Upon the death of a Participant who is receiving benefits under the Plan, his Surviving Spouse or Beneficiary shall be entitled to receive the monthly retirement allowance, if any, payable under the form of benefit in which the Participant was receiving the benefit prior to his death.
Except as provided in section 3.04, a Participant forfeits his Accrued Benefit if his employment is terminated for any reason prior to his Early Retirement Date.
Each Participant shall have the right to make a written election, subject to the approval of the Committee, to have his retirement allowance under Plan section 3.01, 3.02 or 3.03 paid under one of the options set forth in this Plan section, except that Option 6 shall be limited to Participants eligible to receive an enhanced retirement benefit under section 3.08. The optional forms of benefit set forth in this Plan section shall be the Actuarial Equivalent of the benefit payable under Plan section 3.01, 3.02 or 3.03.
A Participant may elect to receive a reduced retirement allowance during his lifetime and, upon his death after retirement but before 120 monthly retirement allowance payments have fallen due, such reduced retirement allowance shall be continued to his designated Beneficiary until the remainder of such 120 monthly payments have been made. If the designated Beneficiary is not living at the death of the Participant, the Actuarial Equivalent of the remaining guaranteed payments shall be paid in a lump sum to the estate of the Participant or to such members of the Participant’s family as the Committee in its sole discretion shall designate. If payments are continued to the Beneficiary and the Beneficiary should then die before a combined total of 120 monthly payments have been made to the Participant and the Beneficiary, the Actuarial Equivalent of the remaining guaranteed payments shall be paid in a lump sum to the estate of the Beneficiary.
A Participant may elect to receive a reduced retirement allowance during his lifetime and, upon his death after retirement but before 180 monthly retirement allowance payments have fallen due, such reduced retirement allowance shall be continued to his designated Beneficiary until the remainder of such 180 monthly payments have been made. If the designated Beneficiary is not living at the death of the Participant, the Actuarial Equivalent of the remaining guaranteed payments shall be paid in a lump sum to the estate of the Participant or to such members of the Participant’s family as the Committee
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
in its sole discretion shall designate. If payments are continued to the Beneficiary and the Beneficiary should then die before a combined total of 180 monthly payments have been made to the Participant and the Beneficiary, the Actuarial Equivalent of the remaining guaranteed payments shall be paid in a lump sum to the estate of the Beneficiary.
OPTION 3. JOINT AND 50% SURVIVOR ANNUITY
A Participant may elect to receive a reduced retirement allowance during his lifetime and, upon his death after retirement, a monthly benefit shall be paid to his Surviving Spouse, if any, equal to 50% of the monthly annuity payable to the Participant during his lifetime. The Surviving Spouse’s benefit shall be payable beginning with the month following the Participant’s death and shall continue to be paid to the Surviving Spouse during the Surviving Spouse’s lifetime.
OPTION 4. JOINT AND 75% SURVIVOR ANNUITY
A Participant may elect to receive a reduced retirement allowance during his lifetime and, upon his death after retirement, a monthly benefit shall be paid to his Surviving Spouse, if any, equal to 75% of the monthly annuity payable to the Participant during his lifetime. The Surviving Spouse’s benefit shall be payable beginning with the month following the Participant’s death and shall continue to be paid to the Surviving Spouse during the Surviving Spouse’s lifetime.
OPTION 5. JOINT AND 100% SURVIVOR ANNUITY
A Participant may elect to receive a reduced retirement allowance during his lifetime and, upon his death after retirement, a monthly benefit shall be paid to his Surviving Spouse, if any, equal to the monthly annuity payable to the Participant during his lifetime. The Surviving Spouse’s benefit shall be payable beginning with the months following the Participant’s death and shall continue to be paid to the Surviving Spouse during the Surviving Spouse’s lifetime.
OPTION 6. LUMP SUM PAYMENT
A Participant who is eligible to receive an enhanced retirement benefit under section 3.08 may elect to receive his retirement allowance as a single lump sum payment.
Consistent with Code section 409A and guidance issued thereunder, a Participant may elect, no later than December 31, 2006, to receive his retirement allowance under one of the optional forms of benefit described in this section 3.07; provided however, that the Participant’s election may not (i) postpone until 2007 or a later year the payment of a Plan benefit that otherwise would have been payable in the year in which the election is made or (ii) accelerate to the year in which the election is made the payment of a Plan benefit that otherwise would have been payable in 2007 or a later year. An election under the preceding sentence must be in
- 8 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
writing and submitted in the manner prescribed by the Committee. If the Participant does not elect an optional form of payment by the required date, then a benefit payable in 2007 or a later year will be paid as a joint and 50% survivor annuity (Option 3) if the Participant is married on the date of his retirement or, if he is not married on that date, in the manner described in sections 3.01, 3.02, and 3.03 (i.e., as a single life annuity).
