Exhibit 10.05n
Date: September 25, 2002
Douglas H. Yaeger (as Chairman of the Board, President and Chief Executive
Officer of Laclede Gas Company), and Gerald T. McNeive, Jr. (as Senior Vice
President - Finance and General Counsel 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.
AMENDMENT TO THE
LACLEDE GAS COMPANY
SALARY DEFERRAL SAVINGS PLAN
Laclede Gas Company hereby amends the Laclede Gas Company Salary
Deferral Savings Plan, as follows:
1. Effective October 1, 2001, Section 2.8 is hereby amended in
its entirety to read as follows:
2.8 "COMPENSATION"
----------------------
The amounts paid a Participant for the period in which he
is eligible to participate during a Company Year
(including salary reduction amounts pursuant to Article IV
hereof and Code Section 125 or Code Section 132(f)(4)), by
the Company for services rendered as an Employee, as would
(but for the subtraction of salary reduction amounts
pursuant to Article IV hereof, Code Section 125 or Code
Section 132(f)(4)) 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 stock
options, the premature disposition of stock option stock,
or the award or vesting of restricted stock, and any other
amount which does not constitute "compensation" within the
meaning of Code Section 415 shall not constitute
Compensation. Beginning October 1, 1994, Compensation is
limited to $150,000 per Plan Year, which amount is subject
to annual adjustment by the U.S. Treasury Department. For
purposes of applying the annual compensation limit
described in the immediately preceding sentence, the
family unit of an Employee, who is either: (a) a five
percent (5%) owner or (b) both a highly compensated
Employee and one of the ten most highly compensated
Employees during the Plan Year will be treated as a single
Employee. For this purpose a family unit consists of: the
Employee who is a five percent (5%) owner or is both a
highly compensated Employee and one of the ten most highly
compensated Employees; such Employee's Employee spouse;
and such Employee's Employee lineal descendants who have
not attained age nineteen (19) before the close of the
year. The provisions set forth in the immediately
preceding two sentences shall expire on September 30, 1997.
2. Effective January 1, 2000, Section 2.13 is hereby amended
in its entirety to read as follows:
2.13 "ELIGIBLE ROLLOVER DISTRIBUTION"
-----------------------------------------
An Eligible Rollover Distribution is any distribution of
all or any portion of the balance to the credit of the
Participant, Beneficiary or QDRO Payee. However, an
Eligible Rollover Distribution does not include: any
minimum distribution required under Code Section
401(a)(9); the portion of any distribution that is not
includible in gross income (determined without
regard to the exclusion for net unrealized appreciation with
respect to employer securities); Salary Deferral Contributions
returned as a result of Code Section 415 limitations;
corrective distributions of Salary Deferral Contributions
and/or Matching Contributions and any applicable earnings
thereon; loans treated as distributions under Code Section
72(p) and not excepted by Code Section 72(p)(2); loans in
default that are deemed distributions; any hardship
distribution described in Code Section
401(k)(2)(B)(i)(IV), and similar items designated by the
Commissioner of the Internal Revenue Service.
3. Effective October 1, 1997, Section 2.14 is hereby amended
in its entirety to read as follows:
2.14 "EMPLOYEE"
-------------------
Any person who is employed by Laclede Gas Company in any
capacity. An individual's employment status and position
shall be determined by the job classification assigned to
him or her by the Company.
Notwithstanding the preceding paragraph of this Section
2.14, the term "Employee" shall exclude "leased
employees," for all purposes except the determination of
Year of Service, as defined in Section 2.33. For purposes
of this Plan, a leased employee means any individual other
than a common law employee, who pursuant to an agreement
between the Company or a Related Company (as defined in
Section 2.33) and any other person, has performed services
for the Company or a Related Company on a substantially
full-time basis for a period of at least one year and such
services are performed under the primary direction or
control of the Company or a Related Company. An individual
who becomes a leased employee (determined without regard
to the one year service requirement) shall be deemed to be
an Employee for the purpose of eligibility to participate
and vesting at the time the individual first begins
performing services for the Company or a Related Company.
An individual covered by a money purchase pension plan
providing a non-integrated employer contribution of at
least ten percent (10%) of compensation, immediate
participation and full and immediate vesting, as defined
in Code Section 414(n)(5) shall not be treated as a leased
employee, provided that leased employees (determined
without regard to this sentence) do not constitute more
than twenty percent (20%) of the recipient's non-highly
compensated work force.
