Exhibit (25)(2)(q)(5)
Xxxxxxxx
Profit Sharing Plan Forms
[GRAPHIC]
Super Simplified Standardized Profit Sharing Plan
Adoption Agreement Xxxxxxxx
EMPLOYER INFORMATION
Name of Adopting Employer________________________________________________________________________________________
Address__________________________________________________________________________________________________________
City______________________________ State____________________________________ Zip_________________________________
Telephone_________________________ Adopting Employer's Federal Tax Identification #______________________________
Name of Plan_____________________________________________________________________________________________________
Plan Sequence #___________________________ (Enter 001 if this is the first qualified plan the employer
has ever maintained, enter 002 if it is the second, etc.)
Adopting Employer's Fiscal Year End (specify month and day)____________________Account # (Optional)______________
Section One: Effective Dates Complete Part A or B
PART A. EFFECTIVE DATE: This is the initial adoption of a profit sharing plan
by the Employer.
The Effective Date of this Plan is _________________________.
NOTE: The Effective Date is usually the first day of the Plan Year in
which this Adoption Agreement is signed.
PART B. RESTATEMENT DATE: This is an amendment and restatement of an existing
qualified plan (a Prior Plan).
The Prior Plan was initially effective on _________________________.
The Effective Date of this amendment and restatement is
_____________________.
NOTE: The Effective Date is usually the first day of the Plan Year in
which this Adoption Agreement is signed.
Section Two: Eligibility Complete Parts A through C
PART A. AGE REQUIREMENT: An Employee will be eligible to become a Participant
in the Plan after attaining age __________ (no more than 21).
PART B. YEARS OF ELIGIBILITY SERVICE REQUIREMENT: An Employee will be eligible
to become a Participant in the Plan after completing __________ (enter
0, 1, 2, or any fraction less than 2) Years of Eligibility Service.
NOTE: If either Part A or Part B is left blank, it shall be deemed that
there are no age and Years of Eligibility Service requirements. If more
than one year is selected by the Employer, all contributions shall be
100% vested.
Section Three: Contributions and Section Four: Vesting and Forfeitures
There are no elections required for Sections 3 and 4. Refer to the Basic Plan
Document for information regarding these sections.
Section Five: Distributions and Loans
May a Participant request a loan pursuant to Section 5.19 of the Plan?
Option 1: [_] Yes Option 2: [_] No
NOTE: If no option is selected, Option 2 shall be deemed to be selected.
Section Six: Definitions and Section Seven: Miscellaneous
There are no elections required for Sections 6 and 7. Refer to the Basic Plan
Document for information regarding these sections.
3
Section Eight: Trustee and Custodian Complete Parts A and B (as applicable)
PART A. CUSTODIAN (This Part A must be completed unless a Trustee is named in
Part B, below.)
Financial Organization______________________________________________________________________________________
Address_____________________________________________________________________________________________________
Signature___________________________________________________________________________________________________
Print Name___________________________________________________________________Title__________________________
PART B. TRUSTEE (This Part B must generally be completed unless the Plan covers
one or more Self-Employed Individuals or satisfies another exception
under Section 403(b) of ERISA.)
Option 1: [_] Financial Organization as Trustee Option 2:
[_] Individual Trustee(s)
The Trustee of this Plan shall be a: [_] Directed Trustee
[_] Discretionary Trustee
Name of Trustee ____________________________________________________________________________________________
Address_____________________________________________________________________________________________________
Telephone___________________________________________________________________________________________________
Signature___________________________________________________________________Title___________________________
Section Nine: Employer Signature Important: Please read before signing
PROTOTYPE SPONSOR Xxxxxxxx Advisors, Inc.
000 Xxxx Xxxxxx . New York, NY 10017
000-000-0000
[_] Check here if there is an attachment(s) that applies to this Plan. (If the
box is checked, please describe the attachment(s) below.)
________________________________________________________________________________
I am an authorized representative of the Adopting Employer named above and I
state the following:
1. I acknowledge that I have relied upon my own advisors regarding the
completion of this Adoption Agreement and the legal tax implications of
adopting this Plan;
2. I understand that my failure to properly complete this Adoption
Agreement may result in disqualification of the Plan;
3. I understand that the Prototype Sponsor will inform me of any amendments
made to the Plan and will notify me should it discontinue or abandon the
Plan; and
4. I have received a copy of this Adoption Agreement, the corresponding
Basic Plan Document and, if applicable, any separate trust agreement
used in lieu of the trust agreement contained in the Basic Plan Document.
Signature of Adopting Employer__________________ Date Signed_________________________
Print Name______________________________________ Title_______________________________
NOTE: The Adopting Employer may rely on an opinion letter issued by the
Internal Revenue Service as evidence that the Plan is qualified under
Section 401 of the Code except to the extent provided in Revenue Procedure
2000-20, 2000-6 I.R.B. 553 and Announcement 2001-77, 2001-30 I.R.B. An Employer
who has ever maintained or who later adopts any Plan (including a welfare
benefit fund, as defined in Section 419(e) of the Code, which provides
post-retirement medical benefits allocated to separate accounts for key
employees, as defined in Section 419A(d)(3) of the Code, or an individual
medical account, as defined in Section 415(l)(2) of the Code) in addition to
this Plan may not rely on the opinion letter issued by the Internal Revenue
Service with respect to the requirements of Sections 415 and 416 of the Code.
If the Employer who adopts or maintains multiple plans wishes to obtain
reliance with respect to the requirements of Sections 415 and 416 of the Code,
application for a determination letter must be made to Employee Plans
Determinations of the Internal Revenue Service. The Employer may not rely on
the opinion letter in certain other circumstances, which are specified in the
opinion letter issued with respect to the Plan or in Revenue Procedure 2000-20
and Announcement 2001-77. This Adoption Agreement may be used only in
conjunction with Basic Plan Document #01. The signature of the Adopting
Employer in this Section Nine shall apply to Section 10 of this Adoption
Agreement if the Employer is restating its Plan to comply with Revenue
Procedure 2000-20.
4
Section Ten: Remedial Amendment Period Plan Administration
Complete Section 10 only if the Plan is being restated to comply with GUST.
PART A. HIGHLY COMPENSATED EMPLOYEE
1. Top Paid Group. For purposes of determining who was a Highly Compensated
Employee, did the Employer make the top-paid group election for the
following Plan Years?
1997 [_] Yes [_] No [_] Not Applicable 2001 [_] Yes [_] No [_] Not Applicable
1998 [_] Yes [_] No [_] Not Applicable 2002 [_] Yes [_] No [_] Not Applicable
1999 [_] Yes [_] No [_] Not Applicable 2003 [_] Yes [_] No [_] Not Applicable
2000 [_] Yes [_] No [_] Not Applicable 2004 [_] Yes [_] No [_] Not Applicable
NOTE: If a box is not selected for a year, "No" shall be deemed to be
selected for such year.
2. Calendar Year Data Election. For purposes of determining who was a
Highly Compensated Employee (other than as a five-percent owner), did
the Employer make a calendar year data election for the following Plan
Years?
1997 [_] Yes [_] No [_] Not Applicable 2001 [_] Yes [_] No [_] Not Applicable
1998 [_] Yes [_] No [_] Not Applicable 2002 [_] Yes [_] No [_] Not Applicable
1999 [_] Yes [_] No [_] Not Applicable 2003 [_] Yes [_] No [_] Not Applicable
2000 [_] Yes [_] No [_] Not Applicable 2004 [_] Yes [_] No [_] Not Applicable
NOTE: If a box is not selected for a year, "Yes" shall be deemed to be
selected for such year.
PART B. REQUIRED MINIMUM DISTRIBUTION
1. Required Beginning Date. Effective the first day of the __________(enter
year) Plan Year, the definition of Required Beginning Date with respect
to this Plan was amended to (select one):
Option 1: [_] The April 1 of the calendar year following the calendar
year in which a Participant attains age 701/2.
Option 2: [_] The April 1 of the calendar year following the calendar
year in which a Participant attains age 701/2, except that
distributions to a Participant (other than a five-percent
owner) with respect to benefits accrued after the later of
the adoption or effective date of this amendment to the
Plan must commence by the later of the April 1 of the
calendar year following the calendar year in which the
Participant attains age 701/2 or retires.
Option 3: [_] The later of the April 1 of the calendar year following
the calendar year in which the Participant attains age
701/2 or retires except that distributions to a
five-percent owner must commence by the April 1 of the
calendar year following the calendar year in which the
Participant attains age 701/2.
NOTE: If no Option is selected, Option 3 shall be deemed to be selected.
If Option 3 is selected, complete item 2 below. If either item 1 or item
2 above is selected, skip item 2 below and proceed to Part E below.
2. Transition Rules. To facilitate the amendment to the definition of
Required Beginning Date, one or more of the following options must be
selected if Option 3, item 1, above was selected. Option 3, below, must
be selected to the extent that there would have been an elimination of a
preretirement age 701/2 distribution option for Employees older than
those listed in item 1 above.
Option 1: [_] Any Participant who attained age 701/2 in years after 1995
was permitted to defer distributions until the calendar
year following the calendar year in which the Participant
retired.
Option 2: [_] Any Participant attaining age 701/2 in years prior to 1997
was permitted to stop distributions and recommence by the
April 1 of the calendar year following the year in which
the Participant retires. With respect to such
Participants, there is (select one):
Suboption (a): [_] A new annuity starting date upon
recommencement, or
Suboption (b): [_] No new annuity starting date upon
recommencement.
Option 3: [_] The preretirement age 701/2 distribution option was only
eliminated with respect to Employees who reached age 701/2
in or after a calendar year that begins after the later of
December 31, 1998, or the adoption date of this amendment.
NOTE: If no option is selected, Options 1, 2 and 3 shall be deemed to be
selected. If Option 2 is selected or deemed selected and neither
Suboption (a) nor Suboption (b) is selected, Suboption (b) shall be
deemed to be selected.
3. Calculations. For purposes of determining a Participant's required
minimum distribution, in what calendar year did the Employer adopt the
2001 proposed regulations under Section 401(a)(9) of the Code?
[_] 2001 [_] 2002 [_] Not Applicable
NOTE: If a box is not selected under item 3 above, 2001 shall be deemed
to be selected.
PART C. ANNUAL ADDITIONS TESTING: The 1.0 test described in Section 415(e) of
the Code did not apply for Plan Years beginning on or after January 1,
2000. In addition, the Plan did not apply the rule requiring adjustment
of the $30,000 annual additions limit to one-fourth of the defined
benefit limit for Plan Years beginning on or after January 1, 1995.
PART D. FAMILY AGGREGATION: The family aggregation rules with respect to
coverage and nondiscrimination tests and allocations of Employer
Contributions to the Plan did not apply for Plan Years beginning on or
after January 1, 1997.
PART E. COMPENSATION: The definition of Compensation with respect to annual
additions testing under Section 415 of the Code was amended to gross
Compensation for Plan Years beginning on or after January 1, 1998.
5
Internal Revenue Service Department of the Treasury
Plan Description: Prototype
Standardized Profit Sharing Plan
FFN: 502A7852701-001 Case: 000000000
EIN: 00-0000000
Letter Serial No: K269412a Washington, DC 20224
Contact Person: XX. Xxxxxxxxx
50-00197
XXXXXXXX ADVISORS INC Telephone Number: (000) 000-0000
000 XXXX XXXXXX 3RD FLOOR In Reference to: T:EP:RA:T3
NEW YORK, NY 10017 Date: 11/26/2001
Dear Applicant:
In our opinion, the form of the plan identified above is acceptable under
section 401 of the Internal Revenue Code for use by employers for the benefit
of their employees. This opinion relates only to the acceptability of the form
of the plan under the Internal Revenue Code. It is not an opinion of the effect
of other Federal or local statutes.
You must furnish a copy of this letter to each employer who adopts this plan.
You are also required to send a copy of the approved form of the plan, any
approved amendments and related documents to Employee plans Determinations in
Cincinnati at the address specified in section 9.11 of Rev. Proc. 2000-20,
2000-6 I.R.B 553.
This letter considers the changes in qualifications requirements made by the
Uruguay Round Agreements Act (GATT), Pub. L. 103-465, the Small Business job
Protection Act of 1996, Pub. L. 104-188, the Uniformed Services Employment and
Reemployment Rights Act of 1994. Pub. L. 103-353, the Taxpayer Relief Act of
1997. Pub. L.105-34, the Internal Revenue Service Restructuring and Reform Act
of 1998. Pub. L. 105-206 and the Community renewal Tax Relief Act of 2000. Pub.