3.08. | Enhanced Retirement Benefit |
(a) Notwithstanding anything in the Plan to the contrary, the retirement allowance payable under the Plan shall be computed with additional years of age and additional years of Credited Service as provided in subsection 3.08(b) if (i) the Participant is described in subsection 3.08(c), (ii) the Participant elects to retire as provided in subsection 3.08(d), (iii) the Participant actually retires as provided in subsection 3.08(e) and (iv) the Participant executes a release as provided in subsection 3.08(f).
(b) If the requirements of this section 3.08 are satisfied, the Participant’s retirement allowance and the Participant’s rights under the Plan shall be determined as if the Participant’s age on his date of retirement is the lesser of (i) the sum of (x) the Participant’s actual age plus (y) five years or (ii) age 65. If the requirements of this section 3.08 are satisfied, the Participant’s retirement allowance and the Participant’s rights under the Plan shall be determined as if the Participant’s years of Credited Service equal the sum of the Participant’s years of Credited Service on his date of retirement plus the lesser of (i) five years of Credited Service or (ii) the number of years of Credited Service that the Participant would earn if he continued employment from his date of retirement until his sixty-fifth birthday. The adjusted age and Credited Service awarded under this subsection 3.08(b) shall be taken into account for purposes of determining whether the Participant is described in subsection 3.08(c), for purposes of determining whether the Participant retires on his Normal Retirement Date or Early Retirement Date, for purposes of calculating the Participant’s Accrued Benefit and for purposes of calculating the benefit reduction under section 3.02.
(c) A Participant is described in this subsection 3.08(c) if, as of the date of his retirement, the Participant has attained age 55 and has completed 10 years of Credited Service. For purposes of this subsection 3.08(c), the Participant’s age and Credited Service shall include any age and Credited Service that will be awarded under subsection 3.08(b) if the requirements of this section 3.08 are satisfied.
(d) The age and Credited Service awarded under subsection 3.08(b) shall be credited to a Participant described in subsection 3.08(c) only if such Participant elects, on or after December 8, 2006, and no later than January 23, 2007, to retire from the service of the Company and its Affiliates. The Participant’s election must be made in accordance with procedures established by the Committee.
(e) The age and Credited Service awarded under subsection 3.08(b) shall be credited to a Participant described in subsection 3.08(c) only if such Participant satisfies the requirements
- 9 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
of subsection 3.08(d) and actually retires from the service of the Company and its Affiliates on a date acceptable to the Company and no later than April 30, 2007.
(f) As a condition to receiving an enhanced retirement allowance and other rights under this section 3.08, the Participant must execute a release and waiver of claims, in a form prescribed by the Company. The requirement of this subsection 3.08(f) is satisfied on the date that such executed release becomes effective and irrevocable by the Participant.
3.09. | Distributions to Specified Employees |
Notwithstanding Plan sections 3.01, 3.02, 3.03, or 3.08, in the case of a Participant who is a “specified employee” within the meaning of Code section 409A(a)(2)(B)(i), a distribution under the Plan on account of a termination of employment for a reason other than the Participant’s death or because the Participant is “disabled” within the meaning of Code section 409A(a)(2)(C), shall commence on the first day of the seventh month beginning after the Participant’s termination. Payments to which the specified employee would otherwise be entitled during the first six months following termination shall be accumulated (without interest or other adjustment) and paid as of the first day of the seventh month beginning after the month in which the Participant terminates.
- 10 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
ARTICLE IV
ADMINISTRATION OF THE PLAN
4.01. | Administrative Rules |
The Company reserves the right to adopt any rules for the administration and application of the Plan as necessary which are not inconsistent with the express terms hereof, to amend or revoke any such rule, and to interpret the Plan and any rules adopted pursuant to this Plan Article. All actions taken and all determinations made by the Company in good faith shall be final and binding upon all Participants, beneficiaries, or other persons interested in the Plan.
(a) All claims for benefits under the Plan shall be submitted to the Committee or such person as the Committee may designate in writing who shall have the initial responsibility for determining the eligibility of any claim for benefits. All claims for benefits shall be made in writing and shall set forth the facts which such claimant believes to be sufficient to entitle him to the benefit claimed.
