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CC - 1988-58 - Deferred Compensation PlanRESOLUTION NO. 88-58 A RESOLUTION OF THE CITY OF ROSEMEAD FOR A LEGISLATIVE BODY RELATING TO A DEFERRED COMPENSATION PLAN WHEREAS, the City of.Rosemead has employees rendering valuable services; and WHEREAS, the establishment of a deferred compensation plan for such employees serves the interests of the City of Rosemead by enabling it to provide reasonable retirement security for its employees, by providing increased flexibility in its personnel management system, and by assisting in the attraction and retention of competent personnel; and WHEREAS, the City of Rosemead has determined that the establishment of a deferred compensation plan to be administered by the ICMA Retirement Corporation serves the above objectives; and WHEREAS, the City of Rosemead desires that the investment of funds held under its deferred compensation plan be administered by the ICMA Retirement Corporation, and that such funds be held by the ICMA Retirement Trust, a trust established by public employers for the collective investment of funds held under their deferred compensation plans and money purchase retirement plans; NOW, THEREFORE BE IT RESOLVED, that the City of Rosemead hereby adopts the deferred compensation plans attached hereto and appoints the ICMA Retirement Corporation to serve as Administrator thereunder; and BE IT FURTHER RESOLVED, that the City of Rosemead hereby executes the Declaration of Trust of the ICMA Retirement Trust, attached hereto as Appendix B. BE IT FURTHER RESOLVED, that the City Manager shall be the coordinator for this program and shall receive necessary reports, notices, etc., from the ICMA Retirement Corporation or the ICMA Retirement Trust, and shall cast, on behalf of the Employer, any required votes under the program. Administrative duties to carry the plan may be assigned to the appropriate departments. PASSED, APPROVED, AND ADOPT. ATTEST: - °,e Gl/GC~~i CITY CLERK out I-hereby certify that the foregoing Resolution 88-58 was duly and regularly adopted by the City Council of the City of Rosemead at a regular meeting thereof held on the 13th day of December, 1988, by the following vote: Yes: DeCocker, Taylor, Bruesch, McDonald No: None Absent: Imperial Abstain.: -None 71" CLERK APPENDIX B Ask DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE I. NAME AND DEFINITIONS Section 1.1 Name: The Name of the Trust, as amerxW and restated hereby. is 04 ICMA Retirement Trust. Section 1.2 Definitions: yyherever they are used herein, the following terms shell have the following respective meanings: (a) By-taws The By-Leos referred to in Section 4.1 tiered, as amended from tine to tans lo) Deferred Compensation Plan. A deferred compersa0on plan established and maintained by a Public Employer for the purpose of providing retire- ment income and other deferred benefits to its employees in accordance with the provisions of section 457 of the Internal Revenue Coda of 1954, as amended. (c) Employees. Those employees who participate in Qualified Plans. (d) Employer Trust. A trust created Pursuant to an agreement between RC and a Public Employer for the purpose of investing and administering the funds sal aside by such Employer in connection with its Deferred Conpinv cation agreements with its employees or in connection with as Qualified Plan. (e) Guaranteed Irestrient Contract. A contract entered into by the Retire- meth lust with insurance companies Mat provides for a guaranteed rate of return on irwestmems made pursuant to such contract. (ft ICMA. The International City Management Association. (g) ICMAfRC Trustees. Those Trustees elected by the Public Employers who. in accordance with the provisions of Section 3.1(a) hared, are also men - bers of the Board of Directors of ICMA or RC. (h) Investment Adviser The Investment Adviser that enters into a contract with the Retirement Trust to provide advice with respect to investment of the lust Property. n Portfolios. The Portfolios d investments established by the Investment Adviser to the Retirement Trust, under the supervision of the Trustees, for one purpose of providing investments for the Trust Property. O Pubic Employee Trustees Those Trustees elected by the Pubic Employers who, in accordance with the provisions of Section 3.1(a) hied, are MI-tme employees of Public Employers. (W Pudic Employer Trustees. Pudic Employers who serve as trustees of to Quaafied Plans. G) Public Employer A unit of state or local government. or any agency or is tnaintalty thened, that has adopted a Deferred Compensation Plan or a Oualiied Plan and has executed tits Declaration of Trust. (m) Qusliied Plan. A plan sponsored by a Pudic Employer for the purpose of prowding retirement income to its employees which satisfies ft qualifi- cation requirements of Section 401 of the Internal Revenue Code, as amended. (n) RC. The Inernatior l City Management Association Asia~ Corpo- ration. (o) Retirement Trust. The Trust created by this Declaration of Trust. (p) Trust Property. The amounts held in the Retirement Trust on behalf of the Public Employers in connection with Deferred Compensation Plans and on behalf of the Public Employer Trustees for the inclusive benefit of Employees pursuant to Oual,- fled Plans. The