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HomeMy WebLinkAboutAgenda Fire Pension 090814THE RESOURCE CENTERS , LLC 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 Phone (561) 624-3277 Fax (561) 624-3278 WWW.RESOURCECENTERS.COM PALM BEACH GARDENS FIREFIGHTERS’ PENSION FUND Meeting of Monday September 8, 2014 Location: City Hall, Council Chambers Palm Beach Gardens City Hall 10500 North Military Trail Palm Beach Gardens, FL 33410 Time: 9 AM AGENDA 1. Call Meeting to Order 2. Public Comments 3. Minutes: • Regular Meeting Held on August 6, 2014 4. Robbins Geller Rudman & Dowd, LLP (Robert Robbins) • Memo Regarding Bancorp South, Inc. 5. Investment Monitor Report: The Bogdahn Group (Dan Johnson) • GHA Memo Regarding Personal Changes 6. Attorney Report: Sugarman & Susskind, P.A. (Pedro Herrera) 7. Administrative Report: Resource Centers (Audrey Ross) • Disbursements • Benefit Approvals • DROP & Share Accounting Proposal 8. Old Business 9. New Business 10. Other Business • Service Provider Contract & Review - PRC 11. Next Scheduled Meeting: Wednesday November 5, 2014 @ 1 PM. 12. Adjourn PLEASE NOTE: Should any interested party seek to appeal any decision made by the Board with respect to any matter considered at such meeting or hearing, he will need a record of the proceedings, and for such purpose he may need to insure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. In accordance with the Americans With Disabilities Act of 1990, persons needing a special accommodation to participate in this meeting should contact The Resource Centers, LLC no later than four days prior to the meeting. ou x w 0 X -n N (o (n < < (o a, U .. m X N m v 0 < v a m 0 m G) sp 0 oo V o c 0 n cn m (D o 7 c y (D cn < C) cn N m DCL a 0 C-) c D D cn o c c ° 3 cDi c D; P (D v 2 o DO O co A N W N � C) N O N O N O_ N O N O N O_ D O N p O N r w CD v CD c v CD CD CD Wo w co co w N U7 > m O O � 0 N O_ O_ N O_ O_ O rn -n p ' p < r m cn *-1 cr (o U3 CD CD m CL m (D OD co m m 'G 0 CL - 1 0 0 m 0 - rr i �r cn (D -0 �r a; N� o ; ADMINISTRATIVE SERVICES AGREEMENT BETWEEN CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND AND THE PENSION RESOURCE CENTER This agreement made as of this 1St_day of February, 2011, by and between the CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND (hereinafter referred to as "Pension Trust Fund ") and THE PENSION RESOURCE CENTER, a Florida Corporation (hereinafter referred to as "Administrative Manager "). WITNESSETH: WHEREAS Part II, Chapter 38, Section 38- 54(a)(1) of the City of Palm Beach Gardens Code establishes the Pension Fund and a related trust for the purpose of providing benefits to certain employees and paying the expenses related thereto; and WHEREAS, Section 38 -53(4) of the Code of Ordinances of the City of Palm Beach Gardens authorizes the Pension Trust Fund's Board of Trustees to engage the services of an Administrative Manager to administer the Pension Trust Fund's operations; and WHEREAS, the Administrative Manager is engaged in the business of rendering administrative management services to employee benefit plans; and WHEREAS, the Pension Trust Fund is familiar with the experience and reputation of the Administrative Manager in rendering these services; and WHEREAS, the Pension Trust Fund has determined that it is in the best interest of the participants and beneficiaries of the fund to engage the services of the Administrative Manager upon the terms and conditions hereinafter set forth. NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements contained herein, the parties agree as follows: Section 1 Administrative Manager A. Engagement — The Pension Trust Fund hereby engages and retains the Administrative Manager who hereby accepts the engagement and retainer -1- by the Pension Trust Fund to serve as Administrative Manager of the Pension Trust Fund. B. Duties and Responsibilities — Without limiting the generality of the foregoing, it is mutually acknowledged and agreed that the Administrative Manager is engaged to perform those duties and responsibilities of the Pension Trust Fund as Administrative Manager which are delegated to it in accordance with the express terms of this agreement. C. Limitation of Authority — The Administrative Manager shall not: 1. Exercise any discretionary authority or discretionary control respecting the management of administration of the Pension Trust Fund; or 2. Exercise any independent authority or control with respect to the management or disposition of the assets of the Pension Trust Fund; or 3. Render investment advice with respect to any monies or property of the Pension Trust Fund. Section 2 Duration This agreement shall become effective on the 1st day of February, 2011 and shall continue until otherwise terminated in accordance with the terms of this agreement. Section 3 Fees A. Basic Fee — In consideration of the administrative services to be performed as agreed above, the Pension Trust Fund agrees to pay the Administrative Manager such fees as are provided in Exhibit A of this agreement. This fee shall not be increased for a period of two (2) years commencing from the effective date of this agreement. B. Expenses — All extraordinary expenses such as postage, mass mailings, overnight delivery charges, and special travel expenses reasonably and necessarily incurred by the Administrative Manager shall be reimbursed by the fund. Section 4 Services -2- The Administrative Manager shall be responsible for and in charge of all administrative services required of it by the Pension Trust Fund for the proper and complete administration of the fund. The Administrative Manager shall perform the services as set forth within the Schedule of Administrative Services, Exhibit B of this Agreement. Section 5 Obligations of Administrative Manager It is mutually covenanted and agreed that all services rendered by the Administrative Manager to or on behalf of the Pension Trust Fund shall be performed with reasonable dispatch and shall be performed in a manner which is adequate and convenient to the Pension Trust Fund and the participants and beneficiaries of the Pension Trust Fund. The Administrative Manager shall familiarize itself with the basic documents under which the Pension Trust Fund is established and render all services in accordance with said documents. The Administrative Manager shall perform all obligations under this agreement in accordance with the provisions of and pursuant to Florida Statutes, Section 112.656(2). By execution of this agreement, the Administrative Manager acknowledges that it is a fiduciary of the Pension Trust Fund within the meaning of §112.656, Florida Statutes. Section 6 Records A. The Pension Trust Fund will turn over to the Administrative Manager true copies of all records, reports, information and other data pertaining to this Pension Trust Fund. The Administrative Manager may rely upon the completeness and accuracy of the records, reports, and data delivered to it. B. The Administrative Manager shall be responsible for assisting in the maintenance of records of the fund in the computer system of the Pension Trust Fund. C. In the course of performing its administrative services hereunder, the Administrative Manager shall notify the Pension Trust Fund of any information, records or reports which are necessary to maintain the business of the Pension Trust Fund and shall assist the Pension Trust Fund in obtaining said information. Section 7 Reports -3- -5- Section 13 Entire Agreement This agreement constitutes the entire understanding and agreement by the parties hereto and shall not be modified, amended or revoked except by the express written consent of the parties. Section 14 Termination This agreement may be terminated by the Pension Trust Fund on thirty (30) days' written notice, or by the Administrative Manager on ninety (90) days written notice, with or without cause. In the event of a termination, the Administrative Manager agrees to promptly (not to exceed 