L. 106-554. These laws are referred to collectively as GUST.
Our opinion on the acceptability of the form of the plan is not a ruling or
determination as to whether an employer's plan qualifies under Code section
401(a). However, an employer that adopts this plan may rely on this letter with
respect to the qualification of its plan under Code section 401(a), except as
provided below, provided the eligibility requirements and contribution or
benefit provisions are not more favorable for highly compensated employees than
for other employees. The terms of the plan must be followed in operation.
Except as stated below, Employee Plans Determinations will not issue a
determination letter with respect to this plan.
Our opinion does not apply for purposes of Code section 401(a) (10) (B) and
section 401(a) (16) if an employer ever maintained another qualified plan for
one or more employees who are covered by this plan, other than a specified
paired plan within the meaning of section 4.13 of Rev. Proc. 2000-20, 2000-6
I.R.B. 553. For this purpose, the employer will not be considered to have
maintained another plan merely because the employer has maintained another
defined contribution plan(s), provided such other plan(s) has been terminated
prior to the effective date of this plan and no annual additions have been
credited to the account of any participant under such other plan(s), as of any
date within the limitation year of this plan. Like-wise, if this plan is first
effective on or after the effective date of the repeal of Code section 415(e),
the employer will not be considered to have maintained another plan merely
because the employer has maintained a defined benefit plan(s), provided the
defined benefit plan(s) has been terminated prior to the effective date of this
plan. Our opinion also does not apply for purposes of Code section 401(a) (16)
if, after December 31, 1985, the employer maintains a welfare benefit fund
defined in Code section 419(e), which provides postretirement medical benefits
allocated to separate accounts for key employees as defined in Code section
419A(d) (3).
An employer that adopts this plan may not rely on this opinion letter with
respect to: (1) whether any amendment or series of amendments to the plan
satisfies the nondiscrimination requirements of section 1.401(a) (4)-5(a) of
the regulations, except with respect to plan amendments granting past service
that meet the safe harbor described in section 1.401(a) (4)-5(a) (5) and are
not part of a pattern of amendments that significantly discriminates in favor
of highly compensated employees; or (2) whether the plan satisfies the
effective availability requirement of section 1.401(a) (4)-4(c) of the
regulation with respect to any benefit, right or feature.
6
XXXXXXXX ADVISORS, INC.
FFN: 502A7852701-001
Page 2
An employer that adopts this plan as an amendment to a plan other than a
standardized plan may not rely on this opinion letter with respect to whether a
benefit, right or other feature that is prospectively eliminated satisfies the
current availability requirements of section 1.401(a)-4 of the regulations.
An employer that elects to continue to apply the pre-GUST family aggregation
rules in years beginning after December 31, 1996, or the combined plan limit of
section 415(e) in years beginning after December 31, 1999, will not be able to
rely on the opinion letter without a determination letter.
The employer may request a determination (1) as to whether the plan, considered
with all related qualified plans and, if appropriate, welfare benefit funds,
satisfies the requirements of Code section 401(a) (16) as to limitations on
benefits and contributions in Code section 415 and the requirements of Code
section 401(a) (10) (B) as to the top-heavy plan requirements in Code section
416; (2) regarding the nondiscriminatory effect of grants of past service; (3)
with respect to whether a prospectively eliminated benefit, right or feature
satisfies the current availability requirements, and (4) with respect to the
continued application of the pre-GUST family aggregation rules in years
beginning after December 31, 1996, or the combined plan limit of section 415(e)
in years beginning after December 31, 1999. The employer may request a
determination letter by filing an application with Employee Plans
Determinations on Form 5307. Application for Determination for Adopters of
Master or Prototype or Volume Submitter Plans.
If you, the master or prototype sponsor, have any questions concerning the IRS
processing this case, please call the above telephone number. This number is
only for use of the sponsor. Individual participants and/or adopting employers
with questions concerning the plan should contact the master or prototype
sponsor. The plan's adoption agreement must include the sponsor's address and
telephone number for inquiries by adopting employers.
If you write to the IRS regarding this plan, please provide your telephone
number and the most convenient time for us to call in case we need more
information. Whether you call or write, please refer to the Letter Serial
Number and File Folder Number shown in the heading of this letter.
You should keep this letter as a permanent record. Please notify us if you
modify or discontinue sponsorship of this plan.
Sincerely yours,
[GRAPHIC]
Director
Employee Plans Rulings &
Agreements
6
Super Simplified Standardized Profit Sharing Plan
Summary Plan Description Xxxxxxxx
GENERAL INFORMATION SHEET
EMPLOYER INFORMATION
Definitions of terms referenced with capitalization in this document can be
found in the Definitions portion of the Summary Plan Description Booklet
provided by your Employer.
Your Employer has adopted a Profit Sharing Plan for the benefit of you and your
co-workers. This Plan is designed to help you meet your financial needs during
your retirement years. Your Employer must follow certain rules and requirements
to maintain this Plan. This General Information Sheet provides you with some of
the details of the Plan. Use this information in conjunction with the Summary
Plan Description (SPD) Booklet which accompanies this General Information Sheet.
Name of Plan _____________________________________________________________________________________________
Plan Name of Adopting Employer ____________________________________________________________________________
Address _________________________________________________________________________________________________
Telephone _____________________________________ Employer's Federal Tax Identification # ___________________
Plan Sequence # ________________________________ Employer's Fiscal Year End _______________________________
Section One: Effective Dates
The Effective Date of this Plan is ______________. If this is an amendment and
restatement of a prior existing qualified plan (a Prior Plan), the effective
date of the Prior Plan was initially effective on ______________. The Effective
Date of this restatement is ______________.
Section Two: Eligibility See Section titled Eligibility and Participation of
the SPD Booklet.
ELIGIBLE EMPLOYEES You will generally be eligible to become a Participant in
the Plan after having satisfied the age and service requirements. However, you
are not eligible to become a Participant in the Plan if you are covered by a
collective bargaining agreement (e.g., union agreement) unless the agreement
requires you to be covered by the Plan, or if you are a nonresident alien and
receive no earned income from the Employer within the United States. In
addition, you are not eligible if you become an Employee as a result of an
asset or stock acquisition, merger, or similar transaction involving a change
in the employer of the employees of a trade or business (during the transition
period only).
You will become eligible to participate in the Plan after satisfying the age
and service requirements.
The age required for you to become a Participant is ________________.
The Year(s) of Eligibility Service required for you to become a Participant
are/is ____________________.
All Employees will be considered to have met the age and service requirements
described above if employed on the Effective Date of this Plan. [_] Yes [_] No
The age required for you to become a Participant is ____________________.
HOURS REQUIRED FOR ELIGIBILITY The number of Hours of Service you must be
employed to complete a Year of Eligibility Service is 1,000.
The number of Hours of Service you must exceed to avoid a Break in Eligibility
Service is 500.
Employees shall be given credit for eligibility purposes for Hours of Service
with predecessor employer(s) (only applies if your Employer has experienced a
previous change of ownership through stock or asset acquisitions, mergers
and/or similar transactions).
ENTRY DATES The Entry Dates upon which you can begin Plan participation are the
first day of the Plan Year and the first day of the seventh month of the Plan
Year.
Section Three: Contributions See Section titled Contributions to the Plan of
the SPD Booklet.
EMPLOYER PROFIT SHARING CONTRIBUTIONS The Employer may, as determined from year
to year, make an Employer Profit Sharing Contribution. The Employer Profit
Sharing Contribution will be allocated to each Participant's Individual Account
under a pro rata formula. Under this formula, each Qualifying Participant's
Individual Account will receive a pro rata allocation. This allocation is based
on the Qualifying Participant's Compensation in relation to the total
Compensation of all Qualifying Participants.
QUALIFYING PARTICIPANT For any Plan Year that an Employer Profit Sharing
Contribution is made, you will be entitled to share in that contribution (and,
thus, be a Qualifying Participant) if you satisfy the following conditions:
7
1. You are a Participant, and
2. If you terminate employment, you work at least 500 Hours of Service during
the Plan Year.
OTHER CONTRIBUTIONS Rollover and transfer contributions may be made to this
Plan.
Section Four: Vesting See Section titled Vesting and Forfeitures of the SPD
Booklet.
You will be 100% vested in your Individual Account at all times.
The number of Hours of Service you must be employed to complete a Year of
Vesting Service is 1,000.
The number of Hours of Service you must exceed to avoid a Break in Vesting
Service is 500.
Employees shall be given credit for vesting purposes for Hours of Service with
predecessor Employer(s) (only applies if your Employer has experienced a
previous change of ownership through stock or asset acquisitions, mergers
and/or similar transactions).
Section Five: Distributions and Loans See Section titled Distribution of
Benefits, Claims Procedure and Loans of the SPD Booklet.
DISTRIBUTIONS You may withdraw your Individual Account if you terminate
employment, attain Normal Retirement Age, become disabled or if your Employer
terminates this Plan. In addition, you may take distributions during your
service with the Employer. (See your Plan Administrator for further information
on in-service withdrawals.)
LOANS Can you receive loans from the Plan? (If "yes," see attached Loan
Disclosure.) [_] Yes [_] No REA SAFE HARBOR The REA Safe Harbor provisions
apply to this Plan.
Section Six: Definitions See Section titled Definitions of the SPD Booklet.
PLAN YEAR The Plan Year end is the Employer's fiscal year end.
HOURS OF SERVICE Hours of Service is based on the actual hours you are paid or
entitled to payment.
COMPENSATION Compensation is the Compensation paid to you after you become a
Participant. Compensation includes Elective Deferrals made pursuant to a Salary
Reduction Agreement.
NORMAL RETIREMENT AGE Normal Retirement Age under the Plan is 591/2.
Section Seven: Miscellaneous See Section titled Miscellaneous of the SPD
Booklet.
INVESTMENT DIRECTION You will direct the investment of all or part of your
Individual Account. (See your Plan Administrator for rules and procedures that
will apply.)
PLAN ADMINISTRATOR The Employer is usually the Plan Administrator. This section
will be completed only if the Employer is not the Plan Administrator.
Name (If Not Employer) _____________________________________________
Address ___________________________________________________________
Business Telephone _________________________________________________
AGENT FOR SERVICE OF LEGAL PROCESS
Name (If Not Employer) _____________________________________________
Address ___________________________________________________________
NOTE: The Agent for Service of Legal Process is the
person upon whom any legal papers can be served. Service
of legal process may be made upon a Plan Trustee or the
Employer/Plan Administrator.
Section Eight: Trustee(s)
Name (If Not Employer) _____________________________________________
Title _____________________________________________________________
Business Address ___________________________________________________
Name (If Not Employer) _____________________________________________
Title _____________________________________________________________
Business Address ___________________________________________________
8
Simplified Profit Sharing Plan
Adoption Agreement Xxxxxxxx
EMPLOYER INFORMATION
Name of Adopting Employer________________________________________________________________________________________
Address__________________________________________________________________________________________________________
City______________________________ State____________________________________ Zip_________________________________
Telephone_________________________ Adopting Employer's Federal Tax Identification #______________________________
Name of Plan_____________________________________________________________________________________________________
Plan Sequence #___________________________ (Enter 001 if this is the first qualified plan the employer
has ever maintained, enter 002 if it is the second, etc.)
Adopting Employer's Fiscal Year End (specify month and day)____________________Account # (Optional)______________
Type of Business (select one):[_] Sole Proprietorship [_] Partnership [_] C Corporation [_] S Corporation [_] Other (specify)
Section One: Effective Dates Complete Part A or B
PART A. EFFECTIVE DATE: This is the initial adoption of a profit sharing plan
by the Employer. The Effective Date of this Plan is ____________________. NOTE:
The Effective Date is usually the first day of the Plan Year in which this
Adoption Agreement is signed.
PART B. RESTATEMENT DATE: This is a restatement of an existing qualified plan
(a Prior Plan). The Prior Plan was initially effective on ____________________.
The Effective Date of this restatement is ____________________. NOTE: The
Effective Date is usually the first day of the Plan Year in which this Adoption
Agreement is signed.
Section Two: Eligibility Complete Parts A through D
PART A. AGE AND YEARS OF ELIGIBILITY SERVICE REQUIREMENT: 1. Age Requirement.
