EXHIBIT 4.2
Mechanics Savings & Loan FSA Employees'
Savings & Profit Sharing Plan and Trust Adoption Agreement
ADOPTION AGREEMENT
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For Mechanics Savings & Loan FSA
Employees' Savings & Profit Sharing Plan and Trust
Client No. C11
Pentegra
ADOPTION AGREEMENT
FOR
MECHANICS SAVINGS & LOAN FSA
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
Name of Employer: Mechanics Savings & Loan FSA
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Address: ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇; ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
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Telephone Number: (▇▇▇) ▇▇▇-▇▇▇▇; Fax: (▇▇▇) ▇▇▇-▇▇▇▇
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Contact Person: ▇▇. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Senior Vice President
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Name of Plan: Mechanics Savings & Loan FSA Employees' Savings &
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Profit Sharing Plan and Trust
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THIS ADOPTION AGREEMENT, upon execution by the Employer and the Trustee, and
subsequent approval by a duly authorized representative of Pentegra Services,
Inc. (the "Sponsor"), together with the Sponsor's Employees' Savings & Profit
Sharing Plan and Trust Agreement (the "Agreement"), shall constitute the
Mechanics Savings & Loan FSA Employees' Savings & Profit Sharing Plan and Trust
(the "Plan"). The terms and provisions of the Agreement are hereby incorporated
herein by this reference; provided, however, that if there is any conflict
between the Adoption Agreement and the Agreement, this Adoption Agreement shall
control.
The elections hereinafter made by the Employer in this Adoption Agreement may be
changed by the Employer from time to time by written instrument executed by a
duly authorized representative thereof; but if any other provision hereof or any
provision of the Agreement is changed by the Employer other than to satisfy the
requirements of Section 415 or 416 of the Internal Revenue Code of 1986, as
amended (the "Code"), because of the required aggregation of multiple plans, or
if as a result of any change by the Employer the Plan fails to obtain or retain
its tax-qualified status under Section 401(a) of the Code, the Employer shall be
deemed to have amended the Plan evidenced hereby and by the Agreement into an
individually designed plan, in which event the Sponsor shall thereafter have no
further responsibility for the tax-qualified status of the Plan. However, the
Sponsor may amend any term, provision or definition of this Adoption Agreement
or the Agreement in such manner as the Sponsor may deem necessary or advisable
from time to time and the Employer and the Trustee, by execution hereof,
acknowledge and consent thereto. Notwithstanding the foregoing, no amendment of
this Adoption Agreement or of the Agreement shall increase the duties or
responsibilities of the Trustee without the written consent thereof.
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I. Effect of Execution of Adoption Agreement
The Employer, upon execution of this Adoption Agreement by a duly
authorized representative thereof, (choose 1 or 2):
1. ___ Establishes as a new plan the Name of Employer Employees' Savings
& Profit Sharing Plan and Trust, effective ______________ , 19___
(the "Effective Date").
2. X Amends its existing defined contribution plan and trust (The
Financial Institutions Thrift Plan as adopted by Mechanics
Savings & Loan FSA) dated May 1 , 1993 , in its entirety into
the Mechanics Savings & Loan FSA Employees' Savings & Profit
Sharing Plan and Trust, effective April 1 , 1999, except as
otherwise provided herein or in the Agreement (the "Effective
Date").
II. Definitions
A. Employer
1. "Employer," for purposes of the Plan, shall mean:
Mechanics Savings & Loan FSA
2. The Employer is (choose whichever may apply):
(a) ___ A member of a controlled group of corporations under
Section 414(b) of the Code.
(b) ___ A member of a group of entities under common control
under Section 414(c) of the Code.
(c) ___ A member of an affiliated service group under Section
414(m) of the Code.
(d) X A corporation.
(e) ___ A sole proprietorship or partnership.
(f) ___ A Subchapter S corporation.
3. Employer's Taxable Year Ends on 12/31
4. Employer's Federal Taxpayer Identification Number is
23 - 0863650
5. Employer's Plan Number is (enter 3-digit number) 002 .
B. "Entry Date" means the first day of the (choose 1 or 2):
1. X Calendar month coinciding with or next following the date
the Employee satisfies the Eligibility requirements described
in Section III.
