Date: September 27, 1994
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Robert C. Jaudes (as President of Laclede Gas Company), and Robert
J. Carroll (as Senior Vice President - Finance of Laclede Gas Company),
pursuant to resolutions adopted by the Board of Directors on August 28,
1986, which resolutions, among other things, granted to any two executive
officers who hold one of the following offices: Chairman of the Board;
President; Executive Vice President; or Senior Vice President; the
authority to amend any or all of the benefit plans and/or related trust
agreements of the Company (collectively the "Plans") to the extent such
amendments deal with changes necessary or appropriate: (1) to comply
with, or obtain the benefit of, applicable laws and/or regulations, as
amended from time to time; (2) to reflect minor or routine administrative
factors; (3) to clarify the meaning of any of the provisions of the Plans;
and/or (4) to evidence changes in then existing Plans to reflect the
interrelationship thereof with newly adopted Plans or amendments to Plans,
which newly adopted Plans or amendments affect the terms of such other
then existing Plans; do hereby amend the Laclede Gas Company Salary
Deferral Savings Plan as set forth in the attached exhibit, such amendment
to be effectuated and evidenced by our signatures on said exhibit.
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AMENDMENTS TO THE LACLEDE GAS COMPANY
SALARY DEFERRAL SAVINGS PLAN
The following amendments are effective October 1, 1992, except where
specified otherwise.
1. Section 2.8 "Compensation" is amended in its entirety as follows:
"The amounts paid a Participant for the period in which he is eligible
to participate during a Company Year (before any deferred salary
amounts pursuant to Article IV have been subtracted) by the Company for
services rendered as an Employee, as would (but for the subtraction of
such deferred salary amounts) be reported for Federal income tax
purposes on U.S. Treasury Department Form W-2, except that pension
payments and other deferred compensation, income attributable to the
award or exercise of qualified stock options or the premature
disposition of stock option stock, and any other amount which does not
constitute "compensation" within the meaning of Section 415 of the Code
shall not constitute Compensation. Compensation is limited to $200,000
per Plan Year, which amount is subject to annual adjustment by the
U.S. Treasury Department."
2. The last paragraph of subsection (b) of Section 4.4 is amended as
follows:
"The higher amount of (b)(i) and (b)(ii) above is hereinafter in this
Section .4 called the "Base Percentage". If the actual deferral
percentage for the Highly Compensated Employee group exceeds the Base
Percentage (any such excess being hereinafter in this Section 4.4
called the "Excess"), then prior to the end of the Plan Year, the
actual deferral percentage of each of those Participants in the Highly
Compensated Employee group whose actual deferral percentage shall be
greater than the Base Percentage shall be reduced as necessary (to
eliminate the Excess), in a manner whereby the actual deferral
percentage of such Participants shall be equal to the Base Percentage,
by refunding to such Participants."
3. The last paragraph of clause (ii) of subsection (b) of Section 5.1 is
amended as follows:
"The higher amount of (b)(ii)(aa) and (b)(ii)(bb) above is hereinafter
in this Section 5.1 called the "Base Percentage". If the actual
matching percentage for the Highly Compensated Employee group exceeds
the Base Percentage (any such excess being hereinafter in this Section
5.1 called the "Excess"), then prior to the end of the Plan Year, the
Company Matching Contribution of each of those Participants in the
Highly Compensated Employee group whose actual matching percentage
shall be greater than the Base Percentage shall be reduced as necessary
(to eliminate the Excess), in a manner whereby the actual matching
percentage of such Participants shall be equal to the Base Percentage,
by refunding to the Company."
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4. Subsection (a) of Section 10.3 is amended in its entirety as follows:
"(a) Any Participant who has suffered a financial hardship may
withdraw all or any portion of amounts attributable to the
Participant's Salary Deferral Contributions, plus related
earnings credited as of December 31, 1988, but exclusive of
later earnings and amounts previously distributed due to
hardship. Application for hardship and a demonstration of the
existence of such financial hardship must be made to the
satisfaction of the Administrator. Except as otherwise
expressly provided in Section 10.1(a) or upon a showing of a
financial hardship as defined in Section 10.3(b), no
withdrawals may be made while a Participant continues to be
employed by the Company."
