DEPARTMENT OF FIRE AND POLICE PENSIONS 701 E. 3rd Street, Suite 200 Los Angeles, CA (213)

Transcription

1 DEPARTMENT OF FIRE AND POLICE PENSIONS 701 E. 3rd Street, Suite 200 Los Angeles, CA (213) REPORT TO THE BOARD OF FIRE AND POLICE PENSION COMMISSIONERS DATE: MARCH 16, 2017 ITEM: B.6.a FROM: SUBJECT: RAYMOND P. CIRANNA, GENERAL MANAGER FEBRUARY 2017 MONTHLY REPORT AND UPDATE THIS REPORT IS PROVIDED FOR INFORMATIONAL PURPOSES DISCUSSION The February 2017 Monthly Report includes the following notable items: 1) Airport Police Transfer to Tier 6 and Technical Amendments to Administrative Code In anticipation that the Airport Safety Officers may transfer to our Plan as early as April, staff met with the Controller s Office and the Information Technology Agency staff on February 16, 2017 to discuss the requirements needed in the City s payroll system (PaySR). On February 22, 2017, the ordinance was approved by the City Council at its first reading and the second reading is scheduled for March 24, LACERS and LAFPP staff are preparing for a counseling session scheduled for March 29, 2017 for the Airport Safety Officers. There is currently one Airport Safety Officer participating in the Fire Department s Drill Tower. 2) Proposed Financial Counseling Program On April 6, 2017, staff will present to the Board the additional information that was requested on Four Square Financial Literacy Partners. 3) Pension Administration System Replacement The issues and discrepancies found during the prior build testing are being corrected. Staff will continue to test and validate these fixes. The issue concerning the method of calculating service credit in a leap year has been resolved. However, the initial Go Live date of the project has been pushed back from January 2018 to April To prevent similar issues from negatively impacting the project, Xerox and LAFPP staff will closely monitor the project requirements. 4) 2017 Fire Department Employee Member Board Election The Notice of Intent packets have been mailed by the Office of the City Clerk to eligible active Fire Department employee members to qualify as candidates for the ballot. The deadline for candidates to submit the Notice of Intent packets is March 17, Thereafter, the Office of the City Clerk will begin preparations to mail ballots to eligible voters. 5) Private Equity - The following private equity investments have closed since the last meeting announcement: On October 20, 2016, the Board, in closed session pursuant to Government Code Section , approved a commitment of up to $25 million in the following alternative investment:

2 Resource Capital Fund VII, L.P. and the investment closed on February 10, Board vote: Ayes 7, Nays 0 The following searches and firms are within the Marketing Cessation Period Policy*: Vendor / Contract Contract Start Date Contract Expiration Date Market Cessation Start Date Domestic Equity (New search) TBD TBD 12/15/16 Real Estate Investment Trust Manager (Active) (New search) TBD TBD 12/01/16 FIS Group, Inc. (International Manager of Emerging Managers) 07/01/14 06/30/17 04/01/17 MacKay Shields, LLC (Fixed Income High Yield Bond) 07/01/14 06/30/17 04/01/17 *Marketing Cessation: In accordance with Section 9.0 of the Investment Policy, from the time the search begins with the Board s approval of the minimum criteria for the search until the search ends with the selection of the firm(s) to receive contract(s), all direct marketing contact with firms that meet the search criteria will be limited to meetings with the Consultant, information sent to the Consultant or Department, questions about the search directed to the Staff or Consultant, one meeting at the Department s office with Staff and any site visits. The Board members, Department Staff or Consultant will accept no entertainment or gifts of any kind from any firm qualifying for the search. This policy does not prohibit contact with potential interview candidates at group social events, educational seminars, conferences, or charitable events so long as there is no direct marketing. During the three months prior to the renewal of a contract with a firm currently under contract, the Board Members, Department Staff and Consultant will accept no entertainment or gifts from that firm until the contract has been renewed or terminated by the Board. Firms who currently have contracts with LAFPP are allowed to continue contact related to the existing contract with Staff and the Consultant. Attachment Board Report Page 2 March 16, 2017

3 Item: B.6.a MONTHLY REPORT FEBRUARY 2017

4 STATUS REPORT OF BOARD ASSIGNMENTS TO STAFF 03/16/17 MEETING DATE ASSIGNMENT FORMERLY GOVERNANCE COMMITTEE STAFF PERSON DATE DUE TO THE BOARD STATUS The Board approved the status of the two recommendations on October 2, 2014, leaving one in Progress. 04/03/14 HEK Audit recommendations: 2 recommendations assigned to the Governance Committee. William Raggio (1) TBD The one remaining active recommendation marked In Progress concerns the process that will be invoked when a potential conflict of interest arises with the City Attorney. This is being discussed by the Ad Hoc Committee City Attorney on Engagement of Outside Counsel. The date this is expected to be completed and presented to the Board is contingent upon the work of the Ad Hoc Committee on Outside Counsel. I:Executive/Board Assignments/Board Assign to Staff 03/16/17