In the event that an individual who was not classified as
an Employee or a common-law employee is legally
reclassified as an Employee or a common-law employee of
the Company, such Employee shall only first be considered
to be an Employee at the time of such reclassification,
or, if later, at the time that such individual is
initially treated as an Employee or common-law employee on
the payroll records of the Company.
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4. Effective October 1, 2001, Section 2.30 is hereby amended
in its entirety to read as follows:
2.30 "SHARE" AND "SHARES"
-----------------------------
One (1) or more shares of common stock of The Laclede
Group, Inc.
5. Effective October 1, 2002, Section 2.33 is hereby amended
in its entirety to read as follows:
2.33 "YEAR OF SERVICE"
--------------------------
A twelve (12) consecutive month Service Period, commencing
on the Employee's employment commencement date and the
anniversary dates thereof, consisting of at least one
thousand (1,000) hours of service, with the Company, or a
Related Company as hereinafter defined. All Years of
Service, whenever achieved, shall be counted for purposes
of determining eligibility to become a Participant. For
purposes of this section, "Related Company" is defined as
a member of a controlled group of corporations, as defined
in Code Section 1563, without regard to paragraphs (a)(4)
and (e)(3)(C) thereof, of which the Company is also a
member.
6. Effective December 12, 1994, a new Section 3.3 is hereby
added as follows:
3.3. IMPUTED MILITARY SERVICE
--------------------------------
Notwithstanding any provision of the 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).
7. Effective for Plan Years beginning on or after October 1,
1997, Section 4.4(a) is hereby amended in its entirety to read as follows:
(a) At periodic intervals, but not less frequently than once
each fiscal quarter of the Plan Year, the Administrator
shall determine the actual deferral percentage for the two
groups of Employees consisting of Highly Compensated
Employees (as defined in Section 4.4(c)) eligible to be
Participants (whether or not they are Participants) and all
remaining Employees eligible to be Participants (whether or
not they are Participants). The actual deferral percentage
for each of these groups is the average of the ratios,
calculated separately for each Employee in each group, of
(i) the amount of Salary Deferral Contribution for
such Employee for such Plan Year, to
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(ii) such Employee's Compensation for such Plan Year
before deducting his Salary Deferral Contribution.
The ratio for such a Highly Compensated Employee shall be referred
to herein as the "ADR."
8. Effective for Plan Years beginning on or after October 1,
1997, Section 4.4(b) is hereby amended in its entirety to read as follows:
(b) For each Plan Year, the Administrator shall determine:
(i) the product obtained by multiplying 1.25 times
the actual deferral percentage for those
Employees eligible to be Participants (whether or
not they are Participants) who are not Highly
Compensated Employees, and
(ii) the smaller of the amount determined as the sum
of the actual deferral percentage for this group
plus two percent (2%) and the amount determined
as the product of the actual deferral percentage
for this group multiplied by 2.
The higher amount of Sections 4.4(b)(i) and (b)(ii) above
is hereinafter in this Section 4.4 called the "Base
Percentage." If the actual deferral percentage for the
Highly Compensated Employee group exceeds the Base
Percentage, the deferrals of Highly Compensated Employees
in excess of the amount permitted are hereby referred to
as "Excess Contributions." The Administrator shall direct
a refund of the Excess Contributions and income
attributable thereto at such times and in such manner as
is permitted by the Code and Treasury Regulations. The
aggregate dollar amount of such Excess Contributions shall
be determined by reducing the Salary Deferral
Contributions of Highly Compensated Participants beginning
with the Highly Compensated Participant with the highest
ADR in accordance with Treas. Reg. Section
1.401(k)-1(f)(2). The Salary Deferral Contributions of the
Highly Compensated Participant with the highest ADR shall
be reduced to the extent necessary to reduce the ADR of
such Participant so that the actual deferral percentage
test is satisfied or so that such Participant's ADR is
equal to the ADR of the Highly Compensated Participant
with the next highest ADR. This reduction shall be
repeated until the actual deferral percentage test is
satisfied. The aggregate dollar amount of Excess
Contributions shall be equal to the total amount of such
Salary Deferral Contribution reductions. The aggregate
amount of Excess Contributions so determined shall be
distributed to Highly Compensated Participants using the
"dollar-leveling method." Under this method, Excess
Contributions shall be distributed first to the Highly
Compensated Participant with the highest dollar amount of
Salary Deferral Contributions so that each Participant's
Salary Deferral Contributions equal the dollar amount of
the Salary Deferral Contributions of the Highly
Compensated
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Participant with the next highest dollar amount of Salary
Deferral Contributions. If the total amount distributed is
less than the aggregate amount of Excess Contributions,
this method shall be repeated until the aggregate amount
of Excess Contributions has been distributed. After such
refunds are made, the Plan shall be treated as meeting the
actual deferral percentage test regardless of whether the
Plan would satisfy such actual deferral percentage test if
recalculated. Any Company Matching Contribution that was
in fact already made on behalf of such a Participant that
is attributable to such a refunded Excess Contribution
shall be forfeited. Income attributable to any refund
shall be determined in accordance with a method that
satisfies Treas. Reg. Section 1.401(k)-1(f)(4)(ii).
