1
Exhibit 10(e)
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT is made this 31st day of August, 1996,
between Glacier Bancorp, Inc., a corporation incorporated under the laws of the
State of Delaware ("Company"), Glacier Bank FSB, a National corporation and a
wholly owned subsidiary of the Company ("Bank") (collectively, the "Employers"),
and XXXX X. XXXXXXX ("Executive").
RECITALS
A. The Executive presently is the Senior Vice President and Assistant
Secretary of the Bank and of the Company.
B. The parties desire to define and set forth the current duties and
responsibilities of the Executive in all her capacities with the Company, its
subsidiaries and the Bank, provide for contract renewals, and to further induce
the Executive to continue active participation in the business of the Employers.
NOW THEREFORE, in consideration of the mutual agreements herein
contained and for other valuable consideration, the parties agree as follows:
1. Employment. The Employers herein employ the Executive and the Executive
hereby accepts employment upon the terms and conditions hereinafter set
forth.
2. Duties.
(a) The Executive is employed as Senior Vice President and
Assistant Secretary of the Bank and of the Company and hers
duties and responsibilities in those capacities are those as
set forth in the document hereto annexed, entitled
"Performance Standards - Personnel Manager" and by reference
made part of this agreement.
(b) During the term of employment under this agreement, Executive
will apply on a full time basis (allowing for usual vacations
and sick leave) all of hers skill and experience to the
performance of hers duties in this employment. The Executive
may have other business investments and participate in other
business ventures, provided such activities shall not
interfere or be inconsistent with hers duties hereunder.
3. Basic Compensation. For all services rendered by the Executive under
this agreement, the Employer shall pay the Executive a base salary of
$60,300 per year.
4. Term. This agreement shall terminate August 31, 1997, the anniversary
date; provided however, on that anniversary date and each anniversary
thereafter the Boards of Directors of the Employers shall consider,
with appropriate corporate documentation thereof, and after taking into
account all relevant factors including Executive's performance
hereunder, renewal of the term of employment under this agreement for
an additional one year and the term of agreement shall be renewed,
unless either the Boards of Directors of the Employers do not approve
such renewal and provide written notice to the Executive of such event,
or the Executive gives written notice to the
- 1 -
2
Employers not less than thirty (30) days prior to any such anniversary
date of the Executive's election not to extend the term beyond its then
scheduled expiration date.
5. Covenant not to Compete.
(a) During the term of Executive's employment and for one year
after the termination of such employment, if such employment
is terminated by Employers for cause (as defined under Section
12(b)), or by the Executive (except pursuant to the provisions
of Section 6 following a change in control), Executive will
not, without the prior written approval of the Boards of
Directors of Employers, become an officer, employee, agent,
partner or director of any business enterprise in substantial
direct competition with Employers or any subsidiary of
Employers as the business of Employers or their subsidiaries
may be constituted during the term of Executive's employment
or at the termination thereof.
(b) For the purpose of this paragraph, business enterprise with
which Executive becomes associated as an officer, employee,
agent, partner or director shall be considered in "substantial
direct competition", if such enterprise is a bank, savings and
loan association, credit union or other equivalent financial
institution operating or maintaining an office or branch in
Flathead or Lake or Lincoln or Glacier or Yellowstone
Counties, Montana.
