ADOPTION AGREEMENT
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For Osage Federal Bank
Employees' Savings & Profit Sharing Plan and Trust
Client No. J07
Pentegra
ADOPTION AGREEMENT
FOR
OSAGE FEDERAL BANK
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND TRUST
Name of Employer: Osage Federal Bank
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Address: ▇▇▇ ▇▇▇▇ ▇▇▇▇
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Telephone Number: ▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇▇▇-▇▇▇-▇▇▇▇
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Contact Person: ▇▇▇▇ ▇. ▇▇▇▇▇, President/CEO
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Name of Plan: Osage Federal Bank
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Savings & Profit Sharing Plan & Trust
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THIS ADOPTION AGREEMENT, upon execution by the Employer and the Trustee, and
subsequent approval by a duly authorized representative of Pentegra Services,
Inc. (the "Sponsor"), together with the Sponsor's Employees' Savings & Profit
Sharing Plan and Trust Agreement (the "Agreement"), shall constitute the Osage
Federal Bank Employees' Savings & Profit Sharing Plan and Trust (the "Plan").
The terms and provisions of the Agreement are hereby incorporated herein by this
reference; provided, however, that if there is any conflict between the Adoption
Agreement and the Agreement, this Adoption Agreement shall control.
The elections hereinafter made by the Employer in this Adoption Agreement may be
changed by the Employer from time to time by written instrument executed by a
duly authorized representative thereof; but if any other provision hereof or any
provision of the Agreement is changed by the Employer other than to satisfy the
requirements of Section 415 or 416 of the Internal Revenue Code of 1986, as
amended (the "Code"), because of the required aggregation of multiple plans, or
if as a result of any change by the Employer the Plan fails to obtain or retain
its tax-qualified status under Section 401(a) of the Code, the Employer shall be
deemed to have amended the Plan evidenced hereby and by the Agreement into an
individually designed plan, in which event the Sponsor shall thereafter have no
further responsibility for the tax-qualified status of the Plan. However, the
Sponsor may amend any term, provision or definition of this Adoption Agreement
or the Agreement in such manner as the Sponsor may deem necessary or advisable
from time to time and the Employer and the Trustee, by execution hereof,
acknowledge and consent thereto. Notwithstanding the foregoing, no amendment of
this Adoption Agreement or of the Agreement shall increase the duties or
responsibilities of the Trustee without the written consent thereof.
1
I. Effect of Execution of Adoption Agreement
The Employer, upon execution of this Adoption Agreement by a duly
authorized representative thereof, (choose 1 or 2):
1. X Establishes as a new plan the Osage Federal Bank Employees'
Savings & Profit Sharing Plan and Trust, effective February
1 , 2004 (the "Effective Date").
2. ___ Amends its existing defined contribution plan and trust
________ dated ________, in its entirety into the Osage
Federal Bank Employees' Savings & Profit Sharing Plan and
Trust, effective ___________, except as otherwise provided
herein or in the Agreement (the "Effective Date").
II. Definitions
A. "Compliance Testing Method" means the prior year testing method
unless the Employer elects to use current year testing for
determining the actual deferral percentages and actual
contribution percentages by checking this line ________.
Note: Whichever testing method is selected (prior year testing
or current year testing), it must apply to both the
actual deferral percentage test and the actual
contribution percentage test.
B. Employer
1. "Employer," for purposes of the Plan, shall mean:
Osage Federal Bank
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2. The Employer is (indicate whichever may apply):
a)
-----
A member of a controlled group of corporations under Section 414(b) of the
Code.
b)
-----
A member of a group of entities under common control under Section 414(c)
of the Code.
c)
-----
A member of an affiliated service group under Section 414(m) of the Code.
d) X A corporation.
-----
e)
-----
A sole proprietorship or partnership.
f)
-----
A Subchapter S corporation.
g)
-----
Other .
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2
3. Employer's Taxable Year Ends on 12/31 .
------------------------
4. Employer's Federal Taxpayer Identification Number is
▇▇-▇▇▇▇▇▇▇ .
------------
5. The Plan Number for the Plan is (enter 3-digit number) 003.
---
C. "Entry Date" means the first day of the (choose 1 or 2):
1. X Calendar month coinciding with or next following
--- the date the Employee satisfies the Eligibility
requirements described in Section V.
2. Calendar quarter (January 1, April 1, July 1,
--- October 1) coinciding with or next following the
date the Employee satisfies the Eligibility
requirements described in Section V.
D. "Limitation Year" means the twelve (12) consecutive month period
ending on _______________ (month/day). Note: If no 12 month period
is selected, the Limitation Year shall be the Plan Year.
E. "Member" means an Employee enrolled in the membership of the Plan.
F. "Normal Retirement Age" means (choose 1 or 2):
1. X Attainment of age 65 (select an age not less than 55
--- ----
and not greater than 65).
2. Later of: (i) attainment of age 65 or (ii) the fifth
--- anniversary of the date the Member commenced
participation in the Plan.