5 A Portfolio as of February 28, 2017 EQUITIES STOCKS BONDS CASH TOTAL ALLOC. PRIVATE EQUITY STOCKS / EQUITY / RE BONDS CASH TOTAL ALLOC. Alliance Capital (S&P 500 Index) 1, ,728.2 Abbott Capital Alliance Capital (Russell 1000 Value Index) Hamilton Lane AllianceBernstein Systematic Value PCA Alliance Capital (Russell 1000 Growth Index) 1, ,082.3 Fairview Capital Chicago Equity (Enh. Index-Core) Portfolio Advisors 1, ,293.4 LA Capital (Enh. Index-Growth) Aldus Equity NTI S&P 500 Equal Weight Stepstone Group NTI Stoxx USA TOTAL PRIVATE EQUITY MGRS (12%) 1, , % PIMCO (Enh. Index-Value) Target Differential (3.24)% (648.9) Robeco (Value) OakBrook Investments (Large Cap-Core) REAL ESTATE Redwood Investments (Large Cap-Core) Alliance Capital Global REIT Terminated Domestic Equity Managers Principal Global REIT Core Equity Managers (23%) 5, , % Principal U.S. REIT Target Differential 2.92% Terminated REIT Managers REIT Managers (3.0%) % Frontier Capital Mgt (Growth) Target Differential 0.13% 26.3 Daruma (Value) REAL ESTATE COMMINGLED FUNDS SUMMARY Channing Capital Mgt. (Small Cap.) Total Pooled Funds % Phocas Financial (Small Cap.) REAL ESTATE SEPARATE ACCT. SUMMARY BY MANAGER Granite Investment Partners (Micro Cap) Heitman Attucks (Mgr of Emerging Mgrs) / New Accts Sentinel Small Cap. Equity Mgrs (6%) 1, , % Real Estate Equity Mgrs % Target Differential 0.91% TOTAL REAL ESTATE (10%) 1, , % Target Differential (0.16)% (32.3) Brandes (Value) COMMODITIES Fisher (Core) Alliance (Commodities, Public Equity) Blackrock (Core Passive) Gresham Invest. Mgmt. (Commodities, Active) Baille Gifford (Growth) Goldman Sachs (Commodities, Enhanced Index) Boston Common (ESG) Kleinwort Benson (Commodities, Public Equity) Northern Trust (Int'l Small Cap Index) Mellon Capital (Commodities, Public Equity) FIS (Mgr of Emerging Mgrs) International PA (Commodities, Private Equity) Terminated Int'l Equity Managers TOTAL COMMODITIES (5.0%) % Int'l Equity Mgrs (16%) 3, , % Target Differential (1.01)% (214.6) Target Differential (0.48)% (95.4) Harding Loevner CASH Dimensional Fund Advisors HOUSE ACCOUNTS Terminated Int'l Emerg. Mkts. Mgrs Tier 1 (Article 17) Int'l Emerg. Mkts Mgrs (5.0%) % Tier 2 (Article 18) Target Differential (0.89)% (179.3) Tier 3 (Article 35) TOTAL EQUITIES MGRS (50.0%) 10, , % Tier 4 (New) Int'l Tax Reclaims Tier 5 (New) FIXED INCOME Tier 6 (New) Northern Trust (Fixed Income Index) CASH SUMMARY Reams Asset Mgmt. (Opportunistic) Unallocated Cash Reserve (1%) % LM Capital (Opportunistic) Target Differential 2.98% GIA Partners (Opportunistic) Transition SemperCapital Mgt TOTAL FUND Loomis Sayles (Long Duration) PRIVATE REAL CA Comm. Mort. Fund COMMODITIES EQUITY STOCKS BONDS ESTATE CASH TOTAL Bridgewater (TIPS) ACTUAL ASSET MIX Reams Asset Mgmt. (Passive TIPS) Current Month , , , , , ,028.6 Bridgewater Pure Alpha % 8.76% 51.60% 20.69% 9.81% 5.20% % Core Bond Mgrs (17.0%) - 3, , % Last Month , , , , ,730.8 Target Differential (0.56)% (112.6) % Change -0.74% -0.13% 0.98% 0.44% 1.47% 17.98% 1.51% MacKay Shields High Yield Bond Mgrs (3.0%) % Target Differential (0.35)% (70.2) Reams Asset Mgmt. (Unconstrained) Payden & Rygel (Unconstrained) Unconstrained Fixed Income (2.0%) % Target Differential (0.11)% (22.0) TOTAL FIXED INCOME MGRS (22.0%) 1.7 4, , % Subtotals & totals may not sum up exactly due to rounding. Note: City Pension Contribution received on 7/15/16 Note: Data is unaudited Dollars expressed in Millions.

6 Portfolio as of January 29, 2016 Private Equity Commitment Summary Venture Capital Buy-out Special Situations Percentage Total $848,202,000 23% $1,787,218,000 49% $987,536,000 27% % Commitment Total $3,622,956,000 Private Equity Funding Summary Total Commitment Contributions Remaining Commitment Percent Funded Abbott $282,351,000 $272,553,000 $9,798, % Hamilton Lane $200,852,000 $193,398,000 $7,454, % Portfolio Advisors Legacy $265,205,000 $254,458,000 $10,747, % Portfolio Advisors Current $1,999,276,000 $997,681,000 $1,001,595, % PCA $193,197,000 $180,919,000 $12,278, % Stepstone Group $197,451,000 $178,051,000 $19,400, % Aldus Equity $484,625,000 $438,657,000 $45,968, % Total $3,622,957,000 $2,515,717,000 $1,107,240, % Unfunded Commitment $1,107,240,000 Source: BOARD OF FIRE AND POLICE PENSION COMMISSIONERS Data as of June 30, 2016 Data is based only on current/active funds whaich are funds that have r ing commitment or residual value. Total Fund Portfolio Allocation 35.00% 30.00% 25.92% 25.00% % 15.00% 10.00% 5.00% % % Core Equity (23%) Small Cap. Equity (6%) Int'l Equity (16%) Int'l Emerg. Mkts (5.0%) Core Bonds Iincluding TIPS) (17.0%) 15.52% % % % High Yield Bonds (3%) % Unconstrained Fixed Income (2.0%) Actual Allocation, Target Allocation in parenthesis Over-allocated (Blue), Under-allocated (Red) % % 8.76% Cash (1.0%) Total RE (Including REITS) Private Equity (12.0%) (10.0%) *Board approved ranges on 6/16/ % Commodities Energy (5.0%)

7 Portfolio as of January 29, 2016 Real Estate Summary COMMINGLED FUNDS EQUITY POOLED CASH TOTAL ALLOC. ABR Chesapeake Fund III NA AEW Partners V NA AEW Value Investors II NA Almanac Securities Realty VII NA Asana Partners NA Berkshire Multifamily Income Realty Fund NA Buchanan Fund IV NA Calif Smart Growth IV NA Capri Urban Investors NA CIM Real Estate Fund III NA CIM Urban REIT, LLC NA CityView LA Urban Land Fund NA Clarion Lion NA Colony VIII NA CPI Capital Europe (A NA Forum Asian Realty II NA Gerrity Retail Fund NA Genesis Workforce Fund II NA Hampshire Partners VI NA Heitman Value Partners II NA Heitman American Realty Trust (HART) NA Jamestown Premier NA LaSalle Asia Opp. II NA Legg Mason Chesapeake RE NA Legg Mason II NA Metlife Core Property NA Noble Hospitality NA Oaktree Capital RE Opp. III NA Praedium Fund VII NA Principal Green I NA Prudential PRISA NA Prudential RE Fund II NA Rothschild Five Arrows Realty V (Almanac) NA Savanna Real Estate Fund III NA Starwood Distressed Opp IX NA Standard Life Investments NA Standard Life Investments Euro RE Club II NA Stockbridge RE Fund II NA Unico Partners I NA Urdang Value-Added Fund II (CenterSquare) NA Value Enhancement IV (Ares) NA Value Enhancement V (Ares) NA Total % SEPARATE ACCOUNT PROPERTIES EQUITY POOLED CASH TOTAL ALLOC. Heitman - Galleria Palms Apts NA Heitman W. Chestnut 69.8 NA Heitman - Palm Valley 0.0 NA Heitman - Woodland Plaza 35.8 NA Heitman - Twin Creeks Village 32.5 NA Heitman - Sea Isle, Inc NA Sentinel - Corridor Park Pointe 6.8 NA Sentinel - Riverplace 28.3 NA Sentinel - Walmart Building at Water Ridge 17.4 NA Sentinel - Windward Place Apts NA Sentinel - Jefferson Town Center Apts 44.7 NA Sentinel - Broad Street 0.0 NA Sentinel - St. Louis Industrial 45.9 NA Sentinel - NorthPointe Exec. Park 37.3 NA Sentinel - Aerial Center Exec. Park 29.6 NA Sentinel (Urdang) - Shadeland Station 48.5 NA Sentinel (Urdang) - Exelon Building 23.9 NA Neptune Building 0.0 NA 0.0 Real Estate Managers Total Committed Heitman Sentinel Sentinel (Urdang) 72.4 Total %