6. Benefits Upon Termination. If the Executive's employment is terminated
subsequent to a Change in Control of the Company by (i) either of the
Employers other than for Cause, Disability, Retirement or as a result
of the Executive's death or (ii) by the Executive for any reason, then
the Employers shall, subject to the provisions of Section 7 hereof, if
applicable:
(a) pay to the Executive, in twenty-four (24) equal monthly
installments beginning with the first day of the month
following the Date of Termination, a cash amount equal to the
product determined by multiplying (i) the Executive's Annual
Compensation by (ii) the lesser of (A) the difference between
the number 65 and the Executive's age in years and fractions
thereof on the Date of Termination, and (B) the number 2.99;
and
(b) maintain and provide for a period ending at the earlier of (i)
three (3) years after the Date of Termination or (ii) the date
of the Executive's full-time employment by another employer
(provided that the Executive is entitled under the terms of
such employment to benefits substantially similar to those
described in this subparagraph (b)), at no cost to the
Executive, the Executive's continued participation in all
group insurance, life insurance, health and accident,
disability and other employee benefit plans, programs and
arrangements in which the Executive was entitled to
participate immediately prior to the Date of Termination
(other than the Employers' Pension Plan, Profit sharing Plan
and any other retirement plan of the Employers), provided that
in the event that the Executive's participation in any plan,
program or arrangement as provided in subparagraph (b) above
is barred, or during such period any such plan, program or
arrangement is discontinued or the benefits thereunder are
materially reduced, the Employers shall arrange to provide the
Executive with benefits substantially similar to those which
the Executive was entitled to receive under
- 2 -
3
such plans, programs and arrangements immediately prior to the
Date of Termination.
7. Limitation of Benefits under Certain Circumstances. If the payments and
benefits pursuant to Section 6 hereof, either alone or together with
other payments and benefits which Executive has the right to receive
from Employers, would constitute a "parachute payment" under Section
280G of the Internal Revenue Code of 1986, as amended ("Code"),
Executive may request that the payments and benefits pursuant to
Section 6 hereof shall be reduced, in the manner determined by the
Executive.
8. Mitigation: Exclusivity of Benefits.
(a) The Executive shall not be required to mitigate the amount of
any benefits hereunder by seeking other employment or
otherwise, nor shall the amount of any such benefits be
reduced by any compensation earned by the Executive as a
result of employment by another employer after the Date of
Termination or otherwise except as specifically provided in
Section 6(b).
(b) The specific arrangements referred to herein are not intended
to exclude any other benefits which may be available to the
Executive upon a termination of employment with Employers
pursuant to employee benefit plans of the Employers or
otherwise.
9. Withholding. All payments required to be made by the Employers
hereunder to the Executive shall be subject to the withholding of such
amounts, if any, relating to tax and other payroll deductions as the
Employers may reasonably determine should be withheld pursuant to any
applicable law or regulation.
10. Assignability. The Employers may assign this Agreement and their rights
hereunder in whole, but not in part, to any corporation, bank or other
entity with or into which either of the Employers may hereafter merge
or consolidate or to which either of the Employers may transfer all or
substantially all of their respective assets, if in any such case said
corporation, bank or other entity shall by operation of law or
expressly in writing assume all obligations of the Employers hereunder
as fully as if it had been originally made a party hereto, but may not
otherwise assign this Agreement or its rights hereunder. The Executive
may not assign or transfer this Agreement or any rights or obligations
hereunder.
11. Nature of Employment and Obligations.
(a) Nothing contained herein shall be deemed to create other than
a terminable at will employment relationship between the
Employers and the Executive, and the Employers may terminate
the Executive's employment at any time, subject to providing
any payments specified herein in accordance with the terms
hereof.
(b) Nothing contained herein shall create or require the Employers
to create a trust of any kind to fund any benefits which may
be payable hereunder, and to the extent that the Executive
acquires a right to receive benefits from the Employers
hereunder, such right shall be no greater than the right of
any unsecured general creditor of the Employers.
- 3 -
4
12. Definitions. For the purposes of this agreement the following words and
terms shall have the following meanings:
(a) Annual Compensation. The Executive's "Annual Compensation"
shall be deemed to mean the highest level of compensation paid
to the Executive by the Employers or any subsidiary thereof
during any of the three calendar years ending during the
calendar year in which the Date of Termination occurs,
including base salary and bonuses under any employee benefit
plans of the Employers.
(b) Cause. Termination by the Employers of the Executive's
employment for "Cause" shall mean termination because of
personal dishonesty, incompetence, willful misconduct, breach
of fiduciary duty involving personal profit, intentional
failure to perform stated duties, willful violation of any
law, rule or regulation other than traffic violations or
similar offenses) or final cease-and-desist order or material
breach of any provision of this Agreement. For purposes of
this paragraph, no act or failure to act on the Executive's
part shall be considered "willful" unless done, or omitted to
be done, by the Executive not in good faith and without
reasonable belief that the Executive's action or omission was
in the best interest of the Employers.
