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HomeMy WebLinkAbout7255RESOLUTION NO. 7255 A RESOLUTION APPROVING THE ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION AND THE CITY OF PUEBLO RELATING TO THE ICMA RETIREMENT TRUST AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME WHEREAS, the City of Pueblo sponsored a defined contributions money purchase retirement plan with the ICMA Retirement Corporation for the benefit of certain of its employees, and WHEREAS, the services agreement with respect to the plan has been modified, and WHEREAS, the City of Pueblo has been requested to approve the modified services agreement, NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The Administrative Services Agreement dated October 31, 1993 between the International City Management Association Retirement Corporation and the City of Pueblo relating to the administration and investment adviser services for the ICMA Retirement Trust and sponsoring public employees, the original of which is on file in the office of the Department of Finance, having been approved as to form by the City Attorney, is hereby approved. The President of the City Council is authorized to execute and deliver the Administrative Services Agreement in the name of the City. INTRODUCED NOVEMBER 8, 1993 BY JOHN CALIFANO Councilperson ATTEST: APPROVED: ty Cler Pre dent o he City Council ft ;MA A RETIREMENT CORPORATION Corporate Headquarters Suite 600 777 North Capitol Street, NE July 30, 1993 Washington, DC 20002 -4240 (202) 962 -4600 Billy G. Martin Toll -Free (800) 669 -7400 City of Pueblo 1 City Hall Place Pueblo, Colorado 81002 -1427 RE: 0137 Dear Billy G. Martin: At the beginning of our relationship, the ICMA Retirement Corporation ( "RC") and the City of Pueblo entered into an agreement entitled "Trust Agreement with the ICMA Retirement Corporation" (also known as Appendix C) with the Retirement Corporation. That agreement only refers in a very general way to the administratove services to be provided by RC and the fees to be paid for those services, and it does not provide an accurate portrayal of our current relationship. To illustrate, the ICMA Retirement Trust currently consists of $2.4 billion in total assets, and that figure represents the pooled monies of approximately 145,000 local government employees. This is a significant increase over the $459,000 managed by RC for 285 participants in 1972. With the growth of the Retirement Trust, the services RC provides for administration of your deferred compensation plan have also grown. The administrative services we now provide include: • Educating and enrolling participants; • Maintaining employer accounts and employee subaccounts, and associated records; • Crediting employer contributions to employee accounts; • Reporting investment activity and account information to the employers and employees on a quarterly basis; * Providing information about various features of deferred compensation plans on a regular basis; * Paying benefits and handling related tax reporting. Consequently, the "Trust Agreement" we initially entered into does not describe the services RC provides in sufficient detail. As a result, we have prepared a new Administrative Services Agreement, two copies of which have been signed by RC and enclosed. We believe the &I" ICMA -RC Services, Inc. Member NASD and SIPC, is a wholly owned broker - dealer subsidiary of the ICMA Retirement Corporation Administrative Services Agreement provides a more accurate and up -to -date description of the existing relationship between you and RC. We propose that the City of Pueblo and RC enter into the Administrative Services Agreement to replace the "Trust Agreement with the ICMA Retirement Corporation ". Upon your acceptance of the Administrative Services Agreement, that substitution will occur. The Administrative Services Agreement is not intended to affect in any way the investments of your deferred compensation plan or the benefits payable under the plan. Nor is it intended to change in any way the services actually provided by RC, or the fees actually charged by RC with respect to the administration of the plan. Please sign each of the enclosed copies of the Agreement. Return one copy to RC using the enclosed return envelope, and keep one copy for your records. If we do not hear from you, and RC does not receive a signed Agreement within 90 calendar days of your receipt of this letter, and the Trust continues to receive plan contributions, RC will interpret those actions as acceptance of the terms of the Agreement after the expiration of the 90 -day period. If you have any questions regarding the Administrative Services Agreement, please call Chris Baker of our Client Services division at (202) 962 -8076, or call my Legal Assistant, Jan Feldman, at (202)962 -4677. Sincerely, Michael Schaefer, q. House Counsel Enclosures: Administrative Services Agreement (2 copies) Return Envelope ICMA RETIREMENT CORPORATION ADMINISTRATIVE SERVICES AGREEMENT Type: 457 Account Number: 0137 ICMA RETIREMENT CORPORATION Plan # 0137 ADMINISTRATIVE SERVICES AGREEMENT This Agreement, made as of the day of �ftiGe� 1993,(herein referred to as the "Inception Date"), between The International City Management Association Retirement Corporation "RC "), a nonprofit corporation organized and existing under the laws o f the State of Delaware; and the City of