30 days) turn over to the successor Administrative Manager or such other party designated by the Pension Trust Fund, all records, reports or documents belonging to the Pension Trust Fund and in possession of the Administrative Manager. IN WITNESS WHEREOF, the parties who caused this agreement to be executed on the date set forth. DATED at Palm Beach Gardens, Palm Beach County, Florida this _ day of February, 2011. CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND Chairperson Administrative Manager: The Pension Resource Center 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 BY: CEO Print Name: -6- ADMINISTRATIVE SERVICES AGREEMENT BETWEEN CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND AND THE PENSION RESOURCE CENTER EXHIBIT A FEE SCHEDULE In consideration of the administrative services to be performed as agreed in the foregoing agreement, the Pension Trust Fund shall pay the Administrative Manager a monthly retainer fee, to be billed in arrears. The monthly fee shall be: One Thousand Six Hundred Twenty Five Dollars ($1,625.00), and shall include normal travel, copying and attendance at up to six (6) meetings of the Board. Monthly retainer fee shall automatically increase by 4% to $1,690.00 effective February 1, 2012. Such fees shall be billed accordingly as indicated below. Fee Structure • A monthly fee of One Thousand Six Hundred Twenty Five Dollars ($1,625.00) • Conversion Fee (System Programming Charge — If Applicable) — Actual cost • Additional Meetings (to include 7t" meeting and all additional meetings thereafter in one calendar year) - $350.00 per meeting • Set -Up Fee: Per Disability Application or Retirement Application - $100.00 Medical Records Request (Disability Application) - $25.00 per request Annual Fee Adjustment — 4% increase The Administrative Manager shall notify the Pension Trust Fund at least ninety (90) days in advance of any proposed changes in this fee structure. ADMINISTRATIVE SERVICES AGREEMENT BETWEEN CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND AND THE PENSION RESOURCE CENTER EXHIBIT B SCHEDULE OF ADMINISTRATIVE SERVICES 1. TRUSTEES a. Cooperate and Assist: Cooperate with and assist the Board of Trustees by making their job as simple and easy as possible and following their instructions /directions at all times. b. Board of Trustees Meetings: (1) Notify all interested parties (in writing) of the time, date and place of the Board of Trustees meeting. Arrange for necessary reservations when requested. (2) Prepare and distribute, as required, the agenda, minutes of the last meeting, financial statements, any and all reports and all other items to be considered by the Board at that meeting. (3) A responsible representative shall attend all Board of Trustees' meetings. C. Reports: Prepare and furnish the Board of Trustees with all necessary reports, keeping them advised concerning all matters. Reports shall include but not be limited to the following: (1) Other reports and analysis as may be required for effective administration of the Fund and to keep the Board of Trustees apprized at all times. d. Office Procedures: Establish and maintain accepted rules of internal office procedure. Maintain permanent, true and accurate copies of all Fund documents, including amendments thereto, insurance policies, contracts, government reports, minutes, summary plan descriptions, brochures, forms, and all other Fund related materials. e. Personnel: Hire, train, and supervise selective personnel to perform in an efficient manner. Conduct of personnel must be in the best interest of the Fund and its participants. f. Forms: Advise the Board of Trustees concerning forms proposed for the administration of the Fund and /or important changes thereto. 2. CONSULTANT & ACTUARY a. Cooperate and Assist: Cooperate with and assist the Consultant and /or Actuary by making available information on file. b. Forms and Procedure: Advise and work with the Consultant and /or Actuary concerning forms and procedures for the Administration of the Fund. C. Participant Work History Furnish periodic (usually annually) reports, reflecting the work history of each participant and other pertinent data required to prepare consultant and /or actuarial reports. 3. ATTORNEY Cooperate and Assist: Cooperate with and assist designated Attorney concerning any legal matters, as directed by the Board of Trustees. 4. AUDITOR a. Cooperate and Assist: Cooperate with and assist the C.P.A. firm selected to facilitate the annual audits. b. Records and Bookkeeping_ Maintain complete and accurate accounting records in accordance with accepted accounting practice. C. Summary Annual Report: Cooperate with and assist Fund Auditor in the preparation of the Summary Annual Report. Distribute the Summary Annual Report and any other financial information as required by the Division of Retirement, U.S. Department of Labor and /or Internal Revenue Service. 5. BANKS & INVESTMENT MANAGERS I� Coordinate with banks and other financial institutions pursuant to procedures and practices as established by the Board of Trustees. 6. OFFICE OF THE TRUST FUND The Administrative Office shall also be known as the office at the Fund. 7. HUMAN RESOURCE DEPARTMENT a. Cooperate and Assist: Cooperate with and assist the Human Resources Department, as directed by the Board of Trustees. b. Contribution Reports & Records: (1) Determine and verify the accuracy of contribution reports. (2) Maintain records of contributions received and number of employees. Furnish annual list of total contributions to the Fund auditor. (3) Advise the bank of the amount to transfer from the Escrow account, pursuant to procedures and direction as established by the Board of Trustees. 8. PARTICIPANTS a. Eli ibili : Determine the Fund's eligibility of participants pursuant to rules established by the Board of Trustees and maintain an updated report of same. Furnish copies of the report to interested parties. b. Summary Plan Description & Descriptive Literature: Assist in the preparation /publication of booklets (Summary Plan Description) and related materials as directed by the Board of Trustees. C. Participation Verification & Benefit Statements: Will determine and verify all participation. Provide annual benefit statement to participants, if requested. d. Claimant: Assist claimants in filing pension applications. Counsel to participants concerning benefit programs and their available options. -10- 9. PENSION PROCESSING a. Pre - Retirement Options: Notify eligible participants of their retirement options provided for by the pension plan. Design and mail forms to eligible participants; forms to be approved by the Board of Trustees, Fund Counsel and Fund Consultant. Fund office will maintain a file of completed and signed election forms. b. Pension Applications: Receive applications for pension benefits and review for completeness. Obtain any additional supporting documents required. Process applications in accordance with Fund Rules and calculate the benefits payable. Notify the Board of Trustees for pre - approval. 