Federal Register / Vol. 75, No. 151 / Friday, August 6, 2010 / Notices 47637 

1For purposes of this exemption, references to 

section 406 of the Act should be read to refer also 

to the corresponding provisions of section 4975 of 

the Code. 

DEPARTMENT OF LABOR 

Employee Benefits Security 

Administration 

Prohibited Transaction Exemptions 

and Grant of Individual Exemptions 

Involving: 2010–23, D–11500, Carle 

Foundation Hospital & Affiliates 

Pension Plan; 2010–24, D–11565, 

Citizens Bank Wealth Management, 

N.A.; and 2010–25, D–11602, State 

Street Bank and Trust Company (State 

Street); et al. 

AGENCY: Employee Benefits Security 

Administration, Labor. 

ACTION: Grant of Individual Exemptions. 

SUMMARY: This document contains 

exemptions issued by the Department of 

Labor (the Department) from certain of 

the prohibited transaction restrictions of 

the Employee Retirement Income 

Security Act of 1974 (ERISA or the Act) 

and/or the Internal Revenue Code of 

1986 (the Code). 

A notice was published in the Federal 

Register of the pendency before the 

Department of a proposal to grant such 

exemption. The notice set forth a 

summary of facts and representations 

contained in the application for 

exemption and referred interested 

persons to the application for a 

complete statement of the facts and 

representations. The application has 

been available for public inspection at 

the Department in Washington, DC. The 

notice also invited interested persons to 

submit comments on the requested 

exemption to the Department. In 

addition the notice stated that any 

interested person might submit a 

written request that a public hearing be 

held (where appropriate). The applicant 

has represented that it has complied 

with the requirements of the notification 

to interested persons. No requests for a 

hearing were received by the 

Department. Public comments were 

received by the Department as described 

in the granted exemption. 

The notice of proposed exemption 

was issued and the exemption is being 

granted solely by the Department 

because, effective December 31, 1978, 

section 102 of Reorganization Plan No. 

4 of 1978, 5 U.S.C. App. 1 (1996), 

transferred the authority of the Secretary 

of the Treasury to issue exemptions of 

the type proposed to the Secretary of 

Labor. 

Statutory Findings 

In accordance with section 408(a) of 

the Act and/or section 4975(c)(2) of the 

Code and the procedures set forth in 29 

CFR Part 2570, Subpart B (55 FR 32836, 

32847, August 10, 1990) and based upon 

the entire record, the Department makes 

the following findings: 

(a) The exemption is administratively 

feasible; 

(b) The exemption is in the interests 

of the plan and its participants and 

beneficiaries; and 

(c) The exemption is protective of the 

rights of the participants and 

beneficiaries of the plan. 

Carle Foundation Hospital & Affiliates 

Pension Plan, Located in Urbana, Illinois. 

[Prohibited Transaction Exemption 2010– 

23; Exemption Application No. D–11500] 

Exemption 

The restrictions in section 406(a)(1)(A) and 

(D) and section 406 (b)(1) and (b)(2) of the 

Act, and the sanctions resulting from the 

application of section 4975 of the Code, by 

reason of section 4975(c)(1)(A), (D), and (E) 

of the Code, shall not apply to the sale of a 

certain limited partnership interest (the LPI) 

by the Carle Foundation Hospital & Affiliates 

Pension Plan (the Plan) to Carle Foundation 

Hospital (the Employer), a party in interest 

with respect to the Plan, provided that the 

following conditions are satisfied: 

(a) The sale is a one-time transaction for 

cash; 

(b) The terms and conditions of the sale are 

at least as favorable to the Plan as those that 

the Plan could obtain in an arm’s length 

transaction with an unrelated third party; 

(c) The sales price is the greater of: (1) The 

fair market value of the LPI as of the date of 

the sale, as determined by a qualified, 

independent appraiser, or (2) the Plan’s total 

capital contributions as of the date of the 

sale, plus imputed earnings (calculated based 

upon the applicable one-month Treasury bill 

rates) from the date of the Plan’s acquisition 

of the LPI to the date of the sale; 

(d) The Plan pays no commissions, fees, or 

other expenses in connection with the sale; 

and 

(e) The Plan fiduciaries review and 

approve the methodology used by the 

qualified, independent appraiser, ensure that 

such methodology is properly applied in 

determining the fair market value of the LPI, 

and also determine whether it is prudent to 

go forward with the proposed transaction. 

For a more complete statement of the facts 

and representations supporting the 

Department’s decision to grant this 

exemption, refer to the notice of proposed 

exemption published on March 15, 2010 at 

75 FR 12305. 

Written Comments 

The Department received two written 

comments from participants of the Plan with 

respect to the notice of proposed exemption. 