8 Preliminary Return Information as of February 28, 2017 Manager 1-month 3-month 1-year 3-years 5-years FYTD Total Fund 1.87 % 4.81 % % 6.24 % 8.67 % 8.20 % S & P 500 Index 3.97 % 8.04 % % % % % Total Equity 2.88 % 7.37 % % 6.15 % % % S & P 500 Index 3.97 % 8.04 % % % % % Total Domestic Equity 3.63 % 6.99 % % 8.77 % % % Russell 3000 Index 3.72 % 7.73 % % 9.92 % % % Total Large Cap Equity 3.90 % 7.64 % % % % % S & P 500 Index 3.97 % 8.04 % % % % % Total Small Cap 2.69 % 4.72 % % 3.59 % % % Russell 2000 Index 1.93 % 5.20 % % 6.93 % % % Total International Equity 1.63 % 8.04 % % 1.88 % 5.25 % % MSCI ACWI ex-us 1.61 % 7.95 % % 0.27 % 4.02 % % Total International Developed Markets 1.17 % 7.53 % % 1.48 % 6.24 % % MSCI ACWI ex-us 1.61 % 7.95 % % 0.27 % 4.02 % % Total International Emerging Markets 3.27 % 9.95 % % 3.43 % 1.35 % % MSCI Emerging Markets Index 3.07 % 9.03 % % 1.73 % % % Total Fixed Income 0.88 % 1.90 % 6.42 % 3.75 % 3.48 % 0.75 % Barclays Universal 0.77 % 1.43 % 3.20 % 2.97 % 2.74 % % Total Core Fixed Income 1.00 % 1.67 % 4.33 % 3.77 % 3.54 % % Barclays Aggregate 0.67 % 1.01 % 1.42 % 2.64 % 2.24 % % Total High Yield 1.15 % 4.23 % % 6.30 % 7.54 % % LAFPP HY Benchmark % 4.95 % % 4.79 % 6.87 % % Total REITs 3.90 % 7.97 % % 9.57 % % % LAFPP REIT Benchmark % 7.19 % % 9.04 % 9.23 % % Total Commodities 0.04 % 4.03 % % % N/A 7.34 % Bloomberg Commodities Index TR 0.21 % 2.15 % % % N/A % Footnote: 1 LAFPP HY Benchmark: CS HY Index thru 12/31/11 & BofA ML US HY Master II Cnst Index thereafter. 2 LAFPP REIT Benchmark: Dow Jones US Select RE Securities Index thru 12/31/13, 50% FTSE EPRA/NAREIT Global RE Index & 50% Dow Jones US Select RE Securities Index thereafter.

9 PENSIONS DIVISION (Data through February 28, 2017) DISABILITY PENSIONS Total Claims Filed* Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec YTD *Claims filed include the following: Disability, Active Member Death, Dependent Child/Parent. 7 Withdrawn Claims Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec

10 PENSIONS DIVISION Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec Total Claims Pending - All Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec Total Claims Pending - Disability Pensions New Applications and Review Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec Total Claims Pending - Active Member Deaths* *Claims include Surviving Spouse/Domestic Partner, Minor Child, Dependent Child/Parent.

11 PENSIONS DIVISION Total Claims Presented to the Board* Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec YTD *Claims include the following: Disability, Active Member Death, Dependent Child/Parent Avg. Processing Time for Claims Presented to the Board* Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec *Claims include the following: Disability, Active Member Death, Dependent Child/Parent. Months with zero (0) indicate no claims presented to the Board that month.

12 PENSIONS DIVISION DROP ENTRIES/EXITS DROP Entries Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec YTD DROP Exits 0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec YTD Projected DROP PARTICIPATION DROP Participants 1,450 1,400 1,350 1,300 1,250 1,200 1,150 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec ,285 1,275 1,292 1,322 1,332 1,342 1,378 1,369 1,375 1,398 1,404 1, ,370 1,403 1,399 1,384 1,370 1,294 1,255 1,268 1,278 1,284 1,287 1, ,252 1,307

13 PENSIONS DIVISION SERVICE PENSIONS Current Month Fiscal Year To Date 12 Month Moving Avg. Service Pensions by Effective Date SURVIVORSHIP PENSIONS Current Month Fiscal Year To Date 12 Month Moving Avg. Surviving Spouse/Domestic Partner Pension Applications Processed Survivor Benefit Purchase Program Total Surviving Spouse/DP Applications Processed and Survivor Benefit Purchase Program Granted ACTIVE MEMBER SERVICES Refund of Contributions (Number Leaving Without Vesting) Current Month Fiscal Year To Date 12 Month Moving Avg. Fire Police Harbor Completed Basic Training Purchases Fire Police Harbor Public Service Purchases (PSP) Completed Purchases Avg. Years of Service (YOS) Purchased N/A Avg. Cost per YOS Purchased N/A $47,157 $50,430 MEDICAL & DENTAL TRANSACTIONS February 2017 (PPE February 28, 2017) Current Month* Fiscal YTD* Last 12 Mos* Total Subsidies Paid $9,625,579 $75,401,753 $111,223,149 Total Medicare Part B Reimbursements Paid $904,108 $6,506,648 $9,702,852 *Includes Quarterly HIPR Payment(s)

14 PENSIONS DIVISION OUTREACH ACTIVITIES Date Type of Outreach Number of Participants Tier February 8, 2017 Financial Planning Education Seminar: Late Career Grace Simons Lodge 51 5 February 9, 2017 Information Table: LAPPL Outreach Newton Division 24 Multiple February 10, 2017 Recruit Talk: LAPD Graduates Westchester ARTC 33 6 February 23, 2017 Information Table: LAPPL Outreach Metro Division 64 Multiple February 24, 2017 Recruit Talk: LAFD Graduates Drill Tower Upcoming Events March 1, 2017 Financial Planning Education Seminar: DROP Exit Grace Simons Lodge TBD Multiple March 8, 2017 Financial Planning Education Seminar: Late Career Grace Simons Lodge TBD 5 March 9, 2017 Information Table: LAPPL Outreach 77 th St. Division TBD Multiple March 13, 2017 Benefits Presentation: Fire Station 88 TBD Multiple March 15, 2017 Information Table: Fire Station 5 TBD Multiple March 16, 2017 Deferred Compensation / DROP Meeting TBD Multiple March 22, 2017 Financial Planning Education Seminar: DROP Exit Grace Simons Lodge TBD Multiple March 30, 2017 Information Table: LAPPL Outreach Valley Traffic Division TBD Multiple Outreach Activity Totals Current Month Fiscal Year to Date Members Reached 216 1,637 -# of Recruit Talks # of Financial Planning Education Seminars # of Other Outreach Events 2 21 Note: The number of participants for Information Table events is an estimate. Staff is available to answer questions, check personal information and collect forms at these events. NEW PROJECTS PENSION PERSPECTIVES RETIRED/DROP MEMBERS Staff has begun drafting the spring issue of the newsletter. All LAFPP staff have been asked to submit proposed topics and draft articles. The target distribution date is June 2017.

15 PENSIONS DIVISION UPDATED PROJECTS TECHNICAL AMENDMENTS TO ADMINISTRATIVE CODE In conjunction with the draft ordinance that will establish the dates and procedures for the transfer of Airport Police employees from LACERS to LAFPP, staff and the City Attorney have also worked together to prepare some technical amendments to the Administrative Code to clarify plan language/provisions and provide greater flexibility for members. The amendments will pertain to the following: Ensure that the inclusion of Airport Police in Tier 6 will not trigger the elimination of the 1% payment by the City of Tier 5 employee contributions as provided in Charter Section Late Tier 5 transfer election forms shall not be accepted. Inclusion of Airport Police in the DROP plan provisions. Clarify that the Board may contract with third-party administrators that provide or contract for suitable health plans, including health care exchanges. Remove references to special MOU health subsidies (this language is no longer relevant as any impacted members are now eligible for a regular subsidy). Clarify that retired members are eligible to be reimbursed for the basic/standard Medicare Part B premium only (in accordance with current LAFPP practices). Provide additional flexibility for pensioners who participate in the Health Insurance Premium Reimbursement Program (i.e., retired members can be either the primary subscriber or a dependent on the plan for which they seek reimbursement; removed the requirement that members must live outside an HMO service area to provide more options for members who do not have access to an affordable PPO plan or those currently enrolled in LACERS plans). It is also noted that LACERS has requested an amendment to their health plan provisions to state that effective December 31, 2017, any former employee retired from LAFPP shall be ineligible for enrollment in any LACERS health plans unless such former employee was enrolled in a plan administered by the Personnel Department on December 31, [UPDATE: The City Council approved the ordinance at its first reading on February 22. The second reading of the ordinance is scheduled for March 24.] PENSION PERSPECTIVES ACTIVE/DROP MEMBERS Staff has begun drafting the spring issue of the newsletter. All LAFPP staff have been asked to submit proposed topics and draft articles. The target distribution date is late March The proposed topics include: Pension benefit information in MyLAFPP Requests for Contribution Letters or Divorce Calculation Letters Pension contributions while at the Fire Drill Tower or Police Academy DROP Program - Entering and Exiting LAFPP s funding status and other 2016 valuation results [UPDATE: Section Managers and Executive staff have reviewed the newsletter. The newsletter is currently being reviewed by the General Manager. Thereafter, the newsletter will be forwarded to the graphics designer. The target distribution is scheduled in mid-march.]

16 PENSIONS DIVISION AIRPORT POLICE TRANSFER TO TIER 6 Currently, sworn personnel of the Airport Department ( Airport Police ) are members of the Los Angeles City Employees Retirement System (LACERS). During labor negotiations with the Airport Police bargaining units, the City agreed to place on the November 8, 2016 State General Election ballot a Charter amendment that proposes certain retirement benefit enhancements for this group. Staff has worked with the City Attorney s Office, outside tax counsel, CAO, and LACERS in reviewing the draft Charter amendment which would: 1) Enroll new Airport Police into Tier 6; 2) Allow current Airport Police to transfer into Tier 6 from LACERS at their own expense; and 3) Permit new Airport Police Chiefs to transfer into LACERS rather than participate in Tier 6. Additionally, staff worked with the Plan actuary to commission a study demonstrating the impact of allowing Airport Police to participate in Tier 6. On June 16, 2016, the Plan actuary completed the cost study showing the increases in normal cost rates for Airport Police Officers to enter Tier 6, utilizing a simplified method to estimate the cost differences. A follow-up study using a detailed methodology was completed on July 7. The proposed ballot measure was approved by City Council on July 1. On October 4, 2016, Staff met with representatives from the CAO s office, Airports, LACERS, and City Attorney s office to discuss the possible need to move up the transfer counseling for Airport Safety Officers currently assigned to Ontario International Airport. This group of approximately 30 employees is expected to attend the Fire Drill Tower in groups of 10 and their transfer counseling would need to occur in March The remaining 500 Airport Police would be counseled in groups later in The November 2016 ballot measure was approved by voters. On December 2, 2016, the County certified the election results and on December 13, 2016, the City Council adopted the results. On January 12 and 31, 2017, LAFPP Staff met to discuss the payroll and pension administration system changes needed for Airport Police transferring to our plan. On January 31, 2017, the City Council instructed the City Attorney to prepare and present all ordinances necessary to implement the measure. [UPDATE: LAFPP staff met with the Controller s Office and Information Technology Agency (ITA) staff on February 16, 2017 and discussed the requirements needed in PaySR (the City s payroll system) in anticipation of Airport Safety Officers that may transfer to our Plan as early as April. The City Council approved the first reading of the ordinance on February 22, 2017 and the second reading is scheduled for March 24, LACERS and LAFPP staff are preparing for the Airport Safety Officers counseling session currently scheduled for March 29, 2017.]

