EXHIBIT 10(i)
NINTH AMENDMENT TO
THE ADVEST THRIFT PLAN
Effective as of January 1, 1997
(except as otherwise indicated)
1. Section 2.11 of The Advest Thrift Plan (the "Plan") is hereby amended by
adding the following new paragraph to the end thereof, to read in its entirety
as follows, effective as of January 1, 1998:
"For Plan Years beginning after December 31, 1997, for purposes of
this Section, the determination of "415 Compensation" shall be made by
including amounts which are contributed by the Employer pursuant to a
salary reduction agreement and which are not includible in the gross
income of the Participant under Code Sections 125, 402(e)(3),
402(h)(1)(B), 403(b) or 457(b), and Employee contributions described in
Code Section 414(h)(2) that are treated as Employer contributions."
2. Section 2.14 of the Plan is hereby amended by deleting the last two
sentences from the end thereof.
3. Section 2.20 of the Plan is hereby amended by deleting the last paragraph
from the end thereof.
4. Article II is hereby further amended by deleting therefrom Section 2.21
and by renumbering subsequent sections accordingly.
5. Existing Section 2.24 of the Plan is hereby amended by deleting the last
paragraph from the end thereof.
6. Existing Section 2.25 of the Plan is hereby amended to read in its
entirety as follows:
"2.25 "Highly Compensated Employee" shall mean an Employee
who performed services for the Employer during the determination
year and is in one or more of the following groups:
(a) Employees who at any time during the determination
year or look-back year were five-percent owners of the
Employer. Five-percent owner means any person who owns
(or is considered as owning within the meaning of Section
318 of the Code) more than five percent of the outstanding
stock of the Employer or stock possessing more than five
percent of the total combined voting power of all stock of
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the Employer. In determining percentage ownership hereunder,
employers that would otherwise be aggregated under Sections
414(b), (c), (m) or (o) of the Code shall be treated as
separate employers.
(b) Employees who received Code Section 415 Compensation
during the look-back year from the Employer in excess of
$80,000 (as adjusted at the same time and in the same manner
as provided under Section 415(d) of the Code).
The "determination year" shall be the Plan Year for which testing
is being performed, and the "look-back year" shall be the immediately
preceding twelve-month period.
For purposes of this Section, the determination of Code Section
415 Compensation for Plan Years beginning before January 1, 1998 shall be
made by including amounts which are contributed by the Employer pursuant
to a salary reduction agreement and which are not includible in the gross
income of the Participant under Code Sections 125, 402(e)(3),
402(h)(1)(B), 403(b) or 457(b), and Employee contributions described in
Code Section 414(h)(2) that are treated as Employer contributions.
Additionally, the dollar threshold amount specified in (b) above shall be
adjusted at such time and in the same manner as under Code Section
415(d), except that the base period shall be the calendar quarter ending
September 30, 1996. In the case of such an adjustment, the dollar limit
which shall be applied is the limit for the calendar year in which the
"look-back year" begins."
7. Existing Section 2.30 of the Plan is hereby amended to read in its
entirety as follows:
"2.30 "Non-Highly Compensated Participant" shall mean any
Participant who is not a Highly Compensated Employee."
8. Article II of the Plan is hereby further amended by adding the following
new Section 2.39 and by renumbering existing Section 2.39 and subsequent
sections accordingly: effective as of December 12, 1994:
"2.39 "USERRA" shall mean the Uniform Services Employment and
Reemployment Rights Act of 1994. Notwithstanding any provision of this
Plan to the contrary, contributions, benefits and service credit with
respect to qualified military service will be provided in accordance with
Code Section 414(u)."
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9. Section 5.3(b) of the Plan is hereby amended to read in its entirety as
follows:
"(b) For the purpose of this Section 5.3, "Actual Deferral Percentage"
for a Plan Year means, with respect to the Highly Compensated
Participant group and Non-Highly Compensated Participant group, the
average of the ratios, (calculated separately for each Active
Participant in such group) of:
(1) The Employee contributions and Employer contributions
designated as Employee contributions (if any) allocated to
each Highly Compensated Participant's Account for such Plan
Year (and contributed to the Plan within 12 months following
the end of the Plan Year) and to each Non-Highly Compensated
Participant's Elective Account for the preceding Plan Year
(and contributed to the Plan within 12 months following the
end of the Plan Year); to
(2) The Active Participant's 414(s) Compensation for such Plan
Year or preceding Plan Year respectively.
The actual deferral ratio for each Active Participant and the
Actual Deferral Percentage for each group shall be calculated to
the nearest one-hundredth of one percent. Employee contributions
allocated to each Non-Highly Compensated Employee's Account for the
preceding Plan Year shall be reduced by excess Employee
contributions for the preceding Plan Year to the extent such excess
amounts arise under this Plan or any other plan maintained by the
Employer."
10. Section 5.3(c) of the Plan is hereby deleted and subsequent subsections
are relettered accordingly.
