Nypa Dc Rfp

NYPA DC INQUIRY NO. Q15-5814DK

BIDDING DOCUMENTS INQUIRY NO. Q15-5814DK POWER AUTHORITY OF THE STATE OF NEW YORK BID ADDENDUM NO. 1 PROVIDE ADMINISTRATIVE / RECORDKEEPING SERVICES, INVESTMENT SERVICES AND TRUSTEE SERVICES FOR THE NEW YORK POWER AUTHORITY’S DEFERRED COMPENSATION PLAN (SECTION 457 PLAN) AND EMPLOYEES’ SAVINGS PLAN (401(K) PLAN) FEBRUARY 19, 2015

TO ALL CONCERNED:

The original bidding Documents for Inquiry No. Q15-5814DK is amended as noted in this Bid Addendum No. 1 and the Bid Addendum shall become a part of the Documents.

Request for Proposal | 1 NYPA DC INQUIRY NO. Q15-5814DK

BIDDING DOCUMENTS INQUIRY NO. Q15-5814DK POWER AUTHORITY OF THE STATE OF NEW YORK BID ADDENDUM NO. 1 PAGE 2

Bidder(s) are advised of the following:

Attached is the MS Word version of the Plan Provider Questionnaire. Bidder(s) hereby certifies that the information contained in this Word version which shall be included in its Proposal has not been changed or altered in any manner other than providing a response to the questions.

Addendum No. 1 shall be part of Q15-5814DK and shall be included in BID submission.

Donna M. Keough Donna M. Keough Manager Procurement

I HAVE READ THIS ADDENDUM NO.1 AND HAVE CONSIDERED IT IN MY PROPOSAL.

FIRM NAME:______

BY: ______

TITLE: ______

DATE: ______

Provide Administrative / Recordkeeping Services, Investment Services and Trustee Services for the New York Power Authority’s Deferred Compensation Plan (Section 457 Plan) and Employees’ Savings Plan (401(k) Plan)

PLAN PROVIDER QUESTIONNAIRE

In your proposal, answer each item and keep in same sequence. Any additional information for the Authority to consider may be included with your proposal but this section is best answered fully and precisely.

An MS Word version of this section for downloading as a template will be available shortly as an addendum.

ORGANIZATION AND EXPERIENCE

1. Please provide your firm’s name and address.

2. Please provide the name, title, local address (if different from above), phone number, and email for the main contact regarding this request for proposal (RFP).

3. Describe your firm’s history and structure, including how long the firm has been structured in this manner. Please note all applicable parent/subsidiary/affiliate relationships, as well as any significant changes in ownership or structure in the past 5 years. Do you anticipate any changes to the corporate or ownership structure during the term of the contract? Include an organizational chart for your parent company and record-keeping group.

4. Indicate the number of years your company has been active in the defined contribution/deferred compensation business (e.g., 401(k), 403(b), 457(b), 401(a), etc…). Indicate the period of time for each of the following services:

Number of Years: Type of Plan DC Business Recordkeeping Trustee Services 401(k) 403(b) 457(b) 401(a) Total

5. Describe the makeup of your defined contribution/deferred compensation plan client base in terms of participants, plans, and assets under administration. Please segment the information as follows:

# of Participants on Type of Plan Number of Plans Plan Assets Under Recordkeeping Administration System 401(k) 403(b) 457(b) 401(a) Total

% of Assets Under Plan Asset Size Number of Plans Administration < $25 Million $25 Million - $100 Million $100 Million - $250 Million $250 million - $500 Million > $500 Million

Plans with Number of 1,001 – < 500 500 – 1,000 > 5,001 Participants 5,000 401(k) 403(b) 457(b) 401(a) Total

Plans (as of Year End) 2012 2013 2014

401(k) 403(b) 457(b) 401(a) Total Client Retention % Average Client Tenure

6. Describe the strategic and economic importance of this business line to your firm, as well as what distinguishes the firm from its competitors and why the firm is the best choice for the NYPA Plans and its participants.

7. Please provide a succinct characterization of your financial position including credit ratings, revenue growth rate, profitability or other measure that helps show your financial viability. Specifically provide basic financial statistics like net operating profit and debt to net worth. As applicable, provide your latest credit reports from Moody’s, S&P and Fitch.

8. Outline the insurance coverage your firm maintains with respect to Directors & Officers, Errors & Omissions, and General Liability coverage along with any other fiduciary coverage or bonds.

9. Is your firm fully qualified and/or certified, as necessary to provide the services requested in this RFP in New York? Please describe.

