-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, o2Enf0LY/BiIKBf6rkeHTDmTrLbESw6crzw1TdF0KwzTEPtpwdWFzzLLw+c9fqah g6lifYTw2MFUH80zR6BkyQ== 0000062709-94-000015.txt : 19941222 0000062709-94-000015.hdr.sgml : 19941222 ACCESSION NUMBER: 0000062709-94-000015 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940630 FILED AS OF DATE: 19941221 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN COMPANIES INC CENTRAL INDEX KEY: 0000062709 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 362668272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05998 FILM NUMBER: 94565622 BUSINESS ADDRESS: STREET 1: 1166 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123455000 FORMER COMPANY: FORMER CONFORMED NAME: MARLENNAN CORP DATE OF NAME CHANGE: 19760505 11-K 1 FORM 11K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT SEC NO. 1-5998 PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 1994 A. Full title of the Plan: MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: MARSH & McLENNAN COMPANIES, INC. 1166 Avenue of the Americas New York, NY 10036-2774 MARSH & McLENNAN COMPANIES, INC. INFORMATION REQUIRED FOR FORM 11-K ANNUAL REPORT MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN JUNE 30, 1994 ITEM 1. CHANGES IN THE PLAN There were no material changes which took effect during the year ended June 30,1994 with respect to the provisions of the Marsh & McLennan Companies Stock Investment Plan (the "Plan"). ITEM 2. CHANGES IN INVESTMENT POLICY There were no material changes which took effect during the year ended June 30, 1994 in the policy with respect to the kind of securities or other investments in which funds held under the Plan may be invested. ITEM 3. CONTRIBUTIONS UNDER THE PLAN Not applicable. ITEM 4. PARTICIPATING EMPLOYEES There were 9,892 participants in the Plan as of June 30, 1994. By fund, the participants had approximately 9,388, 2,299, 1,087 and 1,753 active accounts in the Stock Fund, Mutual Fund Shares Fund, Fixed Income Fund and Loan Fund, respectively. The total number of participants in the Plan was less than the sum of the number of accounts in the individual funds because some participants participated in more than one fund. ITEM 5. ADMINISTRATION OF THE PLAN (a) Bankers Trust Company acts as trustee of the Plan's assets. William M. Mercer, Inc., 301 Tresser Blvd., Stamford, Connecticut 06901 (a wholly-owned subsidiary of the Company), acts as recordkeeper, maintaining participant account records and preparing monthly valuations and quarterly reports. (b) All trustee, recordkeeping and audit fees were paid by Marsh & McLennan Companies, Inc. (the "Company") and not the Plan. ITEM 6. CUSTODIAN OF INVESTMENTS (a) Bankers Trust Company, 34 Exchange Place, Jersey City, N.J. 07303, acts as custodian of the securities and other investments of the Plan. (b) Custodian fees are paid by the Company, and not by the Plan; however, brokerage commissions and transfer taxes on stock purchases are paid by the Plan. (c) Bankers Trust Company carries a $125,000,000 Bankers' Blanket Bond in excess of a $10,000,000 deductible and $375,000,000 in Excess Transit Insurance. ITEM 7. REPORTS TO PARTICIPATING EMPLOYEES Each participant in the Plan receives a statement as of the end of each quarter setting forth their account balance. In addition, each participant in the Plan is provided with an employee benefits handbook containing Plan information and documents constituting part of a Prospectus related to the Plan. To obtain additional information about the Plan, participants may contact the Plan Administrator at: Marsh & McLennan Companies, Inc. 1166 Avenue of the Americas New York, New York 10036-2774 Telephone (212) 345-5000 ITEM 8. INVESTMENT OF FUNDS Not applicable. ITEM 9. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements The financial statements of the Plan are included in this Form 11-K and consist of the statements of financial condition of the Plan as of June 30, 1994 and 1993, the statements of income and changes in plan equity for each of the two years in the period ended June 30, 1994, and the report of Deloitte & Touche, independent public accountants, with respect thereto. This Form 11-K also includes the supplemental schedule of investments as of June 30, 1994 and 1993 and the supplemental schedule of reportable transactions for the period ended June 30, 1994. (b) Exhibits None. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the MARSH & McLENNAN COMPANIES INVESTMENT COMMITTEE has duly caused this annual report to be signed by the undersigned thereunto duly authorized. MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN (Name of Plan) Date: December 9, 1994 By: /s/ Frank J. Borelli Chairman, Investment Committee INDEPENDENT AUDITORS' REPORT To Marsh & McLennan Companies Investment Committee: We have audited the accompanying statements of financial condition of the Marsh & McLennan Companies Stock Investment Plan (the "Plan") as of June 30, 1994 and 1993, and the related statements of income and changes in plan equity for the years then ended. These financial statements are the responsibility of the Company'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, such financial statements present fairly, in all material respects, the financial condition of the Plan at June 30, 1994 and 1993, and the income and changes in plan equity for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of Investments and Reportable Transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information by fund in the statements of financial condition and the statements of income and changes in plan equity is presented for the purpose of additional analysis rather than to present the financial condition and income and changes in plan equity of the individual funds. The supplemental schedules and supplemental information by fund is the responsibility of the Company's management. Such supplemental schedules and supplemental information by fund have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE LLP December 9, 1994 New York, New York MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN STATEMENT OF FINANCIAL CONDITION JUNE 30, 1994 Supplemental Information By Fund Mutual Fund Fixed ASSETS Stock Shares Income Loan Total CASH AND CASH EQUIVALENTS $ 1,648,580 $ 94,720 $ 455,345 $ 179 $ 2,198,824 INVESTMENTS AT MARKET VALUE: Common stock of Marsh & McLennan Companies, Inc. (4,769,504 shares,cost $287,836,422) 397,657,396 - - - 397,657,396 Putnam Investors Fund, Inc. (910,404 shares, cost $7,528,285) - 6,946,380 - - 6,946,380 The Putnam Fund for Growth and Income (1,336,644 shares, cost $16,768,644) - 17,496,668 - - 17,496,668 Putnam Daily Dividend Trust (1,852,001 shares, cost $1,852,001) - 1,852,001 - - 1,852,001 Putnam American Government Trust (207,609 shares, cost $2,140,748) - 1,721,077 - - 1,721,077 Putnam Voyager Fund (1,135,735 shares, cost $10,947,648) - 12,334,080 - - 12,334,080 Fixed Income Fund (cost $100,876,367) - - 100,876,367 - 100,876,367 397,657,396 40,350,206 100,876,367 - 538,883,969 LOANS RECEIVABLE - PARTICIPANTS - - - 14,271,237 14,271,237 DIVIDENDS AND INTEREST RECEIVABLE 3,468,528 155,380 531,232 - 4,155,140 RECEIVABLE FROM (PAYABLE TO) COMPANY: Contributions (541,087) 65,216 10,266 - (465,605) Employee Deposits 61,763 9,831 9,381 - 80,975 (479,324) 75,047 19,647 - (384,630) TOTAL ASSETS $402,295,180 $ 40,675,353 $101,882,591 $14,271,416 $559,124,540 LIABILITIES AND PLAN EQUITY PAYABLE TO EMPLOYEES FOR PARTICIPANT LOANS $ - $ - $ - $ 691,795 $ 691,795 INTERFUND PAYABLE (RECEIVABLE) 604,308 38,778 48,709 (691,795) - PAYABLE FOR INVESTMENTS PURCHASED - 148,567 - - 148,567 PLAN EQUITY 401,690,872 40,488,008 101,833,882 14,271,416 558,284,178 TOTAL LIABILITIES AND PLAN EQUITY $402,295,180 $ 40,675,353 $101,882,591 $14,271,416 $559,124,540 See notes to financial statements.
MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN STATEMENT OF FINANCIAL CONDITION JUNE 30, 1993 Supplemental Information By Fund Mutual Fund Fixed ASSETS Stock Shares Income Loan Total CASH AND CASH EQUIVALENTS $ - $ - $ 19,994,505 $ 4 $ 19,994,509 INVESTMENTS AT MARKET VALUE: Common stock of Marsh & McLennan Companies, Inc. (4,767,684 shares, cost $268,861,611) 416,576,390 - - - 416,576,390 Putnam Investors Fund, Inc. (610,699 shares, cost $5,010,891) - 5,423,006 - - 5,423,006 The Putnam Fund for Growth and Income (957,516 shares, cost $11,473,213) - 13,022,223 - - 13,022,223 Putnam Daily Dividend Trust (2,139,994 shares, cost $2,139,994) - 2,139,994 - - 2,139,994 Putnam American Government Trust (194,745 shares, cost $2,098,480) - 1,795,553 - - 1,795,553 Putnam Voyager Fund (785,648 shares, cost $6,783,105) - 8,532,135 - - 8,532,135 Fixed Income Fund (cost $93,004,551) - - 93,004,551 - 93,004,551 416,576,390 30,912,911 93,004,551 - 540,493,852 LOANS RECEIVABLE - PARTICIPANTS - - - 9,031,993 9,031,993 DIVIDENDS AND INTEREST RECEIVABLE 3,219,138 46,552 580,782 34,108 3,880,580 RECEIVABLE FROM (PAYABLE TO) COMPANY: Contributions (8,808) 6,944 9,927 - 8,063 Employee Deposits 174,338 25,624 25,742 - 225,704 165,530 32,568 35,669 - 233,767 RECEIVABLE FOR INVESTMENTS SOLD 20,690 - - - 20,690 TOTAL ASSETS $419,981,748 $30,992,031 $113,615,507 $ 9,066,105 $573,655,391 LIABILITIES AND PLAN EQUITY PAYABLE TO EMPLOYEES FOR PARTICIPANT LOANS $ - $ - $ - $ 1,498,684 $ 1,498,684 INTERFUND PAYABLE (RECEIVABLE) 1,387,111 38,856 72,717 (1,498,684) - PAYABLE FOR INVESTMENTS PURCHASED 20,703 41,853 - - 62,556 PLAN EQUITY 418,573,934 30,911,322 113,542,790 9,066,105 572,094,151 TOTAL LIABILITIES AND PLAN EQUITY $419,981,748 $30,992,031 $113,615,507 $ 9,066,105 $573,655,391 See notes to financial statements.
MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY FOR THE YEAR ENDED JUNE 30, 1994 Supplemental Information By Fund Mutual Fund Fixed Stock Shares Income Loan Total INVESTMENT INCOME: Dividends $ 13,023,637 $ 2,693,894 $ - $ - $ 15,717,531 Interest 831,265 69,633 6,646,234 4,227 7,551,359 13,854,902 2,763,527 6,646,234 4,227 23,268,890 NET REALIZED AND UNREALIZED DEPRECIATION IN MARKET VALUE OF INVESTMENTS (19,880,777) (2,225,858) - - (22,106,635) (6,025,875) 537,669 6,646,234 4,227 1,162,255 CONTRIBUTIONS: Employers 17,081,405 191,749 423,597 - 17,696,751 Employees- Pre-tax 23,331,053 376,529 754,400 - 24,461,982 After-tax 6,952,167 81,135 206,782 - 7,240,084 Rollovers 369,644 2,571,292 295,684 - 3,236,620 47,734,269 3,220,705 1,680,463 - 52,635,437 DISTRIBUTIONS TO AND WITHDRAWALS BY EMPLOYEES (42,071,691) (2,698,920) (22,482,089) (354,965) (67,607,665) NET TRANSFERS BETWEEN FUNDS (16,519,765) 8,517,232 2,446,484 5,556,049 - INCREASE (DECREASE) IN PLAN EQUITY (16,883,062) 9,576,686 (11,708,908) 5,205,311 (13,809,973) PLAN EQUITY, June 30, 1993 418,573,934 30,911,322 113,542,790 9,066,105 572,094,151 PLAN EQUITY, June 30, 1994 $401,690,872 $40,488,008 $101,833,882 $14,271,416 $558,284,178 See notes to financial statements.
MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY FOR THE YEAR ENDED JUNE 30, 1993 Supplemental Information By Fund Mutual Fund Fixed Stock Shares Income Loan Total INVESTMENT INCOME: Dividends $ 13,066,934 $ 1,918,697 $ - $ - $ 14,985,631 Interest 37,397 1,267 7,557,690 56,310 7,652,664 13,104,331 1,919,964 7,557,690 56,310 22,638,295 NET REALIZED AND UNREALIZED APPRECIATION IN MARKET VALUE OF INVESTMENTS 48,234,094 2,044,684 - - 50,278,778 61,338,425 3,964,648 7,557,690 56,310 72,917,073 CONTRIBUTIONS: Employers 17,668,382 26,910 586,862 - 18,282,154 Employees- Pre-tax 22,449,766 53,326 1,031,385 - 23,534,477 After-tax 8,474,626 10,270 298,010 - 8,782,906 Rollovers 259,365 1,091,298 764,118 - 2,114,781 48,852,139 1,181,804 2,680,375 - 52,714,318 DISTRIBUTIONS TO AND WITHDRAWALS BY EMPLOYEES (48,309,145) (2,500,227) (19,619,477) (26,941) (70,455,790) NET TRANSFERS BETWEEN FUNDS (25,118,263) 4,420,773 11,660,754 9,036,736 - INCREASE IN PLAN EQUITY 36,763,156 7,066,998 2,279,342 9,066,105 55,175,601 PLAN EQUITY, June 30, 1992 381,810,778 23,844,324 111,263,448 - 516,918,550 PLAN EQUITY, June 30, 1993 $418,573,934 $ 30,911,322 $113,542,790 $ 9,066,105 $572,094,151 See notes to financial statements.
MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS JUNE 30, 1994 (1) Accounting for the Plan: The Marsh & McLennan Companies Stock Investment Plan (the "Plan") is a defined contribution plan which allows participants to contribute through payroll deductions from 2% to 12% of their salary, on a pre- and/or after-tax basis. The Company contributes to the Plan matching contributions in an amount equal to two-thirds of the aggregate amount of after-tax contributions and pre-tax contributions contributed by or on behalf of participants employed by it, but only up to the first six percent (6%) of the aggregate of such contributions made by or on behalf of each such participant. The Company's matching contributions to a participant are suspended for 12 months if the participant makes certain in-service withdrawals from their Account. Employee and Company contributions are subject to certain limitations in accordance with Federal Income Tax Regulations. The accompanying financial statements of the Plan have been prepared on an accrual basis. Interest and dividend income are recognized when earned. Security transactions are recorded on a trade date basis. The employee benefits handbook, containing Plan information and documents constituting part of a Prospectus, is provided to each participant in the Plan. (2) Related party transactions: The Putnam Investors Fund, Inc., The Putnam Fund for Growth and Income, the Putnam Daily Dividend Trust, the Putnam American Government Trust and the Putnam Voyager Fund are managed by a wholly-owned subsidiary of the Company. The recordkeeper for the Plan, William M. Mercer, Inc. is a wholly-owned subsidiary of the Company. (3) Loans receivable-participants: Effective April 1, 1993, plan participants may borrow funds from their account subject to certain limits and conditions. Outstanding loans, which are secured by the participants' interest in the Plan, are generally repaid through payroll deductions or, at the option of the participant, the total outstanding balance may be prepaid anytime after the completion of 12 months of payroll deduction repayments. Participants' loan repayments and any interest due are paid into the participants' account. During the Plan years ended June 30, 1994 and 1993, loans to participants amounted to $9,371,875 and $9,062,743, respectively and repayments from participants, including interest, amounted to $4,600,681 and $253,381, respectively. (4) Fixed income investments: The investments in the Fixed Income Fund are shown in thestatements of financial condition at cost plus accrued interest as of June 30, 1994 and 1993. The investments in the Fixed Income Fund are guaranteed by the issuing institution as to principal and interest. (5) Federal income