12.07.2015 Views

Stable Value Fund - Union Bank

Stable Value Fund - Union Bank

Stable Value Fund - Union Bank

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

Investment Advisor:<strong>Union</strong> <strong>Bank</strong>of California, N.A.<strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>DISC L05 URE 5TAT EM ENTThis <strong>Fund</strong> is not an obligationor deposit of <strong>Union</strong> <strong>Bank</strong>of California, N.A. and is notinsured by the FDIC or anyother governmental agency.UNIONBANKOFCALIFORNIA®83047 (rev.3/05)THIS DISCLOSURE STATEMENTIS A DOCUMENT RELATED TO THE PLANOF THE POOLED INVESTMENT FUNDS OFUNION BANK OF CALIFORNIA, N.A.(As amended and restated effective January 1, 2003)


STABLE VALUE FUNDSponsored by <strong>Union</strong> <strong>Bank</strong> of California, N.A.DISCLOSURE STATEMENTTHIS DISCLOSURE STATEMENT IS A DOCUMENT RELATED TO THE PLAN OF THE POOLED INVESTMENT FUNDSOF UNION BANK OF CALIFORNIA, N.A. (As amended and restated effective January 1, 2003)STABLE VALUE FUND<strong>Union</strong> <strong>Bank</strong> of California, N.A. ("the "Bonk"], has established the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> (the "<strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>" or the"<strong>Fund</strong>") as a convenient and economical means for its trust, custody, and managing agency clients which are qualifiedtax exempt employee benefit plans and eligible government retirement plans ("Participants"), to invest in a professionallymanaged portfolio of <strong>Stable</strong> <strong>Value</strong> Instruments issued by insurance companies, banks, or other financial institutions.<strong>Union</strong> <strong>Bank</strong> of California, in its role as sponsor, is responsible for managing the <strong>Fund</strong>. HighMark Capital Management,Inc. ("HeM"), a wholly owned subsidiary of the <strong>Bank</strong>, has been appointed as the Investment Adviser to manage theassets of the <strong>Fund</strong>. Gartmore Morley Capital Management, Inc. ("Gartmore") has been retained as a sub-adviser tothe <strong>Fund</strong> and provides asset management services. The <strong>Fund</strong> is a part of the Pooled Investment <strong>Fund</strong>s of <strong>Union</strong> <strong>Bank</strong>of California, N.A.Although the objective of the <strong>Fund</strong> is to provide dependable current income and safety of principal, there can be noassurance that this or any fund will achieve its objective. Therefore, upon redemption, units in the <strong>Fund</strong> may be worthmore or less than their original $1 .00 per unit.The <strong>Fund</strong> is not a mutual fund. The price of units of the <strong>Fund</strong> is not published in newspapers, and there are certainrestrictions on investments in and withdrawals from the <strong>Fund</strong>.THE FUND IS NOT A DEPOSIT OR OTHER OBLIGATION OF, AND IS NOT GUARANTEED B~UNION BANK OF CALIFORNIA, N.A., ITS SUBSIDIARIES OR AFFILIATES; IS NOT INSURED ORGUARANTEED BY THE FDIC OR ANY GOVERNMENTAL AGENCY; AND INVOLVES RISK,INCLUDING POSSIBLE LOSS OF PRINCIPAL.


