FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission File No. 1-7436
PROFIT SHARING AND SAVINGS PLAN
OF REPUBLIC NATIONAL BANK OF NEW YORK
(Full title of plan)
REPUBLIC NEW YORK CORPORATION
452 Fifth Avenue
New York, New York 10018
(Name of issuer of securities held pursuant to the plan
and address of its principal executive office)
REQUIRED INFORMATION
The Profit Sharing and Savings Plan of Republic National Bank of
New York (the "Plan") is subject to ERISA and therefore is filing
the financial statements and schedules prepared in accordance with
the financial reporting requirements of ERISA, as of December 31,
1993 and 1992, as an exhibit to this report. Such Plan financial
statements and schedules include an Independent Auditors' Report
thereon.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Employee Benefits and Compensation Committee of the Board of
Directors of Republic National Bank of New York (as administrator
of the Plan) has caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
William F. Rosenblum, Jr.
Secretary, Employee Benefits
and Compensation Committee
Dated: June 29, 1994
INDEX TO EXHIBITS
Exhibit No. Description of Exhibits
23 Consent of KPMG Peat Marwick
99 Profit Sharing and Savings Plan of Republic
National Bank of New York Financial Statements
and Schedules December 31, 1993 and 1992 (with
Independent Auditors' Report thereon)
EXHIBIT 23
CONSENT OF INDEPENDENT AUDITORS
Employee Benefits and Compensation Committee
REPUBLIC NATIONAL BANK OF NEW YORK
We consent to the incorporation by reference, in
the Registration Statement on Form S-8 (No. 33-44048) of Republic
New York Corporation, of our report dated June 13, 1994, relating
to the statements of net assets available for plan benefits of the
Profit Sharing and Savings Plan of Republic National Bank of New
York as of December 31, 1993 and 1992, and the related statements
of changes in net assets available for plan benefits for the years
then ended, and all related schedules, which report appears
in the December 31, 1993 Annual Report on Form 11-K of the Profit
Sharing and Savings Plan of Republic National Bank of New York,
KPMG PEAT MARWICK
New York, New York
June 29, 1994
EXHIBIT 99
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Financial Statements and Schedules
December 31, 1993 and 1992
(With Independent Auditors' Report Thereon)
Table of Contents
December 31, 1993 and 1992
Independent Auditors' Report
Statements of Net Assets Available for Plan Benefits
Statements of Changes in Net Assets Available for Plan Benefits
Notes to Financial Statements
Schedule
Assets Held for Investment at End of Plan Year,
December 31, 1993 1
Reportable Transactions, For the Year Ended
December 31, 1993 2
Independent Auditors' Report
The Employee Benefits and Compensation Committee of
Republic National Bank of New York:
We have audited the accompanying statements of net assets available
for plan benefits of the Profit Sharing and Savings Plan of
Republic National Bank of New York ("the Plan") as of December 31,
1993 and 1992, and the related statements of changes in net assets
available for plan benefits for the years then ended. These
financial statements are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for plan
benefits of the Profit Sharing and Savings Plan of Republic
National Bank of New York at December 31, 1993 and 1992, and the
changes in net assets available for plan benefits for the years
then ended in conformity with generally accepted accounting
principles.
Our 1993 audit was made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplementary
information included in Schedules 1 and 2 is presented for purposes
of complying with the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974 and is not a required part of the basic
financial statements. Such supplementary information has been
subjected to the auditing procedures applied in the audit of the
basic financial statements and, in our opinion, is fairly stated
in all material respects in relation to the basic financial
statements as of and for the year ended December 31, 1993 taken
as a whole.
