Exhibit 10(rr)
REYNOLDS METALS COMPANY
BENEFIT RESTORATION PLAN
FOR NEW RETIREMENT
PROGRAM
As Amended and Restated
Effective April 16,
1999
ARTICLE I
PURPOSE OF THE PLAN
The purpose of the Plan is to assist
the Company in attracting and retaining key employees by restoring
the benefit to which an Eligible Employee would be entitled under
the provisions of the New Retirement Program except for any
limitation imposed from time to time by the Code on benefits
payable under a defined benefit plan qualified under
Section 401(a) of the Code.
ARTICLE II
DEFINITIONS
2.01 “Board” shall mean
the Board of Directors of the Company.
2.02 “Code” shall mean
the Internal Revenue Code of 1986, as amended from time to time.
Any reference to a specific section of the Code shall include that
section and any comparable section or sections of future
legislation amending, modifying, supplementing, or superseding the
referenced section.
2.03 “Company” shall
mean Reynolds Metals Company, a Delaware corporation.
2.04 “Disability” shall
mean total and permanent disability as defined under the applicable
provisions of the New Retirement Program.
2.05 “Eligible Employee”
shall mean any regular salaried employee of an Employer whose
benefit under the New Retirement Program is adversely affected by a
Statutory Limitation.
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2.06 “Employer” shall
mean the Company and any other corporation whose salaried employees
are covered by the New Retirement Program.
2.07 “New Retirement
Program” shall mean the Company’s New Retirement
Program for Salaried Employees, as amended from time to
time.
2.08 “Participant” shall
mean an Eligible Employee who is receiving benefits under the Plan
or who is entitled to receive such benefits pursuant to Article
III.
2.09 “Plan” shall mean
the Reynolds Metals Company Benefit Restoration Plan for New
Retirement Program, as amended from time to time.
2.10 “Plan Committee”
shall mean the committee appointed by the Chief Executive Officer
of the Company to administer the Plan.
2.11 “Reduction in
Force” or “Reduced in Force” shall mean either
(a) that term as used for purposes of the Company’s
Termination Allowance Policy, as amended from time to time, or
(b) an Eligible Employee’s termination as a result of
the Company’s sale of the business unit in which he or she is
employed, if he or she is immediately employed by the
purchaser.
2.12 “Retirement” shall
mean an Eligible Employee’s early, normal, or deferred
retirement pursuant to the provisions of the New Retirement
Program.
2.13 “Statutory
Limitation” shall mean any limitation imposed from time to
time by the Code on benefits payable under a defined benefit plan
qualified under Section 401(a) of the Code.
2.14 “Surviving Spouse”
shall mean that term as defined under the applicable provisions of
the New Retirement Program.
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ARTICLE III
PLAN BENEFITS
3.01 Eligibility for Benefit
. If an Eligible Employee terminates employment with an Employer
because of (1) Retirement, Disability or death at a time when
such Eligible Employee (or his or her Surviving Spouse, in case of
death) is eligible to begin receiving an immediate benefit under
the New Retirement Program, or (2) a Reduction in Force, then
the retired, disabled, or Reduced in Force Eligible Employee, or
the Surviving Spouse, as the case may be, shall become eligible to
receive a benefit under this Plan computed under Section 3.02
and paid pursuant to Article IV.
3.02 Amount of Benefit . The
monthly benefit payable under this Plan on any given date shall be
an amount equal to the excess of (a) over (b) as
follows:
(a) The monthly benefit to which the
Eligible Employee (or Surviving Spouse) would be entitled on such
date under the applicable provisions of the New Retirement Program
without regard to any Statutory Limitations imposed by the Code;
less
(b) The monthly benefit to which
such Eligible Employee (or Surviving Spouse) actually is entitled
on such date under the applicable provisions of the New Retirement
Program, taking into consideration any Statutory Limitations
imposed by the Code.
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Benefits under this
Section 3.02 shall be computed using the same actuarial
assumptions and factors as those used on the date of determination
for purposes of computing benefits under the New Retirement
Program.
3.03 Limitation . No benefit
shall be payable under this Plan on behalf of any individual whose
employment with the Employer is terminated for any reason other
than Reduction in Force, Retirement, Disability, or death as
provided herein and in the New Retirement Program.