G. "Normal Retirement Date" means the first day of the first
calendar month coincident with or next following the date upon
which a Member attains his or her Normal Retirement Age.
H. "Plan Year" means the twelve (12) consecutive month period ending
on 12/31 (month/day).
-----
I. "Salary" for benefit purposes under the Plan means (choose 1, 2 or
3):
1. Total taxable compensation as reported on Form W-2
--- (exclusive of any compensation deferred from a prior
year).
2. X Basic Salary only.
---
3. Basic Salary plus one or more of the following
--- (if 3 is chosen, then choose (a) or (b), and/or
(c) or (d), whichever shall apply):
a)
-----
Commissions not in excess of $
----------------------
b)
-----
Commissions to the extent that Basic Salary plus Commissions do not exceed
$
----------------------
c) Overtime
-----
d) Overtime and bonuses
-----
3
Note:Member pre-tax contributions to a Section 401(k) plan are always
included in Plan Salary.
III. Salary Adjustment
A. Cafeteria Plan (Section 125) Salary Adjustment.
Member pre-tax contributions to a Section 125 cafeteria plan are
to be included in Plan Salary, unless the Employer elects to
exclude such amounts by checking this line _____.
B. Transportation Fringe Benefit (Section 132(f) Adjustment).
Member pre-tax contributions for qualified transportation fringe
benefits under Code Section 132(f) are to be included in Plan
Salary, unless the Employer elects to exclude such amounts by
checking this line _____.
IV. Highly Compensated Employee Elections
A. Top Paid Group Election:
In determining who is a Highly Compensated Employee, the Employer
makes the Top Paid Group election by checking this line _____.
The effect of this election is that an Employee (who is not a 5%
owner at any time during the determination year or the look-back
year) with compensation in excess of $80,000 (as adjusted) for
the look-back year is a Highly Compensated Employee only if the
Employee was in the top-paid group (i.e., the top 20% of
Employees ranked on the basis of compensation paid by the
Employer) for the look-back year.
B. Calendar Year Data Election:
For determining which Employees are Highly Compensated Employees,
the look-back year will be the 12 month period immediately preceding
the determination year, except that, for non-calendar year plans,
-----------------------
the look-back year will be the calendar year ending within the Plan
Year by checking this line _____.
V. Eligibility Requirements
A. All Employees shall be eligible to participate in the Plan in
accordance with the provisions of Article II of the Plan, except
the following Employees shall be excluded (choose whichever shall
apply):
1. X Employees who have not attained age 21
---- ------
(Insert an age from 18 to 21).
2. X Employees who have not completed 12
---- -------
(1-11, 12 or 24) consecutive months of service.
Note: Employers which permit Members to make pre-tax
elective deferrals to the Plan (see VII.A.3.)
may not elect a 24 month eligibility period.
3. Employees included in a unit of Employees covered by
---- a collective bargaining agreement, if retirement
benefits were the subject of good faith bargaining
between the Employer and Employee representatives.
4
4. Employees who are nonresident aliens and who receive
---- no earned income from the Employer which constitutes
income from sources within the United States.
5. Employees included in the following job
---- classifications:
a) Hourly Employees.
-----
b) Salaried Employees.
-----
c)
-----
Flex staff employees (i.e.; any Employee who is not a regular full-time or
part-time Employee).
d)
-----
Short-term Employees ( i.e.; employees who are hired under a written
agreement which precludes membership in the Plan and provides for a
specific period of employment not in excess of one year).
e)
-----
Leased Employees.
6. Employees of the following employers which are
---- aggregated under Section 414(b), 414(c) or
414(m) of the Code:
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Note: If no entries are made above, all Employees shall be
eligible to participate in the Plan on the later of:
(i) the Effective Date or (ii) the first day of the
calendar month or calendar quarter (as designated by
the Employer in Section II.C.) coinciding with or
immediately following the Employee's Date of
Employment or, as applicable, Date of Reemployment.
B. Such eligibility computation period established in Section V(A)
above shall be applicable to (choose 1 or 2):
1. X Both present and future Employees.
---
2. Future Employees only.
---
C. Such Eligibility requirements established above shall be
(choose 1 or 2):
1. X Applied to the designated Employee group on and
after the Effective Date of the Plan.
2. Waived for the ____ consecutive month period
--- (may not exceed 12) beginning on the Effective Date
of the Plan.
D. Service Crediting Method for Eligibility (Choose 1, 2 or 3):
1. Not applicable. There is no service required for
--- eligibility.
2. X Hour of service method (Choose a or b):
---
a) X The actual number of Hours of Employment.
---
b) 190 Hours of Employment for each month in which
--- the Employee completes at least one hour of
Employment.
