Book 1 Page 112 6/18/18 8:30 a.m. MINUTES OF THE CITY OF SARASOTA GENERAL EMPLOYEES PENSION PLAN BOARD OF TRUSTEES REGULAR MEETING OF JUNE 18, 2018 Present: Chair Barry Keeler, Vice Chair Ryan Chapdelain, Secretary Pamela Nadalini, Trustees Bonnie Wagner, Gretchen Schneider and Kari McVaugh Others: Attorney Scott Christiansen, Senior Pension Analyst Anthony Ferrer, Pension Specialist Lois Belle and Administrative Specialist Sean Wilkins Absent: Treasurer Kelly Strickland 1. CALL MEETING TO ORDER: Chair Keeler called the meeting to order at 8:30 a.m. and noted that there was a Change to the Order of the Day Memorandum to add under Board Appointment, Item No. 6.2. and to remove under New Business, Item No. 10.1. 2. PLEDGE OF CIVILITY: Chair Keeler read into the record a memorandum from Former Mayor Willie Charles Shaw, dated February 13, 2015, entitled "City Commission and Advisory Boards Meeting Protocols and Pledge of Civility." 3. ROLL CALL: Secretary Nadalini conducted the Board roll call, a quorum was noted. 4. PUBLIC INPUT: No one signed up to speak. 5. APPROVAL OF THE MINUTES: 5.1. Approval Re: Minutes of General Employees' Pension Plan Board of Trustees Membership Meeting of May 21, 2018 Secretary Nadalini requested an excused absence for the April 16, 2018 meeting and the absence was noted as excused by consensus. AI motion was made by Trustee McVaugh, and seconded by Trustee Schneider, to approve the minutes of the General Employees' Pension Plan Board of Trustee Regular Meeting of May 21, 2018. Motion carried unanimously (6-0). 6. BOARD APPOINTMENT: 6.1. Appointment Re: Nomination to General Employees Pension Plan Seat GP1 Presenter(s): Secretary Nadalini Secretary Nadalini requested to open the floor to consider the applications or nominations received for Seat GP1; that Susan Blake submitted an application with support by ten (10) members of the Plan; that she would like to open discussion or, if no discussion, can confirm nomination as submitted. Secretary Nadalini asked Attorney Christiansen if he had anything to add to the discussion and Attorney Christiansen stated that there is no action required from the Board; that there was only one submission received by the deadline and by acclimation she is the new designate of the seat. Secretary Nadalini reiterated that no vote is required that the application was noted for the record. 6.2. Appointment Re: Nomination to General Employees' Pension Plan - Seat GP4 Presenter(s): Secretary Nadalini Secretary Nadalini stated that the same detail applies for Seat GP4; that the applicant changed his nomination from Seat GP1 to Seat GP4 simply because there were no other nominations received for Seat GP4; that both applicants initially applied for Seat GP1 but that the Code does not automatically deferred to open seat; that the applicant changed his seat to Seat GP4; that the candidate is Mark Nicolas; that, as the attorney stated, there is no need to take action but that the nomination is noted on the record. 7. APPROVAL OF RETIREMENT REQUEST/S): 7.1. Approval Re: Deferred Retirement Option Plan (DROP) Request of Deborah Perez Presenter(s): Senior Pension Analyst Ferrer Senior Pension Analyst Ferrer stated that Ms. Perez is 54 years of age; that she has 30.07 years of service time and that she has elected the 50% Joint and Survivor Pop-up option. A motion was made by Trustee Schneider and seconded by Secretary Nadalini to approve the DROP Request of Deborah Perez. Motion passed unanimously (6-0). 8. INVESTMENT PERFORMANCE REPORT: 8.1. Presentation and Discussion Re: HGK Investment Performance Presenter(s): Matthew Witschel, Director, National Accounts, HGK Asset Management Matthew Witschel came before the Board and introduced himself. Mr. Witschel provided an overview of HGK's investment discipline and philosophy; that the strategy is to look for underpriced companies in the market; that HGK is outperforming relative to the bench; he took the Board through the attribution analysis of which sectors performed well and which sectors struggled; that HGK has increased Real Estate holdings in apartment space to be equal to investment policy weighting allocation; that the basic foundation continues an upward trend and the fundamentals are still intact; that HGK captures 106% of the upmarket and 90% of the down. The Board thanked Mr. Witschel for his presentation. Book 1 Page 113 6/18/18 8:30 a.m. Book 1 Page 114 6/18/18 8:30 a.m. 9. UNFINISHED BUSINESS 9.1. Status Update Re: Proposed Ordinance No. 18-5246 to be Set for Public Hearing Presenter(s): Secretary Nadalini Secretary Nadalini stated that Ordinance is scheduled to request that the City Commission set for Public Hearing Proposed Ordinance No. 18-5246, amending Section 24-98, Board