Peter J. Fulton, Chair, Elected Kerry Lafleur, Appointed Brian J. Whitney, Elected Arnold D. Roth, 5 th Member, Appointed

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1 37 Pursuant to a notice duly filed with the Town Clerk, a meeting of the Concord Retirement Board was held on Tuesday, August 29, 2017 at 8:30 a.m. at the Town House. Present: Also Present: Absent: Peter J. Fulton, Chair, Elected Kerry Lafleur, Appointed Brian J. Whitney, Elected Arnold D. Roth, 5 th Member, Appointed Linda A. Boucher, Retirement Administrator Brian Taylor, Finance Committee Observer Mary M. Barrett, Ex Officio Chair Peter Fulton opened the meter at 8:38 a.m. The Board unanimously approved the July 28, 2017 Regular Meeting minutes. The Board unanimously approved the July 20, 2017 Special Board Meeting minutes. The Board unanimously approved the August retiree payroll as follows: Pension: $544, Annuity: $126, Total Payroll: $670, The Board unanimously approved the following expenses: Russell Investments Invoice # A Equity I Fund Market Value Rate: Fee amount: 21,266, $36, International Fund Market Value 3,832, $8, Total Investment Advisory Service: $44, $44, Bank of America Analysis invoice $ Bank of America Analysis invoice $ Comerica Bank Invoice # Columbia Equity Fund Gross Market Value each annually x ¼ 5, each annually x ¼ $65,922, $5, % of 5, (based on 24,618,383.98) $2, $2, Comerica Bank Invoice # Columbia Fixed Income Gross Market Value each annually x ¼ 5, each annually x ¼

2 38 $65,922, $5, % of $5, (based on 33,663,458.08) $2, One (1) wire $17.00 each $ $2, $2, Columbia Threadneedle Fixed Income account no.: Period End Market Value annually x ¼ $11, % (2,849.29) $ 8, $8, Town of Concord Reim. Board s share of ADP Invoice # $1, Town of Concord Reim. Board s share of ADP Invoice # $1, W.B. Mason Invoice #I $ ADP, Inc. Invoice # $ Town of Concord Reim. Temp staff w/e 7/21 8/11; tel. chg. July; Q1FY18 tel. maint. $ 3, Grand total: $66, The Board was provided with the following list of investment transactions: BUY/ SELL Trade Date Trade Face Ticker/ Coupon/ Maturity Sec Desc CUSIP(Alad din ID) SELL 31-Jul-17-23, AMT AMERICAN SELL 31-Jul-17-44, FOXA ST CENTURY 01-MAR-2037 FOX AMERICA INC BUY 31-Jul , TSTRIP TREASURY STRIP 15-NOV-2043 (PRIN) BUY 31-Jul-17 35, T BUY 31-Jul , T BUY 31-Jul-17 1,572, T JUL-2024 BUY 31-Jul-17 1,869, T JUL-2022 BUY 31-Jul-17 21, T SELL 31-Jul , T JUN-2019 SELL 31-Jul-17 - T ,869, JUN-2022 SELL 31-Jul-17 - T ,572, JUN-2024 BUY 1-Aug , CCCIT_17-A8- A AUG-2022 SELL 1-Aug , JPM JPMORGAN CHASE & CO SELL 1-Aug-17-50, T SELL 1-Aug , T BUY 1-Aug , T BUY 1-Aug , T BUY 1-Aug-17 75, VZ AUG-2033 SELL 1-Aug , WFC BUY 2-Aug-17 85, LYB MAR-2027 SELL 2-Aug-17-59, LYB Trade Price Yield Moody Rating 03027XAP Baa3 BBB HBK Baa1 BBB EE Govt AA+ TREASURY BOND RV Govt AA+ TREASURY NOTE K / Govt AA+ TREASURY NOTE N Govt AA+ TREASURY NOTE P Govt AA+ TREASURY NOTE X Govt AA+ TREASURY NOTE XV Govt AA+ TREASURY NOTE XW Govt AA+ TREASURY NOTE XX / Govt AA+ CCCIT_17-A EGG Aaa AAA 48126HAC Baa3 BBB- TREASURY BOND RV / Govt AA+ TREASURY NOTE J / Govt AA+ TREASURY NOTE X / Govt AA+ TREASURY NOTE X / Govt AA+ VERIZON COMMUNICATION S INC WELLS FARGO & COMPANY LYB INTERNATIONAL FINANCE II BV LYONDELLBASELL 92343VEA Baa1 NR RG Baa2 BBB 50247WAB Baa1 BBB AM Baa1 BBB S&P Rating

