HomeMy WebLinkAboutCity Council Resolution 1988-464CITY OF PLYMOUTH
Pursuant to due call and notice thereof, a_ regular mc-*�?ting of the City
Council of the City of Plymouth, Minnesota was held on the._._ 1st ___day of
August 1988. The following were present-: May Qr Schneider,
Councilmembers Vasiliou. Ricker, Zitur and Sisk
The following members were absent: None
*t*
Councilmember Sisk introduced the following Resolution and moved its
adoption:
RESOLUTION NO. 88-464
DESIGNATING ICMA RETIREMENT TRUST
WHEREAS, The City of Plymouth has employees rendering valuable services; and
WHEREAS, the establishment of a deferred compensation plan for such employees
serves the interests of the City of Plymouth 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 Plymouth has determined that the establishment of a
deferred compensation plan to be administered by the ICMA Retirenent
Corporation serves the above objectives; and
WHEREAS, the City of Plymouth desires that the investment of funds held under
its deferred ccz nation plan be administered by the ICMA Retirement
Qorporation, and that such funds be held by the ICMA Retirement Trust, a trust
established by public employers for the collective investment of funds held
tinder their deferred compensation plans and money purchase retirement plans;
NOW THEFWM HE IT RESMVED that the City of Plymouth hereby executes the
Declaration of Trust of the ICMA Retirement Trust, attached hereto as Appendix
B.
BE IT FUR14ER RESOLVED that the Finance Director shall be the coordinator for
this program and shall receive necessary reports, notices, etc. from the ICMA
Retirement Corporation or the ICNK Retirement Trust, and shall cast, on behalf
of the City of Plymouth any required votes under the program. Administrative
duties to carry out the plan may be assigned to the appropriate departments.
The motion for the adoption of the foregoing Resolution was duly seconded by
Counci member Zitur and upon vote being taken thereon, the following
voted in favor thereof Mayor Schneider, Counc.ilmembers Va_siliou, Ricker,
Zitur and Sisk
The following voted against or abstained: None _
Whereupon the Resolution was declared duly passed and adopted.
APPENDIX B
DECLARATION OF TRUST
OF
ICMA RETIREMENT TRUST
ARTICLE 1. NAME AND DEFINITIONS (o) Retirement Trust The Trust created by this Deaarafion of Trust.
Section 1.1 Name: The Name d the Trust. as amended and restated hereby.
is tee ICMA Retirement Trust.
Section 1.2 Definitions: Wherever they are used hereon, the fogowvng terms
shag have the loilowutg respective meanings:
(a) Byd,ws. The By-laws Melted to in Semon 4.1 hereof. as amended trom
time to time,
(b) Delweed Compensation Plan. A dekried canpensation plan established
and maintained by a Public Emplvper for the purpose of providing retire-
ment income and other deferred benefits to tts ernployses in accordance
wit to pronatis of section 457 of tel Internal Revenue Code of 1954.
O
s amended.
(C) Employees. Those employees who participate in OuakAed Plans
(d) Employer Trutt. A Inlet Created pursuant to an agreement between RC
and a Pubic Employer lir the purpose of investing and adrrtrnstering the
krrhds set aside by such Employer in connection with its Deferred Comoen-
salion agreenwts with fb employees cr in connection ion with As Qualified Pian
(e) Ghrenntaed Investment Comma. A contract entered into by the Retire.
menl Trust with insurance companies that provides for a guaranteed rate
d mum on irwesurfents made pursuant to such contract.
(1) ICMA. The International City Management Association.
(g) ICMAIRC 9uthas. Those llustees elected by the Public Employers wha
N accordance with the provisions d Section 3.1(a) hand. are also mem.
bars of the board of Directors of ICMA or RG
psi lrnatment Advice( The kweatimen Adviser that enters into a contract
with the Rwoment Trust to provide &dote with respect to investment at
the Tina( Property.
