LABORERS ANNUITY PLAN FOR NORTHERN CALIFORNIA

LABORERS ANNUITY PLAN FOR NORTHERN CALIFORNIA ANNUITY PLAN JUNE 2007

LABORERS ANNUITY PLAN FOR NORTHERN CALIFORNIA 220 CAMPUS LANE FAIRFIELD, CALIFORNIA 94534-1498 TELEPHONE: (707) 864-2800 OR TOLL-FREE (800) 244-4530 WEB SITE: www.norcalaborers.org E-MAIL: customerservice@norcalaborers.org BOARD OF TRUSTEES EMPLOYEE TRUSTEES José A. Moreno, Chairman Doyle Radford Oscar De La Torre Ray Recinos David George EMPLOYER TRUSTEES Larry Totten, Co-Chairman Terence Street Claire Koenig Robert Chrisp Byron C. Loney LEGAL COUNSEL Bullivant Houser Bailey PC Weinberg, Roger & Rosenfeld CONSULTANT The Segal Company ADMINISTRATIVE OFFICE Laborers Funds Administrative Office of Northern California, Inc. Edward J. Smith, Secretary

Laborers Annuity Plan for Northern California To All Active Laborers Covered by the Annuity Plan: We are pleased to provide you with this updated booklet, describing the features of the Annuity Plan. The Annuity Plan provides an additional measure of financial security and flexibility for you and your family at retirement. This Plan also provides death, disability, and job termination benefits. The Questions and Answers, which appear on the following pages highlight some of the features of the Plan. In all cases, the actual text of the Annuity Plan governs every aspect of participation, eligibility, benefit payments and, in general, the administration of the Annuity Plan. You should always refer to the actual text of the Plan for a better understanding of the provisions. The text of the Plan appears in the last part of this booklet. We suggest that you share this booklet with your family, since they too have an interest in the Plan. We also suggest that you retain this booklet for future reference and that you inform members of your family where the booklet can be found. It contains information concerning what may be substantial sums of money to which you and your beneficiary may be entitled. From time to time, material changes may be made to the Plan provisions. These are communicated to you in the form of Plan notices. So that your information is complete and up-to-date, you should retain all Plan notices with this booklet. If you have any questions after reading the booklet, or any questions about your benefits in general, contact the Fund Office at (707) 864-2800 or toll-free at 1-800-244-4530, Monday through Friday, between the hours of 8:00 AM and 5:00 PM. You can also E-mail questions to customerservice@norcalaborers.org. Sincerely, BOARD OF TRUSTEES June 1, 2007 1

Important Information About Your Plan Only a summary of the Plan s benefits appears in the first part of this booklet. The summary cannot adequately present all the details of the Plan. The rights of a Participant or Beneficiary can only be determined by consulting the actual text of the Annuity Plan, which is printed in the last part of this booklet. Only the full Board of Trustees is authorized to resolve any questions in the interpretation of the Plan of benefits described in this booklet. Only the Board of Trustees may give binding answers, and then only if you have furnished full and accurate information concerning your situation. No employer or union, nor any representative of any employer or union is authorized to interpret this Plan on behalf of the Board--nor can any of these persons act as an agent of the Board. The Trust Agreement provides that Individual Employers are not required to make any further payments or Contributions to the cost of the operation of the Fund or of the Plan, except as may be provided in the Collective Bargaining Agreement, a Subscriber s Agreement and the Trust Agreement. This provision is subject to the requirements of the Multiemployer Pension Plan Amendments Act of 1980. 2

Table of Contents Questions and Answers About Your Plan 1. What type of Plan is the Annuity Fund?...5 2. When do I become a Participant in the Annuity Plan?... 5 3. What does it mean to be a Participant in the Annuity Plan?... 5 4. What is an Individual Account?...5 5. What is an Accumulated Share?...5 6. What determines the value of my Accumulated Share?... 6 7. What is a Valuation Date?...6 8. Will I receive an annual statement showing the value in my Individual Account?... 6 9. What should I do if my statement does not show all the Contributions I earned during the year?...6 10. When am I eligible to receive the money in my Individual Account?... 7 11. How much will I receive when I am eligible for payment of my Individual Account?... 7 12. How will my Individual Account balance be paid?...7 13. How does the Joint-and-Survivor Annuity affect my Individual Account?... 8 14. What happens if I receive the money in my Individual Account and then return to work in employment covered by the Plan?...8 15. What happens if I enter military service?...9 16. What happens to my Individual Account in the event I die prior to the distribution of my money?...9 17. Can I borrow money from my Individual Account?...9 18. Can I leave the money in my Individual Account?...9 19. How do I designate a Beneficiary if I am not married?... 9 20. How do I designate a Beneficiary if I am married?...10 21. Can I assign my money in my Individual Account to another person or institution?... 10 22. What if I become divorced?...10 23. What is a Qualified Domestic Relations Order?...10 3

24. What rights does my former Spouse retain?... 11 25. Will I have to pay taxes on the amount in my Individual Account?... 11 26. What are some of the taxes that may be owed based on how I decide to receive the money in my Individual Account?... 11 27. Is the money in my Individual Account guaranteed?... 12 28. What will happen if the Annuity Plan is terminated?...12 29. Does the Annuity Plan have break-in-service rules that might cause me to lose the balance in my Individual Account if I stop working?... 12 30. What is the application procedure for withdrawal of my Individual Account?... 12 31. What is the procedure to follow if my application for the money in my Individual Account is denied?...13 32. Are Plan documents available to Participants and Beneficiaries?... 15 Information Required by the Employee Retirement Income Security Act of 1974 (ERISA)...16 Statement of Rights Under the Employee Retirement Income Security Act of 1974 (ERISA)...19 Rules and Regulations Article I. Definitions...21 Article II. Individual Accounts...27 Article III. Benefits and Eligibility...29 Article IV. General Provisions...34 Article V. Maximum Annual Additions...38 Article VI. Right of Appeal and Determination of Disputes... 39 Article VII. Amendments to Comply with EGTRRA...43 Article VIII. Minimum Distribution Requirements...45 Article IX. Amendment and Termination...50 4

Laborers Annuity Plan for Northern California Questions and Answers About Your Plan Q1. What type of plan is an Annuity Fund? The Annuity Fund is a defined contribution money purchase pension plan; it is not designed to provide distributions, such as hardship withdrawals. Like Social Security and your Laborers Defined Benefit Pension Plan, it is a retirement plan, intended to be paid out at retirement, or other circumstances as provided for in the Plan. Q2. When do I become a Participant in the Annuity Plan? You become a Participant when the first Contribution is made or required to be made by an Individual Employer covered by the Collective Bargaining Agreement to the Laborers Annuity Plan for Northern California on your behalf. (Section 1.12, page 23) Q3. What does it mean to be a Participant in the Annuity Plan? As a Participant in the Laborers Annuity Plan for Northern California, you have certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). Refer to pages 19 and 20 in this booklet for information regarding your rights and protections under ERISA. Q4. What is an Individual Account? An Individual Account is the account established in your name and to which Contributions will be credited on your behalf. (Sections 1.16 and 2.01, pages 25 and 27) Q5. What is an Accumulated Share? An Accumulated Share is the value of your Individual Account as of the most recent Valuation Date, which is May 31 of each year. The value of your Individual Account is made up of Contributions, plus or minus increases or decreases in the value of the Plan s assets, minus a uniform share of the Plan s expenses. The Accumulated Share is the amount payable from your Individual Account. It is much like a savings account. A savings account can be thought of as the Individual Account and the Accumulated Share is the balance in your savings account (principal and interest.) (Sections 1.01 and 3.01, pages 21 and 29) 5

Q6. What determines the value of my Accumulated Share? The value of your Accumulated Share is made up of the following: Contributions made or required to be made by Individual Employers, plus Interest or dividends earned as a result of investing the Contributions made on behalf of all Plan Participants, plus/minus Increases or decreases in the value of the Plan s assets, minus A uniform share of expenses of operating the Annuity Plan. Once these amounts are taken into account, the value of your Individual Account is fixed as of May 31 each year. (Article II and Section 3.01, pages 27-28 and page 29) Q7. What is a Valuation Date? A Valuation Date is the date on which the value of your Individual Account is fixed, by combining the following factors: Contributions Investment Income Operating Expenses of the Plan May 31 is chosen as the Valuation Date because it is the last business day of the Plan s fiscal year. (Section 1.30, page 26) Q8. Will I receive an annual statement showing the value of my Individual Account? Yes. After each Valuation Date (May 31), an accounting of the Plan s transactions for the year is performed, including an audit by the Plan s Certified Public Accountant. Based upon this accounting, a statement is sent to you showing the value of your Individual Account. As soon as practicable after the close of each Plan Year, this Statement is mailed to each Participant after the valuation is made. (Section 2.08, page 28) Q9. What should I do if my statement does not show all the Contributions I earned during the year? Carefully check the Statement of Individual Account that you receive from the Fund Office. If an Individual Employer failed to report the correct number of hours that you worked, or has not made the required Contributions, contact the Fund Office or your Local Union as soon as possible so that appropriate action can be taken. You should also retain your pay stubs to verify hours worked and required Contributions. 6

