Minutes of OHIO PUBLIC EMPLOYEES DEFERRED COMPENSATION BOARD
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1 Minutes of OHIO PUBLIC EMPLOYEES DEFERRED COMPENSATION BOARD A publicly noticed meeting of the Ohio Public Employees Deferred Compensation Board was held at the Ohio Public Employees Retirement System offices located at 277 East Town Street, Columbus, Ohio on November 19, 2019 at 9:01 a.m. Members present: Chair Steve Toth; Ms. Julie Albers; Representative Richard Brown; Mr. Harold C. Elliott; Mr. Christopher Mabe; Mr. Lance Osborne; Ms. Cinthia Sledz; Mr. Timothy Steitz; Mr. Ken Thomas; Mr. James R. Tilling; and Mr. Matthew Whatley, representing Mr. Matthew Damschroder. Also present: Mr. Keith Overly, Executive Director, Mr. Paul D. Miller, Mr. James E. Heagen, Mr. Doug Lepper; Mr. Joshua King, Mr. Ryan Lamb; and Ms. Cindy Ward of the Ohio Public Employees Deferred Compensation Program; Ms. Susan Walker of the Attorney General s office; Mr. Matt Gill and Mr. Cedric Gaaskjolen of Nationwide; Ms. Mikaylee O Connor and Mr. Jim Voytko of RVK, Inc. (RVK); Mr. Joe Oleksak and Mr. Furney Alex Brown of Plante Moran; and Mr. Kimo Kim and Mr. Amit Jhatakia of Perspecta. Member(s) absent: Mr. Randy V. Desposito and Senator Jay Hottinger. Chair Toth called the meeting to order. Mr. Mabe moved, Mr. Thomas seconded to excuse Mr. Desposito. Minutes The minutes of the September 17, 2019 Board meeting, and the October 16, 2019 Personnel and Salary Review Committee meeting were presented. Chair Toth noted that the date on the 1
2 Personnel and Salary Review Committee minutes is displayed as October 16, 2018 and should be updated to Mr. Whatley moved, Representative Brown seconded to accept and file the minutes listed above with the noted correction. Committee Reports Mr. Tilling, Chair of the Personnel and Salary Review Committee, reported that the Committee met in October to review the three responses to the Request for Proposal (RFP) for an Executive Search Firm. The Committee recommends EFL Associates as the consultant for the search. In addition, a contract was prepared contingent upon Board approval. Mr. Tilling moved, Mr. Whatley seconded to approve EFL Associates as the consultant for the Executive Director Search. Mr. Tilling asked for any questions or discussion regarding the motion. Mr. Whatley moved, Representative Brown seconded to approve the EFL contract as presented. 2
3 Mr. Tilling asked for any questions or discussion regarding the motion. The Executive Director reviewed the 2020 Salary and Benefit recommendations presented to the Personnel and Salary Review Committee in October. moved, Mr. Tilling seconded to: 1. Approve the proposed 2020 pay range schedule. 2. Approve a 3-percent increase to the 2020 salary budget to fund pay for performance adjustments, plus $8,000 for compression pay adjustments. 3. Approve changes to the employment policies regarding FSA and education assistance limits, and when the deferred compensation match begins. Mr. Miller reported that staff confirmed that EFL has shared ownership with CBIZ, but is a separate entity, and the two organizations don t share employees., Chair of the Board Governance Committee meeting, reported that the Committee met prior to the Board meeting and reviewed recommended changes to the Personnel and Salary Review Committee Charter and the Purchasing Policy. 3
4 moved, Mr. Tilling seconded to approve the changes to the Personnel and Salary Review Committee Charter and the Purchasing Policy as presented. asked for any questions or discussion regarding the motion. indicated that she called for nominations and Mr. Toth was nominated for Board Chair. Board members should provide with any nominations by December 31, Action Items Mr. Voytko presented the third quarter 2019 capital markets review and noted the treasury yield curve, economic indicators, inflation, the labor market, interest rates, and the equity markets. (Representative Brown left the meeting.) Ms. O Connor reviewed the Program s asset allocation by management, asset class and investment manager, the fund monitoring summary, and comparative performance. Ms. O Connor provided comments on ratings for Contrafund, Vanguard Capital Opportunity, and Templeton Foreign. No manager changes were recommended. Discussion was held regarding the LifePath Portfolio s benchmark rankings, asset allocation, and glidepath. Ms. O Connor indicated that a more in-depth review of target date funds would be presented in March. Ms. O Connor provided an update on the Request for Proposal (RFP) for international equity strategies. Fifty-one responses were received by the November 15 deadline. RVK will report on the results in March. (Mr. Thomas left the meeting.) 4