KPMG Peat Marwick
June 13, 1994
<TABLE>
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Statements of Net Assets Available for Plan Benefits
<CAPTION>
Year ended December 31, 1993
Managed RNYC
Aggressive Common Fixed Total Common
Growth Stock Income Savings Return Stock
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Trust Fund Liquid Assets
Trust-prime obligations $ 210,867 220,599 164,090 228,978 275,502 193,122 1,293,158
Pooled Employee Benefit Trust
of Republic National Bank of
New York 4,549,522 11,355,362 7,256,665 25,065,144 9,664,792 - 57,891,485
RNYC common stock - - - - - 8,887,642 8,887,642
---------- ---------- --------- ---------- ---------- --------- ----------
Total Investments 4,760,389 11,575,961 7,420,755 25,294,122 9,940,294 9,080,764 68,072,285
Contributions receivable 84,772 198,155 99,522 379,489 182,103 179,035 1,123,076
Accrued income receivable 565 589 433 656 734 520 3,497
---------- ---------- --------- ---------- ---------- --------- ----------
Net assets available for
plan benefits $4,845,726 11,774,705 7,520,710 25,674,267 10,123,131 9,260,319 69,198,858
---------- ---------- --------- ---------- ---------- --------- ----------
---------- ---------- --------- ---------- ---------- --------- ----------
<CAPTION>
Year ended December 31, 1992
Managed RNYC
Aggressive Common Fixed Total Common
Growth Stock Income Savings Return Stock
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Trust Fund Liquid Assets
Trust-prime obligations $ 110,606 166,698 179,894 310,680 193,334 33,754 994,966
Pooled Employee Benefit Trust
of Republic National Bank of
New York 3,324,766 9,111,560 4,851,857 24,231,070 6,737,610 - 48,256,863
RNYC common stock - - - - - 6,966,294 6,966,294
---------- --------- --------- ---------- --------- --------- ----------
Total Investments 3,435,372 9,278,258 5,031,751 24,541,750 6,930,944 7,000,048 56,218,123
Contributions receivable 55,493 137,945 70,232 308,599 116,582 144,105 832,956
Accrued income receivable 293 460 485 894 545 95 2,772
---------- --------- --------- ---------- --------- --------- ----------
Net assets available for
plan benefits $3,491,158 9,416,663 5,102,468 24,851,243 7,048,071 7,144,248 57,053,851
---------- --------- --------- ---------- --------- --------- ----------
---------- --------- --------- ---------- --------- --------- ----------
<FN>
See accompanying Notes to Financial Statements.
</TABLE>
<TABLE>
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Statements of Changes in Net Assets Available for Plan Benefits
<CAPTION>
Year ended December 31, 1993
Managed RNYC
Aggressive Common Fixed Total Common
Growth Stock Income Savings Return Stock
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Investment Income:
Net appreciation (depreciation)
in fair value of investments $ 515,510 1,258,108 756,479 1,085,950 893,949 (109,857) 4,400,139
Interest 4,565 8,176 5,889 5,499 6,523 7,738 38,390
Dividends - - - - - 133,018 133,018
---------- ---------- --------- ---------- ---------- --------- ----------
Total investment
income 520,075 1,266,284 762,368 1,091,449 900,472 30,899 4,571,547
Contributions:
Employee 470,383 1,041,110 476,602 1,844,484 736,972 1,025,442 5,594,993
Employer 500,547 1,136,022 570,661 2,896,327 690,281 1,077,340 6,871,178
---------- ---------- --------- ---------- ---------- --------- ----------
970,930 2,177,132 1,047,263 4,740,811 1,427,253 2,102,782 12,466,171
---------- ---------- --------- ---------- ---------- --------- ----------
Total additions 1,491,005 3,443,416 1,809,631 5,832,260 2,327,725 2,133,681 17,037,718
Distributions to participants (300,945) (842,301) (312,483) (2,648,529) (320,305) (468,148) (4,892,711)
---------- ---------- --------- ---------- ---------- --------- ----------
Net increase before
interfund transfers 1,190,060 2,601,115 1,497,148 3,183,731 2,007,420 1,665,533 12,145,007
Interfund transfers 164,508 (243,073) 921,094 (2,360,707) 1,067,640 450,538 -
---------- ---------- --------- ---------- ---------- --------- ----------
Net increase 1,354,568 2,358,042 2,418,242 823,024 3,075,060 2,116,071 12,196,336
Net assets available for plan benefits:
Beginning of year 3,491,158 9,416,663 5,102,468 24,851,243 7,048,071 7,144,248 57,053,851
---------- ---------- --------- ---------- ---------- --------- ----------
