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HomeMy WebLinkAboutResolution No. 88-27 CITY OF THE COLONY, TEXAS RESOLUTION NO. ~-~""~7 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS AUTHORIZING THE EXECUTION OF THE DECLARATION OF TRUST OF THE ICMA RETIREMENT TRUST AND DESIGNATING A COORDINATOR OF THE PROGRAM WHEREAS, the City of The Colony has employees rendering valuable services; and WHEREAS, the establishment of a deferred compensation plan for such employees serves the interests of the City of The Colony 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 The Colony has previously determined that a deferred compensation plan administered by the ICMA Retirement Corporation serves the above objectives and has already established that plan; and WHEREAS, in order for the City of The Colony to continue to invest funds held under its deferred compensation plan through the ICMA Retirement Corporation, it is mandatory that such funds must be held by the ICMA Retirement Trust, a trust established by public employers for the collection investment of funds held under their deferred compensation plans and money purchase retirement plans; NOW, THEREFORE, BE IT RESOLVED that the City of The Colony hereby executes the Declaration of Trust of the ICMA Retirement Trust attached hereto as Appendix B. BE IT FURTHER RESOLVED that William M. Hall is hereby designated as the coordinator for this program and shall receive necessary reports, notices, and other information from the ICMA Retirement Corporation or the ICMA Retirement Trust, and shall cast, on behalf of the City of The Colony, any required votes under the program. Administrative duties to carry out the plan may be assigned to the appropriate departments. PASSED AND APPROVED this / ay of _ ~ , 1988. Don Amick, Mayor ATTEST: Patti A. Hicks, City Secretary CERTIFICATION I, Patti A. Hicks, City Secretary of the City of The Colony, Texas, do hereby certify that the foregoing resolution was duly passed and adopted by th~ ~ity Council at a regular meeting thereof assembled this /~--, day of ~~4~_. , 1988. NAYS: ~O ~ [ ABSENT: ON E Patt~ A. Hicks, City Secretary City of The Colony, Texas APPENDIX B · - DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE I. NAME AND DEFINITIONS (o) Retirement Trust. The Trust created by this Declaration of Trust. (p) Trust Prof3erty. The amounts held in the Retirement Trust on behalf of the Public Section 1.1 Name: The Name of the Trust, as amended and restated hereby, Employers in connection with Deferred Compensation Plans and on behalf of the is the ICMA Retirement Trust. ,.' ' Public Employer Trustees for the exclusive benefit of Employees pursuant to Quail- Section 1.2 Definitions: Wherever they are used herein, the following terms fled Plans. The Trust Property shall include any income resulting from the invest- shall have the following respective meanings: ment of the amounts so held. (a) By. Laws. The By. Laws referred to in Section 4.1 hereof, as amended from (q) Trustees. The Public Employee Trustees and ICMA/RC Trustees elected by the time to time. Public Employers to serve as members of the Board of Trustees of the Retirement Trust. (19) Deterred Compensation Plan. A deferred compensation plan established and maintained by a Public Employer for the purpose of providing retire- ARTICLE II. CREATION AND PURPOSE OF THE TRUST; OWNERSHIP ment income and other deferred benefits to its employees in accordance 'OF TRUST PROPERTY with the provisions of section 457 of the Internal Revenue Code of 1954, as amended. Section 2.1 Creation: The Retirement Trust is created and established by (c) Employees. Those employees who participate in Qualified Plans. the execution of this Declaration of Trust by the Trustees and the Public Employers. (d) Employer Trust. A trust created pursuant to an agreement between RC and a Public Employer tot the purpose of investing and administering the Section 2.2 Purpose: The purpose of the Retirement Trust is to provide for fun(Is set aside by such Employer in connection with its Deferred Compen- the commingled investment of lunds held by the Public Employers in connec- sation agreements with its employees or in connecaon with its Qualified Plan. tion with their Deferred Compensation and Qualified Plans. The Trust Prop- (e) Guaranteed Investment Contract. A contract entered into by the Retire.. erty shall be invested in the Pordolios` in Guaranteed Investment Contracts, and in other invesUnents recommended by the Investment Adviser under the ment Trust with insurance companies that provides for a guaranteed rate supervision of the Board d Trustees. No part of the Trust Property will be invested of return on investments made pursuant to such contract. in securities issued by Public Employem. (0 ICMA. The International City Management Association. Section 2.30wnemhip of Trust Property: The Trustees shall have legal (g) ICMNRC Trustees. Those Trustees elected by the Public Employers who, title to the Trust Property. The Public Employers shall be the beneficial owners in accordance with the provisions of Section 3.1(a) hereot, are also mere- of the portion of the Trust Property allocable to the Deferred Compensation bets of the Board of Directors of ICMA or RC. Plans. The portion of the Trust Property allocable to the Qualified Plans shall (h) Investment Adviser. The Investment Adviser that enters into a contract be held