HomeMy WebLinkAbout2015 07_OMRF Trust Indenture_2015.04.07CITY OF OWASSO
RESOLUTION 2015 -07
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF OWASSO APPROVING AN AMENDED
AND RESTATED TRUST INDENTURE FOR THE OKLAHOMA MUNICIPAL RETIREMENT FUND;
PROVIDING AMENDMENTS TO THE TRUST TO AUTHORIZE DAILY VALUATIONS AND DAILY
ACCOUNTING FOR ASSETS WITHIN THE MASTER DEFINED CONTRIBUTION PLANS
ADMINISTERED BY OKLAHOMA MUNICIPAL RETIREMENT FUND; PROVIDING FOR DAILY
VALUATION OF PARTICIPANT ACCOUNTS IN THE DEFINED CONTRIBUTION PLANS
ADMINSTERED BY OKLAHOMA MUNICIPAL RETIREMENT FUND AND PROVIDING PROCEDURES
AND RULES FOR ACCOUNTING OF SUCH ASSETS; PROVIDING FOR EFFECTIVE DATE OF
AMENDED AND RESTATED TRUST INDENTURE AND CONTINUING EXISTING TRUST AS
AMENDED IN FULL FORCE AND EFFECT.
WHEREAS, the Board of Trustees of Oklahoma Municipal Retirement Fund have
approved an Amended and Restated Trust Indenture of the Oklahoma Municipal
Retirement Fund which makes various amendments to the Trust for purposes of allowing
daily valuations and rules and procedures for accounting of assets in the Master Defined
Contribution Plan which amendment is attached hereto as Exhibit "1 "; and,
WHEREAS, the amendment can only become effective upon approval by a two -
thirds (2/3) majority of the participating employers in the Oklahoma Municipal Retirement
Fund.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Owasso that
the attached amendment to the Oklahoma Municipal Retirement Fund Trust Indenture is
approved.
Adopted and approved by the City Council of the City of Owasso, on the 7 +h day
of April, 2015,
OF O�
Z� -Y
OFFICIAL
o JJeroberly, Mayor
ATTEST: SEAL
Sherry Bishop,,ity Clerk
APPROV AS TO FORM:
Zz
JuligXombardi, City Attorney
;.Highlighted:
`,Material changes
EXHIBIT 1
TRUST INDENTURE
ESTABLISHING
OKLAHOMA MUNICIPAL RETIREMENT FUND
Ok 9 Tm Indproposed lb%= for DCd: CMOdeily with metaki cheo highGgWd
TRUSTINDENTURE
OKLAHOMA MUNICIPAL RETIREMENT FUND
Table of Contents
ARTICLE I Name....
1.1 Name ......................................................... ...............................
1.2 Continuation of Trust ................................ ...............................
ARTICLE II Definitions and Construction ................. ...............................
2.1 Definitions......
2.2 Construction...
ARTICLE III Trustees ...........
Page No.
II-1
............. ...........................11 -1
........................................ I I -2
........... ...........................III -1
3.1
Existing Trustees ............................................. ...............................
..........................III -1
3.2
Creation of District Boundaries ...................... ...............................
..........................III -1
3.3
Number of Trustees and Nominations ......................................
............................... III -1
3.4
Elections .......................................................... ...............................
..........................III -1
3.5
Transitional Provisions ................................... ...............................
.......................... III -2
3.6
Terms of Office .............................................. ...............................
...........................III -2
3.7
Bonding Requirements ..............................................................
............................... III -2
3.8
Filling Vacancies ........................................... ...............................
...........................III -2
3.9
Officers and Duties ........................................ ...............................
...........................III -2
3.10
Office, Records and Meetings ...................................................
............................... III -3
3.11
Meetings .......................................................... ...............................
..........................III -3
3.12
Quorum ........................................................... ...............................
.......................... III -3
3.13
Compensation ................................................. ...............................
.......................... III -3
3.14
Systems for Reference ................................... ...............................
........................... III -3
3.15
Qualifications, Disqualification, and Limitations .....................
............................... III -4
ARTICLE IV Trust Assets......
4.1 Assets and Interests...
4.2 Valuations .................
4.3 Units of Participation
ARTICLE V Trust Expenses ........
-1
......... ............................... IV-1
............. ...........................IV -1
......... ............................... IV-1
V -1
5.1 Repealed April 1, 1991 .............................................................. ............................... V -1
5.2 Costs and Expenses .................................................................... ............................... V -1
5.3 Repealed April 1, 1991 .............................................................. ............................... V -1
5.4 Repealed April 1, 1991 .............................................................. ............................... V -1
5.5 Equipment and Supplies ............................................................ ............................... V -1
5.6 Budget ........................................................................................ ............................... V -1
ARTICLE VI Administration and Management .... ...............................
.... VI -1
6.1 Trustees Responsible ................................................................ ............................... VI -1
6.2 Appointment of Advisors and Others ....................................... ............................... VI -1
6.3 Required Appointments ............................................................ ............................... VI -1
ARTICLE VII Retirement Committee and Authorized Agent ................. ............................... VII-1
7.1 Retirement Committee .................................. ............................... ...........................VII-1
7.2 Authorized Agent ........................................... ............................... ..........................VII -1
7.3 Notice to Trustees .......................................... ............................... ..........................VII -1
7.4 Authority of Retirement Committee ............. ............................... ...........................VII-1
ARTICLE VIII Contributions ............................................... ............................... VIII-1
............... ....
8.1 Trustees Accountable .................................. ............................... VIII-1
..................
8.2 Delivery to Trustees ..................................... ............................... .......................... VIII -1
ARTICLE IX Payments From Trust Assets ................................................... ...........................IX -1
9.1 Direction by Retirement Committee ............................................. ...........................IX -1
9.2 Withholding and Releases ............................................................. ...........................IX -1
9.3 Exemption of Assets -- Restraints on Alienation: ...................................................... IX-1
9.4 Payment of Taxes .......................................................................... ...........................IX -2
9.5 Benefit Payments .......................................................................... ...........................IX -2
ARTICLEX Investment of Trust Assets ..................................................... ............................... X -1
10.1 Authorization of Trustees ............ ...............................
10.2 Limitation of Investments ............ ...............................
X -1
X -1
ARTICLE XI Accounting and Mechanical Operation of the Trust ................ ...........................XI -1
11.1 Deposit of Contributions .......................
11.2 Subsidiary Ledgers . ...............................
11.3 Investment of Funds ..............................
11.4 Liquidating Payments ...........................
11.5 Records of Securities Custodian ...........
ARTICLE XII Rights of Trustees ...........................
12.1 Enumeration of Rights ..........................
12.2 Protection by Written Directions ..........
12.3 Advice of Counsel .. ...............................
12A Indemnification of Trustee ....................
ARTICLE XIII Accounts of the Trustee
13.1 Inspection or Audit
.................................. ............................... XI -1
.................................. ............................... XI -1
...................................... I.......................... XI -1
.................................. ............................... XI -2
.................................. ............................... XI -2
................................ ............................... XII -1
..................................... ...........................XII -1
..................................... ...........................XII -1
..................................... ...........................XII -2
...................................... ..........................XII -2
3.2 Reports to Auditors ...................................................... ...............................
13.3 Annual Audit ................................................................ ...............................
13.4 Written Accounts ................................ ..................... .. ........ -
13.5 Approval of Accounts ........................ ...............................
13.6 Inquiry by Directors of the Oklahoma Municipal League
........ XIII-1
XIII -1
XIII -1
XIII -1
......... XIII -1
... XIII-1
... XIII -1
ARTICLE XIV Resignation, Removal and Succession of Trustees ........ ............................... XIV -1
14.1 Removal by Withdrawing Employer ........... ............................... ..........................XIV -1
14.2 Resignation by Trustee .......................................................... ............................... XIV -1
ii
14.3
Applicability to Successor Trustees .......................................
............................... XIV -1
14.4
Liability of Successor Trustees ..............................................
