June 9, 2011 - SURS
June 9, 2011 - SURS
June 9, 2011 - SURS
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MINUTES<br />
Meeting of the Investment Committee<br />
of the Board of Trustees of the<br />
State Universities Retirement System<br />
2:05 p.m., Thursday, <strong>June</strong> 9, <strong>2011</strong><br />
The Northern Trust, 50 South LaSalle Street<br />
London Room B9, Chicago, Illinois 60603<br />
The following Trustees were present: Dr. J. Fred Giertz, Chair; Dr. Jeffrey Beaulieu, Dr. John<br />
Engstrom, Ms. Carrie Hightman, Ms. Dorinda Miller, Mr. Antonio Vasquez, and Mr. Mitchell<br />
Vogel.<br />
Others present: Mr. William Mabe, Executive Director; Mr. Michael Weinstein, General<br />
Counsel; Mr. Daniel Allen, Chief Investment Officer; Mr. Douglas Wesley, Deputy Chief<br />
Investment Officer; Ms. Kimberly Pollitt, Ms. Lou Ann Fillingham, Mr. Tony Lee and Mr.<br />
Joseph Duncan, Investment Officers; Ms. Marilyn Branson, Investment Governance and<br />
Compliance Officer; Mr. Steve Hayward, Director of Internal Audit; Mr. Terrin Krantz, Director<br />
of Human Resources; Ms. Angie Lieb, Director of Member Services; Ms. Stefanie Rice,<br />
Executive Assistant; Ms. Mary Pat Burns of Burke, Burns & Pinelli; Mr. Ryan Ball, Mr. Mark<br />
Kline, Mr. Bo Abesamis and Ms. Karen Harris of Callan Associates; Ms. Patti Somerville-<br />
Koulouris of the Northern Trust Company; Mr. Dan Hynes of Northern Trust Global Investments;<br />
Ms. Leslie Thompson and Ms. Amy Williams of Gabriel, Roeder, Smith & Company; Ms.<br />
Renaye Manley of the Service Employees International Union; and Ms. Linda Brookhart of the<br />
State Universities Annuitants Association; Ms. Angela Myers of Loop Capital; Ms. Sharon Piet<br />
of Podesta & Company; and Mr. Vito Laera of Cabrera Capital Markets.<br />
Roll call attendance was taken. Trustee Beaulieu, present; Trustee Berns, absent; Trustee<br />
Engstrom, present; Trustee Giertz, present; Trustee Hightman, present; Trustee Miller, present;<br />
Trustee Rogers, absent; Trustee Vasquez, present; Trustee Vogel, present; Trustee Williams,<br />
absent.<br />
Trustee Giertz called the meeting to order at approximately 2:05 p.m.<br />
APPROVAL OF MINUTES<br />
Trustee Giertz presented the Minutes from the Investment Committee meeting of April 22, <strong>2011</strong>.<br />
Trustee Engstrom moved that:<br />
• The Minutes from the April 22, <strong>2011</strong>, Investment Committee meeting be approved as<br />
presented.<br />
Motion seconded by Trustee Miller and carried with all Trustees present voting in favor.
REVIEW OF CLOSED SESSION MINUTES<br />
Trustee Giertz presented the closed session Minutes from the Investment Committee meeting of<br />
October 28, 2010. Trustee Vogel moved that:<br />
• The closed session Minutes from the October 28, 2010, Investment Committee meeting<br />
be opened as the need for confidentiality no longer exists.<br />
Motion seconded by Trustee Beaulieu and carried with all Trustees present voting in favor.<br />
CHAIR’S REPORT<br />
Mr. Allen reviewed the recent performance and strategic policy targets, which are accessible in<br />
the monthly Investment Update. Through the end of March <strong>2011</strong>, <strong>SURS</strong> had a rate of return for<br />
the fiscal year-to-date of 22% with assets of approximately $14.5 billion. Mr. Ryan Ball<br />
reviewed the Performance Report Executive Summary for the quarter ending March 31, <strong>2011</strong>.<br />
<strong>SURS</strong>’ asset allocation was discussed, noting that the portfolio is relatively close to the target<br />
asset allocation. The fund’s total performance remains strong.<br />
A copy of staff’s memorandum entitled “Report from the April 22, <strong>2011</strong>, Investment Committee<br />
Meeting” is incorporated as a part of these Minutes as Exhibit 1. A copy of staff’s memorandum<br />
entitled “Investment Contracts Approved” is incorporated as a part of these Minutes as Exhibit 2.<br />
RECOMMENDATION OF IMPLEMENTATION OF THE MONEY PURCHASE<br />
FACTORS IN ACCORDANCE WITH THE ACTUARIAL EXPERIENCE STUDY<br />
OUTCOMES<br />
Ms. Leslie Thompson provided a presentation to illustrate the impact of changing the money<br />
purchase factors. Ms. Angie Lieb advised that updates to the benefit estimator will be available<br />
online by Monday, <strong>June</strong> 13, <strong>2011</strong>, contingent on the Board’s approval. Mr. William Mabe and<br />
Ms. Lieb provided an analysis of establishing an implementation date of July 2, 2012, noting that<br />
said date provides <strong>SURS</strong> members additional time to be educated in order to make an informed<br />
retirement decision, allows <strong>SURS</strong> to prepare for a surge in retirement applications, allows <strong>SURS</strong><br />
to verify compliance with the experience study recommendation from a certified actuary, and<br />
reduces potential disruption during the school year due to a large number of retirements. Ms.<br />
Mary Pat Burns emphasized that implementation of the recommended date will have no adverse<br />
actuarial impact on <strong>SURS</strong>.<br />
Trustee Rogers joined the meeting at 2:15 p.m.<br />
At the conclusion of the discussion, Trustee Beaulieu moved that:<br />
• The Money Purchase Factors (annuitization rate under Rule 2) and other actuarial tables<br />
be effective September 2, <strong>2011</strong>.<br />
After further discussions, said motion was withdrawn.
Motion by Trustee Beaulieu that:<br />
• The Money Purchase Factors (annuitization rate under Rule 2) and other actuarial tables<br />
be effective July 2, 2012.<br />
Motion seconded by Trustee Vogel and carried with all Trustees present voting in favor with the<br />
exception of Trustee Giertz who refrained from voting due to a potential conflict of interest.<br />
Mr. Mabe was directed to provide updates to <strong>SURS</strong> members on the Board’s position. Mr. Mabe<br />
reported that letters have been sent and the internet has been updated to reflect the potential<br />
change. Ms. Lieb advised that the online <strong>SURS</strong> estimator will be updated to reflect the changes<br />
at the beginning of the business day on <strong>June</strong> 13, <strong>2011</strong>.<br />
A copy of GRS’ presentation entitled “Decision Making and Timing Costs-Money Purchase Plan<br />
Factor Updates” is incorporated as a part of these Minutes as Exhibit 3. A copy of staff’s<br />
memorandum entitled “Recommendation for the Implementation Date of Change to Money<br />
Purchase Factors – Actuarial Experience Study” is incorporated as a part of these Minutes as<br />
Exhibit 4. Copies of GRS’ memorandums entitled “4-Year Experience Analysis for the State<br />
Universities Retirement System of Illinois; related proposed changes for the Plan,” and “Money<br />
Purchase Annuity Conversion Factors” are incorporated as part of these Minutes as Exhibit 5 and<br />
Exhibit 6.<br />
Educational session began at 2:40 p.m.<br />
ASSET/LIABILITY STUDY RECOMMENDATIONS<br />
(Educational Session)<br />
Ms. Karen Harris of Callan Associates provided an educational presentation on asset liability<br />
studies. Mr. Mark Kline of Callan Associates remarked on the importance of the organization’s<br />