11. Section 5.4(a)(2) of the Plan is hereby amended to read in its entirety as
follows:
"(2) On or before the fifteenth day of the third month following
the end of each Plan Year, the Highly Compensated Participant
having the largest amount of Employee contributions and
Employer contributions designated as Employee contributions
(if any) shall have his portion of excess Employee
contributions distributed to him until one of the tests set
forth above is satisfied, or until his amount of Employee
contributions and Employer contributions designated as
Employee contributions (if any) equals the amount of Employee
contributions and Employer contributions designated as
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Employee contributions (if any) of the Highly Compensated
Participant having the second largest amount. This process
shall continue until one of the tests set forth above is
satisfied. For each Highly Compensated Participant, the
amount of excess contributions is equal to the Employee
contributions and applicable Employer contributions (if any)
used to satisfy the Actual Deferral Percentage tests on
behalf of such Highly Compensated Participant (determined
prior to the application of this paragraph) minus the amount
determined by multiplying the Highly Compensated
Participant's actual deferral ratio (determined after
application of this paragraph) by his 414(s) Compensation.
However, in determining the amount of excess Employee
contributions to be distributed with respect to an affected
Highly Compensated Participant as determined herein, such
amount shall be reduced by any excess Employee contributions
previously distributed to such affected Highly Compensated
Participant for his taxable year ending with or within such
Plan Year."
12. Section 5.4(b) of the Plan is hereby deleted.
13. Section 5.5(b) of the Plan is hereby amended to read in its entirety as
follows:
"(b) For the purpose of this Section 5.5, "Actual Contribution
Percentage" for a Plan Year means, with respect to the Highly
Compensated Participant group and Non-Highly Compensated
Participant group, the average of the ratios (calculated separately
for each Participant in each group) of:
(1) the Employer matching contributions (if any) made pursuant to
Section 5.1(b) on behalf of each such Highly Compensated
Participant for such Plan Year and each Non-Highly
Compensated Participant group for the preceding Plan Year; to
(2) the Active Participant's 414(s) Compensation for such Plan
Year or preceding Plan Year respectively.
The actual contribution ratio must be rounded to the nearest one-
hundredth of one percent."
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14. Section 5.5(d) of the Plan is hereby deleted and subsequent subsections
are hereby relettered accordingly.
15. Section 5.6(a) of the Plan is hereby amended to read in its entirety as
follows:
"(a) In the event that the Actual Contribution Percentage for the
Highly Compensated Participant group exceeds the Actual
Contribution Percentage for the Non-Highly Compensated
Participant group pursuant to Section 5.5(a), the Committee
(on or before the fifteenth day of the third month following
the end of the Plan Year, but in no event later than the
close of the following Plan Year) shall direct the Trustee to
distribute to the Highly Compensated Participant having the
largest amount of Employer matching contributions, his vested
portion of excess matching contributions (and income
allocable to such contributions) and, if forfeitable, forfeit
such non-vested Employer matching contributions (and income
allocable to such forfeitures) until either one of the tests
set forth in Section 5.5(a) is satisfied, or until his
remaining amount equals the amount of Employer matching
contributions of the Highly Compensated Participant having
the second largest amount. This process shall continue until
one of the tests set forth in Section 5.5(a) is satisfied.
The distribution of excess matching contributions shall be
made in the following order:
(1) Employer matching contributions distributed pursuant to
Section 5.4(a);
(2) Remaining Employer matching contributions."
16. Section 5.6(f) of the Plan is hereby deleted.
17. Article IX of the Plan is hereby amended by adding the following new
Section 9.5 to the end thereof, to read in its entirety as follows, effective as
of December 12, 1994:
"9.5 USERRA Compliance. Loan repayments will be suspended under
this Plan, as permitted under Code Section 414(u). "
18. Section 10.2 of the Plan is hereby amended to read in its entirety as
follows:
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"10.2 Commencement of Benefit Payments. The payment of benefits
under the Plan shall be made or begin on or after the date a Participant
terminates his service with the Employer and not later than the 120th day
after the Participant terminates his service with the Employer (or, in
the event of a Participant's Total Disability, within 120 days after the
determination of Total Disability). In addition, payment of a
Participant's benefits may be made or begin, at the Participant's
election, at any time on or after January 1 of the calendar year in which
the Participant attains age 70-1/2. Notwithstanding the foregoing,
payment of a Participant's benefits shall be made or begin not later than
April 1 of the calendar year following the later of (i) the calendar year
in which the Participant attains age 70-1/2, or (ii) the calendar year in
which the Participant retires, provided, however, that this clause (ii)
shall not apply in the case of a Participant who is a "five (5) percent
owner" at any time during the five (5) Plan Year period ending in the
calendar year in which he attains age 70 1/2 or, in the case of a
Participant who becomes a "five (5) percent owner" during any subsequent
Plan Year, clause (ii) shall no longer apply and the required beginning
date shall be the April 1st of the calendar year following the calendar
year in which such subsequent Plan Year ends."
19. Sections 10.8, 10.9, 10.11 and 10.13 of the Plan are hereby amended by
changing all references to "$3,500" to "$5,000", effective as of January 1,
1998.
20. Section 17.7 of the Plan is hereby amended by adding the following new
paragraph to the end thereof, to read in its entirety as follows:
"Notwithstanding any provision of this Section to the contrary, an
offset to a Participant's accrued benefit against an amount that the
Participant is ordered or required to pay the Plan with respect to a
judgment, order, or decree issued, or a settlement entered into, on or
after August 5, 1997, shall be permitted in accordance with Code Sections
401(a)(13)(C) and (D)."
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