Q10. When am I eligible to receive the money in my Individual Account? You or your Beneficiary is eligible to receive the money in your Individual Account when one of the following events occurs: Retirement. Once you a ain age 65 with no Contributions having been made or required to be made to your Individual Account for at least 3 consecutive months, or you are receiving a benefit from the Laborers Pension Trust Fund for Northern California, you are eligible to receive the money in your Individual Account. You Stop Working as a Laborer. Regardless of your age, if you have not worked in employment covered by the Collective Bargaining Agreement for at least 500 hours in each of 2 consecutive years preceding your application for your Accumulated Share, you are eligible to receive the money in your Individual Account. Entitlement to a Social Security Disability Benefit. Regardless of your age, if you have established entitlement to a Social Security Disability Benefit based on your total and permanent disability, you are eligible to receive the money in your Individual Account. Death. In the event of your death, any money in your Individual Account will be paid to your designated Beneficiary. As a condition to payment of your Individual Account, your Beneficiary must complete an application on a form provided by the Fund Office. (Section 3.02, pages 29-30) Q11. How much will I receive when I am eligible for payment of my Individual Account? The exact amount you will receive when you become eligible for benefits cannot be determined at this time. However, the amount you will receive will be calculated as follows: your Individual Account balance as of the most recent Valuation Date (May 31); plus interest on your Individual Account balance as of the most recent Valuation Date through the last day of the month that precedes the date of distribution; plus all Employer Contributions made or required to be made since the most recent Valuation Date. In no event, are you permitted by federal income tax law or Plan rules to postpone the payment of your Individual Account to a date later than April 1 following the calendar year in which you attain age 70 ½. (Section 1.24, page 26; Article II., pages 27-28; Section 3.01, page 29; and Section 4.01, page 34) Q12. How will my Individual Account balance be paid? When you are entitled to receive payment of your Individual Account, that is, you have established eligibility as described in Question 10. above, it may be paid in one of the following forms: an annuity, purchased through a licensed insurance company, or 7

a lump sum paid directly to you or to an eligible retirement plan as a direct rollover (see page 32 for more information on a direct rollover), or a combination of a lump sum and an annuity If you are legally married throughout the one-year period prior to your Annuity Starting Date, your Individual Account will automatically be paid in the form of a Joint-and-Survivor Annuity, unless you elect to waive that form of payment and your spouse consents to that election, in writing. If you are not married, you will receive payments in the form of a single-life annuity, unless you elect another form of payment. If, at the time you become eligible for payment and the amount in your Individual Account is less than $5,000, the only form of payment available is a lump sum. (Section 3.03, pages 30-32) Q13. How does the Joint-and-Survivor Annuity affect my Individual Account? Under a Joint-and-Survivor Annuity, a nontransferable annuity contract will be purchased through a licensed insurance company, unless you and your spouse waive this option. Under its terms, you will receive a monthly amount for your lifetime and, after your death, payments of at least one-half of your monthly amount will continue to be made to your spouse for her lifetime. The monthly payments for your lifetime will be actuarially reduced because the payments are guaranteed for 2 lifetimes. Here are some additional rules which may affect the Joint-and-Survivor Annuity: Once payment is made as a Joint-and-Survivor Annuity, it will not be increased as the result of a divorce or death of the spouse. The rights of a former spouse, as outlined in a Qualified Domestic Relations Order, may reduce or eliminate the amount to the current spouse. The spouse of a Participant who retires with a Joint-and-Survivor Annuity continues to be entitled to be paid one-half the monthly amount in the event of a divorce, unless the divorce decree states otherwise. (Sections 3.03.b. and 4.02.e., pages 31 and 35) Q14. What happens if I receive the money in my Individual Account and then return to work in employment covered by the Plan? A new Individual Account will be established for you as described in Question 4. (Sections 1.16 and 2.01, pages 25 and 27) 8

Q15. What happens if I enter military service? If you serve in Qualified Military Service and are subsequently re-employed by a Contributing Employer, you may qualify for Contributions to be made to the Annuity Plan for period(s) under the Uniformed Services Employment and Reemployment Rights Act of 1994 or USERRA. (Section 1.23, page 25) Q16. What happens to my Individual Account in the event I die prior to the distribution of my money? If you die before receiving the amount from your Individual Account, your spouse may elect to receive the amount in your Account in the form of a lifetime annuity, a lump sum, or a combination of an annuity and a lump sum. If you have no surviving spouse, or if she has waived her right to your Individual Account, it will be paid to your designated Beneficiary. (Section 3.02.b., page 30) Q17. Can I borrow money from my Individual Account? No. There are no Plan provisions that permit loans or hardship withdrawals from Individual Accounts or from the Plan. Q18. Can I leave the money in my Individual Account? Yes, you (and your Spouse, if you are married) can make a written election to leave the money in your Individual Account and receive payment at a later date. As long as your Individual Account remains active, it will continue to be credited with investment earnings/losses, adjusted for changes in the market value of the Annuity Plan s investments and charged with a share of the Annuity Plan s expenses. To keep your account active, you must keep the Fund Office informed of your current address. On the April 1st of the year following the year you attain age 70 ½ you must begin to withdraw the money in your Individual Account, and satisfy the Internal Revenue Service Minimum Required Distribution rules. Please contact the Fund Office for more information. (Section 4.01, page 34) Q19. How do I designate a Beneficiary if I am not married? If you are not married, you may designate a Beneficiary on a form provided by the Fund Office and delivered to the Fund Office any time prior to your death. You may change your Beneficiary at any time in the same manner. The form, naming your Beneficiary, must be on file with the Fund Office in order for the Plan to pay your Individual Account to your designated Beneficiary. 9

If there is no designated Beneficiary on file with the Fund Office, or your named Beneficiary has not survived you, your Individual Account will be paid as follows: to your surviving spouse; or if none to your surviving children in equal shares; or if none to your surviving parents in equal shares; or if none to your estate. (Section 4.04, page 35) Q20. How do I designate a Beneficiary if I am married? If you are married, your spouse is automatically your designated Beneficiary, unless you and your spouse have signed a waiver form and have had your signatures witnessed by a Notary Public. The requirement of the spousal waiver only applies if you have been married for at least one year at the time of your death. If you divorce and remarry, you and your new spouse must sign a waiver if you wish to designate someone other than your spouse as Beneficiary; otherwise, the spousal rights of your new spouse will automatically go into effect after one year of marriage. A spousal waiver form is available from the Fund Office. (Section 3.03.c., page 31) Q21. Can I assign the money in my Individual Account to another person or institution? No. Neither you nor any Beneficiary can assign Plan benefits under the laws that govern the Plan. However, your benefits may be subject to a Qualified Domestic Relations Order in accordance with state domestic relations law. (Section 4.06.a., Page 36) Q22. What if I become divorced? If you become divorced, the benefits you earned while you were married may be divided as part of your marital settlement agreement. Dividing your benefits with a former Spouse requires a special court order referred to as a Qualified Domestic Relations Order (QDRO). It is recommended that you contact the Fund Office regarding the Annuity Plan s QDRO procedures. (Section 4.06.b., page 36) Q23. What is a Qualified Domestic Relations Order? Under the Retirement Equity Act of 1984, a state court may require the Board of Trustees to honor certain domestic relations orders for the benefit of your Spouse, a former Spouse, or the support of your children or other dependents. There are certain legal requirements and restrictions that must be satisfied before a court order is determined to be Qualified. The Fund Office has procedures to be followed if this type of order is received. An order that meets the requirements outlined in the Retirement Equity Act is considered to be a Qualified Domestic Relations Order and the Fund Office is required to comply with an order which may direct that a portion of your Individual Account be paid to an alternate payee; in other words, your spouse, former spouse, or other dependents. If you have any questions concerning this matter, contact the Fund Office. 10

Q24. What right does my former spouse retain? Your former Spouse may retain his or her marital property share of your Individual Account, subject to a Qualified Domestic Relations Order received by the Fund Office. (Refer to Questions 22 and 23.) The following questions (Q25 and Q26) discuss potential tax consequences associated with distributions in general terms. Keep in mind that each Participant s tax situation is unique. As such, these questions and answers are not intended to offer tax advice. Rather, it answers frequently asked questions that arise as you consider how you wish your Individual Account to be paid. You should consult your own tax advisor before making a decision concerning payment of your Individual Account. Q25. Will I have to pay taxes on the amount in my Individual Account? The amount credited to your Individual Account through Employer Contributions and earnings is not considered taxable income until you actually receive the money. The Fund Office cannot provide tax advice regarding payment of your Individual Account. It is, therefore, important that you seek the advice of a tax professional before you decide how you want your Individual Account to be paid. There may be serious tax consequences, depending on the way you choose this payment to be made. The Fund Office is required to report to the appropriate governmental tax agency any payments made to you, your Spouse, or your Beneficiary. Q26. What are some of the taxes that may be owed when I receive the money in my Individual Account? Mandatory Withholding Under federal law, the Fund Office is required to withhold 20% of the amount you receive from your Individual Account if paid directly to you or to your Spouse in one of the following forms. The Fund Office has no obligation to withhold state income taxes, which are in addition to the 20% federal taxes withheld. a lump sum, installments over a period of less than 10 years death benefits The amount withheld is applied toward your total federal income tax obligation for the year in which your Individual Account is distributed. Early Distribution Penalty Under the Tax Reform Act of 1986, a 10% penalty is assessed on early distributions from retirement plans. This penalty is in addition to any federal or state income tax you may owe. Unless you fulfill the requirements for the exceptions shown below, any lump sum payment of your Individual 11

Account prior to your attainment of age 59 ½ is subject to the 10% penalty: The following distributions made prior to age 59 ½ are exempt from the early distribution penalty of 10%: payment in the form of a life annuity (including a joint-and-survivor annuity); payment due to a Participant s death or disability; or payment used to pay medical expenses which are otherwise deductible under Internal Revenue Code 213. Q27. Is the money in my Individual Account guaranteed? No. However, the Board of Trustees are Plan fiduciaries and have a duty to administer the assets of the Plan prudently and in the interest of you and all other Plan Participants. Neither the Board of Trustees, any Individual Employer, Union, Employee nor advisor to the Plan can guarantee that the Plan may not suffer losses. Q28. What will happen if the Annuity Plan is terminated? First, there is no intent to terminate the Annuity Plan; few retirement plans are ever terminated. However, future changes in the law or economic conditions could affect the continuity of the Plan. If the Plan were to terminate, the balance of Plan assets, after expenses and payment of Individual Accounts previously approved will be distributed to Participants, with each Participant receiving a share of the remaining assets in proportion that his Individual Account bears to the total of all Participants Individual Accounts. None of the Plan s assets may be returned to an Individual Employer, including the Union. (Section 9.02, page 50) Q29. Does the Annuity Plan have break-in-service rules that might cause me to lose the balance in my Individual Account if I stop working? No. Once you become a Participant and an Individual Account has been established for you, you are always fully vested in your Individual Account, which becomes payable when you satisfy the eligibility requirements outlined in Question 10. (Section 2.07, page 28) Q30. What is the application procedure for withdrawal of my Individual Account? An application for your Individual Account must be made in writing on a form provided by the Board of Trustees and must be filed with the Fund Office before you are entitled to receive your Individual Account. Applications are available by contacting the Pension Department at the Fund Office. Your claim will be considered filed when the Fund Office receives your application, regardless of 12

whether all the information necessary to make a determination accompanies your application. If all necessary information does not accompany your application, the Fund Office will notify you, in writing, of: any unresolved issues that prevent a decision on distribution of your Individual Account; and any additional information needed to resolve those issues. (Sections 1.06 and 4.01, pages 21 and 34) Once all necessary information has been received, the Fund Office will make a determination on your application for withdrawal. Q31. What is the procedure to follow if my application for the money in my Individual Account is denied? Determination of Initial Claim The initial determination will be made within a reasonable period of time, but not longer than 90 calendar days after the Fund Office receives your application and all necessary information. If the Fund Office determines that special circumstances require an extension of time for processing the claim, the Fund Office will notify you, in writing, prior to the expiration of the 90 days of circumstances requiring the extension of time and the date by which the Plan expects to make a determination. The extension cannot be more than 90 calendar days from the end of the initial 90-day period. If your application for benefits is not acted on within these time periods, you may proceed to the appeal procedures, as if the claim had been denied. (See Right to Appeal below.) Notice of Denial of Claim If the Plan denies your application for benefits, in whole or in part, you will be notified in writing of the determination and be given the opportunity for a full and fair review of the decision. The written notice of denial will include: all specific reasons for the denial; all specific references to pertinent Plan provisions on which the denial is based; a description of any additional material or information necessary to complete your claim and an explanation of why this material or information is necessary; a description of the Plan s review procedures and time limits that apply to those procedures, including a statement of your rights to bring civil action under 502(a) of ERISA following an adverse determination on review. Right to Appeal If you apply for benefits and your claim is denied, or if you believe that you did not receive the full amount of benefits to which you may be entitled, you have the right to petition the Board of 13