17 PENSIONS DIVISION RFP FOR FINANCIAL PLANNING EDUCATION SEMINAR CATERING SERVICES At the December 15, 2016 Board meeting, staff requested authority to release a Request for Proposal (RFP) for catering services for the Financial Planning Education Seminars. The proposed contract would be for a three-year term. If approved, the RFP is scheduled to be released in mid-december, and the proposed deadline for responses from potential contractors would be early February On December 16, 2016, the RFP was posted on the LAFPP website and the City's contracting opportunities website (Business Assistance Virtual Network - BAVN). s were also sent to notify companies who had previously provided bids or services for the prior one-year contract. Responses to the RFP were due on February 1, Staff anticipates the evaluation of responses, cost information and a contract award recommendation will be presented to the Board in March [UPDATE: Staff received a total of 4 proposals and is evaluating the services and fees of each. Staff will present a recommendation to the Board at the March 16, 2017 meeting.] PROPOSED FINANCIAL COUNSELING PROGRAM Staff is conducting research to determine the scope and feasibility of offering individual financial counseling sessions to members. Members who attend one of the Financial Planning Education (FPE) seminars (for education only) would be given the opportunity to schedule a follow-up session with a financial planner for a personalized review of their financial situation. This would allow members to apply the education provided in the FPE seminar to take the next step and develop a comprehensive financial plan. Staff previously met with representatives of United Firefighters of Los Angeles City, Los Angeles Police Protective League, Los Angeles Firemen s Relief Association, Los Angeles Police Relief Association, and Los Angeles Retired Fire and Police Association, to request their input on the individual financial counseling services. The representatives were supportive of the proposed services. The individual counseling sessions would be conducted through our current financial education consultant. The FPE seminar contract was awarded as a result of an RFP released in July At that time, staff requested to make a recommendation to award a financial counseling contract at a later date. The financial education and planning consultants would not be allowed to provide, sell or derive any income from the sale of any investment products to members. In addition, any advice to the member for certain investment choices should not affect or provide compensation to the advisor. Staff met with the City Attorney on May 27, 2016, to discuss the parameters of the proposed financial counseling program. Staff proceeded with the plan for a pilot study of the financial counseling program and to conduct focus group sessions with members to gather feedback that will assist staff and the contractor in the development of the program.

18 PENSIONS DIVISION On September 6, 2016, eleven members participated in a focus group session and provided valuable feedback. The purpose of the focus group was to determine if the proposed program would be beneficial to members by addressing the questions and decisions they face as they transition into retirement. Information was presented on how the program would work and each participant was provided a personalized report similar to what will be provided as part of the final program. After reviewing their personal reports and providing suggestions, the participants agreed that the proposed program will be of great value to LAFPP members, even with the members picking up the full cost of the individual counseling session. On December 15, 2016, the Board awarded a contract for financial counseling services to Four Square Financial Literacy Partners. Staff is working with the City Attorney to draft a contract and liability waiver to proceed with the Financial Counseling Program. [UPDATE: At the February 22, 2017 meeting, the Board requested further information on Four Square Financial Literacy Partners. Staff will present the information to the Board on April 6, 2017.] UNCHANGED PROJECTS MULTIMEDIA EFFORTS As part of the prior fiscal year Business Plan (FY ), staff began developing a library of informational videos that are now posted on the LAFPP website. These videos cover topics regarding pension benefits and other plan information. In April 2016, a new "Multimedia" page was developed on our website to present these videos along with future multimedia postings. The Business Plan includes a project to expand our multimedia efforts and the range of communications methods used to reach members and other stakeholders (Project #12). As part of this effort, staff is working with our website consultant to update the user s experience by adding a filter to the Multimedia page. This filter, which will be applied to the video library in October 2016, will sort videos as they apply to Active, Retired, and General membership topics. Staff is working to livestream Board meetings internally to Department employees. Thereafter, staff will work with the Board to determine whether we post audio or video to the website, and whether it will be livestreamed or archived.

19 ADMINISTRATIVE OPERATIONS DIVISION UPDATED PROJECTS PENSION ADMINISTRATION SYSTEM REPLACEMENT The monthly requirements gathering sessions with Xerox and staff Subject Matter Experts from impacted business units continue in order to develop the specifications for the configuration and customization of the CPAS system. Weekly meetings with the project management team (LAFPP, Xerox, and LRWL consultant) are also being conducted to review and check on the progress of various deliverables, including planning documents, data mapping and conversion, hosting services, as well as the implementation of the new imaging solution to replace Documentum. [UPDATE: The Defect-Repair build/rollout to fix the issues and discrepancies found during prior build testing was completed as scheduled. Staff will be testing and validating the fixes made as well as verifying the refreshed data in the system resulted from a recent data conversion. The issue regarding the method of calculating service credit in a leap year has been addressed. Xerox and LAFPP has agreed to share the cost of fixing the calculation methodology and closely monitor project requirements to prevent similar issues from negatively impacting the project. This issue has pushed back the initial Go Live date of the project from January 2018 to April 2018, which will result in additional costs to the Department due to the dedicated LAFPP staff assigned to the project.] 2017 FIRE DEPARTMENT EMPLOYEE MEMBER BOARD ELECTION LAFPP provides for the election of employee and retired Board members in accordance with the City Charter, Los Angeles Administrative Code (LAAC), Division 23, Chapter 5, Articles 5 and 5.5, and Board rules. On September 1, 2016, the Board approved changes to the LAAC election procedures, which then required City Council to adopt an ordinance reflecting the changes. The City Attorney s Office prepared the ordinance and on December 9, 2016, the City Council approved the ordinance with Mayoral concurrence. Some of the key changes include no longer requiring signatures for the nominating petition and making the employee member election process more consistent with the retired member election process. On December 15, 2016, the Board authorized staff to administer the 2017 Fire Department Employee Member Board Election. Below are some key dates for the election: February 24, 2017 March 9, 2017 Latest date the Office of the City Clerk shall notify by mail all employee members of the Fire Department of the impending Board seat vacancy and that candidates are being sought to run for election. First day for candidates to file the Notice of Intent (to run for office) packet at the Office of the City Clerk Election Division.