10. FORMS & PRINTING a. Forms: Recommend practical and uniform forms and other printed material. b. Printing: Arrange for the printing and distribution of all forms required for the administration of the Fund. GARCIA HAM I LTO N’~ASSOCIATES,L.R 5 HousToN CENTER 1401 MCKINNEY,SUITE 1 600 HOUSTON,TX 77010-4035 TEL:(713)853-2322 August 4,2014 FAX:(713)853-2308 WWW.GARCIAHAMILTONASSOCIATES.COM Rick Rhodes P.O.Box 391 Palm City,FL 34991 Dear Mr.Rhodes: We have great news to share! First,our firm was just named the “2014 Fixed Income Investment Grade Manager of the Year by Institutional Investor.”We have included a flyer regarding the special award. Second,we continue to grow our fixed income assets.We now offer fixed income management all along the yield curve including enhanced cash,one year,1-3 year,intermediate and broad market.And,we recently crossed $4.0 billion in fixed income assets! Third,we continue to add staff.We have added a new investment analyst with almost 20 years of market experience as well as two new client service associates. But most importantly,we are thrilled to announce the first new firm partners since 2008.After becoming IOO°o internally owned in 2010,we decided to wait before making any new ownership changes.Now,we are happy to announce that Nancy Rodriguez,Ruby Munoz Dang and Stephanie Roberts have been named firm Partners.Nancy has been with the firm for 16 years and has been a Portfolio Manager for three years.She helped build our bond business when she was assigned to work in the fixed income department in Januaiy 2002.Meanwhile,Ruby Munoz Dang has held a variety of positions since she joined the firm 21 years ago.She has been an equity trader and analyst over the years and was promoted to Director of Marketing &Client Services last year.Finally,Stephanie Roberts works closely with Ruby and has traveled a similar path over her 14 year tenure with the firm. With our three new Partners,our MWBE status is enhanced with almost 84°o of the firm held by women and minority partners.Furthermore,we are now an MBE firm with just over 54°o of the firm held by minority partners. Thanks for all of your continued support of the firm and our 27 employees.Please join me as we recognize the incredible contributions that our new partners Nancy Rodriguez,Ruby Munoz Dang and Stephanie Roberts have made to our firm over the past several years.Please do not hesitate to contact us if you have any questions. Gilbert Andrew Garcia,CFA Managing Partner IjisfltiUionul 1111 eStO1~≥Wwa~a~ W///////////4~14 ‘Y///////////// FIXED INCOME INVESTMENT GRADE MANAGER OF TH~YEAR Enclosure PALM BEACH GARDENS FIREFIGHTERS’ PENSION FUND MINUTES OF MEETING HELD AUGUST 6, 2014 A meeting of the Board of Trustees was called to order at 1:05PM at Council Chambers, Palm Beach Gardens, Florida. Those persons present were: TRUSTEES OTHERS Rick Rhodes, Chair Audrey Ross, Administrator Martin Cohen, Vice Chair Pedro Herrera, Attorney Tom Murphy, Secretary Troy Brown, Investment Consultant Mark Joyce Jon Carrier, PBG Firefighter (active) PUBLIC COMMENTS N/A MINUTES The Board reviewed the minutes of the regular meeting held on July 7, 2014. A motion was made by Martin Cohen to approve the minutes of the July 7, 2014 regular meeting. The motion was seconded by Mark Joyce and carried 4-0. INVESTMENT MONITOR REPORT: THE BOGDAHN GROUP (TROY BROWN) Mr. Brown notified the Board that ICMA is all set up and the members that elected the self-directed DROP account with ICMA are all enrolled. Mr. Brown reviewed the performance report as of June 30, 2014. He noted that the Plan’s allocation to real estate in still underweighted, but they do have another capital call of $500K on August 18, 2014 that will bring up the allocation target. For the quarter the total fund was slightly under the index at 3.79% versus 3.96% net of fees, but for the fiscal year they are ahead at 13.33% net of fees versus the index at 12.51%. Mr. Brown briefly reviewed each manager’s performance and commented that all the manager’s outperformed with the exception of the international equity managers. Overall the fund is taking less risk but getting more a return for it as well. Mr. Brown stated that the portfolio is very strong and doing very well and he does not have any recommendations at this time for any rebalancing or in regards to any of the managers. Lastly Mr. Brown briefly reviewed the July 31, 2014 flash performance report. He noted that July was not the best month so far as the fund is down -1.8% for the month, but for the fiscal year they are still up 11.1%. Mr. Brown stated that he still feels very comfortable with how the portfolio is positioned and their assets are now up to $67.3M. ATTORNEY REPORT: SUGERMAN & SUSSKIND (PEDRO HERRERA) Mr. Herrera reviewed his memo regarding his opinion on the Chapter 175 money and how it is paid out to the participants. He explained that the Plan would need to revise the Ordinance in order to pay out the Share accounts in a more timely and reasonable manner. The Trustees noted that they would like to work on revising the Ordinance, but in the meantime the Board would like to make a reasonable interpretation and also have a 2 policy surrounding it so that members are not waiting such a long time for a payment from their accounts. The Trustees had a lengthy discussion. A motion was made by Tom Murphy to interpret the “valuation date” in the Ordinance under the Share accounting/payment section to be the date that the Board reviews and approves the valuation at their pension meeting. The motion was seconded by Martin Cohen and carried 4-0. The Trustees also directed Mr. Herrera to draft some revised ordinance language to reflect that when a member elects to take a distribution from their Share account, then it will occur at the end of a quarter. Mr. Herrera reminded the Trustees that their Form 1 Disclosures where due July 1, 2014. Lastly Mr. Herrera notified the Trustees of the different upcoming Trustee educational opportunities. ADMINISTRATIVE REPORT: RESOURCE CENTERS (AUDREY ROSS) DISBURSEMENTS The Board reviewed the disbursements presented for approval by the Administrator. A motion was made by Tom Murphy to approve the disbursements as presented by the Administrator. The motion was seconded by Mark Joyce and carried 4-0. BENEFIT APPROVALS The Board reviewed the application for distribution of Share account for Shawn Reid and the applications to exit the DROP for James Kreidler & Jerry Brown. A motion was made by Tom Murphy to approve the application for distribution of Share account for Shawn Reid and the applications to exit the DROP for James Kreidler and Jerry Brown. The motion was seconded by Mark Joyce and carried 4- 0. NEW BUSINESS Mr. Murphy asked in general if someone can come after a member’s pension due to a liability they may have or owe. Mr. Herrera stated that generally speaking someone cannot sue you and go after your pension, as your pension with the City is only susceptible to child support and alimony. OLD BUSINESS Ms. Ross stated that she received the responses from the Auditor RFP that was recently issued and she put together a summary sheet that compares each firm’s size, location, fees, etc. The Trustees had a lengthy discussion on the results. A motion was made by Mark Joyce to hire Steven I. Gordon, CPA as the Plan’s auditor effective with the September 30, 2014 financial statements, and to also authorize the Plan’s Attorney to review the audit engagement letter and once approved, the Chairman will execute. The motion was seconded by Tom Murphy and carried 4-0. OTHER BUSINESS 3 The Trustees reviewed their Custodial services contract with Regions bank and noted that they are pleased with the services and therefore do not wish to take any action right now and will remain with Regions Bank as is. There being no further business, the meeting adjourned at 2:46PM. Respectfully submitted, Tom Murphy, Secretary THE PENSION RESOURCE CENTER, LLC 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 Phone (561) 624 -3277 Fax (561) 624.3278 WWVU.RESOURCECENTERS.COM PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND DISBURSEMENTS JULY 7, 2014 • BOGDAHN GROUP $ 5,625.00 (Consulting Fee for the QE 6/30/2014) • FPPTA $ 60.00 (2013 CPPT Renewal Fee for Morejon & Murphy) • FOSTER & FOSTER, INC. $ 1,124.00 (Actuarial Services thru May 31, 2014) • REGIONS MORGAN KEEGAN TRUST $ 4,092.31 (Custodial Fees for April & May 2014) • RESOURCE CENTERS $ 3,318.15 (Administrator Fees for June & July 2014) • SUGARMAN & SUSSKIND $ 2,622.00 (Legal Fees for April & May 2014) Total Disbursements for Approval $16,841.46 (Trustee) (Trustee) 4901 Vineland Rd Suite 600 Orlando, FL 32811 C • Palm Beach Gardens Firefighters' Pension Email: Audrey Ross Email: Payment Group Invoice Date Invoice # 6/13/2014 10528 Description Amount Performance Evaluation and Consulting Services 4/1/14- 6/30/14 5,625.00 Balance Due $5,625.00 THE RESOURCE CENTERS, LLC 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 Phone (561) 624 -3277 Fax (561) 624 -3278 WWW.RESOUxCECENtERS.COty[ VIA EMAIL• mindy iohnson@reaions.com_ June 19, 2014 Mindy Johnson Regions Morgan Keegan 1511 North Westshore Blvd., Suite 850 Tampa, FL 33607 RE: Palm Beach Gardens Firefighters' Pension Fund Disbursement Request Dear Mindy: Please process the following payment: • $60.00 payable to FPPTA for Tom Murphy's & Ed Morejon's 2013 CEU fees. Please mail the payment to: 2946 Wellington Circle East, Tallahassee, FL 32309. *Please include a copy of the attached invoices with each corresponding payment* If you have any questions regarding these expenses, please do not hesitate to contact our office. Thank you. Sincerely, Audrey Ross Administrator Florida Public Pension Trustees Association TRVST RS 2013 CPPT Continuing Education Units Verification Form PENSION\ Cit ,i` /tip State: Zip: Phone: E -mail: s o C u. . CEU Information: Please mark the programs you have attended. You no longer have to mark FPPTA events because they are recorded and counted by the FPPTA office. 