2SUMMARY: Basic Information about the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>What is the <strong>Fund</strong>? The <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> is one of a group of collective investment funds that forms a trust (the"Trust"] maintained by <strong>Union</strong> <strong>Bank</strong> of California, N.A. as the trustee (the 'Trustee"). The <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> is subject tothe "Plcn of the Pooled Investment <strong>Fund</strong>s of <strong>Union</strong> <strong>Bank</strong> of California, National Association" (as amended and restatedeffective January 1, 2003 (the "Plan" or the "Plan Document")), a copy of which is available upon request. The Trustis exempt from taxation under IRS Revenue Ruling 81- 100 and is exempt from reqistrotion under the Securities Act of1933 and the Investment Company Act of 1940. All participating employee benefit plans and government retirementplans must incorporate the provisions of the Trust in their governing instruments.What is the Investment Objective? The <strong>Fund</strong> seeks to provide dependable current income and safety of principal.What are the Permitted Investments? The <strong>Fund</strong> invests primarily in <strong>Stable</strong> <strong>Value</strong> Instruments consisting ofInvestment Contracts ("ICs"), <strong>Bank</strong> Investment Contracts ("BICs"), or Alternative or Synthetic Investment Contracts('~ICs" and "SICs") issued by major insurance companies and other financial institutions, Investment contracts purchasedwill contain benefit responsive provisions (as discussed below). Liquid funds may be kept in approved money marketvehicles or short-term investments, including registered mutual funds for which the Trustee or an affiliate providesadvice and/or other services for a fee.Who ts the <strong>Fund</strong> Investment Adviser? HighMark Capital Management, Inc. has been appointed the investmentadviser to the <strong>Fund</strong> for asset management. Gartmore Morley Capital Management, Inc. has also been retained asan adviser.How do we Purchase and Redeem Units? Units can be purchased on any Business Day. "Business Dey" meansany day except Saturdays and Sundays on which the <strong>Bank</strong> and the securities markets are open for·business. Purchasesof $1 million or more must he communicated in advance to the Trustee for approval, since sequencing new investmentsis critical to seeking a stable return for all participating accounts and for consistent operational and administrativemanagement. Qualified Withdrawals may be made on any Business Day. Non-Qualified Withdrawals may bemade twelve (12) months after the Trust receives notice or earlier, at the Trustee's discretion. Qualifiedand Non-Qualified Withdrawals are allowed as described more fully below in this Disclosure Statement.How;s Income Paid? The net investment income of the <strong>Fund</strong> is determined and declared on each Business Day asa dividend for participating accounts of record as of the close of business on that day. Income is distributed monthly,and is used to purchase additional units, unless otherwise instructed.What are the fund Expenses? The <strong>Fund</strong> pays a fee to the Trustee covering both trustee expenses and investmentmanagement expenses. The Trustee may establish multiple management fee levels, resulting in various classes of unitswhich earn different numbers of units. The details of these fee levels and unit classes are discussed below, and are setforth in Schedule A to this Disclosure Statement, which may be amended from time to time upon 30 days notice, allterms of which are incorporated into this Disclosure Statement by reference. Audit fees, brokerage costs, and advisoryfees paid to independent third parties, as well as other administrative expenses are also charged to the <strong>Fund</strong>. Any suchfees which are directly charged to the <strong>Fund</strong> will be presented on an aggregate basis, as a separate line item in the<strong>Fund</strong>'s annual report.


3STABLE VALUE FUNDA Collective Investment <strong>Fund</strong> of <strong>Union</strong> <strong>Bank</strong> Of California, N.A.Disclosure Statement & Policies And Procedures. This Disclosure Statement, as amended and restated effective September 1, 2004 ("Disclosure Statement"), to the"Plan of the Pooled Investment <strong>Fund</strong>s of <strong>Union</strong> <strong>Bank</strong> of California, National Association" as amended and restatedeffective January 1, 2003, more fully sets forth the policies and procedures and plan of operation of the <strong>Fund</strong> formerlyknown as the Employee Benefit Investment Contract <strong>Fund</strong>. To the extent that any of the language of this DisclosureStatement conflicts with the language in the Plan Document, the provisions of this Disclosure Statement will govern.A copy of the Plan Document is available upon request to the Trustee.GENERAL INFORMATIONThe <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> originated as the Employee Benefit Investment Contract <strong>Fund</strong> which was established as a collectiveinvestment fund by The <strong>Bank</strong> of California, NA, a national banking association, under a Declaration of Trust datedJune 11, 1986, as amended. The name of the bank and of the <strong>Fund</strong> were subsequently changed, following acombination with <strong>Union</strong> <strong>Bank</strong>. .The <strong>Fund</strong> is one of a group of collective investment funds that forms a trust (the "Trust") maintained by <strong>Union</strong> <strong>Bank</strong> ofCalifornia, N.A., a national banking association, (the "Trustee") for investment by certain qualified employee benefittrusts and eligible government retirement plans. The Trustee retains its wholly owned subsidicry, HighMark CapitalManagement, Inc., ("HCM") as Investment Adviser. There is no minimum investment required. Because the <strong>Fund</strong> isa <strong>Bank</strong> collective investment fund, and not a mutual fund, it is regulated by the Office of the Comptroller of theCurrency and not by the Securities and Exchange Commission.The <strong>Fund</strong> is valued each Business Day. The <strong>Fund</strong>'s yield may therefore fluctuate. Yield for anyone valuation dateshould not be construed as an indication of the <strong>Fund</strong>'s future yield.


