First Amendment to Eaton Corporation Excess Benefits Plan II (January 1, 2008 Restatement)
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Summary
This amendment updates the Eaton Corporation Excess Benefits Plan II to reflect the company's restructuring, specifically the conversion of Eaton Corporation's common shares into ordinary shares of Eaton Corporation plc. The amendment changes the definition of "Board of Directors" to refer to the board of Eaton Corporation plc. The change is effective as of the merger date specified in the related transaction agreements. The amendment is executed by the Pension Administration Committee, which has the authority to make such changes.
EX-10.E 3 etn12312012ex10e.htm EXHIBIT 10.E ETN 12.31.2012 EX 10(e)
Exhibit 10(e)
FIRST AMENDMENT TO EATON CORPORATION
EXCESS BENEFITS PLAN II
(January 1, 2008 Restatement)
WHEREAS, the Corporation maintains in effect the Eaton Corporation Excess Benefits Plan II under a January 1, 2008 Restatement, as amended (the “Plan”); and
WHEREAS, the Pension Administration Committee reserves the right to amend the Plan; and
WHEREAS, the Pension Administration Committee wishes to amend the Plan in order to reflect the corporate restructuring of Eaton Corporation pursuant to which common shares of Eaton Corporation will be converted into ordinary shares of Eaton Corporation plc.
NOW THEREFORE, Section 2(b) of the Plan is amended, effective as of the Merger Effective Time described in the Transaction Agreement dated May 21, 2012, as amended by Amendment No. 1 to the Transaction Agreement, dated June 22, 2012, and Amendment No. 2 to the Transaction Agreement, dated October 19, 2012, between Cooper Industries plc, Eaton Corporation, Abeiron Limited, Comdell Limited, Turlock B.V., and Turlock Corporation, in its entirety to read as follows:
(b) “Board of Directors” means the Board of Directors of Eaton Corporation plc.
IN WITNESS WHEREOF, the Pension Administration Committee has caused this Amendment to be executed through duly authorized persons on this 29th day of November, 2012.
PENSION ADMINISTRATION COMMITTEE
By: __________________________________
Title: _________________________________