Article X, Section 2
Section 2. General Powers. The Board of Directors, on
behalf of the Unions, the Employers, the Employees, the Participants, the Pensioners,
and their Beneficiaries, shall be the Fiduciary with respect to the control
and management of the Plan except as otherwise provided herein and except to
the extent that the Board of Directors has delegated Fiduciary duties in accordance
with Section 2(m) of Article X, shall enforce the Plan in accordance with its
terms, including, but not by way of limitation the following powers in addition
to such other powers as are set forth herein or conferred by law:
- To provide for the payment of and pay all reasonable and
necessary expenses of collecting contributions and administering the affairs
of the Plan and Fund, including the payment of all expenses which may be incurred
for or in connection with the establishment and maintenance of the Plan, the
Trust, and the Fund, the payment for the employment of such administrative,
legal, actuarial, investment and other expert assistance or service, the payment
for the employment of such auditing, bookkeeping and clerical service or assistance,
and the payment for the leasing or purchasing of such premises, material,
supplies and equipment, as the Directors in their discretion find necessary
or appropriate in the performance of their duties with due regard to an economical
administration. For the purpose of paying all such expenses the Directors
may require the Trustee to advance the necessary moneys from the Fund since
the Fund is to bear the entire cost of administration; provided, however,
that the Directors shall not require the Trustee to advance moneys for the
payment of expenses not yet due and payable in an amount greater than reasonably
required during the succeeding four (4) months of operation.
- To maintain a bank account or accounts in a selected bank
or banks in the name of the Producer-Writers Guild of America Pension Plan
for depositing the amounts received by virtue of subparagraph (a) and to withhold
moneys from such account or accounts for the purpose of paying the expenses
set forth in subparagraph (a). All withdrawals of money from such account
shall be made only upon checks signed by such person or persons as may be
authorized in writing by the Directors to sign such checks. The person or
persons so authorized to sign checks or to handle such moneys shall each be
bonded by a duly authorized surety company in such amounts as may be determined
from time to time by the Directors. The cost of premiums on such bonds shall
be paid out of the Fund.
- To negotiate and execute with a Trustee selected by the
Directors one or more Trusts for the establishment of one or more Funds to
effectuate this Plan, the provisions of such Trusts to be consistent with
the provisions of this Plan, and to amend or modify such Trusts or change
the Trustee, and to enter into any and all contracts and agreements for carrying
out the terms of this Plan.
- To receive from the Employers in accordance with Article
III, the Employers’ checks in payment of contributions of the Employers and,
after reviewing and accepting such checks, to forward such checks to the Trustee
for deposit in the Fund.
- To determine all questions relating to the eligibility of
Employees to participate and their benefits hereunder.
- To develop procedures for the establishment of Credited Weeks,
Screen Credited Weeks, Qualified Screen Credited Years and Qualified Years
of Participants and for the filing of applications for retirement by Participants,
and to compute and certify to the Trustee the amount of benefits payable to
Participants, Pensioners and their Beneficiaries.
- To authorize the payment of benefits and disbursements by
the Trustee from the Fund.
- To designate, by written notice to the Trustee, one or more
Investment Managers as the Fiduciary with respect to the investment, control
and management of Trust assets, such designation to be effective on the date
specified in the notice but no earlier than receipt of the notice by the Trustee.
Upon the effective date of such designation, the Trustee shall no longer be
the Fiduciary with respect to the investment, management and control of Trust
assets and shall exercise its powers in that respect subject to the direction
of the Investment Manager or Managers. If an Investment Manager or Managers
is thus designated, each named Investment Manager shall accept its responsibility
in writing; affirm its qualifications as either (i) a registered investment
adviser under the Investment Advisers Act of 1940, (ii) a bank, as defined
in that Act, or (iii) an insurance company qualified to perform investment
advisory services under the laws of more than one state; and acknowledge in
writing that it is the Fiduciary with respect to investment, management and
control of Trust assets. If an Investment Manager or Managers is designated
pursuant to this paragraph, a copy of such affirmation and acceptance shall
be furnished to the Trustee along with the written notice of designation.
- to maintain all the necessary records for the administration
of the Plan other than those maintained by the Trustee and to receive, review
and approve or disapprove the annual financial reports of the Trustee.
- To make periodic actuarial valuations of the Fund as set
forth in Article IV and to approve the actuarial assumptions to be used therein.
- To collect, analyze and prepare statistical data with respect
to the administration of the Plan and to make an annual report on the operation
of the Plan.
- To prepare and distribute information explaining the Plan
in such manner and to such persons as the Directors determine.
- To appoint, as an employee of this Plan, an Administrator,
as defined in Section 3(16)(A) of ERISA, and delegate to such Administrator
such powers and duties in connection with the administration of the Plan as
the Directors may from time to time prescribe.
- To establish claims procedures consistent with regulations
of the Secretary of Labor for presentation of claims by Participants and Beneficiaries
for Plan benefits, consideration of such claims, review of claim denials and
issuance of decisions on review.
- Generally to do all such acts, execute all such instruments,
take all such proceedings and exercise all such rights and privileges as are
necessary in the administration of this Plan.
Notwithstanding the foregoing, the Board of Directors shall
have no responsibility or authority with regard to the investment, control or
management of Trust assets (other than as specified in paragraphs (e), (f) and
(g) above) and the Board of Directors shall not be the Fiduciary with respect
to the investment, control or management of Trust assets for purposes of ERISA;
such responsibility and authority shall rest entirely with the Trustee or the
Investment Manager or Managers appointed pursuant to paragraph (h) above, which
Trustee or Investment Manager shall be the Fiduciary with regard to such matters
for purposes of ERISA.
It is the intent of all Fiduciaries under the Plan and Trust
that each Fiduciary shall be solely responsible for its own acts or omissions.
Except to the extent imposed by ERISA or the Code, no Fiduciary shall have the
duty to question whether any other Fiduciary is fulfilling any or all of the
responsibilities imposed upon such other Fiduciary by ERISA or by any Regulations
or Rulings issued thereunder. No Fiduciary shall have any liability for a breach
of fiduciary responsibility of another Fiduciary with respect to the Plan or
Trust unless he knowingly participates in such breach, knowingly undertakes
to conceal such breach, has actual knowledge of such breach and fails to take
reasonable remedial action to remedy said breach or, through his negligence
in performing his own specific fiduciary responsibilities, has enabled such
other Fiduciary to commit a breach of the latter’s fiduciary responsibilities.
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