5 Continuing Education Units ❑ State of Florida Police Officers & Firefighters Trustees School, May 20 -22, 2013, Tallahassee, FL ❑ NCPERS Annual Conference, May 18 -19, 2013, Hilton Hawaiian Village, Honolulu, HI • NCTR, October 5 -9, 2013, Omni Shoreham Hotel, Washington DC • NPEA, November 1 -6, 2013, The Mills House Hotel, Charleston, SC ❑ State of Florida Police Officers & Firefighters Trustees School, October 22 -24, 2013, Doubletree at SeaWorld, Orlando, FL ❑ International Fo dation of Employe enefit Plans Annual Conference (various locations) Designee Signatu Date: 4 L Please mail this CEU form /i oice along with £ your payment to: a e Use Only !! ❑ Paid by check ❑ Paid by credit card FPPTA 2946 Wellington Circle East Amount paid:____ —_ Tallahassee, Fl 32309 Date paid: _____ —_ Phone: 800 - 842 -4064 Gas__ Date Fax: 850- 668 -8514 _ E -mail: fppta @fppta.org $30 Re- Certification Fee for 2013. This Form Must Accompany Payment. P ent Method: ❑ Check enclosed Due to federal compliance regulations, credit card payments must be made through our secure web site. FPPTA will no longer accept credit card information on our forms. As always, you may choose check to follow for payment. Florida Public Pension Trustees Association AS'i(H'lAT7Oti 2013 CPPT Continuing Education Units Verification Form TPI)STERS z sstort 2013 Annual Re- Certification Invoice (this form must be returned.) FLORWA €' t,t�tttt�r� i CEU Information: Please mark the programs you have attended. You no longer have to mark FPPTA events because they are recorded and counted by the FPPTA office. 5 Continuing Education Units ❑ State of Florida Police Officers & Firefighters Trustees School, May 20 -22, 2013, Tallahassee, FL ❑ NCPERS Annual Conference, May 18 -19, 2013, Hilton Hawaiian Village, Honolulu, HI • NCTR, October 5 -9, 2013, Omni Shoreham Hotel, Washington DC • NPEA, November 1 -6, 2013, The Mills House Hotel, Charleston, SC ❑ State of Florida Police Officers & Firefighters Trustees School, October 22 -24, 2013, Doubletree at SeaWorld, Orlando, FL ❑ International Fou dation of Employee Be'jWfit Plans Annual Conference (various[ locations) Designee Signature• Date: 1 i Please mail this CEU form /invoice to g with c;j bfficeUseOnly your payment to: ❑ Paid by check ❑ Paid by creditcard FPPTA 2946 Wellington Circle East Tallahassee, Fl 32309 Phone: 800 - 842 -4064 Fax: 850-668-8514 E -mail: fppta @fppta.org Amount paid: Date paid: - - - -_ —_ GBS Date e- Certification Fee for 2013. This Form Must Accompany Payment. Payment Method: deck enclosed Due to federal compliance regulations, credit card payments must be made through our secure web site. FPPTA will no longer accept credit card information on our forms. As always, you may choose check to follow for payment. -► FOSTER & FOSTER Phone: (239) 433 -5500 Fax: (239) 481 -0634 data @foster - foster.com www.foster - foster.com Palm Beach Gardens Firefighters' Pension Fund c/o The Resource Centers 4360 Northlake Blvd., Suite 206 Palm Beach Gardens, FL 33410 Preparation for and attendance at the May 7, 2014 Board meeting. Invoice Date Invoice A 6/18/2014 6137 -` Net 30 7/18/2014 Amount 224.00 Preparation of DROP account balance schedules: BUSSEY, MAUSER, OLSEN, VAZQUEZ, BROWN, DONAWAY, HAYWOOD, HOLDER, JARRELL, MOREJON, OLLIFF, TIMMER Balance Due Thank you for your business! Please make all checks payable to: Foster & Foster, Inc. 13420 Parker Commons Blvd, Suite 104 Fort Myers, FL 33912 900.00 $19124.00 X ` mw# � +u ,i REGIONS Post Office Box Alabama a 4sv STATEMENT OF TRUSTEES FEES INVOICE DATE 05/08/2014 ACCOUNT # 2850000239 ACCOUNT NAME: PB GARDENS FIRE J. SCOTT BAUR PENSION RESOURCE CENTER 4360 NORTHLAKE BLVD, SUITE 206 PALM BEACH GARDEN FL 33410 MARKET VALUE PERIOD ENDING 04/30/2014 60,928,842.66 0.0000083333 50,773.83 50,773.83 $ 50,773.83 FEE CALCULATION DETAIL 04/01/2014 - 04/30/2014 ITEM AMOUNT DISCOUNT: PERIOD ENDING 04/30/2014 48,742.88 - TOTAL $ 48,742.88- INVOICE NUMBER 89507 $ 6,034.50 SUMMARY OF ACCOUNT ITEM PREVIOUS BALANCE 4,003.55 AMOUNT CURRENT FEE: 2,030.95 _ BALANCE DUE $ 6,034.50 DISCOUNT FEE CALCULATION DETAIL 04/01/2014 - 04/30/2014' 48,742.88 - * * * * * * * * * * * * * * * ** * * * * * * * * * * * * * * * * * * * * * ** * * * * * * * * * * * ** * * * * * * * * * * * ** FOR CURRENT PERIOD DESCRIPTION / RATE FEE TOTAL PERIOD 04/01/2014 BASIS CONSOLIDATED MARKET VALUE PERIOD ENDING 04/30/2014 60,928,842.66 0.0000083333 50,773.83 50,773.83 $ 50,773.83 FEE CALCULATION DETAIL 04/01/2014 - 04/30/2014 ITEM AMOUNT DISCOUNT: PERIOD ENDING 04/30/2014 48,742.88 - TOTAL $ 48,742.88- 3� , SUMMARY OF FEE CALCULATION DETAIL ITEM AMOUNT ------------------ MARKET VALUE 50,773.83 DISCOUNT 48,742.88 - TOTAL AMOUNT DUE FOR CURRENT PERIOD $ 2,030.95 FOR FEE CALCULATION PERIOD 04/01/2014 - 04/30/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL FEE 2850000140 PB GAR BERGEL 0.082737790 1.68 BILL TO A/C 2850000239 2850000159 PB GAR FETTERMAN 0.00000000% 0.00 BILL 2850000168 PB GAR OLSEN 0.64922810% 13.19 BILL TO A/C 2850000239 2850000220 PB GAR VAZQUEZ 0.23686439% 4.81 BILL TO A/C 2850000239 2850000239 PB GARDENS FIRE 34.23367317% 695.27 BILL 2850000266 PB GARDENS RBC 5.64290909% 114.60 BILL TO A/C 2850000239 2850000275 PB GAR MAUSER 0.08795051% 1.79 BILL TO A/C 2850000239 2850000284 PB GAR BUSSEY 0.15171900% 3.08 BILL TO A/C 2850000239 2850000337 PB GAR FMI 9.46185245% 192.17 BILL TO A/C 2850000239 3� , 3 Post Alabama STATEMENT OF TRUSTEES FEES INVOICE DATE 05/08/2014 2 FOR FEE CALCULATION PERIOD 04/01/2014 - 04/30/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL FEE 3350000088 PB GARD FIRE LC 22.46651625% 456.28 BILL TO A/C 2850000239 3350000097 PB GARD FIRE FXD 10.51251621% 213.50 BILL TO A/C 2850000239 3350000104 PB GARD FIRE AGN 10.52396625% 213.74 BILL TO A/C 2850000239 3350000113 PB GAR DANA SC 5.95006679% 120.84 BILL TO A/C 2850000239 ACCOUNT NAME PERCENTAGE MARKET VALUE 2850000140 PB GAR BERGEL 0.08273779% 50,411.18 2850000159 PB GAR FETTERMAN 0.00000000% 2850000168 PB GAR OLSEN 0.64922810% 395,567.17 - 2850000220 PB GAR VAZQUEZ 0.23686439% 144,318.73 2850000239 PB GARDENS FIRE 34.23367317% 20,858,180.86 2850000266 PB GARDENS RBC 5.64290909% 3,438,159.20 2850000275 PB GAR MAUSER 0.08795051% 53,587.23 2850000284 PB GAR BUSSEY 0.15171900% 92,440.63 2850000337 PB GAR FMI 9.46185245% 5,764,997.19 3350000088 PB GARD FIRE LC 22.46651625% 13,688,588.34 3350000097 PB GARD FIRE FXD 10.51251621% 6,405,154.46 3350000104 PB GARD FIRE AGN 10.52396625% 6,412,130.84 3350000113 PB GAR DANA SC 5.95006679% 3,625,306.83 FEES ARE DUE WITHIN 120 DAYS OF THE INVOICE DATE. ANY FEE NOT PAID WILL BE CHARGED TO THE TRUST. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT ANDREW SINCLAIR AT 813 - 639 -3328 :' II me- STATEMENT OF TRUSTEES FEES INVOICE DATE 06/10/2014 ACCOUNT # 2850000239 ACCOUNT NAME: PB GARDENS FIRE J. SCOTT BAUR PENSION RESOURCE CENTER 4360 NORTHLAKE BLVD, SUITE 206 PALM BEACH GARDEN FL 33410 INVOICE NUMBER 89897 $ 4,092.31 - SUMMARY OF ACCOUNT * * * * * * * * * * * * * * * ** * * * * * * * * * * * * * * * * * * * * * ** * * * * * * * * * * * ** * * * * * * * * * * * ** PREVIOUS BALANCE 6,034.50 PAYMENTS RECEIVED: 4,003.55 - CURRENT FEE: 2,061.36 BALANCE DUE $ 4,092.31 FEE CALCULATION DETAIL 05/01/2014 - 05/31/2014 DESCRIPTION / RATE FEE TOTAL BASIS MARKET VALUE PERIOD ENDING 05/31/2014 61,841,054.57 0.0000083333 51,534.01 51,534.01 $ 51,534.01 FEE CALCULATION DETAIL 05/01/2014 - 05/31/2014 ITEM AMOUNT DISCOUNT: PERIOD ENDING 05/31/2014 49,472.65 - TOTAL $ 49,472.65- SUMMARY OF FEE CALCULATION DETAIL ITEM AMOUNT -------------------------- - - - - -- -- ---- - - - - -- MARKET VALUE 51,534.01 DISCOUNT 49,472.65 - TOTAL AMOUNT DUE FOR CURRENT PERIOD $ 2,061.36 FOR FEE CALCULATION PERIOD 05/01/2014 - 05/31/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS i' ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL FEE 2850000140 PB GAR BERGEL 0.00000000% 0.00 BILL 2850000159 PB GAR FETTERMAN 0.00000000% 0.00 BILL 2850000168 PB GAR OLSEN 0.65498930% 13.50 BILL TO A/C 2850000239 2850000220 PB GAR VAZQUEZ 0.24174185% 4.98 BILL TO A/C 2850000239 2850000239 PB GARDENS FIRE 34.18091306% 704.59 BILL 2850000266 PB GARDENS RBC 5.55967104% 114.60 BILL TO A/C 2850000239 2850000275 PB GAR MAUSER 0.08955552% 1.85 BILL TO A/C 2850000239 AEI �. AREGIONS Post Office Box 12385 STATEMENT OF TRUSTEES FEES INVOICE DATE 06/10/2014 2 FOR FEE CALCULATION PERIOD 05/01/2014 - 05/31/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL FEE 2850000284 PB GAR BUSSEY 0.15629740% 3.22 BILL TO A/C 2850000239 2850000337 PB GAR FMI 9.55340634% 196.93 BILL TO A/C 2850000239 3350000088 PB GARD FIRE LC 22.68393159% 467.60 BILL TO A/C 2850000239 3350000097 PB GARD FIRE FXD 10.47569306% 215.94 BILL TO A/C 2850000239 3350000104 PB GARD FIRE AGN 10.49641043% 216.37 BILL TO A/C 2850000239 3350000113 PB GAR DANA SC 5.90739041% 121.78 BILL TO A/C 2850000239 ACCOUNT NAME PERCENTAGE MARKET VALUE 2850000140 PB GAR BERGEL 0.00000000% 2850000159 PB GAR FETTERMAN 0.00000000% 2850000168 PB GAR OLSEN 0.65498930% 405,052.29 2850000220 PB GAR VAZQUEZ 0.24174185% 149,495.71 2850000239 PB GARDENS FIRE 34.18091306% 21,137,837.10 2850000266 PB GARDENS RBC 5.55967104% 3,438,159.20 2850000275 PB GAR MAUSER 0.08955552% 55,382.08 2850000284 PB GAR BUSSEY 0.15629740% 96,655.96 2850000337 PB GAR FMI 9.55340634% 5,907,927.23 3350000088 PB GARD FIRE LC 22.68393159% 14,027,982.51 3350000097 PB GARD FIRE FXD 10.47569306% 6,478,279.06 3350000104 PB GARD FIRE AGN 10.49641043% 6,491,090.90 3350000113 PB GAR DANA SC 5.90739041% 3,653,192.53 FEES ARE DUE WITHIN 120 DAYS OF THE INVOICE DATE. ANY FEE NOT PAID WILL BE CHARGED TO THE TRUST. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT ANDREW SINCLAIR AT 813 - 639 -3328 Resource Centers, LLC 4360 Northlake Blvd., Suite 206 Palm Beach Gardens, FL 33410 Palm Beach Gardens Firefighters' Pension Fund Invoice bate ", ,' Invoice 5/30/2014 13220 Financial Resource Center 87- 0800465 Pension Resource Center 36- 4504183 Resource Centers 87- 0800468 Mail Payments to: Resource Centers, LLC at Palm Beach Gardens address OR ACH Payment to: First Southern Bank Pension Resource Center ABA #: 067012895 Account #: 8063659206 If you have any questions concerning this invoice, please contact Bonnie Lindberg at Resource Centers, LLC Phone 561.459.2959 or email - Bonnie @ResourceCenters.com Resource Centers, LLC 4360 Northlake Blvd., Suite 206 Palm Beach Gardens, FL 33410 Bill To Palm Beach Gardens Firefighters' Pension Fund Invoice Date Invoice # 6/30/2014 13279 Tax ID Financial Resource Center 87- 0800465 Pension Resource Center 36- 4504183 Resource Centers 87- 0800468 Description Qty Rate Amount Palm Beach Gardens Firefighters' Pension Monthly Administrator Fee for July 2014 1,625.00 1,625.00 Total Amount Due $1,625.00 Mail Payments to: Resource Centers, LLC at Palm Beach Gardens address OR ACH Payment to: First Southern Bank Pension Resource Center ABA #: 067012895 Account #: 8063659206 If you have any questions concerning this invoice, please contact Bonnie Lindberg at Resource Centers, LLC Phone 561.459.2959 or email - Bonnie@ ResourceCenters.com (i Robert A. Sugarman Howard S. Susskind Kenneth R. Harrison, Sr. D. Marcus Braswell, Jr. Pedro A. Herrera Ivelisse Berio- LeBeau Noah S. Warman Dustin L. Watkins Michael A. Gillman SUGARMAN & SUSSKIND PROFESSIONAL ASSOCIATION ATTORNEYS AT LAW May 8, 2014 City of Palm Beach Gardens Firefighters' Pension Fund c/o Margaret M. Adcock, Administrator The Pension Resource Center, Inc. 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, Florida 33410 CURRENT FEES: CURRENT COSTS: PREVIOUS BALANCE: PAYMENTS RECEIVED: TOTAL AMOUNT DUE: 256.50 0.00 3,990.00 0.00 4,246.50 100 Miracle Mile Suite 300 Coral Gables, Florida 33134 (305) 529 -2801 Broward 763 -2566 Toll Free 1- 800 - 329 -2122 Facsimile (305) 447 -8115 Ai -14 b/ SUGARMAN & SUSSKIND 100 Miracle Mile Suite 300 Coral Gables, Florida 33134 Telephone: 305- 529 -2801 Fax: 305-447-8115 www.sugarmansusskind.com City of Palm Beach Gardens Firefighters' Pension Fund c/o Margaret M. Adcock, Administrator The Pension Resource Center, Inc. 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 Client:Matter PBGF May 06, 2014 Amount Previous balance $826.50 Balance due $826.50 Client:Matter PBGF:ACCT In Reference To: Accountant's Inquiry Letters Previous balance Balance due Client:Matter PBGF:MEET In Reference To: Meeting Previous balance Amount $456.00 $456.00 Amount $2,080.50 City of Palm Beach Gardens Firefighters' Pension Fund Balance due Client:Matter PBGF:MISC In Reference To: Miscellaneous Previous balance Balance due Client:Matter PBGF:PI_AN In Reference To: Plan Professional Services 4/1/2014 Receipt and review of correspondence from Foster and Foster regarding member contributions and share account allocations. Review Plan document. Telephone conference with Foster and Foster. For professional services rendered Previous balance Balance due Page 2 Amount $2,080.50 Amount $57.00 $57.00 Hrs /Rate Amount 0.90 $256.50 $285.00/h r 0.90 $256.50 $570.00 $826.50 Robert A. Sugarman Howard S. Susskind Kenneth R. Harrison, Sr. D. Marcus Braswell, Jr. Pedro A. Herrera Ivelisse Berio- LeBeau Noah S. Warman Dustin L. Watkins Michael A. Gillman SUGARMAN & SUSSKIND PROFESSIONAL ASSOCIATION ATTORNEYS AT LAW June 5, 2014 City of Palm Beach Gardens Firefighters' Pension Fund c/o Margaret M. Adcock, Administrator The Pension Resource Center, Inc. 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, Florida 33410 CURRENT FEES: CURRENT COSTS: PREVIOUS BALANCE: PAYMENTS RECEIVED: TOTAL AMOUNT DUE: 2,365.50 0.00 4,246.50 3,990.00 -ck #410413 2,622.00 100 Miracle Mile Suite 300 Coral Gables, Florida 33134 (305) 529 -2801 Broward 763 -2566 Toll Free 1- 800 - 329 -2122 Facsimile (305) 447 -8115 . il V ... SUGARMAN & SUSSKIND 100 Miracle Mile Suite 300 Coral Gables, Florida 33134 Telephone: 305 - 529 -2801 Fax: 305-447-8115 www.sugarmansusskind.com City of Palm Beach Gardens Firefighters' Pension Fund June 04, 2014 c/o Margaret M. Adcock, Administrator Invoice # 96751 The Pension Resource Center, Inc. 4360 Northlake Boulevard, Suite 206 Palm Beach Gardens, FL 33410 Client:Matter PBGF Amount Previous balance $826.50 5/12/2014 Payment - Thank You. Check No. 410413 ($826.50) Total payments and adjustments ($826.50) Balance due $0.00 Client:Matter PBGF:ACCT In Reference To: Accountant's Inquiry Letters Amount Previous balance $456.00 5/12/2014 Payment - Thank You. Check No. 410413 ($456.00) Total payments and adjustments ($456.00) Balance due Client:Matter PBGF:INVM $0.00 City of Palm Beach Gardens Firefighters' Pension Fund In Reference To:- Investment Manager Professional Services 5113/2014 Receipt and review of Incremental Adoption Agreement with American Realty For professional services rendered Balance