Massachusetts Port Authority Employees Retirement System Board Meeting Minutes May 17, 2017

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A meeting of the Massachusetts Port Authority Employees Retirement Board was held at the offices of the Massachusetts Port Authority, One Harborside Drive, East Boston, MA 02128-2909, on Wednesday,. The following members of the Board were present: James S. Hoyte, Chairman Michael A. Grieco, Vice Chairman Philip H. Mallett, Board Member John P. Pranckevicius, Treasurer-Custodian Betsy Taylor, Board Member Also present were: Irene Moran, Director of Retirement Laura Barbosa, Retirement Member Services Specialist Nancy Bournival, MPAERS Controller Lynn Fullerton, Retirement Board Coordinator John Affuso, Massport Senior Legal Counsel, Transactions Larry Stone, Stone Consulting, Inc. 1. Open Meeting Chairman Hoyte opened the meeting at 9:05 a.m. 2. Roll Call Ms. Moran read a roll call: Member Hoyte Here. Member Grieco Here. Member Mallett Here. Member Pranckevicius Here. Member Taylor Here. 3. Public Comments There were no public remarks. 4. Attendance at Educational Conference

To authorize Retirement Board Counsel to attend the 2017 MACRS Spring Conference and to approve all education and business related expenses as outlined in the Travel Authorization Voucher form attached. 5. Ratification and Approval of Minutes of the Board Meeting held on April 27, 2017 To ratify and approve the Minutes of the Board Meeting held on April 27, 2017. 6. Ratification and Approval of Investments for the Month of April 2017 The schedule of investments, buys and sells, for the month of April 2017 was presented to the Board for ratification. To ratify the investments as previously authorized by the Board, for the month of April 2017 as shown on the schedule submitted by People s United Bank, schedule attached. 7. Approval of May Vouchers listed below: The Director presented May vouchers with attachments for approval, please see attached warrant report for detail. Funds Wired to People s United Checking on 04/28/17 $ 1,395.36 Funds Wired to People s United Checking on 05/04/17 $ 174.42 Funds Wired to Bank of America on 05/30/17 $2,569,096.06 Retiree Payroll Funds Wired to Massport Payroll Account on 05/30/17 $ 58,582.50 Funds Wired to People s United Checking on 05/30/17 $ 131,106.94 Funds Wired to Bank of America Checking on 05/30/17 $ 21,872.63 Lease --------------------- Total $2,782,227.91

Following a review of the vouchers on the attached warrant report and upon a motion duly made and seconded, it was: That May Vouchers are hereby approved in the total amount of $2,782,227.91. RESOLVED FURTHER: That the Treasurer-Custodian is hereby authorized to make payment upon the aforesaid vouchers. 8. Vote to Approve Pending Retirements Superannuation Retirement Anthony M. D Apolito The Director of Retirement presented the Superannuation Retirement Application of Anthony M. D Apolito, Motor Equipment Repairperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport. WHEREAS, Anthony M. D Apolito, Motor Equipment Repairperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport, currently age 69 years with 18 years, 3 months of creditable service, has applied for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32. WHEREAS, Anthony M. D Apolito has been found upon investigation by the Director of Retirement to qualify for such retirement, effective on June 1, 2017. NOW, THEREFORE, To approve the application for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32, of Anthony M. D Apolito, Motor Equipment Repairperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport, currently age 69 years with 18 years, 3 months of creditable service effective on June 1, 2017 subject to certification to be issued by the Commonwealth of Massachusetts Division of Public Employee Retirement Administration Commission. Superannuation Retirement Albert B. Dalton The Director of Retirement presented the Superannuation Retirement Application of Albert B. Dalton, Associate Chief Legal Counsel, Group 1, in the Legal department at the Logan Office Center.

WHEREAS, Albert B. Dalton, Associate Chief Legal Counsel, Group 1, in the Legal department at the Logan Office Center, currently age 61 years with 35 years, 4 months of creditable service, has applied for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32. WHEREAS, Albert B. Dalton has been found upon investigation by the Director of Retirement to qualify for such retirement, effective on June 1, 2017. NOW, THEREFORE, To approve the application for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32, of Albert B. Dalton, Associate Chief Legal Counsel, Group 1, in the Legal department at the Logan Office Center, currently age 61 years with 35 years, 4 months of creditable service effective on June 1, 2017 subject to certification to be issued by the Commonwealth of Massachusetts Division of Public Employee Retirement Administration Commission. Termination Retirement Allowance Joseph A. Gaidis The Director of Retirement presented the Termination Retirement Application of Joseph A. Gaidis, former Construction Engineer, Group 1, in the Capital Programs department at the Logan Office Center. WHEREAS, Joseph A. Gaidis, former Construction Engineer, Group 1, in the Capital Programs department at the Logan Office Center, currently age 57 years with 21 years, 10 months of creditable service, has applied for a Termination Retirement Allowance, Option C, under the provisions of M.G.L. Chapter 32, Section 10(2)(a). WHEREAS, Joseph A. Gaidis has been found upon investigation by the Director of Retirement to qualify for such retirement, effective on April 30, 2017. NOW, THEREFORE, To approve the application for Termination Allowance, Option C, under the provisions of M.G.L. Chapter 32, Section 10(2)(a) of Joseph A. Gaidis, former Construction Engineer, Group 1, in the Capital Programs department at the Logan Office Center, currently age 57 years with 21 years, 10 months of creditable service effective on April 30, 2017 subject to certification to be issued by the Commonwealth of Massachusetts Division of Public Employee Retirement Administration Commission. Superannuation Retirement Thomas E. Proctor

