HomeMy WebLinkAbout2044 Participating in Firefighters Critial Illness Trust & Pool BILL NO.2024-078 ORDINANCE NO. 2044
AN ORDINANCE AUTHORIZING PARTICIPATION IN THE MISSOURI
FIREFIGHTERS CRITICAL ILLNESS TRUST AND POOL, AND FURTHER
AUTHORIZING THE MAYOR TO EXECUTE SUCH DOCUMENTS AS MAY BE
NECESSARY FOR THE CITY'S PARTICIPATION THEREIN
Whereas, The Missouri Firefighter Critical Illness Trust and Pool (herein
"MFFCIT") has created a critical illness pool as authorized by Section 320.400 and
537.620 RSMo, to create an alternative for public sector agencies seeking to control
rising costs due to critical illnesses, including cancers, in firefighters; and
Whereas, Missouri statutes require such an entity to be formed by agreement of
at least three public sector agencies; and
Whereas, upon a proper application, a new entity has been created and approved
by the Director of the Division of Commerce and Insurance and Missouri Secretary of
State; and
Whereas, the new entity, called "Missouri Fire Fighter Critical Illness Trust and
Pool," is a separate body corporate and trust, under the oversight of a Board of Trustees
and the participating agencies; and
Whereas, MFFCIT will safeguard, manage, and provide for administrative
services for MFFCIT, and
Whereas, by agreeing to be one of the agencies participating in MFFCIT, the
City is not forever bound to participate in MFFCIT, but does so by agreement; and
Whereas, upon proper consideration the City believes that participating in the
MFFCIT risk pool is in the best interests of the City,
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF
ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI AS FOLLOWS:
SECTION 1 — INTENT TO JOIN. That the Riverside Board of Aldermen hereby
declares its intent to become a member of MFFCIT and to participate thereof upon
approval of Board of Trustees of MFFCIT.
SECTION 2 — APPROVAL OF AGREEMENT. The Board of Aldermen hereby
approves, and the Mayor is hereby authorized and directed to sign, all documents
necessary or expedient for the City to participate in the MFFCIT, including Trust/Pool
Agreement and Bylaws, agreeing to adhere to the rules of said documents, and to be
bound together with other members thereby.
SECTION 3 — AUTHORITY GRANTED. The Mayor, the City Administrator and
other appropriate City officials are hereby authorized to take any and all actions as may
be deemed necessary or convenient to carry out and comply with the intent of this
Ordinance and to execute and deliver for and on behalf of the City all certificates,
instruments, agreements, and other documents, as may be necessary or convenient to
perform all matters herein authorized.
SECTION 4 — EFFECTIVE DATE. This Ordinance shall be in full force and effect
from and after its passage and approval.
BE IT REMEMBERED that the above was read two times by heading only, PASSED
AND APPROVED by a majority of the Board of Aldermen and APPROVED by the
Mayor of the City of Riverside this 17th day of December 2024.
YIP
Mayor Kathleen L. Rose
ATTEST:
Robin.Kincaid, City Clerk
TRUST AND POOL AGREEMENT FOR
MISSOURI FIRE FIGHTERS CRITICAL ILLNESS TRUST AND POOL
May 1, 2022
TABLE OF CONTENTS
Page
ARTICLE 1 DEFINITIONS 2
1.1 ADMINISTRATOR 2
1.2 AUTHORIZED INVESTMENT 2
1.3 BENEFICIARY 2
1.4 CODE 2
1.5 CUSTODIAN 2
1.6 FISCAL YEAR 2
1.7 INVESTMENT FUND 2
1.8 INVESTMENT MANAGER 2
1.9 MEMBER OF MEMBERS 2
1.10 MEMBERS REPRESENTATIVE 2
1.11 PARTICIPANT 3
1.12 PLAN 3
1.13 POOL 3
1.14 TRUST 3
1.15 Board of TRUSTEES 3
1.16 TRUST FUND 3
1.17 TRUSTEE 3
ARTICLE II ESTABLISHMENT OF THE TRUST AND POOL 3
2.1 POOL ESTABLISHED 3
2.2 TRUST ESTABLISHED. 3
2.3 LIMIT OF INTEREST-IMPOSSIBILITY OF DIVERSION. 3
2.4 BOARD OF TRUSTEES'S ACCEPTANCE 3
ARTICLE III TRUSTEES AND SUCCESSOR TRUSTEES 4
3.1 TRUSTEES. 4
3.2 SUCCESSOR TRUSTEES. 5
3.3 COMPENSATION. 5
3.4 CHAIR AND OFFICERS;SUB-COMMITTEES. 5
3.5 MEETINGS. 5
3.6 PROXY. 6
3.7 NO DELEGATES 6
3.8 QUORUM AND VOTING 6
3.9 ACTION WITHOUT A MEETING 6
3.10 CONFLICTS OF INTEREST. 7
3.11 OFFICE LOCATION AND MEETING PLACE 7
3.12 AGENT FOR SERVICE OF LEGAL PROCESS. 7
3.13 RULES AND REGULATIONS 7
ARTICLE IV DUTIES OF BOARD OF TRUSTEES 7
4.1 DUTIES 7
(a) Receipt of Contributions 7
(b) Management of Funds 8
(c) Payments. 8
(d) Appointment of Administrator 8
(e) Appointments of Committees. 8
ARTICLE V INVESTMENT OF TRUST ASSETS 8
5.1 GENERAL INVESTMENT POWER/INVESTMENT FUNDS. 8
(a) Authority of Trustees. 8
(b) Investment Funds 8
(c) Funding Policy. 9
5.2 INVESTMENT MANAGERS 9
(a) Appointment. 9
(b) Contractual Arrangement 9
(c) Board of Trustees's Duties. 9
(d) Failure to Direct 10
(e) Termination of Appointment 10
5.3 MANNER AND EFFECT OF DIRECTIONS 10
(a) Delegation of Authority to Custodian 10
5.4 AUTHORIZATION OF DESIGNEE(S) 10
ARTICLE VI POWERS OF BOARD OF TRUSTEES 10
6.1 GENERAL AUTHORITY. 10
6.2 SPECIFIC POWERS. 11
(a) Purchase of Property. 11
(b) Disposition of Property. 11
(c) Retention of Cash. 11
(d) Exercise of Owner's Rights. 11
(e) Registration of Investments. 11
(I) Borrowing. 11
(g) Purchase of Contracts. 12
(h) Execution of Instruments. 12
(i) Settlement of Claims and Debts 12
0) Establish Rules and Policies. 12
(k) Trustee Insurance 12
(1) Risk Management. 12
(m) Delegation. 12
(n) Employment of Agents,Advisers and Counsel. 12
(o) Appointment of Custodian. 12
(p) Statutory Provisions. 13
(aj Power to do any Necessary Act. 13
6.3 AUTHORIZED INVESTMENTS. 13
ARTICLE VII CONTRIBUTIONS TO THE TRUST FUND 13
7.1 MEMBER CONTRIBUTIONS. 13
7.2 CONTRIBUTION ON ANNUAL BASIS/RATE STRUCTURE 13
7.3 FAILURE TO MAKE CONTRIBUTIONS. 13
7.4 No MULTI-YEAR OBLIGATION OF PUBLCI FUNDS. 14
7.5 REPORTS. 14
ARTICLE VIII PARTICIPATION AND WITHDRAWAL OF MEMBERS 14
8.1 PARTICIPATION IN TRUST BY MEMBERS. 14
8.2 WITHDRAWAL BY MEMBER. 15
8.3 SUCCESSORS AND ASSIGNS 15
8.4 POWERS OF THE MEMBERS. 15
8.5 MEETINGS OF THE MEMBERS 16
8.6 MEMBER OBLIGATIONS. 16
ARTICLE IX ADMINISTRATION 17
9.1 ACCOUNTING. 17
(a) Books and Records. 17
(b) Accounting 17
(c) Release. 17
(d) Valuations. 18
(e) Reliance on Administrator 18
9.2 EXPENSES. 18
ARTICLE X AMENDMENT OF TRUST;TERMINATION OF PLAN 18
10.1 AMENDMENT OF TRUST. 18
(a) Right to Amend. 18
(b) Exclusive Benefit. 19
10.2 TERMINATION OF PLAN 19
10.3 FINAL ACCOUNTING. 19
ARTICLE XI MISCELLANEOUS 19
11.1 NONALIENATION OF BENEFITS 19
11.2 BENEFIT. 19
11.3 EFFECT OF PLAN. 19
11.4 DISPUTE RESOLUTION 20
11.5 ENTIRE AGREEMENT. 20
11.6 APPROVAL OF THE MEMBERS. 20
11.7 LIABILITY FOR PREDECESSOR OR SUCCESSOR 21
11.8 LIABILITY FOR ACTS OF OTHERS. 21
11.9 GOVERNMENTAL IMMUNITY 21
11.10 CONTROLLING LAW. 21
11.11 EFFECTIVE DATE 21
11.12 EXECUTION IN COUNTERPARTS. 21
EXHIBITS SIGNATORY AGENCIES 22
TRUST AGREEMENT
THIS AGREEMENT ("Agreement") is entered by and between the undersigned Missouri
governmental entities (who, together with and any other Missouri governmental entities that
becomes a participating Member of this Pool under this Trust Agreement, are collectively the
"Members")and the undersigned Trustees constituting the Trustees for the Trust,as defined herein
("Trustees"; "Board of Trustees").