2. ___ Calendar quarter (January 1, April 1, July 1, October 1)
coinciding with or next following the date the Employee
satisfies the Eligibility requirements described in Section
III.
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C. "Member" means an Employee enrolled in the membership of the Plan.
D. "Normal Retirement Age" means (choose 1 or 2):
1. X Attainment of age 65 (select an age not less than 55
and not greater than 65).
2. ___ Later of: (i) attainment of age 65 or (ii) the fifth
anniversary of the date the Member commenced participation
in the Plan.
E. "Normal Retirement Date" means the first day of the first calendar
month coincident with or next following the date upon which a Member
attains his or her Normal Retirement Age.
F. "Plan Year" means the twelve (12) consecutive month period ending on
12/31 (month/day).
G. "Salary" for benefit purposes under the Plan means (choose 1, 2 or 3):
1. X Total taxable compensation as reported on Form W-2
(exclusive of any compensation deferred from a prior
year).
2.___ Basic Salary only.
3.___ Basic Salary plus one or more of the following (if 3
is chosen, then choose (a), (b), (c) or (d), whichever
shall apply):
(a) ___ Commissions not in excess of $______
(b) ___ Commissions to the extent that Basic Salary
plus Commissions do not exceed $______
(c) ___ Overtime
(d) ___ Overtime and bonuses
Note:Member pre-tax contributions to a Section 401(k) plan are
always included in Plan Salary.
Member pre-tax contributions to a Section 125 cafeteria plan
are also to be included in Plan Salary, unless the Employer
elects to exclude such amounts by checking this line ___.
III. Eligibility Requirements
A. All Employees shall be eligible to participate in the Plan in
accordance with the provisions of Article II of the Plan, except the
following Employees shall be excluded (choose whichever shall apply):
1. ___ Employees who have not attained age 21.
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2. X Employees who have not, during the 6 consecutive month
period (1-11, 12 or 24) beginning with an Employee's Date
of Employment, Date of Reemployment or any anniversary
thereof, completed 500 Hours of Service (determined by
multiplying the number of months above by 83 1/3).
Note: Employers which permit Members to make pre-tax
elective deferrals to the Plan (see V.A.3.) may not
elect a 24 month eligibility period.
3. ___ Employees included in a unit of Employees covered by a
collective bargaining agreement, if retirement benefits
were the subject of good faith bargaining between the
Employer and Employee representatives.
4. ___ Employees who are nonresident aliens and who receive no
earned income from the Employer which constitutes income
from sources within the United States.
5. ___ Employees included in the following job classifications:
(a) ___ Hourly Employees
(b) ___ Salaried Employees
6. ___ Employees of the following employers which are aggregated
under Section 414(b), 414(c) or 414(m) of the Code:
__________________________________________________________
__________________________________________________________
__________________________________________________________
Note:If no entries are made above, all Employees shall be eligible to
participate in the Plan on the later of: (i) the Effective Date
or (ii) the first day of the calendar month or calendar quarter
(as designated by the Employer in Section II.D.) coinciding with
or immediately following the Employee's Date of Employment or, as
applicable, Date of Reemployment.
B. Such Eligibility Computation Period established above shall be
applicable to (choose 1 or 2):
1. X Both present and future Employees.
2. ___ Future Employees only.
C. Such Eligibility requirements established above shall be (choose
1 or 2):
1. X Applied to the designated Employee group on and after
the Effective Date of the Plan.
2. ___ Waived for the consecutive monthly period (may not
exceed 12) beginning on the Effective Date of the Plan.
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IV. Hours of Employment and Prior Employment Credit
A. The number of Hours of Employment with which an Employee or Member is
credited shall be (choose 1 or 2):
1. X The actual number of Hours of Employment. (Hour of Service
Method)
2. ___ 190 Hours of Employment for every month of Employment.
(Equivalency Method)
Note:This election is relevant if you selected an eligibility
requirement under III.A.2. or a vesting schedule under VIII.A.
other than immediate vesting.
