COMPREHENSIVE ANNUAL FINANCIAL REPORT Prepared by the Accounting, Investment and Communications Divisions 2019 For the Fiscal Year Ended June 30, 2019
Kentucky Retirement Systems A component unit of the Commonwealth of Kentucky
Kentucky Employees Retirement System (KERS) County Employees Retirement System (CERS) State Police Retirement System (SPRS) TABLE OF CONTENTS
INTRODUCTION FINANCIAL
5 Management’s Responsibility for 16 Report of Independent Auditors Financial Reporting 18 Management’s Discussion & Analysis 6 Letter of Transmittal 21 Fund Activities 8 Board of Trustees 24 Historical Trends 9 Agency Structure 25 Combining Statements of Fiduciary Net 10 GFOA Certificate Position - Pension Funds 11 Pension Benefits by County 26 Combining Statements of Changes In 12 System Highlights Total System Fiduciary Net Position - Pension Funds 13 KERS Non-Hazardous 27 Combining Statements of Fiduciary Net KERS Hazardous Position - Insurance Fund CERS Non-Hazardous 28 Combining Statements of Changes in CERS Hazardous Fiduciary Net Position - Insurance Fund SPRS 29 Note A. Summary of Significant 14 Fiduciary Net Position Highlights Accounting Policies 31 Note B. Plan Descriptions & Contribution Line Information Line spaceing 37 Note C. Cash, Short-Term Investments & Securities Lending Collateral Line Spacing 38 Note D. Investments 56 Note E. Securities Lending Transactions Line Spacing 56 Note F. Risk of Loss 57 Note G. Contingencies Line Spacing 57 Note H. Defined Benefit Pension Plan 57 Note I. Income Tax Status Line Spacing 58 Note J. Equipment 58 Note K. Intangible Assets Line Spacing 59 Note L. Actuarial Valuation 61 Note M. GASB 67 and GASB 74 Line Spacing Valuations 69 Note N. Pension Legislation Line 70 Note O. Litigation 71 Note P. Reciprocity Agreement Line 72 Note Q. Reimbursement Of Retired– Line Reemployed and Active Member Health Insurance Line 73 Note R. Related Party 73 Note S. Reduction of Receivables Line 74 Note T. Prisma Daniel Boone Fund Adjustment Line 74 Note U. Subsequent Events
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Line 2019 Comprehensive Annual Financial Report Line For The Fiscal Year Ended June 30, 2019 Line 2019 REQUIRED SUPPLEMENTARY INVESTMENTS ACTUARIAL INFORMATION 76 Schedule of Employer NPL 105 Investment Activities 131 Certification of Actuarial 76 KERS Non-Hazardous 108 Investment Committee Results 76 KERS Hazardous Initiatives 135 Summary of Actuarial 76 CERS Non-Hazardous 109 Investment Summary Assumptions 76 CERS Hazardous 110 Investment Strategies 141 Summary of Actuarial 76 SPRS 111 Investment Objectives Valuation Results 77 Schedule of Changes in 112 Investment Results 142 Recommended Employer Employers’ TPL 113 Benchmarks Contribution Rates 77 KERS Non-Hazardous 114 Long-Term Results 145 Summary of Actuarial 78 KERS Hazardous 115 U.S. Equity Unfunded Liabilities 79 CERS Non-Hazardous 116 Non-U.S. Equity 149 Solvency Test 80 CERS Hazardous 117 Core Fixed Income 153 Active Member Valuation 81 SPRS 118 Specialty Credit 157 Summary of Benefit Provisions KERS & CERS 82 Notes to Schedule of 119 Opportunistic Non-Hazardous Plans Employers’ Contributions 119 Private Equity 161 Summary of Benefit 83 Schedule of Employers’ 120 Real Estate Provisions KERS Contributions Pension 120 Real Return Hazardous, CERS 83 KERS Non-Hazardous 121 Absolute Return Hazardous, & SPRS Plans 83 KERS Hazardous 122 Cash 163 Summary of Benefit 84 CERS Non-Hazardous 123 Additional Schedules & Provisions KERS 84 CERS Hazardous Required Supplemental Hazardous, CERS 85 SPRS Information Hazardous & SPRS Plans 86 Schedule of Employers’ 123 Investment Advisors - Tier 3 NOL 126 External Investment 86 KERS