(c) Change in Control of the Company. "Change in Control of the
Company" shall mean a change in control of a nature that would
be required to be reported in response to Item 5(f) of
Schedule 14A of Regulation 14A promulgated under the
Securities Exchange Act of 1934, as amended ("Exchange Act")
or any successor thereto; provided that, without limitation,
such a change in control shall be deemed to have occurred if
(i) any "person" (as such term is used in section 13(d) and
14(d) of the Exchange Act) is or becomes the "beneficial
owner" (as defined in Rule 13d-3 under the Exchange Act),
directly or indirectly, of securities of the company
representing 25% or more of the combined voting power of the
Company's then outstanding securities; or (ii) during any
period of two consecutive years, individuals who at the
beginning of such period constitute the Board of Directors of
Company cease for any reason to constitute at least a majority
thereof unless the election, or the nomination for election by
stockholders, of each new director was approved by a vote of
at least two-thirds of the directors then still in office who
were directors at the beginning of the period.
(d) Date of Termination. "Date of Termination" shall mean (i) if
the Executive's employment is terminated for Cause or for
Disability, the date specified in the Notice of Termination,
and (ii) if the Executive's employment is terminated for any
other reason, the date on which a Notice of Termination is
given or as specified in such Notice.
(e) Disability. Termination by the Employers of the executive's
employment based on "Disability" shall mean termination
because of the Executive's failure to perform the normal and
usual duties of hers employment with the Employers for one
hundred and thirty (130) consecutive business days as a result
of the Executive's incapacity due to physical or mental
illness.
- 4 -
5
(f) Notice of Termination. Any purported termination by the
employers for Cause, Disability or Retirement or by the
Executive for any reason shall be communicated by written
"Notice of Termination" to the other party hereto. For
purposes of this Agreement, a "Notice of Termination" shall
mean a notice which shall indicate the specific termination
provision in this Agreement relied upon and shall set forth in
reasonable detail the facts and circumstances claimed to
provide a basis for termination of Executive's employment
under the provision so indicated.
(g) Retirement. Termination by the Employers of the Executive's
employment based on "Retirement" shall mean voluntary
termination by the Executive in accordance with the Employers'
retirement policies, including early retirement, generally
applicable to their salaried employees.
13. Regulatory Actions. The following provisions shall be applicable to the
parties only to the extent that they are deemed to be required to be
included in severance agreements between a savings association and its
employees pursuant to Section 563.39(b) of the Regulations Applicable
to all Savings Associations, 12 C.F.R. Section 563.39(b), or any
successor thereto, and under such circumstances shall be deemed to be
controlling in the event of a conflict with any other provision of this
Agreement, including without limitation Section 3 hereof.
(a) If Executive is suspended from office and/or
temporarily prohibited from participating in the conduct of
the Bank's affairs pursuant to notice served under Section
8(e)(3) or Section 8(g)(1) of the Federal Deposit Insurance
Act ("FDIC") 12 U.S.C. Section 1818(e)(3) and Section
1818(g)(1), the Bank's obligations under this Agreement shall
be suspended as of the date of service, unless stayed by
appropriate proceedings. If the charges in the notice are
dismissed, the Bank may, in its discretion: (i) pay Executive
all or part of the compensation withheld while its obligations
under this Agreement were suspended, and (ii) reinstate (in
whole or in part) any of its obligations which were suspended.
(b) If Executive is removed from office and/or permanently
prohibited from participating in the conduct of the Bank's
affairs by an order issued under Section S(e) (4) or Section
8(g)(1) of the FDIA (12 U.S.C. Section 1818(e)(4) and
(g)(1), all obligations of the Bank under this Agreement shall
terminate as of the effective date of the order, but vested
rights of Executive and the Bank as of the date of termination
shall not be affected.