asset allocation. Callan presented a recommended target mix for the fund. At the conclusion of<br />
the presentation, Mr. Allen noted that the new policy targets are not significantly different than<br />
the current targets and will not require major changes. Staff will provide a status update on the<br />
asset allocation targets at the September meeting.<br />
Educational session concluded at 3:30 p.m.<br />
Trustee Hightman moved that:<br />
• The strategic policy allocation targets be approved as presented, giving staff the<br />
discretion to gradually implement those policy targets in coordination with the actual<br />
transition of assets, in accordance with the Investment Policy.<br />
Asset Class Prior Policy Target New Policy Target<br />
U.S. Equity 32% 30%<br />
Non-U.S. Equity 18 20<br />
Global Equities 10 10<br />
Fixed Income 18 19<br />
TIPS 4 4<br />
Real Estate 6 6<br />
REITS 4 4
Private Equity 6 6<br />
Opportunity Fund 2 1<br />
Total 100% 100%<br />
Motion seconded by Trustee Vogel and carried with all Trustees present voting in favor.<br />
A copy of staff’s memorandum entitled “Status Update of the Asset/Liability Study” is<br />
incorporated as a part of these Minutes as Exhibit 7. A copy of Callan’s presentation entitled<br />
“Asset Allocation and Liability Study” is incorporated as a part of these Minutes as Exhibit 8.<br />
PRIVATE EQUITY ASSET CLASS ANNUAL MANAGER REVIEWS<br />
Mr. Kline outlined the current market conditions and the rationale for investing in private equity.<br />
Mr. Doug Wesley provided a report on the private equity asset class. The current allocation is<br />
approximately 7.8% of the portfolio. The portfolio is broadly diversified and has performed well<br />
over the long term. The need for consideration of additional private equity commitments to<br />
maintain vintage year diversification was also discussed.<br />
Trustee Vogel moved that:<br />
• Pantheon Ventures be retained as a private equity manager.<br />
• Adams Street Partners be retained as a private equity manager.<br />
Each motion was seconded by Trustee Beaulieu and carried with all Trustees present voting in<br />
favor.<br />
A copy of Callan’s presentation entitled “Private Equity Market Conditions” is incorporated as a<br />
part of these Minutes as Exhibit 9. A copy of staff’s memorandum entitled “Executive Summary<br />
of the Private Equity Asset Class” is incorporated as a part of these Minutes as Exhibit 10. A<br />
copy of an article entitled “Private Equity – The Strategy Comes of Age” is incorporated as a part<br />
of these Minutes as Exhibit 11.<br />
OPPORTUNITY FUND ASSET CLASS ANNUAL MANAGER REVIEWS<br />
Mr. Joseph Duncan reported on the infrastructure asset class which is a component of the<br />
Opportunity Fund along with the Public-Private Investment Program investments. There are no<br />
major organizational issues to report, and performance is not yet meaningful due to the short<br />
history of the investments.<br />
Ms. Kimberly Pollitt reported on the Public-Private Investment Program (PPIP) created by the<br />
Department of Treasury in 2009 to help support mortgage-backed securities during the financial<br />
crisis. It was noted that although the program is still young, the results have exceeded the<br />
benchmarks since inception with a return over 31%.<br />
A copy of staff’s memorandums entitled “Executive Summary of the Infrastructure Asset Class”<br />
and “Executive Summary of Public-Private Investment Program (PPIP) Asset Class” are<br />
incorporated as a part of these Minutes as Exhibit 12 and Exhibit 13. A copy of the United<br />
States Department of the Treasury report entitled “Legacy Securities Public-Private Investment
Program: Program Update – Quarter Ended March 31, <strong>2011</strong>” is incorporated as a part of these<br />
Minutes as Exhibit 14.<br />
APPROVAL OF THE SCRUTINIZED COMPANIES LIST AS DEFINED BY ILLINOIS<br />
PUBLIC ACT 95-616 (IRAN LEGISLATION)<br />
Ms. Marilyn Branson reported on the scrutinized companies list as defined by Illinois Public Act<br />
95-616 noting that RiskMetrics Group (now known as MSCI ESG Research) assists in identifying<br />
the “scrutinized companies” as defined by statute. In <strong>June</strong> of 2010, the Board adopted a list of 39<br />
scrutinized companies which has now been modified to reflect 34 scrutinized companies. Each<br />
investment manager is informed of the list and the law that governs it. Ms. Branson advised that<br />
no divestment from direct holdings in scrutinized companies occurred this year since investment<br />
in scrutinized companies amounted to less than 0.5% of the total fund.<br />
At the conclusion of the report, Trustee Beaulieu moved that:<br />