10. Is your firm currently, or has it been in the past five (5) years, a party to plan related litigation or sanction by a regulatory or governing body. If yes, please describe each instance.

11. Have your licenses to perform services anywhere been restricted, suspended or otherwise denied in the past 10 years? If yes, please describe each instance.

12. Will you accept the terms of the Authority’s contract? If you have exceptions, please outline them in detail.

13. Do you acknowledge and agree to the terms of the State of New York Deferred Compensation Plan Rules and Regulations? If no, please describe.

14. Describe your firm and/or partners’ willingness to accept fiduciary responsibility for various aspects of the plan services.

15. Please provide three (3) references of plan sponsors who have similar plan demographics. Include client name, contact name, address, telephone number, email, services provided, asset size, number of participants, and year they became a client.

16. Please provide three (3) references of similar plan sponsors who have recently converted to your firm. Include client name, contact name, address, telephone number, email, services provided, asset size, number of participants, and month/year of conversion.

17. Please provide at least two (2) references of plan sponsors who have terminated their relationship within the last three years. Include client name, contact name, address, telephone number, email, services provided, asset size, number of participants, year they ceased to be a client, and the reason(s) for termination.

ACCOUNT MANAGEMENT

18. Identify each member of the plan service team including their tenure with your firm, location, background, education, training, licensing and any ongoing or educational requirements. Please provide a detailed biography for the primary Relationship Manager.

19. Describe your firm’s and the team’s experience with public retirement plans, including knowledge regarding application of appropriate Internal Revenue Code interpretations and coordination with other plans.

20. How many accounts/plans/relationships are the relationship manager and the team managing? Please be specific for each member of the team. What are the demographics and locations of those plans?

21. Explain in detail how you gauge client satisfaction? Does the relationship management team have compensation at risk based on client satisfaction? If so, please describe.

22. Will the relationship management team be available to attend quarterly Committee meetings at the Authority offices in White Plains NY?

23. Will you utilize any subcontract vendors for the servicing of this plan? If yes, describe your relationship with the subcontractor, the subcontractor’s history and experience in providing services to public retirement plans and the experience of the subcontractor’s employees that will provide direct or indirect services to the plan.

24. Do you have a policy for employing women, minority, small, or disadvantaged businesses as subcontractors? If yes, please describe.

25. What is the relationship manager’s capability to authorize changes in services, transactional corrections, etc.? If the relationship manager is not authorized to make appropriate changes in service, transactional corrections, etc…, please describe the process for obtaining approval within your organization.

CONVERSION

26. Briefly describe your conversion process, including your quality assurance or auditing process to ensure accuracy of the conversion, any data format requirements or limitations, and the handling of investments. Please provide a sample timeline of activities corresponding to the general timeframe listed in this RFP and describe major milestones, critical success factors, and client reporting.

27. Will you provide a dedicated team of conversion personnel? Identify each member of the conversion team including their tenure with your firm, location, background, education, licensing and any ongoing or educational requirements.

28. Describe your expectation of client involvement in the conversion. Detail the approximate number of hours of NYPA staff involvement per week and what type of staff are typically required?

29. Describe how you will handle accounts already in distribution mode during the transition period.

30. Describe how you would handle or recommend handling the transition process for accounts/investment options that include transfer limitations, surrender charges and/or market value adjustments.

31. Define the length of the blackout period, if any, for the conversion. If there is a blackout period, describe the process for handling emergency distribution transactions.

32. Describe your performance measurement process for conversions relating to timeliness including how you measure actual performance against standards? What guarantees do you provide to ensure timely and accurate completion of the conversion? If there are problems or delays, what remedies do you offer? Specify performance guarantees, rebates for failure to meet timelines, etc.

33. Is conversion team compensation at risk based on successful completion of conversion and client satisfaction? If so, please describe.

PLAN RECORD KEEPING/ADMINISTRATIVE SERVICES

34. Describe your firm’s recordkeeping capabilities including a list of all services provided to plan sponsors.

35. Do you have the capability to record keep the plan with the current investment funds? If so, what are the data and timing requirements? If not, describe any exceptions.

36. In the event of a recordkeeping error within your control, will you be financially responsible for making participants and/or the plan whole?