End of year $4,845,726 11,774,705 7,520,710 25,674,267 10,123,131 9,260,319 69,198,858
---------- ---------- --------- ---------- ---------- --------- ----------
---------- ---------- --------- ---------- ---------- --------- ----------
<CAPTION>
Year ended December 31, 1992
Managed RNYC
Aggressive Common Fixed Total Common
Growth Stock Income Savings Return Stock
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Investment Income:
Net appreciation
in fair value of investments $ 399,303 723,567 385,386 1,243,329 553,576 101,570 3,406,731
Interest 4,986 9,671 6,895 11,630 12,287 6,517 51,986
Dividends - - - - - 125,329 125,329
---------- ---------- --------- ---------- --------- --------- ----------
Total investment
income 404,289 733,238 392,281 1,254,959 565,863 233,416 3,584,046
Contributions:
Employee 311,771 732,572 371,947 1,596,604 750,248 693,912 4,457,054
Employer 308,259 789,502 416,375 3,079,630 649,096 482,798 5,725,660
---------- --------- --------- ---------- --------- --------- ----------
620,030 1,522,074 788,322 4,676,234 1,399,344 1,176,710 10,182,714
---------- --------- --------- ---------- --------- --------- ----------
Total additions 1,024,319 2,255,312 1,180,603 5,931,193 1,965,207 1,410,126 13,766,760
Distributions to participants (163,989) (344,628) (212,350) (1,792,790) (454,149) (366,535) (3,334,441)
---------- --------- --------- ---------- --------- --------- ----------
Net increase before
interfund transfers 860,330 1,910,684 968,253 4,138,403 1,511,058 1,043,591 10,432,319
Interfund transfers 115,342 144,973 324,450 (4,034,951) 304,259 3,145,927 -
---------- --------- --------- ---------- --------- --------- ----------
Net increase 975,672 2,055,657 1,292,703 103,452 1,815,317 4,189,518 10,432,319
Net assets available for plan benefits:
Beginning of year 2,515,486 7,361,006 3,809,765 24,747,791 5,232,754 2,954,730 46,621,532
---------- --------- --------- ---------- --------- --------- ----------
End of year $3,491,158 9,416,663 5,102,468 24,851,243 7,048,071 7,144,248 57,053,851
---------- --------- --------- ---------- --------- --------- ----------
---------- --------- --------- ---------- --------- --------- ----------
<FN>
See accompanying Notes to Financial Statements.
</TABLE>
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Notes to Financial Statements
December 31, 1993 and 1992
(1) Description of Plan
The following description of the Profit Sharing and Savings Plan
of Republic National Bank of New York, as amended and restated as
of January 1, 1991 (the "Plan"), is presented for general information
purposes only. Participants should refer to the Plan Document for
more complete information.
(a) General
The Plan is a defined contribution plan sponsored by Republic
National Bank of New York (the "Bank"), a wholly owned subsidiary
of Republic New York Corporation (the "Corporation"). The Plan
covers substantially all domestic employees of the Bank, the
Corporation and their subsidiaries. The Plan, in general, has a
profit sharing component (Employer Allocations) and elective
deferral contribution components (Savings Plus Contributions and
Flex Fund Elective Deferrals and, effective January 1, 1991,
After-Tax Savings). In general, all regular salaried employees are
eligible to participate in the Plan. Employees become participants
on January 1, coinciding with or following the date of hire;
however, a participant may not have profit sharing contributions
or Flex Fund Elective Deferral contributions made on his behalf
under the Plan prior to the first anniversary of such participant's
date of hire. The purpose of the Plan is to recognize employees'
contributions to the successful operation of the Bank and to
provide employees with a savings method, through payroll
deductions, on a pre- and after-tax basis.
(b) Benefits
The Bank generally issues a profit sharing award on behalf of
the participating employees and contributes a portion of such
profit sharing award to the Plan. Approximately 50% of this
award is referred to as the Employer Allocation. The balance
of such award, to the extent contributed to the Plan, represents
Flex Fund Elective Deferrals. The amount of the profit sharing
award is usually based primarily on the Bank's earnings for
the year. In some years, there may be no profit sharing award.