20 ADMINISTRATIVE OPERATIONS DIVISION March 17, 2017 April 21, 2017 April 25, 2017 May 18, 2017 July 1, 2017 Last day for candidates to submit the Notice of Intent packet to the Office of the City Clerk Election Division, by 5:00 p.m., to qualify for the ballot. Deadline for candidates to submit an Observers List to the Office of the City Clerk Elections Division, by 5:00 p.m. Election Day, 8:00 a.m. to 5:00 p.m. All ballots must be received by the Office of the City Clerk Elections Division by 5:00 p.m. to be counted. Board Meeting Elections Results New five-year term begins for the Fire Department Employee Member of the Board. [UPDATE: The Office of the City Clerk has mailed the Notice of Intent packets to eligible active Fire Department employee members to qualify as candidates for the ballot. After the March 17, 2017 deadline for candidates to submit the Notice of Intent packets to qualify for the ballot, the Office of the City Clerk will begin preparations to mail ballots to eligible voters.] UNCHANGED PROJECTS PERFORMANCE METRICS As part of the Mayor s Back to Basics philosophy, the Mayor has directed departments to submit performance metrics that will measure the effectiveness of the departments in key areas. Monthly, staff submits performance metrics and business plan project updates to Mayoral staff including data in following areas: payment of pension payments; disability applications; customer satisfaction; contractor disclosure; and investment benchmarks. In addition, the General Manager has expanded the use of performance metrics to internally measure and track performance and assist management decision making, taking into consideration resource requirements needed to compile and analyze the data. These internal metrics are reviewed by management on a regular basis. As part of the budget process, management has been asked to review all metrics to determine if they need to be changed or refined in any way for the Fiscal Year SIDE A DIRECTOR S AND OFFICER S (D&O) LIABILITY INSURANCE \ While the City is statutorily required to indemnify Board members and staff acting in a fiduciary capacity, there are instances where the City can choose to not indemnify thereby obliging Board members or staff to defend themselves at their own expense. The City is not required to provide a legal defense to Board members or staff if:

21 ADMINISTRATIVE OPERATIONS DIVISION The defense would create a conflict of interest with the City; or The act or omission involved is not within their scope of duties; or The Board member or staff acted or failed to act because of actual fraud, corruption, or malice; or Criminal actions have been brought against the Board member of staff. (Note: The City has the discretion to indemnify criminal actions, thereby potentially obliging Board members or staff to defend themselves at their own expense. The California Government Code allows for pension boards to purchase liability insurance to bridge the risk exposure gap in cases where the City does not indemnify. In 2015, the Board authorized the General Manager to purchase an annual Side A Director s and Officer s (D&O) liability insurance policy to cover only Board members and key executive staff. The LAFPP Side A D&O insurance policy is liability insurance payable to the Board members and key staff to cover defense costs and losses up to $10 million, in circumstances when the City chooses to not indemnify. The current policy covers the term 12/23/15 to 12/22/16 and was purchased for $33,500, a significant savings compared to a traditional fiduciary insurance policy which normally covers Board members, all staff, and Plan assets. Staff are currently working to secure quotes for a new policy with a new term starting 12/23/16. In the LAFPP Budget, the Board authorized up to $50,000 for this insurance policy and staff expects the policy cost to remain fairly flat. Staff will report to the Board when the policy has been executed and what the final cost was. As part of this insurance policy, a Waiver of Recourse endorsement is required that protects the insured against recourse by the insurer. Without this endorsement, those insured are not protected from personal liability. Staff expect the required endorsement fee to total $25 per insured, which would have to be paid by the insured individuals and not by System assets. Staff will collect this fee from the insured once the policy invoice has been delivered to LAFPP. A new policy effective 12/23/16 is now in place. Staff is working with the Board of Commissioners to collect fees associated with the Waiver of Recourse as addressed above.

22 DEPARTMENT OF FIRE AND POLICE PENSIONS BUDGET TO ACTUAL - RECEIPTS AND EXPENSES As of February 28, 2017 (67% of year) VARIANCE ACTUAL PROJECTED % YEAR YEAR END SURPLUS/ (UNDER)/OVER BUDGET TO DATE PROJECTIONS DEFICIT PROJECTED A B C C-A RECEIPTS General Fund (1) $ 616,234,998 $ 616,234,998 $ 616,234,998 $ - 0% Less: Excess Benefit Plan (1) (1,303,600) (1,303,600) (1,303,600) - 0% Special Fund (Harbor) 4,547,876 4,547,876 4,547,876-0% Member Contributions (2) 142,160,559 91,718, ,506,908 (4,653,651) -3% Earnings on Investments 325,000, ,154, ,232,461 26,232,461 8% Miscellaneous (3) 2,000,000 2,029,290 3,043,935 1,043,935 52% Total Receipts $ 1,088,639,833 $ 947,381,980 $ 1,111,262,577 $ 22,622,745 2% EXPENSES Service Pensions $ 590,000,000 $ 406,470,350 $ 610,194,042 $ 20,194,042 3% Service Pensions - DROP payout 105,000,000 65,376, ,376,001 5,376,001 5% Disability Pensions 120,000,000 74,659, ,679,236 (8,320,764) -7% Surviving Spouse Pensions 121,000,000 80,929, ,599, ,813 0% Minor/Dependent Pensions 2,500,000 1,712,060 2,467,740 (32,260) -1% Refund of Contributions 3,500,000 1,779,085 2,668,628 (831,373) -24% Health Insurance Subsidy 113,000,000 71,852, ,922,258 (5,077,742) -4% Dental Insurance Subsidy 4,100,000 2,699,986 4,071,046 (28,954) -1% Medicare Reimbursement 11,500,000 6,505,677 10,119,553 (1,380,447) -12% Health Insurance Reimbursement 1,300, ,130 1,271,883 (28,117) -2% Investment Management Expenses 91,152,419 23,868,082 87,179,078 (3,973,341) -4% Administrative Expenses (4) 23,270,652 16,153,641 22,552,053 (718,599) -3% Total Expenses $ 1,186,323,071 $ 752,769,895 $ 1,192,101,330 $ 5,778,259 0% RECEIPTS OVER EXPENSES (5) $ (97,683,238) $ 194,612,085 $ (80,838,753) $ (16,844,485) CURRENT MONTH YTD MOVING AVERAGE PENSION PAYROLL $ 92,079,740 $ 88,949,942 (1) Represents the City of Los Angeles General Fund Annual Required Contribution, including the amount earmarked to pay excess benefits and associated administrative costs in compliance with IRC Section 415. The Excess Benefit Plan (EBP) estimated cost is $1,506,055. The EBP is funded by a City contribution of $1,303,600 and $202,455 in available funds from prior years. On December 9, 2016, the prior years' funds totaling $202,455 were re-appropriated to the current year EBP fund. Since the EBP revenue is not transferred to LAFPP, it is excluded from the department's total revenue. (2) Includes Pay Period 26 and up to Pay Period 17. (3) Represents receipts from prior years' pension buybacks/overpayments. (4) Actual Year-to-Date reflects Year-to-Date commitments (encumbrances) and expenditures. (5) Figures may be rounded.

