ADOPTION AGREEMENT
- --------------------------------------------------------------------------------
For American Savings Bank of NJ
Employees' Savings & Profit Sharing Plan and Trust
Client No. B26
Pentegra
ADOPTION AGREEMENT
FOR
AMERICAN SAVINGS BANK OF NJ
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
Name of Employer: American Savings Bank of NJ
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Address: 365 Broad Street
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Telephone Number: (973) 748-3600
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Contact Person: Mr. Rich Bzdek, EVP/COO
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Name of Plan: American Savings Bank of NJ Employee' 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
American Savings Bank of NJ 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.
1
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 American Savings Bank of
NJ Employees' Savings & Profit Sharing Plan and Trust,
effective __________________, __ (the "Effective Date").
2. X Amends its existing defined contribution plan and trust
--- American Savings Bank of NJ 401(k) and Profit Sharing
----------------------------------------------------
Plan dated January 17, 2003, in its entirety into the
---- ----------------
American Savings Bank of NJ Employees' Savings & Profit
Sharing Plan and Trust, effective April 1, 2003,
-------------
except as otherwise provided herein or in the
Agreement (the "Effective Date").
II. Definitions
A. "Compliance Testing Method" means the prior year testing method
unless the Employer elects to use current year testing for
determining the actual deferral percentages and actual
contribution percentages by checking this line X .
Note: Whichever testing method is selected (prior year testing
or current year testing), it must apply to both the
actual deferral percentage test and the actual
contribution percentage test.
B. Employer
1. "Employer," for purposes of the Plan, shall mean:
American Savings Bank of NJ
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2. The Employer is (indicate 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 proprietor ship or partnership.
f) ___ A Subchapter S corporation.
g) ___ Other ______________________________________________.
2
3. Employer's Taxable Year Ends on December 31 .
---------------------
4. Employer's Federal Taxpayer Identification Number
is 22-0732540 .
----------
5. The Plan Number for the Plan is (enter 3-digit number)
003 .
---
C. "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 V.
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 V.
D. "Limitation Year" means the twelve (12) consecutive month period
ending on December 31 (month/day). Note: If no 12 month period is
-----------
selected, the Limitation Year shall be the Plan Year.
E. "Member" means an Employee enrolled in the membership of the
Plan.
F. "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.
G. "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.
H. "Plan Year" means the twelve (12) consecutive month period ending
on 12/31 (month/day).
-----
I. "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) or (b), and/or (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 $______________
3
c) ___ Overtime
d) ___ Overtime and bonuses
Note: Member pre-tax contributions to a Section 401(k) plan
are always included in Plan Salary.
III. Salary Adjustment
A. Cafeteria Plan (Section 125) Salary Adjustment.
Member pre-tax contributions to a Section 125 cafeteria plan are
to be included in Plan Salary, unless the Employer elects to
exclude such amounts by checking this line ___.
B. Transportation Fringe Benefit (Section 132(f) Adjustment).
Member pre-tax contributions for qualified transportation fringe
benefits under Code Section 132(f) are to be included in Plan
Salary, unless the Employer elects to exclude such amounts by
checking this line ___.
IV. Highly Compensated Employee Elections
A. Top Paid Group Election:
In determining who is a Highly Compensated Employee, the Employer
makes the Top Paid Group election by checking this line ___.
The effect of this election is that an Employee (who is not
a 5% owner at any time during the determination year or the
look-back year) with compensation in excess of $80,000 (as
adjusted) for the look-back year is a Highly Compensated Employee
only if the Employee was in the top-paid group (i.e., the top 20%
of Employees ranked on the basis of compensation paid by the
Employer) for the look-back year.
B. Calendar Year Data Election:
For determining which Employees are Highly Compensated Employees,
the look-back year will be the 12 month period immediately
preceding the determination year, except that, for non-calendar
------------
year plans, the look-back year will be the calendar year ending
----------
within the Plan Year by checking this line ____.
V. 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. X Employees who have not attained age 21 (Insert an age
--- from 18 to 21). --
4
2. X Employees who have not completed 12 (1-11, 12 or 24)
--- consecutive months of service. --
Note: Employers which permit Members to make pre-tax
elective deferrals to the Plan (see VII.A.3.)
may not elect a 24 month eligibility period.