Plan forfeitures for the year reduce profit sharing awards
otherwise payable by the Bank.
An eligible employee's profit sharing award each year is
calculated, if a profit sharing award is declared by the Bank for
such year, by allocation of the Bank's total profit sharing award
times the relationship of the participant's base salary to the base
salaries for all eligible participants. Base salary is exclusive
of overtime payments, expense allowances, pension and insurance
benefits, bonuses and other special payments.
Employees may elect (i) to receive either all or a portion of 50%
of their profit sharing award in cash and/or spend it on benefits
under the Flex Fund, a Code Section 125 cafeteria plan sponsored
by the Bank, with the remainder placed in the Plan, for which the
Bank serves as Trustee, or (ii) to have 100% of their allocation
placed in the Plan. The portion of the profit sharing award that
is paid into the Plan is comprised of Employer Allocations and Flex
Fund Elective Deferrals. Participants' profit sharing contributions
to the Plan representing Flex Fund Elective Deferrals, and the
earnings thereon, are always 100% vested and nonforfeitable.
The balance (i.e., 50%) of the profit sharing award with respect
to which the participant makes no election and which is automatically
contributed to the Plan on the participant's behalf (i.e., the
Employer Allocation), becomes fully vested and nonforfeitable when
the participant completes three years of service.
(c) Contributions
The Bank may contribute to the Plan each year such amount, if any,
as shall be determined by the Board of Directors of the Bank in its
discretion, but not exceeding the maximum amount which would be
deductible by the Bank for such year for income tax purposes.
Employer contributions, which are primarily based on the Bank's
earnings for the year, are contributed and included in the Plan when the
financial statements of the Bank are approved by its Board of Directors.
Total contributions to the Plan on behalf of any participant for
any Plan year shall not exceed the lesser of (a)$30,000, or (b) 25%
of the participant's total earnings for such Plan year. Savings
Plus Contributions, Flex Fund Elective Deferrals and, effective
January 1, 1991, After-Tax Savings contributions on behalf of certain
highly compensated employees may be limited as a result of certain
nondiscrimination rules under the Internal Revenue Code of 1986,
as amended (the "Code").
Savings Plus Contributions are permitted from 1% to 10% of the
employee's base salary (as of the previous September 1st) in
multiples of 1%. Effective January 1, 1991, After-Tax Savings
contributions are also permitted from 1% to 10% of the employee's
base salary (as of the previous September 1st) in multiples of 1%.
Employees may not contribute more than 15% of the member's annual
compensation between the Savings Plus and After-Tax Savings
contributions. By law, the total Savings Plus Contributions plus
Flex Fund Elective Deferrals for 1993 is limited to $9,240 per
employee. Savings Plus Contributions, Flex Fund Elective Deferrals
and associated earnings are not subject to current Federal income
taxes and may not be subject to state and local income taxes. All
such contributions are made on a pre-tax basis, thereby reducing
taxable income. Income taxes on such amounts are deferred until
the participant receives distributions from the Plan. Earnings on
any After-Tax Savings contributions are also tax deferred.
The participants' Savings Plus Contributions (made via payroll
deductions), and the interest earned thereon, are invested by
the Bank in short-term money market investments from the payroll
deductions date to the date such contributions are invested in
the Plan's investment funds. Such interest earned is treated
as an additional contribution to the investment funds.
A participant may, with the consent of the Plan Administrator,
deposit a payout from a former employer's profit sharing plan into
the Plan. A participant is not required to complete one year of
service to make such rollover contributions.