3. Elapsed time method.
---
E. Requirements to Commence Receipt of Employer Contributions.
1. Employer Contributions shall be allocated to Member's
Accounts in accordance with Article III of the Plan,
except that the following Member's will not be entitled
to Employer contributions (choose (a) or (b) and/or (c)):
a) X No additional requirements apply. (The
----- eligibility requirements under Section V
above apply to Employer Contributions); or
b) Members who have not attained age
----- -------
(Insert an age from 18-21); and/or
c) Member's who have not completed
----- ------
(1 - 12) consecutive months of service.
2. The requirement to commence receipt of Employer
--- Contributions established in this Section E shall
apply to all Employer Contributions provided under
Section 3.4 of the Plan except:
a) Matching contributions
---
b) Basic contributions
---
c) Safe harbor CODA contributions
---
d) Supplemental contributions
---
e) Profit sharing contributions
---
f) Qualified non-elective contribution
---
Note: If an Employer contribution type is selected in 2
above, Member's will receive Employer contributions based
upon the eligibility requirements under Section V above
and the provisions of the Plan document for such Employer
contribution type.
VI. Prior Employment Credit
A. Prior Employment Credit:
Employment with the following entity or entities shall be
--- included for eligibility and vesting purposes:
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Note: If this Plan is a continuation of a Predecessor Plan,
service under the Predecessor Plan shall be counted under
this Plan.
6
VII. Contributions
Note: Annual Member pre-tax elective deferrals, Employer matching
contributions, Employer safe harbor CODA contributions,
Employer basic contributions, Employer supplemental
contributions, Employer profit sharing contributions and
Employer qualified non-elective contributions, in the
aggregate, may not exceed 15% of all Members' Salary
(excluding from Salary Member pre-tax elective deferrals).
A. Employee Contributions (fill in 1 and/or 6 if applicable;
choose 2 or 3; 4 or 5):
1. The maximum amount of monthly contributions a
--- Member may make to the Plan (both pre-tax deferrals
and after-tax contributions) is 75 ____% (1-75) of the
Member's monthly Salary.
2. X (Choose a and/or b):
---
a) X A Member may make pre-tax elective deferrals
--- to the Plan, based on multiples of 1% of
monthly Salary, or
b) A Member may make pre-tax elective deferrals
--- to the Plan based on a specified dollar
amount.
3. A member may not make pre-tax elective deferrals to the
--- Plan.
4. A Member may make after-tax contributions to the Plan,
--- based on multiples of 1% of monthly Salary.
7
5. X A Member may not make after-tax contributions to
--- the Plan.
6. X An Employee may allocate a rollover contribution
--- to the Plan prior to satisfying the Eligibility
requirements described above.
B. A Member may change his or her contribution rate with respect to,
if made available, pre-tax deferrals and after-tax contributions
(choose 1, 2 or 3):
1. X 1 time per pay period.
---
2. 1 time per calendar month.
---
3. 1 time per calendar quarter.
---
C. Employer Matching Contributions (fill in 1 or 6 as applicable;
and if you select 1, then choose 2, 3, 4 or 5):
1. The Employer matching contributions under 2, 3, 4 or
5 below shall be based on the Member's contributions
(both pre-tax deferrals and after-tax contributions)
not in excess of ______ % (1-20 but not in excess of the
percentage specified in A.1. above) of the Member's
Salary.
2. The Employer shall allocate to each contributing
--- Member's Account an amount equal to ____% (not to
exceed 200%) of the Member's contributions (both
pre-tax deferrals and after-tax contributions) for
that month (as otherwise limited in accordance with
C.1. above).
3. The Employer shall allocate to each contributing
--- Member's Account an amount based on the Member's
contributions for the month (as otherwise limited in
accordance with C.1. above) and determined in
accordance with the following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 50%
At least 3, but less than 5 75%
5 or more 100%
4. The Employer shall allocate to each contributing
--- Member's Account an amount based on the Member's
contributions for the month (as otherwise limited in
accordance with C.1. above) and determined in
accordance with the following schedule:
Years of Employment Matching %
------------------- ----------
Less than 3 100%
At least 3, but less than 5 150%
5 or more 200%
5. The Employer shall allocate to each contributing
--- Member's Account an amount equal to ____% on the
first ____% of the Member's monthly contributions
plus ____% on the next ____% of the Member's monthly
contributions.
8
6. X No Employer matching contributions will be made to
--- the Plan.
D. Safe Harbor CODA Contributions (Actual Deferral Percentage
Test Safe Harbor Contributions) (Complete 1, or 2 below):
1. X The Employer shall make a safe harbor Basic
--- Matching Contribution to the Plan on behalf of each
Member (i.e.; 100% of the Member's 401(k) Deferrals
that do not exceed 3% percent of the Member's Salary
plus 50% of the Member's 401(k) Deferrals that
exceed 3% percent of the Member's Salary but that do
not exceed 5% of the Member's Plan Salary).
