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HomeMy WebLinkAboutMinutes Fire Pension 050119CITY OF PALM BEACH GARDENS FIREFIGHTERS' PENSION BOARD OF TRUSTEES QUARTERLY MEETING MINUTES City Hall, Council Chambers 10500 North Military Trail Palm Beach Gardens, FL 33410 Wednesday, May 01, 2019, at 1:00PM TRUSTEES PRESENT: Ed Morejon Rick Rhodes Jon Currier Marty Cohen Tom Murphy TRUSTEES ABSENT: None OTHERS PRESENT: John Thinnes, AndCo Ferrell Jenne, Foster & Foster Michelle Rodriguez, Foster & Foster Siera Feketa, Foster & Foster Doug Lozen, Foster & Foster Karen Russo, Salem Trust Company Marcus Braswell, Sugarman and Susskind 1. Call to Order Ed Morejon called the meeting to order at 1:06pm. 2. Roll Call — As reflected above. 3. Public Comments a. Marcus Braswell commented Bob Sugarman's wife passed away and requested a moment of silence for the Sugarman family. 4. Approval of Minutes The board approved the February 06 2019quarterly meeting minutes as presented, upon motion by Tom MurphV and second by Rick Rhodes; motion carried 5�0. The board approved the April 03, 2019, special meeting minutes as presented, upon motion by Tom Murphy and second by Marty Cohen motion carried 5-0 5. Reports a. AndCo Consulting, John Thinnes, Investment Consultant i. Quarterly report as of March 31, 2019 1. John Thinnes briefly reviewed the preliminary performance and allocation update through April 29, 2019. John commented the total fund market value was just about $108 million, give or take around 3.5% for fiscal year-to-date. 2. John Thinnes reviewed the market environment for the quarter, commenting markets rebounded significantly. John reviewed the Federal Reserve and the potential decrease of rates. John commented the trade and the Federal Reserve would be driving the market moving forward. 3. John Thinnes commented there were no recommendations to rebalance the allocations, since the Fund is on target with the policy statement. 4. The market value of assets as of March 31, 2019, was $106,506,050. 5. The total fund net returns for the quarter were 8.88%, underperforming the benchmark of 9.29%. The total fund trailing net returns for the 1, 3, 5 and 7 -year periods were 4.92%, 9.09%, 7.07% and 8.73% respectively. Since inception (511198), total fund net returns were 5.71%, slightly overperforming the benchmark of 6.04°/x. 6. Marty Cohen asked if real estate was free of retail. John Thinnes commented of their managers; they were. 7. Ed Morejon asked if there were any compliance issues. John Thinnes commented compliance issues were on page 51 of the report. John Thinnes reviewed the compliance items, commenting there were no concerning compliance issues. 8. Ed Morejon asked John Thinnes if there were any investments on the watchlist. John Thinnes commented they were watching Dana and keeping an eye on Fiduciary, but, overall, they had great managers that were contributing to great success for the fund. 9. DROP quarterly report as of March 31, 2019 a. John Thinnes reviewed the investments for the DROP accounts. John commented he felt they could eliminate the Oppenheimer fund, but in general the fund lineup was pretty strong. b. John Thinnes gave an overview of the funds that could be changed if the board was interested. 10. ICMA-RC monthly fund performance as of March 31, 2019 a. John Thinnes reviewed the ICMA-RC investment options for those who were in the self-directed DROP account. b. John Thinnes reviewed the different classes of funds. John commented they could remove Oppenheimer and add the T. Rowe Price for the U.S. Stock. John further commented Dodge & Cox was not listed under the bonds funds and if he needed to add one, he recommended the Western Asset Core Plus Bond. c. John Thinnes mentioned he could perform an analysis of different funds if the members wanted to see more juice in their self-directed options. d. John Thinnes gave an overview of the different asset classes and the changes that he would recommend for each asset class. Ed Morejon commented no one had asked for anything in particular, but he wanted to make sure there was a review on funds because he felt it was the board's responsibility. e. John Thinnes commented he would research the Dodge & Cox issue and would recommend some changes in the portfolio to bring to the next meeting. b. Salem Trust Company, Karen Russo, Plan Custodian i. Change in firm ownership 1. Karen Russo introduced herself and gave a brief overview of her background with Salem Trust. 