(d) Distributions
Participants or their beneficiaries are entitled to receive benefit
payments representing their vested interest in the Plan as follows:
(1) participants may, in the case of certain hardships set forth
in the Plan, apply for a distribution of all, or a portion of,
their Savings Plus Contributions, Flex Fund Elective Deferrals and
the vested portion of the participant's Employer Allocation Account
and, effective January 1, 1991, After-Tax Savings Contributions;
(2) participants may withdraw all or a portion of their vested
interest under the Plan upon their attainment of age 59-1/2; (3)
withdrawals of After-Tax Savings Contributions are permitted once
per quarter and will be paid as soon as practicable following the
end of the quarter in which the request was made; (4) in general,
upon termination of employment, participants or their beneficiaries
shall receive payment of their vested interest in the Plan as a
lump-sum distribution (payable as soon as practicable following the
valuation date immediately following the participant's termination
of employment, but in no event later than 60 days after the close
of the plan year in which the participant's termination of
employment occurred), in two installments, or in five equal annual
installments; and (5) participants with a vested interest in the
RNYC Common Stock Fund may elect, upon termination, to receive all
or a portion of their distribution as cash and/or shares.
A participant may not have any portion of his Savings Plus account
balance or his Flex Fund Elective Deferral account balance
distributed earlier than the participant's (a) retirement, (b)
death, (c) disability, (d) termination of employment, (e) attainment
of age 59-1/2, or (f) hardship. A distribution on account of
hardship shall not exceed the amount required to meet the immediate
financial need created by the hardship.
(e) Investment Elections
Under the terms of the Plan, participants may designate, in
multiples of 10%, the proportions in which their allocations and
contributions placed in the Plan are to be invested in any of the
six current investment funds under the Plan (collectively known as
the "funds") which are: Aggressive Growth Fund, Common Stock Fund,
Fixed Income Fund, Savings Fund, Managed Total Return Fund and
RNYC Common Stock Fund. Participants failing to make an election
decision will have their allocations invested in the Savings Fund.
A participant may elect to change his investment designation up to
four times a year based on the schedule specified in the Plan.
The Bank, as Trustee for the funds, has discretionary authority
concerning purchases and sales of investments in each of its six
investment funds, within the guidelines described in the Plan
Document as follows:
Aggressive Growth Fund - to be invested in shares of investment
companies registered within the meaning of Section 5(a)(i) of the
Investment Company Act of 1940, which may invest in common stocks
and similar equity securities of less seasoned companies which
represent the potential of maximum long-term capital growth. The
Aggressive Growth Fund may also invest in other short-term
investments.
Common Stock Fund - to be invested in common stocks and securities
convertible into common stocks. The Common Stock Fund may also
invest in other short-term investments.
Fixed Income Fund - to be invested in bonds, debentures, mortgages,
preferred stocks or other evidences of indebtedness. The Fixed
Income Fund may also invest in other short-term investments.
Savings Fund - to be invested in savings or time accounts,
certificates of deposit, obligations of the United States or those
for which the full faith and credit of the United States are
pledged to provide for the payment of the interest and principal,
and obligations of any agency or instrumentality of the United
States. The Savings Fund may also invest in other short-term
investments.
Managed Total Return Fund - to be invested in one fund that is a
combination of the Aggressive Growth, Common Stock and Fixed Income
funds currently offered. In normal times it will contain
approximately a 50-50 mix of growth oriented funds as well as fixed
income and money market funds. The amount invested in growth
and/or bond funds may be reduced when it is believed that either
or both have unfavorable risk/reward parameters; in this case the
investment in money market funds would be used.
RNYC Common Stock Fund - to be invested in Republic New York
Corporation common stock. Investments in this fund must be in
multiples of 10% and may not exceed 50% of the participant's total
Plan balance.
Presently, the Plan assets are invested in the Pooled Employee
Benefit Trust of Republic National Bank of New York, except the
RNYC Common Stock Fund which are invested in RNYC common stock.
Each investment fund utilizes the Republic Trust Fund Liquid Assets
Trust-prime obligations, a money market sweep account, to invest
excess cash.
(2) Summary of Significant Accounting Policies
(a) Investments Valuations and Income Recognition
Trust Fund Liquid Assets Trust - prime obligations are investments
in money market funds for purposes of liquidity and are stated at
cost which approximates fair value.
The investments in the Pooled Employee Benefit Trust of Republic
National Bank of New York ("PEBT") are stated at fair value based
upon the unit valuations as reported in the PEBT audited financial
statements as of December 31, 1993 and 1992. Such unit valuations
are based predominantly on market quotations for the underlying
investments obtained from national securities exchanges.