0) Portfolios The Porttoioe d irttrestments established by the Irwa, ent
Adviser to the Rewemert Trust, under the toper Aston of the Trustees for
the purpose d providing investments for the Trust Property.
Pubftc Employee Tiuslaes Those Trustees elected W me Pudic Empfoyers
who. in accordance with the provisions of Section al(a) hereof. are full-time
*fit es of Public Enlployen
(k) Public Employer Thoees Pudic Empioyers who serve as trustees of
the Ounow Plans
1) Public Employer. A wit at state or local government or any agency or
instrumentality thered, that has adopted a Oelened Compensation Plan or
a Ouahftd Plan and has-encuted this Declaration of Trust.
(m) Ouakfied Ptam A plan sponsored by a Public Employer for the purpose
d providing retirement income 10 its employees which satisfies the qualifi-
cation requirsrtronts d Section 401 of the Internal Revenue Code as
srmanded.
(n) RC. The International City Management Association Retirement Corpo
ration.
(p) Truer Property. The amounts held in the Retirement Trust on behalf of the Public
Employers in connec:ton vnth Deferred Compensation Plans and on behalf of the
Public Employer Trustees for the exclusive benefit of Employees pursuant to Ouat -
fed Plans. The Trust Property shall include any income resulting from the rover.
ment of the amounts so held.
(Q) Trustees The Pudic Employee Trustees and ICMAIRC Trustees elected by the
Public Employers to save as members of 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 Retirement Trust is Created and established by
the execution of this Declaration of Trust by tel Trustees and the Public
Employers.
Section 2.2 Purpose: The purpose at the Retirement Trust is to provide for
the commingled intrestment of funds held by the Public Employers in cannec-
bon with their Defatted Compensation and Oualif ed Plans. The Trust Prop
eny shag be invested in the Pontdios, in Guaranteed Investment Contracts
and in other investments recommended by the Irnestment Adviser under the
supervision d 7te Board d Trustees No part d the Trues Property will be invested
in securities issued by Public Employers
Section 2.3 Ownership of Tfrust Property: The Trustees shall have legal
title to the Trust Property. The Public Employers shy be the beneficial owners
of the portion of the T►uat Property allocable to this 0o rred Compensation
Plans. The porton of the That Property allocable to the Oualiged Plans shall
be held for the Pudic Employer Trustees lir IN exclusive bertefit of the
Employees.
ARTICLE III. TRUSTEES
Section 3.1 Number and Ousllflcation of Trustees.
(a) The Board of Trustees shall consist of nine Trustees. Five of the Trustees
shag be full-time employees of a Pudic Employer (the Public Employee
Trustees) who are authonxed by such Public Employer to serve as Trustee
The remaining feu Trustees shay consist of two persons who. at the time of
election to the Board of Trustees. are members of me Board of Drre=ts of
ICMA and two persons who. at The time of election. are members of the Board
of OLreaors of RC (me ICMAIRC Truslaesl One d the Tnaem who is a dreCtOr
of ."A, and one of the Trustees who is a director of RC, stein. at the time
cf 4ecuon. be full-time employees of a Public Empfoyer.
(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 Nn vacancies wrsuart to Section J 5
hereof, the Trustees shag be elected by a was of a marorty of the Public
Employers in accordance with the procedures set lonh on the By-tzws
(b) Al the first wecdon of Trustees three Trustees shall be Erected for a term
of three years. three Trustees shall be elec:ed for a term of two years and three
Trusloes shall be eleC.ed for a term of one year At each subsequent election.
three Trustees shall be elected for a term of three years and until his or her
successor is elected arta qualified.
ieatlon 3.3 Nominations: The Trustees who are full-time employees of P-jiblic
Emoloyers shall serve as the Nominating Committee for the Public Employee
Trustees The Nominating Commraee shah choose candidates for Pude Employee
Trustees in accordance with the procedures sol forth in the By-laws
lection 3.4 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 Trustees and such resignation shag be effecuvr. uPt:n such delivery.
or ata later date according to the terms of the instrume:ht A,ny d the Trustees
may be removed for cause, by a vote of a majority of the Public Employers
(b) Each Public Employee Trustee shag resign his or her position as Trustee
within stay days of the date on which he or she ceases to be a hli-time employee
d a Pubic Employer.
