AMCOL INTERNATIONAL
CORPORATION
AMENDED AND RESTATED
SUPPLEMENTARY PENSION PLAN FOR EMPLOYEES
(AS AMENDED AND RESTATED JANUARY
1, 2009)
SECTION 1
General
1.1
Purpose and Effective Date . AMCOL International
Corporation, formerly known as American Colloid Company, a Delaware
corporation (the “Company”), previously established the
AMCOL International Corporation Pension Plan (the
“Plan”) to provide retirement and other benefits for
its eligible employees and those of its affiliates which, with the
consent of the Company, adopt the Plan. The Company and
any such affiliate which adopts the Plan for the benefit of its
eligible employees are referred to below, collectively as the
“Employers” and individually as an
“Employer.” The amount of the benefit payable to or on
account of an eligible employee under the Plan may be limited by
reason of the application of the provisions of Sections 401(a)(17)
and 415(b) of the Internal Revenue Code of 1986, as amended (the
“Code”). Such limitations would be contrary
to the intent of the Company in establishing the
Plan. Therefore, the Company previously established the
Supplementary Pension Plan for Administrative Employees of American
Colloid Company (the “Supplementary Plan”), effective
as of January 1, 1984, amended and restated it effective as of
October 1, 1995 and hereby amends and restates effective as of
January 1, 2009 (the “Effective Date”), to assure that
affected individuals will receive total retirement and other
benefits in an amount equal to the amount that they would have
received under the Plan had Sections 401(a)(17) and 415(b) of the
Code not been enacted. The Plan is intended to comply
with section 409A of the Code and the regulations
thereunder.
1.2
Definitions . Unless the context clearly requires
otherwise, any word, term or phrase used in the Supplementary Plan
shall have the same meaning as is assigned to it under the terms of
the Plan.
1.3
Supplementary Plan Administration; Source of
Benefit Payments . The authority to
control and manage the operation and administration of the
Supplementary Plan shall be vested in the retirement committee
appointed by the Board of Directors of the Company to act under the
Plan. In controlling and managing the operation and
administration of the Supplementary Plan, the retirement committee
shall have the same rights, powers and duties as those delegated to
it under the Plan. The amount of any benefit payable
under the Supplementary Plan shall be paid from the general
revenues of the Employer with respect to whose former employee the
benefit is payable.
1.4
Applicable Laws . The Supplementary Plan shall be
construed and administered in accordance with the laws of the State
of Illinois to the extent that such laws are not preempted by the
laws of the United States of America.
1.5
Gender and Number . Unless clearly inappropriate,
words in any gender shall include any other gender, and words in
the singular shall include the plural and vice versa.
SECTION 2
Participation
2.1
Section 401(a)(17) Supplementary Benefit
. Each eligible employee of an Employer who retires on a
retirement date under the Plan, and each surviving spouse who
becomes entitled to benefits under the Plan on account of an
eligible employee’s death after his retirement or while
employed by an Employer prior to his retirement, shall become a
participant in this Supplementary Plan as of the first date on
which the amount of a benefit payable to him under the Plan is
limited by reason of the application of Section 401(a)(17) of the
Code. Notwithstanding the foregoing, an eligible
employee for Section 401(a)(17) supplementary benefits must be a
member of a select group of management or highly compensated
employees, as provided in Section 301(a)(3) of the Employee
Retirement Income Security Act of 1974, as amended.
2.2
Section 415 Supplementary Benefits . Each
eligible employee of an Employer who retires on a retirement date
under the Plan, and each surviving spouse who becomes entitled to
benefits under the Plan on account of an eligible employee’s
death after his retirement or while employed by an Employer prior
to his retirement, shall become a participant in the Supplementary
Plan as of the first date on which the amount of a benefit payable
to him under the Plan is limited by reason of the application of
Section 415(b) of the Code.
2.3
No Employment Contract . Establishment of this
Supplementary Plan shall not be construed to give any employee the
right to be retained in an Employer’s service or to any
benefits not specifically provided in this Supplementary
Plan.
SECTION 3
Amount and Payment of
Supplementary Plan Benefit
3.1
Amount of Section 401(a)(17) Supplementary Benefit
. The Section 401(a)(17) supplementary benefit payable
under this Supplementary Plan to a participant as of any date
during any Supplementary Plan year shall be an amount equal
to:
