HomeMy WebLinkAbout6196RESOLUTION NO. 6196 A RESOLUTION ADOPTING THE DECLARATION OF TRUST OF ICMA RETIREMENT TRUST WHEREAS, the City established a deferred compensation plan for its employees and qualified independent contractors and adopted the ICMA Deferred Compensation Plan, and WHEREAS, City 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 compensa- tion plans and money purchase retirement plans; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, COLORADO, that: The Declaration Of Trust Of ICMA Retirement Trust, a copy of which is on file with the City Clerk, is hereby approved and adopted and a certified copy of this Resolution shall be sent by the City Clerk to ICMA Retirement Corporation. The Director of Finance is hereby designated the City's coordinator for ICMA Retirement Trust and ICMA Deferred Compensation Plan and the City's representative to receive necessary reports, notices, and other documents from the ICMA Retirement Corporation or the ICMA Retirement Trust, and to cast, on behalf of the City, any required votes under the program. Administrative duties to carry out the plan may be assigned to the appropriate City Departments. ATTEST: INTRODUCED: May 23, 1988 By SAMUEL CORSENTINO Councilman APPROVED: Cit C erk sident of the City Council IWZ APPENDIX B DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE 1. NAME AND DEFINITIONS Section 1.1 Name: The Name of the Trust, as amended and restated hereby, a the ICMA Retirement Trust. Section 1.2 Definitions: Wherever they are used herein. the following terms shall have the following respective meanings: (a) By- Laws. The By-UmB referred to in Section 4.1 hared. as amended from time to lime. (b) Deferred CampsruatlOn Plan. A deterred compensation plan established and maintained by a Pudic Employer for the purpose Of providing retire- ment income and other deterred benefits to its employees in accordance with the provisions of section 457 of the Internal Revenue Code 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 Pudic Employer for the purpose of investing and administering the funds set aside by such Employer in connection with its Deferred Compen- sation agreements with ft employees or in connection with is Qualified Plan. (e) Guaranteed Investment Contract. A contract entered into by the Retire- men Trust with insurance companies that provides for a guaranteed rate of Mum an investments made pursuant to such contract. M ICMA. The International City Management Association. (g) ICMAIRC Trustees. Those Trustees aleow by the Pudic Employers who, in accordance with the provisions of Section 11(a) hereof, are also mem• bens of the Board of Diredom 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 Trust Property n Portfolios. The Portfolios of investments established by the Investment Adviser to the Retirement Trust, under the supervision of the Trustees, for the purpose of providing investments for the Trust Property. Q Pudic Employee Trustees• Those Trustees efecled by the Pudic Employers who, in accordance with the provisions of Section 3.1(a) tiered, are full -time amplo ess of Pudic Employers. (p public Employer Trustees. Pudic Employers who serve as trustees of the Ouafifisd Plans. Q) Public Employer A writ of state or local government. or any agency or frntrumantstity thereof, that has adopted a Deferred Compensation Plan or a Oualified Plan and has executed this Declaration of Trust. (m) Qualified Plan. A plan sponsored by a Public Employer for the purpose d providing retirement income 10 its employees which satisfies the qualifi- cation requirements of Section 401 d the Internal Revenue Code, as amended. (n) RC. The Mternetional City Management Association Retirement 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 C.ornpsraation Plans and on behalf of the Public Employer Trustees for the exclusive benefit of Employees pursuant to Ouali- fied Plans. The Trust Property shall include any income resulting from the invest- ment of the amounts so held. (q) Trustees. The Pudic Employee Trustees and ICMAIRC Trustees elected by the Public Employers to serve as members d the Board of Trustees of the Retirement Trust. ARTICLE 11. CREATION AND PURPOSE OF THE TRUST; OWNERSHIP OF TRUST PROPERTY Section 2.1 Creation: The Ratiremem Trust is created and established by the execution of this Declaration of We by the Trustees and the Public Employers. Section 2.2 Purpose: The purpose of the Retirement Trust is to provide for the commingled investment of funds hold by the Public Employers in connec- tion with their Deferred Compensation and Oualified Plans. The Trust Prop- erty shall be invested in the Poet ios, in Guaranteed Investment Contracts, and in other investments recommended by the Investment Adviser under the supervision of the Board Of Willem No part of the Trust Property will be invested in securities issued by Pudic Employers, Section 2.3 Ownership of Trust Property: The Trustees shall have legal title to the Trust Property. The Pudic Employers shall be the beneficial owners of the portion d the Trust Property allocable to the Deferred Compensation Plans. The portion of the Trust Property allocable to the Ouaified Plans shall be held for the Pudic Employer Trustees for the exclusive benefit of the Employees. ARTICLE III. TRUSTEES Section 3.1 Number and QualMlcation of Trustees. (a) The Board d Trustees shall consist of nine Trustees. Five of the Trustees shall be full time employees of a Pudic Employer (the Pudic Employee Trustees) who are authorized by Koch Public Employer to serve as Trustee. The remaining four Trustees Khali consist of two persons who, at the time of election to the Board of Trustees, are members of the Board of Directors of ICMA and two persons who, at the time of election, are members d the Board of Directors of RC (the ICMAIRC Trustees). One of the Trustees who is a director of ICMA, and one of the Trustees who is a director of RC, shall, at the time of election, be hdi -time employees of a Public Employer. (b) No person may serve as a Trustee for more than one term in any ten -year period. Section 3.2 Election and Tenn. (a) Except for the Trustees appointed to fill vacancies pursuant to Section 3.5 hereof, the Trustees Khali be elected by a vote Of e majority Of the Public Employers in accordance with the procedures set forth in the By-laws. (b) At the first election of Trustees, three VusteW be elected for a tern of three years, three Trustees shall be elected for a w, m of two years and throe Trustees shall be elected for a tern of one year. At each subsequent election. three Trustees shall be elected for a term of three years and until his or her succesew is elected and qualified. Seetlon 3.3 Nominations: The Trustees who are full -time employees of Public Employers shall serve as the Nominating Committee for the Pudic Employee Tnrstees. The Norhating Committee shall choose candidates for Public Employee Trustees in accordance with the procedures set forth in the Byd,aws. Section 2.4 Resignation and Removal. (a) Any Trustee may resign as Trustee (without need for prior or subsequent accounting) by an instrument in writing signed by the Trustee and delivered to the other luslees and such resignation shall be effective upon such delivery, or at a later date according to the terms of the instrument. Any of the Trustees may be removed for cause, by a vote of a majority of the Public Employers. (b) Each Public Employee Trustee shall resign his or her position as Trustee within sixty days of the date on which he or she ceases tD be a fW -tine employee of a Public Employer. Section &Z Vlaoandes: The term of office of a Trustee shall terminate and a vacancy shall occur in the event of the death, resignation, removal, adjudi- cated incompetence or other incapacity to perform the duties of the office of a Trustee. In the case of a vacancy, the remaining Trustees shall appoint such person as they in their discretion shall see fit (subject to the limitations set b th in this Section), to serve for the unexpired portion d the term of the Trustee who has resigned or otherwise ceased to be a Trustee. The appointment shall be made by a written instrument signed by a majority of the Trustees. The per- son appointed must be the same type of Trustee (.e., Pudic Employee Trus- tee or ICMAIRC Trustee) as the person who has ceased to be a Trustee. An appointmert of a Trustee may be made in anticipation of a vacancy to occur at a later date by reason of retirement or resignation, provided that such appoirt- ment shall not become effective prior to such retirement or resignation. When- ever a vacancy in the number of Trustees shall occur, until such vacancy is filled as provided in this Section 3.5, the Trustees in office, regardless of their number, stall have all the powers granted to the Trustees and shall discharge all the duties imposed upon the Trustees by this Declaration. A written instru- ment certifying the existence of such vacancy signed by a majority of the Trustees shall be conclusive evidence of the existence of such vacancy . Section 3.6 Tnastees Serve in Representative Capacity: By executing this Declaration, each Public Employer agrees that the Pudic Employee Trustees elected by the Public Employers are authorized to act as agents and represen- tatives of the Pudic Employers collectively. ARTICLE IV. POWERS OF TRUSTEES Section 4.1 General Powers: The Trustees shall have the power to conduct the business of the Trust and to carry on its operations Such power shall include, but shall not be limited to, the power to: (a) receive the Trust Property from the Public Employers, Pudic Employer Trustees or other Trustee of any Employer Trust; (b) enter into a contract with an Investment Adviser providing, among other things, for the establishment and operation of the Portfolios. selection of the Guaranteed Investment Contracts in which the Trust Property may be invested, selection of other investments for the Test Property and the payment of reasona- ble fees to the Investment Adviser and to any sub-investment adviser retained by the Investmentt Adviser; (c) review annually the pertomance of the Investment Adviser and approve annually the contract with such Investment Adviser; (d) ksvest and reinvest the Trust Property in the Poftldcs, the Guaranteed Interest Contracts and in any other invest merit re ommerded by the Investment Adviser, but not including securities issued by Pubic Employers, provided that it a Public Employer has directed that its monies be invested in specified Portfolios or in a Guaranteed Irnvestment Contract, the Trustees of the Retirement Trust shall invest such monies in accordance with such directions; (e) keep such portion of the Trust Property in cash or cash balances as the Trustees, from time to time, may deem to be in the best interest of the Retire- merit Trust created hereby, without liability for interest thereon; (Q accept and retain ^„h time as they may deem advisable any securi- tiles or other property ._ -oved or acquired by them as Trustees hereunder, whether or not such securities or other property would normally be purchased as investments hereunder; (p) cause any securities or other property held as part of the Trust Property to be registered in the name d the Retirement Trust or in the name of a nomi- nse, and to hold any investments in bearer form, but the books and records at the Trustees shall at dl times show that all such investments are a part of the Trust Property; (h) make, execute. acknowledge, and deliver any and all documents of trans- fer and conveyance and any and all other instruments that may be necessary or appropriate to carry out the pavers herein granted; ()i vole upon any stock, bonds, or other securities; give general or special proxies or powers of attorney with or without power of substitution; exercise any con- version privileges, subscription rights, or other options, and make any pay- ments incidental thereto; oppose, or consent to or otherwise participate in, conpoi reorganizations or other changes effecting corporate securities, and delegate discretionary powers, and pay any assessments or charges in con- nection therewith; and generally exercise any of the powers of an owner with respect to stocks, bonds, securities or other property held as part of the Trust Party. (a enter into contracts or arrangements for goods or services required in con- nection with the operation of the Retirement Trust, including, but not limited b contracts with custodians and contracts for the provision of administrative services; (I) borrow or reuse money for the purposes of the Retirement Trust in such amount, and upon such terms and conditions, as the Trustees shall deem advis able, provided that the aggregate amount of such borrowings shalt not exceed 30% of the value of the Trust Property. No person lending money to the Trustees shalt be bound to we the application of the money lent or to inquire into its validity, expediency or propriety of any such borrowing; m incur reasonable expenses as required for the operation of the Retirement Trust and deduct such expenses from the Trust Property; (m) pay expenses properly allocable to the Trust Property incurred in connec- tion with the Deferred Compensation Plans, Oualified Plans, or the Employer Trusts and deduct such expenses from that portion of the Trust Property to whom such expenses are properly allocable; (n) pay out of the Test Property all real and personal property taxes, income taxes and other taxes of any and all kinds which, in the opinion of the Trustees, are property levied, or assessed under wasting or future laws upon, or in respect ol, the Trust Property and allocate any such taxes to the appropriate accounts; (o) adopt, amend and repeal the By- Laves, provided that such By -Laws are at all times consistent with the terms of this Declaration of Trust; (p) employ persons to make available interests in the Retirement Trust to employers eligible to maintain a Deferred Compensation Plan under Section 457 or a Oualified Plan under Section 401 of the Internal Revenue Code, as amended; (q) issue the Annual Report of the Retirement Trust, and the disclosure docu- ments and other literature used by the Retirement Trust; (r) make barns, including the purchase of debt obligations, provided that all such loam shall bear interest at the current market rate; (s) contract for, and delegate any powers granted hereunder to, such officers. agents, employees, auditors and attorneys as the Trustees may select, provided that the Trustees may not delegate the powers set forth in paragraphs (b), (c) and (o) of this Section 4.1 and may not delegate any powers if such delega- tion would violate their fiduciary duties; (t) provide for the indemnification of the officers and Trustees of the Retirement Trust and purchase fiduciary insurance; (u) maintain books and records. including separate accounts for each Public Employer, Pudic Employer Trustee or Employer Trust and such additional sep- arate accounts as are required under, and consistent with, the Deterred Com- pensation or Qualified Plan of each Public Employer; and (v) do all such acts, take