An Employee will be eligible to become a Participant in the Plan for purposes
of receiving an allocation of any Employer Profit Sharing Contribution made
pursuant to Section Three of the Adoption Agreement after attaining age
__________ (no more than 21). 2. Years of Eligibility Service Requirement. An
Employee will be eligible to become a Participant in the Plan for purposes of
receiving an allocation of any Employer Profit Sharing Contribution made
pursuant to Section Three of the Adoption Agreement after completing __________
(enter 0, 1, 2 or any fraction less than 2) Years of Eligibility Service. NOTE:
If either item 1 or item 2 is left blank, it shall be deemed that there are no
Age and Years of Eligibility Service requirements. If a fraction is selected,
an Employee will not be required to complete any specified number of Hours of
Service to receive credit for a fractional year. If more than one year is
selected by the Employer, all contributions shall be 100% Vested.
PART B. HOURS REQUIRED FOR ELIGIBILITY PURPOSES: 1. ____________ Hours of
Service (no more than 1,000) shall be required to constitute a Year of
Eligibility Service. 2. ____________ Hours of Service (no more than 500 but
less than the number specified in Section Two, Part B, item 1, above) must be
exceeded to avoid a Break in Eligibility Service. 3. For purposes of
determining Years of Eligibility Service, an Employee shall be given credit for
Hours of Service with the following predecessor employer(s). (complete if
applicable) ____________________________________________________________.
PART C. ENTRY DATES: The Entry Dates for participation shall be (select one):
Option 1: [_] The first day of the Plan Year and the first day of the seventh
month of the Plan Year. Option 2: [_] Other (specify) ____________________.
NOTE: If no option is selected, Option 1 shall be deemed to be selected. Option
2 can be selected only if the eligibility requirements and Entry Dates are
coordinated such that each Employee will become a Participant in the Plan no
later than the earlier of: (1) the first day of the Plan Year beginning after
the date the Employee satisfies the age and service requirements of
Section 410(a) of the Code; or (2) six months after the date the Employee
satisfies such requirements.
PART D. EMPLOYEES EMPLOYED AS OF EFFECTIVE DATE: Will an Employee employed as
of the Effective Date of this Plan who has not otherwise met the requirements
of Part A above be considered to have met those requirements as of the
Effective Date? Option 1: [_] Yes Option 2: [_] No NOTE: If no option is
selected, Option 2 shall be deemed to be selected.
Section Three: Contributions Complete Parts A and B
PART A. EMPLOYER PROFIT SHARING CONTRIBUTIONS: 1. Contribution Formula For each
Plan Year the Employer will contribute an amount to be determined from year to
year. 2. Allocation Formula (select one): Option 1: [_] Pro Rata Formula.
Employer Profit Sharing Contributions shall be allocated to the Individual
Accounts of Qualifying Participants in the ratio that each Qualifying
Participant's Compensation for the Plan Year bears to the total Compensation of
all Qualifying Participants for the Plan Year. Option 2: [_] Integrated
Formula. Employer Profit Sharing Contributions shall be allocated pursuant to
the integrated allocation formula provided in Section 3.01(B)(2) of the Plan.
The integration level shall be (select one): Suboption (a): [_] The Taxable
Wage Base. Suboption (b): [_] $ ________ (a dollar amount less than the Taxable
Wage Base). Suboption (c): [_] ________ percent (not more than 100 percent) of
the Taxable Wage Base. NOTE: If no suboption is selected, Suboption (a) shall
be deemed to be selected. NOTE: If no option is selected, Option 1 shall be
deemed to be selected.
9
PART B. QUALIFYING PARTICIPANTS: A Participant will be a Qualifying Participant
and thus entitled to share in the Employer Profit Sharing Contribution for any
Plan Year only if the Participant is a Participant who has satisfied all of the
eligibility requirements of Section Two of this Adoption Agreement on at least
one day of such Plan Year and, if such Participant has incurred a Termination
of Employment, satisfies the following Hours of Service requirement (select
one): Option I: [_] The Participant completes at least 500 Hours of Service
during the Plan Year. Option 2: [_] The Participant completes at least
______________ (not more than 500) Hours of Service during the Plan Year. NOTE:
If no option is selected, Option 1 shall be deemed to be selected.
Section Four: Vesting and Forfeitures Complete Parts A through C
PART A. VESTING SCHEDULE FOR EMPLOYER PROFIT SHARING CONTRIBUTIONS: A
Participant shall become Vested in his or her Individual Account derived from
Employer Profit Sharing Contributions made pursuant to Section Three of the
Adoption Agreement as follows (select one):
1. Current Vesting Schedule
VESTED PERCENTAGE
---------------------------------------------------------------
YEARS OF VESTING
SERVICE Option 1 [_] Option 2 [_] Option 3 [_] Option 4 [_] Option 5 [_] (Complete if Chosen)
---------------- ------------ ------------ ------------ ------------ ------------ --------------------
Less than One....... 0% 0% 100% 0% _______ %
1................... 0% 0% 100% 0% _______ %
2................... 0% 20% 100% 0% _______ %
3................... 0% 40% 100% 20% _______ % (not less than 20%)
4................... 0% 60% 100% 40% _______ % (not less than 40%)
5................... 100% 80% 100% 60% _______ % (not less than 60%)
6................... 100% 100% 100% 80% _______ % (not less than 80%)
7................... 100% 100% 100% 100% _______ % (not less than 100%)
NOTE: If no option is selected, Option 3 shall be deemed to be selected.
2. Prior Vesting Schedule (Complete this Part A, item 2 only if the Plan has
been amended to include a less favorable vesting schedule.)
VESTED PERCENTAGE
---------------------------------------------------------------
YEARS
OF
VESTING
SERVICE Option 1 [_] Option 2 [_] Option 3 [_] Option 4 [_] Option 5 [_] (Complete if Chosen)
------- ------------ ------------ ------------ ------------ ------------ --------------------
Less
than
One.. 0% 0% 100% 0% _________ %
1...... 0% 0% 100% 0% _________ %
2...... 0% 20% 100% 0% _________ %
3...... 0% 40% 100% 20% _________ % (not less than 20%)
4...... 0% 60% 100% 40% _________ % (not less than 40%)
5...... 100% 80% 100% 60% _________ % (not less than 60%)
6...... 100% 100% 100% 80% _________ % (not less than 80%)
7...... 100% 100% 100% 100% _________ % (not less than 100%)
PART B. HOURS REQUIRED FOR VESTING PURPOSES:
1. ______________ Hours of Service (no more than 1,000) shall be required to
constitute a Year of Vesting Service.
2. ______________ Hours of Service (no more than 500 but less than the number
specified in this Section 4, Part B, item 1, above) must be exceeded to avoid a
Break in Vesting Service. __________________________________________________
3. For purposes of determining Years of Vesting Service, an Employee shall be
given credit for Hours of Service with the following predecessor employer(s)
(complete if applicable).
PART C. EXCLUSION OF CERTAIN YEARS OF VESTING SERVICE: All of an Employee's
Years of Vesting Service with the Employer are counted to determine the Vested
percentage in the Participant's Individual Account except (select any that
apply):
[_] Years of Vesting Service before the Employee reaches age 18. [_] Years of
Vesting Service before the Employer maintained this Plan or a predecessor plan.
Section Five: Distributions and Loans Complete Parts A and B
PART A. IN-SERVICE WITHDRAWALS OF EMPLOYER PROFIT SHARING CONTRIBUTIONS: May a
Participant request a distribution from the Plan of that portion of the
Participant's Individual Account attributable to Employer Profit Sharing
Contributions pursuant to Section 5.01(A)(4) of the Plan (select one) ? Option
1: [_] Yes. Option 2: [_] Yes, but only with respect to a Participant who is
100% Vested in his or her Individual Account attributable to Employer Profit
Sharing Contributions. Option 3: [_] No. NOTE: If no option is selected, Option
1 shall be deemed to be selected. If either Option 1 or Option 2 is selected,
will such distributions be permitted only on account of hardship pursuant to
Section 5.01(A)(5) of the Plan?
Suboption 1: [_] Yes. Suboption 2: [_]No. NOTE: If no option is selected,
Suboption 2 will be deemed to be selected.
PART B. LOANS: May a Participant request a loan pursuant to Section 5.19 of the
Plan? Option 1: [_] Yes. Option 2: [_] No. NOTE: If no option is selected,
Option 2 shall be deemed to be selected.
Section Six: Definitions Complete Parts A through E
PART A. PLAN YEAR MEANS: Option 1: [_] The 12-consecutive month period which
coincides with the Adopting Employer's Fiscal Year. Option 2: [_] The calendar
year. Option 3: [_] Other 12-consecutive month period (Specify a 12-consecutive
month period selected in a uniform and nondiscriminatory manner.)
NOTE: If no option is selected, Option 1 shall be deemed to be selected. If the
initial Plan Year is less than 12 months (a short Plan Year) specify such Plan
Year's beginning and ending dates
10
PART B. HOURS OF SERVICE EQUIVALENCIES: Service will be determined on the basis
of (select one): Option 1: [_] Actual hours for which an Employee is paid or
entitled to payment. Option 2: [_] Days worked. An Employee will be credited
with 10 Hours of Service if under the definition of Hours of Service Section
such Employee would be credited with at least one Hours of Service during the
day. Option 3: [_] Weeks worked. An Employee will be credited with 45 Hours of
Service if under the definition of Hours of Service Section such Employee would
be credited with at least one Hours of Service during the week. Option 4: [_]
Semi-Monthly payroll periods worked. An Employee will be credited with 95 Hours
of Service if under the definition of Hours of Service such Employee would be
credited with at least one Hours of Service during the semi-monthly payroll
period. Option 5: [_] Months worked. An Employee will be credited with 190
Hours of Service if under the definition of Hours of Service Section such
Employee would be credited with at least one Hours of Service during the month.
NOTE: If no option is selected, Option 1 shall be deemed to be selected. This
Section Six, Part B will not apply if the elapsed time method of Section Six,
Part C is selected.
PART X. XXXXXXX TIME METHOD: In lieu of tracking Hours of Service of Employees,
will the elapsed time method described under the definition of Hours of Service
be used (select one)? Option 1: [_] Yes Option 2: [_] No NOTE: If no option is
selected, Option 1 shall be deemed to be selected.
PART D. EARLY RETIREMENT AGE: The Early Retirement Age under the Plan shall be
(select one): Option 1: [_] An Early Retirement Age is not applicable under the
Plan. Option 2: [_] A Participant satisfies the Plan's Early Retirement Age
conditions by attaining age ___________ and completing ____________ Years of
Vesting Service. NOTE: If no option is selected, Option 1 shall be deemed to be
selected.
PART E. ELIGIBILITY COMPUTATION PERIOD: An Employee's Eligibility Computation
Periods subsequent to his or her initial Eligibility Computation Period shall
be (select one): Option 1: [_] The 12-consecutive month periods commencing on
the anniversaries of his or her Employment Commencement Date. Option 2: [_] The
Plan Year commencing with the Plan Year beginning during his or her initial
Eligibility Computation Period. NOTE: If no option is selected, Option 1 shall
be deemed to be selected.
Section Seven: Miscellaneous Complete Parts A and B
PART A. PARTICIPANT DIRECTION: Will a Participant be responsible for directing
the investment of his or her Plan assets pursuant to Section 7.22(B) of the
Plan? Option 1: [_] Yes Option 2: [_] No NOTE: If no option is selected, Option
1 shall be deemed to be selected.
PART B. PERMISSIBLE INVESTMENTS: The assets of the Plan shall be invested only
in those investments described below (to be completed by the Prototype Sponsor):
______________________________________________________________________________
________ ______________________________________________________________________
Section Eight: Trustee and Custodian Complete Parts A and B (as applicable)
PART A. CUSTODIAN (This Part A must be completed unless a Trustee is named in
Part B, below.)
Financial Organization______________________________________________________________________________________
Address_____________________________________________________________________________________________________
Signature___________________________________________________________________________________________________
Type Name___________________________________________________________________Title__________________________
PART B. TRUSTEE (This Part B must generally be completed unless the Plan covers
one or more Self-Employed Individuals or satisfies another exception under
Section 403(b) of ERISA. Select one:) Option 1: [_] Financial Organization as
Trustee Option 2: [_] Individual Trustee(s)
The Trustee of this Plan shall be a: [_] Directed Trustee [_] Discretionary
Trustee
Name of Trustee ____________________________________________________________________________________________
Address_____________________________________________________________________________________________________
Telephone___________________________________________________________________________________________________
Signature___________________________________________________________________ Title___________________________
Name of Trustee ____________________________________________________________________________________________
Address_____________________________________________________________________________________________________
Telephone___________________________________________________________________________________________________
Signature___________________________________________________________________ Title___________________________
Section Nine: Employee Signature Important: Please read before signing
PROTOTYPE SPONSOR Xxxxxxxx Advisors, Inc.
