EXHIBIT 10.13.3
THIRD AMENDMENT TO
THE CONNECTICUT WATER COMPANY
EMPLOYEES' RETIREMENT PLAN
(as amended and restated as of January 1, 1997, except as otherwise provided
herein)
1. The second unnumbered paragraph of Section 4.4 is amended by
the addition of the following sentence at the end thereof:
"For Plan Years beginning on or after January 1, 2001, for
purposes of applying the limitations described in this Section 4.4,
Compensation paid or made available during such Limitation Year shall
include elective amounts that are not includable in the gross income of
the Employee by reason of Section 132(f)(4) of the Code."
2. Paragraph (e) of Section 10.3, as set forth in the Second
Amendment, is amended to read as follows:
"(e) Lump Sum Option - The Actuarial Equivalent of the
Participant's Retirement Income, determined without regard to any early
retirement subsidy, may be payable in a single sum in lieu of any other
benefits under the Plan. It is the intent of the Employer that this
lump sum benefit may be payable following separation from service and
prior to attainment of Early or Normal Retirement Date, as well as on
or after attainment of such dates. If any such payment is made prior to
attainment of Early or Normal Retirement Date, the Participant, if
married, will be offered a 50% Contingent Annuitant Option with his
Spouse as Contingent Annuitant; and if single, a Straight Life Annuity.
The amount of any such annuity benefit prior to Early or Normal
Retirement Date will be calculated to be Actuarially Equivalent to the
amount of the lump sum payment, utilizing the assumptions for Actuarial
Equivalent for lump sum payments. The Participant (with the consent of
his spouse, if applicable) must waive payment in the form of an annuity
in order to receive payment of a lump sum in such instance. If the
Participant elects to receive his Retirement Income at that time and if
no such waiver occurs, payment would be in the form of a 50% Contingent
Annuitant Option (with his Spouse as Contingent Annuitant) or a
Straight Life Annuity, as the case may be."
3. Section 10.4 is amended to read as follows:
"10.4 General Limitation. All distributions under this Article
shall be determined and made in accordance with Section 401(a)(9) of
the Code and any regulations issued thereunder, including the minimum
distribution incidental benefit requirement of Section 1.401(a)(9)-2 of
the proposed income tax regulations or any successor regulation
thereto. If the Participant's interest is being distributed in the form
of a joint and survivor annuity for the joint lives of the Participant
and a nonspouse beneficiary, annuity payments to be made on or after
the Participant's required beginning date to the designated beneficiary
after the Participant's death must not at any time exceed the
applicable percentage of the annuity payment for such period that would
have been payable to the Participant using
the table set forth in Q & A A-6 of section 1.401(a)(9)-2 of the
proposed income tax regulations, or any successor regulation thereto."
4. Section 13.6 is amended to read as follows, effective January
1, 2001:
"13.6 Special Limitations.
(a) In the event of Plan termination, the benefit of any
Highly Compensated Employee (and any Highly Compensated Former
Employee) is limited to a benefit that is nondiscriminatory under
Section 401(a)(4) of the Code.
(b) The annual payments to an Employee described in
paragraph (c) below are restricted to an amount equal in each year to
the payments that would be made on behalf of the Employee under a
straight life annuity that is the actuarial equivalent of the sum of
the Employee's accrued benefit and the Employee's other benefits under
the Plan (other than a social security supplement), and the amount of
payments that the Employee is entitled to receive under a social
security supplement, if any. The restrictions in this paragraph (b) do
not apply, however, if:
(i) After payment to an Employee described in paragraph
(c) of this Section 13.6 of all benefits payable to the Employee under
the Plan, the value of Plan assets equals or exceeds 110 percent of the
value of current liabilities as defined in Section 412(l)(7) of the
Code, or
(ii) The value of the benefits payable to the Employee
under the Plan for an Employee described in paragraph (c) below is less
than 1 percent of the value of current liabilities before distribution,
or
(iii) The value of benefits payable to the Employee under
the Plan for any employee described in paragraph (c) below does not
exceed the amount described in Section 411(a)(11)(A) of the Code
(restrictions on certain mandatory distributions).
(c) The Employees whose benefits are restricted on
distribution include all Highly Compensated Employees and Highly
Compensated Former Employees. In any one year, the total number of
Employees whose benefits are subject to restriction under this Section
13.6 is limited to the group of 25 Non-excludable Employees and former
Employees with the greatest compensation in the current year or any
prior year.
(d) For purposes of this Section 13.6, "benefit"
includes, among other benefits, loans in excess of the amounts set
forth in Section 72(p)(2)(A) of the Code, any periodic income, any
withdrawal values payable to a living Employee or former Employee, and
an death benefits not provided for by insurance on the Employee's or
former Employee's life."
5. Section 15.1 is amended to read as follows:
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"15.1 Compensation. Compensation of an Employee as defined in
Section 4.4 hereof (subject to any limitation prescribed under Section
401(a)(17) of the Code)."
6. Except as hereinabove modified and amended, the Plan, as
amended, shall remain in full force and effect.
7. This Amendment is effective as of January 1, 2001.
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EXHIBIT 10.13.3
CERTIFICATE
The undersigned hereby certifies that The Connecticut Water Company
Employees' Retirement Plan, as amended and restated effective as of January 1,
1997, except as otherwise provided therein, was duly amended by the Board of
Directors of The Connecticut Water Company by a Third Amendment on
_____________________ and the Plan, as so amended, is in full force and effect.
_____________________ ____________________________
Date
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Title