4INVESTMENT INFORMATION & POLICIESINVESTMENT OBJECTIVESThe investment objective of the <strong>Fund</strong> is to providedependable current income and safety of principalthrough direct investments primarily in <strong>Stable</strong> <strong>Value</strong>Instruments, in a variety of collective investment vehicles,including mutual funds which invest in <strong>Stable</strong> <strong>Value</strong>Instruments, or in certain other fixed income or moneymarket obligations (see below).INVESTMENT POLICIESInvestment DurationThe maximum effective duration of the <strong>Fund</strong> is3.5 years.STABLE VALUE INSTRUMENTSFor the purposes of this Disclosure Statement, a <strong>Stable</strong><strong>Value</strong> Instrument is a fixed income obligation the rate ofreturn of which is guaranteed by the issuing insurancecompany, bank, or other financial institution, or a debtinstrument or portfolio of debt instruments owned by the<strong>Fund</strong> combined with a wrapper. A "wrapper" is a 100%benefit responsive contract issued by an insurance company,bank, or other financial institution which providesassurance that qualified benefit withdrawals may bemade at book value (defined as cost plus accruedinterest as of the date of withdrawal) prior to maturity ofthe wrapped debt instruments.Issuers of <strong>Stable</strong> <strong>Value</strong> Instruments as listed below, includingthe debt instruments wrapped by contract, must, if rated,carry a credit rating in one of the three highest bondrating categories by a nationally recognized statisticalrating organization ("NRSRO"), e.g., at least "A3" fromMoody's Investors Service, Inc. ("Moody's") or "A-" orbetter from Standard & Poor's Corporation ("S&P"). The<strong>Fund</strong> Investment Adviser monitors such ratings. If unrated,the issuer must be of equivalent credit quality.1) Traditional Investment ContractsInvestment Contracts (1IIC'sll) and <strong>Bank</strong> InvestmentContracts ("SIC'sll) are instruments under which thepurchaser agrees to pay money either to aninsurance compcny or to a bank, or other financialinstitution in return for the issuer's promise toaccrue and pay interest to the purchaser at aguaranteed formula or rate for the life of thecontract. The purchase price paid for an IC ora SIC becomes part of the general assets of theissuer and the contract is an unsecured liabilityof the issuer which is paid at maturity from thegeneral assets or a separate asset account of theissuer. Virtually all contracts contain a provisionthat the issuer will, if required, repay principalat the stated contract value for the purpose ofmaking benefit payments (i.e., it is 100%"benefit responsive").IC's may be purchased from major insurancecompanies and BIC's may be purchased frommajor banks, or other financial institutions. Inselecting individual IC's or BIC's, the issuer'sfinancial condition, profitability, leadership in theindustry and ability to survive adverse economicconditions, among other factors, will be considered.The IC's held by the <strong>Fund</strong> are not deposits in orobligations of the Trustee and are not insured orguaranteed by the Trustee, the FDIC or any Stateor U.S. Government agency.Although all BIC issuers must be members of the FDIC,under the 1991 amendments to the banking laws, FDICinsurance is not available for BIC contracts which arebenefit responsive (as defined above). Virtually all BICcontracts which are considered for purchase by the <strong>Fund</strong>are benefit responsive. Thus, like IC's, BIC contracts heldby the <strong>Fund</strong> are not deposits in or obligations of theTrustee and are not insured or guaranteed by the Trustee,the FDIC or any State or U.S. Government agency.2) Alternative Investment ContractsAlternotive or Synthetic Investment Contracts(IiAIC'sll) consist of either a single debt instrumentor a portfolio of debt instruments owned by the<strong>Fund</strong> with a wrapper.