5 Ms. O Connor indicated that State Street would not be enforcing a previously proposed change in their cash sweep program. A master custodial search is planned for 2020 with a report at the August Strategic Planning meeting. The cost for the search is outside of the current RVK contract scope and has been included in the Ohio DC 2020 Administrative budget. Ms. Albers moved, Mr. Elliott seconded to accept the RVK reports as presented, and approve hiring RVK to coordinate an RFP search for a master custodian. (Mr. Thomas entered the meeting.) Mr. Miller presented the 2019 financial results and reviewed the 2020 Administrative Fund Budget. The revenues are budgeted to increase 5.3 percent, and expenses are budgeted to increase 4.4 percent primarily due to recordkeeping modernization amortization costs and IT expenses to maintain the recordkeeping system and participant website. Capital expenditures are budgeted at $1,583,300 for recordkeeping stabilization and support. A budget for additional system enhancements will be presented at the January Board meeting. Discussion was held regarding the capital expenses for the recordkeeping modernization, website, Roth, and future enhancements. The ending fund reserves are projected to be at 14.9 months of expenses and a change to the administrative fee is not needed at this time. A review of the administrative fee structure is scheduled in Discussion was held regarding the fund reserve level. Mr. Tilling moved, Mr. Elliott seconded to approve the 2020 administrative fund budget and approve the 2020 capital expenditure budget. 5
6 Mr. Elliott Mr. Thomas Mr. Mabe Mr. Tilling Mr. Osborne Mr. Whatley Chair Toth The Executive Director explained that the Plan Document was reviewed by the legal firm Morgan Lewis and the Ohio DC staff to assure that it is consistent with Federal laws and regulations, and current plan features and practices. The recommended amendments were noted in the agenda. Participants will be notified of the changes on the website and in the fourth quarter newsletter. moved, Mr. Whatley seconded to approve the Amended Plan Document to be effective March 1, It was noted that employers will also be notified, and they do not need to approve the amendments. Mr. Elliott Mr. Thomas Mr. Mabe Mr. Tilling Mr. Osborne Mr. Whatley Chair Toth The Executive Director requested that the Board establish the Roth contribution effective date as January 1, Chair Toth moved, Ms. Albers seconded to establish January 1, 2020 as the effective date for Roth contributions to begin. 6
7 The Executive Director noted that a Roth pilot program will begin in January 2020, but the Roth option will open to all employers who agree to participate later in Mr. Elliott Mr. Thomas Mr. Mabe Mr. Tilling Mr. Osborne Mr. Whatley Chair Toth Discussion Items The Executive Director reported on the Strategic Objective 2-40, to complete an internal fiduciary review every five years. Staff prepared a fiduciary review report using a NAGDCA checklist. Action steps are noted regarding the approval of the Plan Document changes and to continue the promotion of the Ohio Business Gateway for employers to electronically submit contributions. (Mr. Thomas left the meeting.) Attorney General Report Ms. Walker indicated that she did not have anything to add to the written report in the agenda. Information Items The Executive Director did not have any additional comments regarding the information items. Mr. Whatley moved, Mr. Mabe seconded, to enter into Executive Session at 10:41 a.m., first, pursuant to Ohio Revised Code (G)(6) to discuss matters involving the security of the Ohio Deferred Compensation Program and its operations, and second, pursuant to Ohio Revised Code (G)(1) to the discuss the Executive Director s evaluation and compensation. 7
8 (Mr. Thomas entered the meeting.) The meeting returned to regular session at 12:12 p.m. Mr. Mabe moved, Mr. Whatley seconded to approve the Executive Director s compensation as discussed in Executive Session. Mr. Elliott Mr. Thomas Mr. Mabe Mr. Tilling Mr. Osborne Mr. Whatley Chair Toth Mr. Tilling moved, Ms. Albers seconded to adjourn the meeting at 12:13 p.m. until the next regular meeting of the Board, January 14, 2020, to be held at the Ohio Public Employees Retirement System offices, located at 277 East Town Street. 8
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