(c) If the Bank is in default, as defined in Section 3(x)(1) of
the FDIA (12 U.S.C. Section 1813(x)(1)), all obligations under
this Agreement shall terminate as of the date of default, but
vested rights of Executive and the Bank as of the date of
termination shall not be affected.
(d) All obligations under this Agreement shall be
terminated pursuant to 12 C.F.R. Section 563.39(b)(5) (except
to the extent that it is determined that continuation of the
Agreement for the continued operation of the Bank is
necessary): (i) by the Director of the Office of Thrift
Supervision ("OTS"), or his/her designee, at the time the
Federal Deposit Insurance Corporation ("FDIC") or Resolution
Trust
- 5 -
6
Corporation enters into an agreement to provide assistance to
or on behalf of the Bank under the authority contained in
Section 13(3) of the FDIC (12 U.S.C.Section 1823(c)); or (ii)
by the Director of the OTS, or his/her designee, at the time
the Director of his/her designee approves a supervisory merger
to resolve problems related to operation of the Bank or when
the Bank is determined by the Director of the OTS to be in an
unsafe or unsound condition, but vested rights of Executive
and the Bank as of the date of termination shall not be
affected.
14. Regulatory Prohibition. Notwithstanding any other provision of this
Agreement to the contrary, the obligations of the Company and the Bank
hereunder shall be suspended in the event that the FDIC prohibits or
limits, by regulation or order, any payment hereunder pursuant to
Section 18(k) of the FDIA (12 U.S.C. Section 1828(k)).
15. Notice. For the purposes of this Agreement, notices and all other
communications provided for in this Agreement shall be in writing and
shall be deemed to have been duly given when delivered or mailed by
certified or registered mail, return receipt requested, postage
prepaid, addressed to the respective addresses set forth below:
To the Employers: Glacier Bancorp, Inc.
000 Xxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx 00000-0000
Attention: Xxxx X. XxxXxxxxx, President
To the Executive: Xxxx X. Xxxxxxx
00 Xxxxxxxxxxx Xxxxx
Xxxxxxxxx, Xxxxxxx 00000
16. Amendment; Waiver. No provisions of this Agreement may be modified,
waived or discharged unless such waiver, modification or discharge is
agreed to in writing signed by the Executive and such officer or
officers as may be specifically designated by the Boards of Directors
of the Employers to sign on their behalf. No waiver by any party hereto
at any time of any breach by any other party hereto of, or compliance
with, any condition or provision of this Agreement to be performed by
such other party shall be deemed a waiver of similar or dissimilar
provisions or conditions at the same or at any prior or subsequent
time.
17. Governing Law. The validity, interpretation, construction and
performance of this Agreement shall be governed by the laws of the
State of Montana.
18. Validity. The invalidity or unenforceability of any provision of this
Agreement shall not affect the validity or enforceability of any other
provisions of this Agreement, which shall remain in full force and
effect.
19. Headings. The section headings contained in this Agreement are for
reference purposes only and shall not affect in any way the meaning or
interpretation of this Agreement.
20. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original but all
of which together will constitute one and the same instrument.
- 6 -
7
IN WITNESS WHEREOF, the parties have executed this Agreement this 31st
day of August, 1996, signed by the officers of the Employers as authorized and
designed by the Boards of Directors.
Attest: GLACIER BANCORP, INC.:
/s/ Xxxxxxx X. Xxxxxxxx By: /s/ Xxxx X. XxxXxxxxx
----------------------------- --------------------------------------
Xxxxxxx X. Xxxxxxxx Xxxx X. XxxXxxxxx
Executive Vice President/Secretary President/Chief Executive Officer
Attest: GLACIER BANK, FSB:
/s/ Xxxxxxx X. Xxxxxxxx By: /s/ Xxxx X. XxxXxxxxx
----------------------------- --------------------------------------
Xxxxxxx X. Xxxxxxxx Xxxx X. XxxXxxxxx
Executive Vice President/Secretary President/Chief Executive Officer
Witness: EXECUTIVE:
/s/ Xxxx X. Xxxxxxx
----------------------------- --------------------------------------
XXXX X. XXXXXXX
- 7 -
8
KRA/PERFORMANCE STANDARDS
Personnel Manager
Major Goal: To have quality employees who are well trained and best suited for
their positions in order to be the most productive for our business. Is a
Glacier Bancorp, Inc. employee providing Human Resource assistance to all
holding company entities. Reports directly to CEO and works in conjunction with
CEO/Human Resource planning.