5The <strong>Fund</strong> derives credit exposure primarily fromthe underlying debt instrument(s) within the <strong>Fund</strong>.This is because the underlying securities areowned by the <strong>Fund</strong>, and the wrapper contract onlyprovides assurance that Qualified Withdrawalscan be made, but does not assure the performanceof the underlying securities. Therefore,potential credit exposure to the issuing insurancecompany, bank, or other financial institution is afraction of the contract book value.AIC's are generally manufactured or packaged bya broker or investment adviser who arranges forthe contracts with major insurance companies,banks, or other financial institutions. In selectinginsurance, banking, or other financial institutionsto issue the contract, as applicable, the Trustee orInvestment Adviser will consider the same factorsconsidered in investing directly in IC's or SIC's.Issuers of securities used for AIC's, must, if rated,carry a credit rating in one of the three highestbond rating categories by an NRSRO, e.g., atleast ''A3'' from Moody's or ''A-'' or better fromS&P. The <strong>Fund</strong> Investment Adviser monitors suchrating. If unrated, the issuer must be of equivalentcredit quality.COLLECTIVE INVESTMENT VEHICLES ANDMUTUAL FUNDSIn addition to direct investment in <strong>Stable</strong> <strong>Value</strong>Instruments, the <strong>Fund</strong> may be invested in collective fundswhich are offered by banks or trust companies or inmutual funds registered under the Investment CompanyAct of 1940, which invest in such instruments and whichmeet the Trustee's quality criteria. Minimum criteria forinvestment in such collective investment vehicles includethe following:1) Collective investment vehicles considered forinvestment may only purchase <strong>Stable</strong> <strong>Value</strong>Instruments meeting the quality criteria set forthabove, except that such vehicles may have alonger effective duration then the <strong>Fund</strong>.2) All assets are valued at their fair market value;however, the Trustee shall be entitled to rely onthe valuations of the sponsors of any collectiveinvestment vehicles in which the <strong>Fund</strong> may invest.Investments in collective investment vehicles issued byother entities will be actively monitored, and are subjectto change depending on such vehicles' ability to meet the<strong>Fund</strong>'s quality criteria and investment needs.Investments in collective investment vehicles and mutualfunds may include investment in mutual funds advised bythe Investment Adviser or for which the Trustee orInvestment Adviser provides other services for a fee.FIXED INCOME OR MONEY MARKETOBLIGATIONSUnder normal market conditions, the Trustee anticipatesthat <strong>Fund</strong> assets not invested in <strong>Stable</strong> <strong>Value</strong> Instrumentsor in collective investment vehicles investing primarilyin <strong>Stable</strong> <strong>Value</strong> instruments will be invested in cashequivalents such as money market mutual funds, or shorttermfixed income obligations with maturities of one yearor less at the time of investment. Such short-term investmentswill be primarily in obligations issued or guaranteed bythe U.S. government, its agencies or instrumentalities,bank certificates of deposit, master notes, commercialpaper and sirnilcr short-term obligations.1) Interest Bearing DepositsThe Trustee or Investment Adviser may, in itsdiscretion, invest funds cwoitinq investment ordistribution in interest bearing deposits of theTrustee or its affiliates, provided that it is prudentto do so, and that all Participants in the <strong>Fund</strong> atthe time of making such investment allow for interestbearing deposits in accounts of the Trustee.2) Other Fixed Income SecuritiesAt times the supply of <strong>Stable</strong> <strong>Value</strong> Instruments meetingthe Trustee's quality criteria may be limited or, due togeneral market or economic conditions, the Trusteeor InvestmentAdviser may find the investment in <strong>Stable</strong><strong>Value</strong> Instruments to be temporarily unattractive. Insuch event, for a limited time, the <strong>Fund</strong> may be directlyinvested in other high-quality fixed income securities,including securities issued by companies publicly tradedin the U.S. market and obligations issued or guaran­