WITNESSETH:
WHEREAS,the Members are exempt from federal income tax under the Internal Revenue Code
of 1986, as amended, as a state or territory of the United States, or any political subdivision,
municipality or agency thereof, or an agency of such political subdivision or municipality
(including any corporation owned or controlled by any state or territory of the United States or by
any political subdivision, municipality, or agency); and
WHEREAS,the Members desire by and through this Agreement to create a Fire Fighters Critical
Illness Benefits Trust, with said Trust to be considered a "pool" to provide a benefit plan that
provides cancer benefits consistent with the provisions of Chapters 320 and 537 of the Missouri
Revised Statutes (RSMO), as specified in the Missouri Fire Fighters Critical Illness Trust Cancer
Benefits Plan, (collectively, the "Plan"); and
WHEREAS,the Members desire said Pool to be managed by a Board of Trustees; and
'WHEREAS,the Members desire for the Trust to accept funds that shall from time to time be paid
over to the Board of Trustees in accordance with the terms of this Agreement, together with the
earnings and profits thereon, if any, and to hold the funds in Trust (the "Trust"), constituting a
trust, and to make disbursements from the Trust in accordance with the provisions of this
Agreement and the Plan; and
WHEREAS, the Members desire to appoint the Board of Trustees as a trustee to hold and
administer the assets of the Plan as trustees, and manage the Pool in accordance with this
Agreement; and
WHEREAS, the Board of Trustees has agreed to manage the Pool and to serve as trustee of the
Trusts established under this Agreement; and
WHEREAS, the Members intend that the Trust hereby established, together with the Plan, shall
constitute a trust exempt from taxation under Internal Revenue Code Section 115; and
WHEREAS,the Members intend that the Trust hereby established, together with the Plan, shall
constitute a Pool and Plan for the purpose of RSMO 320.400 and 537.620 ;
NOW, THEREFORE, the Members and the Board of Trustees hereby mutually covenant
and agree as follows:
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ARTICLE I
DEFINITIONS
The following words and phrases, when used herein with an initial capital letter, shall have the
meanings set forth below unless a different meaning plainly is required by the context. Any
reference to a section number shall refer to a section of this Agreement unless otherwise specified.
1.1 Administrator means the person, committee or entity appointed by the Board of Trustees
to serve as plan administrator of the Plan. The Administrator shall be retained by the Board
of Trustees and shall administer the Plan pursuant to an administrative services agreement
entered into between the Administrator and the Board of Trustees.
1.2 Authorized Investment means and is limited to those investments that are defined as
permissible for investment of public funds in accordance with the Missouri
Constitution Article IV, Section 15, and RSMO 30.270, as may be in effect from time to
time.
1.3 Beneficiary means any person designated under the terms of the Plan to receive benefits
payable upon the death of a Participant.
1.4 Code means the Internal Revenue Code of 1986, as amended.
1.5 Custodian means a depository banking institution meeting the criteria of RSMO 110.010
and selected by the Trustees, which shall serve as custodian for the Trust Fund. To the
extent any assets are held by any custodian other than the selected depository banking
institution, such party shall also be considered a Custodian for the Trust and must meet the
same statutory criteria.
1.6 Fiscal Year means the accounting year of the Trust, which shall commence on January 1
and end on December 31 of each year, except that the first year shall commence on the
Effective Date and shall end on the immediately following December 31.
1.7 Investment Fund means any of the separate funds established by the Trustees for the
investment of Plan assets.
1.8 Investment Manager means any person, corporation or other organization or association
appointed by the Board of Trustees pursuant to the terms of Section 4.3 to manage, acquire
or dispose of the assets of an Investment Fund.
1.9 Members or Member means those governmental employers listed on Exhibit A and any
other governmental employer that becomes a participating Member under this Trust
pursuant to Article VIII, below.
1.10 Member Representative means that person who has been designated in writing by a
Member as its representative to the Pool.
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1.11 Participant means an employee or former employee of the Member.
1.12 Plan means the Missouri Fire Fighters Critical Illness Cancer Benefits Plan set forth in the
Plan Summaries of Benefits as such Plan may be amended from time to time.
1.13 Pool means the Pool established by this Trust and Pool Agreement.
1.14 Trust means the Missouri Fire Fighters Critical Illness Trust and Pool established by this
Agreement, also referred to herein as"Pool", "MFFCIT", or MFFCIP."
1.15 Board of Trustees means the Board of Trustees as appointed according to Section 3.1 of
this Agreement, acting in their role as Trustees of the Trust and manager of the Pool as
defined herein.
1.16 Trust Fund means the total amount of cash and other property held in the Trust under this
Agreement.
1.17 Trustee means the members of the Board of Trustees and their successors as provided by
this Agreement.
ARTICLE II
ESTABLISHMENT OF THE POOL AND TRUST
2.1 Pool Established. The Members do hereby establish a pool as defined under Missouri
Statute for the provision of benefits as defined in RSMO 320.400,with funds for said Pool
to be held in trust as defined in this Agreement, and the Pool to be managed by the Board
of Trustees of said established trust.
2.2 Trust Established.The Members hereby establish with the Board of Trustees(the Board),
as a funding medium for the Plan, a Trust consisting of the Trust Fund and such earnings,
profits, increments, additions, contributions and appreciation thereto and thereon as may
accrue from time to time.
2.3 Limit of Interest- Impossibility of Diversion. It shall be impossible at any time for any
part of the Trust to be used for or diverted to purposes other than for the exclusive benefit
of the Participants and Beneficiaries covered under the Plan, except that the payment of
taxes and administration expenses may be made from Trust funds as hereinafter provided.
Funds of the Trust may not be transferred to any other account or fund of a Member.