............................... XIV -1
14.5
Removal by Majority of Employers ......................................
............................... XIV -1
14.6
Resignation or Removal of All Trustees ................................
............................... XIV -1
ARTICLEXV Termination ......................................................................
............................... XV -1
15.1
Termination of System by Participating Employer ................
............................... XV -1
15.2
Distributions to Employer .......................................................
............................... XV -1
15.3
Termination on Loss of Exemption ........................................
............................... XV -1
15.4
Loss of Membership in Oklahoma Municipal League
........... ............................... XV -1
ARTICLE XVI Amendments .......................................................................
..........................XVI -1
16.1
Right to Amend ....................... . .............................................................................
XVI -1
16.2
Copies of Amendments ...............................................................
..........................XVI -1
16.3
Limitation on Right to Amend ....................................................
..........................XVI -1
ARTICLE XVII Controlling Law and Legal Actions .................................. .........................XVII -1
17.1 Controlling Law ......................................................................... ..........................XVII-1
17.2 Severability of Provisions ........................................................... .........................XVII -1
17.3 Legal Actions ............................................................................. ..........................XVII -1
ARTICLE XVIII Adoption by Other Incorporated Cities and Towns . ............................... XVIII -1
18.1 Authorization and Procedure ...
18.2 Asset Management.... ...............
ARTICLE XIX Miscellaneous ..................
11
I
XVKW
19.1 Application of Funds .............................................................. ............................... XIX -1
19.2 Tax Status of Trust ................................................................. ............................... XIX -1
19.3 Limitation of Interest ............................................................. ............................... XIX -1
19.4 Exclusive Benefit of Employees ............................................... ............................= -1
19.5 Separate Accounting for Contributions and Benefits ............... ............................= -1
19.6 Provisions Apply Separately ....................................................... ..........................XIX -1
19.7 Consolidation or Merger ........................................................... ............................= -1
19.8 Discretion of Trustees ................................................................. ..........................XIX -2
19.9 Fractions of a Cent ................................................................. ............................... XIX -2
iii
AR'T'ICLE I
Name
1.1 Name: The trust hereby created shall be designated and known as "OKLAHOMA
MUNICIPAL RETIREMENT FUND."
1.2 Continuation of Trust. This Trust is an amendment, restatement and continuation
of the existing Trust Indenture Establishing Oklahoma Municipal Retirement Fund. This
amendment and restatement of the Trust is effective upon date set forth in a separate certification
by the Trustees as the effective date of the conversion of the defined contribution System
administration to a daily valuation basis; provided that, the effective date in such certification
shall not be retroactive to a date prior to the date of the certification.
I -1
ARTICLE II
Definitions and Construction
2.1 Definitions: Where the following words and phrases appear in this Trust
Indenture, they shall have the respective meanings set forth below, unless their context clearly
indicates to the contrary.
Authorized Aeent shall mean the person designated by each Employer to represent it in
its transactions with the Trustees of this Trust and to perform such other duties as are set
forth herein and in the system of such Employer.
Daily Valuation Date shall mean each business day of the Plan Year for which there is an
established market value for System assets.
Employee shall mean any employee covered by the system of an Employer.
Employer shall mean: (1) each and every incorporated municipality in the State of
Oklahoma; (2) public trusts having municipality(ies) as beneficiary(ies); (3) interlocal
cooperatives created pursuant to 74 Oklahoma Statutes, Sections 1001, et seq., between
municipalities and/or their public trust, and; (4) any other legal entity comprising a
municipal authority as that term is used in Chapter 48 of Title 11 Oklahoma Statutes,
which has adopted a plan or system as herein defined and which has become a participant
in this trust according to the terms hereof.
Oklahoma Municipal Leaeue shall mean the wholly owned and financed instrumentality
of its member city and town governments by that name, in existence since 1913 to
perform common functions of each, and wholly controlled by an elected board of
municipal officials.
System shall mean each and every employee's retirement fund and system created or
adopted by an employer which is a participant in this trust.
Trust or Oklahoma Municipal Retirement Fund shall mean the Trust hereby created and
may be used to refer collectively to all the assets at any time comprising the corpus and
accumulated income thereof.
Trust Administrator shall mean the person, firm or corporation appointed by the Trustees
to see to the day to day operations of the Trust and to perform such other duties as are
herein specified.
Trustees shall mean the group or body composed of all Trustees serving hereunder at any
particular time.
II -1
2.2 Construction: Any word appearing in this Trust Indenture denoting gender,
whether masculine, feminine or neuter, shall, unless the context clearly indicates to the contrary,
include any other gender. The words "hereof," "herein," "hereunder" and other similar
compounds of the word "here" shall mean and refer to this entire Trust Indenture, not to any
particular provision or section. In all matters regarding this Trust, the decision of the Trustees
shall control and the construction, interpretation, resolution of any conflicts or inconsistencies
determined by the Trustees and their determination as to what should be supplied in the event of
omission, shall be binding and conclusive upon all persons and for all purposes.
II -2
ARTICLE III
Trustees
3.1 Existine Trustees: The Trustees serving on the effective date of this amendment
shall serve as such Trustees until their successors are elected and qualified as hereinafter
provided. These Trustees shall be referred to as the existing Trustees.
3.2 Creation of District Boundaries: The State of Oklahoma shall be separated into
eight districts for purposes of nomination of Trustees to the Oklahoma Municipal Retirement
Fund. The eight districts shall be as shown on the attached map, and shall be numbered one
through eight. The Trustees may, from time to time, amend the district boundaries as necessary
by adopting a resolution setting forth amended district boundaries. No amendment to district
boundaries shall disqualify a Trustee from completing his or her unexpired term.
3.3 Number of Trustees and Nominations: The Trustees of this Trust shall be nine (9)
in number. The Trustees shall be nominated by participating employer(s) located within the
district boundaries of the district for which nomination is made, except one Trustee shall serve
at- large, and such at -large Trustee may be nominated by any employer. Such nominations shall
be made by resolution of the employer and shall be filed with the Trust Administrator between
May 20th and June 30th, both inclusive, of each year for terms expiring in that year. No
nominations received by the Trust Administrator after June 30th, shall be considered.
3.4 Elections: After June 30th, the Trust Administrator shall prepare a ballot listing
thereon the names and a brief resume of the background and experience of all nominees for the
office for which said Trustee was nominated, (i.e., the district or at- large), and shall forward on
or before July 20th of each year by certified mail a copy of the ballot to the authorized agent of
each employer. The governing body of each employer shall be entitled to cast by resolution one
vote for each office to be filled, provided no vote shall be split or cast in any fraction or part of
the whole. The resolution shall direct the authorized agent to indicate the results of its voting on
the ballot furnished by the Trust Administrator, and to return the ballot to the Trust
Administrator. The ballot shall be returned to the Trust Administrator between July 20th and
August 30th of each year, and no ballots received by the Trust Administrator after August 30th
shall be counted. The nominee from each district receiving the largest number of votes shall be
elected to the office of Trustee for the respective district. In the event of a tie, the Trust
Administrator shall, on or before September 10th, prepare a second ballot listing thereon the
names of the nominees receiving such equal number of votes, following the same procedure as
provided for the first ballot, the governing body of the employers shall again vote, and the
nominee(s) receiving the largest number of votes shall be elected. Tie vote ballots shall be
returned to the Trust Administrator on or before October 20th, and no ballots received after that
date shall be counted.
A ballot signed by the authorized agent of an employer shall be conclusive evidence of
the vote or votes cast by such employer.
The Trust Administrator shall notify the employers of the final results of the election as
soon as same is determined, and the Trustees so elected shall take office on October 1st, except
in the case of Trustees elected on a tie vote ballot, who shall take office on November 1".
