Agenda - Council - 01/08/1991 - Laserfiche WebLink

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for a term of three years and until his or her successor is elected and quadified. · - Section :3.3 Homlnatlofts: The Trustees who are full-time empicyees of Publle Empioyom shall serve ~ the Nomiriating Committee for-tho Public Employee Trustees. Tho Nominating Committee sh~ll choose · candidm# for Public Empicyee Trustees in accor. dance with the procedures set forth in the By-Laws. Section 3.4 Resignation and Rernowh (a) Any Trustee may resign M Trustee (without need for pric.r or subsequent ;g~counting) by an instrument in w~!ng signed by*the Trustee and delivered to the omar Trustees and such resignatio~ shall be effective upon such delivery, or at a later date according to the.terms of the instrument. Any of the Trustees may tm re- moved for cause, by a vote of a m~jority of the Public EmpIoyem. (b) E~ch Public Employee Trustee shall rasginhis or her p~, itlon as Trustee within sixty days of the d=te on wh=h he or she ceases to be a full-time empicyee of a Public Employer. Section 3.5 Vscanobs: The term of office of a Trustee shall terminate and a vacancy shall occur in th.e event of the death, reslgnaticn, removal, adjudicated incom- petence or other incepanity to perform the duties of the office of a Trustee. In the case of a vacancy, the remaining Trustees shall appoint such person as they in their discreticn shall see fit (subject to the limitations set forth in this Section), to serve for the unexpired portion of the term of the Trustee who has resigned or otherwise ceased to be a Trustee. The appointment shell be made by a written instrument signed by a majority of the Trustees, The person appointed must be the same type of Trustee (i.e., Public Employee Trustee or ICMA/RC Trustee) as the person who has ceased to be a Trustee. An appointment of a'Trustee may be made in anticipation o! s vacancy to occur at a later date by reason of retirement or resignation, provided that such appointment shall not become effective prior to such retirement or resignation. Whenever a vacancy in the number of Trustees shall occur, until such vacancy is filled as provided in this Section 3.5, the Trustees in office, regardless of their number, shall have all the powers granted to the Trustees and shall discharge all the duties imposed upon the Trustees by this Declaration. A written instrumenl certifying the existence of such vacancy signed by a majority of the Trustees shall be conclu- sive evidence of the existence of such vaca;cy. Section 3.6 Trustees Serve In Representative Capacity: By executingthis Declaration, each Public Employer agrees that the Public Employee Trustees elected by the Public Employers are authorized to act as agents and representatives of the Public Employers collec- tively. ARTICLE IV. POWERS OF TRUSTEES Section 4.1 General Powers: The Trustees shall have the power to conduct th e business of the Trust and to carry on its operations. Such power shall include, but shall not be limited to, the power to: (a) receive the Trust Property from the Public Employers, Public Employer Trustees or other Trustee of any Employer Trust; (b) enter into a contract with an Investment Adviser providing, among other things, for the establishment and operation of the Portfolios, selection of the Guaranteed Investment Contracts in which th.e. Trust Property may be invested, selection al the other investments for the Trust Property and the payment of reasonable fees to the Investment Adviser and to any sub-investment adviser retained by the Investment Adviser; (c) review annuallythe perlormance of the Investment Adviser and approve annually the contract with such Investment Adviser; (d) invest and reinvest the Trust Property in the Portfolios. the Guaranteed Interest Contracts and in any other investment recommended by the Investment Adviser, but not including securities issued _by Public Employers. provided that if a Public Employer has directed that its monies be invested in specified Portfolios or in a Guaranteed Investment Contract. the Trustees of the Retirement Trust shall invest such monies in acoordance with such directions; (a) keep such portion of the Trust Property in cash or cash balances as the Trustees. from ttme to time, may deem to be in the best interest of the Retirement Trust created hereby without liability for interest thereon; (f) accept and retain for such time as they may deem advisable any securities or other property received or acquired by them as Trustees hereunder. whether or not such securities or other property would normally be purchased as investment hereunder; (g) cause any securities or other properb/held as part of the Trust Property to be registered in the name of the Retirement Trust or in the name of a nominee. and to hold any investments in bearer from. but the books and records of the Trustees shall at all times show that all such investments are a part of the Trust Property; (h) make. execute, acknowledge, and deliver any and all documents of transfer and conveyance and any and all other instruments that may be necessary or appropriate to carry out the powers herein granted; (I) vote upon any stock, bonds, or other securities; give general or special proxies or powers of attorney with or without power of substitution;exercise any conversion privileges, subscription rights, or other options, and make any payments incidentalthereto; oppose, or consent to. or otherwise participate in. corporate reorganizations or to other changes affecting corporate securities, and delegate discretionary powers and pay any assessments or charges in connection therewith; and generally exercise any of the powers of an owner with respect to stocks, bonds, securities or other property held as part of the Trust Property; (J) enter into contracts or arrangements for goods or services required in connection with the operation of the Retirement Trust. including, but not limited to. contracts with custodians and contracts for the provision of administrative services; (k) borrow or raise money for the purposes of the Retirement Trust in such amount, and upon such terms and conditions, as the Trustees shall deem advisable, provided that the aggregate amount of such borrowings shall not exceed 30% of the value of the Trust Property. No person lending money to the Trustees shall be bound to see the application of the money lent or to inquire into its validity, expediency or propriety or any such borrowing; (I) incur reasonable expenses as required for the operation of the Retirement Trust and deduct such expenses from of the Trust Property; (m) _pay expenses properly allocable to the Trust Property incurred in connection with the Deferred Compensation Plans. Qualified Plans. or the Employer Trusts and deduct such expenses from the portion of the Trust Property to whom such expenses are properly allocable; (n) pay out of the Trust Property all real and personal property taxes, income taxes and other taxes of any and all kinds which, in the opinion of the Trustees. are properly levied, or assessed under existing or future laws upon. or in respect of. the