Non-Hazardous Expense 86 KERS Hazardous 127 Commissions 86 CERS Non-Hazardous 128 Fair Values By Plan 86 CERS Hazardous 87 SPRS 88 Schedule of Changes in Employers’ Net OPEB Liability 88 KERS Non-Hazardous 89 KERS Hazardous 90 CERS Non-Hazardous 91 CERS Hazardous STATISTICAL 92 SPRS 93 Notes to Schedule of Employers’ OPEB 166 Fund Statistics Contribution 168 Participating Employers 94 Schedule of Employers’ 170 Member Monthly Benefit OPEB Contributions 171 Fiduciary Net Position 94 KERS Non-Hazardous 172 Changes in Fiduciary Net 94 KERS Hazardous Position 95 CERS Non-Hazardous 177 Schedule of Benefit 95 CERS Hazardous Expenses 96 SPRS 182 Analysis of Initial Retirees 97 Money Weighted Rates of 183 Payment Options Return 184 Employer Contribution 99 Schedule of Administrative Rates Expenses 185 Insurance Contracts 100 Schedule of Direct Investment Expenses 101 Schedule of Professional Consultant Fees 102 Report On Internal Control INTRODUCTION TABLE OF CONTENTS
5 MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING 6 LETTER OF TRANSMITTAL 8 BOARD OF TRUSTEES 9 AGENCY STRUCTURE 10 GFOA CERTIFICATE 11 PENSION BENEFITS BY COUNTY 12 SYSTEM HIGHLIGHTS TOTAL SYSTEM 13 KERS NON-HAZARDOUS KERS HAZARDOUS CERS NON-HAZARDOUS CERS HAZARDOUS SPRS 14 FIDUCIARY NET POSITION HIGHLIGHTS
4 Management’s Responsibility for Financial Reporting Management has prepared the combining financial statements of Kentucky Retirement Systems (KRS) and is responsible for the integrity and fairness of the information presented.
December 5, 2019: Management has prepared the combining financial statements of KRS and is responsible for the integrity and fairness of the information presented. Some amounts included in the combining financial statements may be based upon estimates and judgements. These estimates and judgements were made utilizing the best business practices available. The accounting policies followed in the preparation of these combining financial statements conform to U.S. Generally Accepted Accounting Principles (GAAP). Financial information presented throughout the annual report is consistent with the combining financial statements.
Responsibility: Ultimate responsibility for the combining financial statements and annual report rests with the Board of Trustees (Board). The Executive Director and KRS staff assist the Board in its responsibilities. Systems of internal control and supporting procedures are maintained to provide assurance that transactions are authorized, assets safeguarded, and proper records maintained. These controls include standards in hiring and training employees, the establishment of an organizational structure, and the communications of policies and guidelines throughout the organization. The cost of a control should not exceed the benefits to be derived; the objective is to provide reasonable, rather than absolute, assurance that the combining financial statements are free of any material misstatements. These internal controls are reviewed by internal audit programs. All internal audit reports are submitted to the Audit Committee and Board. KRS’ external auditors, Dean Dorton, CPA, have conducted an independent audit of the combining financial statements in accordance with U.S. Generally Accepted Government Auditing Standards. This audit is described in their Independent Auditors’ Report on pages 16 through 17 in the Financial Section. Management has provided the external auditors with full and unrestricted access to KRS’ staff to discuss their audit and related findings as to the integrity of the plan’s financial reporting and the adequacy of internal controls for the preparation of combining financial statements.
