04-29-2002AGENDA
PENSION
TRUSTEES
04/29/02
ACTION AGENDA
Board of Trustees of the Employees' Pension Fund
April 29, 2002 - 9:00 a.m.
1. Call to Order - 9:05 a.m.
2. Approval of Minutes: 04/15/02 - Approved
3. Authorize staff to conduct a search for a custodian for the Employee Pension
Fund, authorize Callan & Associates to assist with the search, authorize the
cost of the search, including staff travel of approximately $3,500 and Callan's fee
of up to $30,000 to be paid from the pension fund. - Approved
4. Res #02-10 authorizing the conversion of 24,700 shares of Metro-Goldwyn-
Mayer, Inc. common stock from physical form to Depository Trust Corporation
eligible electronic form, approve the "Irrevocable Stock/Bond Power" form. -
Approved
5. Adjourn - 9:10 a.m.
,SEIa"• ?,
Employee's Pension Plan
Trustee's
Agenda Cover
Memorandum
Worksession Item #:
Final Agenda Item #
Meeting Date:
SUBJECT/RECOMMENDATION:
Authorize staff to conduct a search for a custodian for the Employees Pension Fund, authorize
Callan & Associates to assist with the search, authorize the cost of the search, including staff travel
of approximately $3,500 and Callan's fee of up to $30,000 to be paid from the pension fund,
0 and that the appropriate officials be authorized to execute same.
SUMMARY:
• The Employee's Pension Fund uses a third party custodian for the safekeeping of the various
securities/assets of the pension fund.
• On December 31, 2001 the Employee's Pension Fund had assets of $441,921,590.
• Currently SunTrust is our custodian for $307,508,467 or 70% of those assets. State Street is the
custodian for$60,050,193 or 14%. The remaining balance is in the form of mutual funds held in trust by
the corresponding money manager. The plan has used SunTrust since 1985 and State Street since
1993 as custodians
• Over the past year, two separate problems have occurred at our custodian that have caused staff
major concerns. In researching industry standards on one of those problems staff consulted with four
of the leading providers of custodian services. During those discussions staff has learned that the
pension plan can obtain superior services to what we are currently receiving. One of the services that
staff would like is the ability to have online access to the custodial records. Currently staff must wait for
three weeks to receive a printout in the mail. Online access would be a significant benefit to staff.
• The Investment Committee unanimously recommends the search for a new custodian.
• The City contracts with Callan & Associates to provide performance measurement and to provide
information on investment managers. Callan has extensive knowledge and experience with all of the
custodians.
Reviewed by: Originating Dept: Costs
Legal N/A Info Srvc WA Finance SMoskun Total 33,500
Budget . 1,11 Public Works N/A
? User Dept. txf? ???,? Funding Source:
Purchasing
NiA DCM/ACM Finance Current FY 33,500 Cl
Risk Mgmt WA Other Attachments OP
Other 33,500
Submitted by. 646-07410-547200-585-000
City Manager None Appropriation Code:646-07410-530100-585
Printed on recycled Dauer Rev.
2/98
• Callan's fee for the search will be $25,000 plus travel expenses not to exceed $5,000. Up until now
Callan's fees are paid by directing investment trades through a selected broker. Our money managers
use this selected broker only if they cannot get better execution someplace else. The pension plan
may have to supplement these directed trades if necessary with a cash payment.
• The cost of committee member travel to investigate/research the top ranked custodian (s) is estimated
at $3,500. The actual amount will be affected by the location of the custodian(s) and the number of
custodian (s) that need to be researched. Staff may also use the trip to visit money managers if the
money managers are located in a city staff is already visiting.
• The Investment Committee will come back to the Trustees in late summer or early fall with the results
of the search for approval.