Pueblo ( "Employer ), a(n) City organized and existing under the laws of the State of Colorado with an office at 1 City Hall Place,Pueblo, Colorado, 81002 -1427. Recitals Employer acts as a public plan sponsor for a retirement plan ( "Plan ") with responsibility to obtain investment alternatives and services for emplloyees participating in that Plan; The ICMA Retirement Trust (the "Trust ") is a common law trust governed by an elected Board of Trustees for the commingled investment of retirement funds held by state and local governmental units for their employees; RC acts as investment adviser to the Trust; RC has designed, and the Trust offers, a series of separate funds (the "Funds ") for the investment of plan assets as referenced in the Trust principal disclosure document, "Making Sound Investment Decisions: A Retirement Investment Guide ". The Funds are available only to public employers and only through the Trust. In addition to serving as investment adviser to the Trust, RC provides a complete offering of services to public employers for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account record - keeping, investment and tax reporting, form processing, benefit disbursement and asset management. - 2 - ICMA RETIREMENT CORPORATION Plan # 0137 Agreements 1. Appointment of RC Employer hereby designates RC as Administrator of the Plan to perform all non - discretionary functions necessary for the administration of the Plan with respect to assets in the Plan deposited with the Trust. The functions to be performed by RC include: (a) allocation in accordance with participant direction of individual accounts to investment Funds offered by the Trust; (b) maintenance of individual accounts for participants reflecting amounts deferred, income, gain, or loss credited, and amounts disbursed as benefits; (c) provision of periodic reports to the Employer and participants of the status of Plan investments and individual accounts; (d) communication to participants of information regarding their rights and elections under the Plan; and (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan. 2. Replacement of Employer Trust RC and Employer are parties to a Trust A reement entitled "Trust Agreement with the ICMA Retirement Corporation" ?the "Employer Trust ") for the administration of the Plan. The Employer hereby terminates the Employer Trust (not the Declaration of Trust of ICMA Retirement Trust) intending that this Administrative Services Agreement evidence the understandings between RC and the Employer with respect to the matters covered by it. Employer continues to be a party to the Declaration of Trust of the ICMA Retirement Trust and agrees that operation of the Plan and investment, management and disbursement of amounts deposited in the Trust shall be subject to the Declaration of Trust, as it may be amended from time to time and shall also be subject to terms and conditions set forth in disclosure documents (such as the Retirement Investment Guide or Employer Bulletins) as those terms and conditions may be adjusted from time to time. 3. Employer Duty to Furnish Information Employer agrees to furnish to RC on a timely basis such information as is necessary for RC to carry out its responsibilities as Administrator of the Plan, including information needed to allocate individual - 3 - ICMA RETIREMENT CORPORATION Plan # 0137 participant accounts to Funds in the Trust, and information as to the employment status of participants, and participant ages, addresses and other identifying information (including tax identification numbers). RC shall be entitled to rely upon the accuracy of any information that is furnished to it by a responsible official of the Employer or any information relating to an individual participant or beneficiary that is furnished by such participant or beneficiary, and RC shall not be responsible for any error arising from its reliance on such information. If within ninety (90) days after the mailing of any report, statement or accounting to the Employer or a participant, the Employer or'participant has not notified RC in writing of any error or objection, such report, statement, or accounting shall be deemed to have been accepted by the Employer and the participants. 4. Certain Representations, Warranties, and Covenants RC represents and warrants to Employer that: (a) RC is a non- profit corporation with full power and authority to enter into this Agreement and to perform its obligations under this Agreement. The ability of RC to serve as investment adviser to the Trust is dependent upon the continued willingness of the Trust for RC to serve in that capacity. (b) RC is an investment adviser registered as such with the Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended. ICMA- RC Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker - dealer with the Securities and Exchange Commission (SEC) and is a member in good standing of the National Association of Securities Dealers, Inc. RC covenants with employer that: (c) RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code; provided, however, RC shall not be responsible for the eligible status of the Plan in the event that the Employer directs RC to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms; provided, further, that if the plan document used by the Employer contains terms that differ from the terms of RC's standardized plan document, RC shall not be responsible for the eligible status of the Plan to the extent affected by the differing terms in the Employer's plan document. Employer represents and warrants to RC that: (d) Employer is organized in the opening paragraph of this Agreement with into and perform its obligations under this the form and manner recited in full power and authority to enter Agreement and to act for the Plan - 4 - ICMA RETIREMENT CORPORATION Plan # 0137 and participants in the manner contemplated in this Agreement. Execution, delivery, and performance of this Agreement will not conflict with any law, rule, regulation or contract by which the Employer is bound or to which it is a party. 