2. In lieu of safe harbor Basic Matching Contributions,
--- the Employer will make the following contributions
for the Plan Year (complete (a) and/or (b)):
a) Enhanced Matching Contributions
--- (complete 1, 2 or 3 below):
(1) The Employer shall make Matching
--- Contributions to the Account of
each Member in an amount equal
to the sum of:
(i) the Member's 401(k) Deferrals
that do not exceed ___percent
of the Member's Salary plus
(ii) ___ percent of the Member's
401(k) Deferrals that exceed
___ percent of the Member's
not exceed ___ percent
of the Member's Salary.
Note: In the blank in (i) and
the second blank in
(ii), insert a number that
is 3 or greater but not
greater than 6. The first
and last blanks in (ii)
must be completed so that
that at any rate of 401(k)
Deferrals, the Matching
Contribution is at least
equal to the Matching
Contribution receivable if
the Employer were making
Basic Matching
Contributions,
but the rate of match
cannot increase as
deferrals increase. For
example, if "4" is
inserted in the blank in
(i), (ii) need not be
completed.
(2) 150% of the Member's contributions
--- contributions not to exceed ____
(Enter 3% or 4%) of the Member's
Plan Salary; or
(3) 200% of the Member's contributions
--- not to exceed ____ (Enter 2% or
3%) of the Member's Plan Salary.
b) Safe Harbor Nonelective Contributions:
---
The Employer will make a Safe Harbor Nonelective Contribution to
the Account of each Member in an amount equal to 3 percent of
the Member's Salary for the Plan Year, unless the Employer
inserts a greater percentage here _____.
9
E. Employer Basic Contributions (choose 1 or 2):
1. The Employer shall allocate an amount equal to ___%
--- (based on 1% increments not to exceed 15%) of
Member's Salary for the month to (choose (a) or
(b)):
a) The Accounts of all Members
---
b) The Accounts of all Members who were employed
--- with the Employer on the last day of such
month.
2. X No Employer basic contributions will be made to the Plan.
---
F. Employer Supplemental Contributions:
The Employer may make supplemental contributions for any Plan
Year in accordance with Section 3.7 of the Plan.
G. Employer Profit Sharing Contributions (Choose 1, 2, 3, 4, or 5):
1. X No Employer Profit Sharing Contributions will be made to
--- the Plan.
Non-Integrated Formula
----------------------
2. Profit sharing contributions shall be allocated to
--- each Member's Account in the same ratio as each
eligible Member's Salary during such Contribution
Determination Period bears to the total of such
Salary of all eligible Members.
3. Profit sharing contributions shall be allocated to
--- each eligible Member's Account in the same ratio as
each eligible Member's Salary for the portion of the
Contribution Determination Period during which the
Member satisfied the Employer's eligibility
requirement(s) bears to the total of such Salary of
all eligible Members.
Integrated Formula
------------------
4. Profit sharing contributions shall be allocated to each
--- eligible Member's Account in a uniform percentage
(specified by the Employer as ___%) of each Member's
Salary during the Contribution Determination Period
("Base Contribution Percentage") for the Plan Year that
includes such Contribution Determination Period, plus a
uniform percentage (specified by the Employer as ___%,
but not in excess of the lesser of (i) the Base
Contribution Percentage and (ii) the greater of
(1) 5.7% or (2) the percentage equal to the portion of
the Code Section 3111(a) tax imposed on employers under
the Federal Insurance Contributions Act (as in effect as
of the beginning of the Plan Year) which is attributable
to old-age insurance) of each Member's Salary for the
Contribution Determination Period in excess of the Social
Security Taxable Wage Base ("Excess Salary") for the Plan
Year that includes such Contribution Determination
Period, in accordance with Article III of the Plan.
5. Profit sharing contributions shall be allocated to each
--- eligible Member's Account in a uniform percentage
(specified by the Employer as ___%) of each Member's
Salary for the portion of the Contribution Determination
Period during which the Member satisfied the Employer's
eligibility requirement(s), if any, plus a uniform
10
percentage (specified by the Employer as ___%, but not
in excess of the lesser of (i) the Base Contribution
Percentage and (ii) the greater of (1) 5.7% or (2) the
percentage equal to the portion of the Code
Section 3111(a) tax imposed on employers under the
Federal Insurance Contributions Act (as in effect as of
the beginning of the Plan Year) which is attributable
to old-age insurance) of each Member's Excess Salary for
the portion of the Contribution Determination Period
during which the Member satisfied the Employer's
eligibility requirement(s) in accordance with Article III
of the Plan.
H. Allocation of Employer Profit Sharing Contributions:
In accordance with Section VII, G above, a Member shall be
eligible to share in Employer Profit Sharing Contributions, if
any, as follows (choose 1 or 2):
1. A Member shall be eligible for an allocation of
--- Employer Profit Sharing Contributions for a
Contribution Determination Period if he or she is
eligible to participate in the Plan for the Plan
Year to which the Profit Sharing Contributions
relates.