7California, Oregon and Washington. The Trusteeis a wholly owned subsidiary of <strong>Union</strong>BanCalCorporation, which, in turn, is principally ownedby Tokyo-Mitsubishi Financial Group.The Trustee may employ one or more persons torender advice with regard to any responsibility thatthe Trustee has under the Plan. The Trustee mayalso appoint an investment adviser or advisers tomanage the investment of Plan assets (includingthe power to acquire and dispose of Plan assets).The <strong>Fund</strong> is not a deposit or other obligation of,and is not guaranteed by, <strong>Union</strong> <strong>Bank</strong> of California,N.A., its subsidiaries or affiliates; is not insured orguaranteed by the FDIC or any governn1enfalagency; and involves risk, including possible lossof principal.2) Investment AdvisersUnder an agreement with the Trustee, HCM hasbeen retained to provide investment advisoryservices to the Trustee for the <strong>Fund</strong>. HCM is awholly owned subsidiary of the Trustee with over80 years of institutional money managementexperience. HCM employs a disciplined portfoliomanagement approach supported by bothtechnology and seasoned portfolio managers whohave extensive experience with security analysis,risk management and financial markets.Under an agreement with the Trustee, the <strong>Fund</strong>has retained Gartmore to provide investmentadvisory services to the Trustee for the <strong>Fund</strong>.Gartmore has been in the investment managementbusiness since 1982 and provides investmentservices to over 5,000 clients, including corporatepension funds, Taft-Hartley funds, leading banksand investment counselors across the UnitedStates. Gartmore offers an extensive investmentprocess for stable value investors and negotiates100% benefit responsive wra p contracts for debtinstruments identified by HCM to form AIC's.INDEPENDENT PUBLIC ACCOUNTANTSPricewaterhouseCoopers LLP serves as the independentpublic accountant to the <strong>Fund</strong>.FUND EXPENSESThe <strong>Fund</strong> pays the Trustee both administrative expensesand an investment management services fee.The details of the expense reimbursement and the investmentmanagement services fee are set forth in Schedule Ato this Disclosure Statement, which may be amended fromtime to time upon 30 days notice, all terms of which areincorporated in this Disclosure Statement by reference.Investment returns of the <strong>Fund</strong> will be presented net ofall expenses including investment rncncqernent fees. Suchfees will be presented, on an aggregate basis, as a separateline item in the <strong>Fund</strong>'s annual report. To the extentthe Trustee's management fee is paid directly by the <strong>Fund</strong>,the Trustee does not charge an investment managementfee on the account level for assets invested in the <strong>Fund</strong>.Collective funds in which the <strong>Fund</strong> may invest will chargea fee either within their own funds or directly to theTrustee. Such fees will be charged to the <strong>Fund</strong>. Investmentreturns of the <strong>Fund</strong> will be presented net of such fees.The Trustee has the option of hiring agents in connectionwith its <strong>Fund</strong>, including advisers. In the event it choosesto hire one or more advisers, the Trustee shall retain managementauthority and control over the <strong>Fund</strong> at all times.Advisory fees charged by any such adviser, including feescharged for the packaging or manufacture of Ale's, may,in the discretion of the Trustee, be charged to the <strong>Fund</strong>.Alternately, advisory fees may be paid in the form ofbrokerage commissions paid to the adviser by the insurancecarriers issuing contracts to the <strong>Fund</strong>. Payment of suchbrokerage fees has the effect of reducing the yield paid byinsurance companies on contracts issued to the <strong>Fund</strong>, andso constitutes an indirect payment by the <strong>Fund</strong> of suchadvisory fees. The Trustee shall not pass on to the <strong>Fund</strong>,directly or indirectly, advisory fees assessed by partiesother than the Trustee in excess of the amount set forthfor this on Schedule A. Any such fees which are directlycharged to the <strong>Fund</strong> will be presented, on an aggregatebasis, as a separate line item in the <strong>Fund</strong>'s annual report.


