Exhibit 10.59
Forest City Enterprises,
inc.
UNFUNDED NONQUALIFIED SUPPLEMENTAL
RETIREMENT PLAN FOR EXECUTIVES
PLAN STATEMENT
(AS
AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2008)
PREAMBLE
Forest
City Enterprises, Inc. does hereby amend and completely restate the
Forest City Enterprises, Inc. Unfunded Nonqualified Supplemental
Retirement Plan for Executives on the terms and conditions
hereinafter set forth, effective as of January 1, 2008. The
Plan was previously amended and restated as of January 1,
2005.
This
Plan is an unfunded, nonqualified supplemental retirement
arrangement for a select group of management or highly compensated
employees of Forest City Enterprises, Inc. and, except to the
extent preempted by federal law, all rights hereunder shall be
governed by and construed in accordance with the laws of the State
of Ohio.
The Plan
consists of this Plan Statement, which incorporate the general
provisions and guidelines of the Plan which shall apply equally to
all Plan Participants, and separate individual Agreements, the
provisions of which will apply solely to the Plan Participant with
respect to whom the Agreement has been entered into.
1
ARTICLE I
Definitions
The
following words and phrases as used herein shall have the following
meanings unless a different meaning is plainly required by the
context:
| 1.1 |
|
“Agreement” shall mean the written agreement
between a Participant and the Corporation that is entered into upon
the Participant’s commencement of participation in the Plan
and any subsequent written agreement between the Participant and
the Corporation and which specifies (i) the Normal Retirement
Benefit to which such Participant shall be entitled under the Plan
and (ii) such other special provisions as are applicable to
the Participant. In the event of any conflict or inconsistency
between this Plan Statement and an Agreement, the terms of the
Agreement shall control. |
| 1.2 |
|
“Beneficiary” shall mean such person or
persons as a Participant may from time to time, by notice to the
Corporation on a form made available by the Committee for such
purpose, designate to receive any benefit payable in the event of
his death, and means the estate of the Participant if no valid
beneficiary designation is in effect at the time of a
Participant’s death. |
| 1.3 |
|
“Board” shall mean the Board of Directors of
the Corporation. |
| 1.4 |
|
“Code” shall mean the Internal Revenue Code
of 1986, as amended. |
| 1.5 |
|
“Committee” shall mean the Committee
appointed by the Board to administer the plan. |
| 1.6 |
|
“Compensation” shall mean the basic cash
remuneration payable to a Participant which was attributable to his
employment with the Corporation during calendar year, excluding
bonuses, overtime, and incentive pay and annual Corporation
contributions to the Corporation’s 401(k) Plan. |
| 1.7 |
|
“Corporation” shall mean Forest City
Enterprises, Inc. |
| 1.8 |
|
“Disability” shall mean (i) any
medically determinable physical or mental impairment that can be
expected to result in death or that can be expected to last for a
continuous period of at least twelve months that renders the
Participant unable to engage in any substantial gainful activity,
(ii) any medically determinable physical or mental impairment
that can be expected to result in death or that can be expected to
last for a continuous period of at least twelve months that results
in the Participant’s receipt of income replacement benefits
for a period of not less than three months under an accident or
health plan covering employees of the Corporation, or
(iii) the determination by the Social Security Administration
that the Participant is totally disabled. |
| 1.9 |
|
“Key Employee” shall mean a “specified
employee” with respect to the Corporation (or a controlled
group member) determined pursuant to procedures adopted by the
Corporation in compliance with Section 409A of the Code. |
2
| 1.10 |
|
“Moody’s Rate” shall mean, for each
calendar quarter, the interest rate that is the sum of (i) the
average of the Moody’s long-term corporate bond yields for A,
Aa, and Aaa bonds first published for such quarter plus (ii)
.50. |
| 1.11 |
|
“Normal Retirement Benefit” shall mean the
amount specified by the Corporation in a Participant’s
Agreement from time to time. |
| 1.12 |
|
“ Normal Retirement Date ” shall mean,
solely for purposes of this Plan, the first day of the month next
following the later of the date of (i) a Participant’s
attainment of age 60 or (ii) a Participant’s Termination of
Employment. |
| 1.13 |
|
“Participant” shall mean an employee of the
Corporation serving in an executive or other managerial capacity
who is selected by the Committee to participate in the Plan, and
with whom the Corporation has entered into an Agreement. |
| 1.14 |
|
“Plan” shall mean the Forest City
Enterprises, Inc. Unfunded Nonqualified Supplemental Retirement
Plan for Executives, consisting of this Plan Statement and
separate, individual Agreements with Plan Participants. |
| 1.15 |
|
“Service” shall mean the aggregate period of
a Participant’s employment with the Corporation since his
original date of hire, as determined by the Committee in accordance
with uniform rules, treating persons similarly situated in a s |
|