Key Result Area: HIRING
Performance Standards: I know conditions have been met when:
1. Assists all entities under the Holding Company by referring applicants
and providing a set up packet for all new employees.
2. There are sufficient applications on hand to choose at least 5 to
screen in the Glacier Bank main office and other valley branch offices.
3. All applicants' references have been verified, and qualifications
adequately analyzed 3 days prior to interview day in Flathead Valley
offices.
4. May assist department manager with interview asking questions in a way
that manager has had sufficient response from applicant to make
evaluation within a 15 to 30 minute interview.
5. Empower supervisors and managers to do their own interviewing and
selection. Provide interview training.
6. A credit check has been run on chosen applicant prior to being hired.
7. Each interviewee has been called informing her/him that the position
was filled by the applicant whose qualifications best matched the
requirements for the position.
Key Result Area: OVERSEES EMPLOYEE FIRST-DAY ORIENTATION
Performance Standards: I know conditions have been met when:
1. Managers and Supervisors will be provided materials to conduct
orientations. On first day, new employee is given a manual and is
sufficiently advised of policies so as not to violate parking, adheres
to dress code, and other pertinent beginning information. Employee is
made familiar with manual in order to refer to needed information
regarding vacations, sick leave, benefits, overdraft policy, etc.
9
2. Signed payroll instructions are given to pay clerk first day of hire.
Enrollment cards for company insurance plans are given to be signed
with instructions to return cards within 2 days.
3. Employee is aware where facilities such as rest rooms, lunch room and
coat closets are located; and existing employees have been introduced
to new employee before employee goes to new work station.
4. New employee knows who he/she should report to and go to for any help.
Employee is placed with supervisor with adequate introduction to
establish a rapport.
Key Result Area: OVERSEES FULL-COURSE ORIENTATION DAY
(IN COORDINATION WITH TRAINER)
Performance Standards: I know conditions have been met when:
1. There are no employees who have worked one month without having
attended an orientation course.
2. All new employees' questions are answered and proper emphasis placed on
priority areas in regards to policies and procedures.
3. A social atmosphere is provided whereby there is free-flowing
conversation with all new employees to learn about each other's
offices. All new employees attending orientation know fellow employees'
names, what department or branch they are from and what their general
functions are.
Key Result Area: MONITORS POLICIES REGARDING DRESS CODE, SMOKING,
OVERDRAFTS, PARKING, ETC.
Performance Standards: I know these conditions have been met when:
1. Reviews with Supervisor any employee's violating dress code, overdraft
or any other policy at the time of violation. Or when general policies
are violated, a reminder is given or the policy is re-established.
Key Result Area: KEEPS EMPLOYEE MANUAL UPDATED
Performance Standards: I know conditions have been met when:
1. Manual is reviewed once a quarter for any changes or updates. Notices
of changes are sent to each employee. For those policies needing
verification of being received by employee, a check list is made to
assure signature is obtained and verification is filed in each employee
file within two weeks of new notice.
10
2. As Glacier Bancorp, Inc. Board of Directors/Management establish policy
or change, notice is given within one week to all holding company
entities.
3. Letter stating employee manual is not an employment contract is given
with each employee manual at the time of hire.
4. Code of Ethics is updated or reviewed with annual acknowledgement from
each employee and director.
Key Result Area: INSURANCE
Performance Standards: I know conditions have been met when:
1. All eligible employees are covered under our group plans with
appropriate information given to payroll clerk to properly deduct any
dependent coverage.
2. Changes and additions are made on the appropriate forms and submitted
with monthly premium checks.