Section 3.5 Vacancies: The term of office or a Trustee shall terminate and
a vacancy shall occur in the event of the death, resignation. removal. adjudi-
cated incompetence or other incapaaty to perform the duces of the office at
a Trustee In the case of a vacancy, the remaining Trustees shall appoint such
person as they in their discretion shag see fit (subject to the limitations set forth
in this Section), to serve for the unexpired portion of the term of the Trustee
who has nnigned or otherwise ceased to be a Trustee The appointment shag
be made by a written instrument signed by a majority of the Trustees The per.
son appointed roust be the same type of Trustee (i.e., Public Employee Trus-
We
rustee or ICMAJRC Trustee) as the person who has ceased to be a Trustee. An
appointment of a Trustee may be made in arWpabon ol a vacancy to occur
at a low date by reason of retimrnert or resignation, provided Gut such appan-
mort ship not become eeectwe prior to such retirement or ra3ngnatron. When
ever a vacancy in the number of Trustees shag occur, until such vacancy is
ased as provided in this Section 3S. the %stat s in office, regardless of their
number, shall haus aN the powers granted to the Trustees and shag discharge
all the duties imposed upon Me Trustees by this Declaration. A written instru•
mens certifying the existence of such vacancy signed by a matonty, of the
Trustees shell be conclusive evidence of the existence of such vacancy.
Section 3.5 Trustees Servs In Representative Capacity: By executing
Gtis Declaration, each Public Employer agrees that lite Public Employee Trustees
elected by the Pubic Employers are authonzed to act as agents and represen-
tatives at the Public Employers collectivelyr.
ARTICLE IV. POWERS OF TRUSTEES
Section 4.1 General Powers: The Trustees ihaN have the power to conduct
M buwn of Gu Trym and to wry an a operation Such power shag irruude
but shah not be limited to the power to:
(a) receive the Trutt Property, from the Public Employers, Pudic Employer
Trustees or other Trustee of any Employer Trust;
v
(b) arson into a contract with an ItivestmeM Adviset providing, among other
Ghingtt fw @u establishment and operation of the Portfolios, selection of the
Guaranteed Investment Contracts in which the Trust Property may tie invested
stslecbon at other Investnents lex the Trust Properly, and the payment of reason.
ble hes to the Investment Adviser and to any sub -investment adviser retained
by the Investment Adviser,
(c) review annually the performance at the Investment Adwser and approve
snnuaNy the contract wiM such Investment Adviser:
(d) invest and reinvest the Trust Property in the Poxtfdios the Guararteed Irwerest
COrtracta and in any other investment mcommended by the Irvewnen: Adviser.
W not in ludng securities issued by Public Employers. vaiided that it a Pubic
Employer has directed that res monies be invested in specified Portfolios or
in a Guaranteed i vestmern Contract. the Trustees of the Retirement Trust snail
invest such monies in accordance with such directions:
(e) keep such portion of the Trust Property, in cash on cash balances as the
Trustees, tram time to time, may deem to be in the best interest of the Retire-
ment Trust created hereby, without liability for interest therecn;
(f) accept and retain bit such time as they may deem advrsal�ie any seCJn
ties or Omer prooeny received ^r aczuwred t.y them as Trustees hereuncer.
whether or nor such secUmres a otmer property would normally be purcha-red
as investments hereunder.