3. X 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. X 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.
c) ___ Flex staff employees (i.e.; any Employee who is
not a regular full-time or part-time Employee).
d) ___ Short-term Employees (i.e.; employees who are
hired under a written agreement which precludes
membership in the Plan and provides for a
specific period of employment not in excess of
one year).
e) ___ Leased Employees.
6. ___ Employees of the following employers which are
aggregated under Section 414(b), 414(c) or 414(m) of
the Code:
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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.C.) coinciding with or
immediately following the Employee's Date of
Employment or, as applicable, Date of Reemployment.
B. Such eligibility computation period established in Section V(A)
above shall be applicable to (choose 1 or 2):
1. X Both present and future Employees.
---
2. ___ Future Employees only.
5
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 month period (may not
exceed 12) beginning on the Effective Date of the Plan.
D. Service Crediting Method for Eligibility (Choose 1, 2 or 3):
1. ___ Not applicable. There is no service required for
eligibility.
2. X Hour of service method (Choose a or b):
---
a) X The actual number of Hours of Employment.
---
b) ___ 190 Hours of Employment for each month in which
the Employee completes atleast one hour of
Employment.
3. ___ Elapsed time method.
E. Requirements to Commence Receipt of Employer Contributions.
1. Employer Contributions shall be allocated to Member's
Accounts in accordance with Article III of the Plan,
except that the following Member's will not be entitled to
Employer contributions (choose (a) or (b) and/or (c)):
a) X No additional requirements apply. (The
--- eligibility requirements under Section V above
apply to Employer Contributions); or
b) ___ Members who have not attained age ____ (Insert an
age from 18-21); and/or
c) ___ Member's who have not completed ___ (1 - 12)
consecutive months of service.
2. The requirement to commence receipt of Employer
Contributions established in this Section E shall apply to
all Employer Contributions provided under Section 3.4 of
the Plan except:
a) ___ Matching contributions
b) ___ Basic contributions
c) ___ Safe harbor CODA contributions
d) ___ Supplemental contributions
e) ___ Profit sharing contributions
6
f) ___ Qualified non-elective contribution
Note: If an Employer contribution type is selected in 2
above, Member's will receive Employer contributions based
upon the eligibility requirements under Section V above
and the provisions of the Plan document for such Employer
contribution type.
VI. Prior Employment Credit
A. Prior Employment Credit:
___ Employment with the following entity or entities shall
be included for eligibility and vesting purposes:
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Note: If this Plan is a continuation of a Predecessor Plan,
service under the Predecessor Plan shall be counted under
this Plan.
VII. Contributions
Note: Annual Member pre-tax elective deferrals, Employer matching
contributions, Employer safe harbor CODA 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 (both pre-tax deferrals and
after-tax contributions) is 50% (1-75) of the Member's
monthly Salary.
The maximum amount of monthly contributions a Member may make to the Plan
(both pre-tax deferrals and after-tax contributions) is 50% (1-75) of the
Member's monthly Salary. ----
2. X (Choose a or b):
---
a) X A Member may make pre-tax elective deferrals
--- to the Plan, based on multiples of 1% of monthly
Salary, or
b) ___ A Member may make pre-tax elective deferrals
to the Plan based on a specified dollar amount.
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.
7
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.
B. A Member may change his or her contribution rate with respect to,
if made available, pre-tax deferrals and after-tax contributions
(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 or 6 as applicable; and
if you select 1, then choose 2, 3, 4 or 5):
1. The Employer matching contributions under 2, 3, 4 or 5
below shall be based on the Member's contributions
(both pre-tax deferrals and after-tax 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% (not to
----
exceed 200%) of the Member's contributions (both
pre-tax deferrals and after-tax contributions) for
that month (as otherwise limited in accordance with
C.1. above).
3. ___ The Employer shall allocate to each contributing
Member's Account an amount based on the Member's
contributions for the month (as otherwise limited in
accordance with C.1. above) and 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 based on the Member's
contributions for the month (as otherwise limited in
accordance with C.1. above) and 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%
8
5. ___ The Employer shall allocate to each contributing
Member's Account an amount equal to ___ % on the
first ___% of the Member's monthly contributions
plus ___% on the next ___% of the Member's monthly
contributions.
6. ___ No Employer matching contributions will be made to the
Plan.
