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Download the Bulletin A PUBLICATION BROUGHT TO YOU BY ULLICO | LABOR’S COMPANY | VOL.6, ISSUE 1 | SUMMER 2018 MESSAGE FROM THE CEO: Thanks a Billion I am proud to report that the Ullico Infrastructure Fund has now passed the $1 billion mark in commitments. For me, it represents a dream come to life, and continues to meet Ullico’s mission of providing solutions for the union workplace. We started hiring staff for the fund in 2009, and by 2011, we were raising capital during the depths of the recession. Since its inception in 2012, the fund has experienced strong growth and now has assets under management in excess of $900 million, spanning over 10 investments. Continued on page 2 INSIDE THIS ISSUE: 1 Message from the CEO 3 Multiemployer 401(k) Fund Becomes Latest Target 4 Union Labor Life Celebrates Longstanding Clients 6 J for Jobs Adds Projects in Chicago and New Jersey 7 UIF Raises $1 Billion in Five Years 8 Kudos from Life and Health Customers 9 2018 Interns and UCG Tour 10 Welcome to Our New Clients MESSAGE FROM THE CEO: Make no mistake, P3’s can, and are working, provided you use a stakeholder-based approach that includes local involvement. The public has to understand the reality of the Thanks a Billion need, the cost involved, and that there is no such thing as free Continued from cover page money. Asset owners need to understand that private capital can be a win/win for communities when done right. Today at Ullico, our Infrastructure Fund is helping rebuild America, utilizing union pension fund dollars, to generate Our Ullico Infrastructure Fund is an example of competitive returns and to put union members and union infrastructure done right, and we have a great story to tell. contractors to work. These are long term investments that Congratulations to Jeff Murphy, Sonia Axter and their crew match perfectly with the long-dated needs of union pension for the great job of getting the Infrastructure Fund up and funds. We have funded water, and wastewater projects, solar, running, and performing at such a high level. wind, hydro and natural gas energy generation, electricity Many thanks to all of our investors who believed in the transmission and recently a transportation company, and concept of a real union infrastructure entity, and made we are just getting started. Our Infrastructure Fund is a the concept a reality. Take a minute to read all about our great example of the labor movement investing in itself, Infrastructure Fund in the article later in this issue. leveraging its assets to grow and sustain itself. It follows the long time example of the Building Trades, who created their Dan- We’re Going to Miss You! own apprenticeship and training funds, health and welfare Congratulations to Dan Wolak, who is retiring funds, and pension funds, all with the idea of investing in in August after serving as President of Union their membership to achieve quality results. Labor Life. Dan’s incredible knowledge and stature in the industry, his work ethic, America’s infrastructure needs are substantial as outlined in friendship and leadership will be greatly a recent report card published by the American Society of missed. Dan’s tenure is marked by incredible success and Civil Engineers. Their 2017 Infrastructure Report Card, gives attention to detail. We wish him all the best in retirement. America a grade of D+. It’s a report card I would not want to show my mother. The report indicates that only one half Congrat’s to Stephanie Whalen who the Board appointed of the infrastructure bill is being paid, leaving a $2 trillion as the new President of Union Labor Life upon Dan’s investment gap that hurts the economy, families, workers retirement. Stephanie’s twenty years with Ullico will serve and businesses. Political decisions at all levels of government her well in her new job. have deferred critical maintenance of existing infrastructure assets and kicked the can further down the road. While Enjoy the Summer! the solution of utilizing private capital to assist in solving the infrastructure problem may sound simple, many in the public believe that P3 [Public/Private/Partnership] stands for “picking the public’s pocket.” Edward M. Smith President and CEO Ullico Inc. Join Us in Welcoming the Major League Baseball Players Association as a New Stop Loss Client for The Union Labor Life Insurance Company. 