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HomeMy WebLinkAboutC03-204 Alexander J. Allen Education Trust TRUST AGREEMENT ESTABLISHING THE ALEXANDER J. ALLEN EDUCATION TRUST WHEREAS, Dr. Alexander J. Allen died on June 7, 1968 a resident of Allegheny County, Pennsylvania, leaving a Will dated February 11, 1960 and Codicil dated March 30, 1965 under which an education fund is to be established for the benefit of high school students of Eagle County, Colorado to assist such students in gaining a college education; and WHEREAS, Dr. Allen contemplated that each year one or two $2,000 scholarships could be awarded to cover approximately one-half the expense of a year at college and that at that rate, the education fund would be fully expended in approximately ten years; and WHEREAS, the monies now distributable to the fund would make it impossible to deplete the fund in ten years if only $4,000 of scholarships were awarded annually; and WHEREAS, the terms of the Will and Codicil are inadequate to provide the necessary direction and limitations now required for the maintenance and distribution of an education fund in light of current tax, legal and investment management requirements. THEREFORE, in order to fulfill the intentions of Dr. Allen as expressed in his Will and Codicil under the circumstances now extant, the Board of Commissioners of Eagle County, Colorado (the "Board"), does hereby establish this Trust for the sole purpose of supporting the Alexander J. Allen Education Fund (the "Fund"). Wells Fargo Bank West, N.A. is hereby named as Trustee. The Trustee agrees to hold said assets of the trust, together with any additions thereto, IN TRUST, to invest and reinvest and to distribute the net income and principal in accordance with the terms of this Agreement. ~ ~ ONE: (A) The Trustee shall pay so much of the income and principal in such amounts and in such manner as it shall be directed by the Selection Committee of the Fund to provide scholarship grants for the undergraduate education of eligible Eagle County, Colorado students in accordance with the governing documents of the Fund and the terms and conditions of this Trust. Distributions for scholarship grants from this trust must meet the requirements of § 117 of the Internal Revenue Code of 1986, as amended (the "Code") and the regulations thereunder. The Trustee also may use income or principal to pay the reasonable expenses of the Fund directly relating to its purposes. (B) No income or principal shall be used for any purpose which is not exclusively an educational purpose. No earnings of the trust shall inure to the benefit of any private individual. No substantial part of the activities of the trust shall be carrying on propaganda, or otherwise attempting to influence legislation, except as provided in §501(h) of the Code, and it shall not participate in, or intervene in any political campaign on behalf of any candidate for public office, including by publishing or distributing statements. (C) It is intended that this trust shall at all times qualify as an organization described in §501(c)(3) of the Code. Therefore the Board is authorized, with or without court order, to revise the terms of the trust so that it will qualify and continue to qualify as such. If the Board considers that such action will best serve the purposes of the Fund, it is authorized to cause the assets of the Trust to be added to the assets of any public charity or community charitable trust so long as the assets so added will be dedicated to the same uses and purposes as the Fund. If the trust terminates for any reason, the remaining trust assets shall be paid to such one or more organizations described in §501(c)(3) of the Code as the Board shall select consistent with the original purpose of the Fund. TWO: (A) The Trustee hereunder shall have the following powers, in addition to and not in limitation of those granted by law: to accept and to retain assets in kind or to sell the same and to invest and reinvest the proceeds and any other cash in any kind of property, real or personal, or part interest therein, located in the United States or abroad, includinginterest-bearing accounts in or 2 certificates of deposit issued by its own banking department and securities underwritten by syndicates of which the Trustee is a member but not purchased from the Trustee, all statutory and other limitations as to the investment of funds, now or hereafter enacted or in force, being waived; to pledge, exchange or mortgage real or personal property and to lease the same for terms exceeding five (5) years; to give options for