9. Effective October 1, 1997, Section 4.4(c) is hereby amended
in its entirety to read as follows:
(c) Highly Compensated Employees means active Highly Compensated
Employees or former Highly Compensated Employees. An active
Highly Compensated Employee means any Employee who (i) was a
five-percent owner (as defined in Code Section 416(i)) of the
Company at any time during the current or preceding year; or
(ii) for the preceding year had Compensation from the
Employer in excess of $80,000 (as adjusted by the Secretary
pursuant to Code Section 414(q)(1)). A former Employee shall
be treated as a Highly Compensated Employee if such Employee
was a Highly Compensated Employee (i) when such Employee
incurred a severance date or (ii) at any time after attaining
age fifty-five (55). The determination of who is a Highly
Compensated Employee will be made in accordance with Code
Section 414(q) and the regulations thereunder.
10. Effective October 1, 2002, Section 5.1(a) is hereby amended
in its entirety to read as follows:
(a) Subject to Section 5.1(b), for each month during each Plan
Year, the Company shall contribute to the Trust under this
Plan an amount equal to the lesser of:
(i) the entire amount of salary deferral of such
Participant for such month; or
(ii) four percent (4%) of the Compensation of such
Participant for such month.
11. Effective October 1, 1997, Section 5.1(b) is hereby amended
to read in its entirety as follows:
(b) Notwithstanding any other provision of this subsection,
beginning October 1, 2001 the Plan is intended to meet the
design-based safe harbors under
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Code Sections 401(k)(12) and 401(m)(11). For each Plan Year
in which the Plan meets the enhanced matching formula, the
tests specified in this Section 5.1 and in Section 4.4 need
not be calculated. Prior to each Plan Year, Employees will
receive the required notification that the Plan will utilize
the designed-based safe harbors. If the Plan will not utilize
the above design-based safe harbors, then Employees will be
notified as such prior to the beginning of the applicable
Plan Year.
Inasmuch as applicable federal law and regulations
establish certain limitations on Company Matching
Contributions for certain Employees, each Matching
Contribution shall be subject to automatic adjustment in
accordance with the following rules, which are intended to
assure compliance with applicable law:
(i) At periodic intervals, but not less frequently than
once each fiscal quarter of the Plan Year, the
Administrator shall determine the actual matching
percentage for the two groups of Employees
consisting of Highly Compensated Employees (as
defined in Section 4.4(c)) eligible to be
Participants (whether or not they are Participants)
and all remaining Employees eligible to be
Participants (whether or not they are Participants).
The actual matching percentage for each of these
groups is the average of the ratios, calculated
separately for each Employee in each group, of
(A) the amount of Company Matching Contribution
for such Employee for such Plan Year, to
(B) such Employee's Compensation for such
Plan Year before deducting his Salary
Deferral Contribution.
The ratio for such a Highly Compensated Employee shall be
referred to herein as the "ACR."
(ii) For each Plan Year, the Administrator shall
determine:
(A) the product obtained by multiplying 1.25
times the actual matching percentage for
those Employees eligible to be
Participants (whether or not they are
Participants) who are not Highly
Compensated Employees, and
(B) the smaller of the amount determined as
the sum of the actual matching
percentage for this group plus two
percent (2%) and the amount determined
as the product of the actual matching
percentage for this group multiplied by
two (2).
The higher amount of (b)(ii)(A) and (b)(ii)(B) above is
hereinafter in this Section 5.1 called the "Base
Percentage." If the actual matching
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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. The
Administrator shall reduce ACRs by reducing Company
Matching Contributions so that after the reduction, the
rate of Company Matching Contributions is uniform among
Participants. Any such Excess shall be treated as a
forfeiture and offset the Company Matching Contributions,
including any applicable income earned on such matching
contributions during the Plan Year.