for the Public Employer Trustees for the exclusive benefit of the with the Retirement Trust to provide advice with respect to investment of Employees. the Trust Property. (i) Portfolios. The Portfolios of investments established by the Investment ARTICLE III, TRUSTEES Adviser to the Retirement Trust, under the supervision pi the Trustees, for Section 3.1 Number and Qualification of Trustees, the purpose of providing investments for the Trust Property. (a) The Board of Trustees shall consist of nine Trustees. Five of the Trustees ~ Public Employee Trustees. Those Trustees elected by the Public Employers shall be full-time employees of a Public Employer (the Public Employee who, in accordance with the provisions of Section 3.1(a) hereof, are full-time Trustees) who are authorized by such Public Employer to serve as Trustee. employees of Public Employers. ': The remaining four Trustees shall consist of two persons who, at the time of (k) Public I~mployer Trustees. Public Employers who serve as trustees of election to the Board of Trustees, are members of the Board of Directors of the Qualified Plans. ICMA and two persons who, at the time of election, are members of the Board of Directors of RC (the ICMA/RC Trustees). One of the Trustees who is a director (I) Public Employer, A unit of state or local government, or any agency or instrumen~ity thereof, that has adopted a Deferred Compensation Plan or of ICMA, and one of the Trustees who is a director of RC, shall, at the time a Qualified Plan and has executed this Declaration of Trust. of election, be full-time employees of a Public Employer. · (b) No person may serve as a Trustee for more than one term in any ten-year (m) Qualified Plan. A plan sponsored by a Public Employer for the purpose · . of providing retirement income to its employees which satisfies the qualifi- period. " ' cation requirement~ of Section 401 of the Internal Revenue Code, as Section 3.2 Election and Term. · . amended. (a) Except for the Trustees appointed to fill vacancies pursuant to Section 3.5 (n) RC. The International City Management Association Retirement Corpo- hereof, the Trustees shall be elected by a vote of a majority of the Public ration. Employers in accordance with the procedures set forth in the By-Laws, " (b) At the first election of Trustees, three Trustee. II be elected for a term (f) accept and retal~ such time as they may deem advisable any secud- of three years, three Trustees shall be elected for a term of two years and three ties or other property ,,gcelved or acquired by them as Trustees hereunder, , Trustees shall be elected for a term of one year. At each subsequent election, whether or not such securities or other property would normally be purchased three Trustees shall be elected for a term of three years and until his or her as investments hereunder;, successor is elected and qualified. (g) cause any securities or other property held as part of the Trust Property Section 3.3 Nominations: The Trustees who 'are full-time employees of Public to be registered in the name of the Retirement Trust or in the name of a nomi- Employers shall serve as the Nominating Committee for the Public Employee ' nee, and to hold any investments in bearer form, but the books and records Trustees. The Nominating Committee shall choose candidates for Public Employee of the Trustees shall at all times show that all such investments are a part of the Trust Property; Trustees in accordance with the procedures set forth in the By-Laws. (h) make, execute, acknowledge, and deliver any and all documents of trans- Section 3.4 Reslgna. tlon and Removal. for and conveyance and any and all other instruments that may be necessary (a) Any Trustee may resign as Trustee (without need for prior or subsequent or appropriate to carry out the powers herein granted; accounting) by an instrument in writing signed by the Trustee and delivered ~ vote upon any stock bonds, or other securities; give generaJ or spedai proxies to the other Trustees and such resignation shall be effective upon such delivery, or powers of attorney with or without power of substitution; exercise any con- or at a later date according to the terms of the instrument. Any of the Trustees version privileges, subscription rights, or other options, and make any pay- may be removed for cause, by a vote of a majority of the Public Employers. meats incidental thereto; oppose, or consent to. or Otherwise participate in, (b) Each Public Employee Trustee shall resign his or her position as Trustee corporate reorganizations or other changes effecting corporate securities, and within sixty days ot the date on which he or she ceases to be a full-time employee delegate discretionary powers, and pay any assessments or charges in con- of a Public Employer. nection therewith; and generally exercise any of the powers of an owner with Section 3.5 Vacancies: The term of office of a Trustee shall terminate and respect to stocks, bonds, securities or other property held as part of the Trust , · Property; a vacancy shall occur in the event of the death, resignation, removal, adiudi- cared incompetence or other incapacity to pedorm the duties of the office of . (j') enter into contracts or arrangements for goods or services required in con- a Trustee. In the case of a vacancy, the remaining Trustees shall appoint such nection with the operation of the Retirement Trust, including, but