5. Participation in Certain Proceedings The Employer hereby authorizes RC to act as agent, to appear on its behalf, and to join the Employer as a necessary party in all legal proceedings involving the garnishment of benefits or the transfer of benefits pursuant to the divorce or separation of participants in the Employer Plan. The Employer consents to the disbursement by RC of benefits that have been garnished or transferred to a former spouse, spouse or child pursuant to a domestic relations order. 6. Compensation and Payment (a) Plan Administration Fee. The amount to be paid for plan administration services under this Agreement shall be 0.9% er annum of the amount of Plan assets invested in the Trust. Such fee shall be computed and paid at the end of each month on plan assets in the Trust at that time. (b) Account Maintenance Fee. There shall be an annual account maintenance fee of $18.00. The account maintenance fee is payable in full on January 1 of each year on each account in existence on that date. For accounts established after January 1, the fee is payable on the first day of the calendar quarter following establishment and is prorated by reference to the number of calendar quarters remaining on the day of payment. (c) Compensation for Advisory Services to the Trust. Employer acknowledges that in addition to amounts payable under this Agreement, RC receives fees from the Trust for investment advisory services furnished to the Trust. (d) Payment Procedures. All payments to RC pursuant to this Section 6 shall be paid out of the Plan Assets held by the Trust and shall be paid by the Trust. The amount of Plan Assets held in the Trust shall be adjusted by the Trust as required to reflect such payments. 7. Custody Employer understands that amounts invested in the Trust are to be remitted directly to the Trust in accordance with instructions provided to Employer by RC and are not to be remitted to RC. In the event that any check or wire transfer is incorrectly labelled or transferred to RC, RC is authorized, acting on behalf of the transferor, to transfer such check or wire transfer to the Trust. - 5 - ICMA RETIREMENT CORPORATION Plan # 0137 RP Responsibility RC shall not be responsible for any acts or omissions of any person other than RC in connection with the administration or operation of the Plan. 9. Term This Agreement may be terminated without penalty by either party on sixty days advance notice in writing to the other. 10. Amendments and Adjustments (a) This Agreement may not be amended except by written instrument signed by the parties. (b) The parties agree that compensation for services under this Agreement and administrative and operational arrangements may be adjusted as follows: RC may propose an adjustment by written notice to the Employer given at least 60 days before the effective date of the adjustment and the notice may appear in disclosure documents such as Employer Bulletins and the Retirement Investment Guide. Such adjustment shall become effective unless, within the 60 day period before the effective date the Employer notifies RC in writing that it does not accept such adjustment, in which event RC shall be under no obligation to provide services under this Agreement. (c) No failure to exercise and no delay in exercising any right, remedy, power or privilege hereunder shall operate as a waiver of such right, remedy, power or privilege. 11. Notices All notices required to be delivered under this Agreement shall be delivered personally or by registered or certified mail, postage prepaid, return receipt requested, to (i) RC at 777 North Capitol Street, N.E., Suite 600, Washington, D.C, 20002 -4240; (ii) Employer at the office set forth in the first paragrapph hereof, or to any other address designated by the party to receive the same by written notice similarly given. 12. Complete Agreement This Agreement shall constitute the sole agreement between RC and Employer relating to the object of this Agreement and correctly sets forth the complete rights, duties and obligations of each party to the other as of its date. Any prior agreements, promises, negotiations or representations, verbal or otherwise, not expressly set forth in this Agreement are of no force - 6 - ICMA RETIREMENT CORPORATION Plan # 0137 and effect. 13. Governing Law This agreement shall be governed by and construed in accordance with the laws of the State of Colorado applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement as of the inception Date first above written. CITY OF PUEBLO ign ure Name a3 - Tit lit le (PT ease prim INTERNATIONAL CITY MANAGEMENT ASSOCATION RETIREMENT CORPORATION by: Stepheff Wm. or o a e Corporate Secretary _7_