Trustees for reconsideration of its decision. Your petition for reconsideration must: be in writing; and state in clear and concise terms the reasons for your disagreement with the decision of the Board of Trustees; and (may) include documents, records, and other information related to the claim for benefits; and be filed by you or your authorized representative with the Fund Office within 60 days a er you receive the notice of denial. Failure to file an appeal within this time limit will constitute a waiver of your rights to a review of the denial of your claim. A late application may be considered if the Board of Trustees finds that the delay in filing was for reasonable causes. Upon request, you will be provided, free of charge, reasonable access to and copies of all documents, records, and other information relevant to your claim for benefits. You also a right to present testimony before the Appeals Committee. Review of Appeal A properly filed appeal will be reviewed by the Board of Trustees (or by a committee authorized to act on behalf of the Board of Trustees) at its next regularly scheduled quarterly meeting. If, however, the appeal is received within 30 days prior to that meeting, the appeal may be reviewed at the second quarterly meeting, following receipt of your appeal. If special circumstances require an extension of time, the Board of Trustees will make its decision at the third scheduled quarterly meeting following the receipt of your appeal. The Fund Office will notify you, in writing, before the beginning of the extension of the special circumstances and the date that the Board of Trustees will make its decision. The Board of Trustees will review all submitted comments, documents, records and other information related to your claim, regardless of whether the information was submitted or considered in the initial benefit determination. The Board of Trustees will not give deference to the initial adverse benefit determination. In the event that the required information is not received with your appeal, the time period for reviewing your appeal will be suspended while you are obtaining the required information. You will receive written notification of the benefit determination on an appeal no later than 5 calendar days after the benefit determination is made. In the case of an adverse benefit determination on appeal, the written denial will include the reasons for the determination, including references to all specific Plan provisions on which the determination is based. The written denial will also include a statement that you are entitled to receive, upon request, and free of charge, reasonable access to and copies of all documents, records and other information relevant to your claim for benefits. The denial of a claim to which the right to review has been waived (that is, you have failed to file a written request within the required time limit), or the decision of the Board or the Board s designated Appeals Committee with respect to a petition for review, is final and binding upon all parties, subject only to any civil action you may bring under ERISA. Following issuance of the written decision of the Board of Trustees on an appeal, there is no further right of appeal to the Board of Trustees or right to arbitration. 14

You may, however, re-establish your entitlement to benefits at a later date based on any additional information and evidence not previous available to you at the time of the decision of the Board of Trustees. (Article VI., pages 39-42) Q32. Are Plan documents available to Participants and Beneficiaries? Yes. Copies of the following documents are available for viewing at the Fund Office during regular business hours: Trust Agreement Plan and Plan Amendments, if any Statements of assets and liabilities and income and expenses of the Plan Annual Report (Form 5500) Summary Annual Report Collective Bargaining Agreement Upon written request, these documents can be furnished by mail for a reasonable charge. If you are interested in receiving copies by mail, you should first ask the cost for copying and handling before requesting copies. 15

Information Required By the Employee Retirement Income Security Act of 1974 (ERISA) 1. The Plan is administered and maintained by a Joint Board of Trustees at the following address. Board of Trustees Laborers Pension Trust Fund for Northern California - Annuity Plan 220 Campus Lane Fairfield, California 94534-1498 (707) 864-2800 The above is the name, address and telephone number of the Plan Administrator. 2. The Fund Office will provide any Plan participant or beneficiary, upon wri en request, information as to whether a particular employer is contributing to this Plan with respect to the work of participants in the Fund and if the employer is a contributor, the employer s address. 3. The Employer Identification Number (EIN) issued to the Board of Trustees by the Internal Revenue Service is 94-6277608. The Plan Number is 002. 4. The Plan is a defined contribution money purchase plan. 5. The person designated as agent for the service of legal process is: Mr. Edward J. Smith, Secretary Laborers Pension Trust Fund for Northern California - Annuity Plan 220 Campus Lane Fairfield, California 94534-1498 The service of legal process may also be made upon a Plan Trustee or the Plan Administrator. 16

7. The names, titles and business addresses of the Trustees are: EMPLOYEE TRUSTEES Mr. José Moreno, Co-Chairman Northern California District Council of Laborers 4780 Chabot Drive Suite #200 Pleasanton, CA 94588-3322 Mr. Doyle Radford Laborers Local Union No. 185 1320 West National Drive Sacramento, CA 95834-1908 Mr. Oscar De La Torre Laborers Local Union No. 261 3271-18th Street San Francisco, CA 94110 Mr. Raymond Recinos Laborers Local Union No. 73 2841 East Myrtle Street Stockton, CA 95205 Mr. David George Laborers Local Union No. 139 81 Barham Avenue Santa Rosa, CA 95407 EMPLOYER TRUSTEES Mr. Larry To en, Chairman Johnson Western Gunite Co. 940 Dooli le Drive San Leandro, CA 94577-1021 Mr. Terence Street Roebbelen Contracting, Inc. 1241 Hawks Flight Court El Dorado Hills, CA 95762-9648 Ms. Claire Koenig McNely Construction Co. 1040 Davis Street - Ste 203 San Leandro, CA 94577 Mr. Robert Chrisp Chrisp Company 43650 Osgood Road Fremont, CA 94539-5631 Mr. Bryon C. Loney Teichert Construction Company P. O. Box 15002 Sacramento, CA 95851-1002 8. This Plan is maintained in accordance with the Collective Bargaining Agreement between various employers and the Northern California District Council of Laborers affiliated with the Laborers International Union of North America, AFL-CIO. The Collective Bargaining Agreement provides for contributions by employers to the Trust Fund at fixed rates per hour. The Collective Bargaining Agreement is available for inspection at the Fund Office during regular business hours and, upon wri en request, will be furnished by mail. A copy of the Collective Bargaining Agreement, which provides for Contributions to this Fund will be available for inspection within 10 calendar days a er wri en request at any of the Local Union offices or at the office of any Contributing Employer to which at least 50 Plan Participants report each day. 9. The Plan s requirements with respect to eligibility for participation appear in Section 1.13 and Article II. of the Plan Rules and Regulations. 10. The end of the year for purposes of maintaining the Fund s fiscal records is May 31. 11. The Board of Trustee may amend, modify or terminate the Plan pursuant to its authority under Article IX. of the Plan Rules and Regulations. No amendment or modification may 17

reduce any benefits which have been approved for payment prior to that amendment, so long as sufficient funds are available to provide those benefits. Upon termination, the assets remaining a er providing for Plan expenses and payment of any Accumulated Shares already approved, will be distributed among the Plan Participants. In no event, will termination of the Plan or Trust result in any Plan assets being returned to any Individual Employer, or the Union. 18

Statement of Rights Under the Employee Retirement Income Security Act of 1974 (ERISA) As a Participant in the Laborers Annuity Plan for Northern California, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all Plan participants are entitled to the following rights: Receive Information About Your Plan and Benefits Examine, without charge, at the Plan Administrator s office and at other specified locations, such as work sites and union halls, all Plan documents governing the Plan. These documents include insurance contracts and collective bargaining agreements and a copy of the latest annual report (Form 5500 Series) filed by the Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration (formerly the Pension and Welfare Benefits Administration). Obtain, upon wri en request to the Plan Administrator, copies of documents governing the operation of the Plan. These include insurance contracts and collective bargaining agreements and copies of the latest annual report (Form 5500 Series) and updated summary plan description. The administrator may make a reasonable charge for the copies. Receive a summary of the Plan s annual financial report. The Plan Administrator is required by law to furnish each participant with a copy of this summary annual report. Prudent Actions by Plan Fiduciaries In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the employee benefit plan. The people who operate your Plan, called fiduciaries of the Plan, have a duty to do so prudently and in the interest of you and other Plan participants and beneficiaries. No one, including your employer, your union, or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a pension benefit or exercising your rights under ERISA. Enforce Your Rights If your claim for your Individual Account is denied, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules. Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of Plan documents or the latest annual report from the Plan and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the Plan Administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the administrator. If you have a claim for benefits, which is denied or ignored, in whole or in part, you may file suit in a state or federal 19

court, once you have exhausted the appeals process described in Claims and Appeals Procedures in this booklet. In addition, if you disagree with the Plan s decision or lack concerning the qualified status of a domestic relations order, you may file suit in federal court. If it should happen that Plan fiduciaries misuse the Plan s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous. Assistance with Your Questions If you have any questions about your Plan, you should contact the Plan Administrator. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration (EBSA), U.S. Department of Labor, listed in your telephone directory. Alternatively, you may obtain assistance by calling EBSA toll-free at 1-866-444-EBSA (3272) or writing to the following address: Division of Technical Assistance and Inquires Employee Benefits Security Administration U.S. Department of Labor 200 Constitution Avenue N.W. Washington, D.C. 20210 You may obtain certain publications about your rights and responsibilities under ERISA by calling the publications hot line of EBSA. For copies of publications, contact the EBSA brochure request line at 1-800-998-7542 or contact the EBSA field office nearest you. You may also find answers to your plan questions and a list of EBSA field offices at the Web site of EBSA at www.dol.gov/ebsa. 20

