STANISLAUS COUNTY EMPLOYEES RETIREMENT ASSOCIATION th Street, Suite 5800 P.O. Box 3150 Modesto, CA

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1 STANISLAUS COUNTY EMPLOYEES RETIREMENT ASSOCIATION th Street, Suite 5800 P.O. Box 3150 Modesto, CA Phone (209) Fax (209) mail.co.stanislaus.ca.us BOARD OF RETIREMENT MINUTES JANUARY 9, 2002 Members Present: Nick Blom, Kent Crawford, Maria DeAnda, Gary Dial, Wes Hall, John Hallford, Al Sarina, Virgil Thompson and Tom Watson Members Absent: None Others Present: Robert Harmon, Victoria Halliday, Karen Gonzales 1. Meeting called to order at 2:04 p.m. by Chairman Wes Hall 2. ROTATION OF OFFICERS Wes Hall became Chairperson and Virgil Thompson became Vice-Chair for the 2002 year. Virgil Thompson as Vice-Chair becomes Chairperson for the Due Diligence Committee. 3. ANNOUNCEMENTS The administrator welcomed the new board members, Gary Dial and John Hallford. An announcement was made to correct the retirement date of Richard Shipley. The correct date is December 18, Robert informed the board of the CALAPRS Roundtable February 8, 2002 in Costa Mesa. A copy of the announcement was given to all trustees. Wes Hall made a comment regarding all of the letters of thanks and appreciation that have been received from the retirees regarding the Special COLA in their January 2002 checks. 4. PUBLIC COMMENT None 5. CONSENT ITEMS Motion was made by Nick Blom and seconded by Maria DeAnda to approve the following items as listed with corrections made to the December 12, 2001 regular and closed session minutes. a. Approval of the December 12, 2001 Regular and Closed Session Minutes.

2 Board of Retirements Minutes Page 2 5. Consent Items -Continuedb. Approval of Service Retirement(s) - Sections , and Linda Allen, Assessor, Effective Ginny Barklow, Deferred, CSA, Effective Nghia Pham, CSA, Effective Lana Royer, Superior Court, Effective Irene Ramos, H S A, Effective Lucille Sortino, Superior Court, Effective Bernardino Teixeira, Hills Ferry Cemetery, Effective c. Approval of Deferred Retirement(s) - Section Michael Minor, DAFSD, Effective d. Approval of Death Benefit - Section(s) and Amapola Godinez, deceased December 13, The named beneficiary will receive a lump sum payout. e. Approval of Refund for Deferred Retirement Member(s) - Section Floyd Glasgow 6. Staff Report of Monthly Investment Performance Robert gave the monthly investment performance report for the month of December He stated that for the period ending December 31, 2001 our total portfolio was over $963 million. He stated that the current allocation is slightly out of range but close to target. Robert reported cash flows, product and index returns for the six months then ended with a beginning balance on July 1, 2001 of over $976 million and the ending balance as of December 31, 2001 of over $963 million which showed a $7 million loss over the six months. Manager allocation in domestic equities showed Dodge & Cox at 36.0%, MFS at 12.4%, TCW at 6.3%. On the fixed income side, Dodge and Cox was at 38.4% which was within the target range. International Investments showed Putnam at 6.9% which was just slightly out of their range. Returns for the entire portfolio as of December 31, 2001 were 1.5%, 9.25%, 2.11%, 8.33% and 10.79% for the one month, three months, one, three and five years respectively.