5. Clauses (i) and (ii) of subsection (b) of Section 10.3 are amended as
follows:
"(i) Incurred medical expenses or expenses to obtain medical care
for the Participant, the Participant's spouse or any
dependents of the Participant.
(ii) Payment of tuition and related educational fees for the next
twelve (12) months of post-secondary education for the
Participant, or the Participant's spouse, children or
dependents."
6. Clause (v) of subsection (c) of Section 10.3 is amended as follows:
"(v) If a Participant who has an outstanding loan applies for a
hardship withdrawal and if the amount of the Participant's
financial hardship exceeds the maximum loan amount allowable
under Section 10.4, then a hardship withdrawal may be
permitted up to the amount of hardship and subject to the
limitations of Section 10.3(a)."
7. The last sentence of subsection (a) of Section 17.1 is amended as
follows:
"If, however, the Internal Revenue Service rules, upon application to
it for a favorable determination, that the Plan and its related Trust
are qualified and exempt under the Code, all Salary Deferral and
Matching Contributions theretofore made by the Company shall be
subject to the provisions of this Plan in all respects and may not be
diverted to purposes other than the exclusive benefit of Participants
and their Beneficiaries and estates and the payment of the
administrative expenses of this Plan, and may not be returned to the
Company, except as provided by Section 7.7."
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8. Subsection (b) of Section 17.1 is amended in its entirety as follows:
"(b) Notwithstanding the foregoing or any other contrary provision
herein contained, any erroneous Company Contribution which is
made by a mistake of fact will be returned to the Company if
the mistake of fact is discovered, and the return of such
Contribution completed, within one year after the payment of
such Contribution to the Plan. If any deduction for any
Company Contribution is not allowable under Section 404 of the
Code, then such Contribution, to the extent of such disallowed
deduction, will be returned to the Company within one year
after the disallowance of such deduction."
9. Effective October 1, 1989, a new subparagraph (e) is added to Section
10.2 as follows:
"(e) Payment to an alternate payee pursuant to a Qualified Domestic
Relations Order shall be made in one lump-sum payment, at the
alternate payee's election, by requesting such distribution on
a form provided by the Company, at least thirty (30) days but
no more than ninety (90) days before distribution is to be
made. Distribution to the alternate payee may be made on or
after the earlier of:
(i) the date on which the Participant could take a
distribution, or
(ii) the later of:
(aa) the date the Participant attains age fifty (50), or
(bb) the earliest date on which the Participant could
receive a distribution if he separated from service."
10. Effective October 1, 1989, the following sentence is added at the end
of the second paragraph of Section 15.1 as follows:
"Qualified Domestic Relations Orders shall be handled pursuant to
procedures established by the Plan Administrator."
11. Effective October 19, 1989, the following sentences should be added at
the end of subparagraph (c) of Section 10.4:
"If a default occurs, the Participant will be responsible for payment
of all costs and expenses of collection (including, without limitation,
attorney's fees and court costs) regardless of whether legal action is
initiated. Interest will continue to accrue on the unpaid principal
amount until the earlier of the maturity date or when repayment on the
loan begins. A defaulted loan will be reported as a distribution,
subject to income taxes and the excise tax on premature distributions,
if applicable."
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12. Effective October 19, 1989, a new subsection (i) is added to Section
10.4 as follows:
"(i)For purposes of this Section 10.4 and in conformity with the
requirements contained herein, loan availability is restricted to
Participants who are parties in interest as defined by section 3(14) of
ERISA."
13. Effective January 1, 1993, clause (i) of subsection (c) of Section 10.3
is amended as follows:
"(i)A withdrawal based upon a financial hardship cannot exceed the
amount required to meet such hardship and not reasonably available from
other resources available to the Participant, including loans from this
Plan. Federal tax will be withheld on hardship withdrawals at a rate
of twenty percent (20%); state or local income taxes will be withheld
at the Participant's request. The amount required for hardship may be
increased to include the necessary taxes but cannot exceed the amount
available for hardship as provided in subparagraph (a) of this Section.
A hardship withdrawal will not be granted if such financial hardship
may be relieved in full by borrowing that amount as allowed under
Section 10.4, as supplemented by subclause (iv) of this Section
10.3(c)."
Robert C. Jaudes
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Title: President and Chief
Executive Officer
Robert J. Carroll
--------------------------------
Title: Senior Vice President -
Finance
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