One participant, a former employee, inquired 

how much longer she must wait to obtain a 

distribution of her remaining account 

balance. Another participant, who is a retiree 

and requested a hearing, also inquired about 

the distribution of her remaining account 

balance and expressed concern about lost 

investment opportunities and earnings. 

The applicant responded that it intends to 

consummate the proposed sale of the LPI as 

soon as practicable following publication of 

a final exemption, if granted, in the Federal 

Register. Each affected participant will then 

receive his or her pro rata share of the cash 

proceeds from the sale of the LPI, as well as 

his or her pro rata share of the imputed 

earnings. Because the LPI is an illiquid 

investment (constituting less than one 

percent of total Plan assets) and the applicant 

was unable to identify an unrelated 

purchaser, it requested an administrative 

exemption from the Department to purchase 

the LPI from the Plan. The Department also 

notes that the grant of the exemption will 

facilitate the commenters’ requested 

distribution, and the conditions, including 

the sales price formula described in 

condition (c), provide appropriate safeguards 

consistent with the requirements of section 

408(a). 

The Department has determined not to 

hold a public hearing. The Department’s 

regulations provide that a hearing will be 

held where necessary to fully explore 

material factual issues identified by the 

person requesting the hearing. See 29 CFR 

2570.46. In this case, the Department 

concludes that the commenter has not 

identified any material factual issues that 

would require a hearing. 

Based upon the information contained in 

the entire record, the Department has 

determined to grant the proposed exemption. 

FOR FURTHER INFORMATION CONTACT: Ms. 

Karin Weng of the Department, 

telephone (202) 693–8557. (This is not 

a toll-free number.) 

Citizens Bank Wealth Management, N.A., 

Located in Flint, Michigan. [Prohibited 

Transaction Exemption 2010–24; 

Exemption Application No. D–11565] 

Exemption 

Section I. Transaction 

The restrictions of section 406(a)(1)(A) and 

(D) and section 406 (b)(1) and (b)(2) of the 

Act, and the sanctions resulting from the 

application of section 4975 of the Code, by 

reason of section 4975(c)(1)(A), (D), and (E) 

of the Code, shall not apply, effective 

December 16, 2008, to the past sale of certain 

Auction Rate Securities (ARS) by the FourWay Tool & Die, Inc. Profit Sharing Plan and 

Trust (the Plan) to Citizens Republic Bancorp 

(Citizens Republic), a party in interest with 

respect to the Plan, provided that the 

following conditions were satisfied: 1

(A) The subject ARS were acquired for the 

Plan by Citizens Bank Wealth Management, 

N.A. (the Trustee), acting in its capacity as 

trustee of the Plan, from an independent 

broker; 

(B) The last auction for each of the ARS 

was unsuccessful; 

(C) The sale of the ARS was directly 

between the Plan and Citizens Republic for 

solely cash consideration against prompt 

delivery of the ARS; 

(D) The sale price for each of the ARS was 

equal to the par value, plus any accrued but 

unpaid interest; 


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47638 Federal Register / Vol. 75, No. 151 / Friday, August 6, 2010 / Notices 

2For purposes of this exemption, references to 

section 406 of the Act should be read to refer as 

well to the corresponding provisions of section 

4975 of the Code. 

(E) The Plan did not waive any rights or 

claims in connection with the sale; 

(F) The decision to sell the ARS to the 

Trustee was made by a Plan fiduciary 

independent of the Trustee; 

(G) The Plan did not pay any commissions 

or transaction costs in connection with the 

sale; 

(H) The sale was not part of an 

arrangement, agreement, or understanding 

designed to benefit a party in interest to the 

Plan; 

(I) Upon termination of the Plan, the Plan 

participants received 100 percent of their 

account balances, and as a result of the pretermination sale of the ARS to Citizens 

Republic at face value, plus any accrued but 

unpaid interest, no participant was adversely 

affected by the absence of an auction market 

for the ARS or the resulting decline in their 

market value; 