D. Safe Harbor CODA Contributions (Actual Deferral Percentage Test
Safe Harbor Contributions) (Complete 1, or 2 below):
1. ___ The Employer shall make a safe harbor Basic Matching
Contribution to the Plan on behalf of each Member
(i.e.; 100% of the Member's 401(k) Deferrals that do
not exceed 3% percent of the Member's Salary plus 50%
of the Member's 401(k) Deferrals that exceed 3%
percent of the Member's Salary but that do not exceed
5% of the Member's Plan Salary).
2. ___ In lieu of safe harbor Basic Matching Contributions,
the Employer will make the following contributions for
the Plan Year (complete (a) and/or (b)):
a) ___ Enhanced Matching Contributions
(complete 1, 2 or 3 below):
(1) ___ The Employer shall make Matching
Contributions to the Account of each
Member in an amount equal to the sum
of:
(i) the Member's 401(k) Deferrals
that do not exceed ___ percent
of the Member's Salary plus
(ii) ___percent of the Member's
401(k) Deferrals that exceed
___ percent of the Member's
Salary and that do not exceed
___ percent of the Member's
Salary.
Note: In the blank in (i) and the
second blank in (ii), insert
a number that is 3 or
greater but not greater than
6. The first and last blanks
in (ii) must be completed so
that at any rate of 401(k)
Deferrals, the Matching
Contribution is at least
equal to the Matching
Contribution receivable if
the Employer were making
Basic Matching
Contributions, but the rate
of match cannot increase as
deferrals increase. For
example, if "4" is inserted
in the blank in (i), (ii)
need not be completed.
9
(2) ___ 150% of the Member's contributions
not to exceed ___ (Enter 3% or 4%)
of the Member's Plan Salary; or
(3) ___ 200% of the Member's contributions
not to exceed ___ (Enter 2% or 3%)
of the Member's Plan Salary.
b) ___ Safe Harbor Nonelective Contributions:
The Employer will make a Safe Harbor Nonelective Contribution to
the Account of each Member in an amount equal to 3 percent of the
Member's Salary for the Plan Year, unless the Employer inserts a
greater percentage here ___.
E. 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. ___ No Employer basic contributions will be made to the Plan.
F. Employer Supplemental Contributions:
The Employer may make supplemental contributions for any Plan Year
in accordance with Section 3.7 of the Plan.
G. Employer Profit Sharing Contributions (Choose 1, 2, 3, 4, or 5):
See Amendment One
1. ___ No Employer Profit Sharing Contributions will be made to
the Plan.
Non-Integrated Formula
----------------------
2. ___ Profit sharing contributions shall be allocated to
each Member's Account in the same ratio as each
eligible Member's Salary during such Contribution
Determination Period bears to the total of such Salary
of all eligible Members.
3. ___ Profit sharing contributions shall be allocated to
each eligible Member's Account in the same ratio as
each eligible 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 eligible Members.
10
Integrated Formula
------------------
4. ___ Profit sharing contributions shall be allocated to each
eligible Member's Account in a uniform percentage
(specified by the Employer as ___%) of each Member's
Salary during the Contribution Determination Period
("Base Contribution Percentage") for the Plan Year that
includes such Contribution Determination Period, plus a
uniform percentage (specified by the Employer as ___%, but
not in excess of the lesser of (i) the Base Contribution
Percentage and (ii) the greater of (1) 5.7% or (2) the
percentage equal to the portion of the Code Section
3111(a) tax imposed on employers under the Federal
Insurance Contributions Act (as in effect as of the
beginning of the Plan Year) which is attributable to
old-age insurance) 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
eligible 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, plus a uniform
percentage (specified by the Employer as ___%, but not in
excess of the lesser of (i) the Base Contribution
Percentage and (ii) the greater of (1) 5.7% or (2) the
percentage equal to the portion of the Code Section
3111(a) tax imposed on employers under the Federal
Insurance Contributions Act (as in effect as of the
beginning of the Plan Year) which is attributable to
old-age insurance) 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.
H. Allocation of Employer Profit Sharing Contributions:
In accordance with Section VII, 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 if he or she is
eligible to participate in the Plan for the Plan Year
to which the Profit Sharing Contributions relates.
2. X 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.
11
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) X 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.
I. "Contribution Determination Period" for purposes of determining and
allocating Employer profit sharing contributions means (choose 1,2,
3 or 4):
1. X 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 month 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).)