Laborers Annuity Plan for Northern California Rules and Regulations Amended and Restated as of June 1, 2001 (Including Subsequent Amendments 1-6) By Resolution, the Board of Trustees of the Laborers Pension Trust Fund for Northern California adopted the following Annuity Plan to be effective April 1, 1985. The Plan was adopted in accordance with the authority of the Board of Trustees granted under the Trust Agreement entered into as of August 2, 1963, as amended effective October 14, 1985. This document sets forth the Rules and Regulations of the Annuity Plan, as amended effective June 1, 2007, and constitutes an amendment, restatement and continuation of the Plan. This revised Annuity Plan is intended to comply with the Employee Retirement Income Security Act of 1974 and with the requirements for tax qualification under the Internal Revenue Code and all regulations and is to be interpreted and applied consistent with that intent. ARTICLE I DEFINITIONS Section 1.01. The term Accumulated Share means the amount payable from an Individual Account as described in Section 3.01. of these Rules and Regulations. Section 1.02. The term Actuarial Equivalent means the amount payable in an alternative benefit form which is equivalent to an amount payable in a given benefit form under the Plan, determined on an actuarial basis as may, from time to time, be approved by the Board based on the recommendations of a qualified actuary as being reasonable. Section 1.03. The term Annuitant means an Employee who Retires and receives a benefit from the Plan. Section 1.04. The term Annuity Fund or Fund means the trust fund created and established by amendment to the Trust Agreement of the Laborers Pension Trust Fund for Northern California. Section 1.05. The term Annuity Plan or Plan means the Annuity Plan established by the Collective Bargaining Agreement and the Trust Agreement, including any amendment, extension or renewal of the Plan. Section 1.06. Annuity Starting Date a. The term Annuity Starting Date means the date benefits are calculated and paid under the Plan and is the first day of the month after or coincident with the later of: 21

(1) The month after the claimant has fulfilled all of the conditions for entitlement to benefits, including the filing of an application for benefits, or (2) 30 days after the Plan provides the Participant written information of the available benefit payment options. b. Notwithstanding Subsection a. above, the Annuity Starting Date may occur and benefits may begin before the end of the 30-day period, provided: (1) The Participant and Spouse consent in writing to the commencement of payments before the end of the 30-day period, provided that distribution of the Accumulated Share begins no sooner than 7 days after the written explanation was provided to the Participant and Spouse. (2) The Participant s benefit was previously being paid because of an election after the Normal Retirement Age, or (3) The benefit is being paid out automatically as a lump sum under the provisions of the Plan. c. The Annuity Starting Date cannot be later than the Participant s Required Beginning Date. d. The Annuity Starting Date for a Beneficiary or alternate payee under a Qualified Domestic Relations Order (within the meaning of Section 206(d)(3) of ERISA and Section 414(p) of the Internal Revenue Code) will be determined as stated in Subsections a. and b. above, except that the Joint-and-Survivor Annuity and spousal consent do not apply. Section 1.07. The term Beneficiary means a person designated by a Participant or by the terms of the Plan who is or who may become entitled to a benefit under the terms of the Plan. Section 1.08. The term Board of Trustees or the Board means the Board of Trustees established by the Trust Agreement. Section 1.09. The term Code means the Internal Revenue Code of 1986, as amended, including any regulations. Section 1.10. The term Collective Bargaining Agreement means (a) the Laborers Master Agreement between the Employer and the Union for the 46 Northern California Counties dated June 4. 1952, including any amendment, extension or renewal of that Agreement and the Tunnel Master Agreement between Employers and the Union dated June 18, 1952, including any amendment, extension or renewal of that Agreement, and (b) any other collective bargaining agreement between the Union or any of its affiliated local unions, and any employer organization or Individual Employer which provides for the making of Contributions to the Annuity Plan. Section 1.11. Compensation a. For the purposes of identifying Highly Compensated Employees and establishing the limitations under Section 415 of the Internal Revenue Code, a Participant s annual Compensation means the total cash salary or wages paid to the Participant during a Plan 22

Year and reportable as earnings subject to income tax on Form W-2. Effective for limitation years beginning after December 31, 1997, Compensation includes any elective deferral (as defined under Code Section 402(g)(3)), and any amount which is contributed or deferred by the Employer at the election of the Employee and which, by reason of Code Section 125 or 457, is not includible in the gross income of the Employee. Effective January 1, 2001, Compensation also includes any reduction in compensation elected for qualified transportation fringes under Code Section 132(f)(4). b. Compensation does not include: (1) Amounts realized from the exercise of a non-qualified stock option, or when restricted stock (or property) held by the Employee either becomes freely transferable or is no longer subject to a substantial risk of forfeiture; (2) Amounts realized from the sale, exchange or other disposition of stock acquired under a qualified stock option; and (3) Other amounts which received special tax benefits, other than amounts referred to in Subsection a. c. In addition to any other applicable limitations which may be set forth in the Plan and notwithstanding any other provisions of the Plan, compensation taken into account under the Plan for any Plan Year for the purpose of calculating a Participant s accrued benefit (including the right to an optional benefit provided under the Plan) cannot exceed the limits set forth in Section 401(a)(17) of the Internal Revenue Code, as adjusted for changes in the cost of living as provided in Sections 401(a)(17) and 415(d) of the Code. This limit will be applied on an Employer-by-Employer basis. Section 1.12. The term Contribution means the payment made or required to be made to the Plan by an Individual Employer. The term Contribution also includes Contributions owed for periods of military service in the armed forces of the United States consistent with and to the extent required by the Uniformed Services Employment and Reemployment Rights Act of 1994, as amended (USERRA), and Section 414(u) of the Internal Revenue Code, as amended. Contributions owed to the Individual Account of any Employee for a period of Qualified Military Service will be made from investment income, if any, before being made by any Employer. Section 1.13. The term Employee means any employee of an Individual Employer who performs one or more hours of work covered by the Collective Bargaining Agreement. The term Employee also includes (a) employees of the Union, any of its affiliated local unions, or any labor council or other labor organizations with which the Union or any local unions are affiliated, and (b) employees of any trust or other entity that provides services in the training or retraining of laborers, but only to the extent that inclusion is consistent with the rules and regulations adopted by the Board of Trustees and set forth in a Subscriber s Agreement, and as permitted by existing laws and regulations. The term Employee does not include any self-employed person, whether a sole proprietor or a partner. 23

Solely for purposes of testing for compliance with the nondiscrimination regulations under Section 401(a)(4) of the Internal Revenue Code, all leased employees as defined in Code 414(n) or 414(o) who have performed services for a Contributing Employer on a substantially full-time basis for a period of at least one year will be treated as employed by a Contributing Employer, except to the extent these leased employees are excluded in accordance with Code Section 414(n)(5). The term leased employee refers to any person who is not an Employee of the Company and who provides services to the Company if those services are provided in accordance with an agreement between the recipient and any other person (referred to as the leasing organization ). Further, the person has performed the service for the Company (or for the Company and related persons) on a substantially full-time basis for a period of at least one year; and the services are performed under primary direction or control by the Company. A Leased Employee is not considered an employee of the Employer if: (i) the employee is covered by a money purchase pension plan providing: (1) a non-integrated employer contribution rate of at least 10 percent of compensation, as defined in Section 415(c)(3) of the Internal Revenue Code, but including amounts contributed in accordance with a salary reduction agreement which are excludable from the employee s gross income under Section 125, Section 402(e)(3), Section 402(h)(1)(B), or Section 403(b) of the Internal Revenue Code, (2) immediate participation, and (3) full and immediate vesting; and (ii) Leased Employees do not constitute more than 20 percent of the Employer s non-highly compensated work force. Section 1.14. The term ERISA means the Employee Retirement Income Security Act of 1974, as amended, and any regulation issued under the Act. Section 1.15. Highly Compensated Employee a. The term Highly Compensated Employee means each highly compensated active employee and highly compensated former employee of an Individual Employer. Whether an individual is a highly compensated employee is determined separately with respect to each Individual Employer, based solely on that individual s compensation from or status with respect to that Individual Employer. b. Effective June 1, 1997, a Highly Compensated Employee is any employee who: (1) Was a 5% owner of the Employer at any time during the year or the preceding year, or (2) For the preceding year (a) Had compensation from the Employer in excess of $80,000 (as adjusted annually for increases in the cost-of-living in accordance with regulations prescribed by the Secretary of the Treasury), and (b) Was in the top-paid group of employees for the preceding year. An employee is in the top-paid group of employees for any year if the employee is in the group consisting of the top 20% of the total employees when ranked by compensation paid during the year. 24

(c) For purposes of determining if an Employee s compensation from an Employer exceeds $80,000 (adjusted for the cost of living) in the preceding year, the preceding year will be the calendar year beginning within the Plan Year immediately preceding the Plan Year for which the test is being applied. Section 1.16. The term Individual Account means the account established for each Employee, according to Section 2.01 of the Plan. Section 1.17. The term Individual Employer, Contributing Employer, or Employer means any Individual Employer who is required by the Collective Bargaining Agreement to make Contributions to the Annuity Plan. The term Individual Employer also includes the Union, any of its affiliated local unions, any labor council or other labor organization with which the Union or any local union are affiliated, and any trust or other entity that provides services in the training or retraining of laborers, which makes Contributions to the Plan with respect to the work of its Employees under a Subscriber s Agreement approved by the Board of Trustees, but only to the extent the inclusion is permitted by existing laws and regulations and subject to the terms and conditions of any of these laws or regulations. The Union or any local union, labor council, other labor organization, trust or other entity is an Individual Employer solely for the purpose of making Contributions with respect to the work of its Employees and has no other rights or privileges under this Trust Agreement as an Individual Employer. An Employer is not deemed an Individual Employer simply because it is part of a controlled group of corporations or of a trade or business under common control, some other part of which is an Individual Employer. For purposes of identifying Highly Compensated Employees and applying the rules of participation, vesting and statutory limits on benefits under the Plan but not for determining Covered Employment, the term Employer includes all corporations, trades or businesses under common control with the Employer within the meaning of Code 414(b) and (c), all members of an affiliated service group with the Employer within the meaning of Code 414(m) and all other businesses aggregated with the Employer under Code 414(o). Section 1.18. The term Market Value means the value of the assets at fair market value. Section 1.19. The term Normal Retirement Age means age 65. Section 1.20. The term Participant means any Employee or former Employee who is or who may become eligible to receive a benefit of any type from the Fund or whose Beneficiaries may be or become eligible to receive a benefit. An Employee becomes a Participant beginning with the first Contribution made or required to be made on his behalf to the Fund by any Individual Employer. Section 1.21. The term Plan Year means the period from June 1 of any year through May 31 of the following year. Section 1.22. The term Qualified Domestic Relations Order means a domestic relations order which has been determined, under the procedures established by the Board, to be a qualified domestic relations order as defined in Section 206(d)(3) of ERISA. Section 1.23. Qualified Military Service means a Participant s qualified military or other uniformed service period under the Uniformed Services Employment and Reemployment Rights 25