000 Xxxx Xxxxxx . New York, NY 10017
000-000-0000
[_] Check here if there is an attachment(s) that applies to this Plan. (If the
box is checked, please describe the attachment(s) below.)
________________________________________________________________________________
I am an authorized representative of the Adopting Employer named above and I
state the following: 1. I acknowledge that I have relied upon my own advisors
regarding the completion of this Adoption Agreement and the legal tax
implications of adopting this Plan; 2. I understand that my failure to properly
complete
11
this Adoption Agreement may result in disqualification of the Plan; 3. I
understand that the Prototype Sponsor will inform me of any amendments made to
the Plan and will notify me should it discontinue or abandon the Plan; and 4. I
have received a copy of this Adoption Agreement, the corresponding Basic Plan
Document and, if applicable, any separate trust agreement used in lieu of the
trust agreement contained in the Basic Plan Document.
Signature of Adopting Employer__________________ Date Signed_________________________
Type Name______________________________________ Title_______________________________
NOTE: The Adopting Employer may rely on an opinion letter issued by the
Internal Revenue Service as evidence that the Plan is qualified under
Section 401 of the Code except to the extent provided in Revenue Procedure
2000-20, 2000-6 I.R.B. 553 and Announcement 2001-77, 2001-30 I.R.B. An Employer
who has ever maintained or who later adopts any Plan (including a welfare
benefit fund, as defined in Section 419(e) of the Code, which provides
post-retirement medical benefits allocated to separate accounts for key
employees, as defined in Section 419A(d)(3) of the Code, or an individual
medical account, as defined in Section 415(l)(2) of the Code) in addition to
this Plan may not rely on the opinion letter issued by the Internal Revenue
Service with respect to the requirements of Sections 415 and 416 of the Code.
If the Employer who adopts or maintains multiple plans wishes to obtain
reliance with respect to the requirements of Sections 415 and 416 of the Code,
application for a determination letter must be made to Employee Plans
Determinations of the Internal Revenue Service. The Employer may not rely on
the opinion letter in certain other circumstances, which are specified in the
opinion letter issued with respect to the Plan or in Revenue Procedure 2000-20
and Announcement 2001-77. This Adoption Agreement may be used only in
conjunction with Basic Plan Document #01. The signature of the Adopting
Employer in this Section Nine shall apply to Section 10 of this Adoption
Agreement if the Employer is restating its Plan to comply with Revenue
Procedure 2000-20.
Section Ten: Remedial Amendment Period Plan Administration Complete Section 10
only if the Plan is being restated to comply with GUST
PART A. HIGHLY COMPENSATED EMPLOYEE
1. Top Paid Group. For purposes of determining who was a Highly Compensated
Employee, did the Employer make the top-paid group election for the following
Plan Years?
1997 [_] Yes [_] No [_] Not Applicable 2000 [_] Yes [_] No [_] Not Applicable 2003 [_] Yes [_] No [_] Not Applicable
1998 [_] [_] [_] Not [_] [_] [_] Not [_] [_] Not
Yes No Applicable 2001 Yes No Applicable 2004 [_] Yes No Applicable
1999 [_] [_] [_] Not [_] [_] [_] Not
Yes No Applicable 2002 Yes No Applicable
NOTE: If a box is not selected for a year, "No" shall be deemed to be selected
for such year.
2. Calendar Year Data Election. For purposes of determining who was a Highly
Compensated Employee (other than as a five-percent owner) did the Employer make
a calendar year data election for the following Plan Years?
1997 [_] Yes [_] No [_] Not Applicable 2000 [_] Yes [_] No [_] Not Applicable 2003 [_] Yes [_] No [_] Not Applicable
1998 [_] [_] [_] Not [_] [_] [_] [_] [_] Not
Yes No Applicable 2001 Yes No [_] Not Applicable 2004 Yes No Applicable
1999 [_] [_] [_] Not [_] [_] [_] Not
Yes No Applicable 2002 Yes No Applicable
NOTE: If a box is not selected for a year, "Yes" shall be deemed to be selected
for such year.
PART B. REQUIRED MINIMUM DISTRIBUTION
1. Beginning Date. Effective the first day of the __________ (enter year) Plan
Year, the definition of Required Beginning Date with respect to this Plan was
amended to (select one): Option 1: [_] The April 1 of the calendar year
following the calendar year in which a Participant attains age 70 1/2. Option
2: [_] The April 1 of the calendar year following the calendar year in which a
Participant attains age 70 1/2, except that distributions to a Participant
(other than a five-percent owner) with respect to benefits accrued after the
later of the adoption or effective date of this amendment to the Plan must
commence by the later of the April 1 of the calendar year following the
calendar year in which the Participant attains age 70 1/2 or retires. Option 3:
[_] The later of the April 1 of the calendar year following the calendar year
in which the Participant attains age 70 1/2 or retires except that
distributions to a five-percent owner must commence by the April 1 of the
calendar year following the calendar year in which the Participant attains age
70 1/2. NOTE: If no Option is selected, Option 3 shall be deemed to be
selected. If Option 3 is selected, complete item 2 below. If either item 1 or
item 2 above is selected, skip item 2 below and proceed to Part E below.
2. Transition Rules. To facilitate the amendment to the definition of Required
Beginning Date, one or more of the following options must be selected if Option
3, item 1, above was selected. Option 3, below, must be selected to the extent
that there would have been an elimination of a preretirement age 70 1/2
distribution option for Employees older than those listed in item 1 above.
Option 1: [_] Any Participant who attained age 70 1/2 in years after 1995 was
permitted to defer distributions until the calendar year following the calendar
year in which the Participant retired. Option 2: [_] Any Participant attaining
age 70 1/2 in years prior to 1997 was permitted to stop distributions and
recommence by the April 1 of the calendar year following the year in which the
Participant retires. With respect to such Participants, there is (select one):
Suboption (a): [_] a new annuity starting date upon recommencement, or
Suboption (b): [_] no new annuity starting date upon recommencement. Option 3:
[_] The preretirement age 70 1/2 distribution option was only eliminated with
respect to Employees who reached age 70_ in or after a calendar year that
begins after the later of December 31, 1998, or the adoption date of this
amendment. NOTE: If no option is selected, Options 1, 2 and 3 shall be deemed
to be selected. If Option 2 is selected or deemed selected and neither
Suboption (a) nor Suboption (b) is selected, Suboption (b) shall be deemed to
be selected.
3. Calculations. For purposes of determining a Participant's required minimum
distribution, in what calendar year did the Employer adopt the 2001 proposed
regulations under Section 401(a)(9) of the Code? [_] 2001 [_] 2002 [_] Not
Applicable NOTE: If a box is not selected under item 3 above, 2001 shall be
deemed to be selected.
PART C. ANNUAL ADDITIONS TESTING: The 1.0 test described in Section 415(e) of
the Code did not apply for Plan Years beginning on or after January 1, 2000. In
addition, the Plan did not apply the rule requiring adjustment of the $30,000
annual additions limit to one-fourth of the defined benefit limit for Plan
Years beginning on or after January 1, 1995.
PART D. FAMILY AGGREGATION: The family aggregation rules with respect to
coverage and nondiscrimination tests and allocations of Employer Contributions
to the Plan did not apply for Plan Years beginning on or after January 1, 1997.
PART E. COMPENSATION: The definition of Compensation with respect to annual
additions testing under Section 415 of the Code was amended to gross
Compensation for Plan Years beginning on or after January 1, 1998.
12
Internal Revenue Service Department of the Treasury
Plan Description: Prototype
Standardized Profit Sharing Plan
FFN: 502A7852701-003 Case: 000000000
EIN: 00-0000000
Letter Serial No: K269414a Washington, DC 20224
Contact Person: Xx. Xxxxxxxxx
50-00197
XXXXXXXX ADVISORS INC. Telephone Number:(000) 000-0000
000 XXXX XXXXXX 3RD FLOOR In Reference to:T:EP:RA:T3
NEW YORK, NY 10017 Date: 11/26/2001
Dear Applicant:
In our opinion, the form of the plan identified above is acceptable under
section 401 of the Internal Revenue Code for use by employers for the benefit
of their employees. This opinion relates only to the acceptability of the form
of the plan under the Internal Revenue Code. It is not an opinion of the effect
of other federal or local statutes.
You must furnish a copy of this letter to each employer who adopts this plan.
You are also required to send a copy of the approved form of the plan, any
approved amendments and related documents to Employee plans Determinations in
Cincinnati at the address specified in section 9:11 of Rev. Proc. 2000-20
2000-6 I.R.B. 553.
This letter considers the changes in qualifications requirements made by the
Uruguay Round Agreements Act (GATT), Pub. L. 103-465, the Small Business Job
Protection Act of 1996, Pub. L. 104-188, the Uniformed Services Employment and
Reemployment right Act of 1994. Pub. L. 103-353, the Taxpayer Relief Act of
1997. Pub. L.105-34, the Internal Revenue Service Restructuring and Reform Act
of 1998. Pub. L. 105-206 and the Community Renewal Tax Relief Act of 2000. Pub.
L. 106-554. These laws are referred to collectively as GUST.
Our opinion on the acceptability of the form of the plan is not a ruling or
determination as to whether an employer's plan qualifies under Code section
401(a). However, an employer that adopts this plan may rely on this letter with
respect to the qualification of its plan under Code section 401(a), except as
provided below, provided the eligibility requirements and contribution or
benefit provisions are not more favorable for highly compensated employees than
for other employees. The terms of the plan must be followed in operation.
Except as stated below. Employee Plans Determinations will not issue a
determination letter with respect to this plan.
Our opinion does not apply for purposes of Code section 401(a) (10) (B) and
section 401(a) (16) if an employer ever maintained another qualified plan for
one or more employees who are covered by this plan, other than a specified
paired plan within the meaning of the section 4.13 of Rev. Proc. 2000-20,
2000-6 I.R.B. 553. For this purpose, the employer will not be considered to
have maintained another plan merely because the employer has maintained another
defined contribution plan(s), provided such other plan(s) has been terminated
prior to the effective date of this plan and no annual additions have been
credited to the account of any participant under such other plan(s) as of any
date within the limitation year of this plan. Like-wise, if this plan is first
effective on or after the effective date of the repeal of Code section 415(e),
the employer will not be considered to have maintained another plan merely
because the employer has maintained a defined benefit plan(s), provided the
defined benefit plan(s) has been terminated prior to the effective date of this
plan. Our opinion also does not apply for purposes of Code section 401(a) (16)
if, after December 31, 1965, the employer maintains a welfare benefit fund
defined in Code section 419(e), which provides postretirement medical benefits
allocated to separate accounts for key employees as defined in Code section
419A(d) (3).
An employer that adopts this plan may not rely on this opinion letter with
respect to: (1) whether any amendment or series of amendments to the plan
satisfies the nondiscrimination requirements of section 1.401(a) (4)-5(a) of
the regulations, except with respect to plan amendments granting past service
that meet the safe harbor described in section 1.401(a) (4)-5(a) (5) and are
part of a pattern of amendments that significantly discriminates in favor of
highly compensated employees; or (2) whether the plan satisfies the effective
availability requirement of section 1.401(a) (4)-4(c) of the regulation with
respect to any benefit, right or feature.
13
XXXXXXXX ADVISORS, INC.
FFN: 502A7852701-003
Page 2
An employer that adopts this plan as an amendment to a plan other than a
standardized plan may not rely on this opinion letter with respect to whether a
benefit, right or other feature that is prospectively eliminated satisfies the
current availability requirements of section 1.401(a)-4 of the regulation.
An employer that elects to continue to apply the pre-GUST family aggregation
rules in years beginning after December 31, 1996, or the combined plan limit of
section 415(e) in years beginning after December 31, 1999, will not be able to
rely on the opinion letter without a determination letter.
The employer may request a determination (1) as to whether the plan, considered
with all related qualified plans and, if appropriate, welfare benefit funds,
satisfies the requirements of Code section 401(a) (16) as to limitations on
benefits and contributions in Code section 415 and the requirements of Code
section 401(a) (10) (B) as to the top-heavy plan requirements in Code section
416; (2) regarding the nondiscriminatory effects of grants of past service; (3)
with respect to whether a prospectively eliminated benefit, right or feature
satisfies the current availability requirements, and (4) with respect to the
continued application of the pre-GUST family aggregation rules in years
beginning after December 31, 1996, or the combined plan limit of section 415(e)
in years beginning after December 31, 1999. The employer may request a
determination letter by filing an application with Employee Plans
Determinations on Form 5307. Application for Determination for Adopters of
Master or Prototype or Volume Submitter Plans.