J. Employer Qualified Nonelective Contributions:
The Employer may make qualified nonelective contributions for any
Plan Year in accordance with Section 3.9 of the Plan.
K. Top Heavy Contributions:
If the Plan is determined to be Top Heavy and if Top Heavy
Contributions will be made to the Plan, Top Heavy Contributions
will be allocated to: (choose 1 or 2 below):
1. ___ Only Members who are Non-Key Employees.
2. X All Members.
---
12
VIII. Investments
The Employer hereby appoints Barclays Global Investors, N.A. to serve as
Investment Manager under the Plan. The Employer hereby selects the
following Investments to be made available under the Plan (choose
whichever shall apply) and consents to the lending of securities by such
funds to brokers and other borrowers. The Employer agrees and acknowledges
that the selection of Investments made in this Section VIII 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 the Investment Manager
harmless from, and indemnifies it against, any liability Investment
Manager may incur with respect to such Investments so long as Investment
Manager is not negligent and has not breached its fiduciary duties.
1. X Money Market Fund
---
2. X Stable Value Fund
---
3. X Government Bond Fund
---
4. X S&P 500 StockFund
---
5. X S&P 500/Value Stock Fund
---
6. X S&P 500/Growth Stock Fund
---
7. X S&P MidCap Stock Fund
---
8. X Russell 2000 Stock Fund
---
9. X International Stock Fund
---
10. X Asset Allocation Funds (3)
---
X Income Plus
---
X Growth & Income
---
X Growth
---
11. X American Savings Bank of NJ Stock Fund (the "Employer Stock
--- Fund")
12. ___ Name Of Employer Certificate of Deposit Fund
13. X NASDAQ 100 Index Fund
---
14. ___ Self-directed Brokerage Account
13
IX. Employer Securities
A. If the Employer makes available an Employer Stock Fund pursuant to
Section VIII 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 or exchange
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 or exchange
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 or exchange offer involving
such Employer Stock.
X. 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 VIII of this Adoption Agreement except;
1. The following portions of a Member's Account will be invested
at the Employer's direction (choose whichever shall apply):
a) ___ Employer Profit Sharing Contributions
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
b) ___ Employer Matching Contributions
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
c) ___ Employer Basic Contributions
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
14
d) ___ Employer Supplemental Contributions
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
e) ___ Employer Qualified Nonelective Contributions
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
f) ___ Employer Safe Harbor CODA Contributions under
Section 3.14 of the Plan
Shall be invested in:
___ Employer Stock Fund
___ Employer Certificate of Deposit Fund
___ Any Investment Fund or Funds offered by the
Employer
2. ___ Amounts invested at the Employer's direction may not
be transferred by the Member to any
other Investment Fund.
3. ___ Notwithstanding this election in 2, a Member may
transfer such amounts to any other Investment Fund
upon (choose whichever may apply):
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)
B. 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.
C. If a Member or Beneficiary (or the Employer, if applicable) fails
to make an effective investment direction, the Member's
contributions and Employer
15
contributions made on the Member's behalf shall be invested in
Money Market Fund (insert one of the Investments selected in
------------------
Section VIII of this Adoption Agreement).
D. Effective as of ___________________, the following additional
provisions shall apply to the Employer's Stock Fund (Check all that
apply):
1. ___ No additional Employee contributions may be made to the
--------
Employer Stock Fund;
2. ___ No additional Employer contributions may be made to the
--------
Employer Stock Fund;
3. ___ No investment fund transfers may be made to the Employer
-------
Stock Fund; and/or
4. ___ No investment fund transfers may be made from the Employer
---------
Stock Fund.
XI. Vesting Schedules
A. (Choose 1, 2, 3, 4, 5, 6 or 7)
Schedule Years of Employment Vested %
-------- ------------------- --------
1. ___ Immediate Upon Enrollment 100%
2. X 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. ___ 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%
16
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, 4 or 5):
1. Schedule ___ solely with respect to Employer matching
contributions.
2. Schedule ___ solely with respect to Employer basic
contributions.
3. Schedule ___ solely with respect to Employer supplemental
contributions.
4. Schedule ___ solely with respect to Employer profit sharing
contributions.