3 39 BUY 2-Aug-17 52, T SELL 2-Aug-17-77, T BUY 7-Aug , CNAFNL BUY 7-Aug , DCENT_17- A6-A FEB-2023 BUY 7-Aug , EPD AUG-2077 SELL 7-Aug , T SELL 7-Aug , T SELL 7-Aug , T SELL 8-Aug-17-5, AMT SELL 8-Aug-17-29, TWX MAY-2029 BUY 8-Aug-17 35, T BUY 8-Aug-17 5, T BUY 9-Aug-17 20, MKC AUG-2047 SELL 9-Aug-17-20, T SELL 9-Aug , T BUY 9-Aug , WFNMT_17-B- A JUN-2023 SELL 10-Aug-17-23, AMT SELL 10-Aug-17-20, DLPH OCT-2046 BUY 10-Aug , SBAP_17-20H AUG-2037 BUY 10-Aug-17 44, T BUY 10-Aug-17 16, T SELL 10-Aug , T JUL-2024 BUY 10-Aug-17 22, T SELL 10-Aug-17-54, UTX JUN-2042 SELL 14-Aug-17-35, AMT BUY 14-Aug-17 17, CSX MAY-2042 SELL 14-Aug , T BUY 14-Aug , T SELL 14-Aug-17-18, T BUY 14-Aug-17 18, T AUG-2020 BUY 14-Aug , T BUY 14-Aug-17 33, T SELL 14-Aug , T BUY 15-Aug , ALLYA_17-4- A DEC-2021 TREASURY BOND RV Govt AA+ TREASURY NOTE X Govt AA+ CNA FINANCIAL AU Baa2 BBB CORP DCENT_17-A CB Aaa AAA ENTERPRISE PRODUCTS OPERATING LLC 29379VBN Baa2 BBB- TREASURY NOTE J / Govt AA+ TREASURY NOTE X Govt AA+ TREASURY NOTE X Govt AA+ AMERICAN 03027XAP Baa3 BBB- TIME WARNER BN Baa2 BBB COMPANIES INC TREASURY NOTE X Govt AA+ TREASURY NOTE X Govt AA+ MCCORMICK & AP Baa2 BBB COMPANY INC TREASURY BOND RV Govt AA+ TREASURY NOTE K Govt AA+ WFNMT_17-B GC NR AAA AMERICAN 03027XAP Baa3 BBB- DELPHI 24713GAD Baa2 BBB AUTOMOTIVE PLC SBAP_17-20H 83162CYU Agency AA+ TREASURY BOND RV Govt AA+ TREASURY BOND RV Govt AA+ TREASURY NOTE N / Govt AA+ TREASURY NOTE X Govt AA+ UNITED TECHNOLOGIES BT A3 A- AMERICAN 03027XAP Baa3 BBB- CSX GW Baa1 BBB+ TREASURY BOND RV Govt AA+ TREASURY BOND RX Govt AA+ TREASURY NOTE J / Govt AA+ TREASURY NOTE Q Govt AA+ TREASURY NOTE R / Govt AA+ TREASURY NOTE R Govt AA+ TREASURY NOTE X / Govt AA+ ALLYA_ FAC NR AAA