Republic New York Corporation common stock is stated at fair value
based upon the closing market price quoted on a national securities
exchange.
Interest income in Trust Fund Liquid Assets Trust - prime
obligations are recorded on an accrual basis. Net investment income
from the PEBT funds includes current earnings from the PEBT's
underlying investments, net gains and losses from the sale of
investments by the PEBT, and the net change in the unrealized
appreciation or depreciation in the PEBT's underlying investments,
and is recorded as net appreciation (depreciation) in fair value
of investments in the Plan's financial statements.
Dividend income in the RNYC Common Stock Fund is recorded on an
accrual basis at the date of record of the dividends.
Gains or losses on sales of investments are accounted for on an
average cost basis.
(b) Contributions, Distributions and Interfund Transfers
All contributions, distributions and interfund transfers are
affected at the Plan's quarterly valuation dates. The Bank's and
employees' contributions are made in accordance with note 1(c).
The contribution receivable represents employee payroll
deductions for the fourth quarter of 1993, which were
contributed to the Plan in January 1994.
A participant's distributions are paid out by the Bank when the
participant is entitled to them as discussed in note 1(d). The
decrease in the investment funds is recognized at the subsequent
Plan quarterly valuation date, at which time the Bank is reimbursed
by the Plan.
Interfund transfers are elected by the participants as discussed
in note 1(e) and the change in the investment funds is recognized
at the subsequent Plan quarterly valuation date.
(c) Administrative Expenses
Administrative expenses are borne by the Plan, unless the Bank,
at its option, chooses to pay for such expenses. During 1993 and
1992, the Bank has chosen to pay all administrative expenses of
the Plan.
(3) Plan Valuations
Plan valuations are performed quarterly.
The Plan maintains records for each participant in dollar amounts,
except in the case of the RNYC Common Stock Fund which is
maintained in shares of common stock. Dividends received on the
RNYC Common Stock Fund are credited to each participant based upon
the number of shares owned in the fund. For all other funds, at
the quarterly valuations, each individual is credited with his pro
rata share of income in an investment fund based on his opening
balance compared to the total of all individuals' opening balances
in that fund.
(4) Investments
<TABLE>
The following table presents the fair values of investments that
represent 5 percent or more of the Plan's net assets:
Fair Value of Investments
<CAPTION>
December 31, 1993
No. of
units/ Fair
shares Cost value
<S> <C> <C> <C>
Investments at Fair Value
as Determined by Quoted Market
Price:
Aggressive Growth Fund:
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Aggressive
Investment Fund 14,150 $ 2,931,671 $ 4,549,522
Common Stock Fund:
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Common Stock
Investment Fund 16,128 6,112,481 11,355,362
Fixed Income Fund:
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Fixed Income
Investment Fund 20,417 4,434,107 7,256,665
Savings Fund:
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Short Term
Money Fund 75,257 16,829,791 25,065,144
Managed Total Return Fund:
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Managed Total
Return Investment Fund 57,025 7,076,050 9,664,792
RNYC Common Stock Fund:
Republic New York Corporation -
Common Stock 190,110 8,289,813 8,887,642
shares -----------
Total $66,779,127
-----------
-----------
</TABLE>
The net change in fair value of the Plan's investments (including
investments bought, sold, and held during the year) is separately
disclosed in the statement of changes in net assets available for
plan benefits.
The Plan calculates realized gains and losses and unrealized
appreciation (depreciation) as the difference between market value
and cost. The Internal Revenue Service ("IRS") Form 5500 calculates
realized gains and losses and unrealized appreciation (depreciation)
as the difference between current market value and market value at
the prior period year end.
(5) Plan Termination
While it has not expressed any intention to do so, the Bank may
terminate the Plan at any time. In the event of the termination
of the Plan, or if there is a complete discontinuance of
contributions, the account of each participant shall become
nonforfeitable and distributable in accordance with the provisions
of the Plan. No termination of the Plan shall permit any part of
the Funds to be used for or diverted to purposes other than for the
exclusive benefit of participants, former participants or
beneficiaries.