If you, the master or prototype sponsor, have any questions concerning the IRS
processing this case, please call the above telephone number. This number is
only for the use of the sponsor. Individual participants and/or adopting
employers with questions concerning the plan should contact the master or
prototype sponsor. The plan's adoption agreement must include the sponsor's
address and telephone number for inquiries by adopting employers.
If you write to the IRS regarding this plan, please provide your telephone
number and the most convenient time for us to call in case we need more
information. Whether you call or write, please refer to the Letter Serial
Number and File Folder Number shown in the heading of this letter.
You should keep this letter as a permanent record. Please notify us if you
modify or discontinue sponsorship of this plan.
Sincerely yours,
[GRAPHIC]
Director
Employee Plans Rulings and
Agreements
13
Simplified Standardized Profit Sharing Plan Xxxxxxxx
Summary Plan Description
GENERAL INFORMATION SHEET
EMPLOYER INFORMATION Definitions of terms referenced with capitalization in
this document can be found in the Definitions portion of the Summary Plan
Description Booklet provided by your Employer. Your Employer has adopted a
Profit Sharing Plan for the benefit of you and your co-workers. This Plan is
designed to help you meet your financial needs during your retirement years.
Your Employer must follow certain rules and requirements to maintain this Plan.
This General Information Sheet provides some of the details of the Plan. Use
this information in conjunction with the Summary Plan Description (SPD) Booklet
which accompanies this General Information Sheet.
Name of Plan ____________________ Name of Adopting Employer______________________________
Address ____________________________________________________________________________________
Telephone _______________________ Employer's Federal Tax Identification # _________________
Plan Sequence # __________________ Employer's Fiscal Year End ______________________________
Section One: Effective Dates
The Effective Date of this Plan is ________________. If this is a restatement
of an existing qualified plan (a Prior Plan), the Prior Plan was initially
effective on ________________. The Effective Date of this restatement is
________________.
Section Two: Eligibility See Section titled Eligibility and Participation of
the SPD Booklet.
ELIGIBLE EMPLOYEES You will generally be eligible to become a Participant in
the Plan after having satisfied the age and service requirements. However, you
are not eligible to become a Participant in the Plan if you are covered by a
collective bargaining agreement (e.g., union agreement) unless the agreement
requires you to be covered by the Plan or you are a nonresident alien and
receive no earned income from the Employer within the United States. In
addition, you are not eligible if you become an Employee as a result of an
asset or stock acquisition, merger, or similar transaction involving a change
in the employer of a trade or business (during the transition period only).
The age required for you to become a Participant is ________________. The
Year(s) of Eligibility Service required for you to become a Participant is
______________. All Employees will be considered to have met the age and
service requirements described above if employed on the Effective Date of this
Plan. [_] Yes [_] No
HOURS REQUIRED FOR ELIGIBILITY The number of Hours of Service you must be
employed to complete a Year of Eligibility Service is ______________. The
number of Hours of Service you must exceed to avoid a Break in Eligibility
Service is ____________. Employees shall be given credit for eligibility
purposes for Hours of Service with the following predecessor employer(s):
____________________________________________.
ENTRY DATES The Entry Dates upon which you can begin Plan participation are
__________.
Section Three: Contributions See Section titled Contributions to the Plan of
the SPD Booklet
EMPLOYER PROFIT SHARING CONTRIBUTIONS The Employer may, as determined from year
to year, make an Employer Profit Sharing Contribution. The Employer Profit
Sharing Contribution will be allocated to each Participant's Individual Account
under the formula checked below.
[_] Pro Rata Formula. Under this formula, each Qualifying Participant's
Individual Account will receive a pro rata allocation. This allocation is based
on the Qualifying Participant's Compensation in relation to the total
Compensation of all Qualifying Participants.
[_] Integrated Formula. Under this formula, each Qualifying Participant's
Individual Account will receive a base contribution. In addition, Qualifying
Participants will receive an additional allocation (called an excess
contribution) based on their Compensation above the integration level. The
integration level is __________________.
QUALIFYING PARTICIPANT For any Plan Year that an Employer Profit Sharing
Contribution is made, you will be entitled to share in that contribution (and,
thus, be a Qualifying Participant) if you satisfy the following conditions. 1.
You are a Participant, and 2. If you terminate employment, you work at least
__________ Hour(s) of Service during the Plan Year.
OTHER CONTRIBUTIONS Rollover and transfer contributions may be made to this
Plan.
Section Four: Vesting and Forfeitures See Section titled Vesting and
Forfeitures of the SPD Booklet.
Your rollover and transfer contributions are 100% vested immediately. The
vesting schedule applies to your Employer Profit Sharing Contributions.
YEARS OF
VESTING
SERVICE VESTED PERCENTAGE
------- -----------------------------------------------------------------------------------
Option 1 [_] Option 2 [_] Option 3 [_] Option 4 [_] Option 5 [_] (Complete if Chosen)
------------ ------------ ------------ ------------ ------------ --------------------
Less than One 0% 0% 100% 0% _______ %
1............ 0% 0% 100% 0% _______ %
2............ 0% 20% 100% 0% _______ %
3............ (not
less
than
0% 40% 100% 20% _______ % 20%)
4............ (not
less
than
0% 60% 100% 40% _______ % 40%)
5............ (not
less
than
100% 80% 100% 60% _______ % 60%)
6............ (not
less
than
100% 100% 100% 80% _______ % 80%)
7............ (not
less
than
100% 100% 100% 100% _______ % 100%)
14
NOTE: If no option is selected, Option 3 shall be deemed to be selected.
HOURS REQUIRED FOR VESTING The number of Hours of Service you must be employed
to complete a Year of Vesting Service is ______________. The number of Hours of
Service you must exceed to avoid a Break in Vesting Service is ______________.
Employees shall be given credit for vesting purposes for Hours of Service with
the following predecessor employer(s): ____________________________________.
EXCLUSION OF CERTAIN YEARS OF VESTING SERVICE All of your years of service will
be counted for vesting of your Individual Account except the following (if
checked). [_] Years of Vesting Service before you reach age 18. [_] Years of
Vesting Service before the Employer maintained this Plan or a predecessor plan
as cited above.
VESTING SCHEDULE FOR TOP-HEAVY PLANS A Top-Heavy Plan is one in which more than
60% of the value of the plan assets is credited to the accounts of certain
officers, shareholders and highly paid Participants. The following vesting
schedule will apply if the Plan is top-heavy.
YEARS OF
VESTING SERVICE Option 1 [_] Option 2 [_]
--------------- ------------ ------------
1.............. 0% 100%
2.............. 20% 100%
3.............. 40% 100%
4.............. 60% 100%
5.............. 80% 100%
6.............. 100% 100%
FORFEITURES Forfeitures of Employer Profit Sharing Contributions will be used
to reduce Employer Profit Sharing Contributions.
Section Five: Distributions and Loans See Section titled Distribution of
Benefits, Claims Procedure and Loans of the SPD Booklet.
DISTRIBUTIONS You may withdraw your Individual Account if you terminate
employment, attain Normal Retirement Age, become disabled or if your Employer
terminates this Plan. In addition, you may make distributions under the
circumstances described below. Can you withdraw Employer Contributions during
service? [_] Yes. [_] Yes, but only if you are 100% vested. [_] Yes, but only
on account of hardship. [_] No.
LOANS Can you receive loans from the Plan? (If "yes," see attached Loan
Disclosure.) [_] Yes [_] No
REA SAFE HARBOR The REA Safe Harbor provisions apply to this plan.
Section Six: Definitions See Section titled Definitions of the SPD Booklet.
PLAN YEAR The Plan Year end is __________________.
HOURS OF SERVICE EQUIVALENCIES Service will be determined on the basis of: [_]
Actual hours you are paid or entitled to payment. [_] Days worked. You will
receive credit for 10 Hours of Service for each day you are credited with at
least one Hour of Service. [_] Weeks worked. You will receive credit for 45
Hours of Service for each week you are credited with at least one Hour of
Service. [_] Semi-Monthly payroll periods worked. You will receive credit for
95 Hours of Service for each semi-monthly payroll period you are credited with
at least one Hour of Service. [_] Months worked. You will receive credit for
190 Hours of Service for each month you are credited with at least one Hour of
Service. [_] Elapsed time. You will receive credit for the period of time
during which you are paid or entitled to pay from your Employer.
COMPENSATION Compensation is the Compensation paid to you after you become a
Participant. Compensation includes Elective Deferrals made pursuant to a Salary
Reduction Agreement.
EARLY RETIREMENT AGE Early Retirement Age [_] does [_] does not apply to this
Plan. You will satisfy the Early Retirement Age conditions when you Attain age
________ and complete ________ Years of Vesting Service.
NORMAL RETIREMENT AGE Normal Retirement Age under the Plan is 591/2.
Section Seven: Miscellaneous See Section titled Miscellaneous of the SPD
Booklet.
INVESTMENT DIRECTION Can you direct the investment of your Individual Account?
[_] Yes [_] No (If "yes," see your Plan Administrator for rules and procedures
that will apply.)
PLAN ADMINISTRATOR The Employer is usually the Plan Administrator. This section
will be completed only if the Employer is not the Plan Administrator.
Name (If Not Employer) __________________________ Business Telephone ______________________________
Address ________________________________________________________________________________________________
AGENT FOR SERVICE OF LEGAL PROCESS
Name _________________________________________
Address
NOTE: The Agent for Service of Legal Process is the person upon whom any
legal papers can be served. Service of legal process may be made upon a Plan
Trustee or the Employer/Plan Administrator.
Section Eight: Trustee(s)
Name __________________________________________
Title __________________________________________
Business Address ________________________________________________________________________________________
Name __________________________________________
Title __________________________________________
Business Address ________________________________________________________________________________________
15
Profit Sharing Plan
Plan Profile Xxxxxxxx
Section One: Company Information
Company Name _______________________________________________________________________________________________
Contact Person ____________________________________________________________________ Telephone _______________
Based on your plan's eligibility requirements, number of employees eligible to participate __________________
Section Two: Financial Advisor Information
Name of your Financial Advisor ______________________________________________________________________________
Telephone ________________________________________________________________________ E-Mail ____________________
Broker/Dealer Firm _______________________________ Office ______________________ Rep ID ____________________
Class of Fund Shares Selected [_] A Shares [_] B Shares [_] C Shares [_] D Shares*
[_] NAV A Shares (for plans with 50 or more eligible employees or $500,000 transferred into the
Xxxxxxxx Funds)
NOTE: Default will be A Shares.
* Investments in D Shares are limited to current D Shareholders and certain
broker/dealers who do not offer C Shares.
Please see prospectus for complete details.
Section Three: Plan Information
Plan Status: [_] New Plan [_] Transfer Plan
Approximate Assets to be Transferred $ ____________________________
If this is a transfer plan and you wish to transfer the assets of another
Qualified Plan into a Xxxxxxxx Prototype Profit Sharing Plan, please take
the following steps:
1. Complete the information requested in the accompanying Transfer of
Assets letter.
. If you will be using State Street Bank and Trust Company (State
Street) as the Accepting Custodian, please return the Transfer of
Assets letter to Xxxxxxxx.
. If you will be using another Trustee or Custodian, please forward the
Transfer of Assets letter to that individual or entity.
2. Contact the Resigning Trustee or Custodian to determine if there are
requirements in addition to the Transfer of Assets letter to facilitate
the transfer.
3. The new Trustee or Custodian, whether it be State Street or another
individual/entity, will forward the completed Transfer of Assets letter
to your current Custodian or Trustee indicating that they will accept
the transfer of assets from your current plan. You will receive
confirmation when the transfer has been effected.
16
Profit Sharing Plan
Enrollment Form Xxxxxxxx
Instructions: When you have completed this form, please keep a copy for
yourself and return the original to your employer. You may request additional
forms in the future to change Personal Information or Beneficiary Designation.