Act of 1994, as amended, (USERRA) and Section 414(u) of the Internal Revenue Code. Qualified Military Service will be counted for purposes of crediting an Employee s Individual Account with Contributions, provided the following conditions are satisfied. a. An Employee has re-employment rights under USERRA. b. An Employee had been an active Participant in the Plan immediately prior to his Qualified Military Service. The hours for which Contributions are due on behalf of an Employee will be determined based upon the Employee s average hours of work during the 12-month period immediately preceding Qualified Military Service or, if shorter, the period of employment immediately preceding the Qualified Military Service. Additionally, the basis for determining the amount of Contributions to be credited to the Employee s Individual Account for Qualified Military Service will be based on the average rate of Contributions for all Employees during the year in which the Qualified Military Service was performed. The cost of Contributions for periods of Qualified Military Service will be the liability of the Plan and be made from investment income. No more than 5 years of Qualified Military Service may be recognized for any purpose, except as required by law. Section 1.24. The term Required Beginning Date means the April 1st following the calendar year in which the Participant attains age 70½. Section 1.25. The term Retirees or Retired or Retirement means withdrawal from employment covered by the Plan as established in accordance with the provisions of Section 3.02.a. of the Plan. Section 1.26. The term Spouse means a person to whom a Participant or Annuitant is legally married. Section 1.27. The term Subscriber s Agreement means an agreement between an Individual Employer and the Fund establishing and maintaining the eligibility and participation of the Individual Employer s non-bargained employees. Section 1.28. The term Trust Agreement means the Trust Agreement entered into as of August 2, 1963, establishing the Laborers Pension Trust Fund for Northern California, including any amendment, extension or restatement. Section 1.29. The term Union means the Northern California District Council of Laborers, affiliated with the Laborers International Union of North America, AFL-CIO. Section 1.30. The term Valuation Date means May 31, 1987, and thereafter the last day of May in each successive year. 26

ARTICLE II INDIVIDUAL ACCOUNTS Section 2.01. Establishment of Accounts. As of each Valuation Date (May 31 of each year), an Individual Account will be established for each Employee, unless an Individual Account already exists for that Employee. An Employee is always 100% vested in the amount of his Individual Account. Section 2.02. Individual Account Expense Charge. The Individual Account Expense Charge will be determined as follows: a. Determine the total of all operating expenses incurred by the Plan during the year, excluding all investment related expenses. Exception: $28,750 of the operating expenses incurred for the Plan Year ending May 31, 1998 Valuation Date will be recovered on an amortized basis over the next 5 Valuation Dates beginning with the May 31, 1998 Valuation Date at the rate of 20% or $5,750 each year. b. For the first Valuation Date after the inception of the Plan, expense charges will be deferred to the second Valuation Date. c. For the second and subsequent Valuation Dates, determine the number of accounts that were in existence on the preceding Valuation Date and remain in existence for the current Valuation Date. d. For the second Valuation Date, divide the total of all operating expenses (excluding investment related expenses) incurred since the inception of the Plan by c. For the third and subsequent Valuation Dates, divide a. by c. The result is the Individual Account Expense Charge for the year. Section 2.03. Investment Income Factor. The investment income factor will be determined as follows: a. Determine the total investment income at fair market value of assets (i.e., including all realized as well as unrealized capital gains and losses) for the Plan Year, net of any investment related expenses and minus Contributions determined by the Trustees to be delinquent and uncollectible, and Contributions owed for a period of Qualified Military Service. b. For the first Valuation Date after the inception of the Plan, investment income will not be allocated. c. For the second and subsequent Valuation Dates, determine the sum of the Individual Account balances on the preceding Valuation Date for those accounts that were in existence on the 27

preceding Valuation Date and that remain in existence on the current Valuation Date. d. For the second Valuation Date, divide the total of all investment income (as defined in a. above) since the inception of the Plan by c. For the third and subsequent Valuation Dates, divide a. by c. The result is the Investment Income Factor for the year. Section 2.04. Allocation of Investment Income to Individual Accounts. The investment income to be allocated to the Employee s Individual Account for the year is obtained by multiplying the Investment Income Factor by the Individual Account balance on the preceding Valuation Date. Section 2.05. Amount of Individual Account. The amount in an Individual Account as of a Valuation Date is determined as follows: a. Start with the Individual Account amount on the preceding Valuation Date; b. Add the Contributions made or required to be made to the Employee s Individual Account for the year, including any Contributions owed for a period of Qualified Military Service; c. Add the investment income allocated to the Employee s Individual Account for the year; d. Subtract the Individual Account Expense Charge for the year. Section 2.06. Termination of Account. An Individual Account will be considered terminated in the month in which payment of the Accumulated Share is made, or commenced if on a monthly basis. Section 2.07. Individual Account Nonforfeitable. The fact that Individual Accounts are established and valued as of each Valuation Date does not give any Employee or others any right, title or interest in the Plan or its assets, or in the Individual Account, except at the time and on the terms and conditions provided in the Plan. Subject to those terms, an Employee s right to the value of the assets in his Individual Account is non-forfeitable from the time that the Individual Account is established. Section 2.08. Annual Statements. As soon as practicable after the close of each Plan Year, each Participant who has an Individual Account will receive a statement reflecting the balance of his Individual Account as of the most recent Valuation Date. 28

ARTICLE III BENEFITS AND ELIGIBILITY Section 3.01. Amount to be Paid. a. Upon the happening of an event calling for the payment of any annuity, lump sum amount, or other benefit from this Plan, the amount to be paid, subject to the Plan provisions of the following Sections, will be the Employee s Accumulated Share determined as of the Annuity Starting Date as follows: (1) Determine the Employee s Individual Account balance as of the last annual Valuation Date; (2) Credit interest on the total of (1) above to the last day of the month preceding the date of actual payment. Interest will be equal to the Passbook Savings and Loan Rate in effect for the Fund s corporate co-trustee as of the preceding June 1; (3) Add all Contributions made or required to be made with respect to the work of the Employee; (4) The total of (1) through (3) is the Employee s Accumulated Share. b. For the purpose of determining the Accumulated Share under Subsection a. above, the happening of the event calling for a payment will be the month in which the application for payment is received by the Board. c. An Employee who has Retired, may elect in writing to defer the payment of his Individual Account, in which case, the happening of an event calling for a payment under Subsection a. above, will be the month in which application for payment is received by the Board, but in no event later than the Required Beginning Date, as defined in Article I., Section 1.24. Section 3.02. Payment of Accumulated Share. a. In the event that an Employee Retires, the amount in his Individual Account, if any, will be paid to the Employee in accordance with Section 3.03 of the Plan. Retirement by an Employee is established by: (1) Attainment of age 65 and no Contributions to the Employee s Individual Account for at least 3 consecutive months; or (2) Regardless of age, there have been less than 500 hours of work for Individual Employers for which Contributions were made, or required to be made, in each of 2-consecutive calendar years; or (3) Entitlement to a Social Security Disability Benefit; or (4) Receipt of a pension from the Laborers Pension Trust Fund for Northern California or 29

from the Pension Plan of the Laborers International Union of North America (LIUNA). An Employee who receives a pension from LIUNA can neither be a Participant in the Laborers Pension Plan for Northern California nor be working for an Individual Employer when his application for payment of his Accumulated Share is approved. The Board may require any documentary proof or other evidence it deems necessary or desirable to implement this Section. b. In the event that an Employee dies before he becomes an Annuitant, his Individual Account will be paid to his Beneficiary, as elected by his Beneficiary, on the same terms as set forth in Section 3.03, subject to the provisions of the Retirement Equity Act of 1984. In the event an Employee dies before the Valuation Date that first establishes his Individual Account, his Individual Account will be equal to the total Contributions received on his behalf. Payment of this benefit to a non-spouse Beneficiary of a married Participant is subject to the Participant waiver and spousal consent requirements of the Retirement Equity Act of 1984, including the requirement that the Spouse of the Participant consent in writing to the election; the election designates a Beneficiary which may not be changed without spousal consent (or the consent of the Spouse expressly permits distributions by the Participant without any requirement of further consent by the Spouse); and the Spouse s consent acknowledges the effect of the election and is witnessed by a designated Plan representative or Notary Public. The Participant and Spouse may revoke their individual elections at any time and any number of times during the period prior to the Participant s death. In the event that the Individual Account is payable to the surviving Spouse, the Spouse may direct payment of the Individual Account within a reasonable period of time following the Participant s death. Section 3.03. Payment Options. a. A Participant may, at least 30 days prior to the time a distribution is made, request that the Board pay his Accumulated Share in any of the following forms: (1) An annuity under terms which may be available through an insured group annuity contract which the Board may arrange with an insurance company, or (2) A lump sum payment, or (3) A combination of (1) and (2) above. In the absence of an election by a Participant for a specific form of distribution and subject to Subsections b. and c. below, the Board will arrange for a nontransferable annuity contract purchased from a licensed insurance company providing monthly annuity payments over the life of the Participant. b. Unless otherwise elected under Subsection c., a married Participant who becomes entitled to receive his Accumulated Share upon Retirement on or after August 23, 1984, will receive payments under the Plan in the form of a Joint-and-Survivor Annuity, which provides monthly 30

payments for the life of the Participant and continues monthly payments upon the Participant s death for the life of his Spouse in an amount equal to 50% of the rate at which the benefit was payable to the Participant during his lifetime. The benefit payments under the Jointand-Survivor Annuity will be the Actuarial Equivalent of the Participant s Accumulated Share at the time of the Participant s Retirement. The Board will provide to each Participant, no less than 30 days and no more than 90 days before the Annuity Starting Date, a written explanation of the terms and conditions of the Joint-and-Survivor Annuity and the effect of the rejection of that annuity. A Participant (with applicable spousal consent) may waive the requirement that the written explanation be provided at least 30 days before the Annuity Starting Date if the Participant s annuity commences more than 7 days after the written explanation is provided. c. Any married Participant who becomes entitled to receive his Accumulated Share upon Retirement on or after August 23, 1984, may elect to waive payment of his Accumulated Share in the form of a Joint-and-Survivor Annuity by making a written election, in the form and manner required by the Board within the 90-day period ending on his Annuity Starting Date, that directs payment of his Accumulated Share in another form allowed under the Plan. However, the rejection period ends 30 days after the date the written explanation is provided, if the written explanation is provided after the Annuity Starting Date. A written election will not take effect unless: (1) The Spouse of the Participant consents in writing to the election; the election designates a Beneficiary (or form of benefits) which may not be changed without spousal consent (or the consent of the Spouse expressly permits designations by the Participant without any requirement of further consent by the Spouse); and the Spouse s consent acknowledges the effect of the election and is witnessed by a designated Plan representative or a Notary Public; or (2) It is established to the satisfaction of a designated Plan representative that the consent required under Subsection c.(1) above may not be obtained because there is no Spouse, because the Spouse cannot be located, or because of other circumstances as the Secretary of the Treasury may by regulation prescribe. Any consent by a Spouse (or establishment that the consent of a Spouse cannot be obtained) will be effective only with respect to that Spouse. The Participant and Spouse may revoke their elections at any time and any number of times during the period prior to the Participant s Annuity Starting Date. d. A Participant who is not married will receive payments under the Plan in the form of a singlelife annuity, unless he elects another form of benefit within the 90-day period ending on his Annuity Starting Date. e. Notwithstanding anything to the contrary, a Participant whose named Beneficiary is other than his Spouse will not receive a distribution which is less than that required under Code Regs. 1.401(a)(9)-2. f. A Participant or a Participant s Spouse who becomes entitled to receive a Participant s 31