Trust Property shall include any income resulting from the invest. ment of the amounts so held. (q) Trustees The Public Employee Trustees and ICMAIRC Trustees elected by the Public Employers to serve as members of the Board of Trustees of the Retirement Trust. ARTICLE It. CREATION AND PURPOSE OF THE TRUST, OWNERSHIP OF TRUST PROPERTY Section 2.1 Creation: The Retirement Trust is created and established by the execution of this Declaration of Trust by the Trustees and the Pubic Employers. Section 2,2 Purpose: The purpose of the Retirement Trust is to provide for the commingled imiastment of funds held by the Public Employers in conic tion with their Deferred Compensation and Oualified Plans. The Trust Prop envy shall be invested in the Portfolios, in Guaranteed Investment Contracts, and in other investments recommended by the Irrvesi meth Adviser under the supervision d the Board of Trustees No pan of the Trust Property will be invested in securities issued by Public Employers. SecUon 2.2 Ownership of Trust Property: The Trustees shall have "at title to the Trust Property. Ti Public Employers shall be Me beneficial owners of the portion of the Trust Property allocable to Me Deferred Compensation Plans. The portion of the Trust Property allocable to the Qualified Plans shall be held for the Public Employer Trustees for the inclusive benefit of the Employees ARTICLE 111. TRUSTEES Section 3.1 Number and Ousliflcatlon of Trustees. (a) The Board of Trustees shell consist of rvi Trustees. Five of the Trustees shall be full-time employees of a Public Employer (the Public Employee Trustees) who are authorized by such Public Employer to serve as Trustee. The remaining tour Trustees shall consist of two persons who, at the time of election to the Board of Trustees. we members of the Board of Directors of ICMA and two persons who. at the fine of election, are members of the Board of Directors of RC the ICMA/RC Trustees). One of the Trustees who is a director of ICMA, and one of the Trustees who is a director of RC, small at Ire time of election, be full-time employees of a Public Employer. (b) No person may serve as a Trustee for more than of tern in any ten-year period. Section 2.2 Election and Tom. (a) Except fin the Trustees appointed to M vacancies pursuant to Section 35 hared, the Trustees shall be elected by a woe of a map" of the Pudic Employers in accordance with the procedures sal forth in the By-Laws. (b) N the "elation of luster three If, ,o A be elected for a tarter or three years, three lunees sf WI be dewed for a tern of two years and three loners them be OWOW for a term of one year N each subsequent election. Wee Trusties Nei be dewed for a term of Wee years and uret he or her uazassa is elected and qualified. Section 3.3 Nominations: The lumees who are kill-time amployees of Pudic Employers she serve as the Nominating Committee for the Puck Employee luatees The l4arinaDng Carrntaee alai c+ooae candlid3les for Public Employee fusion in accordance with the procedures wet forth in the Briars. Section 3.4 Realpnatlon and RamovId. W Any ludae may resign as Trustee (withal reed for prior Or aublOWGrt act ountrV by an nelrument in writing signed by the Trustee and delivered . b the other Trusties and such resignation shall be effective upon such delivery or el a fear date aocording to the terms of Ina instrument. Any of the Trustees may 11,1111011 hoved for cause by a vote d a nap* of the Pudic Employers. (b) Each Pudic Employee Trustee Nall resign his or her position as Trustee wenin sixty days dine date on which he a sheceases b be a kLOra employee d a Pudic Emptoyer Section 33 Micanelaa: The erm of office of a lustee shall ennirate and a vacancy Nell occur in the avert of to death, resignation, rernOVal, adjudiw sated incompetence or other incapacity to perform the duties Of the office d a Trusea In not case of a vacancy. the remaining Trustees shall appoint such parson as they in their dscretion Nall see fit (subject to the Iimtations set forth in this Section), to serve for des unexpired portion of the term d the Trustee who has resigned or otherwise ceased to be a Trustee The appointment shat be made by a written instrument signed by a majority, d the Trustees. The per don appointed must be the same type of Trustee Ii.e, Pudic Employee True- see or ICMAIRC Trustee) as the person who has cased to be a Trustee An appointment of e Trustee may be made in anticipation of a vacancy to door r at a later dale by reason of retirement a resignation. pro tied dal such appdnf mesa shell not become effective prior a such retirernera or resignation. When ever a vacancy in the number of Trustees shill occur, unlit such vacancy i6 Bed as pronded in this Seam 3.5, the Trustees in office. regardless of their number, daft have all the powers granted to the Trustees and Nell discharge all the duties imposed upon the Trustees by this Declaration. A written instru. rent certifying the existence of such vacancy signed by a majority of the Trustees Not be conclusive evidence of des existence of such vacancy. Section 3.6 Trustees Serve In Representative Capacity: By executing On Declamton, each Pubic Employer agrees that to Pubic Employee Trustees elected by the Pudic Employers are auth"Ad to act as agents and represent eaves of to Public Employers