2.4 Board of Trustees's Acceptance. The Board of Trustees accepts the Trust hereby created
and agrees to perform the duties hereby required of the Board of Trustees.
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ARTICLE III
TRUSTEES AND SUCCESSOR TRUSTEES
3.1 Trustees. The Trust and Pool shall be administered by the Board of Trustees of the Trust.
The Board of Trustees shall be comprised of a minimum of seven (7) and a maximum of twelve
(12) individual voting Trustees; provided, however, that the Board of Trustees shall be deemed
duly constituted and may commence operations of the Pool and Trust upon seating of and
execution of this Agreement by four (4) initial Trustees. Each Trustee must be a Participant and
current employee of a Member, except as provided below.
Initial Board of Trustees: Trustees shall be appointed to the initial Board of Trustees
from among the following:
(a) One At-Large Trustee who is a Member Representative from the Missouri State
Council of Fire Fighters (MSCFF);
(b) One At-Large Trustee who is a Member Representative from the Missouri Association
of Fire Chiefs (MAFC);
(c) One At-Large Trustee who is a Member Representative from the Fire Fighters
Association of Missouri (FFAM);
(d) Advisory Trustee Dr. Sarah Janke, Director and Senior Scientist, NDRI-USA;
(e) At least three (3) Trustees who are Member Representatives taken from the pool
Members of any size or type, who are employees of the Member. There shall be one
Member Representative Trustee position elected from each of the following regions:
Western Missouri; Central Missouri; Eastern Missouri.
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Future Board of Trustees:
(a) At-Large"and Advisory Trustee positions shall remain as permanent Trustee positions
unless removed by the subsequent amendment of this Agreement.
(b) The number of Member Representative Trustees shall be no less than three(3)and may
be increased at the discretion of the Board.
(c) Regional designations as required for Member Representative Trustees shall remain as
constituted for the initial Board of Trustees; except that if the Board of Trustees shall
in their discretion expand the number of Trustee positions for Member Representatives
such regional designations or districts may be expanded or reconfigured at the
Discretion of the Board of Trustees.
(d) Nominations for Trustees from the Members and representative organizations shall be
made by elected governing body of the Member (i.e., district board of directors, city
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council,MSCFF Board of directors) and be submitted to the Board of Trustees at such
time as the Board may require.
(e) The initial Board appointments notwithstanding, Trustees shall be elected by the
members present at an Annual Meeting as provided for in this Agreement. Terms of
the Trustees shall be three-year, overlapping terms or until their successors have been
appointed,except that in the initial appointment of Trustees,two of them shall serve an
initial term of one year, two shall serve an initial term of two years and two of them
shall serve an initial term of no more than one year so as to establish the staggering of
terms. The term shall begin on a January 1, and end at midnight on a December 31,
except that the initial Trustees' terms shall begin upon the formation of the Pool.
(f) A vacancy shall occur on the Board of Trustees when a Trustee (1) submits a written
resignation to the Board of Trustees; (2) dies; (3) ceases to be a Participant; (4) ceases
to be a Member Representative; (5) fails to attend three consecutive regular meetings
of the Board of Trustees without the Board having entered upon the record its
proceedings an approval for an additional absence or absences, except that such
additional absence or absences shall be excused for temporary mental or physical
disability or illness; or (6) is convicted of a felony. Any vacancy on the Board of
Trustees shall be filled by appointment of the Board for the unexpired portion of the
term. Upon appointment and written acceptance thereof,a successor Trustee shall have
all the title, rights, powers and privileges and duties conferred or imposed upon the
initial or predecessor Trustee.
3.2 Successor Trustees.No successor Trustee need examine the accounts, records and acts of
any previous Trustee of any allocation of the Trust assets, nor shall such successor Trustee be
responsible for any act or omission to act on the part of any previous Trustee. All Trustees and
their successors from time to time acting under this Agreement shall have all the rights, powers
and duties of the initial Trustees named in this Agreement, unless this Agreement is amended to
provide otherwise.
3.3 Compensation. The Trustees shall receive no compensation for their services rendered
under this Agreement other than any compensation as an employee of a particular Member. The
Board of Trustees may adopt policies to reimburse Trustees for actual meeting expenses and
attendance at the Board of Trustees meetings and other properly incurred expenses on Trust
matters.
3.4 Chair and Officers; Sub-Committees. The officers of the Board of Trustees shall be the
chair, vice chair and secretary/treasurer. The officers shall be appointed by the Board of Trustees
from among its members. Appointment of officers shall occur at the first meeting of the Trustees
each year. The Board of Trustees may establish sub-committees necessary or appropriate to the
exercise of its powers.
3.5 Meetings. The Board of Trustees shall determine the time and place of its regular
meetings. Special meetings of the Board of Trustees may be called by the chair or by four (4)
Trustees.The Trustees shall be provided with at least ten(10)days prior written notice designating
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the time,place and agenda of a regular meeting and three(3)days prior written notice designating
the time, place and agenda of any special meeting. The manner of giving notice of meetings may
include,without limitation,service by electronic mail to the Trustee's e-mail address. Regular and
special meetings of the Board of Trustees may be held by telephone or electronic (internet-based)
conference call.Any meeting at which all Trustees are present in person, or concerning which all
Trustees have waived notice in writing,shall be a valid meeting without the requirement to provide
any notice.
3.6 Proxy. Any Trustee may duly authorize in writing another Trustee to cast a vote on one
(1) or more specific matters to be voted on at a meeting, on behalf of such Trustee. Any such
written authorization must specify the matter or matters and be given for a specific meeting and
may not carry over to subsequent meetings.
3.7 No Delegates. A Trustee and/or the Trustee's Member Representative may not appoint a
delegate to serve in his or her place.
3.8 Quorum and Voting.
(a) To constitute a quorum at any regular or special meeting of the Board of Trustees
and for any action to be valid at such meeting, there must be present in person or
by proxy a majority of the seated appointed Trustees.
(b) Valid actions at meetings at which a quorum is present require the affirmative vote
of a simple majority of those Trustees present and voting,except where an absolute
majority is expressly required.Each Trustee shall cast his or her vote on each matter
upon which action is taken, except where abstention from voting is required
because of conflict of interest.
(c) To approve the following items, an absolute majority vote (as defined below) is
required:
(1) Annual budget;
(2) Incurring any debt other than liabilities in the ordinary course of business;
(3) Settling any litigation involving the Plan or Trust.
An absolute majority vote is the affirmative vote of at least four(4) Trustees,unless fewer
Trustees are seated. Then a majority of the seated Trustees is needed.
3.9 Action without a Meeting. Any action that may be taken at a meeting of the Board of
Trustees may be taken without a meeting upon the written consent of a sufficient number of the
Trustees otherwise required to approve such action at a meeting and shall be effective on the date
of the last consent, unless two (2) or more Trustees object to taking the action without a meeting.
A copy of such written consent, signed by the Trustees, shall be provided within ten (10) days of
the effective date of the consent to each Trustee. Consent may be signified by a signature of the
Trustee on a written consent or by an electronic means, such as an affirmative email response to a
request for confirmation of favorable action on a matter, approval of a specific resolution, etc.