Accumulated Share may elect to receive his Accumulated Share in a form described in Subsection a. In addition, a qualified rollover distribution may be elected under the provisions of the 1992 Unemployment Compensation Act, as described in Section 3.04. Benefit payments under a periodic form of payment will be the Actuarial Equivalent of the Participant s Accumulated Share at the time of the Participant s Retirement or death, whichever is applicable. Any alternative form of payment must provide for the distribution of the entire interest of the Participant s Accumulated Share over a period not extending beyond the life expectancy of the Participant or the life expectancy of the Participant and his designated Beneficiary. g. Notwithstanding anything to the contrary, if a Participant dies before the distribution of his Accumulated Share begins, the entire interest of the Participant s Accumulated Share must be distributed within 5 years after the death of the Participant, unless: (1) Any portion of the Participant s interest is payable to (or for the benefit of) his Spouse, whom he had designated as his Beneficiary; (2) That portion would be distributed (in accordance with Code Regulations) over the life of the Spouse (or over a period not extending beyond the life expectancy of the Spouse); and (3) That distribution begins no later than one year after the date of the Participant s death or any later date as the Secretary of the Treasury may by regulation prescribe. h. Notwithstanding anything to the contrary, the Board will pay a Participant s Accumulated Share in a lump sum upon his Retirement, or upon his death, if the value of the Participant s Accumulated Share is not greater than $5,000. Section 3.04. Eligible Rollover Distributions. This Section applies to distributions made from the Plan on or after January 1, 1993. Notwithstanding any other provision of the Plan that would otherwise limit a distributee s election under this Section, a distributee may elect, at any time and in the manner prescribed by the Plan administrator, to have any portion of an eligible rollover distribution paid directly to an eligible retirement plan specified by the distributee in a direct rollover. (Effective January 1, 2002, any provisions in this Section 3.04 that are contrary to those contained in Section 8.04 will be superseded by those in Section 8.04.) For purposes of this Section, the following definitions apply: a. Eligible rollover distribution. An eligible rollover distribution is any distribution of all or any portion of the balance in a distributee s Individual Account, except that an eligible rollover distribution does not include: (1) Any distribution that is one of a series of substantially equal periodic payments (not less frequent than annually) made for the life (or life expectancy) of the distributee, or the joint lives (or joint life expectancies) of the distributee and the distributee s designated Beneficiary, or for a specified period of 10 years or more; (2) Any distribution to the extent the distribution is required under Section 401(a)(9) of the 32

Internal Revenue Code; (3) One-time retiree benefit increases payable as extra monthly annuity benefits; or (4) The portion of any distribution that is not includible in gross income. b. Eligible retirement plan. An eligible retirement plan is: (1) An individual retirement account described in Section 408(a) of the Code; (2) An individual retirement annuity described in Section 408(b) of the Code; or (3) A qualified trust described in Section 401(a) of the Code that accepts the distributee s eligible rollover distribution. However, in the case of an eligible rollover distribution to the surviving Spouse, an eligible retirement plan is an individual retirement account or individual retirement annuity. c. Distributee. A distributee includes an Employee or former Employee. In addition, the Employee s or former Employee s surviving Spouse and Employee s or former Employee s spouse who is the alternate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code, are distributees with regard to the interest of the Spouse or former spouse. d. Direct rollover. A direct rollover is a payment by the Plan made directly to the eligible retirement plan specified by the distributee. 33

ARTICLE IV GENERAL PROVISIONS Section 4.01. Benefit Payments Generally. As a condition to payment of any benefits, an application for those benefits must be made in writing in a form and manner prescribed by the Board. No benefits will be paid prior to the establishment and crediting of Individual Accounts or prior to the receipt of written confirmation from the Internal Revenue Service that the Plan is an exempt trust and that the Plan is a qualified plan under the provisions of the Code, whichever is later. An Employee, who upon application is eligible to receive benefits under this Plan, is entitled to receive those benefits at retirement. Benefit payments will begin on the Annuity Starting Date. An Employee may elect, in writing, to defer payment of his benefits, provided no election may postpone the commencement of benefits to a date later than the Required Beginning Date. If an Employee s Beneficiary is not his surviving Spouse, the payment of any benefits under the Plan that become payable on account of the Employee s death will begin no later than one year from the date of his death or, if later, as soon as practicable after the Board learns of the Employee s death, and will be distributed in accordance with Section 3.03. If the Beneficiary is the Employee s surviving Spouse, payment of any Plan benefits will commence no later than the date of the Employee s Required Beginning Date. In no event will the determination of this benefit result in one that is more than an incidental death benefit. Section 4.02. Proof to be Furnished; Penalties for Fraud. a. Every Employee, Annuitant, or Beneficiary must furnish, at the request of the Board, any information or proof reasonably required for the administration of the Plan or for the determination of any matter that the Board may legitimately have before it. Failure to furnish information or proof promptly and in good faith is sufficient reason for the denial of benefits to an Employee or a Beneficiary, or the suspension or discontinuance of benefits to the Annuitant. The falsity of any statement material to an application or the furnishing of fraudulent information or proof is a sufficient reason for the denial, suspension or discontinuance of benefits under this Plan, except to the extent that the benefits are nonforfeitable. The Board has the right to recover any benefit payments made in reliance on any false statements or fraudulent information or proof. b. Without limitation of the provisions of Subsection a., every Participant must file, before his Annuity Starting Date, a written statement on which the Board or other Plan representative is entitled to rely, concerning the Participant s current and prior marital status including, whether or not he is currently legally married, and if married, as to when the marriage occurred. If a Participant states that he was not married throughout the year before his benefit payments began, no person will be entitled to benefits under this Plan on the ground that she was his Spouse or, if his Spouse, was legally married to him throughout the year before his benefit payments began. 34

c. Any payment made in good faith on the basis of a written statement by a Participant or Beneficiary will discharge all obligations of the Plan to the extent of that payment, and entitles the Board to exercise all rights of recoupment or other remedies, including the right to adjust the dollar amount of payments made to a surviving Spouse or other Beneficiary in order to recoup any excess benefits which may have been paid in error. d. In the event that a Participant who retires is to receive a Qualified Joint-and-Survivor form of benefit, the Participant must satisfy the consent requirements stated in Section 3.03. c.(1). If a Participant and his lawful Spouse elect to waive the Joint-and-Survivor Annuity, they may revoke that election at any time and any number of times but no later than 30 days before the Annuity Starting Date and no earlier than 90 days after they have been provided with a written explanation of the terms and conditions of the Joint-and-Survivor Annuity. The explanation must include the Participant s right to make an election and the effect of an election to waive the annuity, the rights of the Spouse and the right of the Participant to revoke the election and the effect of that revocation. However, the rejection period ends 30 days after the date the written explanation is provided, if the written explanation is provided after the Annuity Starting Date. A Participant (with any applicable spousal consent) may waive the requirement that the written explanation be provided at least 30 days before the Annuity Starting Date if the Participant s annuity commences more than 7 days after the written explanation is provided. e. The rights of a former spouse or other alternate payee to any share of a Participant s benefits, as set forth in a Qualified Domestic Relations Order, takes precedence over any claims of the Participant s Spouse at the time of retirement or death, to the extent provided by a domestic relations order or by any law or regulation of the United States. f. The consent of a Spouse given pursuant to any provision of this Plan may not be revoked, except as specifically provided in Subsections 3.02.b., 3.03.b., and 4.02.d above. Section 4.03. Powers of the Board. The Board is the sole judge of the standard of proof required to receive benefits. In the application and interpretation of any of the provisions of this Plan, the decisions of the Board are final and binding on all parties or persons affected including, Employees, Individual Employers, the Union, Annuitants and Beneficiaries, subject only to judicial review as may be in harmony with federal labor law. Section 4.04. Designation of Beneficiary. a. A Participant may designate a Beneficiary on a form and in a manner required by the Board. That designation may be changed from time to time in the same manner as permitted under the Plan. Any designation of a Beneficiary by a married Participant is subject to the provisions of Section 3.03.c. b. Subject to Subsection 3.03.g., payment of any benefit due as the result of the death of the Participant will be made to his Beneficiary. If no Beneficiary has been designated or has survived the Participant, payment will be made to the deceased Participant s surviving Spouse or, if none, to his surviving children in equal shares or, if none, to his surviving parent or parents in equal shares or, if none, to the estate of the Participant. 35

Section 4.05. Incompetence or Incapacity of a Participant or Beneficiary. In the event it is determined to the satisfaction of the Board that a Participant or Beneficiary is unable to care for his affairs because of mental or physical incapacity, any payment due may be applied, at the discretion of the Board, to the maintenance and support of the Participant or Beneficiary unless, prior to any payment, claim has been made for the payment by a legallyappointed guardian, committee, or other legal representative to receive payments on behalf of the Participant or Beneficiary. Any payment made will completely discharge the Board s liability to the extent of that payment. Section 4.06. Non-Assignment of Benefits. a. Except to the extent provided by a Qualified Domestic Relations Order, or the equivalent, authorized by ERISA, the Code or the Retirement Equity Act, each Employee, Annuitant or Beneficiary under the Annuity Plan is restrained from selling, transferring, anticipating, assigning, alienating, hypothecating or otherwise disposing of his annuity, prospective annuity, individual account, accumulated share or any other right or interest under the plan, and the Board will not recognize, or be required to recognize, any sale, transfer, anticipation, assignment, alienation, hypothecation or other disposition. Any annuity, prospective annuity, individual account, accumulated share, right or interest will not be subject in any manner to voluntary transfer or transfer by operation of law or otherwise, and will be exempt from the claims of creditors or other claimants and from all orders, decrees, garnishments, executions or other legal or equitable process or proceedings to the fullest extent permitted by the laws of the United States or any regulation. However, in the event that through mistake or any other circumstance an Employee, Annuitant or Beneficiary has been paid or credited with more than he is entitled to under the Plan or the law or has become obligated to the Fund under an indemnity agreement or in any other way, the Board may set off, recoup and recover the amount of the overpayment, excess credit or obligation from benefits accrued or subsequently accrue to the Employee, Annuitant or Beneficiary (or the Beneficiary of the Employee or Annuitant) and not yet distributed. b. The Board will adopt and prescribe reasonable rules and regulations for the implementation of the Qualified Domestic Relations Order provisions of ERISA, the Code and the Retirement Equity Act. In the event that a Qualified Domestic Relations Order directs that a portion of a Participant s Accumulated Share be paid to an alternate payee, the Board, in its sole discretion, may authorize the distribution of that portion to the alternate payee within a reasonable period of time after the determination of the qualified status of the Order. If the alternate payee is the former spouse of the Participant, the distribution will be made upon the condition that the former spouse relinquish all right, title or interest in the Participant s Accumulated Share, either under the Qualified Domestic Relations Order or otherwise, and any claim to treatment as the surviving spouse of the Participant with respect to the Plan or any benefits, or to be considered a Beneficiary under the Plan. Section 4.07. Merger or Consolidation. In the event of any merger or consolidation with, or transfer of assets or liabilities to, any other plan, the amount of benefit which a Participant would receive upon termination of the Plan 36

immediately after the merger, consolidation, or transfer will be no less than the benefit he would have been entitled to receive immediately before the merger, consolidation, or transfer if the Plan had terminated. 37