(J) The Trustee and its affiliate, as 

applicable, maintain, or cause to be 

maintained, for a period of at least six (6) 

years from the date of the sale, such records 

as are necessary to enable the persons 

described in paragraph (K), below, to 

determine whether the conditions of this 

exemption have been met, except that— 

(i) No party in interest with respect to the 

Plan that engaged in the sale, other than the 

Trustee and its affiliate, as applicable, shall 

be subject to a civil penalty under section 

502(i) of the Act or the taxes imposed by 

section 4975(a) and (b) of the Code, if such 

records are not maintained, or are not 

available for examination, as required, below, 

by paragraph (K); and 

(ii) A separate prohibited transaction shall 

not be considered to have occurred solely 

because, due to circumstances beyond the 

control of the Trustee or its affiliate, as 

applicable, such records are lost or destroyed 

prior to the end of the six-year period; and 

(K)(i) Except as provided in subparagraph 

(ii), below, and notwithstanding any 

provisions of subsections (a)(2) and (b) of 

section 504 of the Act, the records referred 

to in paragraph (J), above, are 

unconditionally available at their customary 

location for examination during normal 

business hours by— 

(a) Any duly authorized employee or 

representative of the Department, the Internal 

Revenue Service, or the U.S. Securities and 

Exchange Commission; 

(b) Any fiduciary of the Plan, or any duly 

authorized employee or representative of 

such fiduciary; or 

(c) The employer of participants of the 

Plan, and any employee organization whose 

members are covered by the Plan, or any 

authorized employee or representative of 

these entities; 

(ii) None of the persons described above in 

paragraph (K)(i)(b) or (c) of shall be 

authorized to examine trade secrets of the 

Trustee, or commercial or financial 

information which is privileged or 

confidential; and 

(iii) If the Trustee refuses to disclose 

information on the basis that such 

information is exempt from disclosure, the 

Trustee shall, by the close of the thirtieth 

(30th) day following the request, provide a 

written notice advising that person of the 

reasons for the refusal and that the 

Department may request such information. 

Section II. Definitions 

For purposes of this exemption: 

(A) The term ‘‘affiliate’’ means any person, 

directly or indirectly, through one or more 

intermediaries, controlling, controlled by, or 

under common control with such other 

person (with respect to the Trustee, ‘‘affiliate’’ 

includes, but is not limited to, its parent 

corporation, Citizens Republic Bancorp) 

(B) The term ‘‘control’’ means the power to 

exercise a controlling influence over the 

management or policies of a person other 

than an individual; 

(C) The term ‘‘Auction Rate Securities’’ or 

‘‘ARS’’ means securities that are debt 

instruments (generally with a long-term 

nominal maturity) with an interest rate that 

is reset at specific intervals through a Dutch 

Auction process; 

(D) A person is ‘‘independent’’ of the 

Trustee if the person is (1) not the Trustee 

or an affiliate, and (2) not a ‘‘relative’’ (as 

defined in section 3(15) of the Act) of the 

party engaging in the transaction; and 

(E) The term ‘‘Plan’’ means the Four-Way 

Tool & Die, Inc. Profit Sharing Plan and 

Trust, which is an employee benefit plan as 

defined in section 3(3) of the Act, and its 

related trust, which is an entity holding plan 

assets within the meaning of 29 CFR 2510.3– 

101, as modified by section 3(42) of the Act. 

Effective Date: This exemption is 

effective as of December 16, 2008. 

For a more complete statement of the 

facts and representations supporting the 

Department’s decision to grant this 

exemption, refer to the notice of 

proposed exemption published on April 

8, 2010 at 75 FR 17966. 

Written Comments 

No comments were received by the 

Department with respect to the notice of 

proposed exemption. 

FOR FURTHER INFORMATION CONTACT: Ms. 

Karin Weng of the Department, 

telephone (202) 693–8557. (This is not 

a toll-free number.) 

State Street Bank and Trust Company (State 

Street), Located in Boston, MA. [Prohibited 

Transaction Exemption 2010–25; 

Exemption Application No. D–11602] 

Exemption 

The restrictions of sections 406(a), 

406(b)(1) and 406(b)(2) of the Act and the 

sanctions resulting from the application of 

section 4975 of the Code, by reason of section 

4975(c)(1)(A) through (E) of the Code,2 shall 

not apply as of December 22, 2009 to the cash 

sale of certain fixed income securities (the 

Securities) for an aggregate purchase price of 

$113,977,880.15 by the Quality D Short-Term 

Investment Fund (the Fund) to State Street, 

a fiduciary with respect to the Fund and a 

party in interest with respect to employee 

benefit plans (the Plans) invested, directly or 

indirectly, in the Fund, provided that the 

following conditions are met: 

(a) The sale was a one-time transaction for 

cash; 

(b) The Fund received an amount which 

was equal to the sum of (1) the aggregate 

current amortized cost of the Securities as of 

the date of the transaction plus (2) the 

aggregate accrued interest on the Securities 

through the date of the transaction, 

calculated at the applicable contract rate for 

each of the Securities; 