2. Karen Russo gave an overview of the acquisition of Salem Trust with TMI Trust Company (TMI). Karen commented TMI's expertise was in the private corporate area. 3. Karen Russo commented at this point there would be no changes in management or business operations, and both companies are client focused and have similarities in core competencies. 4. Karen Russo reviewed the potential short-term and long-term changes, such as new ACH authorization information to wire funds to. Karen commented this information would be given well in advance of the change. 5. Marty Cohen asked if the companies took on a lot of debt in the acquisition process. Karen responded that she was unsure exactly as to the amount of debt but knew a lot of capital was put up. Karen commented that she could further research the question. Marty commented he would like to know because it related to stability. 2 6. Karen Russo gave an overview of the history of TMI. 7. Marcus Braswell asked if there would be an addendum to the contract between Salem Trust and the board_ Karen Russo commented from her understanding, they would not be changing the contract because the relationship and the name would not be changing. Marcus commented this was more of an asset acquisition. Karen responded that from her understanding, their CEO would not change. Karen commented TMI and Mark Rhine met with Pedro Herrera to answer any questions he might have. ii, Money Market Sweep 1. Karen Russo reviewed the concept of the money market sweep vehicle and the three funds that the board could use as the money sweep vehicle. Karen commented there was no action needed by the board at this time, but rather she was just providing them information. 2. Karen Russo commented with each fund the board uses the treasury fund for each of their accounts. 3. Tom Murphy asked if this had been going on already. Karen Russo responded this was how it had been done for this plan. 4. Ed Morejon asked John Thinnes' opinion. John commented to stay where they were. In his other plans, he was recommending they move to the Treasury. John commented his recommendation was to take no action. The board voted to accept the recommendation to take no action regarding the mone _market sweep vehicle, upon motion by Ed Morejon and second by Tom Murphy: motion carried 5-0. iii. Service Summary Report I. Karen Russo reviewed the Service Summary Report, explaining it came out quarterly and was similar to a report card. Karen Russo gave a brief overview on the purposes of the Service Summary Report, commenting it allowed Salem Trust to stay in compliance with their service pledge. Karen further commented if expectations of Salem Trust were not met, the board could receive a discount for the quarter. 2. Tom Murphy asked when they reset their goals. Karen Russo said they were reevaluating them now. 3. Ed Morejon commented Karen Russo was very helpful during the administrative transition and thanked her for that. Ed asked if Karen had received everything necessary from Pension Resource Center (PRC). Karen commented they did and they had also reviewed the end dates that were provided by Foster & Foster to verify everything was correct. 4. Marty Cohen asked how many clients Karen Russo had in this area. Karen commented she serviced about 49 clients, each different in size and complexity. c. Foster & Foster, Doug Lozen, Plan Actuary i. Share Plan reconciliation 1, Doug Lozen provided the Share Plan balances beginning in 2015. 2. Doug Lozen reviewed the history of who performed the Share Pian calculations, commenting Foster & Foster did the calculation through fiscal year 2014, then PRC took over, beginning with fiscal year 2015. 3. Doug Lozen commented in performing valuations, it was discovered payroll was underreported. Doug reviewed the potential impact on State monies and ultimately the impact on the Share Plan balances. Doug commented the predicted loss of State monies was allocated from plan assets to each eligible member's account. 