(iii) If, after adjustment for any Plan Year of the
actual deferral percentages as provided under
Section 4.4(b) and the actual matching percentage
as provided under Section 5.1(b), the sum of the
actual deferral percentage and the actual
matching percentage for Highly Compensated
Employees eligible to be Participants exceeds the
sum of:
(A) 1.25 times the greater of the actual
deferral percentage or actual matching
percentage for all remaining Employees
eligible to be Participants plus
(B) the smaller of:
(1) two percentage points plus the
smaller of the actual deferral
percentage or actual matching
percentage for all such remaining
Employees, or
(2) 2.00 times the smaller of the
actual deferral percentage or
actual matching percentage for
all such remaining Employees;
then, prior to the end of the Plan Year, either
or both, as needed, of the actual deferral
percentage or actual matching percentage for such
participating Highly Compensated Employees shall
be reduced as set forth under Sections 4.4(b) and
5.1(b) herein until there is no such excess.
12. Effective October 1, 2002, Section 5.3 is hereby deleted in
its entirety and Sections 5.4, 5.5 and 5.6 are renumbered as Sections 5.3, 5.4
and 5.5.
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13. Effective October 1, 2001, Section 6.12(a) is hereby amended
in its entirety to read as follows:
(a) Participants shall be entitled to vote, at any meeting of
shareholders of The Laclede Group, Inc., all full and
fractional Shares attributable to their Accounts as shown on
the books of the Trustee, as of the record date for
determining shareholders entitled to vote at such meeting.
Arrangements shall be made for the Trustee to deliver to each
Participant a copy of all proxy solicitation materials,
before each annual or special meeting of shareholders of The
Laclede Group, Inc., together with a form requesting
confidential instructions on how the Shares which such
Participant is entitled to vote are to be voted at such
meeting. The Trustee shall vote all Shares as to which it has
received voting instructions from Participants at least three
(3) business days before the shareholders' meeting in the
manner thus instructed. The Trustee shall not vote any Shares
as to which voting instructions have not been timely received
from Participants. Voting instructions from individual
Participants shall be held by the Trustee in strictest
confidence, and neither the name of, nor the voting
instructions given by, any individual Participant who chooses
to give voting instructions shall be divulged by the Trustee
to the Company or to any director, officer, or employee
thereof, or to the Administrator, or to any other person.
14. Effective October 1, 1998, Section 7.3(b) is hereby amended
in its entirety to read as follows:
(b) The amount of such Additions with respect to any Participant
for any Plan Year shall not exceed the lesser of:
(i) The amount specified in Code Section 415(c)(1)(A),
as adjusted by the Secretary of the Treasury for
Cost of Living increases in accordance with Code
Section 415(d), as in effect on the last day of
the Plan Year; or
(ii) Twenty-five percent (25%) of the Participant's
Compensation for such Limitation Year.
In applying the foregoing limitation, the
Administrator shall take into account all defined
contribution plans of the controlled group. For
purposes of this section, controlled group means
the Company and any other corporation or other
business entity that from time to time is, along
with the Company, a member of a controlled group
as defined in Code Section 414, as modified by
Code Section 415(h) (fifty percent control test)
8
Amounts that cannot be credited to the Account in this
Plan of a particular Participant for a Plan Year because
of the limitations of this section shall be disposed of as
follows: first, Employee unmatched Salary Deferrals, if
any, shall be returned to the respective Participants who
made the contributions; and next, any remaining excess
Company contributions shall be allocated to suspense
accounts and used to reduce Company contributions for the
next Plan Year (and succeeding Plan Years as necessary)
for that Participant if the Participant is entitled to an
allocation of Company Matching Contributions for such
subsequent year, and if that Participant is not so
entitled to an allocation, the excess amount shall be
reallocated in the next Plan Year to all of the remaining
Participants as a Company contribution for such year.
However, amounts in suspense accounts must be used to
reduce Company contributions for all remaining
Participants and may not be distributed. Salary Deferral
Contributions refunded in accordance with this paragraph
shall include any income attributable thereto.
Code Section 415 is hereby incorporated by reference.
The Limitation Year shall be the Plan Year.
15. Effective October 1, 2000, Section 7.3(c) is hereby deleted
in its entirety.