3 Board of Retirements Minutes Page 3 7. Closed Session Motion was made by Al Sarina and seconded by Maria DeAnda to adjourn to closed session at 2:54 p.m. Closed Session Findings: After returning to regular session at 3:16 p.m., Robert Harmon, Administrator, read the findings of the closed session: The application of Gloria Armstrong for a service connected disability retirement benefit was granted effective March 15, 2001 with appropriate medical call back at the discretion of the Administrator. The application of George Brummitt for a service connected disability retirement benefit was denied. The application of James Kozik for a service connected disability retirement benefit was set for hearing before a hearing officer. 8. Administrator a. Robert passed out an information systems update on the StanPAS system. He stated that the StanPAS system was the project begun to replace many different and aging systems into a single database, platform and user front-end system. The project was begun after reviewing two different systems and determining that neither system provided a comprehensive solution. He stated the original development cost was slightly lower than the cost of one system and substantially lower than the cost of the second system reviewed. Overall the StanPAS system has processed 45,560 retiree benefit checks with the payroll module which works out to the cost of about $1.12 per check. By the end of 2002, the earliest this system could be retired, we will have processed over 67,000 retiree benefit checks at a cost of 76 per check well under the current cost of using an outside agency. Robert reported that all development has stopped as the vendor has filed for bankruptcy. b. Robert gave an update on the information system and informed the board that Pentastic Systems, Inc. has filed Bankruptcy. He stated that he has been in contact with Charles Holmberg and the bankruptcy court.

4 Board of Retirements Minutes Page 4 8. Administrator - Continued - b. The original contract was for $77,500 and they have been paid $51,250. Robert estimates they have been overpaid between $5,000 and $15,000 but it is arguable in any case. Robert suggested negotiating a settlement to get the source code in return for dropping any claim against Pentastic. Robert requested approval from the board to allow the administrator to negotiate a settlement with Pentastic Systems and the Bankruptcy court. Motion was made by Nick Blom and seconded by Al Sarina to authorize the Administrator to negotiate a settlement with the bankruptcy attorney to obtain the source code. c. The Due Diligence Calendar was reviewed and the following dates and sites have been agreed upon. March 19th and 20th in San Francisco, for Buck Consultants, Dodge & Cox and Bank of New York. April 16th and 17th in Los Angeles, for Bank of New York and TCW Asset Management. October 16th, 17th and 18th in Boston, for MFS Institutional Advisors and Putnam Investments. The Due Diligence committee will meet in February to discuss the visits and what trustees' will attend. Al Sarina made a recommendation that John Hallford be placed on the Independence Committee. d. Robert requested the chair appoint new members to the committees that have recently been vacated. The Chairperson stated he will bring his recommendations to the next meeting. 9. Correspondence There was no correspondence to be discussed other than the letters of thanks from the retirees regarding the Special COLA. 10. Committee Reports and Recommendations for Action STANDING COMMITTEES a. Benefits Committee - Wesley Hall, Chairman No report

5 Board of Retirement Minutes Page Committee Reports and Recommendations for Action STANDING COMMITTEES - Continued - b. ByLaws Committee - Tom Watson, Chairman Tom Watson stated that he will be bringing Article IX of the bylaws for review and changes to the February meeting. He intends to bring one article per month to the board for review and changes thereafter. c. Due Diligence Committee - Wes Hall, Chairman No report d. Education Committee - Virgil Thompson, Chairman Virgil Thompson informed the board of the CALAPRS February 8, 2002 trustee roundtable and also presented letters to the new board members, Gary Dial and John Hallford of their responsibility to attend educational opportunities especially the one at Stanford. Virgil Thompson motioned and Kent Crawford seconded to approve attendance to the TCW Client Conference in Los Angeles. e. Independence Committee - Al Sarina, Chairman Al Sarina informed the board that we are in the process of interviewing for a manager. Al also stated that the Independence Committee will be meeting again in the month of February. f. Disability Retirement Accountability Committee - Maria DeAnda, Chairman Maria DeAnda stated that the committee met on December 17, 2001 and apologized for not having minutes to distribute. She stated that the committee has been working on proposed changes to Article IX of the bylaws and were hoping to have those proposed changes reviewed at the February meeting. She also wanted to thank Ted Cabral and Lois Ertel for all their work on this project.

6 Board of Retirement Minutes Page MEMBERS FORUM (Information and Future Agenda Requests Only) Tom Watson passed out an article about MFS entitled Massachusetts Miracle published by Institutional Investor Magazine. Wes Hall gave kudos to staff from Jeff Jue and also gave a birthday card to Vice- Chair, Virgil Thompson. 12. ADJOURNMENT Meeting adjourned at 4:12 p.m. Respectfully submitted, Robert Harmon, Administrator APPROVED AS TO FORM: MICHAEL KRAUSNICK County Counsel Victoria Halliday, Deputy County Counsel

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