Participant's Name _________________________________________________ Social Security # ______________________
Check all that apply:
[_] To Enroll: Complete Sections 1, 2, 3, and 4
[_] To Change Personal Information or Beneficiary: Complete appropriate parts
of Section 1 and/or 3, and 4
[_] To Change Investment Elections: Complete Sections 1, 2, and 4
1. Personal Information (Please print)
Date of Birth _________________________ Rehire? [_] Yes [_] No Marital Status [_] Married [_] Single
Date of Hire _________________________ Original Date of Hire ______________________________________________
Telephone Number ____________________________________________________________________________________________
Mailing Address _____________________________________________________________________________________________
City _______________________________________________________________ State _______________ Zip ____________
2. Investment Selection
Select the Funds in which you would like to invest all future employer
contributions. Do not use a fixed dollar amount; use whole number percentages
only (e.g., 30%, not 331/3 or 33.3%). Percentages must total 100%.
XXXXXXXX FUNDS
%
-
Capital Fund
Cash Management Fund
Common Stock Fund
Communications and Information Fund
Emerging Markets Fund
Frontier Fund
Growth Fund
Global Growth Fund
Global Smaller Companies Fund
Global Technology Fund
International Growth Fund
High-Yield Bond Series
Investment Grade Fixed Income Fund
Income Fund
Large-Cap Value Fund
Small-Cap Value Fund
U.S. Government Securities Series
Time Horizon Series
Time Horizon 30 Fund
Time Horizon 20 Fund
Time Horizon 10 Fund
Harvester Fund
Other
TOTAL OF ALL ELECTIONS MUST EQUAL 100%
***If an investment election is not selected, all deposits will default to the
Xxxxxxxx Cash Management Fund***
17
3. Beneficiary Designation
I designate the individual(s) named below the Beneficiary(ies) of my vested
Profit Sharing account balance. I revoke all prior Beneficiary Designation(s),
if any, made by me for these assets. I understand that I may change or add
Beneficiaries at any time by submitting a new Designation to the Plan
Administrator using this form. Any interest in this account that is not
effectively disposed of below will be paid to my surviving spouse. If I have no
surviving spouse, it will be paid to my estate.
If necessary, please attach an additional sheet and provide the requested
information.
IF YOU ARE MARRIED AND LIVE IN A COMMUNITY PROPERTY STATE, AND YOUR SPOUSE IS
NOT DESIGNATED AS THE ONLY BENEFICIARY, YOUR SPOUSE MUST SIGN PART D BELOW.
A. PRIMARY BENEFICIARY DESIGNATION: I designate the following individual(s) as
Primary Beneficiary(ies) of the assets in this account.
Individual's % of Date of Social Security Contingent
Name Distribution Relationship Birth Number Beneficiary Code*
------------ ------------ ------------ ------- --------------- -----------------
1.
2.
3.
* B(3) will apply unless another Code is selected.
B. CONTINGENT BENEFICIARY CODES: If this Primary Beneficiary does not survive
me, pay his or her share of my assets as follows:
1. To his or her estate
2. To the other Primary Beneficiaries who survive me, in equal shares
3. To the other Primary Beneficiaries who survive me, in proportion to their
then-respective shares of my assets
4. To the Contingent Beneficiary named for such Primary Beneficiary in Part C
below, if he or she survives me
5. To the Trust named for such Primary Beneficiary in Part C below
C. CONTINGENT BENEFICIARY DESIGNATION
Relationship to
Individual's Name % of Distribution Primary Beneficiary Date of Birth Social Security Number
----------------- ----------------- ------------------- ------------- ----------------------
For
Primary
Beneficiary
#1
For
Primary
Beneficiary
#2
For
Primary
Beneficiary
#3
D. SPOUSAL CONSENT:
If the account holder is married and lives in a community property state, and
his/her spouse is not designated as the only beneficiary, the spouse must sign
below:
I am the spouse of the above-named account holder. I acknowledge that I have
received a full disclosure of my spouse's property and financial obligation.
Due to possible consequences of giving up my community property interest in
this Profit Sharing account, I have been advised to see a tax professional or
legal advisor. I assume full responsibility for any adverse consequences that
may result. I hereby consent to the designation of the Beneficiaries stated
above.
Signature of Spouse____________________________________________ Date _________
4. Signatures
I understand that the value of composite fund investments may fluctuate over
time and I understand the risks associated with investing in the above fund(s)
as described in the fund(s) prospectus(es). Furthermore, I authorize the Plan
Administrator to execute my directions as set forth above. I understand these
directions will be in effect until they are replaced by a new form, or required
by law or the plan.
When making changes, I will review my statements to confirm accuracy of the
changes. I will report all discrepancies to my Employer within 90 days
following the end of the quarter. I understand that my employer and Xxxxxxxx
Data Corp. will attempt, in good faith, to implement these changes as soon as
administratively feasible.
Signature of Participant _______________________________________ Date _________
Employer's Signature ___________________________________________ Date _________
18
Profit Sharing Plan
Transfer of Assets Letter Xxxxxxxx
Date ____________________________________________
Employer's Name _________________________________
Employer's Address ______________________________
TO:
_____________________________________________________
_____________________________________________________
_____________________________________________________
_____________________________________________________
Enter Name and Address of Prior Trustee/Custodian
Dear Sir or Madam:
We have established a prototype Profit Sharing Plan with Xxxxxxxx Funds and the
following Trustee/Custodian listed below (check one):
I. [_] State Street Bank and Trust Company If this box is selected,
(State Street) c/x Xxxxxxxx Data Corp. please make check
000 Xxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, XX payable to State Street Bank
10017 and Trust Company.
II. [_] Specify Trustee/Custodian Name and
Address
___________________________________________ If this box is selected,
___________________________________________ please make check
___________________________________________ payable to Xxxxxxxx Group of
Funds.
Please [_] liquidate all assets and transfer cash [_] transfer shares of the
Xxxxxxxx Funds in-kind* from the participant accounts listed below directly to
Xxxxxxxx, at 000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, Attention: Retirement Plan
Services.
Employee Name Current Account Number
------------------------------------ -----------------------------------
------------------------------------ -----------------------------------
------------------------------------ -----------------------------------
List accounts and account numbers for each employee, as applicable. You may
attach an additional sheet if necessary.
Sincerely,
Employer's Signature _____________ Employer's Name (please print)
________ Date___________________
* In-kind transfers are available only for existing assets currently invested
in Xxxxxxxx Funds.
Trustee/Custodian Acceptance (to be completed by accepting Trustee/Custodian)
We accept appointment as Trustee/Custodian in accordance with the terms and
conditions of the Plan Document.
State Street Bank and Trust Company, Other Trustee/Custodian
Custodian
By: By:
---------------------------------- ---------------------------------
Date: Date:
---------------------------------- ---------------------------------
19
Profit Sharing Plan
Contribution Plan Xxxxxxxx
Employer: Please use the information from your employees' Enrollment Forms to
complete this form, converting the investment percentages to dollar amounts.
Include account numbers (or Social Security numbers) if known. Attach a check
made payable to State Street Bank and Trust Company for the grand total amount
and send to (attach additional copies of this form if necessary):
Retirement Plan Services
c/x Xxxxxxxx Data Corp.
000 Xxxx Xxxxxx . New York, NY 10017
Employer _______________________________________________ Contribution Date ____________________________
Contact Name ___________________________________________ Authorized Signature _________________________
Class of Shares: [_] Class A [_] Class B [_] Class C [_] Class D* [_] NAV A
Shares (for plans with 50 or more eligible employees or $500,000 transferred
into Xxxxxxxx Funds)
FUND NAME
Elective Employer High-Yield International
Name Account # Deferral Contribution Total Growth Bond Growth
-------------- -------- ------------ ----- ------ ---------- -------------
Xxxxx Xxxxx
8304585458....... $120 $50 $170 $70 $50 $50
Total $
* Class D shares are available only if you already own Class D shares or if
your Financial Advisor or Broker/Dealer maintains an omnibus account at
Xxxxxxxx Data Corp.
20
Profit Sharing Plan
Loan Promissory Note Xxxxxxxx
To apply for a loan, complete this form and forward to your Plan Administrator
for approval. After approval has been granted, the Plan Administrator should
send this form to:
Retirement Plan Services
c/x Xxxxxxxx Data Corp.
000 Xxxx Xxxxxx . New York, NY 10017
THE LOAN PROVISION WORKS AS FOLLOWS:
.. You must be currently employed with your employer to obtain a loan.
.. You can borrow as much as 50% of your vested account balance up to $50,000.
There is a $1,000 minimum.
.. Payments must be made at least quarterly.
.. Payments are made with after-tax, not pre-tax, dollars.
.. You will receive an amortization schedule from your Plan Administrator
detailing each payment amount due.
.. All loan payments - principal and interest - are deposited back into the
Xxxxxxxx Funds in your account.
.. If you are married and live in a community property state, your spouse must
sign this form in Section 3B.
.. Xxxxxxxx will provide you with a check for the loan amount approved by your
Plan Administrator.
1. Participant Information (Please Print)
Participant Name (First Name) _________________________________ (MI)_____ (Last Name) ______ Social Security # ___________
Address ____________________________________________________ City _______________________ State _____ Zip Code _____
Name of Employer __________________________________________________ Xxxxxxxx Account # (Custodial Account)________
2. Loan Information
A. AMOUNT OF LOAN REQUESTED
$ _______________
Minimum loan amount is $1,000; maximum loan amount is $50,000. Loan cannot
exceed 50% of your vested account value.
B. FUNDS TO BE LIQUIDATED
Please liquidate the following Xxxxxxxx Funds to issue my loan:
Xxxxxxxx ________________ Fund $__________________ Xxxxxxxx ________________ Fund $___________________
C. REPAYMENT
Frequency of Payment: [_] Monthly [_] Quarterly
Number of Years: [_] 1 year [_]2 years [_] 3 years [_] 4 years [_] 5 years
[_] More than 5 years* ______(insert whole number)
* Available only if loan proceeds are used to acquire a principal residence.
D. FUNDS TO BE CREDITED
Please deposit loan repayments into the following Xxxxxxxx Funds:
Seligman_________________ Fund $ __________________ Xxxxxxxx ________________ Fund $ ________________
E. OUTSTANDING LOANS
If you have had any outstanding loans from your employer within the last 12
months, enter your highest loan balance in the last 12 months:
$ __________________
Enter the total balance of those loans now outstanding: $ ____________
21
3. Signatures
A. PARTICIPANT SIGNATURE
For the value received, the participant named above ("Borrower") promises to
pay to the order of his or her Xxxxxxxx Profit Sharing Account (the "Account"),
the Principal amount with stated interest thereon, as follows:
The Principal amount of this Note shall be paid in equal installments on the
first day of each payment period. Payments of interest accrued on the
outstanding Principal amount of this Note shall be payable on each such date
together with the Principal payment on such date. Interest is fixed at prime
rate as published in The Wall Street Journal on the business day prior to
the date the loan is approved.
The entire Principal amount secured by this Note, together with interest
accrued to the date of payment, shall become immediately due and payable at
the option of the holder if (i) Borrower becomes entitled to a distribution
(including termination of employment); (ii) any payment required shall
remain unpaid and owing for at least 60 days following the due date of such
payment; or (iii) any other default shall occur under the terms of any
collateral assignment given by the Borrower to secure the amounts payable
under this Note which shall continue for at least 15 days.
This Note shall be construed and enforced in accordance with the laws of the
State of New York, except as preempted by the Employee Retirement Income
Security Act of 1974, as amended from time to time, or other federal law. At
the Maturity Date or, if earlier, upon the payment in full of the Principal,
interest, and all other amounts under the Note in accordance with its terms,
the Note shall terminate.
I agree to the above terms and certify that the information on this form is
correct.
Participant's Signature _______________________________________________________________ Date _________
B. SPOUSAL CONSENT
If the account holder is married and lives in a community property state, the
spouse must sign the Spousal Consent below. This Spousal Consent must be
notarized.
I, the undersigned, am the spouse of the above-named account-holder and
Borrower. I hereby consent to the assignment and acknowledge that the account
is xxxxxx assigned to the Plan as security for the loan evidenced by this Note.
Signature of Xxxxxxxx's Spouse__________________ Name of Xxxxxxxx's Spouse (Please Print) __________ Date ____________
Sworn to and subscribed before me on this _____________ day of _____________________________ ,20 ___________
Notary Public __________________________________________________ Date __________
C. EMPLOYER SIGNATURE
Your employer may be required to sign below. Contact your Employer
Representative.
Signature of Employer Representative __________________________________________
22
Profit Sharing Plan
Distribution Form Xxxxxxxx
Complete this form if you are requesting a distribution from a Xxxxxxxx Profit
Sharing plan. Contact Retirement Plan Services at 000-000-0000 if you have any
questions. Please return this form to: Retirement Plan Services, c/x Xxxxxxxx
Data Corp., 000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000
1. Investor Information (Please Print)
First Name _______________ MI_______________ Last Name_________________________________
Birth Date (MM-DD-YYYY) ______ Social Security Daytime Phone __________ Xxxxxxxx Account # ________
#_________
2. Reason for Distribution (Choose One Only)
[_] Normal Retirement Age. I am age 591/2 or older; my distribution will be
taxed as ordinary income.