4. Doug Lozen gave an overview of the items he was going to be discussing and commented the board would need to approve or make a decision on these items before the Share Plan Balances could be approved. a. Expenses were not deducted from balances for the years PRC reconciled Share Balances (20152017). i_ Doug Lozen reviewed how the expenses were typically reconciled, commenting it was done incorrectly by PRC. H. Ed Morejon commented the 15/16/17 years were reported and had gone out and asked Doug Lozen if members would individually see their balances from those years. Doug commented yes, but that it was not a big concern. b. Southard was 25.0% vested when he terminated in Fiscal Year 2016, but this vesting percentage was not applied by PRC upon the Share Plan Distribution in Fiscal Year 2017, i.e. he received 100% of his Share Balance. L Doug Lozen commented that Southard was overpaid by about $4,000 or $5,000. ii. Marty Cohen asked if this was annually or one- time. Doug Lozen commented this was a one- time payout. iii. Ed Morejon asked Marcus Braswell if this could lead to litigation. Marcus commented this could lead to litigation, but at this point the board was receiving information and it had not yet reached a point of having a discussion in anticipation of litigation. iv. Jon Currier asked what happens in this situation; Does the member repay the amount or did the consultant who made the error repay it? Marcus Braswell commented they could seek either route. v. Tom Murphy commented when this happened in the past, they gave the members the option to repay the amount in a lump sum or installment payments. c. After termination of employment, should earnings be applied to balances until distribution? This was done for at least two members (Dunaway and Kreidler). Vested - Terminated balances had historically also been credited with earnings until the balance was eligible for distribution. i. Doug Lozen commented in reviewing the payments it appeared the payments had been correct if it was determined that the members should receive earnings until they received distributions_ ii. Marty Cohen asked if this applied to losses. Doug Lozen commented it applied to gains and losses. Marty commented he thought the Share Plan Balances should freeze from the time the member was terminated. Ed Morejon commented his understanding was the member was paying expenses and gains and losses. Marty asked when the earnings stop because there had to be a cutoff point. Doug Lozen commented his recommendation was to draw a line in the sand at the quarterly mark. iii. Rick Rhodes commented in respect to Dunaway and Kreidler, they took their money, but they show a negative balance on the most updated Share 4 Plan Balances, Doug Lozen commented that was a hypothetical discussion and if the board agreed to earn interest through date of distribution, then their balances would be zero and they would not owe anything. iv. Ferrell Jenne asked Doug Lozen to confirm that Vested -Terminated members could not take their 175 Share Plan Funds until they were commencing benefits. Doug confirmed this was correct. v. Ferrell Jenne commented it was good to hold back a portion of the Share Plan Monies upon distribution in case losses occur. The board discussed that they hold back a portion already. Doug Lozen commented the only item withheld was 10% in taxes. Ferrell commented the Statement of Policy Regarding Share Plan Distributions states 10% should be withheld for taxes, but it should reflect that 20% should be withheld. vi. Doug Lozen made a recommendation to tweak the Statement of Policy Regarding Share Plan Distributions under distribution methods to reflect a 20% holdback to cover potential losses and expenses, changing the withholdings for taxes from 10% to 20%, and adding the word "expenses" to what should be debited/credited to the member's Share Plan Balance. The board directed the attorney to add a 20% holdback increase the tax withholdings from 10% to 20% and add the word "expenses" to the otic u on motion bV Rick Rhodes and second by Ed Morejon; motion carried 5-0. vii. Tom Murphy asked if Dunaway and Kreidler were good. Doug Lozen commented based on the decision of the board their balance would be zero. d. If a vested or partially vested member received a refund of member contributions, should the Share Plan Balance also be forfeited? See Beeler Fiscal Year 2017. L Doug Lozen posed the question of a member sacrificing their vesting status by taking a refund of their contributions and, thus, sacrificing his Share Plan Balance. ii. Ed Morejon asked Doug Lozen to research what had been done historically. Doug reviewed a member in the past that was partially vested and had taken a refund of their contributions and their Share Plan Balance. The board discussed their confidence in the fact that this was how the monies had been paid previously. The board directed the attorney and actuary to Look specifically into the issue of whether vested terminated members who took a refund of their member contributions would receive their 175 Share Plan monies in the Ordinance, The Share Plan Policy, and how it had been done historically, upon motion by Ed Morejon and second by Tom Muri3hv: motion carried 5- 0. iii. Doug Lozen commented based on the decision of the board, the last item on his list of items to discuss could be eliminated. 