taxes: The Internal Revenue Service has determined and informed the Company by a letter dated July 13, 1990, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code ("IRC"). The Plan has been amended since receiving the determination letter. However, the Company believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan's financial statements. (6) Payable for employees' accounts withdrawn: Payables to employees who have elected to withdraw from their account but have not yet been paid, amounted to $5,868,760 and $10,485,656 at June 30, 1994 and 1993, respectively. These amounts have not been accrued as liabilities in the accompanying financial statements. These amounts, however, have been accrued as liabilities on Form 5500 in accordance with Department of Labor regulations. (7) Subsequent event: The Plan is being amended and restated effective June 30, 1994, to conform to changes in the Internal Revenue Code and other modifications to the Plan since the last determination letter dated July 13, 1990. Effective July 1, 1994, the Company has applied for a new determination letter to convert the Plan to an Employee Stock Ownership Plan ("ESOP") as defined in the Internal Revenue Code. Conversion to an ESOP will provide participants with additional flexibility as to the receipt of dividends paid on Company Stock held by the Plan. SCHEDULE I MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN SUPPLEMENTAL SCHEDULE OF INVESTMENTS AS OF JUNE 30, 1994 AND 1993 PRINCIPAL AMOUNT OR NUMBER OF SHARES 1994 1993 1994 1993 COST MARKET COST MARKET 2,198,824 19,994,509 CASH AND CASH EQUIVALENTS $ 2,198,824 $ 2,198,824 $ 19,994,509 $ 19,994,509 COMMON STOCK: 4,769,504 4,767,684 MARSH & McLENNAN COMPANIES, INC. 287,836,422 397,657,396 268,861,611 416,576,390 MUTUAL FUNDS: 910,404 610,699 PUTNAM INVESTORS FUND, INC. 7,528,285 6,946,380 5,010,891 5,423,006 1,336,644 957,516 THE PUTNAM FUND FOR GROWTH AND INCOME 16,768,644 17,496,668 11,473,213 13,022,223 1,852,001 2,139,994 PUTNAM DAILY DIVIDEND TRUST 1,852,001 1,852,001 2,139,994 2,139,994 207,609 194,745 PUTNAM AMERICAN GOVERNMENT TRUST 2,140,748 1,721,077 2,098,480 1,795,553 1,135,735 785,648 PUTNAM VOYAGER FUND 10,947,648 12,334,080 6,783,105 8,532,135 39,237,326 40,350,206 27,505,683 30,912,911 FIXED INCOME FUND: INSURANCE COMPANY GUARANTEED INVESTMENT CONTRACTS: 15,962,152 15,109,420 COMMONWEALTH INSURANCE COMPANY, VARIABLE RATE, OPEN ENDED 15,962,152 15,962,152 15,109,420 15,109,420 - 11,114,852 EQUITABLE LIFE COMPANIES 9.90%, DUE MARCH 31, 1993 - - 11,114,852 11,114,852 4,071,741 - EQUITABLE LIFE COMPANIES 9.90%, DUE SEPTEMBER 30, 1994 4,071,741 4,071,741 - - 5,493,104 14,960,793 PROVIDENT NATIONAL ASSURANCE COMPANY, 10.15%, DUE SEPTEMBER 30, 1994 5,493,104 5,493,104 14,960,793 14,960,793 23,199,906 21,633,631 PRUDENTIAL INSURANCE COMPANY, 7.24%, DUE JULY 31, 1996 23,199,906 23,199,906 21,633,631 21,633,631 15,848,843 15,092,699 PRINCIPAL MUTUAL LIFE INSURANCE CO., 5.01% DUE MARCH 31, 1995 15,848,843 15,848,843 15,092,699 15,092,699 15,870,454 15,093,156 HARTFORD LIFE INSURANCE COMPANY, 5.15%, DUE MARCH 31, 1995 15,870,454 15,870,454 15,093,156 15,093,156 10,109,762 - METROPOLITAN LIFE INSURANCE COMPANY, 6.75%, DUE MARCH 31, 1999 10,109,762 10,109,762 - - 10,320,405 - TRAVELERS INSURANCE COMPANY, 5.58%, DUE SEPTEMBER 30, 1997 10,320,405 10,320,405 - - 100,876,367 100,876,367 93,004,551 93,004,551 LOANS RECEIVABLE - PARTICIPANTS 14,271,237 14,271,237 9,031,993 9,031,993
$444,420,176 $555,354,030 $418,398,347 $569,520,354 SCHEDULE II MARSH & McLENNAN COMPANIES STOCK INVESTMENT PLAN SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE TWELVE MONTHS ENDED JUNE 30, 1994 CURRENT NET DESCRIPTION OF ASSET COST OF ASSET VALUE OF ASSET GAIN (LOSS) TRANSACTIONS BY ISSUE: BANKERS TRUST COMPANY OF NEW YORK PYRAMID CASH TEMPORARY FUND INVESTMENTS 447 PURCHASES $63,108,349 $63,108,349 $ - 233 SALES 80,904,034 80,904,034 -
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