III -1
3.5 Transitional Provisions: In 1994, the Trustee for the "at- large" position shall be
elected, and in 1995 the Trustee for District No. 2 shall be elected. The initial terms for the
offices of Trustees after adoption of this amendment shall expire as follows:
Trustee District Expiration
No. 1
1998
No. 2
1995
No. 3
1997
No. 4
1994
No. 5
1996
No. 6
1996
No. 7
1995
No. 8
1997
At -large
1994
As soon as possible after the effective date of this amendment, the two newly created
Trustee offices from District No. 2 and the At -Large position shall be filled by appointment by a
majority of the existing Trustees for terms expiring as follows: District No. 2 expires in 1995,
and Trustee at -large expires in 1994.
3.6 Terms of Office: Except as provided in Section 3.5, the Trustees so elected under
this Trust Agreement shall serve for terms of five years, or until their successors are qualified.
3.7 Bonding Requirements: Each Trustee and Successor Trustee serving hereunder at
any time shall be covered by a corporate surety bond in an amount equal to at least ten percent
(10 %) of the total value of the Trust assets as determined at the close of the last fiscal year of the
Trust, in favor of the Trust hereby created and conditioned upon the full and faithful performance
of all duties, obligations, and responsibilities hereby imposed upon such Trustees, provided that
no such bond shall be required in an amount in excess of $500,000.00 per Trustee. The cost of
expense of such bond, which may be in the form of a blanket bond, shall be considered a proper
operating expense of the Trust and shall be paid from the segregated operating funds held by the
Trustees.
3.8 Filling Vacancies: Any vacancies in the Trustees occurring during any year may
be filled by appointment by the Chairman with confirmation by the affirmative vote of a majority
of the Trustees then serving. Any Trustee so appointed and confirmed by the Trustees shall hold
office for the remainder of the term of the vacating Trustee, subject to the other provisions
hereof, and until the election and qualification of his successor. Trustees appointed under this
section shall meet the qualifications set forth in Section 3.15 of this Trust.
3.9 Officers and Duties: The Trustees shall elect from their membership the
following officers who shall serve for a term of one (1) year or until their successors are elected,
but any officer shall be considered eligible for election to succeed himself:
Chairman: The Chairman shall be the chief executive officer of the Trustees, and shall
preside at all meetings of the members of the Trustees, and shall, after appropriate
resolution of the Trustees, sign all contracts, deeds, and other formal instruments on
III -2
behalf of the Trustees, and shall sign all checks disbursing any part of the segregated
Trust Operating Fund held by the Trustees.
Vice - Chairman: The Vice - Chairman shall in the absence of or during the disability of the
Chairman, have all the powers and perform all the duties of the Chairman.
Secretary: Under the direction of the Trustees the Secretary shall have charge of the
records of all proceedings of the Trustees and shall record minutes of all meetings of the
Trustees, and shall attest to the signature of the Chairman on all documents or
instruments requiring such signature, and shall make such reports and certifications, and
shall perform such other duties as are incident to his office or may be required of him by
the Trustees. One or more Assistant Secretary may be elected by the Trustees.
Treasurer: The Treasurer shall certify to the accuracy of all statements and reports
relating to the assets of the Trust and shall countersign all checks disbursing any part of
the segregated Trust Operating Fund held by the Trustees.
3.10 Office. Records and Meetings: The Trustees shall establish an office or offices
with suitable space for meetings of the Trustees and for use of the Trust Administrator and other
administrative personnel. The Trustees shall maintain accurate and detailed records and
accounts of all their transactions. All books and records of the Trustees, the Administrator, and
the Trust shall be kept in such office or offices or in such other specified place or places as the
Trustees shall designate for safekeeping and or convenient, ready reference. The Trustees shall
hold meetings in such office or offices, on a regular basis once each month, and at such other
times upon the call of the Chairman or a majority of the Trustees. All books and records,
including the record of the Trustees' proceedings shall be available at all reasonable times for
inspection or audit by any employer, employee, or other interested person or persons.
3.11 Meetings: The meetings of the Trustees of the Oklahoma Municipal Retirement
Fund shall be subject to the Open Meeting Act.
3.12 Quo rum: At any meeting of the Trustees the presence of a majority of the
Trustees then serving shall be necessary to constitute a quorum for all purposes, and the act of a
majority of the Trustees present at any meeting at which there is a quorum shall be the act of all
the Trustees, except as may otherwise be specifically provided by law or by this Trust
Agreement.
3.13 Compensation: No Trustee or Successor Trustee serving hereunder shall be
entitled to receive any compensation for his services as such Trustee, but all such Trustees shall
be entitled to reimbursement out of the Trust Operating Fund held by the Trustees of all
reasonable expenses, including a reasonable travel allowance incurred in order to attend
meetings of the Trustees or to perform other necessary and proper duties incident to the office of
such Trustee.
3.14 Systems for Reference: Each employer shall deliver to the Trustees a copy of the
System established by such employer and any amendment thereto for convenience of reference,
but the rights, powers, titles, duties, discretion, and immunities of the Trustees shall be
governed solely by this instrument without reference to such System.
III -3
3.15 Qualifications. Disqualification, and Limitations: Each person nominated,
elected, or appointed to serve as Trustee of this Trust shall be at the time he. is to take office an
officer of the employer, member of the governing body of the employer, or an active or retired
participant in the system. (Active or retired participant shall mean an employee with an account
balance or benefit remaining in the system.) For the district offices the Trustee shall be an
officer or member of the governing body of an employer located in the district represented by the
Trustee, and in the case of a retired or active participant the Trustee's participation must be with
an employer located in the district for which the Trustee serves.
Any Trustee shall immediately be disqualified upon failing to meet any of the criteria for
qualification as set forth above.
IIIC!
ARTICLE IV
Trust Assets
4.1 Assets and Interests: The assets of this Trust shall consist of such assets and the
income therefrom, including such contributions as shall from time to time be made to the
Trustees by each Employer under its System, or property for which any of the same shall be
exchanged or into which any of the same shall be converted, together with any other assets from
time to time held hereunder by the Trustees. All legal right, title and interest in and to the assets
of the Trust shall at all times be vested exclusively in the Trustees or their nominee and no
Employee shall be deemed to have a severable ownership of any asset of the Trust or any right of
partition or possession thereof, but each Employer shall have a proportionate undivided interest
therein, based upon the number of units of participation and the value of other assets allocated to
its account, sharing ratably with other Employers in the income, gains or losses.
4.2 Valuations: The Securities Custodian(s) shall appraise and place valuations upon
the assets of the Trust held by it as of the month end with respect to the assets of each defined
benefit System and on each Daily Valuation Date for each defined contribution System. The
Recordkeeper(s) shall appraise and place valuations upon the assets of each defined contribution
System and the individual participant accounts of each Daily Valuation Date. Any Trust assets
not held by the Securities Custodian(s) shall be appraised and valued by the Trustees on said
date.
The valuation of all assets of the Trust shall be both at cost and at the fair market value
thereof as determined by reference to the best available source or sources in the opinion of the
Securities Custodian(s) and the Trustee, and both the Securities Custodian(s) and Trustees may
rely on figures, or statements appearing in any reputable publication purporting to state sales
prices, market quotations, values, bid and asking prices, or any facts affecting values and upon
the opinion of one or more persons familiar with the reasonable market value of any assets to be
valued, and shall incur no liability for error in any such valuations made in good faith.
4.3 Units of Participation:
(1) Defined Benefit Systems. This paragraph shall apply solely to the
valuation of defined benefit System assets. As of each valuation date the invested portion of the
Trust assets in the hands of the Securities Custodian(s) shall be divided into units of equal value
for convenience in determining the proportionate interest of the plan or System of each separate
Employer and the proportionate interest of each such Employer shall be expressed by the number
of such units allocated thereto. The initial value of each such unit shall be Ten Dollars ($10.00)
and thereafter its value shall be a fractional portion of the established valuation of all assets of
the Trust in the hands of the Securities Custodian(s) using one (1) as the numerator of such
fraction and the total number of units participating in the Trust as the denominator. The Trustees
may from time to time cause the units of the Trust to be divided into a greater number of units of
lesser value or cause them to be combined into a lesser number of units of greater value. Units
of participation in the invested portion of the Trust assets in the hands of the Securities
Custodian(s) shall not be evidenced by any form of certificate, but the Trustee shall maintain a
record of the number of units outstanding allocated to each Employer.
