MINUTES OF THE CITY OF SARASOTA FIREFIGHTERS PENSION PLAN BOARD OF TRUSTEES REGULAR MEETING OF APRIL 26, 2017 Present: Chair Michael Hartley, Vice Chair Shelia Roberson, Trustees Charles Joseph and Scott Snow Others: Attorneys Robert Sugarman and Pedro Herrera (via teleconference), Senior Pension Analyst Anthony Ferrer, Senior Pension Accountant Cynthia Akersloot and Pension Specialist Lois Belle Absent: Secretary/Treasurer: Pamela Nadalini 1. CALL THE MEETING TO ORDER: Chair Hartley called the meeting to order at 9:00 a.m. 2. PLEDGE OF CIVILITY: Trustee Snow read into the record a memorandum from Mayor Willie Charles Shaw, dated February 13, 2015, entitled "City Commission and Advisory Board Meeting Protocols and Pledge of Civility." Attorneys Robert Sugarman and Pedro Herrera, Susskind and Sugarman, P.A. joined via teleconference at 9:01 a.m. 3. PUBLIC INPUT: No one signed up to speak. 4. APPROVAL OF MINUTES: 4.1. Approval Re: Minutes of the Firefighters' Pension Plan Board of Trustees Annual Membership Meeting of March 22, 2017 Vice Chair Roberson requested to add receipt of the Audit the morning ofi to the last paragraph of Agenda Item No. 8.1 and that more detail be added to Agenda Item No. 8.1. to provide specific details related to the specific findings of the audit; that there were Journal Entries necessary to correct on page 29; that the she would like to see this level of detail in the Minutes. Chair Hartley stated adding this level of detail regarding the audit is good for transparency and requested corrected Minutes of the Firefighters' Pension Plan Board of Trustees Annual Membership Meeting of March 22, 2017 be brought to the May 24, 2017 meeting for approval. 5. BOARD OF TRUSTEES' REPORTS: 5.1, Presentation and Discussion Re: Treasurer's Report for Period Ending September 30, 2016 Presenter(s): Secretary/reasurer. Nadalini Chair Hartley advised the Board that Secretary/Treasurer Nadalini had a scheduling conflict; that she was at a Logic and Accuracy test for the upcoming election for the presented the Attendance Report to the Board and that Senior Pension Accountant Akersloot would be presenting the Treasurer's report in Secretary/Treasurer Nadalini's absence. Senior Pension Accountant Akersloot stated there were not a lot of changes in revenue except for the Investment Income which was negative $1,688,653 for Year Ended September 30, 2015 to a positive $12,041,835 for Year Ended September 30, 2016 which accounted for the difference down through the Net Income; that the change of investments showed an addition of about $6 million in 2016. Book 1 Page 61 4/26/2017 9:00 a.m. Book 1 Page 62 4/26/2017 9:00 a.m. In response to a question from Chair Hartley asking ift the Plan's Net Income increase of $6.3 Million was for 2016, Senior Plan Akersloot stated the 2016 Net Income increased to $6.4 Million. A motion was made by Vice Chair Roberson and seconded by Trustee Snow to accept the Treasurer's Report for Period Ending September 30, 2016. Motion carried unanimously (4-0). 6. APPROVAL OF RETIREMENT REQUEST/S): 6.1. Approval Re: Normal Retirement Request of Michael Hartley Presenter(s): Senior Pension Analyst Ferrer At the request of Attorney Pedro Herrera, Chair Hartley excused himself from Chambers and Form 8B was filed. Vice Chair Roberson stated to the Board that Item No. 6.1. in the presentation material is the Normal Retirement Request of Michael Hartley prepared and reviewed by pension administration; Senior Pension Analyst Ferrer confirmed that he prepared and Senior Plans Accountant Akersloot reviewed. A motion was made by Trustee Joseph and seconded by Trustee Snow to approve the Normal Retirement Request of Michael Hartley. Motion carried unanimously (3-0). 7. INVESTMENT PERFORMANCE REVIEW: 7.1. Presentation and Discussion Re: Graystone Consulting Investment Performance as of March 31, 2017 Presenter(s): Charles Mulfinger, Managing Director, Graystone Consulting Charles Mulfinger, Managing Director, Graystone Consulting came before the Board to present the Investment Performance Report as of March 31, 2017. Mr. Mulfinger gave a brief overview of the economic and financial market condition and stated that Q1 was a strong quarter; that the Portfolio was above benchmarks; that the Market was volatile but up; that Growth this quarter did much better than Value. Mr. Mulfinger discussed the current strategy of portfolio and that overall the Plan is up 3.8% beating benchmark; that the compliance checklist