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3.10 Conflicts of Interest.Trustees should avoid the appearance of impropriety.A Trustee shall
exercise care that the Trustee's independent judgment in the discharge of Board of Trustees
responsibilities is not impaired as a result of conflicts between the interests of the Trust and the
Trustee's own financial interests or personal interests,or the financial interests or personal interests
of the members of the Trustee's family or associates. A Trustee shall not vote or decide upon any
matter relating solely to himself or herself, or matter solely relating to their Member organization,
or vote in any case in which his or her individual right or claim to any benefit under the Plan is
particularly involved or in which he or she otherwise has a conflict of interest. In the event that a
Trustee believes that he or she has a conflict of interest, the Trustee shall disclose the conflict to
the Board of Trustees and shall refrain from participating in the matter to which the conflict relates.
The minutes of the meeting where the disclosure is made shall reflect the disclosure and the fact
of the Trustee having abstained from participation in the matter. A Trustee shall not use
confidential information acquired in the course of the performance of Board of Trustees
responsibilities to further that Trustee's own financial interests or personal interests, or the
financial interests or personal interests of the members of the Trustee's family or associates.
3.11 Office Location and Meeting Place. All meetings of the Board of Trustees shall be held
at a place designated at least annually by the Board of Trustees, or the chair, if the Board of
Trustees is unable to reach an agreement regarding a meeting location. The Trust shall have its
initial principal office at The Scarborough Law Office, LLC, 130 S. 2nd Street, Odessa, Missouri,
64076. Said designated principal office may be changed at the discretion of the Board of Trustees.
3.12 Agent for Service of Legal Process. The designated agent for service of legal process
shall be The Scarborough Law Office, 130 S. 2nd St., Odessa, Missouri, 64076, or any successor
agent as the Board of Trustees shall designate.
3.13 Rules and Regulations. The Board of Trustees shall have the power at any regular or
special meeting to adopt bylaws,rules,regulations,and policies for the administration of the Trust,
and for the conduct of the affairs of the Board of Trustees. Any bylaws, rules, regulations and
policies of the Board of Trustees shall be consistent with the written provisions of the Trust
Agreement and shall be binding upon all persons dealing with the Trust and upon any and all
persons claiming any benefits under the Plan.
ARTICLE IV
DUTIES OF BOARD OF TRUSTEES
4.1 Duties. It shall be the duty of the Board of Trustees:
(a) Receipt of Contributions. To receive any contributions paid to it under this
Agreement in cash or in other property acceptable to the Board of Trustees. The
Board of Trustees shall not be responsible for the calculation or collection of any
contribution required to be paid by the Member to the Trust under the Plan but shall
be responsible only for property actually received by it pursuant to this Agreement.
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(b) Management of Funds. To hold, invest, reinvest, manage, and administer(except
as otherwise provided herein) all contributions so received, together with the
income therefrom and any other increment thereon, for the benefit of Participants
and their Beneficiaries in accordance with the terms of this Agreement.
(c) Payments. To direct payments under the Plan; provided, however, that the Board
of Trustees may rely upon the directions received from the Administrator, and the
Administrator hereby indemnifies the Board of Trustees from any loss, claim,
damage or liability, including legal expenses,that may arise in connection with the
Board of Trustees acting upon such direction.
(d) Appointment of Administrator. To appoint such person, committee or entity as
the Board of Trustees shall determine to serve as Administrator of the Plan, and to
contract with the Administrator for provision of its services. The Board of Trustees
shall have the power to terminate the appointment of the Administrator upon
written notice with or without cause.
(e) Appointment of Committees. To appoint or delegate as necessary such persons,
committees or entities as the Board of Trustees shall determine in its sole discretion
to make and advise decisions under the Plan and Trust;provided,however, that the
Board of Trustees may withhold to itself all authority and decision making to itself
without delegation.
ARTICLE V
INVESTMENT OF TRUST ASSETS
5.1 General Investment Power/Investment Funds.
(a) Authority of Trustees. Except as provided in Sections 5.2 and 5.3, the Board of
Trustees shall have all authority and responsibility for the management, disposition
and investment of the Trust Fund, and the Board of Trustees may consider the
advice and directions of investment advisors if so appointed. The Board shall not
issue any directions that are in violation of terms of the Plan or this Agreement, or
the law governing investment of public funds as stated in the Missouri Constitution
Article IV, Section 15, and RSMO 30.270, as may be in effect from time to time.
(b) Investment Funds. The Trust may be divided into one or more separate
Investment Funds, the number, makeup and description of which shall be
determined from time to time by the Trustees. The Board of Trustees shall
implement,terminate,value,transfer to and from and allocate the gains, losses and
expenses among the Investment Funds in accordance with the advice and input of
the Administrator, or their delegates, and, to the extent applicable under the terms
of this Agreement,the directions of Investment Managers if so utilized.
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(c) Funding Policy. The Board of Trustees shall have responsibility for selecting or
establishing and carrying out a funding policy and method, consistent with the
objectives of the Plan. The Board of Trustees shall be responsible for the proper
diversification of the Trust Fund,for the prudence of any investment of Trust assets
consistent with State law, for compliance with statutory limitations on the amount
of investment in securities, and for assuring that any such investments meet the
requirements of State law.
5.2 Investment Managers.
(a) Appointment. The Board may, but shall not be required to, appoint one or more
Investment Managers to manage the assets of all or any one or more of the
Investment Funds. Each such Investment Manager shall be either(i) registered as
an investment adviser under the Investment Advisers Act of 1940; (ii) a bank, as
defined in such Act;or(iii) an insurance company qualified to perform the services
of Investment Manager under the laws of more than one state. The Board of
Trustees shall obtain from any Investment Manager so appointed by it a written
statement acknowledging (i) that such Investment Manager is or on the effective
date of its appointment will become a fiduciary with respect to the Trust assets
under its management; (ii) certifying that such Investment Manager has the power
to manage, acquire or dispose of Trust assets in the manner contemplated by the
contract or other written instrument by which its appointment is or will be effected;
and (iii) certifying that it is either an investment adviser, a bank or an insurance
company which is qualified to be appointed as an Investment Manager under this
Agreement.
(b) Contractual Arrangement. The Board shall enter into a written contract or
agreement with each such Investment Manager in connection with its appointment
as such, and such contract shall be subject to such terms and conditions and shall
grant to the Investment Manager such authority and responsibilities in the
management of the applicable Investment Fund assets as the Trustees deem
appropriate under the circumstances. Without limiting the generality of the
foregoing, such contract may establish investment objectives for the assets of the
Investment Fund(s) under the management of the Investment Manager and may
limit the types of assets that may be acquired or held by such Investment Fund(s).
(c) Board of Trustees's Duties. With respect to each Investment Fund the
management of which has been delegated to an Investment Manager, the Board of
Trustees shall at their discretion follow and carry out the instructions of the
appointed Investment Manager with respect to the acquisition, disposition and
reinvestment of assets of such Investment Fund, including instructions relating to
the exercise of all ownership rights in such assets.
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(d) Failure to Direct. In the event that an appointed Investment Manager shall fail to
provide direction the Board of Trustees with respect to investment of all or any
portion of the cash held in an Investment Fund under its management,the Board of
Trustees shall invest such cash only when appropriate, and in suitable fashion, to
the best interest of the Trust.
(e) Termination of Appointment. The Board shall have the power to terminate the
appointment of an Investment Manager upon written notice with or without cause.
Upon the termination of the appointment of an Investment Manager, the Trustees
may (i) seek a successor Investment Manager with respect to the Investment
Fund(s)formerly under the management of the terminated Investment Manager,(ii)
merge or combine such Investment Fund(s)with other Investment Fund(s)or Trust
assets, or (iii) invest the assets of such Investment Fund as the Trustees deem
appropriate in accordance with the existing funding policy.