due Client:Matter PBGF:MEET In Reference To: Meeting Professional Services 5/7/2014 Attend meeting. Prepare for meeting. Travel. For professional services rendered Previous balance 5/12/2014 Payment - Thank You. Check No. 410413 Total payments and adjustments Balance due Client:Matter PBGF:MISC In Reference To: Miscellaneous Previous balance Page 2 Hrs /Rate Amount 0.60 $171.00 $285.00/hr 0.60 $171.00 $171.00 / Hrs /Rate Amount 7.00 $1,995.00 $285.00/hr 7.00 $1,995.00 $2,080.50 /&n rNof1 CAN k�z,vou.au) 1,yyO.uu Amount $57.00 City of Palm Beach Gardens Firefighters' Pension Fund Page 3 Amount 5/12/2014 Payment - Thank You. Check No. 410413 ($57.00) Total payments and adjustments ($57.00) Balance due $0.00 Client:Matter PBGF:PLAN In Reference To: Plan Amount Previous balance $826.50 5/12/2014 Payment - Thank You. Check No. 410413 ($570.00) Total payments and adjustments ($570.00) Balance due $256.50 Client:Matter PBGF:RSPD In Reference To: Summary Plan Description Professional Services 5/5/2014 Review and edit SPD. For professional services rendered Balance due Hrs /Rate Amount 0.70 $199.50 $285.00/hr 0.70 $199.50 $199.50 THE PENSION RESOURCE CENTER, LLC 4360 Northlake Boulevard, Suite 206 ❖ Palm Beach Gardens, FL 33410 Phone (561) 624 -3277 ❖ Fax (561) 624 -3278 ❖ wwwAESOURCECENTERS.COM PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND DISBURSEMENTS SEPTEMBER 9, 2014 • FPPTA (Trustee School Registration Fee: Murphy — Oct. 5 -8, 2014) • HYATT REGENCY COCONUT POINT RESORT & SPA (Hotel Reservation Fee: Murphy — FPPTA Oct 5 -8, 2014) • REGIONS MORGAN KEEGAN TRUST (Custodial Fees for July 2014) • RESOURCE CENTERS (Administrator Fee for September 2014) • TOM MURPHY (Per Diem Reimbursement — FPPTA School, Oct. 5 -8, 2014) Total Disbursements for Approval (Trustee) (Trustee) $ 450.00 $ 525.00 $ 2,078.31 $ 1,625.00 $4,878.31 Date Printed: 8/13/2014 12:02:19 PMT FPPTA Event Registration-,,,,, -�- -__�.� °� ASSOCIAT1oN- TRUSTITS PENSION Event Type: Trustees School PUBLIC: FLORIDA Event Name: Fall Trustees School Location: Hyatt Coconut Point, Bonita Springs Dates: October 5 - 8, 2014 Organization: Palm Beach Gardens Firefighters' Pension Fund Member Name: Tom Murphy Status: Registered Amount: $450.00 S Act Reg: Palm Beach Gardens firefighters' Pension Fund (Tom Murphy) Date Registered: 8/13/2014 Registered By: Audrey Ross()audrey @resourcecenters.com Date Paid: Paid Using: Please makes checks payable to: Florida Public Pension Trustees Association (FPPTA) Our mailing address is: FPPTA 2946 Wellington Circle East, Suite A Tallahassee, FL 32309 Phone: 800 - 842 -4064 Please note that all credit card payments must be made online at FPPTA.Org Mail Page 1 of 3 Audrey Ross P6 From: Murph [murphlt @aol.com] k4wuatcll-s Sent: Wednesday, August 06, 2014 2:47 PM To: Audrey Ross FPP-T UL S n /` o Subject: Fwd: Hyatt Regency Coconut Point Reservation Confirmation �`j �t t �J 00b*a n — 0 , �—U Sent from my iPad Begin forwarded message: Sze 0 0 0 0�� From: The Hyatt Regency Coconut Point <groupcampaigns pkghlrss.com> Date: July 22, 2014 at 11:25:12 AM EDT To: murphlt @aol.com Subject: Hyatt Regency Coconut Point Reservation Confirmation Reuly -To: trackinq @pkghlrss.com Visit Group Reservation Website Greetings from the Hyatt Regency Coconut Point Resort & Spa, We look forward to your visit to the Hyatt Regency Coconut Point Resort & Spa, arriving on 04- Oct -2014 departing on 08- Oct -2014. Your confirmation number is 328DG57Q. For details about your reservation, please see the 8/13/2014 As Mail Page 2 of 3 information below. To make changes to your reservation electronically, please click here, or within the U.S. call 888 - 421 -1442. International Callers please call 402 - 592 -6464. We are excited about your upcoming visit and look forward to creating a memorable experience for you. We invite you to contact us to make arrangements in advance for activities such as golf, tennis, spa, dining reservations, children's programs, transportation and more. By making these plans in advance you will ensure that you can take advantage of the many services and amenities that the Hyatt Regency Coconut Point Resort & Spa has to offer! To make arrangements, please call us at 239 - 444 -1234. We are delighted that you have chosen to stay with us and look forward to your 04- Oct -2014 arrival. Warm regards, Joseph Murgalo, Jr. General Manager Hyatt Regency Coconut Point Resort & Spa l LQUES" A SER.rICLE RESERVATION DETAILS Confirmation Number: 328DG57Q Guest Name: Thomas Murphy h Hyatt Regency Coconut Point Resort & Spa �v 5001 Coconut Road Bonita Springs, FL 34134 US Hotel Phone Number: 239- 444 -1234 Hotel FAX Number: 239 - 390 -4325 Number of Adults: Number of Children: Number of Rooms: Room(s) Booked: King Bed Room Additional Tax &Service Charges Check In Date: 04 -Oct -2014 Check Out Date: 08- Oct -2014 2 Hotel Check-In Time: 16:00 0 Hotel Check-Out Time: 11:00 1 Room rates quoted do not include a 11% tax. Resort fee included in rate. Changes to the dates of stay, number of guests per room or number of rooms confirmed will be subject to current pricing which may be different than previously confirmed rates. Nightly Rate per Roam 8/13/2014 Golf Activities Dining Vppw V,, %,- 3 Baby Spa Transportation Services RESERVATION DETAILS Confirmation Number: 328DG57Q Guest Name: Thomas Murphy h Hyatt Regency Coconut Point Resort & Spa �v 5001 Coconut Road Bonita Springs, FL 34134 US Hotel Phone Number: 239- 444 -1234 Hotel FAX Number: 239 - 390 -4325 Number of Adults: Number of Children: Number of Rooms: Room(s) Booked: King Bed Room Additional Tax &Service Charges Check In Date: 04 -Oct -2014 Check Out Date: 08- Oct -2014 2 Hotel Check-In Time: 16:00 0 Hotel Check-Out Time: 11:00 1 Room rates quoted do not include a 11% tax. Resort fee included in rate. Changes to the dates of stay, number of guests per room or number of rooms confirmed will be subject to current pricing which may be different than previously confirmed rates. Nightly Rate per Roam 8/13/2014 Mail Date Guest(s) 04 -Oct -2014 2 05 -Oct -2014 2 06 -Oct -2014 2 07- Oct -2014 2 Status Rate Confirmed 175.00 Confirmed 175.00 Confirmed 175.00 Confirmed 175.00 Guaranteed by: Credit card Cancellation Pdicy: Page 3of3 Any reservations arriving from May 1st to December 25th must cancel at least 24 hours prior to arrival to avoid forfeiting one night's room rate. Any reservations arriving from December 26th to April 30th must cancel at least 72 hours prior to arrival to avoid forfeiting one night's room rate, Preferences: Your preferences have been submitted with your reservation and are subject to hotel availability. We respect your privacy and will only use your information in accordance with our Global Privacy Policy for Guests, available at Privacy.Hyatt.com. If you have questions or comments regarding this email, please contact us at cons umeraffairsphyatt.com. You have a right to access, to rectify and to object for legitimate reasons to the processing of your data in accordance with our Global Privacy Policy for Guests. 8/13/2014 Additional Guest Rate Second Guest 0.00 }f; ✓/ Third Guest 0.00 Fourth Guest 0.00 Fifth Guest 0.00 e Guaranteed by: Credit card Cancellation Pdicy: Page 3of3 Any reservations arriving from May 1st to December 25th must cancel at least 24 hours prior to arrival to avoid forfeiting one night's room rate. Any reservations arriving from December 26th to April 30th must cancel at least 72 hours prior to arrival to avoid forfeiting one night's room rate, Preferences: Your preferences have been submitted with your reservation and are subject to hotel availability. We respect your privacy and will only use your information in accordance with our Global Privacy Policy for Guests, available at Privacy.Hyatt.com. If you have questions or comments regarding this email, please contact us at cons umeraffairsphyatt.com. You have a right to access, to rectify and to object for legitimate reasons to the processing of your data in accordance with our Global Privacy Policy for Guests. 