shows within range and that there is no need to rebalance; looking forward, he likes stocks better than bonds. In response to a question by Chair Hartley asking about strategic position for the cycliçal nature of economy, Mr. Mulfinger stated that the economy turn will shift but with the current political environment the Plan is still well situated for 12-18 months; that the Plan will want to become more conservative. Discussion ensued around strategy in a weaker market. In response to a question by Chair Hartley asking about strategic position of farmland and infrastructure, Mr. Mulfinger stated that Farmland is relatively illiquid; that he wouldn't reçommend moving into this area and that Infrastructure is difficult to predict right now but that he does like the Infrastructure option and is watching the market closely. 8. UNFINISHED BUSINESS: 8.1. Approval Re: Additional Invoice for Auditing Services Presenter(s): Alison Wester, CPA, Partner, Mauldin & Jenkins, LLC (via teleconference) Alison Wester, CPA, Partner, Mauldin & Jenkins, LLC came before the Board via teleconference. Ms. Wester stated that as discussed by the Board in the March 22, 2017 meeting, she provided an additional invoice for auditing services incurred during the audit for Fiscal Year ended September 30, 2016; that the invoice of additional fees, already discounted 50% because the hours were incurred were at manager and partner rate. In response to a question from Trustee Snow asking if Staff had reviewed the additional fee invoice and if Staff agreed, Senior Pension Analyst Ferrer stated that Mauldin & Jenkins did put in a significant amount of time into the Audit. Chair Hartley noted Board consensus to discuss the matter with the Plan's attorney prior to approval and Ms. Wester was excused. Robert Sugarman and Pedro Herrera, Sugarman & Susskind, PA, were called and discussion ensued around payment of the additional invoice for Auditing Services from Mauldin & Jenkins, LLC. Attorney Sugarman suggested the Board approve the payment oft the contractual amount by the Plan and approve payment of the additional $8,000 but seek reimbursement from the Office of the City Auditor and Clerk due to the shape of the Financial Statements. A motion was made by' Vice Chair Roberson and seconded by Trustee Joseph to approve payment of the Mauldin & Jenkins invoice for additional services but to seek reimbursement from the Office of the City Auditor and Clerk as discussed, Motion carried unanimously (4-0). Chief Regnier came before the Board and his request to speak was granted by Chair Hartley. Chief Regnier asked the Board ift there a cost for the City audit to the Plan. Senior Pension Analyst Ferrer stated that an external audit is performed for City; that there is no additional cost for this additional City Audit incurred by current or retired Firefighters; that there was no loss of funds to any member of the Firefighters' Pension Plan; that the audit identified accounting errors and these were rectified. 8.2. Approval Re: Electronic Actuarial Reporting Requirements Presenter(s): Brad Armstrong, Actuary, Gabriel Roeder Smith & Co. (via teleconference) Brad. Armstrong, Actuary, Gabriel Roeder Smith & Company came before the board via teleconference. Mr. Armstrong stated that the State has mandated the requirement to automate data collection. A motion was made by Vice Chair Roberson and seçonded by Trustee Joseph to approve fee for initial start-up. Motion carried unanimously (4-0). 8.3. Approval Re: Additional Fees Associated with Administration and Audit Process Presenter(s): Brad Armstrong, Actuary, Gabriel Roeder Smith & Co. (via teleconference) Mr. Armstrong stated that the addition fees Gabriel Roeder Smith & Company (GRS) is requesting approval on relate to Administration and the Board requested more detail regarding what additional work was necessary and how iti impacted the valuation. Mr. Armstrong stated that this fiscal year was the first- time Gabriel Roeder Smith & Company had to do impact statement for Share Plan; that interaction with Staff was increased as a result; that GRS was asked to review Share Plan accounting because this was a new process; that $6,272 was the study run for the Board; that the additional $7,500 was due to a number of administrative tasks and that GRS couldn't move forward until data reconciled for Share Plan. In response to a question from Chair Hartley asking what percentage of the additional $7,500 was due to