WWI
(2) Defined Contribution Systems This paragraph shall apply solely to
defined contribution System assets. The units of participation method described in Section
4.3(1) above may be used to determine the proportionate interest of each defined contribution
System in the portion of the Trust attributable to defined contribution Systems. Alternatively,
the proportionate interest of each defined contribution System may be determined directly as the
market value of all participant accounts of a defined contribution System on a given Daily
Valuation Date compared with the total market value of all participant accounts of all defined
contribution Systems on such Daily Valuation Date.
IV -2
ARTICLE V
Trust Expenses
5.1 Revealed April 1, 1991
5.2 Costs and Expenses: All costs and expenses incurred in the operation,
administration, investment, and management of the Trust shall be paid from the Trust assets for
and on behalf of the employees or other beneficiaries participating in the system, by the
Securities Custodian(s) from the funds in its possession. The Trustees shall have discretion to
allocate costs and expenses among the participating Systems in a reasonable manner.
Disbursements from the Trust for expenses shall be made only upon approval by the Trustees.
Provided, the Trustees are authorized to charge costs for special participant record keeping and
reports to the requesting participants or Employer. Provided further, the Trustees and the
Recordkeeper(s) shall have discretion to charge an employee's account for reasonable expenses
directly related to that account. Nothing herein shall authorize the payment of any funds from
the Trust assets except those funds necessary to pay the reasonable and necessary expenses of the
operation, administration; investment, and management of the Trust for the benefit of the
participating employees and their beneficiaries.
5.3 Repealed April 1. 1991
5.4 Repealed April 1. 1991
5.5 Eouipment and Supplies: The Trustees are authorized to purchase such
equipment and supplies as they shall deem necessary for the efficient operation, administration,
and management of the Trust. Such payments shall be considered an expense of the Trust and
the equipment and supplies so purchased shall be an asset of the Trust and shall be held by the
Trustees as such and no Employer shall be deemed to have severable ownership therein or any
right of partition or possession thereof, but each Employer shall have proportionate undivided
interest therein as specified in Article IV hereof.
5.6 Budget: The Trust Administrator shall prepare an annual budget to include all
anticipated costs and expenses of the Trust. The budget shall be submitted to the Trustees for
approval at the June meeting. Monthly statements showing expenses shall be submitted to the
Trustees at each regular monthly meeting.
V -1
ARTICLE VI
Administration and Management
6.1 Trustees Responsible: The Trustees shall be responsible for the operation,
administration and management of the Trust and shall determine the general investment policy to
be followed in the investment of the Trust assets and shall approve all investments either before
or after the same are made or by establishing a list of specified authorized securities and other
investment media in which Trust funds may be invested in accordance with the general
investment policy.
6.2 Appointment of Advisors and Others: In order to carry out the responsibilities
hereby imposed upon them, the Trustees shall appoint such advisors, consultants, agents and
employees, each of whom may be such individual, firm or corporation as shall be deemed
necessary or advisable and approved by the Trustees. Such individuals, firms or corporations
may be retained or employed in such manner and upon such terms as shall seem appropriate and
proper to the Trustees, either by contract or retainer, by regular full or part-time employment or
by such other arrangements as shall be satisfactory to the Trustees and shall be subject to such
bonding requirements as shall be established by the Trustees. The fees, commissions, salaries or
other compensation of such advisors, consultants, agents or employees shall be paid by the
Trustees from the Trust Operating Fund.
6.3 Required Appointments: In addition to others which may from time to time be
determined to be necessary, the Trustees shall appoint the following advisors, consultants, agents
or employees who shall perform the duties and services indicated below and such other duties
and services as may from time to time be requested or directed by the Trustees, and who shall be
responsible to the Trustees and shall attend all regular meetings of the Trustees:
Trust Administrator: The Trust Administrator shall be responsible to the Trustees for the
day to day operation of the Trust, and shall on behalf of the Trustees,
1) Be responsible for the transmittal of communications from the
Trustees to the Employers.
2) Receive or directly submit to the Recordkeeper(s) payroll and
employment reports from Employers and maintain current employment, earnings, and
contribution data on each covered employee of each Employer.
3) Certify to any proper and interested patty the amount and duration
of benefits to be paid from the Trust Fund,
4) Coordinate the activities of all other advisors, consultants, agents
or employees appointed by the Trustees.
5) Maintain all necessary records reflecting the operation and
administration of the Trust and Trust Operating Fund and submit detailed reports thereof
to the Trustees at each regular meeting of the Trustees and at such other time or times as
requested by the Trustees.
VI -1
6) Process all claims for payment of benefits or expenses for approval
of the Trustees.
7) File on behalf of the Trustees such reports or other information as
shall be required by any State or Federal law or regulation.
Investment Counsel: The Investment Counsel shall be a professional, impartial and
experienced person, firm or corporation and shall advise and assist the Trustees in the
formation of general investment policy and in the acquisition and sale of specific
securities or other investment media. Duties include, but are not limited to, searches,
monitoring, reporting and recommending hiring or terminating managers. The Trustees
shall consult with Investment Counsel regarding all trust investments but shall be under
no specific obligation to strictly adhere to the advice or recommendations of such
counsel.
Security Custodian(s): The Securities Custodian(s) shall hold all stocks, bonds and other
securities of the Trust on behalf of the Trustees and shall buy, sell, exchange or otherwise
deal with or contract with reference to such stocks, bonds and other securities as directed
by the Trustees or as directed by authorized parties. The Securities Custodian(s) shall
also provide safekeeping of all such securities and shall collect and disburse the income
or proceeds thereof as directed by the Trustees and shall maintain accurate records
regarding all investments, receipts, and disbursements and shall submit detailed reports to
the Trustees at each regular meeting of the Trustees and at such other time or times as
requested by the Trustees. All stocks, bonds or other securities so held by the Securities
Custodian(s) may be held in the name of the Trustees or in his or its name as nominee or
in the name of a nominee serving on behalf of the Security Custodian(s).
Actuar : The Actuary shall advise and assist the management of the Trust and shall, so
often as directed by the Trustees but at least biannually, compute from data furnished by
the Trust Administrator the cost rate for the actuarial valuation reports to each Employer
and to the Trustees concerning funding, cash flow and related requirements. All cost and
actuarial valuation reports furnished by the Actuary shall be certified by a Fellow of the
Society of Actuaries.
Auditor: The Auditor shall be engaged to perform such duties, examinations or other
services and to render such reports as the Trustees may from time to time direct.
Legal Counsel: The Trustees may appoint legal counsel to render such advice or perform
such legal services as may from time to time be deemed by the Trustees to be necessary
or advisable in the operation of the Trust. Such legal counsel shall be a duly licensed
attorney engaged in the active practice of law within the State of Oklahoma.
Recordkeener(s): The Recordkeeper(s) shall provide systems and processes to receive
and maintain participant records and data on behalf of each Employer which reflects all
required fields of participant plan activity including but not limited to name, social
security number, salary, plan contributions, employment date, interest earnings, taxable
and non - taxable status of the funds and distribution activity.
VI -2
ARTICLE VII
Retirement Committee and Authorized Agent
7.1 Retirement Committee: The System of each Employer provides and shall continue
to provide for the appointment or election of a Board of Trustees to administer that System.
Such Board of Trustees shall serve as and be hereinafter referred to as the "Retirement
Committee" of such Employer. It shall be the duty of the "Retirement Committee" of each
Employer to furnish the, Trust Administrator all necessary payroll and contribution information,
to file claims on behalf of Employees, to see that all Employee and municipal contributions are
forwarded promptly to the Trustees for investment, to determine eligibility of employees for
participation and benefits, and to perform such other duties as shall be imposed thereupon by
other provisions herein contained or by the System of such Employer.
