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HomeMy WebLinkAbout11-06-2013 Minutes Minutes of the Regular Meeting of the CITY OF OCOEE GENERAL EMPLOYEES' RETIREMENT TRUST FUND BOARD OF TRUSTEES (GERB) Held on November 6, 2013 At 150 N. Lakeshore Drive Ocoee, FL 34761 CALL TO ORDER — Chairman Wagner Chairman Russ Wagner called the meeting to order at 10:12 a.m. in the Commission Chamber at City Hall. [The meeting was delayed by the recording clerk in order to attempt to resolve a recording device malfunction. Information Systems staff was summoned and the problem was ultimately resolved.] A. Roll Call Chairman Wagner called the meeting to order and the clerk called the roll. In addition to the chairman, present were Vice - Chairman David Wheeler, and Trustees Grafton and Godek: The recording clerk declared that a quorum was present. Also present was Board Attorney Lee Dehner, Richard Cristini and Jeanine Bittenger of Jamieson, Davidson & Cristini, P.L., Mr. Tim Nash of Bogdahn Consulting, LLC, Senior Administrative Assistant Sharon Zink, and GERB Recording Clerk Stella M Trustee Gleason was absent. B. Approval of Minutes Chairman Wagner directed the board's attention to the minutes for the regular meeting held on July 31, 2013 (Exhibit #1). A motion having been made by Vice- Chairman Wheeler and seconded by Trustee Godek, and that motion having carried unanimously, the board RESOLVED to approve the July 31, 2013 regular meeting minutes. CONSENT AGENDA A. Invoices Ratification (Exhibit #2) B. Retiree List from Fifth Third Bank (Exhibit #3) Chairman Wagner directed the board's attention to the consent agenda. A motion having been made by Trustee Godek, and seconded by Vice - Chairman Wheeler, and that motion having passed unanimously, the board General Employees Retirement Board November 6, 2013 Page 2 of 10 RESOLVED to approve the consent agenda. (Trustee Grafton arrives at 10:18 a.m.) NEW BUSINESS A. Quarterly Retiree Report* Chairman Wagner called the board's attention to the specific quarterly administrative actions taken on behalf of the pension members. Mr. Vito Petrone retired and collected his DROP. Mrs. Tisha Luedtke retired. Ms. Joy Doyno retired. Ms. Nancy Rossi retired and received a PLOP. Contributions were returned to: Mr. Anthony Caruso Mr. Dwayne Thomas Mr. Kenneth Lance B. Annual Audit Report — Richard Cristini and Jeanine Bittenger; Davidson, Jamieson & Cristini, P.L. Chairman Wagner introduced the auditors — Mr. Richard Cristini and Ms. Jeanine Bittenger. The two of them presented the audit report in detail. Summarily, all assets and liabilities were found to be materially correct. The auditors performed system testing, and no exceptions (i.e., no errors of any kind) were found. • A pension contribution was previously placed into Ocoee's general pension fund rather than in the City's police /fire fund. Ms. Kutlenios, of Fifth Third Bank, explained that all checks go to a central lockbox in Cincinnati, Ohio. She further explained that she does not see those checks. Previously all such checks came to Ms. Kutlenios at the bank. Since the bank has been using this process (for about two years now), the checks go the lockbox and are automatically posted. When the deposit error was brought to her attention, Ms. Kutlenios then requested the paperwork that would have accompanied the check. She found that there was just a check, no paperwork, and the check said `police and fire', but had no account number on it. She believed that since there was no account number, someone must have pulled up Ocoee's account and saw the general employees' fund. They probably concluded that this was where the check belonged. Ms. Kutlenios continued that this is why they ask everyone to include the account numbers on checks. Chairman Wagner asked if she had General Employees Retirement Board November 6, 2013 Page 3 of 10 spoken with City staff about this matter. She replied that the account number is supplied for the police /fire fund, but not for the general employees' fund. Ms. Kutlenios added that some cities send a follow -up email about what contributions are being sent. This allows her to double -check that the proper deposit was made. Chairman Wagner stated that he will get with the finance staff and ask that the account number be added to the check. He asked that in the future, the board receive communication from Fifth Third Bank should something like this happen again. Ms. Kutlenios agreed. Mr. Nash asked Ms. Kutlenios to speak about whether the police /fire fund will be given the interest that would have been earned for that time period. Ms. Kutlenios answered that the interest would be calculated and added to the Police and Fire fund. Mr. Cristini ended with the fact that there were some minor filing errors. He continued that the year should be closed with all invoices that belong to that year. The chairman stated that they have that problem resolved. C. Custodian Presentation - Kimberly Kutlenios, Vice President & Senior Relationship Manager; Fifth Third Bank Chairman Wagner introduced Ms. Kutlenios to the newer board member. He invited her so that she could meet the board and explain what it is that Fifth Third Bank does for Ocoee's pension fund. She explained that they collect all of the assets and dividends