5. Schedule 2 with respect to all Employer contributions.
---
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; Safe Harbor CODA contributions,
if any; and in the pre-tax elective deferrals and nondeductible
after-tax Member Contributions. Also, if a Plan is determined to be
Top Heavy, a different vesting schedule, other than the schedule
elected above, may apply.
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 or any predecessor plan was maintained by the Employer.
2. ___ Years of Employment of a Member prior to attaining age 18.
D. Service Crediting Method for Vesting (Choose 1, 2, or 3):
1. ___ Not Applicable. Plan provides 100% vesting for all
contributions.
17
2. X Hour of service method (if elected, Years of Service will be
--- substituted for Years of Employment for purposes of
this Section XI) (Choose a or b):
a) ___ The actual number of Hours of Employment.
b) X 190 Hours of Employment for each month in which the
--- Employee completes at least one Hour of Employment.
3. Elapsed time method.
XII. 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.
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.
4. X Employer matching contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) X Hardship.
---
b) X 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.
18
b) ___ Attainment of age 59 1/2.
6. ___ 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. X Employer profit sharing contributions and the earnings
--- thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) X Hardship.
---
b) X 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. ___ Employer safe harbor CODA contributions and earnings
thereon.
Note: In-service withdrawals of employer safe harbor CODA
contributions and earnings thereon are permitted only
in the event of attainment of age 59 1/2.
10. __ No in-service withdrawals shall be allowed.
B. Notwithstanding any elections made in Subsection A of this Section
XII above, the following portions of a Member's Account shall be
excluded from eligibility for in-service withdrawals (choose
whichever shall apply):
1. ___ Employer contributions, and the earnings thereon,
credited to the Employer Stock Fund.
2. ___ Employer contributions, and the earnings thereon,
credited to the Employer Certificate of Deposit Fund.
3. ___ All contributions and deferrals, and the earnings
thereon, credited to the Employer Stock Fund.
4. ___ All contributions and deferrals, and the earnings
thereon, credited to the Employer Certificate of
Deposit Fund.
5. ___ Other: _______________________________________________
Note: A Member's Account will be available for in-service
withdrawals upon attaining age 70 1/2 notwithstanding any
provisions of this Section XII to the contrary.
19
XIII. 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) X Annuity payments.
---
3. ___ Distributions in kind of Employer Stock.
XIV. Loan Program (choose 1, 2, 3 or 4, if applicable)
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):
(1) ___ Employer Profit sharing contributions and the
earnings thereon.
(2) ___ Employer matching contributions and the earnings
thereon.
(3) ___ Employer basic contributions and the earnings
thereon.
(4) ___ Employer supplemental contributions and the earnings
thereon.
(5) ___ Employee after-tax contributions and the earnings
thereon.
(6) ___ Employee pre-tax elective deferrals and the earnings
thereon.
(7) ___ Employee rollover contributions and the earnings
thereon.
(8) ___ Employer qualified nonelective contributions and the
earnings thereon.
(9) ___ Employer safe harbor CODA contributions and the
earnings thereon.
(10) ___ Any amounts to the extent invested in the Employer
Stock Fund.
(11) ___ Any amounts to the extent invested in the Employer
Certificate of Deposit Fund.
4. ___ Loans will only be permitted from the Member's Account in the
case of hardship or financial necessity as defined under
Section 8.1 of the Plan.
XV. 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:
20
The following is hereby made a part of Section --- of the Adoption
Agreement and is thus incorporated into and made a part of the American
Savings Bank of NJ Employees' Savings & Profit Sharing Plan and Trust.
Signature of Employer's Authorized Representative _______________________
Signature of Trustee ____________________________________________________
Supplementary Page ___ of [total number of pages].
XVI. 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. ___ Employer
2. ___ Employer's Board of Directors
3. X Plan's Administrative Committee
---
4. ___ Other (if chosen, then provide the following information)
Name: ________________________________________________________
Address: ________________________________________________________
Tel No: ________________________________________________________
Contact: ________________________________________________________
Note: If no Named Plan Administrator is designated above, the Employer
shall be deemed the Named Plan Administrator.
21
XVII. Trustee
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(s) or entity to serve
as Trustee under the Plan for the Employer Stock Fund.*
Name: _______________________________________________________________
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.
The Employer hereby appoints The Bank of New York to serve as Custodian under
the Plan for the Employer Stock Fund in the event The Bank of New York does
not serve as Trustee for such Fund.