The Director of Retirement presented the Superannuation Retirement Application of Thomas E. Proctor, former Skilled Laborer, Group 1, in the Bridge Maintenance unit of the Bridge department at the Tobin Bridge. WHEREAS, Thomas E. Proctor, former Skilled Laborer, Group 1, in the Bridge Maintenance unit of the Bridge department at the Tobin Bridge, currently age 56 years with 18 years, 7 months of creditable service, has applied for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32. WHEREAS, Thomas E. Proctor has been found upon investigation by the Director of Retirement to qualify for such retirement, effective on June 1, 2017. NOW, THEREFORE, To approve the application for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32, of Thomas E. Proctor, former Skilled Laborer, Group 1, in the Bridge Maintenance unit of the Bridge department at the Tobin Bridge, currently age 56 years with 18 years, 7 months of creditable service effective on June 1, 2017 subject to certification to be issued by the Commonwealth of Massachusetts Division of Public Employee Retirement Administration Commission. Superannuation Retirement James J. Tassinari The Director of Retirement presented the Superannuation Retirement Application of James J. Tassinari, Working Foreperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport. WHEREAS, James J. Tassinari, Working Foreperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport, currently age 60 years with 38 years, 11 months of creditable service, has applied for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32. WHEREAS, James J. Tassinari has been found upon investigation by the Director of Retirement to qualify for such retirement, effective on June 11, 2017. NOW, THEREFORE, To approve the application for Superannuation Retirement, Option C, under the provisions of M.G.L. Chapter 32, of James J. Tassinari, Working Foreperson, Group 1, in the Field Maintenance unit of the Aviation department at Logan Airport, currently age 60 years with 38 years, 11 months of creditable service effective on June 11, 2017 subject to

certification to be issued by the Commonwealth of Massachusetts Division of Public Employee Retirement Administration Commission. 9. Director s Report COLA 30-day notice to Authority May 30 th deadline Draft budget to board week of June 5 th Human Resources Committee Meeting week of June 19 th PERAC s PROSPER account set-up for board members and staff 10. New Business Board Member Stipends Ms. Moran presented a comparison of Board Member stipends of the ten largest public retirement systems excluding the State Retirement System. The Board discussed the results including assets under management, 1-, 5-, and 10-year performance numbers, funded ratio, and stipend for each of these ten retirement systems. 11. Stone Consulting, Inc. Stone Consulting was represented by: Larry Stone 11a. Discussion of Actuarial Study Mr. Stone recalled discussion regarding the January 1, 2017 Valuation results from the April 29 th meeting. He reviewed actuarial assumptions and methodologies. Mr. Stone also reviewed potential alternative assumptions changes with the Board including salary and interest rates as well as mortality tables. Mr. Stone also recalled discussion regarding the cost calculation relative to potential COLA base and Section 90A, 90C, 90D increases. Mr. Stone then presented an updated cost calculation relative to the 90A, 90C, 90D increases based on Board discussion from the previous meeting. Following a robust discussion, the Board elected to increase the COLA base effective July 1 st and not to make any assumption changes for this valuation. 11b. Vote to Adopt the COLA base increase WHEREAS, 51 of Chapter 127 of the Acts of 1999 allows the Authority to authorize the Retirement Board annually to grant a pension increase adjustment for retirees in excess of the percentage increase allowed by G.L.c.32, 103 (c), up to a maximum of 3% on the first $12,000 of the retirement allowance; and

WHEREAS, said provision has been accepted by the Retirement Board and approved by the Authority; and WHEREAS, 18 of Chapter 188 of the Acts of 2010 allows the Authority to authorize the Retirement Board to increase the retiree COLA base in increments of $1,000; and To increase the COLA base to $14,000 from $13,000 effective July 1, 2017. Members Hoyte, Grieco, Mallett, Pranckevicius, and Taylor voted Yes. 11c. Vote to Adopt Actuarial Valuation To approve the January 1, 2017 Actuarial Valuation assuming no assumption changes. Members Hoyte, Grieco, Mallett, Pranckevicius, and Taylor voted Yes. Mr. Stone left the meeting at 10:55 a.m. 12. Adjournment To adjourn the meeting at 11:05 a.m. 13. Documents and Exhibits Agenda Cash Disbursements 05/01/2017 05/31/2017 and Warrant Number 05/2017 AP Minutes April 27, 2017 Stone Consulting, Inc. January 1, 2017 Actuarial Valuation Preliminary Results April 27, 2017 Stone Consulting, Inc. January 1, 2017 COLA Base and 90A, C, D Cost Calculation April 27, 2017 Stone Consulting, Inc. January 1, 2017 90A, C, D Cost Calculation MPAERS Proposal for COLA Base and Section 90 Increases and Methodology MPAERS Board Member Stipends Comparison TAV Form 2017 MACRS Spring Conference May 15, 2017 Wilshire Associates Monthly Performance Summary, April 30, 2017 MPAERS Fund Composite April 2017 Retiree and Survivor Payroll Reconciliation May 2017 Bank of America Checking Account Reconciliation April 2017

State Street Bank Checking Account Reconciliation April 2017 State Street Bank Replacement Plan Checking Account Reconciliation April 2017 People s United Bank Checking Account Reconciliation April 2017 People s United Bank Replacement Plan Checking Account Reconciliation April 2017 Trial Balance 1/1/2017 3/31/2017 2016 Section 3(8)(c) Receivables

James S. Hoyte Chairman Michael A. Grieco Vice Chairman Philip H. Mallett Board Member John P. Pranckevicius Treasurer-Custodian Betsy Taylor Board Member Irene Moran Director of Retirement