David L. Eager Executive Director
Rebecca H. Adkins Interim Executive Director, Office of Operations
Connie Davis, CIA, CGAP, CRMA Director of Accounting
5 INT Letter of Transmittal
December 5, 2019 On behalf of the Board, management, and staff of KRS, it is my honor to present the KRS Comprehensive Annual Financial Report (CAFR) for the Fiscal Year Ended June 30, 2019. This annual report is provided as a resource for understanding the structure and financial status of the Systems. Here are a few highlights: Effective and Transparent Management The Board and staff at KRS are committed to managing all aspects of KRS effectively and with complete transparency. We continuously examine every aspect of our procedures and policies striving for enhancements. All records and information not protected by statutes or confidentiality agreements are available on our website, in our CAFR, or by request. All Board meetings and most Committee meetings are live streamed and archived on the official KRS Facebook page. We publish various newsletters targeted at our members and governmental officials including all legislators, employees of the Legislative Research Commission and most members of the Executive Branch senior staff. We have frequent meetings with members, government officials, member groups and anyone else interested in getting information about KRS or giving us input. Continuous Improvement For the first time in 18 years our most financially troubled system, KERS Non-Hazardous, had positive cash flow during fiscal year 2019. We received more in contributions than we paid in benefits and expenses. CERS will likely move into that position shortly as the phase in of higher contributions moves into its second year. From an administrative and communications standpoint many enhancements were implemented, most notably continuing to improve member mobile access through our website and member self service. House Bill (HB) 490 which passed during the 2019 Regular Session of the General Assembly allows us to use electronic balloting for new Trustees. We began Town Hall meetings, initially held at Northern Kentucky University, in Elizabethtown for members of the Kentucky Community and Technical College System, and in London for nearly 100 managers of public health departments. State Auditor’s Audit and Special Examination Every five years KRS is audited by the State Auditor’s office, with the most recent audit completed for fiscal year 2018. That audit uncovered only three exceptions compared to 19 in the prior audit. All three exceptions have been addressed. In August 2019, the Auditor’s office concluded a 14-month Special Examination of our compliance with Senate Bill (SB) 2, which was passed in 2017. The audit purported two areas of significant non-compliance, both of which KRS strongly contested. KRS is working with the Public Pension Oversight Board (PPOB) to resolve these disagreements with the Auditor’s office while continuing our KRS commitment to transparency. Legislation During the 2019 General Assembly seven bills and two resolutions were passed that affected KRS. Most notably, however, the Special Session of the General Assembly in July 2019 produced HB 1. That bill provided four additional options for the 115 Quasi State Agencies to exit the KERS Non-Hazardous plan, should they choose to do so at discount rates ranging from 4.5% to 3.0% and either by a lump sum payment or using installments. Previously HB 351 only provided a lump sum option with a discount rate tied to the 30 year Treasury fund. The agencies will notify KRS during April 2020 as to whether they choose to stay in the plan and pay the full contribution rate or exit using one of the four exit options.