7.2 Authorized Agent: In order to simplify the relationship between the Trustees
and /or Trust Administrator and each Employer, each Retirement Committee shall designate an
individual who may, but need not, be one of its members to serve as "Authorized Agent ". The
"Authorized Agent" shall furnish all necessary information on behalf of his municipality to the
Trustees and/or Trust, Administrator and shall be the proper person to receive all
communications, correspondence or other information furnished by the Trustees or Trust
Administrator to the particular Employer.
7.3 Notice to Trustees: Each Employer shall notify the Trustees of the name of the
members of its Retirement Committee and shall furnish the Trustees a specimen of signature of
each member of the Retirement Committee. The members of the Retirement Committee shall
notify the Trustees of the name and business address of the Authorized Agent selected by the
Committee.
7.4 Authority of Retirement Committee: Each Retirement Committee shall have
complete authority to determine the existence, non - existence, nature and amount of the equitable
rights and interests of all persons in the Trust assets, as such rights and interests affect its
System. All directions by the Retirement Committee to the Trustees shall be in writing and
signed by the Authorized Agent. Until notified of a change, the Trustees shall be fully protected
in acting upon the assumption that the membership of the Retirement Committee and its
Authorized Agent have not been changed.
VII -1
ARTICLE VIII
Contributions
8.1 Trustees Accountable: The Trustees shall be accountable for all contributions
received by them but shall have no duty to require any contribution to be made to them or to
determine that the amounts received comply with the System of any Employer or to determine
that the Trust assets are adequate to provide the benefits payable pursuant to any System.
8.2 Delivery to Trustees: Each Employer shall withhold from the compensation of
each Employee covered by its System the portion of the total contribution to be made by such
Employee pursuant to its System. On or before the fifteenth (15) day of each month, each
Employer shall forward to the Trustees or other authorized parties the Employees' contributions
so withheld during the immediately preceding month, together with the portion of the total
contributions to be paid by the Employer pursuant to its System for such preceding month.
VIII -1
ARTICLE IX
Payments From Trust Assets
9.1 Direction by Retirement Committee: Payments of benefits to or for Employees
shall be made from the Trust assets by the Trustees to such persons, in such manner, at such
times and in such amounts as the Retirement Committee of each Employer shall direct. The
Trustees shall be fully protected in making, discontinuing or stopping such payments from the
Trust assets in accordance with the directions of the Committee. The Trustees shall have no
responsibility to see the application of payments so made or to ascertain whether the directions
of the Committee comply with the System of each Employer. When the Committee directs that
any payment is to be made only during or until the time a certain condition exists regarding the
payee, any payment made by the Trustees in good faith, without actual notice or knowledge of
the changed status or condition of the payee, shall be considered to have been properly made by
the Trustees and made in accordance with the direction of the Committee. If any such payment
is made by a check mailed to the payee and such check is returned to the Trustee undelivered, or
if the Trustees are otherwise unable to deliver any such payment to the payee, the Trustees shall
promptly give notice thereof to the Committee.
9.2 Withholding and Releases: The Trustees are authorized, but not required, to
withhold from distributions to any payee such sum as the Trustees may reasonably estimate as
necessary to cover federal and state taxes for which the Trustee may be liable, which are, or may
be, assessed with regard to the amount distributable to such payee. Upon discharge or settlement
of such tax liability, the Trustees shall pay the balance of such sum, if any, to such payee or to
his estate. Prior to making any payment or distribution hereunder, the Trustees may require such
releases or other documents from any lawful taxing authority and may require such indemnity
from any payee or distributee as the Trustees shall reasonably deem necessary for their
protection.
9.3 Exemption of Assets -- Restraints on Alienation:
(1) Assets Exemut. Except as otherwise provided in Section 9.3(2) of this
Trust Indenture, the assets of the Trust shall be exempt from legal process, and distributions
payable from the Trust assets shall not be subject in any manner to anticipation, alienation, sale,
transfer, assignment, pledge, encumbrance, charge, garnishment, execution, or levy of any kind,
either voluntary or involuntary, but excluding devolution by death or mental incompetency,
including any such liability which is for alimony or other payments for the support of a spouse or
former spouse or any otherwise relative of the Employee, prior to actually being received by the
person entitled to the benefit under the terms of the System. Any attempt to anticipate, alienate,
sell, transfer, assign, pledge, encumber, charge, or otherwise dispose of any right to benefits
payable hereunder shall be void. The Trustee and Trust assets shall not in any manner be liable
for, or subject to the debts, contracts, liabilities, engagements, or torts of any person entitled to
benefits hereunder. None of the System benefits or Trust assets shall be considered an asset of
the Employee in the event of his divorce, insolvency, or bankruptcy.
IX -1
(2) Qualified Domestic Relations Orders:
(a) The provisions of Section 9.3 of this Indenture shall not apply to a
Qualified Domestic Relations Order as provided pursuant to this subsection.
(b) The term "Qualified Domestic Relations Order" means an order
issued by the District Court of this State pursuant to the domestic relations laws of the
State of Oklahoma which relates to the provision of marital property rights to a spouse or
former spouse of a member, and which creates or recognizes the existence of an alternate
payee's right to, or assigns to an alternate payee the right to receive a portion of the
benefits payable with respect to a member of the System.
(c) Each retirement plan administered by the Oklahoma Municipal
Retirement Fund shall include rules and regulations for Qualified Domestic Relations
Orders. Such rules shall be included as a part of each Tax Qualified Retirement Plan.
(3) Loans Secured by Participants Accrued Non - Forfeitable Benefits. Where
specifically authorized by the employer's System, a loan may be made to a participant from the
Trust, and such loan shall not be treated or construed as an assignment or alienation prohibited
by this Section if such loan is secured by the participant's accrued, non - forfeitable benefit under
the Plan, and satisfies the applicable requirements of the Plan and the Internal Revenue Code of
1986, as amended (including Section 72, and applicable amendments thereto). (This paragraph
was inadvertently omitted in the January 2007 version and reinserted in June 2011)
9.4 Payment of Taxes: The Trustees may pay any taxes or assessments which, in
their opinion, are proper charges against the Trust, without liability for error judgment, and the
Trustees shall be entitled to exoneration and reimbursement from the Trust for any taxes or
assessments levied on or payable by them with respect to the Trust or any asset thereof or
income therefrom. Any such taxes shall be apportioned or allocated to the accounts of the
various Employers as the Trustees shall determine to be legal and equitable.
9.5 Benefit Payments: In order to provide a more efficient procedure for the payment
of benefits, the Trustees may adopt other suitable means to issue such benefit payments and may
authorize the Trust Administrator to issue the same, under such rules and regulations as the
Trustees may adopt; provided, however, that any such adoption and authorization shall in no way
reduce the liability of the Trustees or relieve them of any responsibility regarding the protection
of Trust assets.
IX -2
ARTICLE X
Investment of Trust Assets
10.1 Authorization of Trustees: The Trustees are authorized to invest and reinvest the
Trust assets in such bonds, notes, debentures, mortgages, investment trust certificates, preferred
or common stocks, interest in realties, leaseholds, fee titles, equipment trust certificates, royalties
(including overriding oil and gas royalties whether measured by production or by gross or
taxable income from property), or in oil and gas leases, oil payments or any other type of oil
properties, and other forms of securities and/or investments permissible under applicable law,
including securities of any Employer, as the Trustees may deem advisable and the Trustees may
hold any portion of the Trust assets in cash pending investment or payment of expenses or
benefits without liability for interest.
10.2 Limitation of Investments: Any provisions herein contained notwithstanding, no
investment shall be made which is prohibited by the law of the State of Oklahoma and prior to
making any investment in any security of any Employer, the Trustees shall secure a Wiling from
the Internal Revenue Service that such investment will not adversely affect the status of the
Trust, unless occasion for such particular ruling shall be eliminated by statute, regulation or other
determination of general application.