audit, Mr. Armstrong stated that approximately one-third of the $7,500, $2500, was due to the Audit but that the full amount of $7,500 could easily be attributable to the Share plan. Book 1 Page 63 4/26/2017 9:00 a.m. Book 1 Page 64 4/26/2017 9:00 a.m. A motion was made by Vice Chair Roberson and seconded by Trustee Joseph to approve invoice for additional fees less $2,500. The Board directed Staff to request invoice be split and to reçeive one invoice in the amount of $25,680 and the second in the amount of $2,500 to request that the City pay but if the City does not pay the Board will pay and have further discussion with City regarding payment. Motion carried unanimously (4-0). 9. NEW BUSINESS: 9.1. Presentation and Discussion Re: Chapter 112.664 F.S. Compliance Report = September 30, 2016 Presenter(s): Brad Armstrong, Actuary, Gabriel Roeder Smith & Co. (via teleconference) Mr. Armstrong stated that Chapter 112.664 F.S. is a Compliance report; that thei final report is due to State within 60 days; that the cash flow projection on page 5 is new and that overall the report shows good news; that he anticipates no additional contributions from Employee/Employer, but it is a requirement and is informational; that the report has - not yet sent to state. Mr. Armstrong left the meeting and Attorney Robert Sugarman, Sugarman & Susskind, PA was dialed in. 9.2. Presentation and Discussion Re: Proposed Annual Budget for Fiscal Year 2017 - 18 Presenter(s): Secretary/reasurer Nadalini Senior Pension Accountant Akersloot presented the Proposed Annual Budget for Fiscal Year 2017 - 18 in Secretary/Treasurer: Nadalini's absence; that there was no significant difference; that Special Services are Actuarial services; that the Capital expenditure for software is new given prior year's issues. A motion was made by Vice Chair Roberson and seconded by Trustee Joseph to adopt the Proposed Annual Budget for Fiscal Year 2017 = 18 as presented. Motion carried unanimously (4-0). 10. ATTORNEY MATTERS: Attorney Robert Sugarman, Sugarman Susskind, reminded the Board about the Division of Retirement conference is scheduled from May 31 to June 2, 2017; that State regulators will be in attendance. 10. OTHER MATTERS: Vice Chair Roberson stated that there is a considerable need for communication; that as a representative ofi the County she needs to be informed. Trustee Joseph provided highlights of the UBS conference he recently attended and stated that he provided additional information regarding Farmland from the conference to Senior Pension Analyst Ferrer if anyone would like a copy. Chair Hartley noted Board consensus to request UBS prepare a presentation on Farmland. Discussion ensued around consideration for a third-party Plan administrator and Board would appreciate a status update on the current Plan Administrator. 11. ADJOURN. Chair Hartley adjourned fhe Eirefighters' Pension Plan Board of Trustees Regular Meeting at 11:26 a.m. B04h L Chair Michael Hartley Vice Chair Shelia Roberson FORM 8B MEMORANDUM OF VOTING CONFLICT FOR COUNTY, MUNICIPAL, AND OTHER LOCAL PUBLIC OFFICERS LAST/AME-FIRSTI NAME-MIDDLE NAME NAME OF BOARD, COUNÇIL SPMMISSONZUTORIT/SECOMAITEE, ARTEU MICHRC STRIENL 24 C C eNson MAILINGA ADDRESS THE BOARD, COUNCIL, COMMSSION,AUTHORIY, OR COMMITTEE ON 1913 Ko LUINE ORPON CR WHICHS SERVE ISAUNITO OF: CITY COUNTY acY OCOUNTY DOTHERL LOCALAGENCY NAME OF POLITICALS SUBDVISION: - SABASOTA SAAASOTA o7 DATE ON WHICH VOTE OCCURRED SARSOTA MYF POSITIONIS: - 30 -17 ELECTIVE D APPOINTIVE WHO MUST FILE FORM 8B This form is for use by any person serving at the county, city, or other local level of government on an appointed or elected board, council, commission, authority, or committee. It applies to members of advisory and non-advisory bodies who are presented with a voting conflict of interest under Section 112.3143, Florida Statutes. Your responsibilities under the law when faced with voting on a measure in which you" have a conflict of interest will vary greatly depending on whether you hold an elective or appointive position. For this reason, please pay close attention to the instructions on this form before completing and filing the form. INSTRUCTIONS FOR COMPLIANCE WITH SECTION 112.3143, FLORIDA STATUTES A person holding elective or appointive county, municipal, or other local public office MUST ABSTAIN from voting on a measure which would inure to his or her special private gain or loss. Each elected or appointed local officer also MUST