4 40 SELL 15-Aug-17-41, T SELL 15-Aug , T MAY-2020 BUY 16-Aug , AMZN DEC-2024 SELL 16-Aug-17-24, AMT BUY 16-Aug-17 2, LYB BUY 16-Aug , NAROT_17-B- A OCT-2021 SELL 16-Aug-17-1, T SELL 16-Aug , T SELL 16-Aug , T BUY 16-Aug-17 22, T BUY 17-Aug-17 31, CSX NOV-2066 BUY 17-Aug-17 15, LYB SELL 17-Aug-17-13, T SELL 22-Aug-17-66, BK SELL 22-Aug-17-90, NTRS BUY 22-Aug , T TREASURY BOND RX / Govt AA+ TREASURY NOTE X Govt AA+ AMAZON.COM INC AN Baa1 AA- AMERICAN 03027XAP Baa3 BBB- LYONDELLBASELL AM Baa1 BBB NAROT_17-B 65478GAD Aaa NR TREASURY BOND RX Govt AA+ TREASURY NOTE K Govt AA+ TREASURY NOTE R / Govt AA+ TREASURY NOTE R Govt AA+ CSX HG Baa1 BBB+ LYONDELLBASELL AM Baa1 BBB TREASURY BOND RX Govt AA+ BANK OF NEW YORK MELLON CORP AF Baa1 BBB NORTHERN AQ Baa1 BBB+ TRUST TREASURY NOTE R / Govt AA+ The Board unanimously approved the following new members: Name Unit Department Position Hire Date Group Michael Tedesco Town Fire Firefighter/EMT 08/21/ Benjamin Pileeki Town CPW W/S System Main. 08/14/ The Board unanimously approved the following new retirements: Name Unit/Group Department Position Retirement Date Service Jaqueline Santella Town/1 Accounting Utility Billing September 9, Mark Cotreau Town/4 Fire Fire Chief September 1, The Board acknowledged there were no refunds/rollovers. Name Unit/Group Department Position Amount Service None The Board unanimously approved the following transfers to another system: Name Unit/Group Department Position Amount Service Mary Anne Levine School/1 CPS SPED Tutor $13, Transferring to MTRS Pamela Higgins Town/1 Recreation Asst. Rec. Director $147, Transferring to Natick The Board respectfully acknowledged the following death: Joan Leftwich born December 7, Joan became a member of the Concord Retirement System on September 9, 1987 as a Library Aide in the School Department. She worked in this position for 18 years before retiring on August 31, Joan passed away on August 2, 2017 at the age of 84.

5 41 ASSET ALLOCATION AND MARKET VALUE REPORT: Kerry Lafleur provided the Board with a review of the asset allocation and market values at July 31, (A copy of the asset allocation and market value report at June 30, 2017 was also provided to the Board.) Kerry noted that, at the end of July, the combined market value of assets (which includes the Town s Pension Reserve Fund) increased 3.46% from the prior month s end. The combined assets totaled $ million ($ million in retirement system assets and $9.13 million in the Town s Pension Reserve account). This increase is partly due to the receipt of $5.6 million in employer assets received in July. Compared to one year earlier, the combined market value of assets has increased 10.17%. Retirement system assets only increased by 4.28% for the one-month period ended July 31, 2017 compared to the Pension Reserve Investment Trust (PRIT) asset value increase of 10.17%. This difference is higher than usual but reflects a more conservative asset allocation of Concord compared to the PRIT Fund. REQUEST FOR PROPOSALS: The Board agreed to schedule a Special Board Meeting on September 6, 2017 in order to have a final review of the RFP. CASH BOOKS: The Board was provided with the receipts, disbursements, adjustments, trial balance, general ledger and year-to-date budget for June and July PERAC AUDIT REPORT: (1/1/ /31/2015) The Board was provided with PERAC s Audit Report for the period of time between January 1, 2012 and December 31, The auditors reported two findings: (1) Monthly Financial Reporting and (2) 2% Member Contributions. The Board acknowledges that it is part of their fiduciary duty to review the financial transactions on a regular basis and will begin reviewing cash books at their regular monthly meetings. The Board accepts the auditors finding regarding member contributions and will instruct their administrator to review and audit payroll records periodically to ensure that deductions are being withheld correctly. PERAC MEMOS: The Board was notified of the following PERAC Memos: PERAC Memo #24/2017 COLA increase for Supplemental Dependent Allowance Paid to Accidental Disability Retirees and Accidental Death Survivors; PERAC Memo #25/2017 The Repeal of G.L. c G ¾; PERAC Memo #26/2017 Access to PROSPER: PERAC Memo #27/2017 Reinstatement to Service under G.L. c ; and PERAC notice re: Forfeiture of Retirement Allowance for Dereliction of Duty by Members. There being no further business before the Board, it was upon motion made and duly seconded that the meeting adjourned at 11:20 a.m. Peter J. Fulton, Chairman, Elected Kerry A. Lafleur, Appointed Brian J. Whitney, Elected Arnold D. Roth, 5 th Member, Appointed