(b) In the event a claim for benefits is denied the claimant shall be notified in writing or by electronic mail within ninety (90) days after the claim is submitted. The notice shall be written in a manner calculated to be understood by the claimant and shall include:
(1) The specific reason or reasons for the denial;
(2) Specific references to the pertinent Plan provisions on which the denial is based;
(3) A description of any additional material or information necessary for the claimant to perfect the claim and an explanation why such material or information is necessary; and
(4) An explanation of the Plan’s claim review procedures and time limits applicable to such procedures, including the claimant’s right to bring a civil action under ERISA section 502(a) following an adverse benefit determination on review.
If special circumstances require an extension of time for processing the initial claim, a written notice of the extension and the reason therefore shall be furnished to the claimant before the end of the initial 90 day period. In no event shall the extension exceed 90 days.
(c) In the event a claim for benefits is wholly or partly denied, the claimant or his duly authorized representative, at the claimant’s sole expense, may appeal the denial to the Committee within 60 days of the receipt of written notice of the denial. In pursuing the appeal the claimant or his duly authorized representative:
- 11 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
(1) may request in writing that the Committee review the denial, taking into account all comments, documents, records and information submitted by the claimant relating to the claim without regard to whether the information was submitted or considered in the initial benefit determination;
(2) upon request, and free of charge, may review or receive copies of documents and records relevant to the claim for benefits; and
(3) may submit documents, records and written issues relating to the claim.
The decision on review shall be made within 60 days of receipt of the request for review, unless special circumstances require an extension of time for processing, in which case a decision shall be rendered as soon as possible, but not later than 120 days after receipt of the request for review. If such an extension of time is required, written notice of the extension shall be furnished to the claimant before the end of the original 60 day period. The decision on review shall be made in writing, shall be written in a manner calculated to be understood by the claimant, and shall include specific references to the provisions of the Plan on which the denial is based.
- 12 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
ARTICLE V
AMENDMENTS AND TERMINATION
The Company hopes and expects to continue the Plan indefinitely, but reserves the right, by resolution of the Board or any executive committee of the Board, to amend, modify, or terminate the Plan at any time and for any reason by a majority vote of its members, by unanimous consent in lieu of a meeting or in any other manner applicable under state law; provided, however, that no amendment or termination of the Plan shall cause a distribution of benefits in violation of Code section 409A. In addition, the Board or the executive committee of the Board may delegate to an appropriate officer, or officers of the Company, or committee, may delegate to the all or part of the authority to amend or terminate the Plan.
- 13 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
ARTICLE VI
MISCELLANEOUS
6.01. | No Guarantee of Employment |
The Plan does not in any way limit the right of the Company or an Affiliate at any time and for any reason to terminate the Participant’s employment or such Participant’s status as an officer of the Company or an Affiliate. In no event shall the Plan by its terms or implications constitute an employment contract of any nature whatsoever between the Company or an Affiliate and a Participant.
A Participant’s right to a benefit under the Plan shall be solely that of an unsecured creditor of the Company. The source of Plan benefits pursuant to the Plan shall be the general funds of the Company; no assets of the Company or its subsidiaries shall be segregated or committed to insure the Company’s or its subsidiaries’ obligations hereunder. No officer, director, or stockholder of the Company or its subsidiaries shall be individually liable therefore, or on account of any claim arising by reason of the provisions of this Plan or of any instrument or instruments implementing the provisions or purposes hereof.
The rights, interests, and benefits of a Participant (or beneficiary thereof) in this Plan shall not be subject to assignment, anticipation, transfer, pledge, hypothecation or other transfer, and such rights, interests and benefits shall not be liable for the debts, contracts, or engagements of a Participant (or beneficiary thereof), or otherwise subject to execution, attachment, garnishment, or similar process.
Headings are given for ease of reference and must be disregarded in interpreting the Plan. Masculine pronouns wherever used shall include feminine pronouns and the use of the singular shall include the plural.
This Plan shall be governed by the laws of the Commonwealth of Virginia (other than its choice-of-law provisions) except to the extent that the laws of the Commonwealth of Virginia are preempted by the laws of the United States.
- 14 -
Shenandoah Telephone Company
Executive Supplemental Retirement Plan
Effective December 31, 2006
SIGNATURE PAGE
As evidence of its adoption of the restated Shenandoah Telephone Company Executive Supplemental Retirement Plan Effective December 31, 2006, the Company has caused this document to be executed by its duly authorized officer as of the 18th day of January, 2007.
SHENANDOAH TELEPHONE COMPANY
By: /s/ Christopher E. French
Christopher E. French
President |
|
| | | | |
- 15 -