(g) cause arty, seruntres or other property held as part of the Trust Property
to be registered in the name of the Retirement Trust or in the name of a nomi-
nee, and to hold arty investments in bearer form. but the booKs and records
of the Trustees snail at all times snow that all such investments are a part of
Rhe Trust Property:
(h) make, execute acknowledge and deliver any and all documents at trans-
fer and conveyance and any and an other instruments that may be necessary
or aopropnate to carry out the powers herein granted:
0 vote upon any stock, bonds or over securmeS: give general or speoal proxies
or powers of attorney with or without power of substitution; exercise any con+
version pnvhleges, subscription rights- or other option& and make any pay-
ments incidental thereto: opposa or consent to or otherwise panic:pare in,
corporate reorganizations or other changes affecting corporate secumies and
delegate discretionary powers and pay any assessments or charges in con-
nection thereietirh and generally exercise any or the powers of an owner writh
respect to stocks borros securities or other property Field as part of the Trust
Property:
p) enter into contracts o• arrangements for goods or services required in con-
neCtion with the operation �! t.".2 Retirement Trust, including. but not 6mrted
10 contracts with custodians and contracts for the provision of admrrvstratrve
services:
(k) borrow or raise money for the purposes of the Retirement Trust in such
amount, and upon such terms and condt6onr, as the Tuaae6 shat deem saws -
able. provided that Ina aggregate amount at such bonow inp shah not exceed
30% of the value of the Trust Property No person hn.*V money to the Trustees
tlhaa be bound to see the appicabon of one money lent or to inpure into its
val". expediency or propriety of any such bon wing;
M incur reasonable expenses as required for the operation of the Retirement
Trust and deduct such expenses from Gee Trust Property!
(m) pay expenses property agocablt to the Trust Property incurred In connec-
tion with the Deterred Compensation Plans, Qualified Plana or Gia Employer
Trusts and deduct such expenses hum that p~ of the lug Property to
whom such expenses are property allocable:
(n) pay out of the Trust Property all real and personal property, taxes. income
WRs and other taxa of any and as kinds which. in the option of the Trustees
am property levied. or assessed under exisong or future laws upon, or in respect
of. the Trust Property and allocate any such Mies to the appropriate accounts;
(o) adopt, amend and repeal the Sy taws. provided Gnat such By -Laws are
at all times consistent wrth the terms of on DeWraedn of Trust
(p) employ persons to make available interests in the Retirement Trust to
employers efrgible to maintain a Dshrred Compenssbon Plan under Section
457 or a Qualified Plan under Section 40t to the Internal Rover" Code as
amended:
(a issue the Annual Report of the Retirement Trutt, and the disclosure docu-
ments arta other literature used by the Rrabremarif Trust;
(r) make loans, mckrdin g the pumAsse d debt obkgatiorn provided that all
such loans Shan bear Interest at the current manrat rale;
(s) contract for. and delegate any powers granted hereunder to such officers,
agents. employees auditors and aRorneys as the Trustees may select. provided
mat the Trustees may not delegate the powers set font in paragraphs (b). (c)
and (o) of this Section 41 and may rot delegate any powers if such delega-
bon would violate their fiduciary dales;
P) provide for the indemnfication of the offhcars and Trustees of the Retirement
Trust and purchase fiduciary insurance;
(u) maintain books and record& irciudrng separate accounts for each Public
Employer. Pude Employer Trustee or Employer Trust and such additional sep-
crate accounts as are required under, and conrsrsstent with. the Deterred Com-
pensation or Qualified Plan of each Pudic Employer; and
(v) do all such acts, take ail such proceedings, and exercise all such rights
and pmnlegeS aahougn not specifically mentioned herein. as the Trustees may
deem necessary or approonate to administer the Trust Property and to carry
out the purposes of the Retirement Trust
Section 4,2 Distribution of Trust Property: Disinbutron� of the Trust Proo
arty snail be made to. or on behalf of. the Pubo. Emoloyer or Public Employer
10 Trustee, in accordance wfth the terms of the Deferred Compensation Plans.
Oualified Plans or Employer Trusts The Trustees of the Retirement Trust snail
be fully protected in making payments in accordance with the directions of
the Pudic Employers Pudic Employe+ Trustees or Other Trustee of the Emoiovw
Trusts without ascenainvng whether such payments are in compliance with the
provisions of the Deterred Compensation or Qualified Plans, or the agreements
creating the Empbyer Trusts.