INT 6 Letter of Transmittal
Investments The investment markets and consequently our plans’ investment returns were lackluster in fiscal year 2019. KERS Non-Hazardous and SPRS earned 5.73% and 5.71%, respectively, and exceeded their assumed rate of return of 5.25%. On the other hand, all of the other plans earned between 5.61% and 5.81% (except the KERS Non-Hazardous Insurance Plan, which earned 4.95%). As such all eight of those plans failed to earn their assumed rate of return of 6.25% Funded Statuses Fiscal year 2019 marked the fourth year in a row that the KERS and SPRS plans received the full Actuarially Determined Contribution (ADC) or more. While the CERS plans established a new ADC that is about 50% above the prior rate, it is being phased in over a four to five year period. As a result, the funded status of those two pension plans declined somewhat. We are thankful to the Governor and the Legislature for the additional (full) funding. Cyber Security KRS takes seriously the mandate to retain the confidentiality of member and employer data. To this end, KRS continued to invest in applications and infrastructure to improve member services and increase staff productivity while maintaining vigilance towards cyber security. During fiscal year 2019, our technology team successfully tested our Disaster Recovery replication technology and improved the efficiency, frequency and monitoring of internal security awareness training. Additionally, we modernized the self-service application to enhance the security and functionality available to our members and retirees. We also continued our efforts to upgrade server operating systems, replace aging storage and end-of-life equipment, and maintain regular software patching. Looking Forward By far our most important mandate is to work with the Legislature to assure that KRS gets the required funding. Our actuaries, GRS, project that all of our pension and insurance plans will become fully funded in fiscal year 2043, provided KRS receives the full ADC each year. Those same projections indicate that all benefits will be secure going forward, supported by the positive fiscal impact of the Tier 3 Hybrid Cash Balance Plan. Acknowledgments The preparation of this report has been a collaborative effort of Executive Management and the Accounting, Investments, and Communications Divisions. KRS takes responsibility for all of the information contained in the report and confidently presents it as a basis for making management decisions that promote the responsible stewardship of the assets of KRS. Respectfully submitted,
David L. Eager Executive Director
7 INT Board of Trustees as of December 5, 2019
Appointed Members:
David L. Harris, Chair Joseph L. Grossman Governor Appointee Governor Appointee Term ends 6/17/22 Term ends 6/17/22 2020 BOARD MEETING SCHEDULE W. Joe Brothers Thomas B. Stephens Governor Appointee Personnel Secretary Regular Kentucky School Boards Ex-Officio February 20 Association May 21 Representative September 10 Term ends 7/1/21 Elected Members: November 12 December 3 John E. Chilton Raymond Campbell Connell Annual Governor Appointee Elected by KERS April 16 Term ends 6/17/22 Term ends 3/31/22 *Dates subject to change. Please visit our website for updates. Vacant Sherry Lynn Kremer Board meetings and Audit Committee Governor Appointee Elected by KERS meetings begin at 10 am Eastern; Term ends 6/17/19 Term ends 3/31/22 all other Committee meetings begin at 9 am Eastern unless otherwise noted. Kelly Downard Keith Peercy, Vice Chair Governor Appointee Elected by SPRS COMMITTEE Term ends 6/17/23 Term ends 3/31/23 MEETING SCHEDULE AUDIT INVESTMENT C. Prewitt Lane Betty Pendergrass February 6 February 4 Governor Appointee Elected by CERS May 7 May 5 Term ends 6/17/23 Term ends 3/31/21 August 27 August 25 November 5 November 4 J.T. Fulkerson Jerry W. Powell Governor Appointee Elected by CERS RETIREE HEALTH ADMINISTRATIVE Kentucky League of Term ends 3/31/21 PLAN & DISABILITY Cities Representative February 11 APPEALS Term ends 7/1/21 May 12 Check website for September 3 dates and times. Vacant David Rich November 10 Governor Appointee Elected by CERS Kentucky Association of Term ends 10/31/21 Counties Representative Term ends 7/1/21