B. Prior Employment Credit:
___ Employment with the following entity or entities shall be
included for eligibility and vesting purposes:
Note:If this Plan is a continuation of a Predecessor Plan, service
under the Predecessor Plan shall be counted as Employment under
this Plan.
______________________________________________________________________
______________________________________________________________________
______________________________________________________________________
V. Contributions
Note: Annual Member pre-tax elective deferrals, Employer matching
contributions, Employer basic contributions, Employer
supplemental contributions, Employer profit sharing contributions
and Employer Qualified Non-Elective contributions, in the
aggregate, may not exceed 15% of all Members' Salary (excluding
from Salary Member pre-tax elective deferrals).
A. Employee Contributions (fill in 1 and/or 6 if applicable; choose 2 or
3; 4 or 5):
1. X The maximum amount of monthly contributions a Member may
make to the Plan is 15 % (1-20) of the Member's monthly
Salary.
2. X A Member may make pre-tax elective deferrals to the
Plan, based on multiples of 1% of monthly Salary.
3. ___ A Member may not make pre-tax elective deferrals to the
Plan.
4. ___ A Member may make after-tax contributions to the Plan,
based on multiples of 1% of monthly Salary.
5. X A Member may not make after-tax contributions to the Plan.
6. X An Employee may allocate a rollover contribution to the
Plan prior to satisfying the Eligibility requirements
described above.
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B. A Member may change his or her contribution rate (choose 1, 2 or 3):
1. X 1 time per pay period.
2. ___ 1 time per calendar month.
3. ___ 1 time per calendar quarter.
C. Employer Matching Contributions (fill in 1 if applicable; and choose
2, 3, 4 or 5):
1. The Employer matching contributions under 2, 3 or 4 below shall
be based on the Member's contributions not in excess of 6 %
(1-20 but not in excess of the percentage specified in A.1.
above) of the Member's Salary.
2. X The Employer shall allocate to each contributing
Member's Account an amount equal to 50 % (based on 1%
increments not to exceed 200%) of the Member's
contributions for that month.
3. ___ The Employer shall allocate to each contributing Member's
Account an amount determined in accordance with the
following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 50%
At least 3, but less than 5 75%
5 or more 100%
4. ___ The Employer shall allocate to each contributing Member's
Account an amount determined in accordance with the
following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 100%
At least 3, but less than 5 150%
5 or more 200%
5. ___ No Employer matching contributions will be made to the
Plan.
D. Employer Basic Contributions (choose 1 or 2):
1. ___ The Employer shall allocate an amount equal to % (based on
1% increments not to exceed 15%) of Member's Salary for
the month to (choose (a) or (b)):
(a) ___ The Accounts of all Members
(b) ___ The Accounts of all Members who were employed
with the Employer on the last day of such
month.
2. X No Employer basic contributions will be made to the Plan.
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E. Employer Supplemental Contributions:
The Employer may make supplemental contributions for any Plan Year in
accordance with Section 3.7 of the Plan.
F. Employer Profit Sharing Contributions (Choose 1, 2, 3, 4, or 5):
1. X No Employer Profit Sharing Contributions will be made to
the Plan.
Non-Integrated Formula N/A
2. ___ Profit sharing contributions shall be allocated to each
Member in the same ratio as each Member's Salary during such
Contribution Determination Period bears to the total of such
Salary of all Members.
3. ___ Profit sharing contributions shall be allocated to each
Member in the same ratio as each Member's Salary for the
portion of the Contribution Determination Period during
which the Member satisfied the Employer's eligibility
requirement(s) bears to the total of such Salary of all
Members.
Integrated Formula N/A
4. ___ Profit sharing contributions shall be allocated to each
Member's Account in a uniform percentage (specified by the
Employer as _______%) of each Member's Salary during the
Contribution Determination Period up to the Social Security
Taxable Wage Base as defined in Section _____ of the Plan
("Base Salary") for the Plan Year that includes such
Contribution Determination Period , plus a uniform
percentage(specified by the Employer as _______%) of each
Member's Salary for the Contribution Determination Period in
excess of the Social Security Taxable Wage Base ("Excess
Salary") for the Plan Year that includes such Contribution
Determination Period, in accordance with Article III of the
Plan.