5.3 Manner and Effect of Directions.
(a) Delegation of Authority to Custodian. The Custodian is delegated the authority
and responsibility for receiving and carrying out the directions of the Board of
Trustees, the Administrator, any Investment Manager or their designees. With
respect to any assets held by a party other than Board of Trustees, the Board of
Trustees is authorized and directed to delegate to the Custodian the authority and
responsibility for receiving and carrying out the directions of the any Investment
Manager or their designees. The Board of Trustees is authorized and directed to
enter into such agreements with another Custodian as are deemed necessary or
appropriate to affect such delegation.
5.4 Authorization of Designee(s). The Administrator and the Custodian may each appoint
one or more designees to act on their behalf. If a designee(or designees) is appointed,the
appropriate committee shall furnish the Board of Trustees with written documentation of
the appointment and a specimen signature of each designee. The Board of Trustees shall
be entitled to rely upon such documentation until the Board of Trustees is otherwise
notified in writing.
ARTICLE VI
POWERS OF BOARD OF TRUSTEES
6.1 General Authority. In accordance with the stated intent of the Pool, directions of the
Members, and advice of any Investment Managers as provided in Article V, the Board of
Trustees shall have the power to manage the Pool, and receive,hold,manage,convert, sell,
exchange, invest, reinvest, disburse and otherwise deal with the assets of the Trust,
including contributions to the Trust and the income and profits therefrom, to be held in
trust,without distinction between principal and income and in the manner and for the uses
and purposes set forth in the Plan and as hereinafter provided.
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6.2 Specific Powers. In the management of the Pool and Trust, the Board of Trustees shall
have the following powers in addition to the powers customarily vested in Trustees by law
and in no way in derogation thereof;provided,all such powers shall be exercised only upon
due consideration and advice to the extent applicable of any duly appointed advisors and/or
Investment Managers:
(a) Purchase of Property. With any cash at any time held by it, to purchase or
subscribe for any authorized investment(as defined in Section 6.3)and to retain the
same in trust.
(b) Disposition of Property. To sell, exchange, transfer or otherwise dispose of any
property at any time held by it.
(c) Retention of Cash. To hold cash without interest in administrative accounts for
contribution and distribution processing in such amounts as may be reasonable and
necessary for the proper operation of the Plan and the Trust.
(d) Exercise of Owner's Rights. The Members acknowledge and agree that the Board
of Trustees shall have the right or power to vote proxies appurtenant to securities
that it holds. The Members acknowledge and agree that the Board of Trustees shall
have the power to make any review of, or consider the propriety of, holding or
selling any assets held in the Trust Fund in response to any tender offer, conversion
privilege, rights offering, merger, exchange, public offering and/or any proxy
action for any of such assets.
(e) Registration of Investments. To cause any stock, bond, other security or other
property held as part of the Trust to be registered in its own name or in the name of
one or more of its nominees; provided, the books and records of the Board of
Trustees shall at all times show that all such investments are part of the Trust.
(f) Borrowing. To the extent permitted by State law,to borrow or raise money for the
purposes of the Trust in such amounts, and upon such terms and conditions, as
appropriate in the best interest of the Trust; and, for any sum so borrowed,to issue
its promissory note as Board of Trustees and to secure the repayment thereof by
pledging all or any part of the Trust Fund to the extent permitted by State law; and
no person lending money to the Board of Trustees shall be bound to see to the
application of the money lent or to inquire into the validity,expediency or propriety
of any such borrowing.
11
(g) Purchase of Contracts. To apply for, purchase, hold, transfer, surrender and
exercise all incidents of ownership of any insurance, re-insurance, excess or stop
loss insurance or annuity contract that the Board of Trustees determines to purchase
or that is necessary or appropriate to carrying out the purposes of the Plan. The
Board of Trustees shall endeavor to obtain stop loss insurance to provide coverage
for payment of benefits under the Plan above specified per claim and aggregate
limits, provided such stop loss coverage can be obtained at a reasonable cost as
determined by the Board of Trustees.
(h) Execution of Instruments. To make, execute, acknowledge and deliver any and
all documents of transfer and conveyance and any and all other instruments,which
may be necessary or appropriate to carry out the powers herein granted.
(i) Settlement of Claims and Debts. To settle, compromise or submit to arbitration
any claims, debts or damages due or owing to or from the Trust, to commence or
defend suits or legal or administrative proceedings and to represent the Trust in all
suits and legal and administrative proceedings.
(j) Establish Rules and Polices. To establish, to the extent consistent with this
Agreement and the Plan, rules and policies necessary or appropriate to the
administration of the Trust or the carrying out of the powers herein granted.
(k) Trustee Insurance. To purchase on behalf of the Board of Trustees, Trustees'
errors and omissions insurance or similar coverage in such amounts as are
recommended by a licensed insurance broker for benefit plans and a Trust of similar
size and purpose.
(1) Risk Management. To establish reasonable risk management policies and
procedures.
(m) Delegation. To delegate in writing fiduciary responsibilities or ministerial powers
and duties to such officers, agents, representatives and independent contractors as
determined desirable,provide such delegation does not conflict with the provisions
of this Agreement or the Plan.
(n) Employment of Agents, Advisers and Counsel. To employ suitable agents,
actuaries, auditors, accountants, investment advisers, brokers, consultants and
counsel, and to pay their reasonable expenses and compensation.
(o) Appointment of Custodian. The Board of Trustees shall designate a custodian to
hold Trust assets. The Board of Trustees may change the custodian upon an
affirmative vote of a majority of seated Trustees.
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(p) Statutory Provisions. To exercise powers and carry out obligations provided for
in the Revised Statutes of the State of Missouri, in matters relating to the
administration of the Plan and Trust, upon such terms and conditions as it may
deem in the best interest of the Trust.
(q) Power to do any Necessary Act. To do all acts which it may deem necessary or
proper and to exercise any and all powers under the Plan and this Agreement upon
such terms and conditions as it may deem in the best interests of the Trust.
6.3 Authorized Investments.
(a) General Definition. "Authorized investment"as used in this Article VI shall mean
and be limited to those investments that are defined as permissible for investment
of public funds in Missouri Constitution Article IV, Section 15, and RSMO 30.270,
as may be in effect from time to time.
(b) Responsibility for Compliance. The responsibility for determining whether any
investment of Trust assets complies with the terms of this Agreement and
applicable law shall lie solely with the Board of Trustees.
ARTICLE VII
CONTRIBUTIONS TO THE TRUST FUND
7.1 Member Contributions. Subject to the limitations of this Agreement, each Member shall
pay or cause to be paid contributions to the Trust at such times and in the amounts determined by
the Board of Trustees as are necessary to ensure funding of the Trust is sufficient, that operation
of the Trust is not hazardous to the public or Participants or which the Board of Trustees otherwise
deems beneficial to protect the financial condition of the Trust. The Board of Trustees shall
establish Member contributions consistent with this Agreement, the Plan and any guidelines
consistent with this Agreement and the Plan as established by the Board of Trustees from time-to-
time. The Trustees may, in their discretion, assess special or additional member contributions for
any fiscal year if, in the discretion of the Trustees, it is in the best and necessary fiscal interests of
the Trust and Pool.
7.2. Contributions on Annual Basis; Rate Structure. The contribution rate structure for
Member contributions shall provide for contributions to be made on an annual basis. Contributions
shall be sufficient to fund the projected benefits and applicable expenses for the Participants
receiving benefits under the Plan.
7.3 Failure to Make Contributions.
(a) If any Member fails to make its Member contribution to the Trust within thirty(30)
business days after the date on which they are due, such contributions shall bear
interest from the date due at the rate of return for the current Prime rate set on the
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date when such contribution was first due plus one percent (1%), compounded
monthly.
