Fund
---
6. X S&P 500/Growth Stock Fund
---
7. X S&P MidCap Stock Fund
---
8. X Xxxxxxx 2000 Stock Fund
---
9. X International Stock Fund
---
10. X Asset Allocation Funds (3)
---
X Income Plus
---
X Growth & Income
---
X Growth
---
11. (Name of Employer) Stock Fund (the "Employer Stock Fund")
---
12. (Name of Employer) Certificate of Deposit Fund
---
13. X NASDAQ 100 Index Fund
---
14. Self-directed Brokerage Account
---
IX. Employer Securities
A. If the Employer makes available an Employer Stock Fund pursuant
to Section VIII of this Adoption Agreement, then voting and
tender offer rights with respect to Employer Stock shall be
delegated and exercised as follows (choose 1 or 2):
1. Each Member shall be entitled to direct the Plan Administrator as to the
--- voting and tender or exchange offer rights involving Employer Stock held in
12
such Member's Account, and the Plan Administrator shall follow or cause
the Trustee to follow such directions. If a Member fails to provide the Plan
Administrator with directions as to voting or tender or exchange offer rights,
the Plan Administrator shall exercise those rights as it determines in its
discretion and shall direct the Trustee accordingly.
2. The Plan Administrator shall direct the Trustee as to the voting of all
--- Employer Stock and as to all rights in the event of a tender or exchange offer
involving such Employer Stock.
X. Investment Direction
A. Members shall be entitled to designate what percentage of employee contributions and
employer contributions made on their behalf will be invested in the various Investment
Funds offered by the Employer as specified in Section VIII of this Adoption Agreement
except;
1. The following portions of a Member's Account will be invested at the Employer's
direction (choose whichever shall apply):
a) Employer Profit Sharing Contributions
---
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
b) Employer Matching Contributions
---
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
c) Employer Basic Contributions
---
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
13
d) Employer Supplemental Contributions
---
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
e) Employer Qualified Nonelective Contributions
---
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
f) Employer Safe Harbor CODA Contributions under Section 3.14 of the
--- Plan
Shall be invested in:
Employer Stock Fund.
---
Employer Certificate of Deposit Fund.
---
Any Investment Fund or Funds offered by the Employer.
---
2. Amounts invested at the Employer's direction may not be transferred by the
--- Member to any other Investment Fund.
3. Notwithstanding this election in 2, a Member may transfer such amounts to
--- any other Investment Fund upon (choose whichever may apply):
a) the attainment of age ____ (insert 45 or greater)
---
b) the completion of ____ (insert 10 or greater) Years of Employment
---
c) the attainment of age plus Years of Employment equal to ____
--- (insert 55 or greater)
B. A Member may change his or her investment direction (choose 1,2, or 3):
1. X 1 time per business day.
---
2. 1 time per calendar month.
---
3. 1 time per calendar quarter.
---
C. If a Member or Beneficiary (or the Employer, if applicable) fails to make an effective
investment direction, the Member's contributions and Employer contributions made on
the Member's behalf shall be invested in Money Market Fund (insert one of the
-----------------
Investments selected in Section VIII of this Adoption Agreement).
14
D. Effective as of ___________________, the following additional provisions shall apply to
the Employer's Stock Fund (Check all that apply):