[_] Required Minimum Distribution (RMD). I am age 701/2 or older.* Complete the
box in Section 3, below.
[_] Separation from Service - Under Age 55. I understand that my distribution
may be subject to an additional 10% penalty imposed by the IRS.
[_] Separation from Service - Over Age 55. I understand my distribution will be
taxable but penalty-free.
[_] Disability Distribution. I certify that I am disabled within the meaning of
IRC Section 72(m)(7).
[_] Death Distribution. Contact Retirement Plan Services at 000-000-0000 for
instructions.
[_] Other. (Note: Distributions prior to age 591/2 may be subject to a 10%
penalty; exceptions apply. Please consult your tax advisor for details.)
* An exception may apply for certain employees with pre-1987 accruals. These
employees need not begin receiving a distribution of these accruals until
age 75. Please consult a qualified tax advisor for details.
3. Method of Distribution
If no election of the method of distribution is made within 30 days of receipt
by the Custodian of the written request for distribution, the Custodian shall
make such distribution to the Account Holder in a lump sum payment of cash.
If you are age 70 1/2 or older and taking a Required Minimum Distribution,
please complete the box below. All other investors, choose one of the following:
a. [_] A lump sum distribution, closing my Xxxxxxxx Profit Sharing account.
b. [_] A partial distribution of $______, or ______ (number) shares from
Xxxxxxxx ______ Fund.
c. [_] Systematic withdrawals based on a fixed amount of $______, or ______
(number) shares from Xxxxxxxx ______ Fund.
If you wish to have this fixed systematic withdrawal over a number of years,
please specify: ______(number) years.
Systematic withdrawals* are to be paid: [_] Monthly [_] Quarterly [_]
Semi-Annually [_] Annually Beginning the month of ______.
FOR ACCOUNT HOLDERS OVER AGE 70 1/2 AND OVER ONLY: Xxxxxxxx will perform RMD
calculations as you instruct below. Any portion of your RMD that you fail to
withdraw may be subject to a 50% penalty.
[_] Calculate my RMD using the Uniform Life Table.
[_] Calculate my RMD using the Joint Life and Last Survivor Expectancy Table.
My spouse is my sole designated beneficiary, and my spouse is more than 10
years younger than me. Spouse's date of birth: ____/____/______. I
understand that the joint life expectancy will be recalculated each year.
RMDs are to be paid:
[_]Monthly [_] Quarterly [_] Semi-Annually [_] Annually Beginning the month of
__________.
If you elect to take your first RMD by April 1 in the year after you turn age
701/2, you must take the second RMD by December 31 of that same year.
Systematic withdrawals* for subsequent RMDs are to be paid beginning the month
of ____________.
* All systematic withdrawals, including RMDs, are processed on the 15th
calendar day of the month or prior business day, unless otherwise specified.
23
4. Payee Information
NOTE: Required Minimum Distributions may not be transferred to an IRA.
[_] Payment to be made to me, the Shareholder, using the current name and
address on file.
-- OR --
[_] I wish to credit my distribution, in kind, from the above Profit Sharing
account to my:
[_] New Xxxxxxxx account (Please include the appropriate Account Application.)
[_] Existing Xxxxxxxx account # .
[_] I wish to have the distribution:
[_] Mailed to the below-named payee or payee bank. (Signature guarantee may be
required; see below.)
[_] Transferred via Automated Clearing House (ACH) to the below-named payee
bank. (Attach a voided check.)
Name of Payee or Payee Bank ____________________________________________________________________________
Bank Account # (if applicable)________________________________________________________________________________
Street Address_____________________________________________________________________________________________
City___________________________________________________________________State ____________Zip ___________
5. Income Tax Withholding Information
A. ELIGIBLE ROLLOVER DISTRIBUTION
I acknowledge that unless I elect to have a higher percentage withheld from my
distributions, Xxxxxxxx Data Corp., on behalf of the Custodian, will withhold a
fixed 20% of the eligible rollover amounts to be paid to me and not paid to an
eligible retirement plan via direct transfer. I understand that Xxxxxxxx Data
Corp. will immediately remit the amount withheld to the IRS as a pre-payment of
tax liability. I am responsible for paying any additional taxes or penalties. I
further understand that I may, with respect to future distributions, revoke or
change my withholding election by submitting written instructions to Xxxxxxxx
Data Corp.
[_]I elect to have an additional __________% withheld from my distributions.
(This is an optional amount to be withheld in addition to the mandatory 20%
withholding required by the IRS.)
B. DISTRIBUTION NOT ELIGIBLE FOR ROLLOVER (including Required Minimum
Distributions, and Return of Excess Contributions)
I understand that unless I elect one of the choices below, Xxxxxxxx Data Corp.,
on behalf of the Custodian, will withhold a fixed 10% of the amounts to be paid
to me and immediately remit the amount withheld to the IRS.
[_] I do not want any federal income tax withheld on my distribution(s). I
understand that I will be responsible to pay any income tax which may be
due as a result of my distribution.
[_] Please withhold federal income tax on my distribution(s) at a rate of
__________%. I understand that Xxxxxxxx will remit to the IRS on my behalf
any amount which has been withheld.
6. Signature
I hereby elect that the assets held by the Custodian in the above Profit
Sharing account(s) be paid according to the instructions on this form. Although
these distributions are made in accordance with the law, they are revocable and
another plan may be substituted that is also in accordance with the law.
Additional amounts may be distributed from time to time upon presentation to
Xxxxxxxx Data Corp. of written instructions in good order. I hereby release
Xxxxxxxx Data Corp. and the Custodian and indemnify them from any and all
claims arising from Xxxxxxxx Data Corp.'s or the Custodian's actions hereunder.
Your Signature (or Beneficiary, if applicable) _______________________________________________________ Date ______
Signature Guarantee ___________________________________________________________________________________
Signature Guarantee Requirement: In case of death or any redemption amount
request for more than $50,000, or if the payee is someone other than the
account holder, the signature of the Shareholder/Beneficiary on this form must
be guaranteed by a bank, a trust company, a member of a domestic stock
exchange, or any other eligible guarantor institution. Notarization is not
acceptable.
24
SUPPLEMENTAL TRUST/CUSTODY AGREEMENT
If STATE STREET BANK AND TRUST COMPANY, as successor in merger to Investors
Fiduciary Trust Company, is named as the Plan's Custodian or as a directed
Trustee without full trust powers in the Adoption Agreement, the terms of this
Supplemental Trust/Custody Agreement, which shall be a part of the Plan, shall
apply. In no event may State Street be appointed, nor will State Street accept
appointment, as a Trustee with full trust powers for the Plan.
SECTION ONE DEFINITIONS
Terms defined in the Basic Plan Document shall have the same
meanings in this Supplemental Trust/Custody Agreement, except as
otherwise expressly provided herein. In addition, the following
words and phrases when used in this Agreement with initial
capital letters shall, for the purpose of this Agreement, have
the meanings set forth below unless the context indicates that
other meanings are intended:
0.00 XXXXX XXXXXX
Means State Street Bank and Trust Company, a trust company
chartered by the Commonwealth of Massachusetts with offices in
Kansas City, Missouri.
1.03 INVESTMENT FIDUCIARY
Means the Employer, a Trustee with full trust powers, any
individual Trustee(s) and/or any investment manager, as
applicable, which under the terms of the Plan is vested with the
responsibility and authority to select investment options for
the Plan and to direct the investment of the assets of the Fund.
In no event shall State Street be an Investment Fiduciary for
any purpose whatsoever.
1.04 IRS
Means the Internal Revenue Service.
1.05 RECORDKEEPER
Means the entity responsible for establishing and maintaining
participant records and account balances.
SECTION TWO APPOINTMENT OF STATE STREET
2.01 The Employer, by execution of the Adoption Agreement, appoints
State Street as a limited-purpose Custodian or directed Trustee
without full trust powers (as indicated in the Adoption
Agreement) for the Plan, and State Street accepts such
appointment, all subject to the terms of the Basic Plan Document
as supplemented by this Agreement. The Employer, Plan
Administrator, any Trustee other than State Street,
Recordkeeper, any other Investment Fiduciary and State Street
shall be bound by all the terms of this Agreement. The Employer
represents and warrants to State Street that it has all
requisite right, power and authority and has taken all required
actions necessary under the Plan and applicable law to designate
State Street as custodian or Trustee without full trust powers
(as applicable) of the Plan pursuant to the terms of the Basic
Plan Document as supplemented by this Agreement.
SECTION THREE RESPONSIBILITIES OF STATE STREET
3.01 INVESTMENTS
The Fund shall be invested only in investment options selected
by the Investment Fiduciary. Such selection shall be made from
among the types of property which the Prototype Sponsor makes
available Section 7.22(D) of the Basic Plan Document.
Notwithstanding anything to the contrary in said Section
7.22(D), the Prototype Sponsor and not State Street is
responsible for choosing to make such investments available for
investment, and State Street has determined only that it is
functionally and operationally willing and able to provide its
services hereunder with respect thereto. The Investment
Fiduciary shall be responsible for ensuring compliance with all
conditions, limitations and restrictions concerning investment
in any investment option. State Street shall place monies or
other property received by it in such permitted investments as
State Street shall be directed from time to time by instructions
of the Investment Fiduciary (or Participant, if applicable)
provided to it through the Recordkeeper. If Participant
direction under Section 7.22(B) of the Basic Plan Document has
been selected, the Recordkeeper shall receive, aggregate and
deliver to State Street the investment instructions of the
Participants. In the absence of Participant direction, the
Recordkeeper shall deliver to State Street the investment
instructions of the appropriate Investment Fiduciary. State
Street may hold the assets attributable to the Fund in omnibus
accounts with assets of other retirement plans for which State
Street serves as custodian or trustee. Nothing herein shall
preclude the Investment Fiduciary from otherwise investing any
Plan assets as permitted by the Plan, but State Street shall not
be Custodian or Trustee thereof or have any duties or
responsibilities with respect thereto.
3.02 ADVANCES
The parties acknowledge that State Street is not obligated to
place orders for the investment of the Fund if sufficient cash
is not available in the Fund for use in placing such orders.
State Street is authorized, but is not obligated, to advance
funds or to arrange for another financial institution (which may
be an affiliate of State Street) to advance funds from time to
time for the purchase of investment assets, for distributions
from the Fund and for other purposes prior to receipt of
sufficient funds (whether contributions or proceeds of the
liquidation of other investments). All such advances shall be
made subject to the requirements of ERISA and the rules,
regulations, rulings and interpretations thereunder, including
but not limited to the U.S. Department of Labor's Prohibited
Transaction Class Exemption 80-26, as amended from time to time.
If sufficient funds to repay any such advance are not received
by the following business day, State Street may, in its
discretion, then or at any time thereafter prior to such
repayment, sell, redeem or otherwise liquidate any assets of the
Fund in order to repay such advance. Any gain realized upon such
liquidation, after payment of any related costs and expenses,
shall belong to the Plan. The Employer shall reimburse State
Street on demand for any portion of any such advance and the
related costs and expenses not repaid from the proceeds of the
liquidation.
i
3.03 FUND LIQUIDITY; DEPOSIT ACCOUNTS
State Street shall keep such portion of the Fund in cash or cash
balances as may be directed from time to time by the applicable
Investment Fiduciary, through the Recordkeeper. State Street
shall not be liable for any interest on any cash balances so
maintained nor for interest on any cash or cash balances
maintained in the Fund pending investment in accordance with
appropriate directions. Monies being transferred to and
disbursed by State Street may be held in non-interest bearing
transaction accounts in financial institutions selected by State
Street (which may be affiliates of State Street) for purposes of
collections and processing transfers and disbursements. State
Street may transfer monies from the Fund to such accounts prior
to issuance of wire transfer orders or checks, drafts or other
instruments payable from such accounts. State Street's and, as
applicable, its affiliated financial institution's ability to
earn income on amounts held in non-interest bearing accounts has
been taken into consideration in establishing State Street's
fees hereunder. State Street and any such affiliated financial
institution shall be entitled to retain any such income as a
part of the agreed compensation hereunder, and such income shall
not be or become a part of the Fund. State Street shall not
exercise its powers under Section 8.01(C)(1) of the Basic Plan
Document except pursuant to the instructions of the Investment
Fiduciary transmitted to State Street by the Recordkeeper.