8/13/2014 A REGIONS Post Office Box 12385 Birmingham, Alabama 35202 -2385 STATEMENT OF TRUSTEES FEES INVOICE DATE 08/07/2014 ACCOUNT # 2850000239 ACCOUNT NAME: PB GARDENS FIRE J. SCOTT BAUR PENSION RESOURCE CENTER 4360 NORTHLAKE BLVD, SUITE 206 PALM BEACH GARDEN FL 33410 MARKET VALUE PERIOD ENDING 07/31/2014 62,349,619.48 0.0000083333 51,957.81 51,957.81 $ 51,957.81 FEE CALCULATION DETAIL 07/01/2014 - 07/31/2014 ITEM AMOUNT DISCOUNT: PERIOD ENDING 07/31/2014 49,879.50 - TOTAL $ 49,879.50- SUMMARY OF FEE CALCULATION DETAIL ITEM AMOUNT MARKET VALUE 51,957.81 DISCOUNT 49,879.50 - TOTAL AMOUNT DUE FOR CURRENT PERIOD $ 2,078.31 FOR FEE CALCULATION PERIOD 07/01/2014 - 07/31/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS ACCOUNT INVOICE NUMBER 90945 $ 4,175.82 PERCENTAGE SUMMARY OF ACCOUNT CHARGE /BILL FEE 2850000159 PB GAR FETTERMAN PREVIOUS BALANCE 6,189.82 BILL PAYMENTS RECEIVED: 4,092.31 - 2850000168 PB GAR OLSEN CURRENT FEE: 2,078.3 9 BILL BALANCE DUE $ 4,175.82 2850000239 FEE CALCULATION DETAIL 07/01/2014 - 07/31/2014 GAR VAZQUEZ 0.256383100 5.33 DESCRIPTION / RATE FEE TOTAL BASIS 2850000239 PB MARKET VALUE PERIOD ENDING 07/31/2014 62,349,619.48 0.0000083333 51,957.81 51,957.81 $ 51,957.81 FEE CALCULATION DETAIL 07/01/2014 - 07/31/2014 ITEM AMOUNT DISCOUNT: PERIOD ENDING 07/31/2014 49,879.50 - TOTAL $ 49,879.50- SUMMARY OF FEE CALCULATION DETAIL ITEM AMOUNT MARKET VALUE 51,957.81 DISCOUNT 49,879.50 - TOTAL AMOUNT DUE FOR CURRENT PERIOD $ 2,078.31 FOR FEE CALCULATION PERIOD 07/01/2014 - 07/31/2014 CONSOLIDATED ACCOUNT PRORATION FOR MASTER ACCOUNT M21485 PALM BCH GARDENS ACCOUNT NAME PERCENTAGE AMOUNT CHARGE /BILL FEE 2850000159 PB GAR FETTERMAN 0.00000000% 0.00 BILL 2850000168 PB GAR OLSEN 0.68008620% 14.13 BILL TO A/C 2850000239 2850000220 PB GAR VAZQUEZ 0.256383100 5.33 BILL TO A/C 2850000239 2850000239 PB GARDENS FIRE 33.58810974% 698.07 BILL 2850000266 PB GARDENS RBC 5.65539415% 117.54 BILL TO A/C 2850000239 2850000275 PB GAR MAUSER 0.09458478% 1.97 BILL TO A/C 2850000239 2850000284 PB GAR BUSSEY 0.16854935% 3.50 BILL TO A/C 2850000239 f .` Resource Centers, LLC Palm Beach Gardens, FL 33410 Bill To Palm Beach Gardens Firefighters' Pension Fund Invoice Date Invoice # 8/29/2014 13395 LTax ID 1 Financial Resource Center 87- 0800465 Pension Resource Center 36- 4504183 Resource Centers 87- 0800468 Description Qty Rate Amount Palm Beach Gardens Firefighters' Pension Monthly Administrator Fee for September 2014 1,625.00 1,625.00 Total Amount Due $1,625.00 Mail Payments to: Resource Centers, LLC at Palm Beach Gardens address OR ACH Payment to: First Southern Bank Pension Resource Center ABA #: 067012895 Account #: 8063659206 If you have any questions concerning this invoice, please contact Bonnie Lindberg at Resource Centers, LLC Phone 561.459.2959 or email - Bonnie @ResourceCenters.com PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND MEETING OF SEPTEMBER 9.2014 BENEFIT APPROVALS APPLICATION FOR DISTRIBUTION OF DROP ACCOUNTS Mark Olsen Date of Hire: 04/15/1982 Date of Termination: 04/22/2014 Date of Birth: 06/19/1961 Type of Distribution: Closeout - rollover Total Gross Distribution: $385,798.72 Tax Withholding (0 %): $ 0.00 Total Net Distribution: $385,798.72 Action: Jim Kreidler Date of Hire: 10/28/1988 Date of Termination: 07/31/2014 Date of Birth: 05/12/1965 Type of Distribution: Closeout -cash Total Gross Distribution: $66,361.13 Tax Withholding (20 %): $13,272.23 Total Net Distribution: $53,088.90 Action: APPLICATION FOR DISTRIBUTION OF SHARE ACCOUNT Mark Olsen Date of Hire: Date of Termination: Date of Birth: Type of Distribution: Total Gross Distribution: Tax Withholding (0 %): Total Net Distribution: Action: 04/15/1982 04/22/2014 06/19/1961 Closeout - rollover (1St 50% $76,134.26 $ 0.00 $76,134.26 Chau-nian sw,rc,"toly - Date 911,8/20 1 City of Palm Beach Gardens Firefighters' Pension Fund Notification of DROP Balance (Determined as of May 15, 2014) Member's Name: Mark Olsen n a �-- April 22, 2014 $9,405.71 Da 60V (1) Deposits are made the first day of the listed month. Prepared B Reviewed E Member's Share of Initial Monthly Benefit: $9,405.71 Earnings Balance $33.87 Quarterly Benefit Quarterly Plan Return Balance Date Deposit 1 Average Bal. (Money Market) December 31, 2013 $9,405.71 $338,699.60 0.01% January 31, 2014 9,405.71 February 28, 2014 9,405.71 March 31, 2014 9,405.71 366,950.60 0.01% n a �-- April 22, 2014 $9,405.71 Da 60V (1) Deposits are made the first day of the listed month. Prepared B Reviewed E Member's Share of DROP Earnings Balance $33.87 $348,139.18 357,544.89 366,950.60 3630 376,393.01 $385,798.72 City of Palm Beach Gardens Firefighters' Pension Fund Notification of DROP Balance (Determined as of August 14, 2014) Member's Name: Jim Kreidler Initial Monthly Benefit: $7,035.64 Prepared B} Reviewed B, Foster & Foster, Inc. Member's Share of Quarterly Earnings_ Benefit Quarterly Plan Return Balance Date Deposit 1 Average Bal. (Net -of -Fees Investment March 31, 2014 $7,035.64 $28,615.36 2.30% April 30, 2014 7,035.64 May 31, 2014 7,035.64 June 30, 2014 7,035.64 $50,380.43 3.79% P-1 r' a—Q — uuly 31, 2014 $7,035.64 , �Oj-o t (1) Deposits are made the first day of the listed month. Prepared B} Reviewed B, Foster & Foster, Inc. Member's Share of DROP Earnings_ Balance $658.15 $36,309.15 43,344.79 50,380.43 $1,909.42 59,325.49 $66,361..13 CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND (Share Plan Benefit) * A PERSONAL STATEMENT FOR: OLSEN, MARK THE INFORMATION PRESENTED IN THIS STATEMENT IS BASED UPON THE PROVISIONS OF THE SYSTEM AND PERSONNEL DATA AS OF OCTOBER 1, 2013 1. PRIOR YEAR'S SHARE BALANCE: 2. YOUR PORTION OF STATE MONIES RECEIVED FOR FISCAL YEAR ENDING SEPTEMBER 30,2013: 3. DISTRIBUTIONS MADE DURING FISCAL YEAR ENDING ENDING SEPTEMBER 30, 2013: 4. YOUR PORTION OF FORFEITURE ALLOCATIONS FOR FISCAL YEAR ENDING SEPTEMBER 30,2013: S. INVESTMENT EARNINGS FOR FISCAL YEAR ENDING SEPTEMBER 30, 2013: 6. EXPENSES FOR FISCAL YEAR ENDING SEPTEMBER 30, 2013: 7. BASED ON YOUR CURRENT YEARS OF PAST SERVICE, YOUR VESTED PERCENTAGE IS: 8. END OF YEAR VESTED SHARE BALANCE [ (1) + (2) - (3) + (4) + (5) - (6) ] X (7) : 9. YOUR PLAN ENTRY DATE: $133,629.38 2,421.01 0.00 60.69 17,011.02 853.57 100% $152,268.53 4/15/1982 is�<-Wo * Ordinance 27, 1998 established a Share Plan, where all active Plan participants will share in the excess State Monies that are received over and above certain amounts. Your portion of state monies and forfeiture allocations is based on the Credited Service you have completed as of September 30, 2013 (beginning with your Plan entry date). If you terminate employment before 5 years of Credited Service, you forfeit your share of the allocations. Atlanta Chicago Melville Philadelphia San Francisco Boca Raton Manhattan Nashville San Diego Washington, DC ATTORNEY-CLIENT PRIVILEGED COMMUNICATION ~ ATTORNEY WORK PRODUCT 655 West Broadway Suite 1900 San Diego, CA 92101 Tel 619 231 1058 Fax 619 231 7423 www.rgrdlaw.com CASE ANALYSIS AND RECOMMENDATION TO: CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION FUND FROM: ROBBINS GELLER RUDMAN & DOWD LLP DATE: August 5, 2014 SUBJECT: BancorpSouth, Inc. Securities Litigation SUMMARY The Portfolio Monitoring ProgramSM indicates that the City of Palm Beach Gardens Firefighters' Pension Fund (the “Fund”) has suffered a loss of approximately $8,000 in connection with a pending securities fraud class action recently filed against BancorpSouth, Inc. (“BancorpSouth” or the “Company”) and two of its executive officers. Given defendants’ alleged misrepresentations and the magnitude of the loss inflicted upon the Fund, we believe the Fund’s active involvement is warranted. We recommend the Fund consider moving for lead plaintiff. Class Period: Purchasers of BancorpSouth securities between January 8, 2014 and July 21, 2014 Lead Plaintiff Motion Deadline: September 29, 2014 Defendants: BancorpSouth, James