EXHIBIT 10.1c
AMENDMENT NO. 1
SELECTIVE INSURANCE RETIREMENT SAVINGS PLAN
WHEREAS, Selective Insurance Company of America (the "Company") maintains
the Selective Insurance Retirement Savings Plan (the "Plan") for the benefit of
its employees;
WHEREAS, pursuant to Section 10.1 of the Plan, the Company has reserved
the right to amend the Plan; and
WHEREAS, the Company wishes to amend the Plan effective January 1, 2002
for "good faith" compliance with the Economic Growth and Tax Relief
Reconciliation Act of 2001 by adopting certain of the sample amendments
published by the Internal Revenue Service in Notice 2001-57, 2001-38 I.R.B. 1
(September 4, 2001);
NOW THEREFORE, be it
RESOLVED, that the Plan is hereby amended as follows effective January 1,
2002:
1. Section 1.1 of the Plan is hereby amended by adding the following
paragraph at the end thereof:
"The Plan is amended to reflect certain provisions of the Economic
Growth and Tax Relief Reconciliation Act of 2001 ("EGTRRA"). This
amendment is intended as good faith compliance with the requirements
of EGTRRA and is to be construed in accordance with EGTRRA and
guidance issued thereunder. Except as otherwise provided, this
amendment shall be effective as of January 1, 2002. This amendment
shall supersede the provisions of the Plan to the extent those
provisions are inconsistent with the provisions of this amendment."
2. Section 2.14 of the Plan is hereby amended by adding the following
paragraph at the end thereof:
"Notwithstanding the foregoing, the annual Compensation of each
Member taken into account in determining allocations for any Plan
Year beginning after December 31, 2001, shall not exceed $200,000,
as adjusted for cost-of-living increases in accordance with Section
401(a)(17)(B) of the Code. Annual Compensation means compensation
during the Plan Year or such other consecutive 12-month period over
which compensation is otherwise determined under the Plan (the
1
determination period). The cost-of-living adjustment in effect for a
calendar year applies to annual Compensation for the determination
period that begins with or within such calendar year."
3. Section 4.1(a) of the Plan is hereby amended by adding the following
paragraph at the end thereof:
"All Members who are eligible to make elective deferrals under this
Plan and who have attained age 50 before the close of the Plan Year
shall be eligible to make catch-up contributions in accordance with,
and subject to the limitations of, Section 414(v) of the Code. Such
catch-up contributions shall not be taken into account for purposes
of the provisions of the Plan implementing the required limitations
of Section 402(g) and 415 of the Code. The Plan shall not be treated
as failing to satisfy the provisions of the Plan implementing the
requirements of Section 401(k)(3), 401(k)(11), 401(k)(12), 410(b) or
416 of the Code, as applicable, by reason of the making of such
catch-up contributions. This provision with respect to catch-up
contributions shall apply to contributions as soon as practicable
after the first calendar quarter."
4. Section 4.9 of the Plan is hereby amended by adding the following
sentence after the first sentence in that paragraph:
"Notwithstanding the foregoing, no Member shall be permitted to have
elective deferrals made under this Plan, or any other qualified Plan
maintained by the Company during any taxable year, in excess of the
dollar limitation contained in Section 402(g) of the Code in effect
for such taxable year, except to the extent permitted under Section
4.1(a) of the Plan as amended herein and Section 414(v) of the Code,
if applicable."
5. Section 4.16 of the Plan is hereby amended by adding the following
sentence at the end thereof:
"Notwithstanding the foregoing, the multiple use test described in
Treasury Regulation Section 1.401(m)-2 and this Section 4.16 of the
Plan shall not apply for Plan Years beginning on or after January 1,
2002."
6. Section 4.17(a) of the Plan is hereby amended by adding the following
to the end thereof:
"Notwithstanding the foregoing, except to the extent permitted under
Section 4.17 of the Plan as amended herein and Section 414(v) of the
Code, if applicable, the Annual Addition that may be contributed or
allocated to a Member's account under the Plan for any Limitation
Year shall not exceed the lesser of:
(x) $40,000, as adjusted for increases in the cost-of-living under
Section 415(d) of the Code, or
(y) 100 percent of the Member's Compensation, within the meaning of
Section 415(c)(3) of the Code, for the Limitation Year.
The Compensation limit referred to in (y) shall not apply to any
contribution for medical benefits after separation from service
(within the meaning of Section 401(h) or Section 419A(f)(2) of the
Code) which is otherwise treated as an Annual Addition."
7. Section 6.2(a) of the Plan is hereby amended by adding the following at
the end thereof:
"Notwithstanding the foregoing, effective January 1, 2002, for those
Members who complete an Hour of Service under the Plan after
December 31, 2001, and for all other Members with benefits derived
from Matching Contributions, Matching Contributions made to a
Member's Account shall vest in accordance with the following
schedule:
Years of Service Vested Percentage
2 20
3 40
4 60
5 80
6 100."
8. Section 7.4 of the Plan is hereby amended by adding the following at
the end thereof:
"Notwithstanding the foregoing, for distributions and severances
from employment occurring on or after January 1, 2002, regardless of
when the severance from employment occurred, a Member's elective
deferrals, qualified nonelective contributions, qualified matching
contributions, and earnings attributable to these contributions
shall be distributed on account of the Member's severance from
employment. However, such a distribution shall be subject to the
other provisions of the Plan regarding
distributions, other than provisions that require a separation from
service before such amounts may be distributed."