37. Provide the following information:

Transactio # of days Transaction n cut-off to process time Contributions Fund to fund transfer(exchange) Distributions Hardship and Unforeseen Emergency Withdrawals Loans DROs Beneficiary Maintenance Participant Statement Mailing Sponsor Reporting

38. Provide a description of your firm’s process, processing and quality standards, measurement protocol, how transaction data discrepancies resolved, and any performance guarantees for the following: - Contributions - Fund to fund transfer (exchange) - Distributions - Hardship and Unforeseen Emergency Withdrawals - Loans - DROs - Beneficiary Maintenance - Participant Statement Mailing - Sponsor Reporting

39. What is your policy regarding processing contribution files that are NIGO and/or other transactions with errors?

40. Who will provide custodian services?

41. What is the deadline for you to receive contribution payments and complete the investment of those contributions on the same day?

42. What checks and balances are in place to assure plan administration integrity and accuracy including participant account data? What is the client’s recourse if timing and/or accuracy standards are not met (financial penalties, liquidated damages)?

43. Describe your process for hardship / unforeseen emergency withdrawals including whether it can be submitted online?

44. Describe your standard plan sponsor reporting, including report frequency, types of reports, and any Internet-based services. Can reports be run by the plan sponsor on an as needed basis? Can reports be downloaded into Excel by the Authority? Outline the process for any customized and/or ad hoc reporting by the plan sponsor. Please provide plan sponsor demo website link ID and password.

45. Describe your firm’s records retention policy and process including beneficiary data. Can beneficiary data changes be maintained on-line?

46. Do you provide IRS filings and tax reporting (e.g., Form 5500, 1099, W-2P)? If not, describe the service you do provide with respect to tax withholding calculations and tax reporting.

47. How do you monitor participant contribution limits? Describe what steps are taken if limits are exceeded; include a description of the refund process.

48. Does your firm provide any other compliance, filing or consulting services? If so, at what cost?

49. Would you be willing to indemnify the Authority for losses due to your negligence, breach of duty or bad faith? Is there a cap on such indemnification?

SYSTEMS CAPABILITIES

50. Briefly describe your overall system architecture. Describe system reliability in terms of down time in 2014 month by month. Describe schedule for systems maintenance down time. Is that calculated into system reliability measure?

51. Are the participant and plan level records kept on separate systems? Please describe, including the timing and process for reconciliation.

52. Describe the recordkeeping system, software and your rights to the system (e.g., internally developed, purchased, leased, ASP). Do you have the responsibility/authority to modify the software for regulatory or client needs? If no, who is responsible for those modifications and what is the process for making the changes? Describe your procedure to assure that any applicable regulatory changes are reflected in the system by the effective date of the change.

53. Are internal controls of your record keeping system audited by an independent auditor? Provide name of auditing company and exception found in most recent audit report. Please provide most recent SSAE16 type I and II reports.

54. Briefly describe the method for storing, maintaining and backing up electronic plan sponsor and participant data history. Is historical data readily available to the Authority? For how long?

55. Describe the systems and data security for Internet based transactions.

56. Describe the systems and data security for phone based transactions.

57. Have you ever had a loss/theft of sensitive participant data (e.g., laptop stolen)? If yes, how have you handled the recovery or mitigation of the loss/theft for participants?

58. Briefly describe your documented disaster recovery plan. How often do you test the disaster recovery plan? What are the most recent results? Have you ever had to implement the plan? If yes, what were the results?

PARTICIPANT SERVICES

59. Describe your typical process for implementing a participant communication and education program for a plan similar to this plan. How do you handle change management issues related to participants and conversions?

60. Please provide the location and detailed biography of the individual(s) who will be responsible for participant education and one-on-one / group meetings.

61. Please describe to what extent can enrollment materials, general communication materials, or the internet site be customized and/or branded for the Authority?

62. List all standard and custom materials available under participant services and indicate whether an additional charge is applicable for each.

63. How often will you conduct group meetings and educational programs for participants? Describe some of the topics for these meetings and how you measure the success of your group educational programs. Would you being willing to conduct initial meetings at each of one of our generating facilities at initial award of agreement, as well as at least two visits per facility during the term of the five year agreement?

64. Do you offer education programs specifically designed for retirees and/or pre-retirees? If so, please describe.

65. Apart from the standard program, are there any additional services you would likely recommend for the Authority and its participants?

66. Do you offer one-on-one meetings with participants? Describe how you measure the success of your one-on-one interactions with participants?

67. Do you offer an on-line or in-person investment advice product or service? If yes, describe the product, its components, assumptions, and associated fees.

68. What are the call center hours (EST)? Describe the credentials of the personnel that answer participant calls?

69. Describe your Voice Response System capabilities. What transactions are available on the VRS?

70. Describe your Internet-based participant services. What transactions are available on the Internet? What educational content is available (and from what source)? What other tools are available that are not detailed elsewhere in your response to this RFP? Please provide participant demo website link ID and password.