D. Rollins III and William L. Prater Claims Alleged: §10(b) and §20(a) of the Securities Exchange Act of 1934 Court Middle District of Tennessee, Judge Trauger Page 2 ATTORNEY-CLIENT PRIVILEGED COMMUNICATION ~ ATTORNEY WORK PRODUCT FACTUAL BACKGROUND AND ALLEGATIONS BancorpSouth is a financial holding company that provides commercial banking and financial services through its principal bank subsidiary, BancorpSouth Bank, in Tennessee, Alabama, Arkansas, Florida, Illinois, Louisiana, Mississippi, Missouri and Texas. The Company’s stock is listed on the New York Stock Exchange under the ticker BXS. The complaint charges BancorpSouth and its CEO and CFO with violations of the Securities Exchange Act of 1934 for making materially false and misleading statements during the Class Period. For example, in agreeing to mergers with Central Community Corporation and Ouachita Bancshares Corp. in January 2014, BancorpSouth affirmatively represented that it “and each of its Subsidiaries have complied in all material respects with and are not in material default or violation under any applicable law, statute, order, rule, regulation, policy and/or guideline of any Governmental Body . . . relating to the Company or any of its Subsidiaries, including all laws related to data protection or privacy, . . . the Bank Secrecy Act, . . . any regulations promulgated by the Consumer Financial Protection Bureau, . . . and any other law relating to bank secrecy, discriminatory lending, financing or leasing practices [or] money laundering prevention.” Defendants reiterated these materially false statements regarding BancorpSouth’s compliance with regulations and the sufficiency of its internal controls in the Company’s Form 10- K filed with the Securities and Exchange Commission (“SEC”) on February 25, 2014. In fact, both defendants Rollins and Prater certified that, as CEO and CFO, they were “responsible for establishing and maintaining disclosure controls and procedures . . . and internal control over financial reporting” and had “[e]valuated the effectiveness of [BancorpSouth’s] disclosure controls and procedures and presented in [the Form 10-K their] conclusions about the effectiveness of the disclosure controls and procedures.” Defendants made similar representations in BancorpSouth’s Form 10-Q filed with the SEC on May 6, 2014. Similarly, in BancorpSouth’s Proxy Statement filed on March 21, 2014, defendants represented that the Company’s “management is charged with actively managing risk,” and that “[m]anagement has robust internal processes and policies to identify and manage risks and to communicate with the Board,” which “include the Risk Management Committee, the Executive Risk Oversight Committee, the Enterprise Risk Management Group, a real estate risk management group, regular internal senior management meetings, ongoing long-term strategic planning, regular reviews of regulatory and litigation compliance, a Code of Business Conduct and Ethics, and a comprehensive internal and external audit process.” Specifically, the “Audit Committee oversees risks related to our financial statements, our compliance with legal and regulatory requirements, our financial reporting process and system of internal controls.” For 2013, defendants Rollins and Prater were awarded salary increases and substantial six-figure cash incentive awards as well as stock awards based on the board’s determination that each, among other things, demonstrated “managerial effectiveness with respect to . . . regulatory compliance.” Unfortunately for investors, these statements were materially false and misleading because defendants misrepresented the fact that: (1) BancorpSouth’s operations and credit practices violated Page 3 ATTORNEY-CLIENT PRIVILEGED COMMUNICATION ~ ATTORNEY WORK PRODUCT the Bank Secrecy Act and federal anti-money-laundering programs; and (2) the Company’s fair lending practices did not comply with the regulations promulgated by the Consumer Financial Protection Bureau. As a result of these facts, BancorpSouth’s financial statements were materially false and misleading during the Class Period. In addition, increased regulatory scrutiny into the Company’s lending practices potentially jeopardized the Company’s ability to close recently announced mergers with Central Community Corporation and Ouachita Bancshares Corp. As a result of defendants’ materially false and misleading statements and omissions, BancorpSouth’s stock price was artificially inflated during the Class Period. Defendants’ false statements were revealed after the market closed on July 21, 2014, when BancorpSouth disclosed that “federal bank regulators have identified concerns during the course of routine supervisory activities regarding the Company’s procedures, systems and processes related to certain of its compliance programs, including its Bank Secrecy Act and anti-money-laundering programs. In addition, the Consumer Financial Protection Bureau currently is conducting a review of the Company’s fair lending practices.” The Company also disclosed that the mergers with Central Community Corporation and Ouachita Bancshares Corp. would require additional time to satisfy closing conditions. On this news, BancorpSouth’s stock price declined over 8% on extremely heavy volume, inflicting significant damage on investors. LEGAL ANALYSIS The claims asserted in this case are §10(b) and §20(a) violations of the Securities Exchange Act of 1934 (“1934 Act”). To allege a viable §10(b) claim, a plaintiff must allege (and ultimately prove) that the defendant made a material misstatement or omission, with scienter (i.e., knowledge or reckless disregard of the truth), which the plaintiff relied on (either directly or indirectly) in purchasing or selling the security and which resulted in an economic loss. To allege a viable §20(a) claim, a plaintiff must allege (and prove) that an underlying violation of the 1934 Act occurred and that the defendant had the power to (or actually did) control the primary violator. Regarding the §10(b) claim in this case, we believe alleging materiality, falsity, reliance, loss and loss causation will be relatively straightforward given the market’s strong reaction to the July 21, 2014 disclosure. As in many cases, the more difficult allegation is scienter, which requires a plaintiff to establish that a defendant knew or recklessly disregarded the truth. In this case, defendants’ July 21, 2014 admission was directly contrary to what they had previously represented to the market. We believe this fact supports a strong inference of scienter in this case. Alleging a viable §20(a) claim is not particularly difficult once the underlying violation has been established. Here, we believe it is plausible to allege the executive officers controlled the Company and made the statements on its behalf that caused the harm to investors. DEFENDANTS’ ABILITY TO WITHSTAND A JUDGMENT OR SETTLEMENT Assuming the case survives the motion to dismiss stage, defendants should be able to withstand a moderate settlement demand or jury verdict. BancorpSouth has a market capitalization Page 4 ATTORNEY-CLIENT PRIVILEGED COMMUNICATION ~ ATTORNEY WORK PRODUCT of approximately $2 billion and had more than $590 million in cash and cash equivalents at the end of March 2014. It is likely that the Company will have a D&O insurance policy available as well. While we will not know the value of any such policy until the later stages of the litigation, it would be very surprising if that policy was less than $20 million for a company the size of BancorpSouth. RECOMMENDATION In light of the market’s strong reaction to the disclosure of wrongdoing in this case and the fact that the Fund suffered approximately $8,000 in losses, we want the Fund to be aware of the situation and recommend the Fund consider seeking lead plaintiff status in this matter. The lead plaintiff deadline is September 29, 2014. We are available to discuss this case at your convenience.