2 | ULLICO BULLETIN | SUMMER 2018 UCG COUNSEL’S CORNER Second, another practical way to lessen risk is to offer a diversified mix of investments, including Multiemployer 401(k) Fund target-date funds and lower-cost index funds. Courts have dismissed cases where funds offered participants a wide range of investment options Becomes Latest Target in that included high and low risk options, because doing so allowed fund participants to choose investments according to their personal risk Wave of Fee Litigation Suits tolerance. By Anthony Cacace & Tulio D. Chirinos of Proskauer Rose LLP Third, fiduciaries should ensure that they are following statutory requirements with respect to Participants of a multiemployer 401(k) fund documents and information from the trustees fund disclosures. These disclosures, in addition recently filed a putative class action suit against related to their administration of the 401(k) fund. to being required, can inoculate fiduciaries the fund’s board of trustees alleging that the from hindsight-based claims that “investment trustees breached their fiduciary duties of loyalty The claims asserted in Ybarra are similar to mixes” offered by the fund’s investment and prudence when they authorized excessive those that have been leveled against dozens of options were imprudent. Courts recognize that fees to be paid by the fund’s participants. The 401(k) and 403(b) plan fiduciaries in the last investments have risks and if these risks are complaint alleges that the trustees imprudently two years in what are commonly referred to as properly disclosed to participants, courts will and disloyally allowed the fund to pay: (1) “fee litigations.” Like in Ybarra, many of these be disinclined to use hindsight to second guess excessive investment management fees for cases have survived the initial pleading stage inclusion of these investment options in the mutual fund options by failing to offer cheaper and have entered into costly discovery. These fund’s lineup, particularly when the fund offers institutional share class options instead of the suits have typically been brought against large a diversified mix of investment options with more expensive retail share class options; and plans commonly referred to as “jumbo plans,” different risk profiles. (2) excessive recordkeeping fees by failing to generally with over a billion dollars in assets. monitor the recordkeeping arrangement with the However, as the plaintiffs’ bar looks to increase Fourth, a best practice is to have outside counsel fund’s recordkeeper, which allegedly resulted the volume of fee litigation, they have started conduct fiduciary training to outline in greater in overpayments of more than $17 million. The expanding their targets to include plans of mid- detail the steps that should be taken to avoid, plaintiffs seek to represent a class of over 27,000 market sized companies and, as Ybarra indicates, or at least mitigate the chance of, being sued. current and former participants. The case is multiemployer participant-directed annuity or If there are specific concerns, fiduciary legal captioned Ybarra v. Bd. of Trs. of Supp. Income 401(k) funds. compliance reviews can help identify and correct Tr. Fund, No. 8:17-cv-02091, ECF No. 1 (C.D. problems before litigation occurs. If performed by Cal. Nov. 30, 2017). While this potential new trend may give counsel and properly structured, these reviews multiemployer fund fiduciaries cause for can either be maintained as privileged, or can be In response to the complaint the trustees filed a concern, it also can be used as an opportunity for used to document the prudent fiduciary process motion to dismiss, seeking an early resolution to fiduciaries to re-examine their fund’s procedures used to manage the fund’s investment options. the case. The district court granted, in part, the and implement a strategy to decrease fiduciary trustees’ motion to dismiss with respect to the liability exposure. Multiemployer fund trustees Finally, not all trustees will have the expertise participants’ claim that the trustees violated their seeking to prevent the risk of such lawsuits, or or time to implement and follow the best fiduciary duties by allowing the fund to offer retail to be better prepared to handle any potential practices identified above. Accordingly, in share classes of mutual funds as plan investment lawsuits, can be guided by the evolving case law appropriate circumstances, the trustees options in lieu of cheaper share classes of the in the single employer plan fee litigation context. may want to consider out-sourcing fiduciary same investment options. The court ruled that management of investments to independent the participants lacked Article III constitutional First, having a well-documented prudent fiduciary professionals. But, because this option standing to bring the claim because they did not process to review and oversee fund investment takes control away from the trustees, strong identify in which allegedly imprudent mutual fund options and third-party providers is the most consideration should be given to whether the the participants were invested, and therefore, did valuable first line of defense. This should include guidelines discussed above can be accomplished not sufficiently establish that the participants had regular meetings to review and monitor the by the trustees themselves. suffered harm by investing in the more expensive fund’s investment options with the guidance retail shares of the challenged investment of a fiduciary investment consultant to ensure The rate of new fee litigation filings does not options.
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