Matthew Monteiro Governor Appointee Term ends 6/17/23
INT 8 KENTUCKY RETIREMENT SYSTEMS AGENCY STRUCTURE as of December 5, 2019 17 Member Board of Trustees Chair DAVID HARRIS Disability Appeals and Retiree Health Care Administrative Appeals Committee Chair - 3 elected by CERS - Personnel Secretary Committees Chairs DAVID RICH - 2 elected by KERS - 10 Trustees appointed KEITH PEERCY and - 1 elected by SPRS by the Governor BETTY PENDERGRASS
Audit Committee Investment Committee Chair Chair JOHN CHILTON KRS DAVID HARRIS
Division Director Executive Director Executive Director Internal Audit Office of Investments DAVID EAGER KRISTEN COFFEY RICH ROBBEN
Deputy Executive Director Office of Investments ANDY KIEHL
Investment Division Directors Division of Public Equity - JOE GILBERT Division of Private Equity - ANTHONY CHIU
Interim Executive Director Division Director Executive Director Division Director Executive Director Office of Operations Human Resources Office of Legal Services Communications Office of Benefits REBECCA ADKINS MARLANE ROBINSON MARK BLACKWELL SHAWN SPARKS ERIN SURRATT
Interim Division Director General Counsel Division Director Enterprise and Technology Advocacy Disability & Survivor Benefits Services KATHY RUPINEN LIZA WELCH DOMINIQUE MCKINLEY Division Director
General Counsel Member Services Division Director Non-Advocacy SHAUNA MILLER Employer Reporting, Compliance & Education VACANT Division Director D’JUAN SURRATT Membership Support CONSULTANTS Division Director KEVIN GAINES Accounting Actuarial Services Auditing Services CONNIE DAVIS Gabriel, Roeder, Smith & Co. Dean Dorton Allen Ford, PLLC Assistant Director Retiree Services Division Director Legal Services Fiduciary Review Counsel STEPHANIE ALDRIDGE Procurement & Office Services Stoll Keenon Ogden, PLLC Ice Miller, LLP Division Director JOE C. GILBERT III Reinhart Boerner Van Deuren, SC Retiree Health Care Frost Brown Todd, LLC Investment Consultant Procurement Staff Advisor Morris James LLP Wilshire CONNIE PETTYJOHN CASSANDRA WEISS Manatt, Phelps, & Phillips, LLP Division Director Hirschler Fleischer, P.C. Master Custodian Quality Assurance Ice Miller, LLP BNY Mellon WES CROSTHWAITE
See pages 123-127 for additional information regarding Investment Advisors and Schedules of Fees and Expense.
9 INT Certificate of Achievement Certificate of The Government Finance Officers Association (GFOA) awarded a Certificate of Achievement Achievement for Excellence in Financial Reporting to the for Excellence Kentucky Retirement Systems for its Comprehensive Annual Financial Report (CAFR) for the in Financial fiscal year ended June 30, 2018. The Certificate of Achievement is a prestigious national award Reporting recognizing excellence in the preparation of state and local government financial reports and is valid for a period of one year. This was the 20th consecutive award earned by KRS. In order to be awarded Kentucky Retirement Systems a Certificate of Achievement, a government unit must publish an easily readable and efficiently organized document. The report must satisfy both generally accepted accounting principles and applicable legal requirements. We believe our 2019 CAFR will continue to meet the Certificate of Achievement Program’s requirements, and we will be submitting it to the June 30, 2018 GFOA for their consideration.
GovernmentFinance OfficersAssociation Executive Director/CEO
INT 10
Presented to