• The Board adopt the Iran Scrutinized Companies list updated as of May 2, <strong>2011</strong>, as<br />
presented.<br />
Motion seconded by Trustee Vasquez and carried with all Trustees present voting in favor.<br />
A copy of staff’s memorandum entitled “Iran Legislation Compliance” is incorporated as a part of<br />
these Minutes as Exhibit 15.<br />
REVIEW OF THE FISCAL YEAR 2012 INVESTMENT DEPARTMENT BUDGET<br />
Trustee Giertz introduced the Investment Department Budget and identified the two main parts:<br />
administrative expenses and investment management fees. Ms. Lou Ann Fillingham reported that<br />
the investment budget is presented separately from the rest of <strong>SURS</strong>’ budget due to bylaw<br />
requirements; however, the budget also will be incorporated into a comprehensive <strong>SURS</strong> budget.<br />
The fiscal year 2012 administrative expenses cover the management and fiduciary oversight of<br />
<strong>SURS</strong> investments, which are expected to increase from fiscal year <strong>2011</strong>. The second portion of<br />
the investment budget, investment management fees, is based on the level of assets under<br />
management that can fluctuate as the market value of the assets change. The investment manager<br />
fees are presented only for acceptance rather than approval, which is consistent with last year.<br />
Trustee Vogel moved that:<br />
• The Investment Department Administrative Expense Budget for Fiscal Year 2012 be<br />
approved as presented.<br />
The motion was seconded by Trustee Vasquez and carried with all Trustees present voting in<br />
favor.<br />
Trustee Vasquez moved that:<br />
• The projected Investment Department Investment Management Fees for Fiscal Year 2012<br />
be accepted as presented.
The motion was seconded by Trustee Miller and carried with all Trustees present voting in favor.<br />
A copy of staff’s memorandum entitled “Investment Operations Budget – Fiscal Year 2012” is<br />
incorporated as a part of these Minutes as Exhibit 16. Copies of the Investment Operations<br />
Budget for administrative expenses, investment management fees and a statement of expenses are<br />
each incorporated as a part of these Minutes as Exhibit 17, Exhibit 18, and Exhibit 19.<br />
CONSENT TO ASSIGNMENT OF ING INVESTMENT<br />
MANAGEMENT AGREEMENT<br />
Mr. Allen reported on a merger between ING Clarion and CB Richard Ellis Group (CBRE) but<br />
stated that all staff and functions of the Real Estate Investment Trust Securities (REITS) group<br />
will remain the same. There are no concerns at this time and it is recommended to consent to the<br />
assignment. A status report will be provided in the upcoming months.<br />
Trustee Vogel moved that<br />
• The consent to the assignment of the investment management agreements with ING<br />
Clarion Real Estate Securities be approved, pending legal review, which will result from<br />
the expected sale to CB Richard Ellis.<br />
Motion seconded by Trustee Vasquez and carried with all Trustees present voting in favor.<br />
A copy of staff’s memorandum entitled “ING Clarion Real Estate Securities Consent” is<br />
incorporated as a part of these Minutes as Exhibit 20. A copy of Callan Associates memorandum<br />
entitled “ING Clarion Real Estate Securities Sale to CB Richard Ellis Group, Inc.” is incorporated<br />
as a part of these Minutes as Exhibit 21. Copies of letters from Clarion Real Estate Securities<br />
dated February 15, <strong>2011</strong>, and from ING Real Estate dated May 25, <strong>2011</strong>, are each incorporated as<br />
a part of these Minutes as Exhibit 22.<br />
ANNUAL CONSULTANT EVALUATION OF <strong>SURS</strong> MANAGER DIVERSITY<br />
PROGRAM<br />
Mr. Ball provided an annual review of the Manager Diversity Program (MDP). The goal of the<br />
review is to evaluate the process of monitoring the managers. Mr. Ball advised that <strong>SURS</strong><br />
employs a very adequate process to monitor said program.<br />
A copy of a memorandum from Callan Associates is incorporated as a part of these Minutes as<br />
Exhibit 23. A copy of a presentation from Callan Associates entitled “MDP Annual Review” is<br />
incorporated as a part of these Minutes as Exhibit 24.<br />
PRESENTATION OF THE <strong>SURS</strong> INVESTMENT MANAGER WATCH LIST<br />
Mr. Tony Lee reported on the watch list noting that an update is provided to the Board biannually<br />
with one in <strong>June</strong> and one in December. Seven additional firms have been added to the<br />
<strong>June</strong> list for either performance or organizational concerns. One manager is on the watch list for<br />
both performance and organizational concerns.