not limited person as they in their discretion shall see fit (subject to the limitations set forth to. contracts with custodians and contracts for the provision of administrative in this Section), to serve for the unexpired portion of the term o! the Trustee services; who has resigned or otherwise ceased to be a Trustee. The appointment shall (k) borrow or raise money for the purposes of the Retirement Trust in such be made by a written instrument signed by a maiority of the Trustees. The per- emounL and upon such terms and conditions, a~ the Trustees ~all deem advis- son appointed must be the same type of Trustee (i.e.. Public Employee Trus- able, provided that the aggregate amount of such borrOWings shall not exceed tee or ICMNRC Trustee) as the person who has ceased to be a Trustee. An 30% of the vaJue of the Trust Property. No'person lending money to the Trustees appointment of a Trustee may be made in anticipation of a vacancy to occur shall be bound to see the application of the money lent or to inquire into its at a later date by r~n of re, foment or re.~gnation, provided that such app<~nt- validity, expediency or propnety of any such borrowing; ment shall not become effective prior to such retirement or resignation. When- (I) incur reasonable expenses as required for the operation of the Retirement ever a vacancy in [he number of Trustees shall occur, until such vacancy is Trust and deduct such expenses Irom the Trust Property; filled as provided in this Section 3.5. the Trustees in office, regardless of their (m) pay expenses properly allocable to the Trust Property incurred in connec- numper, shall have all the powers granted to the Trustees and shall discharge tion with the Deferred Compensation Plans. Oualified Plans. or the Employer all the duties imposed upon the Trustees by this Declaration. A wnt~en instru- Trusts and deduct such expenses from that portion of the Trust Property to meat certifying the existence of such vacancy signed by a majon~y of the whom such expenses are properly allocable; Trustees shall be conclusive evidence of the existence of such vacancy. (n) pay out of the Trust Property ail real and personal property taxes, income Section 3.6 Trustees Serve in Representative Capacity: By executing taxes and other taxes of any and all kinds which, in the opinion of the Trustees, this Declaration, each Public Employer agrees that the Pul~lic Employee Trustees ~'e properly levied, or assessed under exis~ng or future laws upon, or in respect elected by the Public Employers are authorized to act as agents and represen- of. the Trust Property and aJIccate any such taxes to the appropriate accounts: tatives of the Public Employers collectively. (o) adopt, amend and repeal the By-Laws. provided that such By-Laws are at all times consistent with the terms of this Declaration of Trust: ARTICLE IV. POWERS OF TRUSTEES (p) employ persons to make available interests in the Retirement Trust to Section 4.1 General Powers: The Trustees shall have the power to conduct employers eligible to maintain a Deferred Compensation Plan under Section the business of the Trust and to carry on its operations. Such power shall inc_.Jude, 457 or a Qualified Plan under Section 401 of the Internal Revenue Code, as but shall not be limited to. the power to: amended; (a) receive the Trust Property from the Public Employers. Public Employer (q} issue the Annual Report of the Retirement Trust. and the disclosure docu- Trustees or other Trustee of any Employer Trust; meats and other literature used .by the Retirement Trust; ('o) enter into a contract with an Investment Adviser providing, among other (r) make loans, including the purchase of debt obligations, provided that all things, for the establishment and operation of the Portfolios, selection of the such loans shall bear interest at the current market rate; GuAranteed Investment Contracts in which the Trust Property may be invested. (s) contract for, and delegate any powers granted hereunder to. such officers, selection of c~ef investments for the Trust Property and the payment of reascne- agents, employees, auditors and attorneys as the Trustees may select, provided ble fees to the Investment Adviser and to any sub-investment adviser retained that the Trustees may not delegate the powers set forth in paragraphs (b), (c) by the Investment Adviser;, and (o) of this Section 4.1 and may not delegate any powers if such delega- (c) review annually the pedormance of the Investment A~lviser and approve tion would violate their fiduciary duties; annually the contract with such Investment Adviser;, (t) provide for the indemnification of the officers and Trustees of the Retirement (cO invest and reinvest the Trust Property in the Po~olios, the Guaranteed Interest' Trust and purchase fiduciary insurance; Contracts and in any other inve~ent recommended ~ the Inves~nent Advise~, (u) maintain books and records, including separate accounts for each Public ~ rxx including securities issued by Public Employers. provided that if a Public Employer. Public Employer Trustee or Employer Trust and such additional sep- Employer has directed that its monies be invested in specified Portfolios or arata accounts as are required under, and consistent with. the Deferred Corn- in a Guaranteed Investment Contract. the Trustees of the Retirement Trust shall pensation or Qualified Plan of each Public Employer;, and invest such monies in accordance with such directions; (v) do all such acts. take all such proceedings, and exercise all such rights (e) keep such portion of the Trust Property in cash or cash balances as the and privileges, although not specifically mentioned herein, as the Trustees may Trustees, from time to time` may deem to be in the best interest of the Retire- deem necessary or appropriate to administer the Trust Property and to carry meat Trust created hereby, without liability for interest thereon; out the purposes of the Retirement Trust. '~- Section 4.2 Distribution of Trust Property: 'ibut~ons of the Trust Prop- ARTICLE VI. ANNU! 