For its Comprehensive Annual Financial Report forthe Fiscal Year Ended 2019 Total Fiscal Year KRS Pension Benefits Paid by County County Payees* Total County Payees* Total County Payees* Total Adair 466 $7,615,956 Grant 583 $11,073,167 McLean 301 $4,376,004 Allen 400 5,421,662 Graves 865 13,475,113 Meade 442 6,151,662 Anderson 1,376 34,585,340 Grayson 731 11,004,559 Menifee 209 2,923,704 Ballard 234 3,315,003 Green 279 3,815,946 Mercer 759 13,675,356 Barren 1,042 15,976,857 Greenup 637 8,803,604 Metcalfe 304 3,823,947 Bath 379 5,742,217 Hancock 218 2,713,445 Monroe 263 2,947,277 Bell 653 10,411,102 Hardin 2,149 35,500,123 Montgomery 631 10,076,080 Boone 1,744 35,467,725 Harlan 632 9,593,030 Morgan 604 10,254,075 Bourbon 546 9,078,241 Harrison 456 6,857,309 Muhlenberg 786 9,825,148 Boyd 1,036 17,134,540 Hart 316 4,714,129 Nelson 1,019 17,304,662 Boyle 876 15,204,119 Henderson 1,034 17,322,622 Nicholas 203 2,829,240 Bracken 219 2,856,368 Henry 915 20,268,277 Ohio 620 6,596,294 Breathitt 488 7,628,559 Hickman 94 1,757,979 Oldham 1,315 27,368,080 Breckinridge 463 6,628,920 Hopkins 1,233 18,893,980 Owen 528 12,453,409 Bullitt 1,507 27,357,298 Jackson 318 4,150,954 Owsley 211 3,125,299 Butler 314 4,300,958 Jefferson 16,145 350,450,831 Pendleton 342 5,704,603 Caldwell 521 7,818,641 Jessamine 1,051 18,170,230 Perry 776 11,183,660 Calloway 1,059 14,842,976 Johnson 618 9,434,569 Pike 1,240 18,204,555 Campbell 1,507 28,195,929 Kenton 2,239 46,511,532 Powell 335 4,492,316 Carlisle 116 1,608,482 Knott 437 6,761,023 Pulaski 2,201 36,871,366 Carroll 308 4,890,064 Knox 599 9,469,444 Robertson 67 1,082,520 Carter 772 10,033,593 LaRue 351 5,610,616 Rockcastle 385 5,219,940 Casey 355 4,488,265 Laurel 1,215 20,001,257 Rowan 853 14,512,026 Christian 1,525 26,508,883 Lawrence 326 3,869,296 Russell 555 8,408,197 Clark 826 14,000,179 Lee 228 3,229,568 Scott 1,230 25,709,661 Clay 575 8,453,754 Leslie 256 3,772,293 Shelby 1,635 40,847,145 Clinton 252 3,227,953 Letcher 586 8,120,178 Simpson 278 3,252,681 Crittenden 217 2,800,722 Lewis 319 3,971,165 Spencer 468 10,119,879 Cumberland 185 2,734,102 Lincoln 661 8,343,044 Taylor 637 9,081,895 Daviess 2,575 45,974,589 Livingston 257 4,322,496 Todd 254 3,550,580 Edmonson 234 3,250,714 Logan 603 8,302,421 Trigg 504 8,188,639 Elliott 174 2,495,828 Lyon 354 6,614,781 Trimble 274 4,199,739 Estill 398 5,558,653 Madison 2,301 38,425,956 Union 349 3,960,207 Fayette 5,378 116,208,593 Magoffin 351 4,894,117 Warren 2,745 48,424,647 Fleming 454 7,796,930 Marion 538 7,447,486 Washington 324 5,094,643 Floyd 890 13,391,549 Marshall 868 12,867,146 Wayne 528 7,442,799 Franklin 6,364 197,110,205 Martin 273 2,993,692 Webster 343 4,355,490 Fulton 184 2,202,014 Mason 404 6,595,232 Whitley 1,028 14,717,166 Gallatin 121 2,090,458 McCracken 1,551 28,075,809 Wolfe 327 5,284,546 Garrard 421 $6,192,823 McCreary 393 $4,114,583 Woodford 1,018 $25,211,376 Pension Benefits paid to retirees and beneficiaries of Kentucky Retirement Systems have a wide ranging impact on the state’s economic health. In fiscal year 2019, KRS paid over $2 billion to its recipients. The majority, 93.64%, of these payments are issued to Kentucky residents. Each county in the Commonwealth receives at least $1 million annually from KRS, providing a stabilizing element for all local economies. Total Retirement Payments As of June 30, 2019 (In Whole $) Payees* %Payments Kentucky 107,429 93.64% $1,991,764,279 Out of State 8,166 6.36% 135,276,104 Grand Total 115,595 100.00% $2,127,040,383 *This table represents all payees receiving a monthly payment during the fiscal year.
11 INT BENEFIT TIERS
KRS currently administers three different pension Totals for All Systems benefit tiers within our defined benefit plans. The
Hybrid Cash Balance plan CERS was established as a part A
S RS of Senate Bill 2, which was enacted by the Kentucky KERS E N N A General Assembly during the IR T N 2013 Regular Session. T I KERS E A E R CERS N N A