2. A Member shall be eligible for an allocation of
--- Employer Profit Sharing Contributions for a
Contribution Determination Period only if he or she
(choose (a), (b) or (c) whichever shall apply):
a) is employed on the last day of the
--- Contribution Determination Period, or
retired, died or became totally and
permanently disabled prior to the last day
of the Contribution Determination Period.
b) completed 1,000 Hours of Employment if the
--- Contribution Determination Period is a
period of 12 months (250 Hours of
Employment if the Contribution
Determination Period is a period of 3
months), or retired, died or became
totally and permanently disabled prior to
the last day of the Contribution
Determination Period.
c) is employed on the last day of the
--- Contribution Determination Period and, if
such period is 12 months, completed 1,000
Hours of Employment (250 Hours of
Employment if the Contribution
Determination Period is a period of 3
months), or retired, died or became
totally and permanently disabled prior to
the last day of the Contribution
Determination Period.
I. "Contribution Determination Period" for purposes of determining
and allocating Employer profit sharing contributions means
(choose 1,2, 3 or 4):
1. The Plan Year.
---
2. The Employer's Fiscal Year (defined as the Plan's
--- "limitation year") being the twelve (12) consecutive
month period commencing ___________________ (month/day)
and ending ___________________ (month/day).
3. The three (3) consecutive month periods that comprise
--- each of the Plan Year quarters.
4. The three (3) consecutive monthly periods that comprise
--- comprise each of the Employer's Fiscal Year quarters.
(Employer's Fiscal Year is the twelve (12) consecutive
month
11
period commencing _______________ (month/day) and
ended ________________________ (month/day).)
J. Employer Qualified Nonelective Contributions:
The Employer may make qualified nonelective contributions for any
Plan Year in accordance with Section 3.9 of the Plan.
K. Top Heavy Contributions:
If the Plan is determined to be Top Heavy and if Top Heavy
Contributions will be made to the Plan, Top Heavy Contributions
will be allocated to: (choose 1 or 2 below):
1. Only Members who are Non-Key Employees.
---
2. X All Members.
---
VIII. Investments
The Employer hereby appoints Barclays Global Investors, N.A. to serve
as Investment Manager under the Plan. The Employer hereby selects the
following Investments to be made available under the Plan (choose
whichever shall apply) and consents to the lending of securities by
such funds to brokers and other borrowers. The Employer agrees and
acknowledges that the selection of Investments made in this Section
VIII is solely its responsibility, and no other person, including the
Sponsor or Investment Manager, has any discretionary authority or
control with respect to such selection process. The Employer hereby
holds the Investment Manager harmless from, and indemnifies it against,
any liability Investment Manager may incur with respect to such
Investments so long as Investment Manager is not negligent and has not
breached its fiduciary duties.
1. X Money Market Fund
---
2. X Stable Value Fund
---
3. X Government Bond Fund
---
4. X S&P 500 Stock Fund
---
5. X S&P 500/Value Stock Fund
---
6. X S&P 500/Growth Stock Fund
---
7. X S&P MidCap Stock Fund
---
8. X ▇▇▇▇▇▇▇ 2000 Stock Fund
---
9. X International Stock Fund
---
10. X Asset Allocation Funds (3)
---
X Income Plus
---
X Growth & Income
---
X Growth
---
11. X Osage Federal Bank Stock Fund (the "Employer Stock Fund")
---
12
12. (Name of Employer) Certificate of Deposit Fund
---
13. X NASDAQ 100 Index Fund
---
14. X Self-directed Brokerage Account
---
IX. Employer Securities
A. If the Employer makes available an Employer Stock Fund pursuant
to Section VIII of this Adoption Agreement, then voting and
tender offer rights with respect to Employer Stock shall be
delegated and exercised as follows (choose 1 or 2):
1. X Each Member shall be entitled to direct the Plan
--- Administrator as to the voting and tender or
exchange offer rights involving Employer Stock held
in such Member's Account, and the Plan Administrator
shall follow or cause the Trustee to follow such
directions. If a Member fails to provide the Plan
Administrator with directions as to voting or tender
or exchange offer rights, the Plan Administrator
shall exercise those rights as it determines in its
discretion and shall direct the Trustee accordingly.
2. The Plan Administrator shall direct the Trustee as
--- to the voting of all Employer Stock and as to all
rights in the event of a tender or exchange offer
involving such Employer Stock.
X. Investment Direction
A. Members shall be entitled to designate what percentage of
employee contributions and employer contributions made on their
behalf will be invested in the various Investment Funds offered
by the Employer as specified in Section VIII of this Adoption
Agreement except;
1. The following portions of a Member's Account will be
invested at the Employer's direction (choose whichever
shall apply):
a) Employer Profit Sharing Contributions
---
Shall be invested in:
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
b) Employer Matching Contributions
---
Shall be invested in:
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
c) Employer Basic Contributions
---
Shall be invested in:
13
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
d) Employer Supplemental Contributions
---
Shall be invested in:
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
e) Employer Qualified Nonelective Contributions
---
Shall be invested in:
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
f) Employer Safe Harbor CODA Contributions under
--- Section 3.14 of the Plan
Shall be invested in:
Employer Stock Fund
---
Employer Certificate of Deposit Fund
---
Any Investment Fund or Funds offered by
--- the Employer
2. Amounts invested at the Employer's direction may
--- not be transferred by the Member to any other
Investment Fund.
