EXHIBIT 10.30
TOOTSIE ROLL INDUSTRIES, INC.
POST 2004-EXCESS BENEFIT PLAN
WHEREAS, the Tootsie Roll
Industries, Inc. Employees’ Pension Plan (the
“Pension Plan”) and the Tootsie Roll
Industries, Inc. Profit Sharing Plan, the Charms
Employees’ Retirement & Savings Plan, and the
Cambridge Brands, Inc. Retirement & Savings Plan
(collectively, the “Profit Sharing Plans”) were
established for the benefit of employees of Tootsie Roll
Industries, Inc., a Virginia corporation, (the
“Company”) and certain related employers (the
“Employers”);
WHEREAS, the Internal Revenue Code
of 1986, as amended (the “Code”) requires that
contributions under the Pension Plan and the Profit Sharing Plans
be limited in certain respects, and accordingly, such Plans
(1) impose, pursuant to section 415 of the Code (the
“Section 415 limitation”), limitations on the
maximum amount which can be allocated to a participant’s
accounts under such Plans for any plan year, and (2) impose,
pursuant to Section 401(a)(17) of the Code (the
“Section 401(a)(17) Limitation”) limitations on
the amount of compensation of any employee taken into account under
such Plans for any plan year;
WHEREAS, the Company adopted
effective January 1, 1989 and continues to maintain the
Tootsie Roll Industries, Inc. Excess Benefit Plan (the
“Excess Benefit Plan”) for the purpose of providing for
the benefit of employees of the Company and the Employers the
amounts which would have been allocated to the employee’s
accounts under the Pension Plan and the Profit Sharing Plans but
for the application of various Code limitations.
WHEREAS, the Company desires to
adopt the Tootsie Roll Industries, Inc. Post 2004-Excess
Benefit Plan (the “Plan”) to provide benefits similar
to the Excess Benefit Plan and to comply with the requirements of
Section 409A of the Code for calendar years beginning
January 1, 2005.
NOW, THEREFORE, the Company adopts
the Plan, effective as of January 1, 2005, as
follows:
1.
There shall be established on the books of the Company and each
participating Employer an account in the name and on behalf of each
employee thereof who is a participant in the Pension Plan and who,
for any plan year (as defined in the Pension Plan) beginning after
December 31, 2004 would have been entitled to allocations to
his account under the Pension Plan in an amount (an “excess
amount”) in excess of the amount allowed under (a) the
Section 415 limitation, and (b) the
Section 401(a)(17) limitation but for the application of such
Sections (and the related rules and regulations of the
Internal Revenue Service). In addition, Pension Plan amounts
allocated under the Excess Benefit Plan that were not vested as of
December 31, 2004 shall be credited to this
account.
2.
There shall be established on the books of the Company and each
participating Employer an account in the name and on behalf of each
employee thereof who is a participant in any of the Profit Sharing
Plans and who, for any plan year (as defined in the Profit Sharing
Plans) beginning after December 31, 2004 would have been
entitled to allocations to his accounts under a Profit Sharing Plan
in an amount (an “excess amount”) in excess of the
amount allowed under (a) the Section 415 limitation, and
(b) the Section 401(a)(17) limitation, but for the
application of such Sections (and the related rules and
regulations of the Internal Revenue Service). In addition,
Profit Sharing Plan amounts allocated under the Excess Benefit Plan
that were not vested as of December 31, 2004 shall be credited
to this account.
3.
For bookkeeping purposes only, and pursuant to
rules established by the Administrator, appointed pursuant to
Section 2.4 of the Tootsie Roll Industries, Inc. Profit
Sharing Plan (the “Administrator”), in its sole
discretion, each employee may from time to time request that his
account balances established pursuant to paragraphs 1 and 2 of this
Plan be considered to be invested in certain designated publicly
traded mutual funds and other investments selected by the
Administrator. Each such request made by the employee shall
be effective until a new request is filed by him with the
Administrator. If the employee does not make such a request,
amounts credited to his account balance shall be deemed to be
invested in any fund designated by the Administrator in its sole
discretion. Although the Company or an Employer might actually
invest assets of the Company or such Employer according to an
employee’s request, it is not required to do so nor to even
set aside an amount equal to such account balances. The
employee’s account balance shall be increased by gains or
decreased by the losses and expenses (including sales commissions
and all fund charges) which are or would be realized or paid by the
Company or Employer as if assets of the Company or Employer in an
amount equal to the employee’s account balances were actually
invested in the funds requested by the employee.
4.
All amounts credited to an employee’s accounts pursuant to
the terms of this Plan shall be subject to the vesting schedule and
the rules and definitions of the Pension Plan relating to
vesting which are incorporated by reference herein; provided,
however, any forfeiture from an employee’s account resulting
from the application of such vesting schedule shall be a charge
against the employee’s account and no such forfeited amount
shall be used to increase benefits to other employees covered by
this Plan.
5.&