22
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 American Savings Bank
of NJ 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 for 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 adopting Employer may rely on an opinion letter issued by the IRS as
evidence that the Plan is qualified under Section 401 of the Code only to the
extent provided in IRS Announcement 2001-77, 2001-30 I.R.B. The Employer may not
rely on the opinion letter in certain other circumstances or with respect to
certain qualification requirements, which are specified in the opinion letter
issued with respect to the plan and in IRS Announcement 2001-77. In order to
have reliance in such circumstances or with respect to such qualification
requirements, application for a determination letter must be made to Employee
Plans Determinations of the IRS.
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 of the
discontinuance or abandonment of the Plan by the Sponsor.
Any inquiries regarding the adoption of the Plan should be directed to the
Sponsor as follows:
Pentegra Services, Inc.
108 Corporate Park Drive
White Plains, New York 10604
(914) 694-1300
IN WITNESS WHEREOF, the Employer has caused this Adoption Agreement to be
executed by its duly authorized officer this ____ day of _______________, 20__.
American Savings Bank of NJ
By: ________________________________________
Name: ________________________________________
Title: ________________________________________
3/8/02
23
Addendum to Adoption Agreement
for
The Economic Growth And Tax Relief Reconciliation Act of 2001
("EGTRRA")
Name of Employer: American Savings Bank of NJ
-------------------------------------------------------------
Name of Plan: American Savings Bank of NJ Employees' Savings & Profit
------------------------------------------------------------------
Sharing Plan and Trust
------------------------------------------------------------------
Employer Number: B26
-----
In accordance with EGTRRA and Amendment Number One to the Pentegra
Services, Inc. Employees' Savings & Profit Sharing Plan Basic Plan Document,
effective for plan years beginning on or after January 1, 2005, the Adoption
Agreement for American Savings Bank of NJ Employees' Savings & Profit Sharing
------------------------------------------------------------------
Plan and Trust shall include the following Sections VII L. and XI E.:
- --------------
Section VII. Contributions
L. Catch-up Contributions
X A Member who meets the requirements to make catch-up
--- contributions under Section 414(v) of the Code shall be eligible to make
catch-up contributions under the Plan.
Section XI. Vesting Schedules
E. EGTRRA Vesting
1. The Employer understands that if the vesting schedule elected in
Section XI of the Adoption Agreement does not satisfy the
requirements of the Internal Revenue Code, as amended by EGTRRA
with respect to Employer matching contributions (including
supplemental (Formula 1) contributions), then effective January 1,
2002, such contributions shall vest under vesting schedule ________
(Insert the number of the vesting schedule you wish to elect as
provided in Section XI A. of the Adoption Agreement. Note: you
may not elect vesting schedule 3 or vesting schedule 6 under this
Section XI E.)
2. By checking this box [_], the Employer provides that the EGTRRA
vesting schedule elected above with respect to Employer matching
contributions (including supplemental (Formula 1) contributions) shall
be applied on a prospective basis only.
By execution of this Addendum to the Adoption Agreement by a duly
authorized representative of the Employer, such Addendum shall hereby be made a
part of the Employer's Adoption Agreement and is thus incorporated into and made
a part of the Plan.
IN WITNESS WHEREOF, the Employer has caused this Addendum to the
Adoption Agreement to be executed by its duly authorized officer this
__________ day of ______________________, 2005.
AMERICAN SAVINGS BANK OF NJ
By: ___________________________________________
Name: ___________________________________________
Title: ___________________________________________
Amendment to Adoption Agreement
for
AMERICAN SAVINGS BANK OF NJ
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
B26
Effective as of ________, 2005, American Savings Bank of NJ (the "Employer")
hereby amends the Adoption Agreement for the American Savings Bank of NJ
Employees' Savings & Profit Sharing Plan and Trust (the "Adoption Agreement") by
replacing Item VII (A) in its entirety with the following Item VII (A) :
VII. Contributions
Note: Annual Member pre-tax elective deferrals, Employer matching
contributions, Employer safe harbor CODA 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 (both pre-tax deferrals and after-tax
contributions) is 50 % (1-75) of the Member's monthly Salary.