X -1
ARTICLE M
Accounting and Mechanical Operation of the Trust
11.1 Deposit of Contributions: All contributions received by the Trustees from any
Employer, including the portion thereof attributable to contributions by employees, shall be
immediately deposited by the Trust Administrator in such depository as shall have been
designated by the Trustees and credited to the account of the contributing Employer on the books
of the Trust.
11.2 Subsidiary Ledgers: The Trust Administrator shall establish and maintain a
subsidiary ledger for each Employee covered by the System of every Employer and shall
accurately reflect therein the total amount of contributions made by such covered Employee
pursuant to the System under which he or she is covered.
11.3 Investment of Funds:
(1) Defined Benefit Systems. This paragraph shall apply solely to defined benefit
Systems. The Trustees shall deliver all or such portion as they deem proper, of the contributions
held by them and credited to the account of an Employer to the Securities Custodian(s) for
investment immediately upon determination by the Securities Custodian(s) of the value per unit
of participation in accordance with Article IV hereof, as of the valuation date next following
receipt of such contributions by the Trustees. The Securities Custodian(s) immediately upon
receipt of such funds, shall proceed to invest the same pursuant to the directions of the Trustees,
and shall allocate to each Employer, the appropriate number of units of participation determined
by dividing the total amount of such funds delivered to it and credited to the account of such
Employer by the value per unit of participation on such valuation date. Provided, however, if
any contribution of an Employer is received by the Trustees subsequent to any valuation date but
prior to the determination of the value per unit of participation as of such valuation date, the
Trustees shall deliver all or such portion as they deem proper of such contribution to the
Securities Custodian(s) for investment, immediately upon the determination by the Securities
Custodian(s) of such value per unit of participation and the Securities Custodian(s) shall proceed
to invest the same as above set out and shall allocate to the account of each such Employer an
appropriate number of units of participation determined as above required but -based upon the
value per unit of participation as of such immediately past valuation date. In each event the
Securities Custodian(s), immediately upon allocation of units of participation to the accounts of
individual Employers, shall notify the Trust Administrator of such allocation and the Trust
Administrator shall make appropriate entries in the books and records of the Trust.
(2) Defined Contribution S,, std This paragraph shall only apply solely to
defined contribution Systems. The Trustees shall deliver all or such portion as they deem proper,
of the net contributions held by them and credited to a defined contribution System Employer to
the Securities Custodian(s) for investment. Such amounts shall be appropriately allocated to
each investment option based on Employee elections. The investment of such funds shall be
made as soon as reasonably practicable.
XI -1
11.4 Liquidating Payments:
(1) Defined Benefit Systems. This paragraph shall apply solely to defined benefit
Systems. The Trust Administrator shall notify the Securities Custodian(s) of the amount of any
funds required by the Trustees for the purpose of making any benefit payments due under the
System of any Employer. Immediately upon determination by the Securities Custodian(s) of the
value per unit of participation, in accordance with Article IV hereof, as of the valuation date next
following the receipt of such notice the Securities Custodian(s) shall liquidate for cash a number
of the units of participation credited to the account of such Employer sufficient to produce the
required funds and shall appropriately reflect such liquidation in its records. The funds so made
available shall be delivered to the Trust Administrator for deposit and credit to the account of the
appropriate Employer. The Securities Custodian(s) shall also furnish the Trust Administrator the
information necessary to reflect such liquidation in the books and records of the Trust.
(2) Defined Contribution Systems This paragraph shall apply solely to defined
contribution Systems. The Recordkeeper(s) shall notify the Securities Custodian(s) of the
amounts of each investment option required for the purpose of investing Employee contributions,
trades or transfers and making benefit payments (including withdrawals, loans and transfers) to
Employees. The Securities Custodian(s) shall sell a sufficient amount of each investment option
to meet the payment obligations and deliver the funds to the Trust Administrator.
11.5 Records of Securities Custodian(s): In addition to any other records required of it,
the Securities Custodian(s) shall at all times maintain accurate records of its receipts and
disbursements and of the income, expenses, gains and losses earned or incurred by it in all
transactions with relation to the Trust or any assets or investments thereof.
XI -2
ARTICLE X11
Rights of Trustees
12.1 Enumeration of Rights: Subject only to other pertinent provisions of this Trust,
and in addition to other enumerated rights, powers and privileges, the Trustees are further
authorized and empowered:
To hold, manage, improve, repair and control all property, real or personal, at any time
forming part of the Trust assets; to sell, convey, transfer, exchange, partition, lease for
any term, even extending beyond the duration of this Trust, and otherwise dispose of the
same from time to time in such manner, for such consideration and upon such terms and
conditions as the Trustees shall determine; to vote any corporate stock either in person or
by proxy, with or without power of substitution for any purpose;
To cause any property of the Trust to be issued, held or registered in the individual names
of the Trustees, or in the name of a nominee, or in such form that title will pass by
delivery, provided the records of the Trustees shall indicate the trust ownership of such
property;
To exercise any conversion privilege or subscription right given to the Trustees as the
owner of any security forming part of the Trust assets; to consent to, take any action in
connection with, and receive and retain any securities resulting from reorganization,
consolidation, merger, readjustment of the financial structure, sale, lease or other
disposition of the assets of any corporation or other organization, the securities of which
may be an asset of the Trust;
To employ such agents and counsel as may be reasonably necessary in managing and
protecting the Trust and to pay them reasonable compensation from the Trust Assets; to
settle, compromise, or abandon all claims and demands in favor of or against the Trust; to
charge any premium on bonds purchased above par value to the principal of the Trust
without amortization from the income of the Trust, regardless of any law relating thereto;
To exercise all the further rights, powers, options and privileges granted to, provided for,
or vested in Trustees generally under the laws of the State of Oklahoma as amended from
time to time, it being intended that, except as herein otherwise provided, the powers
conferred upon the Trustees herein shall not be construed as in limitation of any authority
conferred by law but shall be construed as in addition thereto; and
In addition to the enumerated powers herein, to do all other acts in their judgment
necessary or desirable for the proper administration of the Trust.
12.2 Protection by Written Directions: The Trustees shall be fully protected in taking
any action indicated by this instrument to be within the scope of the authority of any member of
the Retirement Committee under the System of an Employer in accordance with any written
instrument purporting to be signed by such person or persons authorized to sign for the
Retirement Committee, which the Trustees, in good faith, believe to be genuine.
ME
12.3 Advice of Counsel: The Trustees may consult with counsel in respect to any of
their duties or obligations hereunder and shall be fully protected in acting or refraining from
acting in accordance with the advice of such counsel.
12.4 Indemnification of Trustee: The Trustees shall incur no personal liability (except
for their own gross negligence) for any act done or omitted to be done in good faith in the
administration of the Trust, and the Trustees shall be indemnified and saved harmless by the
Employers, or from the Trust, or both, from and against any and all liability to which the
Trustees may be subjected by reason of any such act or conduct, including all expenses
reasonably incurred in their defense.
k0eq
ARTICLE YM
Accounts of the Trustee
13.1 Inspection or Audit: The Trustees shall maintain accurate and detailed records
and accounts of all transactions hereunder, which shall be available at all reasonable times for
inspection or audit by each Authorized Agent or Retirement Committee as to its Employer's
Trust share, or by any other person designated by the governing body of a participating
Employer.
13.2 Reports to Auditors: The Trustees at the direction of any Employer shall submit
to the auditors for such Employer, such valuations, reports, or other information as they may
reasonably require.
13.3 Annual Audit: The Trustees shall cause an audit to be made of the Trust and
Trust Operating Fund as of the end of each fiscal year thereof and as of such other date as the
Trustees shall determine.
13.4 Written Accounts: Following the close of each fiscal year of the Trust, the
Trustees shall file with each Employer a written account setting forth all transactions effected by
them subsequent to the end of the period covered by the last previous annual account pertaining
to the System of such Employer and listing the assets of the Trust relating to the System of such
Employer at the close of the period covered by such account, at fair market value.