(c) The Fund did not bear any 

commissions, fees, transaction costs, or other 

expenses in connection with the sale; 

(d) The amount received by the Fund with 

respect to each of the Securities was no less 

than the fair market value of each such 

Security, based upon the closing price 

obtained from an independent pricing 

service, as of the close of business on the date 

prior to the date of the transaction; 

(e) State Street, as trustee of the Fund, 

determined that the sale of the Securities was 

appropriate for and in the best interests of the 

Fund, and the Plans invested, directly or 

indirectly, in the Fund, at the time of the 

transaction; 

(f) State Street took all appropriate actions 

necessary to safeguard the interests of the 

Fund and the Plans invested, directly or 

indirectly, in the Fund, in connection with 

the transaction; 

(g) State Street and its affiliates, as 

applicable, maintain, or cause to be 

maintained, for a period of six (6) years from 

the date of any covered transaction such 

records as are necessary to enable the person 

described below in paragraph (h)(1), to 

determine whether the conditions of this 

exemption have been met, except that: 

(1) No party in interest with respect to a 

Plan which engages in the covered 

transaction, other than State Street and its 

affiliates, as applicable, shall be subject to a 

civil penalty under section 502(i) of the Act 

or the taxes imposed by sections 4975(a) and 

(b) of the Code, if such records are not 

maintained, or not available for examination, 

as required, below, by paragraph (h)(1); and 

(2) A separate prohibited transaction shall 

not be considered to have occurred solely 

because, due to circumstances beyond the 

control of State Street or its affiliates, as 

applicable, such records are lost or destroyed 

prior to the end of the six-year period. 

(h)(1) Except as provided, in paragraph 

(h)(2), and notwithstanding any provisions of 

subsections (a)(2) and (b) of section 504 of 

the Act, the records referred to in paragraph 

(g) are unconditionally available at their 

customary location for examination during 

normal business hours by: 

(A) Any duly authorized employee or 

representative of the Department, the Internal 

Revenue Service, or the Securities and 

Exchange Commission; 

(B) Any fiduciary of any Plan that engages 

in the covered transaction, or any duly 

authorized employee or representative of 

such fiduciary; 

(C) Any employer of participants and 

beneficiaries and any employee organization 

whose members are covered by a Plan that 

engages in the covered transaction, or any 


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Federal Register / Vol. 75, No. 151 / Friday, August 6, 2010 / Notices 47639 

authorized employee or representative of 

these entities; or 

(D) Any participant or beneficiary of a Plan 

that engages in the covered transaction, or 

duly authorized employee or representative 

of such participant or beneficiary; 

(2) None of the persons described, above, 

in paragraphs (h)(1)(B)–(D) shall be 

authorized to examine trade secrets of State 

Street or its affiliates, or commercial or 

financial information which is privileged or 

confidential; and 

(3) Should State Street refuse to disclose 

information on the basis that such 

information is exempt from disclosure, State 

Street shall, by the close of the thirtieth 

(30th) day following the request, provide a 

written notice advising that person of the 

reasons for the refusal and that the 

Department may request such information. 

Effective Date: This exemption is 

effective as of December 22, 2009. 

For a more complete statement of the 

facts and representations supporting the 

Department’s decision to grant this 

exemption, refer to the notice of 

proposed exemption published on April 

30, 2010 at 75 FR 22860. 

FOR FURTHER INFORMATION CONTACT: 

Brian Shiker of the Department, 

telephone (202) 693–8552. (This is not 

a toll-free number.) 

General Information 

The attention of interested persons is 

directed to the following: 

(1) The fact that a transaction is the subject 

of an exemption under section 408(a) of the 

Act and/or section 4975(c)(2) of the Code 

does not relieve a fiduciary or other party in 

interest or disqualified person from certain 

other provisions to which the exemption 

does not apply and the general fiduciary 

responsibility provisions of section 404 of the 

Act, which among other things require a 

fiduciary to discharge his duties respecting 

the plan solely in the interest of the 

participants and beneficiaries of the plan and 

in a prudent fashion in accordance with 

section 404(a)(1)(B) of the Act; nor does it 

affect the requirement of section 401(a) of the 

Code that the plan must operate for the 

exclusive benefit of the employees of the 

employer maintaining the plan and their 

beneficiaries; 

(2) This exemption is supplemental to and 

not in derogation of, any other provisions of 

the Act and/or the Code, including statutory 

or administrative exemptions and 

transactional rules. Furthermore, the fact that 

a transaction is subject to an administrative 

or statutory exemption is not dispositive of 

whether the transaction is in fact a prohibited 

transaction; and 

(3) The availability of this exemption is 

subject to the express condition that the 

material facts and representations contained 

in the application accurately describes all 

material terms of the transaction which is the 

subject of the exemption. 