16. Effective July 1, 2002, Section 8.1(f) is hereby amended in
its entirety to read as follows:
(f) Aggregation Group shall include each plan of the Company
in which a Key Employee is a Participant, and each other plan
of the Company, or any other corporation which is a member of
the same controlled group of corporations of which the
Company is a member, which enables any plan in which a Key
Employee participates to meet the requirements of Code
Sections 401(a)(4) or 410. The Company, or any other
corporation which is a member of the same controlled group of
corporations of which the Company is a member, may treat any
plan not required to be included in an Aggregation Group
under Code Section 416(g)(2)(A)(i) as being part of such
group if such group would continue to meet the requirements
of Code Sections 401(a)(4) and 410 with such plan taken into
account.
17. Effective October 1, 2000, Section 8.2(c) is hereby deleted
in its entirety and Section 8.2(d) is renumbered Section 8.2(c).
9
18. Effective October 1, 1997, Section 10.1(a) is hereby amended
in its entirety to read as follows:
(a) A Participant who ceases to be an Employee for any reason
(including death, disability or retirement) shall receive (or
if he is not then living, his Beneficiary shall receive) his
entire Account balance, as soon as is administratively
feasible after, but as of, the end of the month of such
cessation of employment; unless the Participant survives such
cessation of employment, and has elected, subject to the
provisions of Section 10.2(c)(ii) hereof, to have his entire
Account balance remain in, and continue to be subject to, and
invested in accordance with, the Plan for:
(i) a period of not in excess of five (5) years
following such cessation of his employment; or
(ii) in the case of a Participant whose entire Account
balance exceeds $5,000, for a period of not more
than five (5) years following cessation of
employment, or to age sixty-five (65), if later;
in either which case such Participant may, subject to the
provisions of Section 10.2(c)(ii) hereof, elect, upon at
least thirty (30) days advance written notice, to have his
then entire Account balance distributed to him at any time
during either such elected deferral period. In addition, a
Participant who has attained age fifty-nine and one-half
(59 1/2) shall be entitled to receive a distribution of
all of his Account at his election, which election must be
delivered at least thirty (30) days in advance of the
intended distribution date.
19. Effective January 1, 2001, Section 10.2(c)(ii) is hereby
amended in its entirety to read as follows:
(ii) with respect to distributions under the Plan made for
calendar years beginning on or after January 1, 2001, the
Plan will apply the minimum distribution requirements of Code
Section 401(a)(9) in accordance with the regulations under
Code Section 401(a)(9) that were proposed on January 17,
2001, notwithstanding any provision of the Plan to the
contrary. This amendment shall continue in effect until the
end of the last calendar year beginning before the effective
date of final regulations under Section 401(a)(9) or such
other date as may be specified in guidance published by the
Internal Revenue Service.
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Notwithstanding anything to the contrary in the Plan, and
notwithstanding any election of the Participant, payment of
benefits shall commence not later than the Participant's
required beginning date. Effective for Participants who
attain seventy and a half (70 1/2) years of age on or after
January 1, 2000, the required beginning date of a Participant
generally is the April 1 of the calendar year following the
later of (a) the calendar year in which the Participant
attains seventy and a half (70 1/2) years of age; and (b) if
the Participant is not a five percent owner as defined in
Code Section 416(i), the calendar year in which the
Participant retires.
Participants who attained seventy and a half (70 1/2)
years of age on or after January 1, 1997, and before
January 1, 2001 who remain Employees shall receive the
minimum distribution determined in accordance with Code
Section 401(a)(9) of the Code for the distribution years
1997, 1998, and 1999, respectively, provided that an
Employee who attained seventy and a half (70 1/2) years of
age in 2000 may elect to receive or defer such
distribution.
Payment of benefits may not extend over a period longer
than the lifetime of the Participant and his designated
Beneficiary (or in the case of a term certain, over a
period longer than the joint life expectancy of the
Participant and his designated Beneficiary without
recalculating life expectancies).
If a Participant dies on or after his required beginning
date after distribution of benefits has commenced but
before his entire interest has been distributed, the
remaining portion of such interest shall be distributed at
least as rapidly as the method in effect on the date of
death of the Participant.