A copy of staff’s memorandum entitled “<strong>June</strong> <strong>2011</strong> Investment Manager Watch List” is<br />
incorporated as a part of these Minutes as Exhibit 25.<br />
DISCUSSION OF THE ROLES AND RESPONSIBILITIES OF THE TRANSITION<br />
MANAGER RELATIONSHIP<br />
(Educational Topic)<br />
Educational session began at 4:30 p.m.<br />
Mr. Ball introduced Mr. Bo Abesamis who leads Callan Associates’ efforts in the master trust and<br />
securities lending research. Mr. Abesamis provided an educational session on transition<br />
management.<br />
Educational session concluded at 5:45 p.m.<br />
At the conclusion of the presentation, Trustee Hightman moved that:<br />
• The issuance of a request for proposals for transition management services be authorized,<br />
on such criteria as determined by the Investment Staff and Investment Consultant, with<br />
the goal of insuring there are no barriers to participation (of qualified firms with the<br />
requisite qualifications).<br />
Motion seconded by Trustee Vogel and carried with a roll call vote:<br />
Trustee Beaulieu aye<br />
Trustee Berns absent<br />
Trustee Engstrom aye<br />
Trustee Giertz nay<br />
Trustee Hightman aye<br />
Trustee Miller aye<br />
Trustee Rogers aye<br />
Trustee Vasquez aye<br />
Trustee Vogel aye<br />
Trustee Williams absent<br />
A copy of staff’s memorandum entitled “Transition Management Search Update” is incorporated<br />
as a part of these Minutes as Exhibit 26. A copy of a presentation from Callan Associates<br />
entitled “Transition Management Discussion” is incorporated as a part of these Minutes as<br />
Exhibit 27. A copy of a memorandum from Callan Associates entitled “Transition Management<br />
Pool – Minimum Qualifications” is incorporated as a part of these Minutes as Exhibit 28. A<br />
copy of a report from Callan Associates entitled “Transition Management – Beyond the Basics” is<br />
incorporated as a part of these Minutes as Exhibit 29.<br />
INFORMATIONAL ITEMS NOT REQUIRING COMMITTEE ACTION<br />
The following items were provided for reference and are incorporated as a part of these Minutes:<br />
1. Exhibit 30 - <strong>SURS</strong> Funding Status through April <strong>2011</strong>.<br />
2. Exhibit 31 - Letter from LM Capital Group dated April 19, <strong>2011</strong>.
3. Exhibit 32 - Staff memorandum entitled “Compliance Update.”<br />
4. Exhibit 33 - Investment Compliance Activities <strong>2011</strong>-2012.<br />
5. Exhibit 34 - Callan’s Fiscal Year <strong>2011</strong>-2012 Work Plan Investment Committee<br />
Schedule.<br />
6. Exhibit 35 - Schedule of Formal Reviews for <strong>SURS</strong> Investment Managers: Defined<br />
Benefit Plan & SMP.<br />
7. Exhibit 36 - Staff memorandum entitled “Schedule of Investment Committee Meetings.”<br />
There being no further business to come before the Committee, Trustee Vogel moved that the<br />
meeting be adjourned. Motion seconded by Trustee Vasquez and carried.<br />
WEM:ssr<br />
Respectfully submitted,<br />
Mr. William E. Mabe<br />
Secretary, Board of Trustees