71. What has the reliability (or down time) of each of the following systems been over the past year?

 Call Center  Voice Response System

 Internet Access

72. Does your system allow participant to select an automatic rebalancing of investments and set auto-escalation of contributions?

INVESTMENT SERVICES

73. Please confirm that you can provide an open-architecture platform. List and describe any limitations of the platform regarding the use of third-party investment options.

74. Provide the names and number of fund families with whom you have trading relationships? How many individual funds?

75. Are you willing to add funds not currently on your network? What restrictions do you impose to adding new funds, if any?

76. Do you have a minimum proprietary investment option requirement? Describe in terms of category, number of funds, percentage of assets, etc…?

77. How are investment options categorized on website and print material (i.e. Morningstar categories, etc.)? Is there flexibility to change the category for an investment option? Please describe your capabilities.

78. Do you offer a self-directed brokerage option? What are the associated fees and who is the broker-dealer?

79. Describe any stable value, guaranteed or fixed options requirements. Specifically, do you allow other vendor funds for this category? Describe any investor protections relating to these offerings (e.g., state insurance guarantees, etc.)

80. Please name and describe your proposed capital preservation product. What is the current crediting rate (both gross and net of fees, if applicable)? Does the rate apply to “new” and “old” deposits and how often is it declared (monthly, quarterly, semi-annually, or annually)? Do you offer any guaranteed rate minimums and has the rate changed in the last year?

81. Describe any surrender charges, market value adjustments or other restrictions within your capital preservation product. Please describe if these apply to participant withdrawals, plan sponsor withdrawals or termination, or both?

82. Can you support customized plan level portfolios? Are there additional fees for customized plan level portfolios?

83. Considering the plan demographics and current investment options available to participants detailed in this RFP, describe any recommendations you would make to the Authority regarding changes to the structure of the investment option menu, the replacement of investment options, or the addition/deletion of investment options. Please be specific (including share class and ticker symbol, etc…).

84. Describe your annual fee requirement for this plan as follows: a) Hard dollars (per participant); and b) Basis points on assets.

85. In the following table, please provide the investment products that you are proposing in each of the major asset classes and the associated fees.

Proposed Investment Product

Asset- Investment Ticker Net Mortality Based Other Option symbol Expense 12b-1 Sub-TA & Fee Fees Expense Equity Funds Fixed Income Funds Fixed/Stable Value

86. Please indicate whether revenue generated that is in excess of your annual requirement will be shared back to the Plan. Can an account be maintained within the plan for these dollars to be used for qualified plan related expenses?

87. Briefly describe the method for reimbursing the plan for other administrative plan expenses. Are you willing to provide reimbursement for specific plan expenses such as insurance, board member education, other plan service providers, etc.?

88. Please provide an explanation and sample of your fee and revenue sharing reconciliation. How frequently will the reconciliation be provided to the Authority?

89. Detail your expected first year revenue from all sources relating to this plan.

90. Are you willing to generate your record keeping revenue on a hard dollar per participant (or Plan) basis rather than as a percentage of asset basis?

91. How long does your standard contract guarantee your fees?

92. Detail any additional transaction or service fees that may be charged to the plan or participants.

93. Do you or your representatives receive compensation, revenue or services from any source (e.g., unrelated vendor, consultant, broker-dealer) that could impinge on your ability to serve

retirement plan clients or otherwise creates the appearance of a conflict of interest? If so, please describe.

94. Describe any surrender, withdrawal or deferred sales charges within your products.

95. Specify any other fees associated with termination and transfer to another vendor.

SAMPLES/DOCUMENTS

Please provide .pdf examples of the following on the CD

1. Administration Manual

2. Sample Plan Sponsor Reporting Package

3. Tax Reporting Package

4. Data Requirements

5. Education Material (Samples of all participant and eligible employee communication materials, including websites, statements, presentations, newsletters, enrollment materials, change/transition communications, etc.)

6. Participant Statement

7. Model Service Level Agreement

8. Declaration of Trust or General Account Agreement(s) related to proposed capital preservation fund option

9. Plan Document/Adoption Agreement

10. Copy of recent SSAE 16 Type I and II Reports

11. Please provide a list in excel format of investment options for which you have selling agreements and that are on your platform (include full fund name, ticker, or CUSIP for each option)

12. Voice Response System and Website Map

Request for Proposal | 16