ADOPTION AGREEMENT
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For Mt. Xxxx Bank
Employees' Savings & Profit Sharing Plan and Trust
Client No. C16
Pentegra
ADOPTION AGREEMENT
FOR
Mt. Xxxx Bank
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
Name of Employer: Mt. Xxxx Bank
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Address: 0000 Xx. Xxxx Xxxx, Xxxxxxxxxx, XX 00000
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Telephone Number: (000) 000-0000
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Contact Person: Xx. Xxxxxx Xxxxxx, Corporate Treasurer
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Name of Plan: Mt. Xxxx Bank Employees Savings & Profit Sharing Plan and
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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 Mt.
Xxxx 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. _____ Establishes as a new plan the Mt. Xxxx Bank Employees'
Savings & Profit Sharing Plan and Trust, effective
___________________, 200___ (the "Effective Date").
2. X Amends its existing defined contribution plan and trust
----- Mt. Xxxx Savings Bank, FSB Employees' Savings & Profit
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Sharing Plan & Trust dated February 1, 2002, in its
--------------------- ------------------
entirety into the Mt. Xxxx Bank Employees' Savings &
Profit Sharing Plan and Trust, effective April 1, 2002,
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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:
Mt. Xxxx Bank
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2. The Employer is (indicate whichever may apply):
(a) _____ 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 ________________________________________
3. Employer's Taxable Year Ends on 12/31 .
------------------------
2
4. Employer's Federal Taxpayer Identification Number is
00-0000000
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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. Attainment of age 62 (select an age not less than
----- ----
55 and not greater than 65).
2. X 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 January 1 (month/day).
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I. "Salary" for benefit purposes under the Plan means (choose 1, 2
or 3):
1. X Total taxable compensation as reported on Form W-2
----- (exclusive of any compensation deferred from a prior
year).
2. _____ Basic Salary only.
3. _____ 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
$___________
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(c) _____ Overtime
(d) _____ Overtime and bonuses
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 Code 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
----
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).
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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. _____ 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).
6. _____ Employees of the following employers which are
aggregated under Section 414(b), 414(c) or 414(m) of
the Code:
_____________________________________________________
_____________________________________________________
_____________________________________________________
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.
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C. Such Eligibility requirements established above shall be
(choose 1 or 2):
1. X 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):
-----
(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 Allocation of Employer Contributions.
1. Employer Contributions shall be allocated to Members
Accounts in accordance with Article III of the Plan, except
that the following Members 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 allocation 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) _____ Qualified non-elective contributions
(f) _____ Profit sharing contributions
Note: If an Employer contribution type is selected in 2 above,
Members 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.
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VI. Prior Employment Credit
A. Prior Employment Credit:
_____ Employment with the following entity or entities shall be
included for eligibility and vesting purposes:
_________________________________________________________________
_________________________________________________________________
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 20% (1-20) 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. _____ 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.
-----
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2. _____ 1 time per calendar month.
3. _____ 1 time per calendar quarter.
C. Employer Matching Contributions (fill in 1 or 5 as applicable;
and if you select 1, then choose 2, 3 or 4):
1. The Employer matching contributions under 2, 3 or 4 below
shall be based on the Member's contributions (both pre-tax
deferrals and after-tax contributions) not in excess of 6%
---
(1-20 but not in excess of the percentage specified in A.1.
above) of the Member's Salary.
2. X The Employer shall allocate to each contributing
----- Member's Account an amount equal to 50% (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 (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 (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. _____ 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, if applicable):
1. _____ The Employer shall make a safe harbor Basic Matching
Contribution to the Plan on behalf of each Member.
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:
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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
(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.
(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.
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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
Contribution Determination Period to which the Profit
Sharing Contributions relate.
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):
10
(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 month 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):
11
1. _____ Only Members who are Non-Key Employees.
2. _____ All Members.
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 Mt. Xxxx Bank Stock Fund (the "Employer Stock Fund")
-----
12. Mt. Xxxx Bank Certificate of Deposit Fund
-----
13. 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
12
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.
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 Contribution
Shall be invested in:
_____ Employer Stock Fund
_____ Employer Certificate of Deposit Fund
_____ Any Investment Fund or Funds offered by
the Employer
(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
13
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 ___________________(insert one of the
Investment Funds selected in Section VIII of this Adoption
Agreement).
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%
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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%
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%
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 and/or 5):
1. Schedule 1 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 _____ 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
15
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.
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.
-----
16
(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.
(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.
17
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. X Lump Sum and partial lump sum payments only.
-----
2. _____ Lump Sum and partial lump sum payments plus one or more of
the following (choose (a) and/or (b)):
(a) _____ Installment payments.
(b) _____ Annuity payments.
3. _____ 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.
18
(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.
1. _____ Employer
2. _____ Employer's Board of Directors
3. X 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.
19
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 Mt. Xxxx 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 Employer further acknowledges that
any opinion letter issued with respect to the Adoption Agreement and the
Employees' Savings and Profit Sharing Plan - Basic Plan Document by the Internal
Revenue Service ("IRS") to Pentegra Services, Inc., as sponsor of the Employees'
Savings & Profit Sharing Plan, does not constitute a ruling or a determination
with respect to the tax-qualified status of the Plan as adopted by the Employer.
Further, the adopting Employer may not rely on an opinion letter issued by the
National Office of the IRS as evidence that the Plan is qualified under Section
401 of the Internal Revenue Code. In order to obtain reliance with respect to
plan qualification, the Employer must apply to Employee Plans Determinations of
the Internal Revenue Service Key District Office for a determination letter.
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
___________________, 20____.
Mt. Xxxx Bank
By:
-------------------------------------------
Name:
-------------------------------------------
Title:
-------------------------------------------
21