5. ___ Profit sharing contributions shall be allocated to each
Member's Account in a uniform percentage (specified by the
Employer as _______%) of each Member's Salary for the
portion of the Contribution Determination Period during
which the Member satisfied the Employer's eligibility
requirement(s), if any, up to the Base Salary for the Plan
Year that includes such Contribution Determination Period,
plus a uniform percentage (specified by the Employer as
_______%) of each Member's Excess Salary for the portion of
the Contribution Determination Period during which the
Member satisfied the Employer's eligibility requirement(s)
in accordance with Article III of the Plan.
G. Allocation of Employer Profit Sharing Contributions: N/A
In accordance with Section V, G above, a Member shall be eligible to
share in Employer Profit Sharing Contributions, if any, as follows
(choose 1 or 2):
1. ___ A Member shall be eligible for an allocation of Employer
Profit Sharing Contributions for a Contribution
Determination Period in all events.
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2. ___ A Member shall be eligible for an allocation of Employer
Profit Sharing Contributions for a Contribution
Determination Period only if he or she (choose (a), (b) or
(c) whichever shall apply):
(a) ___ is employed on the last day of the
Contribution Determination Period or retired,
died or became totally and permanently
disabled prior to the last day of the
Contribution Determination Period.
(b) ___ completed 1,000 Hours of Employment if the
Contribution Determination Period is a period
of 12 months (250 Hours of Employment if the
Contribution Determination Period is a period
of 3 months) or retired, died or became
totally and permanently disabled prior to the
last day of the Contribution Determination
Period.
(c) ___ is employed on the last day of the
Contribution Determination Period and, if such
period is 12 months, completed 1,000 Hours of
Employment (250 Hours of Employment if the
Contribution Determination Period is a period
of 3 months) or retired, died or became
totally and permanently disabled prior to the
last day of the Contribution Determination
Period.
H. "Contribution Determination Period" for purposes of determining and
allocating Employer profit sharing contributions means (choose 1,2, 3
or 4): N/A
1. ___ The Plan Year.
2. ___ The Employer's Fiscal Year (defined as the Plan's
"limitation year") being the twelve (12) consecutive month
period commencing _________________ (month/day) and ending
______________________________ (month/day).
3. ___ The three (3) consecutive monthly periods that comprise
each of the Plan Year quarters.
4. ___ The three (3) consecutive monthly periods that comprise
each of the Employer's Fiscal Year quarters. (Employer's
Fiscal Year is the twelve (12) consecutive month period
commencing ________________________ (month/day) and ending
_____________________________ (month/day).)
I. Employer Qualified Nonelective Contributions:
The Employer may make qualified nonelective contributions for any Plan
Year in accordance with Section 3.9 of the Plan.
VI. Investment Funds
The Employer hereby appoints Barclays Global Investors, N.A. to serve
as Investment Manager under the Plan.
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The Employer hereby selects the following Investment Funds to be made
available under the Plan (choose whichever shall apply) and consent to the
lending of securities by such funds to brokers and other borrowers. The
Employer agrees and acknowledges that the selection of Investment Funds
made in this Section VI is solely its responsibility, and no other person,
including the Sponsor or Investment Manager, has any discretionary
authority or control with respect to such selection process. The Employer
hereby holds Investment Manager harmless from, and indemnifies it against,
any liability Investment Manager may incur with respect to such Investment
Funds so long as Investment Manager is not negligent and has not breached
its fiduciary duties.
1. X S&P 500 Stock Fund
2. X Stable Value Fund
3. X S&P MidCap Stock Fund
4. X Money Market Fund
5. X Government Bond Fund
6. X International Stock Fund
7. X Asset Allocation Funds (3)
o Income Plus
o Growth & Income
o Growth
8. X Steelton Bancorp, Inc. Stock Fund (the "Employer Stock Fund")
9. ____ Name of Employer Certificate of Deposit Fund
VII. Employer Securities
A. If the Employer makes available an Employer Stock Fund pursuant to
Section VI of this Adoption Agreement, then voting and tender offer
rights with respect to Employer Stock shall be delegated and
exercised as follows (choose 1 or 2):
1. X Each Member shall be entitled to direct the Plan
Administrator as to the voting and tender offer rights
involving Employer Stock held in such Member's Account,
and the Plan Administrator shall follow or cause the
Trustee to follow such directions. If a Member fails to
provide the Plan Administrator with directions as to
voting or tender offer rights, the Plan Administrator
shall exercise those rights as it determines in its
discretion and shall direct the Trustee accordingly.