of Trustees to revise eligibility for membership on the Board for DROP participants to be elected as and vote for the member retiree seat, etc.; that she must ask the Board the fundamental question of whether the Board is still interested in pursuing Proposed Ordinance No. 18-5246 given the change in dynamics of the Board; that with Seats GP1 and GP4 seats being filled today this Ordinance will not be applicable for three (3) years. Vice Chair Chapdelain asked if the election of the expiring seats could be postponed until the City Commission approves Ordinance No. 18-5246 and Attorney Christiansen stated that Staff and the Board must follow the current Plan rules. Discussion ensued around the timing; that the terms of Seat GP1 and GP4 expire June 30, 2018; that elections are held to fill those expiring terms; that there is no reason to extend deadline for nominations. 10. NEW BUSINESS: 10.1. PosamalonamsDleauesA-AwpeleRonePsswAypSemee.necN, :SsGenaltmpeyeecPemsenFund (Item Removed as a Change to the Order of the Day) PresenteFS)-Alisoesle-CPA-PA-Pariner-Maukdin&JeAkinSHLP 10.2. Presentation and Discussion Re: Portfolio Monitoring Services of Kessler, Topaz, Meltzer & Check, LLP Presenter(s): Johnathan Davidson, Esquire, Kessler, Topaz, Meltzer & Check, LLP Jonathan Davidson came up to the dais and introduced himself to the Board. Mr. Davidson provided an overview of his firm and what the company can offer in terms of Portfolio Monitoring; that Kessler, Topaz, Meltzer & Check is based in Pennsylvania; that the firm is 100% contingency fee based; that their strategy is to file a claim on every item uncovered. In response to a question from Attorney Christiansen asking about filing fees, Mr. Davidson stated that there is no charge to file claims and that Kessler, Topaz, Meltzer & Check does not charge for portfolio monitoring services; that fees are only incurred if the Plan becomes the lead plaintiff in a settlement action; that Salem Trust is one of the custodians that will begin to pass along a 12% outsourcing fee to clients for portfolio monitoring services. In response to a question from Trustee Wagner asking how Kessler, Topaz, Meltzer & Check identify issues, Mr. Davidson stated that issues are identified through custodial data provided. The Board thanked Mr. Davidson for his presentation 11. ATTORNEY MATTERS: Attorney Christiansen reminded the Board that financial disclosures are coming due July 1st; that there is a new ethics requirement but that iti is not applicable to pension board trustees. That all trustees must file Form 1 for their participation on the board last year; that the trustee leaving the board must file a Form 1F within 60 days of their terms expiring; that there will need to b a selection of Chair at the next meeting. Attorney Christiansen provided a status update on the Goenne overpayment situation; that he had reviewed tax records and found some personal property records for Mr. Goenne; that he has a mobile home valued at approximately $5,000 in Charlotte County; that those are the assets that he has been able to uncover; and suggested an official action to make a business decision on whether to take any further action regarding Mr. Goenne's overpayment. A motion was made by Trustee Wagner, and seconded by Chair Keeler, to take no further action on Mr. Goenne's overpayment recover based on the findings regarding probability of recovery of any assets. Motion carried unanimously (6-0). Attorney Christiansen recommended to the Board to amend the Pension Plan to maintain the tax qualification of the Plan as identified by Ice Miller, LLP, tax attorney professionals that Christiansen & Dehner work with, and would like the Board to authorize him to prepare an ordinance to maintain the Plan's tax qualification status. Secretary Nadalini moved that recommendation for approval with Vice Chair Chapdelain seconding the motion. Motion carried unanimously (6-0). 12. OTHER MATTERS: Vice Chair Chapdelain asked if the Board needed to go through a Request for Proposal (RFP) process again now that the original Request to Service from Mauldin & Jenkins, LLC was concluded. Secretary Nadalini stated that if the Board if in agreement, the Fund has the option to renew the contract for an additional period. Secretary Nadalini stated that Treasurer Strickland was at the Florida Government Finance Officers Association (FGFOA) annual conference in Orlando, FL and would seek an excused absence upon her return. 13. ADJOURN. Chair Keeler adjourned the General Employees' Pension Plan Board of Trustees Regular Meeting at 9:48 a.m. SIGNATURE WAS UNABLE TO BE ACQUIRED DUE TOI REASONS UNKNOWN. BAETP leer Chair Barry Keeler Secretary Pamela Nadalini Book 1 Page 115 6/18/18 8:30 a.m.