23 DEPARTMENT OF FIRE AND POLICE PENSIONS BUDGET TO ACTUAL - ADMINISTRATIVE AND INVESTMENT MANAGEMENT EXPENSES As of February 28, 2017 (67% of year) ADMINISTRATIVE EXPENSE (A) (B) (C) (D) (E) (F) (G) (H) DIFFERENCE ADOPTED BUDGET ADJUSTED YEAR TO DATE REMAINING YR END (UNDER)/OVER VARIANCE ACCOUNT TITLE BUDGET CHANGES 2 BUDGET TOTAL BALANCE PROJECTED PROJECTED % 1 (A + B = C) COMMITTED (C - D = E) EXPENSES (F - C = G) (G / C = H) Salaries-General 3 11,800,000-11,800,000 6,993,696 4,806,304 11,701,000 (99,000) -1% Salaries-As-Needed 3 107, ,000 71,973 35, ,000-0% Overtime 3 69,715-69,715 17,217 52,498 48,000 (21,715) -31% Printing & Binding 36,654-36,654 36,654-36,654-0% Travel 159, ,443 63,261 96, ,000 (29,443) -18% Transportation 3 6,000-6,000 4,000 2,000 6,000-0% Contractual Services 4,932,150 (5,210) 4,926,940 4,293, ,778 4,600,000 (326,940) -7% Medical Services 330, , , ,000-0% Health Insurance 1,300,000-1,300, , ,676 1,259,000 (41,000) -3% Dental Insurance 55,000-55,000 23,880 31,120 54,000 (1,000) -2% Other Employee Benefits 40,000-40,000 19,781 20,219 40,000-0% Retirement Contribution 3,175,000-3,175,000 3,172,189 2,811 3,172,189 (2,811) 0% Medicare Contribution 173, ,000 70, , ,000-0% Office & Administrative 728, , , , ,000 (128,690) -18% Tuition Reimbursement 20,000-20,000 8,631 11,369 15,000 (5,000) -25% Election 25,000-25,000-25,000 25,000-0% Furniture, Office & Tech. 60,000 45, ,210 62,117 43, ,210-0% Unappropriated Balance 253,000 (40,000) 213, , ,000 (63,000) -30% TOTAL ADMINISTRATIVE EXPENSES $ 23,270,652 $ - $ 23,270,652 $ 16,153,641 $ 7,117,011 $ 22,552,053 $ (718,599) -3% TOTAL INVESTMENT MANAGEMENT EXPENSES $ 91,152,419 $ - $ 91,152,419 $ 23,868,082 $67,284,337 $ 87,179,078 $ (3,973,341) -4% 1 Percentage difference between projected expenses and the adjusted budget. 2 A couple adjustments were made to the following accounts as authorized by the Board after the Adopted Budget was approved: a) On January 9, 2017, funds totaling $40,000 were transferred to Furniture, Office & Tech. to purchase a department vehicle. The transfer was processed based on the January 5, 2017 Board authority to move funds from Unappropriated Balance (Account ) to Furniture, Office & Tech. (Account ) for this purchase. b) On September 15, 2016, funds totaling $5,210 were transferred to Furniture, Office & Tech. to offset HQ related costs. The transfer was processed based on the July 16, 2015 Board authority to move funds between line items as needed for the HQ Project. Also on July 21, 2016, the Board approved a contract extension for Haworth to December 31, 2017 and authority to expend funds on furniture or services with identifiable savings within existing budgetary accounts. 3 Year-to-Date Committed based on Pay Period 17 ending February 18, 2017.

24 DEPARTMENT OF FIRE AND POLICE PENSIONS Active, Expired, and Upcoming Contracts February 28, 2017 Contract Vendor / Services Contract Term Start Date Expiration Date Market Cessation Start Date 1 New Search Date Board Authorization Date Vendor/ Candidate Finalist Date Contract Award / Renewal Date Comments SEARCH Domestic Equity tbd tbd 12/15/16 12/15/16 The Board approved a new search. SEARCH Real Estate Investment Trust Manager (Active) tbd tbd 12/01/16 12/01/16 The Board approved a new search. 595PEN 596PEN FIS Group, Inc. (International Manager of Emerging Managers) MacKay Shields, LLC (Fixed Income - High Yield Bond) 07/01/14 06/30/17 04/01/17 07/01/14 06/30/17 04/01/17 598PEN Chicago Equity Partners LLC (Domestic Equity) 08/01/14 07/31/17 599PEN 602PEN 600PEN 601PEN 604PEN Los Angeles Capital Management and Equity Research, Inc. (Domestic Equity) Payden & Rygel (Unconstrained Fixed Income Manager) PIMCO (Pacific Investment Management Company LLC) (Domestic Equity) Scout Investments, Inc. - Reams Asset Management Division (Unconstrained Fixed Income Manager) Kleinwort Benson Investors (Commodities Active Equity Manager) 08/01/14 07/31/17 08/01/14 07/31/17 08/01/14 07/31/17 The Board approved the Consent to Assignment of Research Affiliates LLC to PIMCO on 01/21/16. 08/01/14 07/31/17 10/01/14 09/30/17 605PEN Mellon Capital (Commodities Active Equity Manager) 10/01/14 09/30/17 613PEN 614PEN Dimensional Fund Advisors LP (International Emerging Markets) BlackRock Institutional Trust Company (International Equity) 01/01/15 12/31/17 02/01/16 01/31/18 615PEN Baillie Gifford Overseas Limited (International Equity) 03/01/15 02/28/18 618PEN AllianceBernstein, L.P. (Global REIT) 03/02/15 02/28/18 624PEN 621PEN 622PEN Frontier Capital Management Company, LLC (Domestic Equity) Gresham Investment Management (Active Constrained Commodity Manager) Goldman Sachs Asset Management (Enhanced Index Commodity Manager) 07/01/15 06/30/18 07/28/15 06/30/18 07/16/15 07/15/18 629PEN LM Capital Group, LLC (Fixed Income) 09/01/15 08/31/18 638PEN Boston Common Asset Management, LLC (International Equity Emerging Manager) 10/01/15 09/30/18 639PEN Loomis, Sayles & Co. LP (Fixed Income) 10/01/15 09/30/18 633PEN Channing Capital Management, LLC (Domestic Equity) 10/01/15 09/30/18 636PEN GIA Partners, LLC (Domestic Fixed Income) 10/01/15 09/30/18 635PEN Granite Investment Partners (Domestic Equity) 10/01/15 09/30/18 631PEN OakBrook Investments, Inc. (Domestic Equity) 10/01/15 09/30/18 634PEN PHOCAS Financial Corporation (Domestic Equity) 10/01/15 09/30/18 632PEN Redwood Investments, LLC (Domestic Equity) 10/01/15 09/30/18 637PEN Semper Capital Management, L.P. (Fixed Income) 10/01/15 09/30/18 643PEN Northern Trust Investments, Inc. (Fixed Income) 12/01/15 11/30/18 642PEN Scout Investments, Inc. - Reams Asset Management Division (Fixed Income) 12/01/15 11/30/18 647PEN Glass, Lewis, & Co., LLC (Proxy Voting Services) 01/01/16 12/31/18 646PEN 644PEN 645PEN Northern Trust Investments, Inc. (International Equity) Heitman Capital Management, LLC (Real Estate Separate Account) Sentinel Trust Company (Real Estate Separate Account) 01/01/16 12/31/18 01/01/16 12/31/18 01/01/16 12/31/18 649PEN R.V. Kuhns & Associates, Inc. (General Consultant) 03/01/16 02/28/19 650PEN Portfolio Advisors, LLC (Private Equity) 04/01/16 03/31/19 655PEN Brandes Investment Partners, LP (International Equity) 08/01/16 07/31/19 659PEN Daruma Asset Management, Inc. (Domestic Equity) 08/01/16 07/31/19 656PEN Fisher Asset Management, LLC (International Equity) 08/01/16 07/31/19 INVESTMENTS 657PEN Scout Investments, Inc. - Reams Asset Management Division (Fixed Income - TIPS) 09/01/16 08/31/19 Page 1