'EPORT TO SHAREHOLDERS em/shall be made to, or on behalt of, the Public .pioyer or Public Employer The Trustees shall annually submit to the Public Employers and Public Employer Trustee, in accordance with the terms of the Deferred Compensation Plans, Trustees a wntten report of the transactions of the Retirement Trus~ including finan- Qualified Plans or Employer Trusts. The Trustees of the Retirement Trust shall cial statements which shall be certified by independent public accountants ch(> be flJIly protected in making payments in accordance with the directions of sen by the Trustees. the Public Employers, Public Employer Trustees or other Trustee of the Employer Trusts without ascertaining whether such payments are in compliance with the ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST provisions of the Deferred Compensation or Qualified Plans, or the agreements creating the Employer Trusts. Section 7.1 Withdrawal: A Pubfic Employer or Public Employer Trustee may, at any time. withdraw from this Retirement Trust by delivering to the Board of Section 4.3 Execution of Instruments: The Trustees may unanimously Trustees a written statement of withdrawal. In such statement, the Public designate any one or more of the Trustees to execute any instrument or docu- Employer or Public Employer Trustee shall acknowledge that the Trust Prop- merit on behalf of all, including but not limited to the signing or endorsement em/allocable to the Public Employer is derived from compensation deferred of any check and the signing of any applications, insurance and other con- by employees of such Public Employer pursuant to its Delerred Compensa- tracts, and the action of such designated Trustee or Trustees shall have the tion Plan or from contributions to the accounts of Employees pursuant to a same force and effect as if taken by all the Trustees. Qualified Plan, and shall designate the financial institution to which such property shall be transferred by the Trustees of the Retirement Trust or by the Trustee ARTICLE ~. DUTY OF CARE AND LIABILITY OF TRUSTEES of the Employer Trust. Section 5.1 Duty of Care: In exercising the powers hereinbefore granted to Section 7.2 Duration: The Retirement Trust shall continue until terminated the Trustees, the Trustees shall pedorm all acts within their authority for the by the vote of a majority of the Public Employers, each casting one vote. Upon exclusive purpose of providing benefits for the Public Employers in connec- termination, all of the Trust Property shall be paid out to the Public Employers, tJon with Deferred Compensation Plans '~3nd Public Employer Trustees pursuant Public Employer Trustees or the Trustees of the Employer Trusts, as appropriate. to Qualified Plans, and shall perform such acts with the care. skill, prudence Section 7.3 Amendment: The Retirement Trust may be amended by the vote and diligence in the circumstances then prevailing that a prudent person act- of a majority of the Public Employers, each casting one vote. lng in a like capacity and lamifiar with such matters would use in the conduct Section 7.4 Procedure: A resolution to terminate or amend the Retirement of an enterprise of a like character and with like aims. Trust or to remove a Trustee shall be submitted to a vote of the Public Employers Section 5.2 Llabillty: The Trustees shall not be liable for any mistake of judg- if: (i) a majority of the Trustees so direct, or; (1~ a petition requesting a vote, merit or other action taken in good faith, and for any action taken or omitted signed by not less than 25% of the Public Employers. is submitted to the in reliance in good faith upon the boo~ of account or other records of the Trustees. 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- ARTICLE VIII. MISCELLANEOUS ment Adviser or any sub-inveslment adviser, accountant, appraisers or other Section 8.1 Governing Law: Except as othe~ise required by state or local experts or consultants selected with reasonable care by the Trustees, officers law, this Declaration of Trust and the Retirement Trust hereby created shall be or employees of the Retirement Trust. The Trustees shall also not be liable for construed and regulated by the laws of the District of Columbia. any loss sustained by the Trust Property by reason of any investment made Section 8.2 Counterparts: This Declaration may be executed by the Public in good ~alth and in accordance w~th the s~andard ot care se{ forth in ,Sec'~on 5.1. Employers and Trustees in two or more counterparts, each of which shall be Section $.3 Bond: No Trustee shall be obligated to give any bond or other deemed an original but all of which together shall constitute one and the same secunty for the pedormance of any of his or her duties hereunder, instrument.