2. ___ The Plan Administrator shall direct the Trustee as to the
voting of all Employer Stock and as to all rights in the
event of a tender offer involving such Employer Stock.
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VIII. Investment Direction
A. Members shall be entitled to designate what percentage of employee
contributions and employer contributions made on their behalf will be
invested in the various Investment Funds offered by the Employer as
specified in Section VI of this Adoption Agreement; provided, however,
that the following portions of a Member's Account must be invested in
the Employer Stock Fund or, if applicable, the Employer Certificate of
Deposit Fund (choose whichever shall apply): N/A
1. ___ Employer Profit Sharing Contributions
2. ___ Employer Matching Contributions
3. ___ Employer Basic Contributions
4. ___ Employer Supplemental Contributions
5. ___ Employer Qualified Nonelective Contributions
B. ___ Amounts invested in the Employer Stock Fund or, if applicable,
the Employer Certificate of Deposit Fund may not be
transferred to any other Investment Fund.
1. ___ Notwithstanding this election in B, a Member may
transfer such amounts upon (choose whichever may
apply): N/A
(a) ___ the attainment of age ___ (insert 45 or greater)
(b) ___ the completion of ___ (insert 10 or greater)
years of employment
(c) ___ the attainment of age plus years of employment
equal to ___ (insert 55 or greater)
C. A Member may change his or her investment direction (choose 1,2, or
3):
1. X 1 time per business day.
2. ___ 1 time per calendar month.
3. ___ 1 time per calendar quarter.
D. If a Member fails to make an effective investment direction, the
Member's contributions and employer contributions made on the Member's
behalf shall be invested in Money Market Fund (insert one of the
Investment Funds selected in Section VI of this Adoption Agreement).
IX. Vesting Schedules; Years of Employment for Vesting Purposes
A. (Choose 1, 2, 3, 4, 5, 6 or 7)
Schedule Years of Employment Vested %
-------- ------------------- --------
1. ___ Immediate Upon Enrollment 100%
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Schedule Years of Employment Vested %
-------- ------------------- --------
2. ___ 2-6 Year Graded Less than 2 0%
2 but less than 3 20%
3 but less than 4 40%
4 but less than 5 60%
5 but less than 6 80%
6 or more 100%
3. ___ 5-Year Cliff Less than 5 0%
5 or more 100%
4. ___ 3-Year Cliff Less than 3 0%
3 or more 100%
5. X 4-Year Graded Less than 1 0%
1 but less than 2 25%
2 but less than 3 50%
3 but less than 4 75%
4 or more 100%
6. ___ 3-7 Year Graded Less than 3 0%
3 but less than 4 20%
4 but less than 5 40%
5 but less than 6 60%
6 but less than 7 80%
7 or more 100%
7. ___ Other Less than ___ 0%
___ but less than ___ ___%
___ but less than ___ ___%
___ but less than ___ ___%
___ but less than ___ ___%
___ or more 100%
B. With respect to the schedules listed above, the Employer elects
(choose 1, 2, 3 and 4; or 5):
1. Schedule A-5 solely with respect to Employer matching
contributions.
2. Schedule ___ solely with respect to Employer basic contributions.
3. Schedule A-5 solely with respect to Employer supplemental
contributions.
4. Schedule ___ solely with respect to Employer profit sharing
contributions.
5. Schedule ___ with respect to all Employer contributions.
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NOTE: Notwithstanding any election by the Employer to the contrary,
each Member shall acquire a 100% vested interest in his Account
attributable to all Employer contributions made to the Plan upon the
earlier of (i) attainment of Normal Retirement Age, (ii) approval for
disability or (iii) death. In addition, a Member shall at all times
have a 100% vested interest in the Employer Qualified Non-Elective
Contributions, if any, and in the pre-tax elective deferrals and
nondeductible after-tax Member Contributions.