3.04 BROKER SELECTION
Should the Recordkeeper transmit the Investment Fiduciary's
instructions to State Street to utilize the services of any
broker, dealer, employee or representative of either, or any
other person ("Broker") to render services to the Fund, or
should State Street require the services of such persons in
order to fulfill its obligations pursuant to this Agreement, the
applicable Investment Fiduciary shall be solely responsible for
the selection or designation of such Broker and shall be solely
responsible for the acts of such Broker. State Street shall
fully comply with the written instructions, if of a continuing
nature, until revoked.
3.05 PAYMENTS AND DISBURSEMENTS
In connection with payments and disbursements made from the Fund
for any purpose, State Street shall be responsible for issuing
checks or drafts to such parties and for such amounts as the
Plan Administrator, through the Recordkeeper, shall instruct.
State Street shall be fully protected in making such payments
pursuant to such instructions from time to time and shall be
charged with no responsibility whatsoever respecting the
purposes or propriety of such payments or the application of
such monies.
3.06 VOTING OF SHARES
State Street shall provide any materials received by it relating
to voting securities to the Recordkeeper, which shall provide
the same to the applicable Investment Fiduciary, which shall be
responsible for voting securities or arranging for such
securities to be voted in accordance with the Plan and
applicable law. It is understood that State Street shall
exercise the powers described in Section 8.01(B)(2) of the Basic
Plan Document only pursuant to instructions of the Investment
Fiduciary transmitted to State Street by the Recordkeeper.
3.07 BOOKS AND RECORDS
State Street shall keep accurate and detailed accounts of all
investments, receipts, disbursements and other transactions of
the Fund hereunder, and all accounts, books and records relating
thereto shall be open at all reasonable times to inspection and
audit by any person designated by the Employer. State Street may
rely on the Recordkeeper for the maintenance and provision of
any or all of the records specified herein. The Recordkeeper
shall be responsible for maintaining the records of any
Individual Account or Separate Fund of a Participant. State
Street shall reconcile periodically with the Recordkeeper all
Plan-related transactions and Plan balances. After the close of
each Plan Year, or upon the removal or resignation of State
Street, State Street shall provide information relating to all
investments, receipts, disbursements, and other transactions
effected during the past Plan Year or during the period from the
close of the preceding Plan Year to the date of such removal or
resignation, including a description of all securities and
investment purchases and sales with the cost or net proceeds of
such purchases or sales and showing all cash, securities and
other property held at the close of such Plan Year or other
period, valued currently, and such other information as may
reasonably be required of State Street; provided however, that
State Street shall not be obligated to provide any information
that it is not otherwise maintaining in the course of its
discharge of duties hereunder. Neither the Employer, Plan
Administrator, other Plan fiduciary, Participant, Beneficiary or
any other person shall have the right to demand or be entitled
to any further or different reporting or accounting by State
Street, other than those to which they may be entitled under the
law. Nothing contained herein will be construed or interpreted
to deny State Street the right to have its account judicially
determined.
3.08 PRICING
State Street shall determine or have determined the value of the
Fund as of each Valuation Date. State Street shall report such
values to the Recordkeeper, which shall use such values in
establishing the value of each Participant's Individual Account
or Separate Fund. State Street shall rely exclusively upon, and
shall not be responsible for, share and unit values established
by third parties or by State Street in its capacity as a mutual
fund recordkeeper, transfer agent or custodian, including but
not limited to:
(a)in connection with mutual funds, the net asset value reported
to State Street by such mutual funds or the transfer or other
agents of such mutual funds or any generally recognized
pricing service;
(b)in connection with bank collective funds, the unit value as
reported by the trustee of such funds or its agent;
(c)in connection with policies and contracts with insurance
companies or other financial institutions, the book value or
other value ascribed to such policies or contracts by the
insurance company or its agent or other financial institution
or its agent; and
(d)in connection with publicly traded securities, the market
price of such securities as reported to the public in a
generally available form.
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State Street shall have no liability from the failure or delay
of any pricing source to provide a valuation as of any Valuation
Date. If values for any investment of the Fund are not generally
available, State Street shall rely upon instructions provided to
it by the applicable Investment Fiduciary, through the
Recordkeeper, as to valuation procedures.
3.09 RECORD RETENTION
All records maintained by State Street with respect to the Fund
shall be held for such period as may be required under
applicable law. Upon the expiration of any such required
retention period, State Street shall have the right to destroy
such records. State Street shall have the right to preserve all
records and accounts in original form, or on microfilm, magnetic
tape, or any other similar process.
3.10 FILINGS
Except as provided below, State Street shall conclusively
presume that the Employer, Trustee other than State Street, Plan
Administrator or other responsible party has made all filings
required by law as of the date required. Should State Street
incur any liability by reason of any party's failure to timely
file, the Employer shall indemnify and hold State Street
harmless for any and all liabilities, costs, expenses (including
reasonable attorney's fees) and other obligations, including
penalties and interest, incurred by State Street.
Notwithstanding the provisions of Section 5.14 of the Basic Plan
Document, in connection with the disbursement of funds from the
Fund to a Participant, State Street shall withhold and remit to
the IRS and other applicable taxing authorities the amount of
any income tax withholding required by law; provided, however,
State Street shall rely exclusively on instructions from the
Recordkeeper as to the amount of withholding to remit to the IRS
and other applicable taxing authorities. Accordingly, the
Recordkeeper shall maintain income tax withholding information
for each Participant as required by the IRS and other applicable
taxing authorities and all other information required to be
filed with the IRS and other applicable authorities and shall
provide in a timely fashion to State Street all information that
the IRS and other applicable taxing authorities may require
State Street to report. Furthermore, the Recordkeeper shall be
responsible for reporting to each Participant the income tax
withheld and remitted to the IRS and other applicable taxing
authorities and such other information as may be required to be
provided to Participants by the IRS and other applicable taxing
authorities. The Recordkeeper shall provide such tax information
to State Street in a form acceptable to State Street.
3.11 INSTRUCTIONS
State Street shall be under no duty to take any action other
than its express responsibilities hereunder unless the
responsible party under the terms of the Plan shall furnish
State Street with written instructions; provided that in no
event may State Street's responsibilities be expanded except
with its prior written consent. Any instructions hereunder may
be delivered to State Street directly by the responsible party
or through the Recordkeeper. State Street shall not be liable
for any action taken or omitted by it in good faith in reliance
upon any instructions received hereunder or any other notice,
request, consent, certificate or other instrument or paper
reasonably believed by it to be genuine and to have been
properly executed. State Street shall have no duty to inquire
into the purpose or propriety of any order, instruction or other
communication received hereunder and may conclusively presume
that any such order, instruction or other communication is
accurate and complete. The Recordkeeper and not State Street
shall be responsible for determining that all instructions
provided to State Street through the Recordkeeper are being
given by the appropriate party and are in proper form under the
provisions of the Plan and applicable law. State Street may
conclusively presume that any instructions received through the
Recordkeeper have been duly authorized by the Employer,
Investment Fiduciary, Plan Administrator, Trustee other than
State Street, or Participant, as applicable, pursuant to the
terms of the Plan and applicable law The Recordkeeper shall
serve as the agent and authorized representative of the
Employer, Investment Fiduciary, Plan Administrator and any
Trustee other than State Street for purposes of providing
orders, instructions and other communications to State Street
and shall also be responsible for receiving and communicating to
State Street Participant directions under Section 5.14 of the
Basic Plan Document.
3.12 TAX ISSUES
State Street shall not be responsible for the validity or effect
or the qualification under the Code of the Plan. State Street
shall not be required to take any action upon receipt of any
notice from the IRS or other taxing authority (unless such
notice relates to the performance of State Street's
responsibilities under Section 3.10 hereof except to promptly
forward a copy thereof to the Employer, through the
Recordkeeper. State Street shall be reimbursed by the Employer
or from the Fund for all taxes of any kind whatsoever that may
be levied or assessed under existing or future laws of any
jurisdiction upon or in respect of the Fund. State Street shall
promptly notify the Employer, through the Recordkeeper, with
regard to any tax assessments which it receives on any income or
property maintained in the Fund and, unless notified to the
contrary by the Employer, through the Recordkeeper, within
ninety (90) days, shall pay any such assessments. If the
Employer, through the Recordkeeper, notifies State Street within
said period that it is its opinion or the opinion of counsel
that such assessments are invalid or that they should be
contested, then State Street shall take whatever action
concerning payment of the assessment as is indicated in the
notice received by State Street; provided however, that the
Employer, and not State Street, shall be responsible for
contesting any such assessments or litigating any such claims.
3.13 LOANS TO PARTICIPANTS
Except for the disbursement of loan proceeds and re-investment
of loan payments pursuant to instructions received hereunder,
under no circumstances shall State Street have or be allocated
any responsibility for the administration of any Participant
loan program under Section 5.19 of the Basic Plan Document.
iii
3.14 INDEMNIFICATION; LIMITATIONS OF RESPONSIBILITY
The Employer shall, at all times, fully indemnify and save
harmless State Street, its successors and assigns, and its
directors, officers, employees, agents and contractors from and
against any and all losses, damages, claims, penalties, costs
and expenses (including but not limited to reasonable attorney's
fees) incurred by State Street in connection with its service as
Custodian or Trustee without full trust powers, as applicable,
except to the extent any such loss, damage, claim, penalty, cost
or expense arises directly or indirectly from the fraud, gross
negligence or willful misconduct of State Street or any of its
directors, officers, employees, agents or contractors. State
Street shall be accountable only for monies or property actually
received by it. If any portion of the Fund is held by another
Custodian or Trustee, the term "Fund" herein and in the Basic
Plan Document shall mean only that portion of the Fund from time
to time held by State Street. State Street shall not be deemed
accountable, responsible or liable for the acts or omissions of
any other Custodian or Trustee of the Plan. State Street shall
have no duty or responsibility for the determination of the
accuracy or sufficiency of the contributions to be made under
the Plan, the collection thereof, the transmittal of the same to
State Street or compliance with any statute, regulation or rule
applicable to such contributions. State Street shall have no
discretion as to investment of the Fund or administration of the
Plan and shall not be deemed a "fiduciary" as that term is used
in ERISA.
SECTION FOUR MISCELLANEOUS
4.01 AMENDMENT
This Agreement may be modified or amended in whole or in part
only by an agreement in writing signed by the Employer and State
Street. No amendment of the Basic Plan Document may enlarge the
duties or responsibilities of State Street without its prior
written consent.
4.02 GOVERNING LAW
This Agreement shall be construed and enforced, to the extent
possible, according to the laws of the Commonwealth of
Massachusetts, and all provisions hereof shall be administered
according to the laws of said State and any Federal laws,
regulations or rules which may from time to time be applicable.
4.03 NECESSARY PARTIES
To the extent permitted by law, only the Employer and State
Street shall be necessary parties in any application to the
courts for an interpretation of this Agreement or for an
accounting by State Street, and no other Plan fiduciary,
Participant, Beneficiary or other person having an interest in
the Fund shall be entitled to any notice or service of process.
Any final judgment entered in such an action or proceeding
shall, to the extent permitted by law, be conclusive upon all
persons claiming under this Agreement or the Plan.
4.04 FORCE MAJEURE
State Street shall not be responsible or liable for the failure
or delay in performance of its obligations arising out of or
caused, directly or indirectly, by circumstances beyond its
reasonable control, including, without limitation: any
interruption, loss or malfunction of any utility,
transportation, computer or communication service; inability to
obtain labor, material, equipment or transportation, or a delay
in mails; governmental or exchange action, statute, ordinance,
rulings, regulations or direction; war, strike, riot, emergency,
civil disturbance, terrorism, vandalism, explosions, labor
disputes, freezes, floods, fires, tornados, acts of God or
public enemy, revolutions, or insurrection.
4.05 AGENTS
In performing its obligations under this Agreement, State Street
shall be entitled to employ suitable agents, counsel,
sub-custodians and other service providers.
iv
For More Information
If you have questions about setting up your
Xxxxxxxx Profit Sharing Plan, or need additional
information, please contact Xxxxxxxx Retirement
Plan Services at 000-000-0000.
XXXXXXXX ADVISORS, INC.
an affiliate of
[GRAPHIC]
X. & X. XXXXXXXX & CO.
INCORPORATED
ESTABLISHED 1864
000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000
RPS-Forms 11/02
