Exhibit 10.5
Board Approved
November 13, 2008
Federal Home Loan Bank of
Indianapolis
Directors’ Compensation and
Travel Expense Reimbursement Policy
Effective January 1,
2009
Annual Director
Fees
The annual director fees will be
split in half in the form of an annual retainer fee with the other
half being paid based on attendance. The retainer and attendance
fees will be paid quarterly, on or about the end of each quarter.
The director will be paid a per-day fee for each day a director
spends at an in-person meeting of the Board or its committees. The
annual fee schedule for 2009 is summarized as follows:
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Total
Estimated
Annual
Fee
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Quarterly
Retainer
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Per-Day
Attendance
Fee
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Additional
Annual
Committee Chair
Fees
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Chair
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$
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60,000
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$
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7,500
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$
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2,500
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$10,000 Finance
Committee
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Vice Chair
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$
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55,000
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$
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6,875
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$
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2,291
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$10,000 Audit
Committee
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Director
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$
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45,000
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$
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5,625
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$
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1,875
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$5,000 Other
Committees
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Per-Day Fees
Defined
Per-day attendance fee will be paid
for each day, or partial day, that a director attends an in-person
meeting of the Board or its committees. Per-day fee payments will
also include pre-scheduled director orientations and FHLBank System
meetings, including the Council of FHLBanks. Bank webinar meetings
and member marketing meetings are not included in the per-day fee.
Cancellations by the Bank due to inclement weather or other
circumstances beyond a director’s control (except illness)
will be reimbursed as a regular per-day meeting fee.
Except as provided below, attendance
by conference call for Board or committee meetings will not be
eligible for reimbursement.
Timing of Fee
Payments
Fees shall be paid quarterly on or
about the last day of each March, June, September and December and
shall be paid to the Director, or to the Bank’s Director
Deferred Compensation Plan upon timely election by the Director, or
to the Director’s employer pursuant to the terms of the
employer’s authorized charitable contribution plan. Annual
Committee Chair fees shall be paid pro-rata on a quarterly basis,
and to be eligible for a Committee Chair fee the Director must be
designated by the Board as Chair as of the last day of the quarter.
Directors retiring or resigning from the Board shall be entitled to
a pro-rata payment (measured monthly) of their quarterly
retainer.
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Exhibit 10.5
Board Approved
November 13, 2008
Attendance Hardship Provision
If a director is unable to attend
enough of the meetings of the Board or its committees in order to
receive the full annual fee payment, the director may petition the
Board for consideration of payment based on hardship. The Human
Resources committee will review the petition and