The fiscal year and annual accounting period of the Trust shall be the twelve -month
period beginning July 1 and ending June 30 of the following year during the existence of the
Trust. Such fiscal year accounting period shall not be changed except after approval by the
Internal Revenue Service of the Trustees' application therefor.
13.5 Approval of Accounts: Upon the receipt by the Trustees of written approval of
any such account, or upon the expiration of ninety days after delivery of any such account to the
Authorized Agent of an Employer, such accounts (as originally stated if no objection has been
theretofore filed by such Employer, or as theretofore adjusted pursuant to agreement between
such Employer and the Trustees) insofar as it relates to the System of such Employer, shall be
deemed to be approved by such Employer except as to matter, if any, covered by written
objections theretofore delivered to the Trustees by such Employer regarding which the Trustees
have not given an explanation, or made adjustments, satisfactory to such Employer, and the
Trustees shall be released and discharged as to all items, matters and things set forth in such
account which are not covered by such written objections as if such account had been settled and
allowed by a decree of a court having jurisdiction regarding such account and of the Trustees,
such Employer, its Retirement Committee and all persons having or claiming to have any interest
in the Trust assets. The Trustees, nevertheless, shall have the right to have their accounts settled
by judicial proceedings if they so elect, in which event the Employers or any of them, or their
Retirement Committees and the Trustees shall be the only necessary parties.
13.6 Inguiry by Directors of the Oklahoma Municipal League: For the purpose of
advising or making recommendations to participating Employers, the Board of Directors of the
Oklahoma Municipal League may inquire into the accounts and activities of the Trustees at any
XHI -1
reasonable time and may conduct such audits or investigations as it shall deem advisable.
XIII -2
ARTICLE XIV
Resignation. Removal and Succession of Trustees
14.1 Removal by Withdrawing Employer: Any Employer, by resolution of its
governing body, may remove the Trustees as the Trustees for its System, at any time and create
or designate a separate trust and appoint a Successor Trustee or Trustees for its System. Such
removal or appointment shall become effective when copies of said resolution certified by the
appropriate officer of such Employer and an acceptance of the Trust signed by the Successor
Trustee or Trustees so appointed is delivered to the Trustees. Upon such change being made, the
Trustees shall, as soon after the valuation date next following receipt of such certified resolution
and acceptance as is practical, deliver to the Successor Trustee or Trustees so appointed, an
amount of cash equal to the ratable portion of the Trust assets allocated to the account of such
Employer as of such valuation date together with a certified statement of all facts reasonably
necessary to enable the Successor Trustee or Trustees to accept, hold, manage and distribute such
trust assets. Thereupon the Trustees shall be fully discharged of all duties and liabilities in
regard to such Employer and any employees thereof.
14.2 Resignation by Trustee: Any Trustee may resign as Trustee of this Trust by
delivering to the other Trustees of this Trust a written resignation to take effect sixty days after
the delivery thereof unless prior thereto the remaining Trustees shall have appointed a Successor
Trustee as hereinbefore provided.
14.3 Applicability to Successor Trustees: All of the provisions set forth herein with
respect to the Trustees shall relate to each Successor Trustee with the same force and effect as if
such Successor Trustee originally had been named herein as Trustee.
14.4 Liability of Successor Trustees: No Successor Trustee shall be liable for the acts
or omissions of any prior Trustee or be obliged to examine the accounts, records or acts of any
prior Trustee or Trustees.
14.5 Removal by Majority of Employers: Any one or all of the serving hereunder at
any time may be removed as such Trustee or Trustees by resolution or ordinance of the
governing bodies of a majority of the participating Employers. In the event less than all of the
Trustees of this Trust shall be so removed, the other provisions hereof shall govern the
appointment or election of successors for those so removed.
14.6 Resignation or Removal of All Trustees: If all the Trustees shall at the same time
be removed by such action or resign with no Successor Trustees having been properly elected to
take office as of the effective date of such removal or resignation, the Directors of the Oklahoma
Municipal League shall serve as temporary Trustees of this Trust until Successor Trustees have
been elected and qualified under the provisions hereof.
XIV -1
ARTICLE XV
Termination
15.1 Termination of System by Participating Employer: The Trust created by this
Indenture is intended to be permanent unless otherwise prohibited by law, and, in such event, it
shall last only so long as one day short of the maximum time permitted by the statutes and laws
of the State of Oklahoma. The Trust may, however, be terminated at any time by any Employer
insofar as it relates to such Employer, in accordance with and as provided in its System pursuant
to resolution of the governing body of such terminating Employer, by giving notice in writing to
the Trustees, which notice shall recite the date upon which the termination shall be effective.
After receipt of such notice the Trustees shall continue to hold, invest, administer, liquidate and
distribute the portion of the Trust assets attributable to the System of each such terminating
Employer pursuant to the provisions of its System and this Trust. The Trust shall terminate as to
any Employer only when no assets of the Trust attributable to the System of the terminating
Employer remain in the possession of the Trustee.
15.2 Distributions to Employer: In no event shall any assets be returned to any
Employer except such, if any, which remain as the result of erroneous actuarial computation after
the satisfaction of all fixed and contingent liabilities to persons entitled to benefits from the
Trust.
15.3 Termination on Loss of Exemption: Notwithstanding any other provision herein
contained, if at any time the System of any Employer has ceased to be entitled to tax exemption
under the Internal Revenue Code, then such Employer shall automatically cease to be a
participant in this Trust and the allocable portion of the Trust assets attributable to such
Employer shall be segregated and distributed to the Treasurer of such Employer, for the use and
benefit of its covered employees or their beneficiaries.
15.4 Loss of Membership in Oklahoma Municipal League: Any Employer eligible for
membership in the Oklahoma Municipal League must be and shall remain a member in good
standing of the Oklahoma Municipal League before being approved for participation in the
Oklahoma Municipal Retirement Fund.
►,`
ARTICLE XVI
Amendments
16.1 Right to Amend: The Employers, only, shall have the right at any time or times to
amend this Trust Indenture in whole or in part. Any amendment shall be approved by resolution
or ordinance by the governing bodies of at least two- thirds of the Employers participating herein
at the time of such amendment.
16.2 Conies of Amendments: A certified copy of each amendment to this Trust
Indenture shall be delivered to each Employer by the Trustees.
16.3 Limitation on Right to Amend: No amendment shall be made to this Trust
Indenture pursuant to the foregoing provisions which shall:
Make it possible, at any time prior to the satisfaction of all liabilities under the System of
any Employer with respect to its employees and their beneficiaries, for any part of the
Trusts assets to be used for, or diverted to, purposes other than for the exclusive benefit
of employees of such Employer or their beneficiaries; or
Increase the duties or liabilities of the Trustees without their written consent; or
Be made effective retroactively to a date prior to the beginning of the fiscal year of the
Trust in which it is adopted except amendments which are necessary to maintain without
interruption, the qualification of the Trust or the System of any Employer for tax
exemption under the Internal Revenue Code as amended from time to time and the
regulations promulgated thereunder.
`A' UM
ARTICLE $VII
Controlling Law and Legal Actions
17.1 Controlling Law: This instrument shall be construed and enforced, and the Trust
shall have a situs in and shall be administered according to the laws of the State of Oklahoma.
17.2 Severability of Provisions: If any of the provisions of this Indenture shall be held
illegal or invalid for any reason, said illegality or invalidity shall not affect the remaining
provisions of this Trust Indenture, but shall be fully severable and the Trust Indenture shall be
construed and enforced as if said illegal or invalid provisions had never been inserted herein.
