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Prime Property Fund, LLC Supplemental Disclosure: Oct 2020 J.F

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Prime Property Fund, LLC Supplemental Disclosure: Oct 2020 J.F MWRA EMPLOYEES’ RETIREMENT BOARD MEETING ................................................................. AGENDA .................................................................. Thursday, November 19, 2020 10:00 a.m. MWRA, 2 Griffin Way Via Remote Participation …………………………………………………………………………………………………………... Item 1 10:00 a.m. Meeting called to order ............................................................ OLD BUSINESS ............................................................ Item 2 Standing Committee Reports i. By-Laws Committee: Member Kevin McKenna ii. Human Resources Committee: Member Thomas J. Durkin, Member Frank Zecha iii. Special Committee, Stipend: Chair James M. Fleming, Member Kevin McKenna iv. Job Review Committee: Member James M. Fleming; Member Thomas J. Durkin Item 3 Approval of one month creditable service for Michael McKenna for the month of December 2019 and one month of creditable for the month of January 2020 pursuant to G.L. c. 32, § 4(1)(c), which allows the Board to grant up to one month creditable service without contribution – VOTE .................................................................. NEW BUSINESS .................................................................. Item 4 Approval of October 29, 2020 Minutes – VOTE Item 5 Approval of Warrants – VOTE a) Warrant 11-2020 b) Warrant 11-2020A – Payroll Item 6 Approval of Monthly Transfers 11-2020 – VOTE Item 7 Acknowledgement of retirement applications under G.L. c 32 §5 – VOTE a) Robert P. Cecchini DOR 10/24/2020 b) Stephen Greenwood DOR 11/1/2020 c) Audrey Mintz DOR 11/7/2020 Item 8 Approval of Actuarial Services Provider – VOTE Item 9 Manager Due Diligence Presentations via telephone 10:30 a.m. a) Morgan Stanley 10:45 a.m. b) Step Stone 11:00 a.m. c) Landmark 11:15 a.m. d) Cerberus Item 10 NEPC a) Flash Report as of 10/31/2020 b) Asset Allocation Rebalance Summary – VOTE c) Emerging Market Equity Search d) Polen Capital Investment Objectives, Guidelines & Restrictions e) Loomis Investment Objectives, Guidelines & Restrictions f) PRIM PE Vintage Year 2021 Commitment Deadline g) Investment Report 9/30/2020 h) Private Equity Report 6/30/2020 i) Real Estate Report 6/30/2020 Item 11 12:30 p.m. Legal a) Acceptance of Section 7 Retirement Application re. Francis Kearns – VOTE b) Proposed Lump Sum Settlement for Janet DiGregorio – VOTE c) Matthew Romero Community Advisory Committee Employment – VOTE ........................................... FOR YOUR INFORMATION and REVIEW ......................................... Item 99-1 91A Termination Notices The Board reserves the right to consider items on the agenda out of order. The listing of items is those reasonably anticipated by the Chair to be discussed received at least forty-eight (48) hours prior to the meeting. Not all items listed may in fact be discussed and other items not listed may also be brought up for discussion to the extent permitted by law. Items identified for discussion in Executive Session may be conducted in open session, in addition to, or in lieu of discussion in Executive Session. Date of next scheduled Retirement Board meeting is Thursday, December 17, 2020, 10:00 a.m., Chelsea 1643 MASSACHUSETTS WATER RESOURCES AUTHORITY EMPLOYEES’ RETIREMENT BOARD MEETING OCTOBER 29, 2020 A meeting of the MWRA Employees’ Retirement Board was held via conference call on Thursday, October 29, 2020, due to safety concerns regarding the Coronavirus. The toll-free number for the call was included on the public meeting notice posted on the MWRA Employees’ Retirement System’s and Secretary of State’s websites. Participating in the meeting by conference call were James M. Fleming, Thomas J. Durkin, Kevin McKenna, Andrew Pappastergion, Frank Zecha, Carolyn Russo, Julie McManus, and Sebastian Grzejka. Members of the public including representatives from Financial Investment News and Invesco self-identified as attending. Chairman Fleming called the meeting to order at 10:38 a.m. due to technical difficulties with conflicting assigned remote meeting numbers. 1) Call the meeting to order 2) Committee Reports By-Laws Committee: No Report Human Resources Committee: No Report Special Committee, Stipend: No Report Job Review Committee: No Report 3) Approval of September 24, 2020 Minutes – VOTE On motion by Mr. Pappastergion and seconded by Mr. Zecha: VOTED to approve the minutes of the September 24, 2020 meeting as presented. 5 -0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes and Mr. Fleming voting yes 4) Approval of Warrants – VOTE a) 10-2020 Warrant b) 10-2020A – Retiree Payroll On an omnibus motion by Mr. Pappastergion and seconded by Mr. Durkin: VOTED to approve Warrant 10-2020 and Warrant 10-2020A – Retiree Payroll as presented. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes. 1644 5) Approval of Monthly Transfers 10/2020 – VOTE On motion by Mr. Pappastergion and seconded by Mr. Durkin: VOTED to approve Monthly Transfers 10/2020 as presented. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes 6) Acknowledgement of retirement applications under G.L. c 32 §5 – VOTE a) Marcell Brady DOR 8/29/2020 b) Brian Smith DOR 9/19/2020 c) John Dunn DOR 10/1/2020 e) Pamela Barton DOR 10/3/2020 f) Jeffrey Wheeler DOR 10/3/2020 g) Stephen Baggett DOR 10/6/2020 h) Andrew Hildick-Smith DOR 10/9/2020 i) Mary Riley DOR 10/10/2020 Mr. Durkin questioned who Ms. Riley’s beneficiaries are and why they did not show as they normally would on the calculation sheet. The Retirement Coordinator responded that Ms. Riley selected Option B and chose multiple charitable organizations to receive any remaining contributions. On an omnibus motion by Mr. Pappastergion and seconded by Mr. Durkin: VOTED to approve the above-listed August, September and October 2020 retirements. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes 7) Approval of one month creditable service for Michael McKenna for the month of December 2019 and one month of creditable for the month of January 2020 pursuant to G.L. c. 32, § 4(1)(c), which allows the Board to grant up to one month creditable service without contribution – VOTE On motion by Mr. Zecha and seconded by Mr. Pappastergion: VOTED to table the above request of Mr. Michael McKenna for service credit pursuant to C. 32 s.4(1)(c) until the November meeting for the Board to determine whether the award is consistent with Board policy and to revisit whether Mr. McKenna may have additional time to which he may be entitled. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes 1645 8) Acceptance of Section 7 Retirement Application re. Francis Kearns – VOTE On motion by Mr. McKenna and seconded by Mr. Zecha: VOTED to table the acceptance of the application for Accidental Disability Retirement filed by Francis Kearns to seek additional information about the member’s application and to arrange for a secure platform through which Executive Session may be conducted. 4-1, roll call with Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes, and Mr. Durkin voting no. Mr. Fleming asked that Mr. Grzejka arrange to conduct the November meeting through the Zoom platform and that he arrange separate accommodations for an Executive Session. 9) Approval of Accounting and Audit Services Provider – VOTE On motion by Mr. Pappastergion and seconded by Mr. Durkin: VOTED to select CliftonLarsonAllen as the Accounting and Audit services provider in accordance with the Board members’ rating scores as compiled by the Executive Director. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes 10) Presentations for Actuarial Services via telephone a) KMS Actuaries b) Segal c) Stone Consulting On motion by Mr. McKenna and seconded by Mr. Pappastergion: VOTED to take the presentations out of order to accommodate Segal which has four presentations scheduled this morning, and given that the meeting was delayed by over thirty minutes. 5-0, roll call with Mr. Durkin voting yes, Mr. McKenna voting yes, Mr. Pappastergion voting yes, Mr. Zecha voting yes, and Mr. Fleming voting yes Ms. Lisa Vandermark and Mr. Kenneth Gordon began their presentation on behalf of Segal at 11:00 a.m. Ms. Vandermark stated that Segal has a significant history with the Board and looks forward to continuing to serve. She noted the Board’s reduction to the return assumption to 7.1%, and stated that Segal would plan to review all economic assumptions as well as the impact of Covid-19 on retirement patterns and mortality rates, and the volatility relative to recognizing 1646 gains and losses given a funding schedule of relatively short duration. Mr. Gordon commented on the requirements of the Actuarial Standards Board that reports include measures and recommendations intended to assist the Board in evaluating and mitigating assumption, investment return, maturity, contribution, longevity and retirement risks. Ms. Vandermark note that Segal would very much like to continue their work for MWRAERS, and cited Segal’s “bench strength” with local and national resources at their disposal. Mr. Durkin, noting the difference from the Retirement System’s financial reporting year to that of the Authority, asked whether a roll-forward of the Retirement System’s liabilities is performed for the purposes of inclusion in the Authority’s CAFR, and Ms. Vandermark responded that there is a roll-forward, and that it is included in the stated pricing over the term of the proposed contract. Mr. Fleming noted that Segal had quoted a price of $24,500 for the first year of the contract (i.e.
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