as well as any income acquired by money managers. She continued that they post all invoice payments for actuary, attorneys, etc. The bank handles all pension payments. They communicate with pensioners, particularly those who still receive paper checks and call if the check is delivered a day later than normal. Ms. Kutlenios explained that the bank has little authority over a pension check once it is in the postal circulation. The bank processes all refunds of contributions as well. Any board member may also get electronic fund statements. Ms. Kutlenios said the bank will begin quarterly death audits. Chairman Wagner asked if they send out 1099 forms as well. Ms. Kutlenios answered that they do. Trustee Grafton asked if a check comes on the first, and she were to die on the third, does the family get to keep the money. Ms. Kutlenios replied that as long as the pensioner was alive on the first, the family can keep the check. The trustee replied that she will try and plan accordingly. There being no further questions, Ms. Kutlenios apologized again for the deposit error, thanked the City for their business, and following positive remarks from the chairman, took her seat. General Employees Retirement Board November 6, 2013 Page 4 of 10 * * * * * * * ** *BOARD TOOK A RECESS * * * * * * * ** 11:15 a.m. * * * * * * * ** *BOARD RECONVENES * * * * * * * * ** 11:18 a.m. • D. Performance Monitor Report — Timothy J. Nash, The Bogdahn Group Mr. Nash presented his report. Page 2 — He directed the board to the top of the page. Both international emerging markets, US markets and bonds were positive for the quarter. Previously emerging markets and international stocks were down. On the `full year' chart in the US- developed markets were up over 24% for one year on international side; emerging markets were barely positive. Avoiding emerging markets was a good strategy which Ocoee's fund did. Standard & Poor 500 Index (S &P 500) was up almost 20 %. Ocoee's portfolio was completely restructured; GAMCO got help from small /midcap growth funds. Bonds were in a tough spot for the year; there was no way to avoid loss. Page 5 On the left hand side of the page are the large cap stocks, on the right hand side are the small /midcap stocks as represented by the Russell 2000. Apple has been on a wild ride for the year. Biggest stocks in the index: Apple and Exxon Mobile which kept flip - flopping as the biggest stockholders. Lots of speculation was going on. Facebook was up 101% for the quarter. Tesla Motors was up 80% for the quarter and up 580% for the year. Netflix was up almost 468% for a twelve -month period. Page 6 International Markets: Barings - was not up as much as the index or some of the other managers for the quarter. Page 7 The blue section of the page shows the various sectors of consumer discretionary in the international index. Barings had only 7% of their portfolio there; the index had as much as 12% there. Being underweighted in this regard kept Barings from being up as much as it would have been otherwise. Back to Page 6 General Employees Retirement Board November 6, 2013 Page 5 of 10 Europe was one of the best performers. Greece, Spain and Italy were some of the strongest performers. Barings had no exposure to these country's banks. Mr. Nash declared: Ocoee Portfolio is positioned reasonably. Page 7 Greek stocks were up 33% for the year; Italy was upl9 %, Spain up almost 25 %. Page 13 For the last year one can see all of the managers the fund has had in the last year. Trustees have been very busy to diversify the fund, and it has served the fund well, Mr. Nash said. The plan had $22.8M as of the end of last year Now the plan is at $26.9M. Good, solid growth is how Mr. Nash characterized the fund's performance. Pages 14 and 15 The fund received $2.2M in contributions for the year. The fund paid $1.1M in distributions. The investment manager fees were $132,000. There was income of $632,000 and $2.4M in gains by stocks and bonds rising. Adding the two together equaled $3,103,866.00 which was equal to a 12.69% (net of fees) increased return for the year. Ocoee's fund ranks in top 34th for the year which is a pretty solid outcome, Mr. Nash said. Chairman Wagner noted that looking at the 5 -year mark, Ocoee's fund is 16th. The plan has averaged 9% for the past 5 years which challenges the opinion of the State that local pension funds are doing so terribly.. Mr. Nash agreed. He said that every year the State does a projection for a 15 -year time period. For all those years, the returns (of the asset classes) are lower when one looks forward. Much of the States assumptions are based on expected returns. Bonds are pushing all those numbers down. Ocoee's fund is moving away from bonds. Further discussion ensued. Page 16 Lots of changes have been made during the last year; the portfolio doing very well. On the bonds side, global bonds that were acquired showed a +2.24% return. Agincourt did a very nice job. The other plus is that the board added real estate which yielded a 12.2% return on investment (ROI). Chairman Wagner said the only real lagger is Barings. They still did not come back during the quarter. Mr. Nash agreed. He said that it might be helpful if the board looks at their sections on pages 30 and 31. Mr. Nash said that he