, J, : Worksession Item #:
_ Employee Pension Plan
T - Trustee Final Agenda Item #
TnE Agenda Cover Meeting Date: D O
Memorandum
SUBJECT/RECOMMENDATION:
Adopt Resolution 02-10 authorizing the conversion of 24,700 shares of Metro-Goldwyn-Mayer, Inc.
common stock from physical form to Depository Trust Corporation eligible electronic form, approve
the 'Irrevocable Stock/Bond Power" form,
9 and that the appropriate officials be authorized to execute same.
SUMMARY:
• On May 23, 2000 Denver Investment Advisors participated in a Stock Purchase Program for Metro-
Goldwyn-Mayer, Inc. for 24,700 shares. The shares were delivered in physical form to our safekeeping
custodian in the name of the City of Clearwater. These shares should have been delivered in a
Depository Trust Corporation electronic format.
e To convert from physical form to electronic form the Trustees need to adopt Resolution 02-10 and
approve the Irrevocable Stock/Bond power form.
• Without exception, all of the other stock the pension plan owns is in Depository Trust Corporation
electronic format.
• Denver Investment Advisors cannot trade this security while it is in physical form in the name of the
City.
Reviewed b Originating Dept: Costs
Legal/ Info Srvc N/A
4 S Moskun Total N/A
{ l Finance
Budget WA Public Works WA User Dept. \"M A t Funding Source:
Purchasing WA DCM/ACM Finance Current FY N/A CI
Risk Mgmt WA Other Attachments OP
Res 02-10 Other
bmitted b :
Su
' 44
Stock Power
None
ty Manager
Cl
VV40 Appropriation Code:
Printed on recvcled oaDer Rev.
20111
RESOLUTION NO. 02-10
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF CLEARWATER, FLORIDA, AUTHORIZING THE
REGISTRATION OF METRO-GOLDWYN-MAYER, INC.
STOCK IN ELECTRONIC FORM AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, the City of Clearwater, Florida, has determined it is in the best interest of
the pension plan that all securities be registered in electronic format,
NOW, THEREFORE, BE IT ADOPTED BY TITLE CITY COMMISSION OF THE
CITY OF CLEARWATER, FLORIDA, AS FOLLOWS:
SECTION 1. The City Commission hereby authorizes the Finance Director
Margaret L. Simmons to undertake all action necessary to convert the Metro-Goldwyn-
Mayer, Inc. stock from physical to electronic form.
SECTION 2. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this day of .2002.
Approved as to form:
pj,4 ? h
Pam Akin, City Attorney
Brian Aungst, Mayor-Commissioner
Attest:
Cynthia E. Goudeau, City Clerk
Resolution No. 02-10
IRREVOCABLE STOCK/BOND POWER
FOR VALUE RECEIVED, the undersigned does (do) hereby sell, assign and transfer to
SOCIAL SECURITY OR TAXPAYER IDENTIFYING NO.
IF STOCK,
COMPLETE
THIS
PORTION
shy 'es of the
represented by Certificate(s) No. (s)
inclusive,
standing in the name of the undersigned on the books of said Company.
bonds of
IF BONGS,
COMPLETE in the principal amount of $ , No. (s) inclusive,
THIS
PORTION standing in the name of the undersigned on the books of said Company.
The undersigned does (do) hereby irrevocably constitute and appoint
attorney to transfer the said stock or bond (s), as the case may be, on the
books of said Company, with full power of substitution in the premises.
Witnessed By (PERSON EXECUTING THIS POWER SIGNS HERE)
SIGNATURE(S) GUARANTEED
(IF JOINTLY OWNED, ADDITIONAL PERSON SIGNS HERE)
(IF JOINTLY OWNED, ADDITIONAL PERSON SIGNS HERE)
IMPORTANT - READ CAREFULLY
The signature(s) to this Power must correspond with the
name(s) as written upon the face of ft stock certificate (s)
or bonds (s), as the case may be in every paftL4w without
alteration or eniarpement or any charge whatever and must
be guaranteed by a commercial bank or a trust company.
stock of
4.0722.000.3 Rev W81