Signed at Washington, DC, this 29th day of 

July, 2010. 

Ivan Strasfeld, 

Director of Exemption Determinations, 

Employee Benefits Security Administration, 

U.S. Department of Labor. 

[FR Doc. 2010–19367 Filed 8–5–10; 8:45 am] 

BILLING CODE 4510–29–P 

DEPARTMENT OF LABOR 

Employee Benefits Security 

Administration 

Application Nos. and Proposed 

Exemptions; D–11569, Sherburne Tele 

Systems, Inc.; and D–11597, John D. 

Simmons Individual Retirement 

Account; et al. 

AGENCY: Employee Benefits Security 

Administration, Labor. 

ACTION: Notice of proposed exemptions. 

SUMMARY: This document contains 

notices of pendency before the 

Department of Labor (the Department) of 

proposed exemptions from certain of the 

prohibited transaction restrictions of the 

Employee Retirement Income Security 

Act of 1974 (ERISA or the Act) and/or 

the Internal Revenue Code of 1986 (the 

Code). 

Written Comments and Hearing 

Requests 

All interested persons are invited to 

submit written comments or requests for 

a hearing on the pending exemptions, 

unless otherwise stated in the Notice of 

Proposed Exemption, within 45 days 

from the date of publication of this 

Federal Register Notice. Comments and 

requests for a hearing should state: (1) 

The name, address, and telephone 

number of the person making the 

comment or request, and (2) the nature 

of the person’s interest in the exemption 

and the manner in which the person 

would be adversely affected by the 

exemption. A request for a hearing must 

also state the issues to be addressed and 

include a general description of the 

evidence to be presented at the hearing. 

ADDRESSES: All written comments and 

requests for a hearing (at least three 

copies) should be sent to the Employee 

Benefits Security Administration 

(EBSA), Office of Exemption 

Determinations, Room N–5700, U.S. 

Department of Labor, 200 Constitution 

Avenue, NW., Washington, DC 20210. 

Attention: Application No. lll, 

stated in each Notice of Proposed 

Exemption. Interested persons are also 

invited to submit comments and/or 

hearing requests to EBSA via e-mail or 

FAX. Any such comments or requests 

should be sent either by e-mail to: 

‘‘moffitt.betty@dol.gov’’, or by FAX to 

(202) 219–0204 by the end of the 

scheduled comment period. The 

applications for exemption and the 

comments received will be available for 

public inspection in the Public 

Documents Room of the Employee 

Benefits Security Administration, U.S. 

Department of Labor, Room N–1513, 

200 Constitution Avenue, NW., 

Washington, DC 20210. 

Warning: If you submit written 

comments or hearing requests, do not 

include any personally-identifiable or 

confidential business information that 

you do not want to be publiclydisclosed. All comments and hearing 

requests are posted on the Internet 

exactly as they are received, and they 

can be retrieved by most Internet search 

engines. The Department will make no 

deletions, modifications or redactions to 

the comments or hearing requests 

received, as they are public records. 

Notice to Interested Persons 

Notice of the proposed exemptions 

will be provided to all interested 

persons in the manner agreed upon by 

the applicant and the Department 

within 15 days of the date of publication 

in the Federal Register. Such notice 

shall include a copy of the notice of 

proposed exemption as published in the 

Federal Register and shall inform 

interested persons of their right to 

comment and to request a hearing 

(where appropriate). 

SUPPLEMENTARY INFORMATION: The 

proposed exemptions were requested in 

applications filed pursuant to section 

408(a) of the Act and/or section 

4975(c)(2) of the Code, and in 

accordance with procedures set forth in 

29 CFR Part 2570, Subpart B (55 FR 

32836, 32847, August 10, 1990). 

Effective December 31, 1978, section 

102 of Reorganization Plan No. 4 of 

1978, 5 U.S.C. App. 1 (1996), transferred 

the authority of the Secretary of the 

Treasury to issue exemptions of the type 

requested to the Secretary of Labor. 

Therefore, these notices of proposed 

exemption are issued solely by the 

Department. 

The applications contain 

representations with regard to the 

proposed exemptions which are 

summarized below. Interested persons 

are referred to the applications on file 

with the Department for a complete 

statement of the facts and 

representations. 

Sherburne Tele Systems, Inc., 2008 Amended 

and Restated Employee Stock Ownership 

Plan and Trust (the ‘‘ESOP’’), Located in 

Big Lake, Minnesota [Application No. D– 

11569] 


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