(6) Federal Income Taxes
The Plan has been determined by the Internal Revenue Service in its
tax qualification letter dated April 3, 1987 to be a qualified
tax-exempt plan under the provisions of Section 401(a) of the
Internal Revenue Code.
(7) The Manhattan Savings Bank Employee Thrift Incentive Plan Termination
Effective January 1, 1991, the Board of Trustees of The Manhattan
Savings Bank, a wholly-owned subsidiary of the Corporation,
agreed to terminate The Manhattan Savings Bank Employee
Thrift Incentive Plan. Such termination was subject to the
approval of certain regulatory filings by the Internal Revenue
Service. Effective January 1, 1991, all participants of The
Manhattan Savings Bank Employee Thrift Incentive Plan became fully
vested in their respective participant accounts including
employer's contributions and all regular salaried employees of The
Manhattan Savings Bank were eligible to participate in the Plan.
Upon receipt of the regulatory approval of the Application of
Determination Upon Termination, The Manhattan Savings Bank employees
were given the option to liquidate funds in their participant
account in total or liquidate the after-tax portion and roll over the
deferred-tax portion into the Profit Sharing and Savings Plan of
Republic National Bank of New York. Such regulatory approvals
were received in 1993 and approximately $389,000 of the assets of
the The Manhattan Savings Bank Employee Thrift Incentive Plan
were transferred to the Plan and recorded as employee contributions.
<TABLE>
Schedule 1
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Assets Held for Investment at End of Plan Year
December 31, 1993
<CAPTION>
No. of
units/ Fair
shares Cost value
<S> <C> <C> <C>
Aggressive Growth Fund:
Trust Fund Liquid Assets
Trust - prime obligations 210,867 $ 210,867 $ 210,867
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Aggressive
Investment Fund 14,150 2,931,671 4,549,522
----------- -----------
Total Aggressive Growth Fund $ 3,142,538 4,760,389
----------- -----------
----------- -----------
Common Stock Fund:
Trust Fund Liquid Assets
Trust - prime obligations 220,599 $ 220,599 220,599
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Common Stock
Investment Fund 16,128 6,112,481 11,355,362
----------- -----------
Total Common Stock Fund $ 6,333,080 11,575,961
----------- -----------
----------- -----------
Fixed Income Fund:
Trust Fund Liquid Assets
Trust - prime obligations 164,090 $ 164,090 164,090
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Fixed Income
Investment Fund 20,147 4,434,107 7,256,665
----------- -----------
Total Fixed Income Fund $ 4,598,197 7,420,755
----------- -----------
----------- -----------
Savings Fund:
Trust Fund Liquid Assets
Trust - prime obligations 228,978 $ 228,978 228,978
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Short Term
Money Fund 75,257 16,829,791 25,065,144
----------- -----------
Total Savings Fund $17,058,769 25,294,122
----------- -----------
----------- -----------
Managed Total Return Fund:
Trust Fund Liquid Assets
Trust - prime obligations 275,502 $ 275,502 275,502
Pooled Employee Benefit Trust
of Republic National Bank
of New York - Managed Total
Return Investment Fund 57,025 7,076,050 9,664,792
----------- -----------
Total Managed Total Return
Fund $ 7,351,552 9,940,294
----------- -----------
----------- -----------
RNYC Common Stock Fund:
Trust Fund Liquid Assets
Trust - prime obligations 193,122 $ 193,122 193,122
Republic New York Corporation -
Common Stock shares 190,110 8,289,813 8,887,642
shares ----------- -----------
Total RNYC Common Stock
Fund $ 8,482,935 9,080,764
----------- -----------
----------- -----------
</TABLE>
<TABLE>
Schedule 2
PROFIT SHARING AND SAVINGS PLAN OF
REPUBLIC NATIONAL BANK OF NEW YORK
Reportable Transactions
<CAPTION>
For the Year Ended December 31, 1993
Description of issue
<S> <C>
Purchases;
Single transactions:
No Reportable Transactions
Series of transactions:
No Reportable Transactions
Sales:
Single transactions:
No Reportable Transactions
Series of transactions:
No Reportable Transactions
</TABLE>