3. Salary changes are submitted to Standard Insurance for long term
disability coverage as salaries change during year with a master change
list being sent by January 31.
4. Premium notices are reviewed and paid monthly with accurate accounting
per branch office with any changes submitted to payroll clerk prior to
next pay period.
5. Reviews other insurance carriers to establish the best results for the
Holding Company. Keeps informed on options such as flex plans, etc.
Key Result Area: MAINTAINS ACCURATE FILES AND RECORDS
Performance Standards: I know conditions have been met when:
1. Each personnel file of the Glacier Bank will daily reveal accurate and
current information regarding insurance coverage, withholding, pay,
addresses, etc. Goal in 1995 will be to have FNB-E & FNB-W files
reflect the same information.
2. Master insurance file can be referred to and information regarding
current policies and procedures is readily located to answer any
employee question.
3. Vacation records are kept current on a daily basis and no two people
from the same department or branch are scheduled for the same vacation
days.
11
4. Master parking file for Kalispell Glacier office is current so as to be
able to assign parking by seniority.
5. Any disciplinary action or comments are clearly documented and signed
and in personnel file within 24 hours of action.
6. Index cards are kept on all employees to assure insurance enrollment,
profit-pension enrollment, evaluations and other reporting done on due
dates. Goal in 1995 is to have Human Resource record keeping
computerized.
Key Result Area: MAINTAINS KRA/PERFORMANCE STANDARDS
Performance Standards: I know conditions have been met when:
1. In the Glacier Bank, there is a job function description (KRA) for each
position clearly defining responsibilities and performance standards.
Descriptions will contain current information up to last year. New
employee will always be given updated description. Goal for 1995 will
be to have a KRA for all Glacier Holding Company entity's employees.
2. There will be a master copy to refer to or replace a lost employee's
copy.
Key Result Area: SALARY ADMINISTRATION
Performance Standards: I know conditions have been met when:
1. At year end salary review, there are adequate companies or associations
to compare to accurately judge that holding company entities remain
competitive in recruitment and keeping employees. Does a salary survey
by November 1 of each year.
2. Upon request for salary increase by a supervisor during course of year,
valid information (length of service, present pay, etc) is gathered and
presented to salary committee to grant increase or deny.
Key Result Area: EVALUATION PROCESS FOR HOLDING COMPANY & ENTITIES
Performance Standards: I know conditions have been met when:
1. Evaluation forms are distributed to each supervisor/manager by October
20 each year.
2. Interviews have been scheduled by December 1 with each
supervisor/manager to review their department with salary committee.
Manager-committee interviews will be completed by December 15.
12
3. Completed and signed evaluation form will be filed in a master file or
in some cases, each employee's file by January 20.
Key Result Area: DIRECTS WORK SCHEDULES FOR EMPLOYEE ABSENCES
Performance Standards: I know conditions have been met when:
1. May assist supervisor of department with absences coverage.
2. May assist supervisor, one month in advance of absence due to vacation,
how position will be covered.
Key Result Area: DEVELOP EMPLOYEE
Performance Standards: I know conditions have been met when:
1. Encourages and advises all holding company entity managers to see that
selected employees have had the benefit of courses, seminars and films.
Adequate training has been provided by qualified personnel. Encourages
employee to take development courses, take full advantage of on-line
training and to attend seminars so that maximum employee efficiency is
utilized with a good understanding of particular programs.
2. Works in coordination with trainer.
Key Result Area: EMPLOYEE COUNSELLING & DISCIPLINE
Performance Standards: I know conditions have been met when:
1. Counsels with all holding company entity managers or assists as
follows: Obtains clear understanding of employee problem or suggestion
so can accurately restate problem back to employee. Research in order
to get back to employee with answer or on-spot reply to establish
understanding or agreement from employee. Checks back with employee two
days after counsel to assure understanding.
2. Any conflicts regarding managers or department heads are reviewed with
the CEO of Glacier Bancorp, Inc.