3. Notwithstanding this election in 2, a Member may
--- transfer such amounts to any other Investment Fund
upon (choose whichever may apply):
a) the attainment of age ___ (insert 45 or
--- greater)
b)
--- the completion of____ (insert 10 or greater)
Years of Employment
c) the attainment of age plus Years of
--- Employment equal to ____ (insert 55 or
greater)
B. A Member may change his or her investment direction (choose 1,2, or
3):
1. X 1 time per business day.
---
2. 1 time per calendar month.
---
3. 1 time per calendar quarter.
---
C. If a Member or Beneficiary (or the Employer, if applicable) fails
to make an effective investment direction, the Member's
contributions and Employer contributions made on the Member's
behalf shall be invested in _______ (insert one of the Investments
selected in Section VIII of this Adoption Agreement).
14
D. Effective as of ___________________, the following additional
provisions shall apply to the Employer's Stock Fund (Check all
that apply):
1. No additional Employee contributions may be made to the
--- Employer Stock Fund;
2. No additional Employer contributions may be made to the
--- Employer Stock Fund;
3. No investment fund transfers may be made to the Employer
--- Stock Fund; and/or
4. No investment fund transfers may be made from the
--- Employer Stock Fund.
XI. Vesting Schedules
A. (Choose 1, 2, 3, 4, 5, 6 or 7)
Schedule Years of Employment Vested %
-------- ------------------- --------
1. Immediate Upon Enrollment 100%
---
2. 2-6 Year Graded Less than 2 0%
---
2 but less than 3 20%
3 but less than 4 40%
4 but less than 5 60%
5 but less than 6 80%
6 or more 100%
3. 5-Year Cliff Less than 5 0%
---
5 or more 100%
4. 3-Year Cliff Less than 3 0%
---
3 or more 100%
5. X 4-Year Graded Less than 1 0%
---
1 but less than 2 25%
2 but less than 3 50%
3 but less than 4 75%
4 or more 100%
6. 3-7 Year Graded Less than 3 0%
---
3 but less than 4 20%
4 but less than 5 40%
5 but less than 6 60%
6 but less than 7 80%
7 or more 100%
7. Other Less than 0%
but less than %
----- ----- -------
but less than %
----- ----- -------
but less than %
----- ----- -------
15
but less than %
----- ----- -------
or more 100%
-----
B. With respect to the schedules listed above, the Employer elects
(choose 1, 2, 3, 4 or 5):
1. Schedule 5 solely with respect to Employer matching
---
contributions.
2. Schedule solely with respect to Employer basic
---
contributions.
3. Schedule 5 solely with respect to Employer supplemental
---
contributions.
4. Schedule ___ solely with respect to Employer profit sharing
contributions.
5. Schedule ___ with respect to all Employer contributions.
NOTE: Notwithstanding any election by the Employer to the
contrary, each Member shall acquire a 100% vested interest in his
Account attributable to all Employer contributions made to the
Plan upon the earlier of (i) attainment of Normal Retirement Age,
(ii) approval for disability or (iii) death. In addition, a
Member shall at all times have a 100% vested interest in; the
Employer Qualified Non-Elective Contributions, if any; Safe
Harbor CODA contributions, if any; and in the pre-tax elective
deferrals and nondeductible after-tax Member Contributions. Also,
if a Plan is determined to be Top Heavy, a different vesting
schedule, other than the schedule elected above, may apply.
C. Years of Employment Excluded for Vesting Purposes
The following Years of Employment shall be disregarded for
vesting purposes (choose whichever shall apply):
1. Years of Employment during any period in which
--- neither the Plan nor any predecessor plan was
maintained by the Employer.
2. Years of Employment of a Member prior to attaining
--- age 18.
D. Service Crediting Method for Vesting (Choose 1, 2, or 3):
1. Not Applicable. Plan provides 100% vesting for all
--- contributions.
2. Hour of service method (if elected, Years of Service
--- will be substituted for Years of Employment for
purposes of this Section XI) (Choose a or b):
a) The actual number of Hours of Employment.
---
b) 190 Hours of Employment for each month
--- in which the Employee completes at least
one Hour of Employment.
3. X Elapsed time method.
---
16
XII. Withdrawal Provisions
A. The following portions of a Member's Account will be eligible for
in-service withdrawals, subject to the provisions of Article VII
of the Plan (choose whichever shall apply):
1. ___ Employee after-tax contributions and the earnings thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
b) ___ Attainment of age 59 1/2.
2. X Employee pre-tax elective deferrals and the earnings
--- thereon.