5 iv. Ed Morejon commented he thought it was important to understand how it had come to be done historically before making a decision. v. Doug Lozen commented he would have it researched and would get back to the board. vi. Marcus Braswell reviewed the forfeiture rule in the Ordinance for non -vested members and reviewed the provision that covered the vested portion of the Share Plan balances. vii. The board discussed if terminated members were still receiving statements. viii. Ferrell Jenne and the board reviewed how long Vested -Terminated members could leave their contributions in the fund before taking a refund of contributions. ix. The board, attorney, administrators, and actuary reviewed the Share flan Policy and Share Plan Distribution Rules under the Ordinance and discussed the conflicting items. The board asked Marcus Braswell to research whether Vested - Terminated members had to wait until early or normal retirement to collect their 175 Share Plan Balance, and if it was based on the attainment of eligibility or on the actual commencement of benefits. Quarterly Share Plan Statements i. Doug Lozen asked the board if it was acceptable to try to apply the expenses only once a year, rather than quarterly. Doug commented the expenses should not differ too much from year-to- year and reviewed acceptable methods of applying expenses. Doug commented for members who leave in the middle of the year, they could use the prior year's expenses. ii. Doug Lozen proposed going forward that they update the balances quarterly, the expenses would be applied quarterly for distributions made in the middle of the year, they would apply 1/ of the expenses from the prior year's expenses. The board approved updating the balances quarterly and applVing '/a of the expenses from the prior ear's expenses to the members who receive a distribution in the middle of the ear, upon motion by Tom MurljhV and second by Martv Cohen, motion carried 4-0 with Ed Moreton opposing. iii. Ed Morejon asked if this would cause members to be underpaid or overpaid. Doug Lozen responded no, because the board deemed it to be correct. iv. The board discussed that even in case the expenses increased, the increase was not going to be very significant. v. Doug Lozen commented the board could approve the September 30, 2018, balances, except for Southard and Beeler, so Foster & Foster could calculate through March 31, 2019. The board approved the September 30 2018 balances except for the balances for Beeler and Southard upon motion bV Tom MurphV and second by Marty Cohen; motion carried 5-0. vi, Rick Rhodes asked if the findings from Beeler and Southard would increase the balances of the other 6 members. Doug Lozen responded if anything it would increase the balances next year. vii. Doug Lozen commented the September 30, 2018, balances would go on the portal. Doug further commented they would update the balances through March 31, 2019, and the administrators should have them in about six weeks. The board voted to accept the attorney's opinion regarding Beeler when given, only if it was determined that the member was entitled to his Share Plan monies upon motion by Mart Cohen and. second by Ed Morejon; motion carried 5-0. f. Ed Morejon brought up the approved Collective Bargaining Agreement (CBA). Doug Lozen commented the mutual consent was that the City was now getting $750,000 and anything over that was split between the City and the Share Plan. Doug further commented less money was going to the Share Plan because of the new CBA. d. Sugarman & Susskind, Marcus Braswell, Board Attorney i. Legislative Update 1. Marcus Braswell commented there were no bills that would appear to be up for adoption that would impact the plan. 2. Ed Morejon asked about the cancer bill. Marcus Braswell commented the actuary would speak to the physical impact to the plan, but the impact would be small to none. Doug Lozen commented in the short-term, they would issue a No Impact Letter, but there would be a long-term impact. 