Section 4.3 Execution of Instruments: The Trustees may unanimously
designate any one or more of the Trustees to execute any instrument or docu-
ment on behalLd all. including but not limited to the signing or endorsement
of any check and the signing of arty applications. insurance and other con-
tracts and the action of such designated Trustee or Trustees shall have the
'lame force and effect as if taken by all the Trustees
ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES
Section 5.1 Duty of Carl: In exercising the powers hereinbefore grantee to
the Trustees. the Trustees shall perform all acts within their authonty for the
exclusive purpose of providing benefits for the Public Employers in connec•
non with Deferred Compensation Plans and Pudic Employer Trustees oursuarn
to Qualified Plans. and snail perform such acts with the CaM 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 at a tike character and with like aims.
Section 5.2 Liability: The Trustees shall not be liable for any mistake of ludg•
ment or other action taken in good faith, and tot any anion taken or omitted
in reliance in good faith upon the booia all account or other records of the
Retirement Trust, upon the opinion of counsel, or upon moons made to the
Retirement Trust by any of its officers, employees of agents or by the invest-
IDment Adviser or any sub-irivestment adviser, accountants, appreilers 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 islet and in accordance with the standard of care int fofVn in Section 51.
Section 5.2 Bond: No Trustee shall be obligated to give any bond or other
security for the perlormance of arty of his or her duties hereunder
ARTICLE VI. ANNUAL REPORT TO SHAREHOLDERS
The Trustees snail anrw,aily submri 10 the Pubiic Employ+ fs aro Pudic Emvow-
Trustees a writer, reporl of the !rar*s.a 4y -s at 7+e Aelifernent Inst incudrng finan
tial statements which Shall be ceftified by, -ndependenl pudic accountar-ts ch&
sen by the Trustees,
ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST
Section 7.1 11VIIhdravral: A Pudic Employer or Public Employer Trusfee may
at any time. withdraw from this Retirement Trust try dekvenng to the Board of
Trustees a written statement of withdrawal In such statement, the Pubic
Employer or Public Employer Trustee shall acknowledge that the Trust Prop
arty allocable to the Pudic Employer is derived from compensation deferrer
by employees of such Public Emofoyef pursuant to its Deferred Compensa
tan Plan or from contributions to the accounts of Employees pursuarn to a
Qualified Plan. and snap designate me firtancu l irymlution to which such pro fx—^
shall be transferred by the Trustees of tie Retirement Trust or by the Truste
of the Employer Trust.
Section 7.2 Duration: The Retiremend Trust shall continue until tem+mate^_
by the vote of a map -my of the Pubic Employers, each casting one vote Upcn
termination. all of the Trust Property snail be pard otx 10 the Pubic Empioyefs
Pudic Employer Trustees or the Trustees of the Employer Trusts as aporoorwe
Section 7.3 Amendment: The Retirement Trust may be amiencled by the ecce
of a malonty due Puck Employers. each casing one vote
Section 7.4 Procedure: A resolution to terminate or amend the Retirement
Trust or to remote a Trustee shad be submitted to a vote of the Public Employers
it f1 a mallorify, of the Trustees so direct. or, (ii) a petition reouesling a vote
signed by not less than 25% d the Public Employers. is submitted to the
Trustees
ARTICLE Vill. MISCELLANEOUS
Section 8.1 Governing Law: Except as atnerwise required by elate or locaf
law, this Declaration of Trust and the Retirement Trust hereby created small be
construed and regulated by the taws at the Distinct of Columbia.
Section 8.2 Counterparts: This Dectuation may be executed bV the Pubic
Employers and Trustees in two or more counterparts, each of which Shan be
deemed an original but all of inch together shots constitute one and the same
inssniment.