8Normal operating expenses of the <strong>Fund</strong>, including butnot limited to brokerage and other costs of purchaseand audit fees, are paid out of the <strong>Fund</strong>. All costs ofestablishing and maintaining the <strong>Fund</strong> are, however,paid by the Trustee.CLASSES OF UNITSThe <strong>Fund</strong> has multiple management services fee levels,represented by Class ''J{', Class "B" and Class "C" Units.Class ''J{' Units: (Full Fee) Participants of Class "1\' unitsare full service customers receiving trustee, record keeping,and investment management services within the <strong>Fund</strong>.Class ''J{' Participants generally have a balance in the<strong>Fund</strong> of less than $10 million per investment account.Class "B" Units: (Base Fee) Participants of Class "B" unitsare generally large accounts with a balance in the <strong>Fund</strong>in excess of $1 0 million per investment account. Largeaccount balances provide multiple efficiencies whichresult in reduced administrative, record keeping andinvestment management expenses for the <strong>Bank</strong>.Class "C" Units: (Institutional Full Service Fee)Participants of Class "C" units are larger institutionalaccounts with a balance in the <strong>Fund</strong> in excess of $100million per investment account. Larger account balancesprovide multiple efficiencies which result in reducedadminis·trative, record keeping and investment managementexpenses for the <strong>Bank</strong>.The amount of the investment management services feeat each level is set forth in Schedule A. For Participants ofthe <strong>Fund</strong>, the number of the <strong>Fund</strong>'s units earned will varydepending on the class of units the Participant's accountholds. The <strong>Bank</strong> will adjust the number of units earnedby each class of units so that the number of units theParticipant's account earns will be subject to the feecharged for the level of service provided. The number ofunits earned by a Participant investing in full service levelunits will be lower than the number of units earned bya Participant investing in base service level units orinstitutionol full service level units, and the nurnber ofunits earned by a Participant investing in base service levelunits will be lower than the number of units earned byParticipants investing in institutionol full service level units.TAX STATUSThe <strong>Fund</strong> qualifies as exempt from Federal income tax,pursuant to IRS Revenue Ruling 81-100.VALUATION OF UNITSThe <strong>Fund</strong> is valued each Business Day. If required by theOffice of the Comptroller of the Currency (the "OCC"),the <strong>Fund</strong> assets will be valued at fair market as determinedin good faith by the Trustee in accordance withwritten valuation policies and procedures adopted bythe Trustee. Otherwise, the <strong>Fund</strong> assets will generally bevalued in accordance with generally accepted accountingprinciples. Generally accepted accounting principlescurrently allow investment contracts held by certainemployee benefit plans to be valued at book value(cost plus accrued interest) under most circumstances.The Trustee will exert every effort to maintain the unitvalue of the <strong>Fund</strong> at $1.00. However, in accordance withthe rules of the OCC and generally accepted accountingprinciples, in ,the event financial circumstances so mandate,the Trustee may value a <strong>Stable</strong> <strong>Value</strong> Instrument at moreor less than its approximate book value. This could causethe unit value of the <strong>Fund</strong> to fluctuate.To the extent that the <strong>Fund</strong> has invested in another fund,the Trustee will rely on the value supplied by the issuer ofsuch fund.PARTICIPATION IN THE FUNDWho May Invest in the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>The Plan of the Pooled investment <strong>Fund</strong>s limits investmentin the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> to Eligible Accounts.An "Eligible Account" is an account: (1) for which the<strong>Bank</strong> serves as trustee or managing agent or custodian;and (2) which consists of assets of (i) an employee benefitplan that is qualified under Section 401 of the InternalRevenue Code of 1954, as amended from time to time,or any similar provisions hereafter adopted ("Code") andthe related trust which is exempt from tax under Section501 (a) of the Code, provided the plan or the trust adoptthe Plan and this Disclosure Statement, as amended fromtime to time, or (ii) an employee benefit plan that isrelated to a governmental retirement plan as defined in