Note:In-service withdrawals of all employee pre-tax elective
deferrals and earnings thereon as of December 31, 1988
are permitted only in the event of hardship or
attainment of age 59 1/2. In-service withdrawals of
earnings after December 31, 1988 are permitted only in
the event of attainment of age 59 1/2.
3. X Employee rollover contributions and the earnings
thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
b) ___ Attainment of age 59 1/2.
4. X Employer matching contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
b) ___ Attainment of age 59 1/2.
5. X Employer basic contributions and the earnings thereon.
---
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
b) ___ Attainment of age 59 1/2.
6. X Employer supplemental contributions and the earnings
--- thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
17
b) ___ Attainment of age 59 1/2.
7. Employer profit sharing contributions and the earnings
--- thereon.
In-service withdrawals permitted only in the event of
(choose whichever shall apply):
a) ___ Hardship.
b) ___ Attainment of age 59 1/2.
8. Employer qualified nonelective contributions and
--- earnings thereon.
Note:In-service withdrawals of all employer qualified
nonelective contributions and earnings thereon are
permitted only in the event of attainment of age 59
1/2.
9. Employer safe harbor CODA contributions and
--- earnings thereon.
Note:In-service withdrawals of employer safe harbor CODA
contributions and earnings thereon are permitted only
in the event of attainment of age 59 1/2.
10. No in-service withdrawals shall be allowed.
---
B. Notwithstanding any elections made in Subsection A of this
Section XII above, the following portions of a Member's Account
shall be excluded from eligibility for in-service withdrawals
(choose whichever shall apply):
1. Employer contributions, and the earnings thereon,
--- credited to the Employer Stock Fund.
2. Employer contributions, and the earnings thereon,
--- credited to the Employer Certificate of Deposit
Fund.
3. All contributions and deferrals, and the earnings
--- thereon, credited to the Employer Stock Fund.
4. All contributions and deferrals, and the earnings
--- thereon, credited to the Employer Certificate of
Deposit Fund.
5. Other:
--- ---------------------------------------------
Note:A Member's Account will be available for in-service
withdrawals upon attaining age 70 1/2 notwithstanding any
provisions of this Section XII to the contrary.
XIII. Distribution Option (choose whichever shall apply)
1. Lump Sum and partial lump sum payments only.
---
2. X Lump Sum and partial lump sum payments plus one or more of the
--- following (choose (a) and /or (b)):
a) X Installment payments.
---
b) Annuity payments.
---
18
3. X Distributions in kind of Employer Stock.
---
XIV. Loan Program (choose 1, 2, 3 or 4, if applicable)
1. No loans will be permitted from the Plan.
---
2. X Loans will be permitted from the Member's Account.
---
3. Loans will be permitted from the Member's Account, excluding
--- (choose whichever shall apply):
(1) Employer Profit sharing contributions and the
--- earnings thereon.
(2) Employer matching contributions and the earnings
--- thereon.
(3) Employer basic contributions and the earnings
--- thereon.
(4) Employer supplemental contributions and the
--- earnings thereon.
(5) Employee after-tax contributions and the earnings
--- thereon.
(6) Employee pre-tax elective deferrals and the
--- earnings thereon.
(7) Employee rollover contributions and the earnings
--- thereon.
(8) Employer qualified nonelective contributions and
--- the earnings thereon.
(9) Employer safe harbor CODA contributions and the
--- earnings thereon.
(10) Any amounts to the extent invested in the
--- Employer Stock Fund.
(11) Any amounts to the extent invested in the
--- Employer Certificate of Deposit Fund.
4. Loans will only be permitted from the Member's Account in
--- the case of hardship or financial necessity as defined
under Section 8.1 of the Plan.
XV. Additional Information
If additional space is needed to select or describe an elective
feature of the Plan, the Employer should attach additional pages and
use the following format:
The following is hereby made a part of Section --- of the Adoption
Agreement and is thus incorporated into and made a part of the Osage
Federal Bank Employees' Savings & Profit Sharing Plan and Trust.
Signature of Employer's Authorized Representative
--------------------
Signature of Trustee
---------------------------------------------
Supplementary Page of [total number of pages].
---
XVI. Plan Administrator
The Named Plan Administrator under the Plan shall be the
(choose 1, 2, 3 or 4):
19
Note: Pentegra Services, Inc. may not be appointed Plan Administrator.
1. X Employer
---
2. Employer's Board of Directors
---
3. Plan's Administrative Committee
---
4. Other (if chosen, then provide the following information)
---
Name:
--------------------------------------------------
Address:
-----------------------------------------------
Tel No:
-----------------------------------------------
Contact:
-----------------------------------------------
Note: If no Named Plan Administrator is designated above, the Employer
shall be deemed the Named Plan Administrator.
20
XVII. Trustee
The Employer hereby appoints The Bank of New York to serve as Trustee
for all Investment Funds under the Plan except the Employer Stock
Fund.