3. Ed Morejon asked if the Ordinance would need to be updated to reflect the presumptive disabilities. Marcus Braswell commented the ordinance will need to be updated to reflect the presumptive disabilities. ii. Further discussion of proposed Ordinance 1. Marcus Braswell brought up mutual consent. Doug Lozen commented a No Impact Letter would need to be done. Doug reviewed the potential impacts on the plan and commented the City's contribution would be going up. 2. Marcus Braswell commented no action should be taken by the board at this time. 6. New Business a. Kevin Mahady, Option Selection deadline i. Siera Feketa reviewed the Option Selection Deadline Policy and stated Kevin Mahady has requested an extension through April 30, 2033 to make his option selection, as he was not going to be commencing his benefit until July 01, 2033. The board approved Kevin Mahad 's request to extend his option selection deadline to April 30, 2033, upon motion by Tom Murphy and second by Rick Rhodes; motion carried 5-0. b. Ed Morejon commented Sugarman & Susskind has been the board attorney for a long time and requested the board approve sending flowers to the Sugarman's family. The hoard discussed a donation to the suggested foundation would be best. The board approved a $100.00 donation to the foundation of the Sugarman's choice, upon motion by Rick Rhodes and secondbVTom Murphy; motion carried 5-0. 7. Old Business a. PRC November and December Invoices i. Ferrell Jenne commented we did not receive the November invoice and it was paid prior to Foster & Foster being the administrator. ii. Ferrell Jenne commented the issue with the December invoice was the fee for the retainer should be removed. The board agreed Ferrell was correct and that it was consistent with the information they have received. The board voted to pay the PRC December invoice less the $1,625.00 retainer and accomany the PaVrnent with a letter that they were now paid in full and the reason as to why they did not pay the $1,625.00 retainer, upon motion by Rick Rhodes and second b Tom Murphy; motion carried 5-0. b. Amended DROP Distribution Policy The board voted to table the Amended DROP Distribution Policy until next meeting, upon motion by Rick Rhodes and second by Tom Murphy, motion carried 5-0 Ed Morejon commented the DROP distribution policy would not take effect until November because the members have not yet been notified. B. Consent Aaenda a, Payment ratification i. Warrant #12, #13, and 414 b. Payment approval i. Norse c. Fund activity report for 01/31/2019 - 04/24/2019 The board voted to approve the consent agenda as presented, upon motion by Rick Rhodes and second by Tom Murphy, motion carried 5-0. 9. Staff Reports, Discussion and Action a. Foster & Foster, Ferrell Jenne, Michelle Rodriguez and Siera Feketa, Plan Administrators i. Fiduciary Liability renewal 1. Michelle Rodriguez commented the policy expired on March 10, 2019, and the new premium was $9,618, which was only $172 more than the previous year. Michelle stated per the insurance company; the increase was due to the increase in assets. ii. Portal settings for salary increases 1, Michelle Rodriguez reviewed the salary increase feature on the portal and commented the max salary increase was 5.0% and upon approval of the board, Foster & Foster could make it 7.0% because the contract provides for a 7.0% increase. 2. The board discussed the portal being used for estimates only and approved the direction to change the maximum salary increase to 7.0%. iii. Upcoming educational opportunities 1. Michelle Rodriguez reviewed the upcoming FPPTA 351h Annual Conference from June 3011 through July 3, 2019 in Orlando, FL. 2. Ed Morejon and Rick Rhodes commented they would both like to attend. iv. Financial Disclosure Forms 1. Michelle Rodriguez reviewed the Financial Disclosure Forms_ Ferrell Jenne reviewed the deadlines and potential fines if their form was not filed by the deadline. 2. Marcus Braswell commented it was public record if it was not filed as well. 10. Trustee Reports, Discussion, and Action — None. 11. Adjournment — The meeting adjourned at 3:29pm. 8 12. Next Meetinq — August 07, 2019, at 1:00pm, quarterly meeting. Respectfully submitted by: Appro ed by: Michelle Rodriguez, Plari Admi tr r )rrCurrier, Chairman Date Approved by the Pension Board: 7