3.04 Special Retirement
Window . (a) In addition to any other benefit payable
under the terms of this Plan from time to time, if a participant in
the New Retirement Program would be eligible to receive the special
retirement benefit calculated in accordance with
Section 3.10(b) of the New Retirement Program (as well as the
temporary supplemental benefit described in Section 3.10(c)
thereof, if applicable) except that the application of the
provisions of Section 3.10(e)(2) of the New Retirement Program
will operate to exclude such participant from receiving any such
special retirement benefit (and temporary supplemental benefit, if
applicable), then each such participant who elects to retire in
accordance with Section 3.10(d) of the New Retirement Program
shall become eligible to receive a benefit under this Plan
calculated as set forth in subsection (b) below.
(b) The monthly benefit payable
under this Plan to any Eligible Employee as a result of subsection
(a) above shall equal (i) the monthly benefit that would
have been payable to the Eligible Employee in accordance with the
applicable provisions of Section 3.10 of the New Retirement
Program without regard to the limitations of subsection (e)(2)
thereof, less (ii) the monthly benefit payable to the Eligible
Employee under the New Retirement Program, taking into
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consideration the limitations of
Section 3.10(e)(2) thereof but without regard to any
limitations imposed by Sections 401(a)(17) and 415 of the
Code.
(c) If an Eligible Employee
receiving payments under subsection (b) above dies at a time
when such Eligible Employee’s Surviving Spouse would have
been entitled to continue receiving part or all of the special
retirement benefit calculated in accordance with
Section 3.10(b) of the New Retirement Program had the benefit
been paid under the New Retirement Program rather than this Plan,
then such Surviving Spouse shall be eligible to receive from this
Plan the monthly payments that would have been payable from the New
Retirement Program but for the application of the provisions of
Section 3.10(e)(2) thereof.
(d) Nothing in this
Section 3.04 is intended to pay an Eligible Employee (or a
Surviving Spouse) a benefit under this Plan that, when added
(i) to the benefit, if any, paid hereunder as a result of the
limitations imposed by Sections 401(a)(17) and 415 of the Code and
(ii) to the benefit paid under the New Retirement Program,
would in the aggregate exceed the benefit that would have been
payable under the applicable provisions of the New Retirement
Program without regard to the limitations imposed by Sections
401(a)(17) and 415 of the Code and by Section 3.10(e)(2) of
the New Retirement Program.
ARTICLE IV
PAYMENT OF BENEFITS
4.01 Retirement, Disability or
Reduction in Force . If a benefit becomes payable under the
Plan pursuant to Section 3.01 because of the Retirement,
Disability or Reduction in Force of an Eligible Employee, then the
Company shall pay such Eligible Employee
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the benefit to which such Eligible Employee is
entitled pursuant to Section 3.02 at the same time and in the
same manner as the benefit is paid to such Eligible Employee from
the New Retirement Program. If the Participant dies after beginning
to receive payments under the Plan, any further payments from the
Plan will depend upon the form of payment made pursuant to the New
Retirement Program.
4.02 Death . If a benefit
becomes payable under the Plan pursuant to Section 3.01
because of the death of an Eligible Employee while still employed
by an Employer, or if an Eligible Employee dies after being Reduced
in Force but before beginning to receive a benefit under the Plan,
then the Company shall pay to the Eligible Employee’s
Surviving Spouse, if any, the benefit to which such spouse is
entitled pursuant to Section 3.02, if any, at the same time
and in the same manner as the benefit is paid to the Surviving
Spouse from the New Retirement Program.
4.03 Lump Sum Payments .
(a) Anything herein to the contrary notwithstanding, the
provisions of this Section 4.03 shall apply to benefits
payable under the Plan with regard to Eligible Employees who retire
on or after December 1, 1994. Any benefit payable with regard
to an Eligible Employee who retired before December 1, 1994,
shall continue to be paid in accordance with the provisions of the
Plan in effect before that date.
(b) If the benefit payable under the
Plan to an Eligible Employee in accordance with Article III is less
than or equal to Two Hundred Fifty Dollars ($250) a month, then
instead of paying such benefit monthly in accordance with
Section 4.01, the Company sh