ABSTAIN from knowingly voting on a measure which would inure to the special gain or loss of a principal (other than a government agency) by whom he or she is retained (including the parent, subsidiary, or sibling organization of a principal by which he or she is retained); to the special private gain or loss of a relative; or to the special private gain or loss of a business associate. Commissioners of community redevelopment agencies (CRAs) under Sec. 163.356 or 163.357, F.S., and officers of ndependent special tax districts elected on a one-acre, one-vote basis are not prohibited from voting in that capacity. For purposes of this law, a "relative" includes only the officer's father, mother, son, daughter, husband, wife, brother, sister, father-in-law, mother-in-law, son-in-law, and daughter-in-law. A "business associate" means any person or entity engaged in or carrying on a business enterprise with the officer as a partner, joint venturer, coowner of property, or corporate shareholder (where the shares of the corporation are not listed on any national or regional stock exchange). ELECTED OFFICERS: In addition to abstaining from voting in the situations described above, you must disclose the conflict: PRIOR TO THE VOTE BEING TAKEN by publicly stating to the assembly the nature of your interest in the measure on which you are abstaining from voting; and WITHIN 15 DAYS AFTER THE VOTE OCCURS by completing and filing this form with the person responsible for recording the minutes of the meeting, who should incorporate the form in the minutes. APPOINTED OFFICERS: Although you must abstain from voting in the situations described above, you are not prohibited by Section 112.3143 from otherwise participating in these matters. However, you must disclose the nature of the conflict before making any attempt to influence the decision, whether orally or in writing and whether made by you or at your direction. IF YOU INTEND TO MAKE ANY ATTEMPT TO INFLUENCE THE DECISION PRIOR TO THE MEETING AT WHICH THE VOTE WILL BE TAKEN: You must complete and file this form (before making any attempt to influence the decision) with the person responsible for recording the minutes of the meeting, who will incorporate the form in the minutes. (Continued on page 2) CE FORM 8B EFF. 11/2013 PAGE 1 Adopted byr reference in Rule 34-7.010(1)), F.A.C. APPOINTED OFFICERS (continued) A copy of the form must be provided immediately to the other members of the agency. The form must be read publicly at the next meeting after the form is filed. IF YOUI MAKE NO. ATTEMPT TO INFLUENCE THE DECISION EXCEPT BY DISCUSSION AT THE MEETING: Your must disclose orally the nature of your conflict in the measure before participating. Your must complete the form and file it within 15 days after the vote occurs with the person responsible for recording the minutes of the meeting, who must incorporate the form in the minutes. A copy of the form must be provided immediately to the other members of the agency, and thei form must be read publicly at the next meeting after the form is filed. DISCLOSURE OF LOCAL OFFICER'S INTEREST AhCHREL Spu hereby disclose that on 436 20 (a)Ameasure came or will come before my agency which (check one or more) inured to my special private gain or loss; inured to the special gain or loss of my business associate, inured to the special gain or loss of my relative, inured to the special gain or loss of by whom am retained; or inured to the special gain or loss of which is the parent subsidiary, or sibling organization or subsidiary of a principal which has retained me. (b) The measure before my agency, and the nature of my conflicting interest in the measure is as follows: a Pmnsonft NOTE ON Abrsoiy Apopon my If disclosure of specific information would violate confidentiality or privilege pursuant to law or rules governing attorneys, a public officer, who is also an attorney, may comply with the disclosure requirements of this section by disclosing the nature of the interest in such a way as to provide the public with notice of the conflict. Date Filed Signatuyé NOTICE: UNDER PROVISIONS OF FLORIDA STATUTES $112.317, A FAILURE TO MAKE ANY REQUIRED DISCLOSURE CONSTITUTES GROUNDS FOR AND MAY BE PUNISHED BY ONE OR MORE OF THE FOLLOWING: MPEACHMENT, REMOVAL OR SUSPENSION FROM OFFICE OR EMPLOYMENT, DEMOTION, REDUCTION IN SALARY, REPRIMAND, OR A CIVIL PENALTY NOT TO EXCEED $10,000. CE FORM 8B EFF. 11/2013 PAGE 2 Adopted by reference in Rule 34-7.010(1), F.A.C.