(b) The Board of Trustees has the right,upon an affirmative vote of a majority of seated
Trustees, with any Trustees from a Member in default excluded from the vote,
should the delinquent Member not cure the delinquency within thirty(30)calendar
days after the Administrator provides written notice to the Member of its
delinquency, to terminate:
(1) such Member's participation in the Plan and Pool at the end of an additional
thirty (30) calendar day notice period or the end of the Plan year of the
Member's delinquency, if earlier,if such delinquency is not cured, and
(2) upon such termination, no claims submitted by Participants of the
delinquent Member for benefits subsequent to the date of the termination,
shall be paid by the Trust.
(c) The Board of Trustees also has the right, upon an affirmative vote of a majority of
seated Trustees, with any Trustees from the Member in default excluded from the
vote, to notify the Participants of such delinquent Member that such Member's
participation in the Plan and Pool has been or will be terminated.
(d) Nothing herein, however, shall relieve the delinquent Member of its responsibility
for benefits payable to its Participants.
7.4 No Multi Year Debt Obligation of Public Funds. This Agreement does not create a
multiple fiscal year direct or indirect debt or other financial obligation. All financial obligations
of a Member under this Agreement are contingent upon appropriation, budgeting, and availability
of specific funds to discharge such obligations. The total of a Member's contributions for any
Fiscal Year, including special or additional contributions, shall not exceed one and one half(1 '/)
times the annual contribution billed for such Fiscal Year unless additional funds for payment
thereof have been appropriated by'the Member.
7.5 Reports.The Board of Trustees shall provide reports needed for purposes of administration
of this Agreement and the Plan.
ARTICLE VIII
PARTICIPATION, WITHDRAWAL AND OBLIGATIONS OF MEMBERS
8.1 Participation in Trust by Members. The initial participating Members in the Trust are
as set forth on Exhibit A.Additional Members may participate in the Trust subject to the approval
of the Board of Trustees, which participation shall be effective as of the beginning of the next
Fiscal Year or such other date as determined by the Board of Trustees. Participation in the Trust
is limited to those employers who are governmental entities as defined in RSMO 610.010 (4),
participating for the purposes defined by RSMO 537.620 and of RSMO 320.400, and a Member
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may participate in the Trust for such purposes. The Board of Trustees reserves the right to require
a new participating Member at the time of joining the Trust to contribute to the reserves of the
Trust or to make such other appropriate financial contribution as determined by the Board of
Trustees. The Board of Trustees may reject requested participation by any additional Member for
any reason. To participate in the Trust, a Member must properly adopt and enter into this Trust
Agreement and associated bylaws,which shall be evidenced by providing to the Board of Trustees
(i)a certified copy of the resolution or ordinance of the governing body of the Member approving
and entering into and agreeing to be subject to, this Agreement and associated bylaws, and (ii) a
signed counterpart original of this Agreement duly executed by presiding officer of the governing
body or other authorized officer of the Member. An electronic copy of a signed original shall
suffice. In addition, the Board of Trustees may in its discretion allow for execution of required
documents via digital signature.
8.2 Withdrawal by Member. A Member may withdraw from participation in the entire Trust
on the following terms and conditions:
(a) Except as provided in this section, any Member which intends to withdraw from
participation in the Trust must give at least ninety(90) days advance written notice
to the Board of Trustees.Upon a Member's withdrawal from the Trust,any Trustees
who are employees of such Member shall no longer serve as Trustees.
(b) Upon withdrawal, the Member shall be deemed to have withdrawn from
participation in the entire Trust. Upon the effective date of withdrawal, the
Member's Participants shall cease to participate in the Plan, provided, that if
required by law, a Participant's benefits may be extended pursuant to, if and to the
extent applicable,the terms and provisions of the Plan, including those Participants
who have filed a claim for or are receiving benefits under the terms of the Plan prior
to the effective date of the Member's withdrawal, in which case benefits shall
continue subject to the withdrawing Member's payment of required contributions.
(c) Upon withdrawal,the Board of Trustees also has the right to notify the Participants
of such withdrawing Member that such Member's participation in the Plan and
Trust has ceased or will cease.
(d) In the event of a Member's withdrawal pursuant to this section, such withdrawing
Member shall have no right to any of the assets, income or reserves of the Trust at
any time, nor shall such Member have any right to a refund or rebate of any of its
contributions to the Trust.
8.3 Successors and Assigns. Upon approval of the Board of Trustees,a participating Member
may transfer or assign its participation in the Trust to any successor in interest,whether by merger,
consolidation, reorganization, restructuring, transfer of employees, or dissolution, creation or
consolidation of Member entities or governing boards or otherwise.
8.4 Powers of Members. In addition to powers herein vested in the Members, the Members
shall have the power to:
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(a) Amend the Agreement by a two-thirds (2/3) vote of the Members present at a
meeting. Written notice of any proposed amendment shall be provided to each
Member at least forty-five(45) days in advance of any vote on the amendment.
(b) Terminate the Plan and disburse its assets by a two-thirds (2/3) vote of all
Members, pursuant to such notice and in keeping with such procedure as shall be
shall be established by the Board of Trustees. In the case of such a vote,termination
of the Plan shall be pursuant to provisions of Article X.
8.5 Meetings of the Members. Meetings of the Members shall be held as follows:
(a) Members shall meet at least once annually at a time and place to be set by the Board
of Trustees, with notice provided to each Member at least thirty (30) days in
advance electronically.
(b) Special meetings of the Members may be called by the Board of Trustees upon its
own motion and shall be called by the Board of Trustees upon written request of
thirty (30) percent of the Members, with notice mailed to each Member at least
thirty(30) days in advance.
(c) The chair of the Board of Trustees shall preside at the meetings;the vice chair shall
preside in the absence of the chair; and the secretary/treasurer shall preside in the
absence of both the chair and vice-chair.
(d) Thirty percent(30%) percent of the Members shall constitute a quorum to conduct
business at a member meeting.
(e) Except for action to terminate the Plan, proxy voting shall be allowed, pursuant to
such procedures as the Board of Trustees may determine. Each Member shall be
entitled to one vote on each issue,to be cast by its Member Representative.
8.6 Member Obligations. In addition to the other provisions, hereof,each Member shall have
the obligation to:
(a) Pay all contributions or other payments to the Trust at such times and in such
amounts as shall be established by the Board of Trustees.Any delinquent payments
shall be paid with interest pursuant to a policy established by the Board of Trustees
and uniformly applied.
(b) Designate in writing a Member Representative and one or more alternates for the
Members' meetings. The Representative and any alternate shall be an employee of
the Member, and may be changed from time to time. Any alternate may exercise
all the powers of the Representative during a Member meeting in the absence of the
Member Representative.
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(c) Allow the Board of Trustees and Administrator and their agents reasonable access
to records of the Member as required for the administration of Plan and Trust.
(d) Cooperate fully with the Board of Trustees and Administrator and their agents in
matters relating to the administration of the Plan and Trust and the administration
and coordination of benefits under the Plan.
(e) Allow the Board of Trustees to make decisions regarding, and to designate
attorneys to represent the Member in,the investigation, settlement and litigation of
any claim within the scope of benefits furnished through the Plan.
(f) Comply with the benefits administration, claims handling and related policies
established by the Board of Trustees.