first thing that one sees is that there was a positive return of 7% (after fees), but the index was up over 10 %. General Employees Retirement Board November 6, 2013 Page 6 of 10 Last quarter a lot of the European names helped a lot in the June quarter. They are comfortable with their process. The one other time period that is dragging Barings down is the period ending in December 2012. When one looks at long term numbers (10 years), Barings is at the top of the pack. Bogdahn's research analyst still likes Baring and recommends staying the course. A client in Milwaukee has switched from Barings. Mr. Nash said the board can keep Barings on watch and look at them quarter to quarter. There certainly are other mutual funds that the board could look at. There are potentially lower fees associated with some of these options, although that should not be the board's motivating factor. Vice- Chairman Wheeler asked what the return was for the year for Barings vs what was paid to them Barings return for the full year after fees was 9.64% and they have a 90 basis point fees. The index (by comparison) was up 16.9 %. Chairman Wagner asked for any questions. No one asked questions. The chairman said that this is the third quarter that the board has been discussing this matter. Trustee Godek asked if Mr. Nash was saying they should wait another quarter. Mr. Nash said the research group thinks funds should keep Barings. Chairman Wagner asked how much money is invested in them. Mr. Nash replied that there is about $2.3M which is almost 8.5% of the portfolio. The chairman concluded that the money manager is missing the index by almost 7 %. Trustee Godek thinks the board should change since it does not cost the fund anything. Chairman Wagner agreed with him. The Manager Evaluation Report Mr. Nash said that there are some options for the board to review in the second handout. Page 1 Mr. Nash explained that this page shows Barings and four other very good options with very long track records. He pointed the board's attention to WHV Investment Management (in San Francisco, CA) who will buy individual international stocks for the board. Given the Ocoee fund's small size, this would not be the best choice. It carries the highest fee at 1 %. The other three may be where the board should put its focus. There first one is Dodge & Cox International fund. The next is Capital Group Capital Research and Management Company, the EuroPacific fund which is managed by American Funds, and is the largest international mutual fund in the US. It has about $150B in assets with a huge team. It has a very strong outperformance history, and it is in many of the consultant's client's portfolios, both police and fire as well as general funds. General Employees Retirement Board November 6, 2013 Page 7 of 10 Dodge & Cox (San Francisco, CA) is also excellent and has about $199M in assets. There is also Manning & Napier (of Rochester, NY), another mutual fund with quite a few clients in Florida that has assets there. Mr. Nash posed the question he will answer for the board: "How are these choices different from the Barings fund ?" The Barings fund is trying to buy companies with a growth orientation; they are only buying developed country's stock, not emerging markets. That was good this year, but not so good in other years, because China, India and Korea are emerging markets. We'd like to see a bit of emerging markets in the fund. Barings is not doing that. Dodge & Cox is a value - oriented manager; hence, they are trying to buy stocks that have a lower valuation that are cheap and have a reason to go up. They focus primarily on large and mid -cap international stocks. The only time one might see underperformance is if there was a huge rally in international small - cap stocks. EuroPacific is also an all -cap fund. They manage asset classes with a growth focus the same as Barings, but they buy both emerging and developed countries' stock. The range is 75% of their portfolios are in those countries, 25% is in emerging, with Dodge & Cox 84% was in developing with 15% in emerging. Manning & Napier is more core with a little bit of growth and value [stocks], but they try to stay in the middle. They also buy developed and emerging market stocks: 93% developed and 6% in emerging. Of the three options, Dodge & Cox will have more of a value bias. With respect to the number of securities each manager has, Dodge & Cox has 80 to 100 securities as of June; EuroPacific fund has 280; Manning & Napier has between 60 and 80. All have a cash position, but EuroPacific has had almost 9 to 10% cash all of the time (actual cash on hand). This is largely due to [cash] flows coming in and how they manage the fund. Despite the amount of cash they keep on hand, they still have beaten the benchmark and done fairly well. Vice - Chairman Wheeler asked if the annual long -term turnover information referred to the funds' employees or the stock. Mr. Nash answered that in this case, the term relates to the turnover of the individual stocks in the portfolio which can imply greater costs due to the costs associated with stock trading. Mr. Nash discussed the fees associated with each option: Dodge & Cox — costs 64 basis points per year; EuroPacific — 51 basis points and Manning & Napier are 78 basis