C. Years of Employment Excluded for Vesting Purposes
The following Years of Employment shall be disregarded for vesting
purposes (choose whichever shall apply):
1. ___ Years of Employment during any period in which neither the
Plan nor any predecessor plan was maintained by the
Employer.
2. ___ Years of Employment of a Member prior to attaining age 18.
X. Withdrawal Provisions
A. The following portions of a Member's Account will be eligible for
in-service withdrawals, subject to the provisions of Article VII of
the Plan (choose whichever shall apply):
1. ___ Employee after-tax contributions and the earnings thereon.
N/A In-service withdrawals permitted only in the event of
(choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
2. X Employee pre-tax elective deferrals and the earnings
thereon.
Note:In-service withdrawals of all employee pre-tax elective
deferrals and earnings thereon as of December 31, 1988
are permitted only in the event of hardship or
attainment of age 59 1/2. In-service withdrawals of
earnings after December 31, 1988 are permitted only in
the event of attainment of age 59 1/2.
3. X Employee rollover contributions and the earnings
thereon. In-service withdrawals permitted only in the
event of (choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
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4. X Employer matching contributions and the earnings
thereon. In-service withdrawals permitted only in the
event of (choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
5. ___ Employer basic contributions and the earnings thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
6. X Employer supplemental contributions and the earnings thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
7. ___ Employer profit sharing contributions and the earnings
thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
(a) ___ Hardship.
(b) ___ Attainment of age 59 1/2.
8. ___ Employer qualified nonelective contributions and earnings
thereon.
Note:In-service withdrawals of all employer qualified
nonelective contributions and earnings thereon are
permitted only in the event of attainment of age 59 1/2
9. ___ No in-service withdrawals shall be allowed.
B. Notwithstanding any elections made in Subsection A of this Section X
above, the following portions of a Member's Account shall be excluded
from eligibility for in-service withdrawals (choose whichever shall
apply): N/A
1. ___ Employer contributions, and the earnings thereon, credited
to the Employer Stock Fund or, if applicable, the Employer
Certificate of Deposit Fund.
2. ___ All contributions and/or deferrals, and the earnings
thereon, credited to the Employer Stock Fund or, if
applicable, the Employer Certificate of Deposit Fund.
3. ___ Other: ___________________________________________________
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XI. Distribution Option (choose whichever shall apply)
1. ___ Lump Sum and partial lump sum payments only.
2. X Lump Sum and partial lump sum payments plus one or more of
the following (choose (a) and /or (b)):
(a) X Installment payments.
(b) ___ Annuity payments.
3. X Distributions in kind of Employer Stock.
XII. Loan Program (choose 1, 2 or 3)
1. ___ No loans will be permitted from the Plan.
2. X Loans will be permitted from the Member's Account.
3. ___ Loans will be permitted from the Member's Account, excluding
(choose whichever shall apply):
(a) ___ Employer Profit sharing contributions and the
earnings thereon.
(b) ___ Employer matching contributions and the earnings
thereon.
(c) ___ Employer basic contributions and the earnings
thereon.
(d) ___ Employer supplemental contributions and the
earnings thereon.
(e) ___ Employee after-tax contributions and the earnings
thereon.
(f) ___ Employee pre-tax elective deferrals and the
earnings thereon.
(g) ___ Employee rollover contributions and the earnings
thereon.
(h) ___ Employer qualified nonelective contributions and
the earnings thereon.
(i) ___ Any amounts to the extent invested in the Employer
stock fund.
XIII. Additional Information
If additional space is needed to select or describe an elective feature of
the Plan, the Employer should attach additional pages and use the
following format:
The following is hereby made a part of Section XV of the Adoption
Agreement and is thus incorporated into and made a part of the Mechanics
Savings & Loan FSA Employees' Saving & Profit Sharing Plan and Trust.
Signature of Employer's Authorized Representative ________________________
Signature of Trustee _____________________________________________________
Supplementary Page 1 of 1.
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XIV. Plan Administrator
The Named Plan Administrator under the Plan shall be the (choose 1, 2, 3
or 4):
Note: Pentegra Services, Inc. may not be appointed Plan Administrator.