ARTICLE V MAXIMUM ANNUAL ADDITIONS Section 5.01. Maximum Amount of Annual Allocation. a. Notwithstanding anything to the contrary, the total Contributions allocated to any Participant s Individual Account ( annual additions ) during any Calendar Year (which will serve as the Plan s limitation year ) cannot exceed the limitations of Section 415 of the Internal Revenue Code of 1986, as amended from time to time, as follows: The amount of Contributions allocated to any Individual Account for any year cannot exceed the lesser of: (1) Twenty-five percent (25%) of the Participant s Compensation for the year, or (2) $30,000 or, if greater, 25% of the dollar limit in effect for the year for defined benefit plans under Code subsection 415(b)(1)(A). b. Plan Aggregation. (1) In applying the limits under this Article, Contributions to and benefits from all other retirement plans sponsored by the Employer or any affiliate will be taken into consideration, except for multiemployer plans. (2) To observe these limits, benefits of or contributions to other plans will be reduced before Contributions to this Plan, but Contributions to this Plan will be reduced if contributions to the other plans cannot be reduced. 38

ARTICLE VI RIGHT OF APPEAL AND DETERMINATION OF DISPUTES Section 6.01. General. a. No Participant, Pensioner, Beneficiary or other person has any right or claim to benefits under the Annuity Plan, or any right or claim to payments from the Fund, other than as specified in the Plan. Any dispute as to eligibility, type, amount or duration of benefits or any right or claim to payments from the Fund will be resolved by the Board under the Pension Plan provisions, and its decision of the dispute, right or claim will be final and binding on all parties, subject only to any civil action under 502(a) of ERISA, including the petitioner and any person claiming under the petitioner, however, no legal action may be commenced or maintained against the Plan more than 90 days after the Board of Trustees decision upon review. The provisions of this Section will apply to and include any and every claim to benefits from the Fund, and any claim or right asserted under the Pension Plan or against the Fund, regardless of the basis asserted by the claim and regardless of when the act or omission upon which the claim is based occurred. Section 6.02. Notice of Denial and Appeal Procedures. a. Denial of Benefits. (1) If an application for benefits is denied in whole or in part by the Fund Office (acting for the Board of Trustees), the applicant will be notified of the denial, in writing, within a reasonable period of time but not later than 90 days after receipt of the application unless the Fund Office determines that special circumstances require an extension of time for processing the application. In that case, a written notice of the extension will be furnished to the applicant prior to the end of the 90-day period. In no event can the extension exceed a period of 90 days from the end of the initial 90-day period. The extension notice will indicate the special circumstances requiring an extension of time and the date by which the Plan expects to make a decision. (2) The period of time within which a benefit determination is required to be made will begin at the time an application for benefits is filed with the Fund Office without regard to whether all the information necessary to make a benefit determination accompanies the filing. In the event that a period of time is extended, as permitted above, due to an applicant s failure to submit information necessary to make a determination, the period for making the benefit determination will be tolled from the date on which the notification of the extension is sent to the applicant until the date on which the applicant responds to the request for additional information. b. Notification of Denial of Benefits. The written notification of the benefit denial will be set forth, in a manner calculated to be understood by the applicant and include: (1) All specific reasons for the adverse determination; 39

(2) Reference to all specific Plan provisions on which the denial is based; (3) A description of any additional material or information necessary for the applicant to perfect the claim and an explanation of why the material or information is necessary; and (4) A description of the Plan s review procedures and the time limits which apply to those procedures, including a statement of the applicant s right to bring a civil action under 502(a) of ERISA following an adverse benefit determination on review. c. Right of Appeal. (1) Any person whose application for benefits under this Plan has been denied in whole or in part by the Board of Trustees, or whose claim to benefits is otherwise denied by the Board of Trustees, may petition the Board of Trustees to reconsider its decision. A petition for reconsideration: (a) Must be in writing; and (b) Must state in clear and concise terms the reason(s) for disagreement with the decision of the Board of Trustees; and (c) May include documents, records, and other information related to the claim for benefits; and (d) Must be filed by the petitioner or the petitioner s duly authorized representative with or received by the Fund Office within sixty (60) days after the date the notice of denial was received by the petitioner. In the case of a claim for disability benefits under Sections 3.08 or 6.06.a.(1) (based on medical evidence), the petitioner or the petitioner s duly authorized representative must file his or her petition for reconsideration within one hundred eighty (180) days after the date the notice of denial was received by the petitioner. (2) Upon good cause shown, the Board of Trustees may permit the petition to be amended or supplemented, either through the submission of additional documents, or testimony. The failure to file a petition for reconsideration within the sixty (60) day period (one hundred eighty (180) day period for disability benefits under Sections 3.08 or 6.06. a.(1) (based on medical evidence)) will constitute a waiver of the petitioner s right to reconsideration of the decision. However, failure to file a petition does not preclude the petitioner from establishing his entitlement at a later date based on additional information and evidence that was not available to him at the time of the decision of the Board of Trustees. (3) Upon request, the petitioner or the petitioner s duly authorized representative will be provided, free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the petitioner s claim for benefits. A document, record or other information will be considered relevant to a petitioner s claim if it was relied upon in making the benefit determination; was submitted, considered or generated in the course of making the benefit determination, without regard to whether it was relied upon in making the benefit determination; demonstrates that the benefit determination was made in accordance with the Plan provisions and that the provisions have been applied consistently with respect to similarly situated claims; and, in regards to disability 40

benefits under Section 3.08 or 6.06.a.(1) (based on medical evidence), the Plan s policy or guidance with respect to the benefit denial (whether or not it was relied upon in making the benefit determination) and other relevant information. The review of the determination will take into account all comments, documents, records, and other information submitted by the claimant relating to the claim without regard to whether the information was submitted or considered in the initial benefit determination. d. Review of Appeal. (1) A benefit determination on review will be made by the Trustees or by a committee designated by the Trustees no later than the date of the quarterly meeting of the Board of Trustees that immediately follows the Plan s receipt of the request for review unless the request for review is filed within thirty (30) days preceding the date of the meeting. In that case, a benefit determination will be made no later than the date of the second meeting following the Fund Office s receipt of the request for review. If special circumstances require a further extension of time for processing, a benefit determination will be made no later than the third meeting following the Fund Office s receipt of the request for review and the Board of Trustees will provide the petitioner with a written notice of the extension, describing the special circumstances and the date by which the benefit determination will be made, prior to the commencement of the extension. The Board of Trustees will notify the petitioner of the benefit determination as soon as possible but not later than 5 days after the benefit determination is made. (2) The notification of a benefit determination upon review will be in writing and will include the reason(s) for the determination, including references to the specific Plan provisions on which the determination is based. It will also include a statement that the petitioner is entitled to receive, upon request and free of charge, reasonable access to, and copies of all documents, records and other information relevant to the claim for benefits. The period of time within which a benefit determination review is required to be made by the Trustees or by a committee designated by them will begin at the time the request for the benefit determination review is filed with the Fund Office without regard to whether all the information necessary to make a benefit determination review accompanies the filing. In the event that the period for the benefit determination review is extended due to a petitioner s failure to submit information necessary to make such a determination, the period for making the benefit determination review will be suspended from the date on which the notification of the extension is sent to the petitioner until the date on which the petitioner responds to the request for additional information. e. The denial of a claim to which the right to review has been waived, or the decision of the Board of Trustees or its designated committee with respect to a petition for review, is final and binding upon all parties, subject only to any civil action the applicant may bring under 502(a) of ERISA. Following issuance of a written decision of the Board of Trustees on an appeal, there is no further right of appeal to the Board of Trustees or right to arbitration. 41

However, a petitioner may re-establish his or her entitlement to benefits at a later date based on additional information and evidence which was not available to him at the time of the decision of the Board of Trustees. 42

ARTICLE VII AMENDMENTS TO COMPLY WITH EGTRRA Section 7.01. Purpose and Scope. The plan amendments set forth in this Article are adopted to reflect certain provisions of the Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA). These amendments are intended to constitute good faith compliance with the requirements of EGTRRA and are to be construed in accordance with EGTRRA and other guidance. Except as otherwise provided, the amendments contained in this Article are effective as of the first day of the first Plan Year beginning after December 31, 2001. The provisions of this Article supersede the provisions of the Plan to the extent those provisions are inconsistent with the provisions of this Article. Section 7.02. Limitation on Allocations to an Employee s Account. a. Effective Date. This Section applies to limitation years beginning after December 31, 2001. b. Maximum Annual Addition. The annual addition that may be contributed or allocated to a Participant s account under the Plan for any Limitation Year cannot exceed the lesser of: (1) $40,000, as adjusted for increases in the cost-of-living under IRC 415(d), or (2) 100% of the Participant s compensation, within the meaning of IRC 415(c)(3), for the limitation year. The 100% of compensation limit referred to in paragraph b.(2) above does not apply to any contribution for medical benefits after separation from service (within the meaning of IRC 401(h) or 419A(f)(2)) that otherwise is treated as an annual addition. Section 7.03. Increase in Limit on Compensation Taken into Account. The annual compensation of each Participant taken into account in determining allocations for any Plan Year beginning after December 31, 2001, not exceed $200,000, as adjusted for cost-of-living increases in accordance with IRC 401(a)(17)(B). Annual compensation for this purpose means compensation during the Plan Year or such other consecutive 12-month period over which compensation otherwise is determined under the Plan (the determination period). The cost-of-living adjustment in effect for a calendar year applies to annual compensation for the determination period that begins with or within calendar year. Section 7.04. Direct Rollovers of Plan Distributions. a. Effective Date. This Section applies to distributions made after December 31, 2001. To the extent that the provisions of this Section conflict with the provisions of Section 3.04, the provisions of this Section govern. 43

b. Modification of Definition of Eligible Retirement Plan. An eligible retirement plan also includes an annuity contract described in IRC 403(b) and an eligible plan under IRC 457(b) which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into plan from this Plan. The definition of eligible retirement plan also applies in the case of a distribution to a surviving Spouse, or to a spouse or former spouse who is the alternate payee under a qualified domestic relation order, as defined in IRC 414(p). 44