points. Mr. Nash reviewed with the board the information on page 4 of the report. All of the returns are net of fees, Mr. Nash said. He reviewed the performance of each fund over 5 years, then 10 years. Chairman Wagner asked Mr. Nash's recommendation. The consultant answered that Dodge and Cox has some pretty okay numbers. If he (Mr. Nash) had to rank the managers as number one and two, he would rank Dodge & Cox as number one and EuroPacific as number General Employees Retirement Board November 6, 2013 Page 8 of 10 two. A motion having been made by Trustee Godek, and seconded by Vice - Chairman Wheeler, the board having unanimously approved to move to Dodge & Cox and away from Barings as quickly as practical, the board RESOLVED to terminate Barings as a money manager, and select Dodge & Cox as the replacement. Mr. Nash wanted to show the board information about fees on page 41. Mr. Nash said investment management fees paid by the plan have actually decreased. Currently Bogdahn pays 65 basis points. The consulting fee is $22,000, roughly eight basis points. When asset and custodian fees are added in, it's about 75 %. Bogdahn is down 9 basis points from last year. Trustee Grafton said that it seems to her that one of the best investments the board has made is contracting with Bogdahn. The board thanked Mr. Nash for his help. Mr. Nash thanked the board for their business. E. Set Meeting Dates for 2014 The chairman recommended the following dates for pension board meetings based upon input from the board's attorney. Jan 29th May 7th July 30th October 29th A motion having been made by Trustee Godek, and seconded by Trustee Grafton, and the board having unanimously approved to the afore- stated dates for next year's meetings, the board RESOLVED to meet on January 29 May 7 July 30 and October 29 DISCUSSION ITEMS A. Division of Retirement Chairman Wagner discussed the letter from the State that said that the City's pension fund was doing poorly. He stated that he was happy to see the lobbying efforts by the FPPTA. Vice - Chairman Wheeler asked if the board should ask the state how they got their numbers. Chairman Wagner said that Mr. Lozen did not argue with the state's numbers. The General Employees Retirement Board November 6, 2013 Page 9 of 10 chairman said he would ask the actuary about the actuarial implications. Discussion ensued about the states assumptions versus the reality of the data at the City. The actuary had mentioned that it might be useful to do an experience study. B. Foster & Foster Proposed Actuarial Study — Discussion The chairman said that the auditor mentioned a new report that will need to be done during the second quarter. Attorney Dehner explained that there were the calculations resulting from SB 534 last year and the GASB No. 68 -2. The attorney believes that the required information for both can he incorporated into the next valuation reports. He asked if any correspondence had been received from the actuary. The chairman said `no, not yet'. Attorney Dehner asked that the actuary be contacted, and that he let the board know what will need to be done since that may call for an addition to the contract between the actuary and the pension board. Further discussion ensued regarding what will need to be done and what it will cost. The attorney reiterated that the board contact the actuary about what he will need to do and what it will cost the pension fund. The chairman will get with the actuary about the matter. C. New State Actuarial Report Requirements Actuary - Foster & Foster will attend the next meeting and bring the actuarial report. D. Foster & Foster Comparative Analysis for 2012 Chairman Wagner stated that annually the actuary does a comparative analysis about how the fund ranks with other pension funds that are clients of Foster and Foster. E. FPPTA — Events Schedule School is coming up in February. Trustee Godek will need to enroll; chairman and vice - chairman will be attending. Ms. Zink will check with Trustees Gleason and Grafton. Returning back to this item, the chairman asked who would be attending this next meeting. Trustee Grafton reported that at the last FPPTA function she attended, that the organization will be placing their institute online which will be cheaper than having to attend and pay for a hotel and food. There has been no word as to when this will happen, but it is being planned. ATTORNEY COMMENTS Effective Oct. 1, Attorney Dehner recommended that the board move the 'public comments' be up the agenda as Roman numeral 2 in accordance with Sunshine Law. General Employees Retirement Board November 6, 2013 Page l0 of 10 COMMENTS FROM TRUSTEES / CITY LIAISON Trustee Grafton said that she saw that the letter from the retirement administrator was addressed to Jim Carnicella. Chairman Wagner responded that he took care of that. AGENDA FOR NEXT MEETING 1. Foster & Foster Actuarial Report (F &F) - check with F &F to see if payroll information has been transmitted to F &F by end of October. 2. Bogdahn will present their report COMMENTS FROM PUBLIC None. ADJOURNMENT There being no other business, the meeting was adjourned at 12:29 a.m. } r Respectfully subm ed by: Ap■ o ed by, C . � 1� /141 ‘. Stella McLeod, Municipal ` : oordinator Russell B. Wagner, G :RB Chairman GERB Recording Clerk