25 DEPARTMENT OF FIRE AND POLICE PENSIONS Active, Expired, and Upcoming Contracts February 28, 2017 Contract Vendor / Services Contract Term Start Date Expiration Date Market Cessation Start Date 1 New Search Date Board Authorization Date Vendor/ Candidate Finalist Date Contract Award / Renewal Date Comments 658PEN AllianceBernstein, LP (Commodities) 10/01/16 09/30/19 INVESTMENTS 651PEN Northern Trust Company (Custodian Bank) 10/01/16 09/30/19 662PEN 663PEN 664PEN 666PEN 665PEN Portfolio Advisors, LLC (Private Equity - Specialized Manager) Fairview Capital Partners (Private Equity - Specialized Manager) Robeco Investment Management, Inc. (Boston Partners) (Domestic Equity) Principal Real Estate Investors, LLC (Global REIT Manager) Principal Real Estate Investors, LLC (U.S. REIT Manager) 10/20/16 09/30/19 11/01/16 09/30/19 11/01/16 10/31/19 12/01/16 11/30/19 12/01/16 11/30/19 667PEN AllianceBernstein, LP (Domestic Equity) 01/01/17 12/31/19 669PEN Harding Loevner (International Emerging Markets) 02/01/17 01/31/20 671PEN Northern Trust Investments, Inc. (Domestic Equity) 02/01/17 01/31/20 670PEN The Townsend Group (Real Estate Consultant) 02/01/17 01/31/20 653PEN InnerVision Technology Relocation Company (Technology Relocation Services) 03/01/16 02/28/17 641PEN Haworth, Inc. (HQ Furniture) 08/01/15 12/31/17 608PEN Iron Mountain Secure Shredding, Inc. (Secure Document Shredding) 07/01/16 06/30/17 RFP Financial Counseling Services tbd tbd 12/15/16 The Board awarded the contract to Four Square Financial Literacy Partners, Inc. The contract is pending negotiation and execution. RFP Financial Planning Education Seminar Program Catering Services 661PEN Something Special (Catering) 08/01/16 07/31/17 607PEN 648PEN The Cherry Hill Company (Website Design and Support) Four Square Financial Literacy Partners, Inc. (Financial Planning Education) tbd tbd 12/15/16 Staff evaluations of reponses and recommendations to the Board is scheduled for 03/16/17. 10/01/14 09/30/17 12/03/15 12/02/18 652PEN Firedrill (Graphic Design Services) 05/19/16 05/18/19 ADMINISTRATIVE OPERATIONS ADMINISTRATIVE SERVICES COMMUNICATIONS & EDUCATION 654PEN U.S. Legal Support (Court Reporting) 07/01/16 06/30/17 DISABILITY PENSION 627PEN 628PEN 660PEN Alpha-One Investigations, Inc. (Investigative Services Contractor) CoventBridge (USA) Inc. (Investigative Services Contractor) Simpson & Simpson Certified Public Accountants (Annual Financial Statements Audits) C Berstein Liebhard & Lefshitz (Securities Litigation/Monitoring Services) C Kaplan Fox & Kilsheimer, LLP (Securities Litigation/Monitoring Services) - Kessler Topaz Meltzer & Check (Securities Litigation/Monitoring Services) - Robbins Geller Rudman & Dowd (Securities Litigation/Monitoring Services) 09/15/15 09/14/18 09/15/15 09/14/18 The contract was formerly awarded to "Examination Management Services, Inc. dba ICS Merrill". The name change to CoventBridge (USA) was effective 07/07/16. 07/19/16 07/18/19 03/15/08 03/14/11 03/15/08 03/14/11 03/15/08 03/14/11 03/15/08 03/14/11 RFP Fiduciary Counsel tbd tbd 03/17/16 09/15/16 The Board awarded three contracts, but Nossaman LLP's contract is pending negotiation and execution. The other two contracts for K & L Gates, LLP and Olson Hagel & Fishburn, LLP have been executed. RFP Jackson Walker (Outside Real Estate and Investment Counsel) C Nossaman, LLP (Fiduciary Services) 11/10/14 11/09/17 C Ice Miller, LLP (Tax Services) 06/16/15 06/15/18 C Steptoe & Johnson LLP (Tax Services) 09/21/15 09/20/18 C Nossaman, LLP (Outside Real Estate and Investment Counsel) C Kutak Rock LLP (Outside Real Estate and Investment Counsel) tbd tbd 03/17/16 07/07/16 On 09/15/16, the Board approved the annual contract limits for Jackson Walker LLP. The contract for Jackson Walker LLP is pending negotiation and execution. 09/17/16 09/16/19 10/17/16 10/16/19 C K&L Gates, LLP (Fiduciary Counsel) 11/17/16 11/16/19 INTERNAL AUDIT LEGAL SERVICES Page 2