all such proceedings, and exercise all such rights and privileges, although not specifically mentioned herein, as the Trustees may deem necessary or appropriate to administer the Trust Property and to carry out the purposes of the Retirement Trust. f � , /� Section 4.2 WhOd ut y: Dion of TAM PMP*f am s of the Trust Prop- arty shall be made toy or on behat d. the Public En or Pudic Employer TrLm tee, in accordance with the tsars of tM Deferred Compsneauon Plans, Oualifiad Plans or Employer Trusts. The Thnlass of the Retirement Trot shall be t o y protected in making payments in accordance with the directions of the Public Employers, Public Employer 7ulas s or other Vuslee of the Employer Trusts without aaCeftning whether such payments are in compliance with the provisions of the Deferred Compenatl M Of Oud'ified Plana Or the agreements creating the Employer Trusts. Section 4.2 Execution of Instnmlenb: The Thisloss may unanimously desfgrste any one Or more of the Trustees to execute any fnctru ment or docu- merht on behalf of all, including but not limited to the signing Or andorsarrhant of any check and the signing of any applications, insurance and other con- tracts, and the action of such designated Trainee Or Trustees Shop have the a" force and died as it taken by all the Trustees. ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES Section 5.1 Duty of Care: In exercising the powers hetsinbsibm granted to the Trustees, the Trustees shall perform all ace: within their authority for the exclusive purpose of providing benefits for the Public Employers in connec- lion with Deferred Compensation Plans and Public Employer Tnstess purwant So Oualified Plans, and chap perform such acts with the Cara skill, prudence and diligence in the circumstances then prevailing that a prudent person act• Ing in a We capacity and familiar with such matters would are in the conduct of an enterprise of alike character and with like aims. Section 5.2 Liability: The Tnntees shall not be liable for any mistake of M* merit or other action taken in good faith. and for any action taken or omitted in reliance in good faith upon the books of account or other records Of the Retirement Trust, upon the opinion of counsel, or upon reports made to the Retirement Trust by any of its officers, employees or agents or by the Invest- merit Adviser or any sub-investment adviser, axountarts, appraisers or other experts or consultants selected with reasonable care by the Trustees. officers or employees of the Retirement Trust. The Trustees shall also not be liable for any loss sustained by the Trust Property by reason of any investment made in good faith and in accordance with fie standard of care set forth in Section b.1. Section 5.3 Bond: No Trustee shall be obligated to give any bond or other security for the performance d any of his or her duties hereunder. ARTICLE VI. ANNUAL R" TO SHAREHOLDERS The Trustees" annually it to the Pudic Employers and Pudic Employer lumes a written report of the transactions of the Retirement Trust, including finer} pal statements which shall be certified by independent pudic accountants cho- s by the Trustees. ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 WKWirif nlral: A Pudic Employer or Pudic Employer Trustee may, at any time, withdraw from this Retirement Trust by delivering to the Board of Trustees a written statement of withdrawal. In such Statement, the Pudic Employer or Pudic Employer Trustee Shall acknowledge that the Trust Prop- erty allocable to the Pudic Employer is derived from compensation deferred by employees of such Pudic Employer pursuant to Its Deferred Compensa- tion Plan or from contributions to the accounts of Employees pursuant to a Oustified Plan, and Shop designate the fehanaal knB AM to which such property Shall be transferred by the Trustees d the Retirement Trust or by the Trustee d the Employer Trust. Section 7.2 Duration: The Retirement Tent Shall continue until terminated by the vote of a majority of the Pudic Employers, each casting one vote. Upon termination, all of the Trust Property 0*1 be paid out to the Public Employers, Public Employer Trustees or the Trustees of the Employer Trusts, as appropriate. Section 7.3 Antattdntent: The Retirement Trust may be amended by the vote of a majority of the Pudic Employers, each casting one vote. Section 7.4 Procedure: A resolution to terminate or amend the Retirement Trust or to remove a Trustee Shag be submitted to a vote of the Pudic Employers if: @ a majority of the Trustees so direct, or; (ii) a petition requesting a vote, signed by not less than 25% of the Pudic Employers, is submitted to the Trustees. ARTICLE VIII. MISCELLANEOUS Section 8.1 Goveming Law: Except as otherwise required by state or local law, this Declaration d Trust and the Retirement Trust hereby created shall be construed and regulated by the laws of the District of Columbia. Section 8.2 Counterparts: This Declaration may be executed by the Pudic Employers and Trustees in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.