The Employer hereby appoints the following person(s) or entity to
serve as Trustee under the Plan for the Employer Stock Fund.*
Name: Osage Federal Bank
----------------------------------------------------------------
Address: ▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------
Telephone No: ▇▇▇-▇▇▇-▇▇▇▇ Contact: ▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇, President/CEO
--------------- --------------------------------
-------------------------------------------------------------
Signature of Trustee
(Required only if the Employer is serving as its own Trustee)
* Subject to approval by The Bank of New York, if The Bank of New York is
appointed as Trustee for the Employer Stock Fund.
The Employer hereby appoints The Bank of New York to serve as Custodian
under the Plan for the Employer Stock Fund in the event The Bank of New York
does not serve as Trustee for such Fund.
21
EXECUTION OF ADOPTION AGREEMENT
By execution of this Adoption Agreement by a duly authorized representative of
the Employer, the Employer acknowledges that it has established or, as the case
may be, amended a tax-qualified retirement plan into the Osage Federal Bank
Employees' Savings & Profit Sharing Plan and Trust (the "Plan"). The Employer
hereby represents and agrees that it will assume full fiduciary responsibility
for the operation of the Plan and for complying with all duties and requirements
imposed under applicable law, including, but not limited to, the Employee
Retirement Income Security Act of 1974, as amended, and the Internal Revenue
Code of 1986, as amended. In addition, the Employer represents and agrees that
it will accept full responsibility for complying with any applicable
requirements of federal or state securities law as such laws may apply to the
Plan and to any investments thereunder.
The adopting Employer may rely on an opinion letter issued by the IRS as
evidence that the Plan is qualified under Section 401 of the Code only to the
extent provided in IRS Announcement 2001-77, 2001-30 I.R.B. The Employer may not
rely on the opinion letter in certain other circumstances or with respect to
certain qualification requirements, which are specified in the opinion letter
issued with respect to the plan and in IRS Announcement 2001-77. In order to
have reliance in such circumstances or with respect to such qualification
requirements, application for a determination letter must be made to Employee
Plans Determinations of the IRS.
The failure to properly complete the Adoption Agreement may result in
disqualification of the Plan and Trust evidenced thereby.
The Sponsor will inform the Employer of any amendments to the Plan or of the
discontinuance or abandonment of the Plan by the Sponsor.
Any inquiries regarding the adoption of the Plan should be directed to the
Sponsor as follows:
Pentegra Services, Inc.
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇
IN WITNESS WHEREOF, the Employer has caused this Adoption Agreement to be
executed by its duly authorized officer this day of , 20 .
--------- ---------- ---
OSAGE FEDERAL BANK
By:
-------------------------------------
Name:
-------------------------------------
Title:
-------------------------------------
22
Addendum to Adoption Agreement
for
The Economic Growth And Tax Relief Reconciliation Act of 2001
("EGTRRA")
Name of Employer: Osage Federal Bank
----------------------------------------
Name of Plan: Osage Federal Bank Employees' Savings & Profit Sharing Plan and
-------------------------------------------------------------
Trust
------
Employer Number: J07
---------
In accordance with EGTRRA and Amendment Number One to the Pentegra Services,
Inc. Employees' Savings & Profit Sharing Plan Basic Plan Document, effective for
plan years beginning on or after January 1, 2002, the Adoption Agreement for
Osage Federal Bank Employees' Savings & Profit Sharing Plan and Trust shall
---------------------------------------------------------------------
include the following Sections VII L. and XI E.:
Section VII. Contributions
XII. Catch-up Contributions
X A Member who meets the requirements to make catch-up contributions
--- under Section 414(v) of the Code shall be eligible to make catch-up
contributions under the Plan.
Section XI. Vesting Schedules
E. EGTRRA Vesting
I. The Employer understands that if the vesting schedule
elected in Section XI of the Adoption Agreement does not
satisfy the requirements of the Internal Revenue Code, as
amended by EGTRRA with respect to Employer matching
contributions (including supplemental (Formula 1)
contributions), then effective January 1, 2002, such
contributions shall vest under vesting schedule ____
(Insert the number of the vesting schedule you wish to elect
as provided in Section XI A. of the Adoption Agreement.
Note: you may not elect vesting schedule 3 or vesting
schedule 6 under this Section XI E.)
II. By checking this box o , the Employer provides that the
EGTRRA vesting schedule elected above with respect to
Employer matching contributions (including supplemental
(Formula 1) contributions) shall be applied on a prospective
basis only.
By execution of this Addendum to the Adoption Agreement by a duly
authorized representative of the Employer, such Addendum shall hereby be made a
part of the Employer's Adoption Agreement and is thus incorporated into and made
a part of the Plan.
IN WITNESS WHEREOF, the Employer has caused this Addendum to the Adoption
Agreement to be executed by its duly authorized officer this day of
------
, 2003.
---------------
23
OSAGE FEDERAL BANK
By:
------------------------------------------
Name:
------------------------------------------
Title:
------------------------------------------
24