collectively. ARTICLE N. POWERS OF TRUSTEES Section 4.1 General Powers: The Trustees shah have the power to conduct One business of the That and to carry on is open fic s Such power stall include but Nall not be "ad to the power to: (a) rmcaive to Trust Property from the Pudic Employers, Pudic Employer Trustees or otter Trustee of any Employer Trust, (b) enter into a contract with an Investnent Adviser providing. among otar things. for the establishment and operation of the Portfolios, selection of to Guaranteed Investments Contracts in which to Trust Property may be invested. adecbm of other kwestrrar6 for to Trust PnopertY had to Payment Of reason be ties to to Ir%es ment Adviser and to any subinvastmem adviser retained by the InvesLnent Adviser; (c) review arrwefiy ft performance d to Investment Adviser and approve winvally the contract with such Investment Adviser; (LI) sweat and relraest the Jug Property in the Pbniobds to Guaranteed 1.1& 5l Caesch and n dry dinar irnescrert rabornardad by to Investment Adviser. ha not keMuding securities issued by Public Employers Provided Oaf it a Pubic Employer has directed that its monies be invested in specified Pot ios of in a Guaranteed Investment Contract. to Trustees d the R4AJMMMt Trust fiat tweet such mattes in accordance with such directions; (a) keep such portion of the Ttust Property n cash or cash balances as to BWess, from time to time. may deem to be in the bast interest of the Retire. merit Trust created hereby, wow liability for Interest thereon: (f) auocaq and retain time as they may deem advisable any hewn. bas or other property received or acquired by them as Trustees hereunder. whether or not such securities or other property would nomally be purchased as investments herlurhder: (g) cause any securities or either pop" held as pan of the lust Property so be registered in the rams d the Retirement Trust or in the name of a nom: film and to hold any investments in bearer form, but the books and records of the Trustees shall at all times Nor to afi such in esmants are a pan d the lust Property. (h) make, oseutm Cknowl dga and deliver any and all documents of trarrs far and caneyence and any and all other instruments tho may be necessary or appropriate to carry out the powers heron granted: special prates 0) wee upon any MCK band; or other sedates. gioe general or or powers of atorney with or without power of substitution: exercise ary, con version privileges, subcription rights, of other options. and make any Pay ments incidental thereto; oppose or consent to, or otherwise Participate in, corporate reapeniatbrs or other changes affecting corporate securities, end delegate drecretionary Powers, and pay dry assessments or charges in con nectpn therewith; and generally exercise any of the powers of an owner wan reap,- to staler, bads. securities of other property hod as pan of the Trust Property: Q enter into contneets or arrangements for goods of services required in cm- rection with the operation of the Retirement Trust. including, but not limited to. contracts with custodians and contracts for des prwis on d administrative servilm; px) borrow or raise money for the purposes of the Retirement Trust in such armount, and upon such terms and conditions as the Trustees shat deem advib able provided that the aggregate amoure of such borrowings shall rot steed 3046 d the value of to lust Property. No person lending money to the Trustees shot be bound to we the application of the money em or to inquire into as validity, eapedency or Propriety of any such borrowing; Q) incur reasonable expenses as required for the operation of the Retirement Trust and deduct such expenses from the Trust Property, (m) pay expenses popery dlocebe to to Trust Property incurred in conned Lion with the Deferred Compensation Plates, Oualified Plans. or the Employer Trusts and deduct such expenses from that portion of the Trust Property to whom such expenses are property allocable; (n) pay out of the Oust Property all coal and personal property axes, income taxes and other taxes of any and all lands which, in the opinion of the Trustees are property Wed, or assessed under a ustng or figure laws upon. or in respect of, the Trust Property and allocate any such taxes to to appropriate Ccourrs; (o) adopt. amend and repeal the By-Laws. Provided that such By-Laws am at an times consistent with the terms of this Declaration of Trust: (p) employ persons to make available interests in to Retirement Trust to employers eligible to maintain a Deferred Compensation Pan under Section 457 or a Ouali6ed Pan under Section 401 of the Internal Revenue Code, as amended; (q) issue the Annual Report d to Rebramet Trust, and the disclosure docu- stems and other taereture used byte Retirement Trust; (r) milker loam including the purchase of debt obligations, provided that all such bans "I bear interest at the current martial role. (a) cortraa for. and delegate any powers granted hereunder tb such officers. agents, employees, auditors and anoreys as the Trustees may select, provided that the Trustees may, not deegate the powers set form in paragraphs (b). (c) and (o) of this Section 11 and may not delegate any Powers it such delega. tion would violate Nair filicary duties: M ptv'ide la the indemnyfication d to officers andTrustees d Nit ROMmO-t lust and purchase fiduciary insurance: (u) maintain boils and racords, including separate accounts for each Pudic Employer Pudic Employer Trustee or Enlptoyer lust and such additional sep acute accounts as are required under. and consistent with. to Deferred Can pensation or Qualified Pan of sea Public Employer; and (v) do all such acts. take all such proceedings. and exercise all such rights 'and privileges. although not specifcaiy mended heron. as the lustees hey deem necessary or appropriate to admwnear the lust Property and to carry out the purposes of Oe Retirement lust. Sce bon 1.2 Dlatrlbutlon of Must Proparty~nb piers of the lust Prop arty 01,.10 be made to or on behalf or. the Pu plater a Public Employer Trustee fo accordance with the tams of the Deferred Compensation Plans, Ou&OW Plans a Employer Trusts The Trustees of the Retirement lust shell be fully protected in making payments in accedence with are directions of the Pubic Employers, Pubic Employer luaees or Other lustiest Of the Employer lug without asciansirrng what her such payments are in compharce with the pre voicirs of the Deferred Compasa im a Qualified Plans or the agreements creating the Employer lugs Section 4.3 Execution of Instruments: The Trustees may unanimously deagna* cry we or more of are Trustees to exacta any irstrumma or cioeu. ment On behalf of all, including but not limited to the signing or endosem nit of arty check and the sighing of any applications, insurance and Other con tracts and the arson d such designated Trustee or Trustees gall have the same force and etiact as it taken by all the Trustees ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES Section 5.1 Duty of Core: In exercising the powers hereinbefore granted to the Trustees the Trustees snail perform all acts within their authority for the exclusive purpose of providing benefits for the Pudic Employers in connec- Don with Deferred Compensatim Plans and Pudic Employer Trustees pursuers fo Oualrisd Plans and small Perform such acts with the care skill, prudence and diligence in the circumstances then prevailing that a prudent person act- ing in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims. Section 5.2 Uslib : The Trustees stall net be liable for arty mistake of judg. mers or other action taken in good faith, and for any action taken or o nitled in reliance in good faith upon the books of account a Other scads Of the Retirement Trust, upon the opinion of counsel, a upon reports made to he Retirement Trust by arty of is dicers employees a agents or by the In vesl- m e t Adviser or any subirwestmert adviser, accountants, appraisers or other experts or consultants selected with reasonable care by the Trustees dicers or employees of he Retirement Trust. The Trustees shall also not be liable for arty loss sustained by he Trust Property by reason of any investment made in good fate and in accordance with the standard of care set forth in Sector 51. Section 5.3 Bond: NO Trustee shall be obligated to give any bond or other security for the performance of any of his or her duties hereunder. ARTICLE VI. ANNREPORT TO SHAREHOLDERS The Trustees ehee a subnt to the Pudic Employers and Public Employer Trustees a written report of the transactions of the Retirement Trust, including anan dal statements which shall be certified by independent pudic accountants Cho eon by axe Tnusteee. ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 MRthdnwal: A Public Employer or Pudic Employer Trustee may, 81 arty firms. withdraw from this Rebrernat lug by delivering to the Board of Trustees a written statement d withdrawal. In such statamart, the public Employer or Public Employer Trustee "I acknowledge that the Trust Prop "allocable to the Pudic Emptier is derived from compensation deterred by employees of such Pudic Employer pursuant to its Deferred Compersa- bon Plan of from oora Woo s to the accounts of Employees pursuers to a qualified Plan, and shell designate the irsrpal insirtutiai fo which much properly shall be transferred by the V usleea of the Retirement Trust or by the Trustee of the Employer Trust. Section 7.2 Duration: The Retirement Trust "I continue until terminated by the vote of a majority of the Pudic Employers, each casting one vote Upon termination, all of the Trust Property shall be paid Out to the Pudic Employers. Pudic Employer lustees or the Trustees of the Employer Trusts, as appropriate Section 7.3 Amendment: The Retirement Trust may be amended by the vote of a majority, d the Pudic Employers, each casting one vole, Section 7.4 Procedure: A resolution to terminate or amend the Retirement lust or to remove a Trustee shall be submitted to a vote Of the Pubic Employers if: a majority of tha Trustees so direct, a: G9 a petition requesting a vote signed by riot less than 25% of the Pudic Employers is submitted to the Trustees. ARTICLE VIII. MISCELLANEOUS Section 5.1 Ooveming Law: Except as otherwise required by state or local low, this Declaration of Trust and the Retirement Trust hereby created shall be construed and regulated by the laws of the District of Columbia. Seetlon 8.2 Counterparts: This Declaration may be executed by the Pudic Employers and Trustees in two or more coumarparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.