Exhibit 10.19
POLONIA BANK
NONQUALIFIED DEFERRED
COMPENSATION PLAN
Section 409A Compliance
Amendment
This Amendment
to the Polonia Bank Nonqualified Deferred Compensation Plan (the
“Plan”) is made as of December 16, 2008 and is
effective as of January 1, 2005.
WHEREAS,
Polonia Bank (the “Bank”) desires to amend the Plan to
comply with the requirements of Section 409A of the Internal
Revenue Code of 1986, as amended.
NOW,
THEREFORE, pursuant to a resolution of the Board of
Directors of the Bank, the Plan is hereby amended as
follows:
First
Change
The following
new Article XII is added to Plan:
“ARTICLE XII
APPLICATION OF SECTION
409A
12.1 The
provisions of this Article XII shall apply only to that portion of
a Participant’s Deferral Account and Bank Contribution
Account (collectively, the “Accounts”) reflecting
amounts deferred and/or vested after December 31, 2004, and the
earnings attributable thereto. With respect to any
portion of a Participant’s Accounts reflecting amounts
deferred and vested prior to January 1, 2005, and the earnings
attributable thereto (whether credited before or after January 1,
2005) the provisions of the Plan in effect prior to the addition of
Article XII shall remain in effect, and it is intended by the
parties that Section 409A not apply to that portion of the
Participant’s benefit.
A. A
Participant will be deemed to have a termination of employment or
service for purposes of determining the timing of any payments
under the Plan that are classified as deferred compensation only
upon a “separation from service” within the meaning of
Section 409A.
B. If at the
time of a Participant’s separation from service, (a) a
Participant is a “specified employee” (within the
meaning of Section 409A and using the methodology selected by
the Bank) and (b) the Bank makes a good faith determination
that an amount payable or the benefits to be provided hereunder
constitutes deferred compensation (within the meaning of
Section 409A), the payment of which is required to be delayed
pursuant to the six-month delay rule of Section 409A in
order to avoid taxes or penalties under Section 409A, then the
Bank will not pay the entire amount on the otherwise scheduled
payment date but will instead pay on the scheduled payment date the
maximum amount permissible in order to comply with Section 409A
(i.e., any amount that satisfies an exception under the Section
409A rules from being categorized as deferred compensation) and
will pay or commence payment of the remaining amount (if any) on
the first business day after such six-month period
expires.