ARTICLE IX
ADMINISTRATION
9.1 Accounting.
(a) Books and Records. The Administrator generally shall be responsible for keeping
accurate and detailed records of all investments, receipts and disbursements and
other transactions hereunder, including such specific records as shall be required
by law and such additional records as may be agreed upon in writing between the
Administrator and the Board of Trustees. The Trust shall account for contributions
made for any benefits as may be offered by the Pool pursuant to RSMO 320.400,
but separate audits or financial statements are not required. All books and records
relating thereto shall be open to inspection and audit at all reasonable times by any
person or persons designated by the Administrator or the Members. The Board of
Trustees shall promptly provide copies of such books or records to any persons
designated by the Administrator.
(b) Accounting. Following the close of each Plan year of the Plan, or more frequently
as the Board of Trustees and the Administrator may agree, the Board of Trustees,
with the assistance of the Administrator, shall cause to be prepared a written
statement setting forth all investments, receipts, disbursements and other
transactions effected during such year or during the period beginning as of the close
of the last preceding year. Except as may be required by statute or by regulations
published by State or federal government agencies with respect to reporting and
disclosure, as may be required pursuant to the terms of the Plan or this Agreement
or as reasonably may be requested by a majority of the Members, no person shall
have the right to demand or to be entitled to any further or different accounting by
the Board of Trustees.
(c) Release. Except with regard to claims of breach of fiduciary duty, upon the
expiration of 90 days from the date of presentation to the Members of such annual
17
or other statement, the Board of Trustees shall forever be released and discharged
from any liability or accountability to anyone as respects the propriety of its acts or
transactions shown in such account, except with respect to any acts or transactions
as to which, within such 90-day period, a Member whose interest is affected by
such act or transaction shall file with the Board of Trustees its written disapproval.
In the event such a disapproval is filed, and unless the matter is compromised by
agreement of the Board of Trustees, the Board of Trustees shall file its statement
covering the period from the date of the last annual statement to which no objection
was made in any court of competent jurisdiction for audit or adjudication. The
applicable statutes of limitation shall be available to the Board of Trustees in the
event of a claim of breach of fiduciary duty.
(d) Valuations. The Board of Trustees shall designate a party to be responsible for
valuations of assets of the Trust for which prices are not readily available on a
nationally recognized securities exchange.
(e) Reliance on Administrator. The Board of Trustees shall be entitled to rely on the
Administrator and any Custodian,other than Board of Trustees,for the maintenance
and provision of all records specified in this Section.
9.2 Expenses. The expenses incurred by the Board of Trustees in the performance of its duties
hereunder, including fees for legal and other services rendered and all other proper charges
and disbursements of the Board of Trustees, including taxes of any and all kinds
whatsoever,that may be levied or assessed under existing or future laws upon or in respect
of the Trust or any money, property or security forming a part of the Trust Fund, shall be
paid by the Board of Trustees from the Trust Fund, and the same shall constitute a charge
upon the Trust Fund.To the extent the Member pays any expenses that are properly payable
from the Trust Fund, the Board of Trustees shall reimburse the Member that has made
payment from the Trust Fund if requested to do so by the Member.
ARTICLE X
AMENDMENT OF TRUST; TERMINATION OF PLAN
10.1 Amendment of Trust.
(a) Right to Amend. The Members may amend this Agreement at any time or from
time to time by the affirmative vote of two-thirds (2/3) of all Members, and any
such amendment by its terms may be retroactive. An amendment shall require
compliance with the terms of Section 8.4(a). An adopted amendment shall become
effective upon the date specified in the ballot approved by the Members, without
necessity of further written consent or signatures by the Members. Upon adoption
of any amendment, the Board of Trustees shall cause a current copy of this
Agreement to be sent to each Member.
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(b) Exclusive Benefit. Notwithstanding the foregoing, no amendment shall be made
which would authorize or permit any assets of the Trust Fund,other than such assets
as are required to pay taxes and administration expenses, to be used for or diverted
to purposes other than the exclusive benefit of Participants or Beneficiaries.
10.2 Termination of Plan. The Trust shall continue for such time as may be necessary to
accomplish the purposes for which it was created and shall terminate only upon the
complete distribution of the Trust. The Trust may be terminated as of any date (and shall
in fact terminate upon the complete distribution of the funds of this Trust on such date or
thereafter) by unanimous vote of the Board of Trustees and approval by a two-thirds (2/3)
vote of all Members. Upon termination of the Trust, provided that the Board of Trustees
has not received instructions to the contrary,the Board of Trustees shall liquidate the Trust
and, after paying the reasonable expenses of the Trust, including expenses involved in the
termination, distribute the balance thereof according to the written directions of each
Member for the provision of benefits similar to those provided under the Plan for the
benefit of each such Member's Participants and Beneficiaries covered thereunder;
provided,however,that the Board of Trustees shall not be required to make any distribution
until the Board of Trustees is reasonably satisfied that adequate provision has been made
for the payment of all taxes, if any,which may be due and owing by the Plan and the Trust;
and provided, further, that in no event shall any distribution be made by the Board of
Trustees until the Board of Trustees is reasonably satisfied that the distribution will not be
contrary to the applicable provisions of the Plan dealing with termination of the Plan and
the Trust.
10.3 Final Accounting. At such time as the Trust is terminated, the Board of Trustees shall
render a final accounting of the affairs of the Trust to each participating Member, and
thereafter there shall be no claim or action against the Board of Trustees or any Trustee,
and they shall have no further responsibilities or duties and shall be discharged.
ARTICLE XI
MISCELLANEOUS
11.1 Nonalienation of Benefits. Neither the benefits payable from the Trust Fund nor any
interest in any of the assets of the Trust Fund shall be subject in any manner to the claim
of any creditor of a Participant, or Beneficiary or to any legal process by any creditor of
such Participant, or Beneficiary; and neither a Participant nor any Beneficiary shall have
any right to alienate, commute, anticipate or assign any right to benefits payable from or
any interest in the Trust, except as provided in the Plan.
11.2 Benefit. Except as otherwise provided in the Plan and this Agreement,no part of the Trust
hereunder shall be used for or diverted to any purpose other than for the benefit of
Participants and Beneficiaries or the payment of expenses as herein provided.
11.3 Effect of Plan. The Board of Trustees is not a party to the Plan, and in no event shall the
terms of the Plan, either expressly or by implication, be deemed to impose upon the Board
19
of Trustees any power or responsibility other than as set forth in this Agreement. In the
event of any conflict between the provisions of the Plan and this Agreement, this
Agreement shall be deemed to be incorporated into and be a part of the Plan,and the terms
of this Agreement shall control over any inconsistent terms of the Plan not contrary to State
law.
11.4 Dispute Resolution.
(a) Disputes arising in relation to benefits under the Plan shall be resolved in
accordance with the procedures established in the Plan.
(b) The parties to this Agreement (each, a "party") are mutually committed to
collaborative problem solving for resolving issues that may arise among or between
them concerning this Agreement. In the event of a dispute, the complaining party
may notify the other party of the dispute in writing and each party to the dispute
will each appoint a representative to negotiate in good faith to resolve the dispute.
These negotiations between representatives of the parties shall continue until the
earliest of: (a) the time the dispute has been resolved; (b) the designated
representatives have concluded that continued negotiation does not appear likely to
resolve the dispute; or (c) sixty (60) days from the date of written notice of the
dispute. If the dispute is not resolved through direct negotiations, the parties may,
with the consent of all parties, attempt to settle any dispute arising out of or related
to this Agreement through mediation. Unless otherwise agreed by the parties,
mediation shall proceed as follows: The parties may agree on a mediator. If they
are unable to agree on a mediator within sixty (60) days of the agreement to
mediate,the parties shall contact an agreed upon dispute resolution organization or
service and shall use its selection process to select a mediator.Each party shall bear
its own costs of the mediation and the parties shall share the costs of the mediator.