If a Participant dies before his required beginning date,
the entire interest payable to his Beneficiary shall be
distributed within five years of the Participant's death,
unless such interest is payable over a period not to
exceed the life expectancy of the Beneficiary and payments
of such interest commence within one year after the
Participant's death. However, if the Beneficiary is the
surviving spouse of the Participant, payments of such
interest payable over a period not to exceed the life
expectancy of the Beneficiary need not commence before the
date on which the Participant would have attained 70 1/2
years of age; provided that if the surviving spouse dies
before distribution to such spouse begins, this sentence
shall be applied as if the surviving spouse were the
Participant.
For purposes of the required distributions, the
Participant may elect to receive a total distribution of
the Participant's Account, or the minimum distribution
which is required. If the Participant elects the minimum
required distribution, it will be based on the value of
the Participant's Account at December 31 of the calendar
year preceding the distribution year, divided by remaining
life expectancy. Minimum distributions shall be withdrawn
from each Investment Fund or Funds in the same
11
proportion as the balance of the Investment Funds bear to
each other. Subsequent distributions will be made at least
annually thereafter, by December 31 and will be for the
calendar year which ended on the prior December 31. If the
Participant dies after required minimum distributions have
commenced but before all of the Participant's Account has
been distributed, then the remainder of the Participant's
Account shall be distributed to the Participant's designated
Beneficiary not later than sixty (60) days after the date of
the Participant's death.
Mandatory distributions under this subclause (ii) will
comply with the distribution requirements, including the
minimum distribution incidental benefit requirements, as
provided under Code Section 401(a)(9) and the regulations
issued by the Secretary of the Treasury interpreting such
section, and Code Section 401(a)(9) is hereby incorporated
by reference. If any provision of this Plan conflicts with
such distribution requirements, then the Code Section
401(a)(9) distribution requirements will govern.
20. Effective October 1, 2002, Section 10.3(a) hereby amended
in its entirety to read 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 or a Related Company, as defined in
Section 2.33.
21. Effective January 1, 2000, Section 10.3(c)(i) is hereby
amended in its entirety to read 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 ten percent (10%, unless
the Participant elects no withholding); 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 Section 10.3(a). 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 Section 10.3(c)(iv).
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22. Effective October 1, 2002, Section 10.4(a) is hereby amended
in its entirety to read as follows:
(a) The aggregate amount of all such loans to a Participant made,
renewed, negotiated, modified, or extended shall not exceed
the lesser of fifty percent (50%) of the total value of the
Participant's Account or fifty thousand dollars ($50,000),
(which $50,000 amount shall be reduced by the excess, if any,
of: (A) the highest outstanding balance of loans to the
Participant from the Plan during the one year period ending
on the date before the date on which the new or additional
loan, or modification or extension of loan, is to be made,
over (B) the outstanding balance of loans to the Participant
from the Plan on the date on which such loan, or modification
or extension of loan, is made). In any event, no loan of less
than five hundred dollars ($500) shall be permitted. Accounts
shall be valued for these purposes as of the day preceding
the date of the loan. For purposes of this Section, "plan"
means all plans of the Company and Related Companies, as
defined in Section 2.33.
23. Effective October 1, 2002, Section 10.4(c) is hereby amended
in its entirety to read as follows:
(c) In the event a note or any installment thereunder is not
paid when due, the Administrator shall give written notice to
the Participant sent to his last known address and, if the
note or such delinquent installment is not paid for more than
a full calendar quarter, the loan shall be in default. The
Administrator shall treat a loan that has been defaulted upon
and not cured within the grace period as a deemed
distribution from the Plan. Interest shall continue to accrue
on a loan that is deemed distributed. Any loan that is deemed
distributed (including interest accruing thereafter) and that
has not been repaid is considered outstanding for determining
the maximum amount of any subsequent loan to the Participant.
A deemed distribution of a defaulted loan shall not be
considered an eligible rollover distribution for purposes of
Section 10.7 of the Plan. When a distribution of the
Participant's Account is made in accordance with the Plan, or
if a default occurs on the Participant's termination of
employment or death, the Administrator shall foreclose on the
security for the loan by deducting the amount of the
outstanding balance of the defaulted loan from the
Participant's Account. At the time of a lump sum distribution
of the Participant's Account, the Note shall be distributed
to the Participant (or Beneficiary).
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24. Effective October 1, 2002, the first paragraph of
Section 10.6 is hereby amended to read in its entirety as follows:
An eligible Employee, or an Employee who would be an eligible
Employee except that such Employee fails to satisfy the minimum age
and/or Year of Service requirements as defined in Section 3.1, may
contribute to the Trust an eligible rollover distribution, as
defined in the Internal Revenue Code.