17.3 Legal Actions: The participating Employers shall have the authority either jointly
or severally, but shall be under no duty to enforce this Indenture on behalf of any and all persons,
having or claiming any interest in the Trust assets. In any action or proceeding affecting the
Trust or the administration thereof, or for instructions to the Trustees, the participating
Employers and the Trustees shall be the only necessary parties, and no Employees or former
Employees of any participating Employer or their beneficiaries, or any other person having or
claiming to have an interest in the Trust assets shall be entitled to any notice or process, and any
judgment that may be entered in such action or proceeding shall be binding on all persons having
or claiming to have any interest in the Trust assets.
XVII -1
ARTICLE XVID
Adoption by Other Incorporated Cities and Towns
18.1 Authorization and Procedure: Any Employer as defined herein in the State of
Oklahoma with employees now in existence, or hereafter formed which is not already an
Employer under this Trust, may, with the consent and approval of the Trustees, by formal
resolution or ordinance of its governing body adopt by reference the Trust hereby created, and as
amended from time to time, and establish a System of which it is a part for all or any
classification of persons in its employment. Such adoption shall be effectuated by and evidenced
by a duly certified formal resolution or ordinance by the adopting Employer. It shall not be
necessary for the adopting Employer to sign or execute the original or then amended Trust
document. The effective date of the Trust for any such adopting Employer shall be that stated in
the resolution or ordinance of adoption, which shall be the first day of its first System year, and
from and after such effective date such adopting Employer shall assume all the obligations of an
Employer hereunder and under its System, and shall be included within the meaning of the word
"Employer" as defined herein. However, participation in the Trust by an adopting Employer
shall be subject to such acceptance of the Trustees and shall be contingent upon a determination
by the Internal Revenue Service that the participation by such Employer in the Trust constitutes a
qualified plan and trust under Section 401(a) of the Internal Revenue Code of 1954, and upon
such adopting Employer having entered into a written contract for the pooling of its pension and
retirement funds for purposes of management and investment with those of other entities which
are Employers hereunder. The administrative powers and control of the Trustees, as provided in
the System and Trust, shall not be diminished by reason of the participation of any such adopting
Employer in the Trust. Any Employer may withdraw from the Trust at any time without
affecting other Employers not withdrawing by complying with the provisions of the Trust
relating to termination of the Trust and Successor Trustees.
18.2 Asset Mana ement: Nothing in this Trust Indenture shall be construed as
prohibiting an Employer from entering into this Trust for the purposes of pooling its pension and
retirement funds for purposes of management and investment of those funds with other
employers participating in the trust, with such Employer reserving the right to adopt and
administer its own separate retirement plan. The acceptance of such funds for management and
investment only shall be subject to the acceptance by the Trustees and shall be contingent upon a
determination that the participation of the Employer in the Trust does not affect the tax exempt
status of the Trust as part of a qualified plan under Sections 401 and 501 of the Internal Revenue
Code. The Trustees of this Trust shall determine and charge a fee to the Employer for the
management and investment of its pooled funds.
XV1II -1
ARTICLE XIX
Miscellaneous
19.1 Application of Funds: No person dealing with the Trustees shall be required or
entitled to see the application of any money paid or property delivered to the Trustees, or to
determine whether or not the Trustees are acting pursuant to authorities granted to them
hereunder or to authorizations or directions herein required. The certificate of the Trustees that
they are acting in accordance with this Indenture shall protect any person relying thereon.
19.2 Tax Status of Trust: The Trust is hereby designated as constituting a part of a
plan intended to qualify and to be tax exempt under Section 401(a) and Section 501(a)
respectively, of the Internal Revenue Code of 1954, as amended from time to time. Until
advised otherwise, the Trustees may conclusively assume that this Trust is qualified under
Section 501(a) of the Internal Revenue Code as amended from time to time, and that this Trust is
exempt from federal income taxes.
19.3 Limitation of Interest: Neither the creation of this Trust nor anything contained in
this Indenture shall be construed as giving any person entitled to benefits hereunder or other
employee of any Employer any equity or other interest in the assets, business or affairs of any
Employer.
19.4 Exclusive Benefit of Employees: It shall be impossible by operation of this Trust,
by natural termination thereof, by power of revocation or amendment, by the happening of any
contingency, by collateral arrangement, or by any other means, prior to the satisfaction of any
and all liability under the System with respect to Employees, retired Employees, or beneficiaries
of deceased Employees, for any part of the Trust assets and the income therefrom to be used for
or diverted to purposes other than for the exclusive benefit of such Employees, retired
Employees, and such of their beneficiaries as may be entitled to benefits under the System of an
Employer. Provided, however, termination of its System, an Employer shall receive such
amount, if any, as may remain after the satisfaction of all liabilities under its System to its
Employees and arising out of any variations between actual requirements and expected actuarial
requirements. The Trustees shall, however, be under no obligation to see to the enforcement of
this paragraph.
19.5 Separate Accounting for Contributions and Benefits: The Trustees shall be under
obligation to record separately the contributions from each Employer made with respect to its
System and the benefits paid under the System to its Employees upon instructions of its
Retirement Committee.
19.6 Provisions Apply Separately: All provisions of this Indenture shall apply
separately to each of the Employers.
19.7 Consolidation or Mer er: Upon the liquidation, bankruptcy, insolvency,
consolidation, or merger of an Employer to or with another governmental unit in which the
Employer is not the surviving unit, the System of such Employer and the Trust as related to it
will terminate and the Trust assets allocated to it will be held or distributed as herein provided,
unless the successor to such Employer assumes the duties and responsibilities of such Employer
XIX -1
by adopting its System, or, by the establishment of a separate plan or System to which its pro rata
share of the Trust assets shall be transferred and delivered as in the case of the removal of the
Trustees by a withdrawing Employer.
19.8 Discretion of Trustees: The discretion or judgment of the Trustees, when
exercised in good faith and with reasonable care under the circumstances then prevailing, shall
be binding upon all persons.
19.9 Fractions of a Cent: Any fraction of a cent per unit of participation resulting from
any computation hereunder may be disregarded or adjusted in such reasonable manner as the
Trustees may determine.
n—Tity Wit out Limits.
TO: The Honorable Mayor and City Council
City of Owasso
FROM: Michele Dempster
Human Resources Director
SUBJECT: OkMRF Resolution 2015 -07
DATE: April 3, 2015
BACKGROUND:
s
APR 0 7 2015
Oklahoma Municipal Retirement Fund (OkMRF), the retirement plan for non - police and fire
employees, requires the City Council acting as the OMRF Retirement Committee to approve
plan updates and amendments, as well as changes to the OkMRF Trust Indenture. The Trust
Indenture establishes the organization and administrative procedures for the OkMRF trust and
affects all member cities. In order for any changes to be made to the Trust Indenture, two - thirds
of the OkMRF membership must approve the change.
Resolution 2015 -07 is a request from the OkMRF trustees to approve an Amended and Restated
Trust Indenture. The change does not directly impact the Defined Benefits plans or any pension
benefits. The change does impact administration of Defined Contribution plans and Customized
Manager Option plans.
Summary of changes:
• Allows for Defined Contribution fund investments to be separated from Defined Benefits
fund investments, for daily investment and valuation versus monthly investment and
valuation, as well as more frequent liquidation of funds
• Allows for accruals and balances to be recorded as units or dollars
• Allows for plan participants to request and be charged for specialized services, i.e. loans,
investment advice, brokerage fees, etc.
• Modifies language to add securities or investments permissible under applicable law
Prior to any City incorporating the proposed changes into their Masterplan Document through
an ordinance, changes to the OkMRF Trust Indenture must be approved by two - thirds of the
OkMRF membership.
Should the proposed changes be approved, OkMRF will provide a new Master Plan Document
and Joinder Agreement, which will be presented for future consideration and approval through
an ordinance, incorporating proposed changes into our plan.
RECOMMENDATION:
Staff recommends approval of Resolution 2015 -07, approving the Oklahoma Municipal
Retirement Fund Amended and Restated Trust Indenture.
ATTACHMENTS:
Resolution 2015 -07
OkMRF Exhibit 1 —Trust Indenture Establishing Oklahoma Municipal Retirement Fund