1. No additional Employee contributions may be made to the Employer Stock
--- Fund; --------
2. No additional Employer contributions may be made to the Employer Stock
--- Fund; --------
3. No investment fund transfers may be made to the Employer Stock Fund;
--- and/or -------
4. No investment fund transfers may be made from the Employer Stock Fund.
--- ---------
XI. Vesting Schedules
A. (Choose 1, 2, 3, 4, 5, 6 or 7)
Schedule Years of Employment Vested %
-------- ------------------- --------
1. X Immediate Upon Enrollment 100%
---
2. 2-6 Year Graded Less than 2 0%
--- 2 but less than 3 20%
3 but less than 4 40%
4 but less than 5 60%
5 but less than 6 80%
6 or more 100%
3. 5-Year Cliff Less than 5 0%
--- 5 or more 100%
4. 3-Year Cliff Less than 3 0%
--- 3 or more 100%
Schedule Years of Employment Vested %
-------- ------------------- --------
5. 4-Year Graded Less than 1 0%
--- 1 but less than 2 25%
2 but less than 3 50%
3 but less than 4 75%
4 or more 100%
6. 3-7 Year Graded Less than 3 0%
--- 3 but less than 4 20%
4 but less than 5 40%
5 but less than 6 60%
6 but less than 7 80%
7 or more 100%
15
7. Other Less than ___ 0%
--- ___ but less than ___ %
___ but less than ___ %
___ but less than ___ %
___ but less than ___ %
___ or more 100%
B. With respect to the schedules listed above, the Employer elects (choose 1, 2, 3, 4 or 5):
1. Schedule solely with respect to Employer matching contributions.
---
2. Schedule solely with respect to Employer basic contributions.
---
3. Schedule solely with respect to Employer supplemental contributions.
---
4. Schedule solely with respect to Employer profit sharing contributions.
---
5. Schedule 1 with respect to all Employer contributions.
---
NOTE: Notwithstanding any election by the Employer to the contrary, each Member
shall acquire a 100% vested interest in his Account attributable to all Employer
contributions made to the Plan upon the earlier of (i) attainment of Normal Retirement
Age, (ii) approval for disability or (iii) death. In addition, a Member shall at all times have
a 100% vested interest in; the Employer Qualified Non-Elective Contributions, if any;
Safe Harbor CODA contributions, if any; and in the pre-tax elective deferrals and
nondeductible after-tax Member Contributions. Also, if a Plan is determined to be Top
Heavy, a different vesting schedule, other than the schedule elected above, may apply.
C. Years of Employment Excluded for Vesting Purposes
The following Years of Employment shall be disregarded for vesting purposes (choose
whichever shall apply):
1. Years of Employment during any period in which neither the Plan nor any
--- predecessor plan was maintained by the Employer.
2. Years of Employment of a Member prior to attaining age 18.
---
D. Service Crediting Method for Vesting (Choose 1, 2, or 3):
1. X Not Applicable. Plan provides 100% vesting for all contributions.
---
2. Hour of service method (if elected, Years of Service will be substituted for
--- Years of Employment for purposes of this Section XI) (Choose a or b):
a) The actual number of Hours of Employment.
---
b) 190 Hours of Employment for each month in which the Employee
--- completes at least one Hour of Employment.
3. Elapsed time method.
---
16
XII. Withdrawal Provisions
A. The following portions of a Member's Account will be eligible for in-service withdrawals,
subject to the provisions of Article VII of the Plan (choose whichever shall apply):
1. Employee after-tax contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) Hardship.
---
b) Attainment of age 59 1/2.
---
2. X Employee pre-tax elective deferrals and the earnings thereon.
---
Note: In-service withdrawals of all employee pre-tax elective deferrals and
earnings thereon as of December 31, 1988 are permitted only in the
event of hardship or attainment of age 59 1/2. In-service withdrawals
of earnings after December 31, 1988 are permitted only in the event
of attainment of age 59 1/2.
3. X Employee rollover contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) X Hardship.
---
b) X Attainment of age 59 1/2.
---
4. X Employer matching contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) X Hardship.
---
b) X Attainment of age 59 1/2.
---
5. Employer basic contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) Hardship.
---
b) Attainment of age 59 1/2.
---
6. Employer supplemental contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) Hardship.
---
17
b) Attainment of age 59 1/2.
---
7. Employer profit sharing contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of (choose whichever shall
apply):
a) Hardship.
---
b) Attainment of age 59 1/2.
---
8. Employer qualified nonelective contributions and earnings thereon.
---
Note: In-service withdrawals of all employer qualified nonelective
contributions and earnings thereon are permitted only in the event of
attainment of age 59 1/2.
9. Employer safe harbor CODA contributions and earnings thereon.
---
Note: In-service withdrawals of employer safe harbor CODA contributions
and earnings thereon are permitted only in the event of
attainment of age 59 1/2.
10. No in-service withdrawals shall be allowed.
---
B. Notwithstanding any elections made in Subsection A of this Section XII above, the
following portions of a Member's Account shall be excluded from eligibility for in-service
withdrawals (choose whichever shall apply):
1. Employer contributions, and the earnings thereon, credited to the Employer
--- Stock Fund.