The mediation shall be scheduled within ninety (90) days of the agreement to
mediate. If the direct negotiation process is unsuccessful and the parties do not
consent to mediation or the agreed-upon mediation process does not successfully
resolve the dispute within ninety(90)days of the agreement to mediate, the parties
shall be entitled to pursue any other remedy allowed by law or this Agreement.
However, no party shall pursue such a remedy without first exhausting the direct
negotiation process.
11.5 Entire Agreement. This Agreement, Trust Agreement, and all exhibits and amendments
attached hereto, together with Bylaws and Articles of Incorporation, constitutes the entire
understanding and agreement between the parties with regard to the subject matter hereof,
shall serve as an intergovernmental agreement between the members,and there are no other
agreements or understandings between the parties relating to the subject matter hereof other
than those set forth or provided for herein.
11.6 Approval of the Members. The Members shall have the right,on behalf of all individuals
at any time having any interest in the Trust, to approve any action taken or omitted by the
Board of Trustees.
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11.7 Liability for Predecessor or Successor. No successor Trustee hereunder in any way shall
be liable or responsible for any actions or omissions of any prior Trustee in the
administration of the Trust or the Trust Fund prior to the date such successor Trustee
assumes its obligations hereunder, nor shall any prior Trustee in any way be liable or
responsible for any actions or omissions of any successor Trustee.
11.8 Liability for Acts of Others. No Trustee shall be liable for the acts or omissions of a
Member,the Custodian,the Administrator,or any Investment Manager except with respect
to any acts or omissions of any such party in which the Trustee participates knowingly or
which the Trustee knowingly undertakes to conceal, and which the Trustee knows
constitutes a breach of fiduciary responsibility of such party.
11.9 Governmental Immunity. It is specifically understood and agreed that nothing contained
in this Agreement shall be construed as an express or implied waiver by the Trust, the
Board of Trustees, the individual Trustees, or the Members, of governmental immunity or
of the sovereign immunity of the State of Missouri or its instrumentalities or any provision
of the Constitution of the State of Missouri,the Revised Statutes of the State of Missouri,
including but not limited to RSMO Chapter 537.
11.10 Controlling Law. This Agreement shall be construed according to the laws of the State
of Missouri.
11.11 Effective Date. This Agreement shall be effective on and after October 1, 2021. Any
amendment to this Agreement shall become effective upon the date specified in the ballot
approved by the Members to adopt such amendment.
11.12 Execution in Counterpart. This Agreement may be executed in one or more counterparts,
each of which shall be deemed to be an original and all of which together shall constitute
one and the same instrument.
IN WITNESS WHEREOF, each. Member has taken appropriate legislative action
approving this Agreement, and caused this Agreement to be signed by its duly authorized officers
or representatives as of the day set forth its signature.
21
EXHIBIT A
MEMBER
Entity: City of Riverside
Sign: 716,--tAll 9' 4
print: Kathy Rose
Title: Mayor
Attest;. �n
Sign.
Print: Robin-Kincaid
Title: City Clerk
Date of Member Adoption of Agreement:
Date: 12/17/2024
22
EXHIBIT A
MEMBER
Entity: City of Riverside
Sign:
Print: Kathy Rose
Title: Mayor
Attest:
Sign:
Print: Robin Kincaid
Title: City Clerk
Date of Member Adoption of Agreement:
Date: 12/17/2024
22
G.-
RMISSOURI FIRE.FIGHTERS
CRITICAL ILLNESS POOL
Designation of Member Representative and Alternate Member.
Representative for the Missouri Fire Fighters Critical Illness Trust and
Pool
Pursuant to Article VI I I,Section 8.6 of the Pool and Trust Agreement for the Missouri Fire Fighters Critical
Illness Trust and Pool (Pool),the Governing Bodyof the City of Riverside
(member's legal name)designates the following individuals as its Member Representative and Alternate
Member Representative to the Pool to represent the member's interest in Pool matters on behalf of the
member:
Member Representative(print name) Alternate Representative(print name)
Amy Strough Gordon Fowlston
Association with/Position in Department Association with/Position in Department
Human Resources Manager Fire Chief
Representative's Mailing Address Alternate's Mailing Address
2950 NW Vivion Rd. 2990 NW Vivion Rd
Riverside, MO 64150 Riverside, MO 64150
Representative's Phone Number Alternate's Phone Number
816-372-9049 816-372-9200
Representative's Email Address Alternate's Email Address
astrough@riversidemo.gov gfowlston@riversidemo.gov
Date Authorized: 12/17/24
Authorized Governing Body Signature: L7E1 ced-cM___}
&ill-,
Print Name/Position:Kathy Rose, Mayor
MISSOURI FIRE FIGHTERS
AF.; CRITICAL ILLNESS POOL
REQUIRED ACTIONS FOR PREVENTION AND EARLY DETECTION OF CANCER IN THE FIRE SERVICE
Revised from July 6,2015 article from FirefighterCancerSupport Network
Numerous studies have shown that firefighters are at increased risk of many types of cancer.The Firefighter Cancer Support Network
released a white paper in 2013 on cancer i n the fi re s ervice a nd what firefighters can do to prevent it.The paper included nine immediate
actions you can take to protect firefighters against cancer.Find additional resources for taking action against cancer i n the fire service
from FCSN and the NVFC.
The Missouri Fire Fighters Critical Illness Pool(MFFCIP)has adopted these low cost actions as afire operation's minimum requirementfor
participation in the Cancer Award Program.The City of Riverside (Name of the Fire Operation)
agrees as a prescient to joining MFFCIP program to immediatel yimplement and maintain through the course of participation inthe Cancer
Award Program the below nine actions:
1. Use SCBAfrom initial attack to finish of overhaul.(Not wea ring SCBA in both active and post-fire environments is the most
dangerous voluntary a ctivityi n the fire service today.)
2. Do gross field decontamination of PPE to remove as much soot and pa rticulates as possible.
3. Use Wet-Nap or babywi pes to remove as much soot as possible from head,neck,jaw,throat,underarms and hands
immediatelyandwhilestill on the scene.
4. Changeyour clothes and wash them immediately after a fire.
5. Shower thoroughly after a fire.
6. Clean your PPE,gloves,hood and hel met immediately after a fire.
7. Do nottakecontaminated clothes or PPE home or store it inyourvehicle.
8. Deconta minatefi re a p paratus i nterior after fires.
9. Keep bunker gear out oflivingandsleepingquarters.
The Below actions are Strongly Recommended actions that include:
1. Use sunscreen orsunblock.
2. Stop using tobacco products.Use of tobacco could resultin a 25%reduction in any benefit.
3. Rely on multiple gas detectors to determine PPE/SCBAdonningand doffing.
4. Gently rinse or brush off fire debris and soot,place in a large,clear contractor's garbage bag before entering
apparatus and returning to station.
5. Provide annual medi cal surveillance,as available to enhance possibility of early detecti on.
6. When possible wash gear in an extractorto provide enha nced level of decontamination of carcinogens.
7. When possible provide 2nd set ofturnoutgear to provide for proper washingand drying time of gear.
8. Complete Detectogether coursework available for free at firefighter.detectogether.org
The importance of a nnual medical examinations cannot be overstated—early detection and ea rlytreatment are essential to increasing
survival.
Chief's Signature _ Date
Gordon Fowlston
Pri nt Chief's Na me