9. Section 7.5(c) of the Plan is hereby amended by adding the following
paragraph at the end thereof:
"Notwithstanding the foregoing, with respect to distributions made
on or after January 1, 2002 and with respect to Members who
separated from service on or after January 1, 2002, the value of a
Member's nonforfeitable Account balance shall be determined without
regard to that portion of the Account balance that is attributable
to rollover contributions (and earnings allocable thereto) within
the meaning of Sections 402(c), 403(a)(4), 403(b)(8),
408(d)(3)(A)(ii), and 457(e)(16) of the Code. If the value of the
Member's nonforfeitable Account balance as so determined is $5,000
or less, the Plan shall immediately distribute the Member's entire
nonforfeitable Account balance."
10. Section 7.5(e)(iii) of the Plan is hereby amended by adding the
following at the end thereof:
"Notwithstanding the foregoing, an eligible retirement plan shall
also mean an annuity contract described in Section 403(b) of the
Code and an eligible plan under Section 457(b) of the Code which is
maintained by a state, political subdivision of a state, or any
agency or instrumentality of a state or political subdivision of a
state and which agrees to separately account for amounts transferred
into such plan from this Plan. The definition of eligible retirement
plan shall also apply in the case of a distribution to a surviving
spouse, or to a spouse or former spouse who is the alternate payee
under a qualified domestic relation order, as defined in Section
414(p) of the Code."
11. Section 7.5(e)(iv) of the Plan is hereby amended by adding the
following at the end thereof:
"Notwithstanding the foregoing, a portion of a distribution shall
not fail to be an eligible rollover distribution merely because the
portion consists of after-tax employee contributions which are not
includible in gross income. However, such portion may be transferred
only to an individual retirement account or annuity described in
Section 408(a) or (b) of the Code, or to a qualified defined
contribution plan described in Section 401(a) or 403(a) of the Code
that agrees to separately account for amounts so transferred,
including separately accounting for the portion of such distribution
which
is includible in gross income and the portion of such distribution
which is not so includible."
12. Section 7.9 of the Plan is hereby amended by adding the following
paragraph at the end thereof:
"A Member who receives a distribution of elective deferrals on or
after January 1, 2002 on account of hardship shall be prohibited
from making elective deferrals and Employee contributions under this
and all other plans of the Company for 6 months after receipt of the
distribution. A Member who receives a distribution of elective
deferrals in calendar year 2001 on account of hardship shall be
prohibited from making elective deferrals and Employee contributions
under this and all other plans of the Company for the period
specified in the provisions of the Plan relating to suspension of
elective deferrals that were in effect prior to this amendment."
13. Article XII of the Plan is hereby amended by adding the following new
section as Section 12.8:
"SECTION 12.8. MODIFICATION OF TOP-HEAVY RULES.
(a) Notwithstanding the foregoing, this Section shall apply for
purposes of determining whether the Plan is a top-heavy Plan
under Section 416(g) of the Code for Plan Years beginning
after December 31, 2001, and whether the Plan satisfies the
minimum benefits requirements of Section 416(c) of the Code
for such years.
(b) Determination of Top-Heavy Status.
(i) Key Employee. Key Employee means any Employee or former
Employee (including any deceased Employee) who at any time
during the Plan Year that includes the determination date was
an officer of the Company having Annual Compensation greater
than $130,000 (as adjusted under Section 416(i)(1) of the Code
for Plan Years beginning after December 31, 2002), a 5-percent
owner of the Company, or a 1-percent owner of the Company
having Annual Compensation of more than $150,000. For this
purpose, annual Compensation means compensation within the
meaning of Section 415(c)(3) of the Code. The determination of
who is a Key Employee will be made in accordance with Section
416(i)(1) of the Code and the applicable regulations and other
guidance of general applicability issued thereunder.
(ii) Determination of Present Values and Amounts. This Section
(ii) shall apply for purposes of determining the present
values of accrued benefits and the amounts of Account Balances
of Employees as of the determination date.
(A) Distributions During Year Ending on the
Determination Date. The present values of accrued
benefits and the amounts of Account Balances of an
Employee as of the determination date shall be increased
by the distributions made with respect to the Employee
under the Plan and any Plan aggregated with the Plan
under Section 416(g)(2) of the Code during the 1-year
period ending on the determination date. The preceding
sentence shall also apply to distributions under a
terminated plan which, had it not been terminated, would
have been aggregated with the Plan under Section
416(g)(2)(A)(i) of the Code. In the case of a
distribution made for a reason other than separation
from service, death, or disability, this provision shall
be applied by substituting "5-year period" for "1-year
period."
(B) Employees Not Performing Services During Year Ending
on the Determination Date. The accrued benefits and
accounts of any individual who has not performed
services for the Company during the 1-year period ending
on the determination date shall not be taken into
account.
(c) Minimum Benefits.
(i) Matching Contributions. Company matching contributions
shall be taken into account for purposes of satisfying the
minimum contribution requirements of Section 416(c)(2) of the
Code and the Plan. The preceding sentence shall apply with
respect to matching contributions under the Plan or, if the
Plan provides that the minimum contribution requirement shall
be met in another Plan, such other Plan. Company matching
contributions that are used to satisfy the minimum
contribution requirements shall be treated as matching
contributions for purposes of the actual contribution
percentage test and other requirements of Section 401(m) of
the Code.
(ii) Minimum Benefits for Employees Also Covered Under Another
Plan. If a non-key Employee Member is a Member in this Plan
and in a qualified defined benefit plan maintained by the
Company, the additional contribution made under this Plan
shall be reduced if the Employee's vested accrued benefit
thereunder satisfies the requirements of Code Section 416(c).