2. [X] (Choose a and/ or b):
a) [X] A Member may make pre-tax elective deferrals to the
Plan, based on multiples of 1% of monthly Salary, or
b) [X] A Member may make pre-tax elective deferrals to the
Plan based on a specified dollar amount.
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.
EXECUTION OF AMENDMENT TO THE ADOPTION AGREEMENT
------------------------------------------------
Upon execution by the Employer of this Amendment to the Adoption Agreement (the
"Amendment"), the Adoption Agreement and the Amendment, together with the
Sponsor's Employees' Savings & Profit Sharing Plan and Trust, shall constitute
the American Savings Bank of NJ Employees' Savings & Profit Sharing Plan and
Trust.
IN WITNESS WHEREOF, the Employer has caused this Amendment to the Adoption
Agreement to be executed by its duly authorized officer this _______ day of
__________, 2005.
AMERICAN SAVINGS BANK OF NJ
By: _____________________________________________
Name: _____________________________________________
Title: _____________________________________________
2
Amendment to Adoption Agreement
for
AMERICAN SAVINGS BANK OF NJ
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
B26
WHEREAS, effective April 1, 2003, American Savings Bank of NJ amended and
restated the American Savings Bank of NJ 401(k) and Profit Sharing Plan into the
American Savings Bank of NJ Employees' Savings & Profit Sharing Plan and Trust
(the "Plan").
WHEREAS, effective April 1, 2005, the American Savings Bank of NJ became known
as American Bank of New Jersey.
NOW, THEREFORE, effective June 1, 2005, in accordance with Article XI, Section
11.1 of the Plan, American Bank of New Jersey hereby amends the Adoption
Agreement for the Plan as follows:
1) Section II(B)(1) of the Adoption Agreement is hereby amended in its
entirety and replaced with the following Section II(B)(1):
II. Definitions
B. Employer
1. "Employer", for purposes of the Plan, shall mean:
American Bank of New Jersey
-----------------------------------------------------------
Further, the Plan Name as it first appears in the preamble of
the Adoption Agreement and all other references to the Plan
Name contained therein shall be revised as follows:
American Bank of New Jersey Employees' Savings & Profit
Sharing Plan and Trust
2) Section V(A) and Section V(E)(1) of the Adoption Agreement are hereby
amended in their entirety and replaced with the following Section V(A)
and Section V(E)(1):
V. 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. X Employees who have not attained age 21 (Insert an age from 18 to 21).
--- ----
2. X Employees who have not completed 3 (1-11, 12 or 24) consecutive months of service.
--- ---
Note: Employers which permit Members to make pre-tax elective deferrals to the
Plan (see VII.A.3.) may not elect a 24 month eligibility period.
3. X 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. X 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.
c) ___ Flex staff employees (i.e.; any Employee who is not a regular full-time or
part-time Employee).
d) ___ Short-term Employees (i.e.; employees who are hired under a written
agreement which precludes membership in the Plan and provides for a
specific period of employment not in excess of one year).
e) ___ Leased 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.C.) coinciding with or
immediately following the Employee's Date of Employment or, as applicable, Date of
Reemployment.
E. Requirements to Commence Receipt of Employer Contributions.
1. ___ Employer Contributions shall be allocated to Member's Accounts in accordance with
Article III of the Plan, except that the following Member's will not be entitled to Employer
contributions (choose (a) or (b) and/or (c)):
a) ___ No additional requirements apply. (The eligibility requirements under Section
V above apply to Employer Contributions); or
b) X Members who have not attained age 21 (Insert an age from 18-21); and/or
--- ----
c) X Member's who have not completed 12 (1 - 12) consecutive months of service.
--- ----
2
EXECUTION OF AMENDMENT TO THE ADOPTION AGREEMENT
------------------------------------------------
Upon execution by American Bank of New Jersey of this Amendment to the Adoption
Agreement (the "Amendment"), the Adoption Agreement and the Amendment, together
with the Sponsor's Employees' Savings & Profit Sharing Plan and Trust, shall
constitute the American Bank of New Jersey Employees' Savings & Profit Sharing
Plan and Trust.
IN WITNESS WHEREOF, the American Bank of New Jersey has caused this Amendment to
the Adoption Agreement to be executed by its duly authorized officer this
__________ day of ___________________, 2005.
AMERICAN BANK OF NEW JERSEY
By: ____________________________________________
Name: ____________________________________________
Title: ____________________________________________
3