2. Employer contributions, and the earnings thereon, credited to the Employer
--- Certificate of Deposit Fund.
3. All contributions and deferrals, and the earnings thereon, credited to the Employer
--- Stock Fund.
4. All contributions and deferrals, and the earnings thereon, credited to the Employer
--- Certificate of Deposit Fund.
5. Other: ____________________________________________
---
Note: A Member's Account will be available for in-service withdrawals upon
attaining age 70 1/2 notwithstanding any provisions of this Section XII to the
contrary.
XIII. Distribution Option (choose whichever shall apply)
1. Lump Sum and partial lump sum payments only.
---
2. X Lump Sum and partial lump sum payments plus one or more of the following
--- (choose (a) and /or (b)):
a) X Installment payments.
---
b) Annuity payments.
---
18
3. X Distributions in kind of Employer Stock.
---
XIV. Loan Program (choose 1, 2, 3 or 4, if applicable)
1. No loans will be permitted from the Plan.
---
2. X Loans will be permitted from the Member's Account.
---
3. Loans will be permitted from the Member's Account, excluding (choose
--- whichever shall apply):
(1) Employer Profit sharing contributions and the earnings thereon.
---
(2) Employer matching contributions and the earnings thereon.
---
(3) Employer basic contributions and the earnings thereon.
---
(4) Employer supplemental contributions and the earnings thereon.
---
(5) Employee after-tax contributions and the earnings thereon.
---
(6) Employee pre-tax elective deferrals and the earnings thereon.
---
(7) Employee rollover contributions and the earnings thereon.
---
(8) Employer qualified nonelective contributions and the earnings thereon.
---
(9) Employer safe harbor CODA contributions and the earnings thereon.
---
(10) Any amounts to the extent invested in the Employer Stock Fund.
---
(11) Any amounts to the extent invested in the Employer Certificate of
--- Deposit Fund.
4. Loans will only be permitted from the Member's Account in the case of hardship or
--- financial necessity as defined under Section 8.1 of the Plan.
XV. Additional Information
If additional space is needed to select or describe an elective feature of the Plan, the
Employer should attach additional pages and use the following format:
The following is hereby made a part of Section --- of the Adoption Agreement and is thus
incorporated into and made a part of the [Plan Name]
Signature of Employer's Authorized Representative ______________________________________
Signature of Trustee ______________________________________
Supplementary Page ____ of [total number of pages].
XVI. Plan Administrator
The Named Plan Administrator under the Plan shall be the (choose 1, 2, 3 or 4):
Note: Pentegra Services, Inc. may not be appointed Plan Administrator.
19
1. X Employer
---
2. Employer's Board of Directors
---
3. Plan's Administrative Committee
---
4. Other (if chosen, then provide the following information)
---
Name: ______________________________________
Address: ______________________________________
Tel No: ______________________________________
Contact: ______________________________________
Note: If no Named Plan Administrator is designated above, the Employer shall be
deemed the Named Plan Administrator.
XVII. Trustee
The Employer hereby appoints The Bank of New York to serve as Trustee for all Investment
Funds under the Plan except the Employer Stock Fund.
The Employer hereby appoints the following person(s) or entity to serve as Trustee under the
Plan for the Employer Stock Fund.*
Name: ____________________________________________________________________________
Address: ____________________________________________________________________________
Telephone No: ______________________________________ Contact: ___________________________
_____________________________________________________________
Signature of Trustee
(Required only if the Employer is serving as its own Trustee)
* Subject to approval by The Bank of New York, if The Bank of New York is appointed as Trustee for
the Employer Stock Fund.
The Employer hereby appoints The Bank of New York to serve as Custodian under the Plan for the
Employer Stock Fund in the event The Bank of New York does not serve as Trustee for such Fund.
20
EXECUTION OF ADOPTION AGREEMENT
By execution of this Adoption Agreement by a duly authorized representative of
the Employer, the Employer acknowledges that it has established or, as the case
may be, amended a tax-qualified retirement plan into the Kearny Federal Savings
Bank Employees' Savings & Profit Sharing Plan and Trust (the "Plan"). The
Employer hereby represents and agrees that it will assume full fiduciary
responsibility for the operation of the Plan and for complying with all duties
and requirements imposed under applicable law, including, but not limited to,
the Employee Retirement Income Security Act of 1974, as amended, and the
Internal Revenue Code of 1986, as amended. In addition, the Employer represents
and agrees that it will accept full responsibility for complying with any
applicable requirements of federal or state securities law as such laws may
apply to the Plan and to any investments thereunder.