1. X Employer
2. ___ Employer's Board of Directors
3. ___ Plan's Administrative Committee
4. ___ Other (if chosen, then provide the following information)
Name: __________________________________________________
Address: __________________________________________________
Telephone: __________________________________________________
Contact: __________________________________________________
Note:If no Named Plan Administrator is designated above, the Employer
shall be deemed the Named Plan Administrator.
XV. Trustee
A. During Initial Public Offering (IPO) or Conversion:
The Employer hereby appoints The Bank of New York to serve as Trustee for
all Investment Funds under the Plan (during the IPO) except the Employer
Stock Fund.
The Employer hereby appoints the following person or entity to serve as
Trustee under the Plan for the Employer Stock Fund during the IPO. (Cannot
be The Bank of New York)
Name: ESOP Trustee Committee c/o Mechanics Savings & Loan FSA
Address: ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇; ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Telephone No: (▇▇▇) ▇▇▇-▇▇▇▇ Contact: See Attached
______________________________________
Signature of Trustee
The Employer hereby appoints The Bank of New York to serve as Custodian
under the Plan for the Employer Stock Fund during the IPO.
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B. After Close of Initial Public Offering (IPO) or Conversion:
The Employer hereby appoints The Bank of New York to serve as Trustee for
all Investment Funds under the Plan except the Employer Stock Fund.
The Employer hereby appoints the following person or entity to serve as
Trustee under the Plan for the Employer Stock Fund after the close of the
IPO or stock conversion. (You may name The Bank of New York).*
Name: N/A - Bank of New York
Address: ______________________________________________________________
Telephone No: _____________________________ Contact: ____________________
________________________________________
Signature of Trustee
(Required only if the Employer is serving as its own Trustee)
*Subject to approval by The Bank of New York, if The Bank of New York is
appointed as Trustee for the Employer Stock Fund after the close of the
IPO or stock conversion.
The Employer hereby appoints The Bank of New York to serve as Custodian
under the Plan for the Employer Stock Fund after the close of the IPO or
stock conversion int he event that The Bank of New York does not serve as
Trustee for such Fund.
EXECUTION OF ADOPTION AGREEMENT
By execution of this Adoption Agreement by a duly authorized representative of
the Employer, the Employer acknowledges that it has established or, as the case
may be, amended a tax-qualified retirement plan into the Mechanics Savings &
Loan FSA Employees' Savings & Profit Sharing Plan and Trust (the "Plan"). The
Employer hereby represents and agrees that it will assume full fiduciary
responsibility for the operation of the Plan and for complying with all duties
and requirements imposed under applicable law, including, but not limited to,
the Employee Retirement Income Security Act of 1974, as amended, and the
Internal Revenue Code of 1986, as amended. In addition, the Employer represents
and agrees that it will accept full responsibility of complying with any
applicable requirements of federal or state securities law as such laws may
apply to the Plan and to any investments thereunder. The Employer further
acknowledges that any opinion letter issued with respect to the Adoption
Agreement and the Agreement by the Internal Revenue Service ("IRS") to Pentegra
Services, Inc., as sponsor of the Employees' Savings & Profit Sharing Plan, does
not constitute a ruling or a determination with respect to the tax-qualified
status of the Plan and that the appropriate application must be submitted to the
IRS in order to obtain such a ruling or determination with respect to the Plan.
The failure to properly complete the Adoption Agreement may result in
disqualification of the Plan and Trust evidenced thereby.
The Sponsor will inform the Employer of any amendments to the Plan or Trust
Agreement or of the discontinuance or abandonment of the Plan or Trust.
16
Any inquiries regarding the adoption of the Plan should be directed to the
Sponsor as follows:
Pentegra Services, Inc.
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6/19/98
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MECHANICS SAVINGS & LOAN FSA EMPLOYEES' SAVINGS &
PROFIT SHARING PLAN AND TRUST
C11
SECTION XV. TRUSTEE
A. During Initial Public Offering (IPO) or Conversion
The Employer hereby appoints the following persons to serve as Trustees
under the Plan for the Employer Stock Fund during the IPO:
ESOP Trustee Committee c/o Mechanics Savings & Loan FSA
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