25. Effective October 1, 2002, the last paragraph of
Section 10.6 is hereby amended to read in its entirety as follows:
Nothing in this Section 10.6 shall be construed to supersede or
otherwise change the participation requirements described in
Article III. At the time an Employee makes a Rollover Contribution
pursuant to the provisions of this Section 10.6, the Employee shall
designate Investment Fund allocation percentages for the Rollover
Contribution by filing an election with the Company, as described
in Article VI.
26. Effective October 1, 2002, Section 14.6 is hereby amended
to read in its entirety as follows:
14.6 APPLICATIONS FOR BENEFITS, APPEALS FROM DENIAL OF BENEFITS
-------------------------------------------------------------------
A Participant or Beneficiary who believes that he is
entitled to benefits under the Plan may file a written
request for such benefits with the Administrator setting
forth his claim.
Within ninety (90) days after receipt of the request, the
Administrator shall provide to every claimant who is
denied a claim for benefits, written notice setting forth
in a manner calculated to be understood by the claimant:
(a) The specific reason or reasons for the denial;
(b) Specific reference to pertinent Plan provisions on
which the denial is based;
(c) A description of any additional material or
information necessary for the claimant to perfect
the claim and an explanation of why such material
or information is necessary; and
(d) An explanation of the claim review procedure and
the time limits applicable to such procedures,
including a statement of the claimant's right to
bring a civil action under Section 502(a) of
ERISA following an adverse benefit determination
on review.
If special circumstances require an extension of time
beyond the initial ninety (90) day period, prior to the
end of such initial ninety (90) day
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period the Administrator shall provide to the claimant
written notice of the extension, the special circumstances
requiring the extension, and the date by which the
Administrator expects to render the final decision. In no
event shall such extension exceed a period of ninety (90)
days from the end of the initial ninety (90) day period.
If the Administrator does not furnish a response within
the initial ninety (90) day or extended period, the
claimant shall be deemed to have exhausted the claims and
appeals process set forth in this section and is entitled
to file suit in state or federal court.
If a claimant receives notice from the Administrator that
a claim for benefits has been denied in whole or in part,
the claimant or the claimant's duly authorized
representative may, within sixty (60) days after receipt
of notice of such denial:
(a) Make written application to the Administrator
for a review of the decision. Such application
shall be made on a form specified by the
Administrator and submitted with such documentation
as the Administrator shall prescribe;
(b) Review, upon request and free of charge, all
documents, records and other information in the
possession of the Administrator which are relevant
to the claim; and
(c) Submit written comments, documents, records and
other information relating to the claim.
If the claimant or his duly authorized representative
fails to file such appeal within sixty (60) days after the
claim is denied, the claimant shall be deemed to have
waived any right to appeal the denial of the claim.
If review of a decision is requested, such review shall be
made by the Administrator who shall review all comments,
documents, records, and other information submitted by the
claimant relating to the claim, without regard to whether
such information was submitted or considered in the
initial benefit determination.
The Administrator shall furnish a written decision on
review not later than sixty (60) days after the notice of
appeal is filed by the claimant. If special circumstances
require an extension of time beyond the initial sixty (60)
day period, prior to the end of such initial sixty (60)
day period the Administrator shall provide to the
claimant, written notice of the extension, the special
circumstances requiring the extension, and the date by
which the Administrator expects to render the final
decision. In no event shall such extension exceed a period
of sixty (60) days from the end of the initial sixty (60)
day period.
Any denial shall inform the claimant of the specific
reason or reasons for the denial, refer to the specific
Plan provisions on which the denial is
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based, state that the claimant is entitled to receive,
upon request and free of charge, reasonable access to, and
copies of, all documents, records, and other information
relevant to the claim, and state that the claimant has a
right to bring a civil action under Section 502(a) of
ERISA.
27. Effective October 1, 2002, Section 17.11 is hereby amended
to read in its entirety as follows:
17.11 SITUS
--------------
The Plan and the Trust by which it is funded shall be
construed, regulated and administered according to the
laws of the State of Missouri, to the extent not preempted
by federal law.
LACLEDE GAS COMPANY
By: GERALD T. McNEIVE, JR.
----------------------
Senior Vice President -
Finance and General Counsel
By: DOUGLAS H. YAEGER
-----------------
Chairman, President and
Chief Executive Officer
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