Chicago, IL
WHEREAS, Article V of the AFL-CIO Constitution generally provides that an executive officer of the AFL-CIO who satisfies certain service requirements will receive certain retirement benefits when the executive officer leaves office, and upon the death of the executive officer, his or her spouse will receive certain death benefits; and
WHEREAS, the retirement benefits provided by the Constitution constitute a non-qualified deferred compensation plan (the “Plan”) subject to Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), which became effective as of January 1, 2005; and
WHEREAS, proposed regulations under Code Section 409A require that the Plan be set forth in a plan document and amended on or before December 31, 2006; and
WHEREAS, it is anticipated that final regulations under Code Section 409A (the “Final Regulations”) will be issued on or before December 31, 2006; and
WHEREAS, it is anticipated that the next regularly scheduled meeting of the Executive Council will be held no earlier than February 2007; and
WHEREAS, the Executive Council desires (i) to adopt a formal document reflecting the terms of the Plan, as amended to comply with Code Section 409A, and (ii) to authorize the Finance Committee of the Executive Council to amend the Plan as it deems necessary, reasonable or appropriate to comply with the Final Regulations in the event that the Final Regulations are issued and require amendment of the Plan prior to the next regularly scheduled meeting of the Executive Council.
NOW THEREFORE, BE IT RESOLVED, that, effective as of January 1, 2005, the Plan shall be, and it hereby is, amended and restated in the form attached hereto as Exhibit A.
AND BE IT FURTHER RESOLVED, that the Finance Committee of the Executive Council shall be, and it hereby is, authorized and directed to amend the Plan as it deems necessary, reasonable or appropriate to comply with the Final Regulations in the event that the Final Regulations are issued and require amendment of the Plan prior to the next regularly scheduled meeting of the Executive Council.
AND BE IT FURTHER RESOLVED, that the Finance Committee shall be, and it hereby is, authorized and directed to take such further action as it deems necessary, reasonable or appropriate to effectuate the foregoing resolutions.