9Sections 414(d) or 457(b) of the Code, or (iii) a collectiveinvestment fund or group trust exempt from taxationunder Section 584 of the Code or Revenue Ruling 81­100 which is maintained by a bank (other than Trustee)or by another qualified trustee, and consisting solely ofassets of qualified employee benefit plans or governmentalplans, provided such other collective investment fund(.. account has authorized investment in the <strong>Stable</strong> <strong>Value</strong><strong>Fund</strong> and has adopted the Plan and this DisclosureStatement, as amended from time to time.A trust which consists of the assets of an employee benefitplan pending a determination of qualified status by theInternal Revenue Service shall be deemed an EligibleAccount provided the employer sponsor or other grantorof the trust agrees to furnish a copy of the determinationletter from the Internal Revenue Service promptly whenreceived. In any event, the Trustee reserves the right atany time to refuse admission to or require withdrawalof any Participant.WITHDRAWALSQualified Withdrawals"Qualified Withdrawals" are withdrawals and distributionsto participants, beneficiaries, and alternate payees (a)to make distribution on account of the retirement, death,disability, or termination of employment of an employee;or (b) to honor investment change requests by individualparticipants in participant-directed accounts when thefunds which are the subject of such change will not bedirectly or indirectly reinvested in a cornpeting investmentproduct, including any money market or fixed incomeinstrument or collective investment vehicle which investsprimarily in such investments, including, without lirnitotion,money market funds, but excluding participant loans.Participants, through an authorized directing party("Authorized Party"), may request Qualified Withdrawalsfrom the <strong>Fund</strong> on any Business Day. Such withdrawalsmay require 30 days or more to settle, depending on thecash position of the <strong>Fund</strong>.Non-Qualified Withdrawals"Non-Qualified Withdrawals" include: (1) withdrawalsrelated to participant or employer- directed investmentchanges in which the funds withdrawn are to be reinvestedin a similar investment product, including moneymarket instruments, money market funds, or bond funds;(2) withdrawals caused directly or indirectly by thetermination of the <strong>Fund</strong> as an investment option of theParticipant; and (3) termination of the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>as an investment option due to a termination of the planor a transfer of the plan's trust to a successor trustee.Redemptions based on Non-Qualified Withdrawalrequests will be effected for Participants on the "EffectiveWithdrawal Date" which is defined as "the first ValuationDate occurring 12 months after the later of the date theTrustee receives written notice sufficiently describing thewithdrawal request (which can be submitted on Trustee'sform "Notice of Withdrawal") or the date the AuthorizedParty irrevocably sets to accept distributions from the <strong>Fund</strong>.Non-Qualified Withdrawal requests must be submittedto the Trustee as described above and may be cancelledprior to the Effective Withdrawal Date only at the discretionof the Trustee. A withdrawal request cannot bechanged or cancelled after the Effective Withdrawal Date.The 12-month notice period applicable to Non-QualifiedWithdrawals may, in the sale and absolute discretionof the Trustee, be partially waived, provided that allwithdrawal requests scheduled for redemption for thesame Valuation Date shall be treated similarly. As aconsequence, Participants may receive distributions at anytime and from time to time during the 12-month period.Further, to preserve the integrity of the <strong>Fund</strong> and the<strong>Fund</strong>'s ability to achieve its investment objective, aParticipant may receive distributions any time between theEffective Withdrawal Date and the end of the 12-monthnotice period.Units of participation in the <strong>Fund</strong> are sold at their valuedetermined on the date of redemption (whether redemptionoccurs on a specifically requested date or a date selectedby the Trustee in accordance with the liquidity needs of the<strong>Fund</strong>). All requests for withdrawals from the <strong>Fund</strong> areprocessed following valuation on the date of redemption.


10Other WithdrawalsWithdrawals necessary to preserve the tax exemption of the<strong>Fund</strong> will be processed on the earliest Valuation Dateadministratively feasible occurring immediately after the Trusteehas actual knowledge of a situation causing such need. If suchwithdrawals would cause the <strong>Fund</strong> to incur penalties or losses,such penalties or losses may be allocated entirely and directly tothe account of the Participant necessitating such a withdrawal.For additional information on the <strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong>sponsored by <strong>Union</strong> <strong>Bank</strong> of California, N.A., pleasefeel free to call your Business Trust Officer.SCHEDULE A<strong>Stable</strong> <strong>Value</strong> <strong>Fund</strong> Schedule of FeesCLASS “C" UNITSThe following annual asset-based fees are accrued daily on apro rata basis and paid from the <strong>Fund</strong> at the end of eachcalendar month.<strong>Bank</strong>'s Investment Management Services Fee:Class 'C” Units 0.20%Subadviser Fee paid to Gartmore Morley0.10% on first $100 million0.05% on the next $900 million0.03% on amounts over $1 billionThe <strong>Fund</strong>'s Adviser, HighMark Capital Management, Inc., is paidits advisory fee by the <strong>Bank</strong>. HighMark Capital Management, Inc.is a wholly owned subsidiary of the <strong>Bank</strong>.In addition, the <strong>Fund</strong> will periodically reimburse the <strong>Bank</strong> foradministrative costs and expenses such as independent auditfees, fund accountinq fees, and administrative costs andexpenses incurred on behalf of the <strong>Fund</strong>. These costs will bepresented on a cumulative basis as a separate line item on the<strong>Fund</strong>'s Annual report, and historically have not exceeded 0.04%of total <strong>Fund</strong> assets.

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!