The adopting Employer may rely on an opinion letter issued by the IRS as
evidence that the Plan is qualified under Section 401 of the Code only to the
extent provided in IRS Announcement 2001-77, 2001-30 I.R.B. The Employer may not
rely on the opinion letter in certain other circumstances or with respect to
certain qualification requirements, which are specified in the opinion letter
issued with respect to the plan and in IRS Announcement 2001-77. In order to
have reliance in such circumstances or with respect to such qualification
requirements, application for a determination letter must be made to Employee
Plans Determinations of the IRS.
The failure to properly complete the Adoption Agreement may result in
disqualification of the Plan and Trust evidenced thereby.
The Sponsor will inform the Employer of any amendments to the Plan or of the
discontinuance or abandonment of the Plan by the Sponsor.
Any inquiries regarding the adoption of the Plan should be directed to the
Sponsor as follows:
Pentegra Services, Inc.
000 Xxxxxxxxx Xxxx Xxxxx
Xxxxx Xxxxxx, Xxx Xxxx 00000
(000) 000-0000
IN WITNESS WHEREOF, the Employer has caused this Adoption Agreement to be
executed by its duly authorized officer this ________ day of ____________, 2005.
KEARNY FEDERAL SAVINGS BANK
By: ______________________________________
Name: ______________________________________
Title: ______________________________________
21
Amendment to Adoption Agreement
for
KEARNY FEDERAL SAVINGS BANK
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
B33
Effective as of _____________________, 2005, Kearny Federal Savings Bank (the
"Employer") hereby amends the Adoption Agreement for the Kearny Federal Savings
Bank Employees' Savings & Profit Sharing Plan and Trust (the "Adoption
Agreement") by replacing Item VIII, Item IX and Item XVII of the Adoption
Agreement in their entirety with the following Item VIII, Item IX and Item XVII:
VIII. Investments
The Employer hereby appoints Barclays Global Investors, N.A.
to serve as Investment Manager under the Plan. The Employer
hereby selects the following Investments to be made available
under the Plan (choose whichever shall apply) and consents to
the lending of securities by such funds to brokers and other
borrowers. The Employer agrees and acknowledges that the
selection of Investments made in this Section VIII is solely
its responsibility, and no other person, including the Sponsor
or Investment Manager, has any discretionary authority or
control with respect to such selection process. The Employer
hereby holds the Investment Manager harmless from, and
indemnifies it against, any liability Investment Manager may
incur with respect to such Investments so long as Investment
Manager is not negligent and has not breached its fiduciary
duties.
1. X Money Market Fund
---
2. X Stable Value Fund
---
3. X Government Bond Fund
---
4. X S&P 500 Stock Fund
---
5. X S&P 500/Value Stock Fund
---
6. X S&P 500/Growth Stock Fund
---
7. X S&P MidCap Stock Fund
---
8. X Xxxxxxx 2000 Stock Fund
---
9. X International Stock Fund
---
10. X Asset Allocation Funds (3)
---
X Income Plus
---
X Growth & Income
---
X Growth
---
11. X Kearny Financial Corp Stock Fund (the "Employer Stock
---
Fund")
12. (Name of Employer) Certificate of Deposit Fund
---
13. X NASDAQ 100 Index Fund
---
14. Self-directed Brokerage Account
---
IX. Employer Securities
A. If the Employer makes available an Employer Stock
Fund pursuant to Section VIII of this Adoption
Agreement, then voting and tender offer rights with
respect to Employer Stock shall be delegated and
exercised as follows (choose 1 or 2):
1. X Each Member shall be entitled to direct the
--- Plan Administrator as to the voting and
tender or exchange offer rights involving
Employer Stock held in such Member's
Account, and the Plan Administrator shall
follow or cause the Trustee to follow such
directions. If a Member fails to provide
the Plan Administrator with directions as to
voting or tender or exchange offer rights,
the Plan Administrator shall exercise those
rights as it determines in its discretion
and shall direct the Trustee accordingly.