sales, leases and exchanges; to borrow money; to compromise claims; to vote shares of corporate stock, in person or by proxy, in favor of or against management proposals; to carry securities in the name of a nominee, including that of a clearing corporation or depository, or in book entry form or unregistered or in such other form as will pass by delivery; and to make division or distribution hereunder either in cash or in kind and to allocate to different shares different kinds of or interests in property and property having different bases for Federal income tax purposes, as the Trustee deems equitable. (B) Notwithstandingthe foregoing, the Trustee shall not engage in any act ofself-dealing, as defined in §4941(d) of the Code, shall not retain any excess business holdings, as defined in §4943(c) of the Code, shall not make any investments in such manner as to subject the trust to tax under §4944 of the Code, shall not make any taxable expenditures, as defined in §4945(d) of the Code, and shall make distributions at such time and in such manner as not to subj ect the trust to tax under §4942 of the Code. Nothing in this Trust Agreement shall be construed to restrict the Trustee from investing the trust assets in a manner which could result in the annual realization of a reasonable amount of income or gain from the sale or disposition of trust assets. The Trustee shall not retain or invest in shares of its own stock or that of any corporation having control over it. (C) The Board, in its sole discretion and without cause, is authorized to remove the Trustee. (D) A Trustee may resign at anytime, without stating cause, by delivering written notice of its resignation to the Board. Such resignation shall be effective upon the acceptance of this Trust by a successor corporate trustee. In case of the merger or consolidation of the Trustee, the resultant company shall become successor Trustee hereunder without notice to any party. 3 ~ r (E) The Trustee shall be entitled to receive annual compensation for its services hereunder in accordance with its schedule in effect when the services are performed. (F) The Trustee is specifically authorized to employ the services of other departments or divisions of the Trustee or any affiliate of the Trustee in connection with the performance of its duties hereunder, including, but not being limited to, effecting securities transactions through an affiliated broker and purchasing insurance through an affiliated agency. The Board understands that the Trustee or its affiliate may have an underwriter's stake in such transaction or may charge fees or commissions for services rendered which include a profit and the Board specifically authorizes the Trustee to undertake such transactions on behalf of the trust and to pay fees for commissions from the trust so long as the transactions are on terms and under circumstances comparable to those generally available through nonaffiliated entities. (G) Upon the resignation or removal of a Trustee, the Board shall appoint a successor corporate Trustee qualified to act as such in the State of Colorado. THREE: The references herein to specific sections of the Internal Revenue Code shall include corresponding provisions of any subsequent Federal tax laws. FOUR: This trust is to be governed in all respects by the laws of the State of Colorado and subject to the Colorado Fiduciary Powers Act. FIVE: This trust may be amended at any time or times by written instrument or instruments approved by the Board and agreed to by the Trustee. However, no amendment shall authorize the trust to operate in any manner or for any purpose contrary to its original purposes and the provisions of §501(c)(3) of the Code. An amendment of the provisions of this Article FIVE (or any amendment to it) shall be valid only if and to the extent that such amendment further restricts 4 • • this amending power. All instruments amending this trust shall be noted upon or kept attached to the executed original of this trust. Dated this 22°d day of July, 2003. d ~ ~ ~ ATTES _ ~~~~~ * c° ° ~ORP By. ,/ L a Clerk to the Board o County Commissioners COUNTY OF EAGLE, STATE OF COLORADO, BY AND THROUGH ITS OF THE BOARD OF COUNTY By: v v v. Michael L. 5 • • ACCEPTANCE OF TRUSTEE Wells Fargo Bank West, N.A., by its undersigned officer, being first duly authorized, does hereby accept the foregoing trust this ~I S+ day of ~ 2003. WELLS FARGO BANK, N.A. By; ~ ~fu~~c1~7J Vice President ATTEST: j~~~~o~l~. CAUL `,``t 111111 1111 I F ``j ~Il ~ f f/1 ~. ~~ ~ o ~ ~ ~~n ~ "~ ~~~. ~ . ~ } ,~~~ °`'~: G:\WM\Revised Form of charitable Trust per Debbie Berg.doc