3. Instructs managers of holding company and subsidiaries in discipline
action. Meeting with employee and manager is conducted with written and
signed disciplinary action description in file. In event of possible
discharge, the discharge procedures outlined in employee manual are
followed to the letter.
13
Key Result Area: TERMINATE EMPLOYEE
Performance Standards: I know conditions have been met when:
1. Provides assistance to subsidiary managers under Glacier Bancorp, Inc..
A termination letter is given to terminating employee at least one week
prior to last day. Letter will clearly advise employee of life &
medical insurance coverage, pension-profit funding, checking account
closure, courses and all other items necessary to be finalized before
employee leaves.
2. Provides exit interview and conducts with employee or completed form is
turned in on last day of employment whereby Glacier Bancorp, Inc. will
obtain information that will identify areas that need improvement or
confirms what is working.
Key Result Area: STOCK OPTIONS
Performance Standards: I know conditions have been met when:
1. Issues stock options to employees within one week of Board of Directors
of Glacier Bancorp, Inc. granting option to employee.
2. Supervises procedures of exercising options. When employee exercises
option, proper forms are completed and signed, letter sent to TrustCorp
directing agent to issue certificate, and money is collected from
employee and deposited through the accounting department.
3. Accurate records are kept of giving and exercising options.
Key Result Area: ADMINISTERS OF EMPLOYEE PROFIT SHARING AND PENSION
TRUSTS OF GLACIER BANCORP, INC. (APPOINTED BY BOARD OF
DIRECTORS)
Performance Standards: I know conditions have been met when:
1. Forms have been turned into our plans administrator for request of
distribution upon receipt of completed form from terminated employee.
2. Census statistics regarding eligible employees are supplied to plans
administrator quarterly.
3. At each pay period, checks are sent to Norwest Capital Management for
investment of 401-K employee contribution.
14
4. Any amendments to plans are delivered to employee within one week of
receiving the amendment in this office.
5. Meets quarterly with advisory committee members to review investment of
funds and other items regarding care of plans.
Key Result Area: COMPLIANCE
Performance Standards: I know conditions have been met when:
1. AFFIRMATIVE ACTION POLICY is reviewed and updated by April each year.
Recalculation of ratios is done and included in manual. A review of
Affirmative Action results is made with the Board of Directors by
June/July each year. Manual is available to examiners.
2. EQUAL EMPLOYMENT OPPORTUNITY (EEOC) is completed by regulation
deadline. The deadline is set annually. EEOC form is made a part of
Affirmative Action Policy Manual.
3. OSHA directs the committee assuring the bank complies with regulations.
Committee meets quarterly with a review of existing or new items
needing attention.
4. AMERICANS WITH DISABILITIES ACT. Reviews of positions are made
establishing physical, mental, time requirements. Essential and
non-essential tasks are made clear before vacancies are posted.
Training of ADA is given to managers. Work with Operations Manager in
reviewing facility requirements for ADA.
5. MEDICAL/FAMILY LEAVE ACT. All employees under the Holding Company are
advised of their eligibility for leave time. A full description has
been supplied for employees reference in employee manual.
6. Code of Ethics is updated annually with verification of review by
employees, directors and officers.
7. Sexual Harassment policy is posted in each office, as well as in
Employee Manual. Is reviewed with each employee upon hire.
8. Provides the required posters to each office regarding Equal Employment
Opportunity, Job Safety & Health Protection, Employee Polygraph
Protection, Minimum Wage Rate, Workers Compensation & Rights under
Family & Medical Leave Act of 1993.
15
Key Result Area: REJECTED LOAN REVIEW FOR GLACIER BANK
Performance Standards: I know conditions have been met when:
1. Serves as chairperson of committee.
2. Hold meeting each week and reports monthly to Board of Directors.
Key Result Area: ASSISTS TAKING BOARD OF DIRECTOR'S MEETING MINUTES
Performance Standards: I know conditions have been met when:
1. At Executive Vice President's direction, takes minutes, has them typed
in rough draft within one week of meeting, and ready for President and
Executive Vice President's approval no less than one week prior to next
board meeting.