2. The Plan Administrator shall direct
--- the Trustee as to the voting of all
Employer Stock and as to all rights
in the event of a tender or exchange
offer involving such Employer Stock.
XVII. Trustee
The Employer hereby appoints The Bank of New York to serve as
Trustee for all Investment Funds under the Plan except the
Employer Stock Fund.
The Employer hereby appoints the following person(s) or entity
to serve as Trustee under the Plan for the Employer Stock
Fund.*
Name: Kearny Financial Corp.
--------------------------------------------------------
Address: 000 Xxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000
-----------------------------------------------------
Telephone No: (000) 000-0000 Contact: Xx. Xxxxxxxxx Xxxxxxx
-------------- ---------------------
--------------------------------------------------------------
Signature of Trustee
(Required only if the Employer is serving as its own Trustee)
* Subject to approval by The Bank of New York, if The Bank of
New York is appointed as Trustee for the Employer Stock
Fund.
The Employer hereby appoints The Bank of New York to serve
as Custodian under the Plan for the Employer Stock Fund in
the event The Bank of New York does not serve as Trustee for
such Fund.
2
EXECUTION OF AMENDMENT TO THE ADOPTION AGREEMENT
------------------------------------------------
Upon execution by the Employer of this Amendment to the Adoption Agreement (the
"Amendment"), the Adoption Agreement and the Amendment, together with the
Sponsor's Employees' Savings & Profit Sharing Plan and Trust, shall constitute
the Kearny Federal Savings Bank Employees' Savings & Profit Sharing Plan and
Trust.
IN WITNESS WHEREOF, the Employer has caused this Amendment to the Adoption
Agreement to be executed by its duly authorized officer this _______ day of
_________________________, 2005.
KEARNY FEDERAL SAVINGS BANK
By:
--------------------------------------------
Name:
--------------------------------------------
Title:
--------------------------------------------
3
Addendum to Adoption Agreement
for
The Economic Growth And Tax Relief Reconciliation Act of 2001
("EGTRRA")
Name of Employer: Kearny Federal Savings Bank
-----------------------------------------------------------
Name of Plan: Kearny Federal Savings Bank Employees' Savings & Profit
-----------------------------------------------------------
Sharing Plan and Trust
-----------------------------------------------------------
Employer Number: B33
---
In accordance with EGTRRA and Amendment Number One to the Pentegra
Services, Inc. Employees' Savings & Profit Sharing Plan Basic Plan Document,
effective for plan years beginning on or after January 1, 2002, the Adoption
Agreement for Kearny Federal Savings Bank Employees' Savings & Profit Sharing
------------------------------------------------------------------
Plan and Trust shall include the following Sections VII L. and XI E.:
--------------
Section VII. Contributions
L. Catch-up Contributions
X A Member who meets the requirements to make catch-up
---
contributions under Section 414(v) of the Code shall be
eligible to make catch-up contributions under the Plan.
Section XI. Vesting Schedules
E. EGTRRA Vesting
1. The Employer understands that if the vesting schedule
elected in Section XI of the Adoption Agreement does
not satisfy the requirements of the Internal Revenue
Code, as amended by EGTRRA with respect to Employer
matching contributions (including supplemental (Formula
1) contributions), then effective January 1, 2002, such
contributions shall vest under vesting schedule _______
(Insert the number of the vesting schedule you wish
to elect as provided in Section XI A. of the Adoption
Agreement. Note: you may not elect vesting schedule 3
or vesting schedule 6 under this Section XI E.)
2. By checking this box o , the Employer provides that the
EGTRRA vesting schedule elected above with respect to
Employer matching contributions (including supplemental
(Formula 1) contributions) shall be applied on a
prospective basis only.
By execution of this Addendum to the Adoption Agreement by a duly
authorized representative of the Employer, such Addendum shall hereby be made a
part of the Employer's Adoption Agreement and is thus incorporated into and made
a part of the Plan.
IN WITNESS WHEREOF, the Employer has caused this Addendum to the
Adoption Agreement to be executed by its duly authorized officer this ____ day
of _________________, 2004.
KEARNY FEDERAL SAVINGS BANK
By:
--------------------------
Name:
--------------------------
Title:
--------------------------