ARTICLE VIII MINIMUM DISTRIBUTION REQUIREMENTS Section 8.01. General Rules a. Effective Date. The provisions of this Article will apply for purposes of determining required minimum distributions for calendar years beginning with the 2003 calendar year. b. Precedence. (1) The requirements of this Article will take precedence over any inconsistent provisions of the Plan. (2) Except to the extent inconsistent with this Article, all distribution options provided under the Plan are preserved. (3) This Article does not authorize any distribution options not otherwise provided under the Plan. c. Requirements of Treasury Regulations Incorporated. All distributions required under this Article will be determined and made in accordance with the Treasury regulations under section 401(a)(9) of the Internal Revenue Code. Section 8.02. Time and Manner of Distribution. a. Required Beginning Date. The Participant s entire Individual Account will be distributed, or begin to be distributed, to the Participant no later than the Participant s Required Beginning Date as defined in Section 1.24 of the Plan. b. Death of Participant Before Distributions Begin. If the Participant dies before distributions begin, the Participant s entire Individual Account will be distributed, or begin to be distributed, no later than as follows: (1) If the Participant dies before distributions begin and there is a designated Beneficiary, the Participant s entire Individual Account must be distributed to the designated Beneficiary by December 31 st of the calendar year containing the fifth anniversary of the Participant s death. (2) If the Participant s surviving Spouse is the Participant s sole designated Beneficiary, then, the Participant s Spouse may elect, in lieu of Section 8.02.b.(1) above, to have distributions to the surviving Spouse begin by December 31 st of the calendar year immediately following the calendar year in which the Participant died, or by December 31 st of the calendar year in which the Participant would have attained age 70½, if later. The election must be made no later than September 30 th of the calendar year in which distribution would be required to begin under this Section 8.02.b.(2), or if earlier, Section 8.02.b.(1). 45

(3) If the Participant s surviving Spouse is not the Participant s sole designated Beneficiary, then, the designated Beneficiary may elect, in lieu of Section 8.02.b.(1) above, to have distributions begin by December 31 st of the calendar year immediately following the calendar year in which the Participant died. The election must be made no later than September 30 th of the calendar year in which distribution would be required to begin under this Section 8.02.b.(3). (4) If there is no designated Beneficiary as of September 30 th of the year following the year of the Participant s death, payment will be made in accordance with Section 4.04.b., and in the case that payment is made to the executor or administrator, the Participant s entire Individual Account will be distributed by December 31 st of the calendar year containing the fifth anniversary of the Participant s death. (5) If the Participant s surviving Spouse is the Participant s sole designated Beneficiary and the surviving Spouse dies after the Participant but before distributions to the surviving Spouse begin, this Section 8.02.b., other than Section 8.02.b.(1), will apply as if the surviving Spouse were the Participant. For purposes of this Section 8.02.b and Section 8.04, unless Section 8.02.b.(5) applies, distributions are considered to begin on the Participant s Required Beginning Date. If Section 8.02.b.(5) applies, distributions are considered to begin on the date distributions are required to begin to the surviving Spouse under this Section 8.02.b.(2), if such election is made. If distributions under an annuity purchased from an insurance company irrevocably commence to the Participant before the Participant s Required Beginning Date (or to the Participant s surviving Spouse before the date distributions are required to begin to the surviving Spouse under an election made under Section 8.02.b.(2)), the date distributions are considered to begin is the date distributions actually commence. c. Forms of Distribution. Unless the Participant s Individual Account is distributed in the form of an annuity purchased from an insurance company or in a single sum on or before the Required Beginning Date, as of the first distribution calendar year distributions will be made in accordance with Sections 8.03 and 8.04 of this Article VIII. If the Participant s or designated Beneficiary s Individual Account is distributed in the form of an annuity purchased from an insurance company, distributions thereunder will be made in accordance with the requirements of section 401(a)(9) of the Code and the Treasury regulations. Section 8.03. Required Minimum Distributions During Participant s Lifetime. a. Amount of Required Minimum Distribution for Each Distribution Calendar Year. During the Participant s lifetime, the minimum amount that will be distributed for each distribution calendar year is the lesser of: (1) The quotient obtained by dividing the Participant s account balance by the distribution period in the Uniform Lifetime Table set forth in section 1.401(a)(9)-9 of the Treasury regulations, using the Participant s age as of the Participant s birthday in the distribution calendar year; or (2) If the Participant s sole designated Beneficiary for the distribution calendar year is the 46

Participant s Spouse, the quotient obtained by dividing the Participant s account balance by the number in the Joint and Last Survivor Table set forth in section 1.401(a)(9)-9 of the Treasury regulations, using the Participant s and Spouse s attained ages as of the Participant s and Spouse s birthdays in the distribution calendar year. b. Lifetime Required Minimum Distributions Continue Through Year of Participant s Death. Required minimum distributions will be determined under this Section 8.03 beginning with the first distribution calendar year and up to and including the distribution calendar year that includes the Participant s date of death. Section 8.04. Required Minimum Distributions After Participant s Death. a. Death On or After Date Distributions Begin. (1) Participant Survived by Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is a designated Beneficiary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant s death is the quotient obtained by dividing the Participant s account balance by the longer of the remaining life expectancy of the Participant or the remaining life expectancy of the Participant s designated Beneficiary, determined as follows: (a) The Participant s remaining life expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. (b) If the Participant s surviving Spouse is the Participant s sole designated Beneficiary, the remaining life expectancy of the surviving Spouse is calculated for each distribution calendar year after the year of the Participant s death using the surviving Spouse s age as of the Spouse s birthday in that year. For distribution calendar years after the year of the surviving Spouse s death, the remaining life expectancy of the surviving Spouse is calculated using the age of the surviving Spouse as of the Spouse s birthday in the calendar year of the Spouse s death, reduced by one for each subsequent calendar year. (c) If the Participant s surviving Spouse is not the Participant s sole designated Beneficiary, the designated Beneficiary s remaining life expectancy is calculated using the age of the Beneficiary in the year following the year of the Participant s death, reduced by one for each subsequent year. (2) No Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is no designated Beneficiary as of September 30 th of the year after the year of the Participant s death payment will be made in accordance with Section 4.04. b., and in the case that payment is made to the executor or administrator, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant s death is the quotient obtained by dividing the Participant s account balance by the Participant s remaining life expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. 47

b. Death Before Date Distributions Begin. (1) Participant Survived by Designated Beneficiary. If the Participant dies before the date distributions begin and there is a designated Beneficiary, if the designated Beneficiary has made an election under Section 8.02.b.(2) or 8.02.b.(3), the minimum amount that will be distributed for each distribution calendar year after the year of the Participant s death is the quotient obtained by dividing the Participant s account balance by the remaining life expectancy of the Participant s designated Beneficiary, determined as provided in Section 8.04.a. (2) No Designated Beneficiary. If the Participant dies before the date distributions begin and there is no designated Beneficiary as of September 30 th of the year following the year of the Participant s death payment will be made in accordance with Section 4.04. b., and in the case that payment is made to the executor or administrator, distribution of the Participant s entire Individual Account will be completed by December 31 st of the calendar year containing the fifth anniversary of the Participant s death. (3) Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin. If the Participant dies before the date distributions begin, the Participant s surviving Spouse is the Participant s sole designated Beneficiary, and the surviving Spouse dies before distributions are required to begin to the surviving Spouse after having made an election under Section 8.02.b.(2), this Section 8.04.b. will apply as if the surviving Spouse were the Participant. Section 8.05. Definitions. a. Designated Beneficiary. The individual who is designated as the Beneficiary under Section 1.07 of the Plan and is the designated Beneficiary under section 401(a)(9) of the Internal Revenue Code and section 1.401(a)(9)-4, Q&A-1, of the Treasury regulations. b. Distribution calendar year. A calendar year for which a minimum distribution is required. For distributions beginning before the Participant s death, the first distribution calendar year is the calendar year immediately preceding the calendar year which contains the Participant s Required Beginning Date. For distributions beginning after the Participant s death, the first distribution calendar year is the calendar year in which distributions are required to begin under Section 8.02.b. The required minimum distribution for the Participant s first distribution calendar year will be made on or before the Participant s Required Beginning Date. The required minimum distribution for other distribution calendar years, including the required minimum distribution for the distribution calendar year in which the Participant s Required Beginning Date occurs, will be made on or before December 31 st of that distribution calendar year. c. Life expectancy. Life expectancy as computed by use of the Single Life Table in section 1.401(a)(9)-9 of the Treasury regulations. d. Participant s account balance. The account balance as of the last valuation date in the calendar year immediately preceding the distribution calendar year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated 48

to the account balance as of dates in the valuation calendar year after the valuation date and decreased by distributions made in the valuation calendar year after the valuation date. The account balance for the valuation calendar year includes any amounts rolled over or transferred to the Plan either in the valuation calendar year or in the distribution calendar year if distributed or transferred in the valuation calendar year. 49

ARTICLE IX AMENDMENT AND TERMINATION Section 9.01. The Board may amend or modify the Plan at any time in accordance with the Trust Agreement, except that no amendment or modification may reduce any benefits which have been approved for payment prior to the amendment or modification, so long as funds are available for payment of the benefits. Section 9.02. In the event of termination of the Plan, the remaining assets, after providing for the expenses of the Plan and the approved payments of any Accumulated Shares, will be distributed among the Employees. Each Employee will receive that part of the total remaining assets in the same ratio as his Accumulated Share bears to the total amount of the Accumulated Shares of all Employees. No part of the assets will be returned to any Individual Employer or inure to the benefit of any Individual Employer or the Union. In the event that an Employee cannot be located and no claim is made by him for payment of his Accumulated Share within ninety (90) days following the sending of notice by registered mail to the Employee s last known address, his Accumulated Share will be held in a suspense account in a financial institution insured by an instrument of the United States government until the Employee files a claim for payment. In the event the liquidation value of the assets on the date of termination is less than the total of all Accumulated Shares plus expenses, the Board will have the option of paying all Accumulated Shares to Employees over a period not to exceed 10 years to the extent permitted by the assets available. Section 9.03. If any provision of the Plan or any step in the administration of the Plan is held to be illegal or invalid for any reason, the illegality or invalidity will not affect the remaining provisions of the Plan, unless that illegality or invalidity prevents accomplishment of the purposes and objectives of the Plan. In that event, the Board will immediately amend the Plan to remedy the defect. 50

LABORERS ANNUITY PLAN FOR NORTHERN CALIFORNIA 220 Campus Lane Fairfield, California 94534-1498