Orange County Employees Retirement System

Orange County Employees Retirement System MEMORANDUM DATE: November 5, 2015 TO: FROM: Members of the Board of Retirement Brenda Shott, Assistant CEO, Finance and Internal Operations SUBJECT: OCERS Administrative and Investment Budget for Fiscal Year 2016 Recommendation: 1. Adopt the Administrative and Investment Budget for Fiscal Year 2016 (FY16) in the amounts presented in the budget report for the categories of Personnel Costs, Services and Supplies and Capital Expenditures. 2. Approve the 2016 Staffing Plan which includes the addition of two new positions: a. Contracts, Risk & Performance Manager b. Paralegal 3. Delegate CEO authority to award and distribute V3 incentive pay pool 4. Consider and take appropriate action on Investments Retention Program Background: The proposed budget was developed based on the 2016 Business Plan approved by the Board of Retirement on October 19, 2015 which included a series of goals and initiatives for individual departments at OCERS, as well as the three year Strategic Plan and OCERS Mission Statement. On October 22, 2015, staff held a Budget Workshop to give the Board of Retirement an opportunity to review the proposed FY16 budget in detail and provide staff direction on content of the budget prior to adoption at the November 16, 2015 Board meeting. Attached is the proposed FY16 budget package that staff is recommending for approval. Prepared By: Reviewed By: Tracy Bowman Director of Finance Brenda Shott Assistant CEO, Internal Operations Approved By: Steve Delaney CEO I-3 OCERS Administrative and Investment Budget for Fiscal Year 2016 Page 1 of 1 Regular Board Meeting, November 16, 2015

2016 BUDGET

TABLE OF CONTENTS Section I Introduction... 3 Section II Budget Policies and Processes... 5 Section III 2016 Budget... 5 Section IV 2016 Administrative Budget... 9 Section V 2016 Investment Budget... 13 Section VI 2016 Personnel Costs... 16 Appendix... 18 A - 2016 Budget Detail by Department B - 2016 Budget Detail by Expense Category C - 2016 Personnel Cost Budget D - 21 Basis Points for Budget Year 2016 18 Basis Points for Budget Year 2016 E - Historical Statistics F - Recurring Expenses - 2016 Budget vs 2015 Amended Budget New Recurring Expenses - 2016 Budget Non-Recurring Expenses - 2016 Budget

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION I INTRODUCTION OCERS mission is to provide secure retirement and disability benefits, quality information concerning those benefits and prompt, professional and courteous service that meets the highest standards of excellence. In carrying out that role, the Board of Retirement and staff are committed to act for the exclusive benefit of the plan and its participants, manage assets of the plan prudently and administer benefits with impartiality. To support this mission the agency has the following supporting goals: 1. Excellent customer service 2. Timely and accurate benefits 3. Secure and reliable data 4. Prudently managed investments 5. Professional plan administration The 2016 Budget was developed with the OCERS mission and goals as the foundation and the 2016 Business Plan and the 2016-2018 Strategic Plan as additional building blocks. Budget requests are made and ultimately included in the budget only if they support one or more of these items. The 2016 Budget reflects the transition of V3, OCERS new pension administration software system, from a capital project to a routine operational expenditure. Costs that were previously capitalized, such as V3 Licensing and Support and V3 consultants, will now be recognized immediately as an expense once the project meets the anticipated Go-Live date in December 2015. In addition, costs related to performing a workforce analysis are included in the 2016 Budget. V3 is anticipated to result in a shifting of workloads and responsibilities, as well as a change to the skill sets needed to accomplish those changing workloads. The analysis is expected to provide an overview of staffing changes that may be required to efficiently, effectively and prudently provide the needed services of OCERS. The 2016 Budget also includes costs associated with the 2016 Business Plan presented to the Board at the off-site Strategic Planning Meeting held on September 10, 2015 and subsequently adopted by the Board at the Regular Board Meeting held on October 19, 2016. One of the entity-wide initiatives included in the Business Plan is an Operational Risk Management Program. A portion of that program is to put in place a Business Continuity/Disaster Recovery (BC/DR) plan. The budget also includes costs associated with the Fiscal Year 2016 (FY16) Staffing Plan, an information security program, as well as succession/leadership training. The other significant development included in the 2016 Budget is an increase in the amount budgeted for investment management fees which reflects a recent trend by some investment managers to disclose fees in their investment reports that were previously recorded as a direct 3

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM deduction against investment returns. Due to greater transparency, these fees are now being reported as an investment management fee expense. 2016 Budget Summary Staff recommends a 2016 Budget of $59,090,000 which is: $9.6 million or 19.5% greater than the 2015 Amended Budget $567,000 or 1.0% greater than 2015 estimated actuals 4

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION II BUDGET POLICIES AND PROCESSES Budget Policies OCERS prepares the budget on an accrual basis in accordance with Generally Accepted Accounting Principles (GAAP). Budgeting policies are based on legal statutes required for 1937 Act Systems as well as policies set by OCERS Board of Retirement. OCERS budgeting authority is regulated by California Government Code Sections 31580.2 and 31596.1. A notable provision within the regulations is that OCERS budget for administrative expenses (which excludes investment-related costs and expenditures for computer software, hardware and related technology consulting services) is limited to twenty-one hundredths of one percent of the accrued actuarial liability of the retirement system (commonly referred to as the 21 basis point test). The FY16 administrative budget represents 8.48 basis points of the projected actuarial accrued liability. The FY16 budget also meets the Board s policy limitation of 18 basis points of the projected actuarial value of total assets and represents 12.26 basis points of assets for FY16. Although OCERS is no longer bound by this test by the Government Code, the Board of Retirement includes this test as a requirement within the Budget Approval Policy. See Appendix D for both the 21 basis point test and 18 basis point test calculations. In addition to the State Code, the budget is also guided by OCERS Budget Approval Policy adopted by the Board of Retirement on February 19, 2002 and last revised July 20, 2015. This policy provides the purpose, roles and guidelines related to approving the annual budget for covering the expenses of administering the retirement system including the authority of the Chief Executive Officer, or the Assistant CEO, to transfer funds within the three broad categories of the budget: 1) Personnel Costs, 2) Services and Supplies, and 3) Capital Projects. Funds may not be moved from one category to another without approval from the Board of Retirement. In addition, any increases to the total approved budget resulting in a budget amendment must be approved by the Board of Retirement. Budget Process In August, each department head begins the process of completing their budget requests for the following fiscal year. The Director of Finance and Finance Manager-Budgeting compile the budget requests and draft the budgets for each department. The department heads then meet individually with the CEO, Assistant CEO of Internal Operations, and the Director of Finance to review and discuss each line item of their draft budget which may go through several review cycles. Once the CEO agrees upon the budget, any proposed business plan goals/initiatives with a budget impact are incorporated into the Business Plan for the upcoming fiscal year and presented to the Board at its annual off-site Strategic Planning Meeting in September. The Board s feedback is then incorporated into the budget and presented to the Board for their review at the annual Budget Workshop held in late October/early November. Any additional feedback is included in a proposed final version of the budget and submitted to the Board for final adoption at their regularly scheduled Board Meeting held in November. 5

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION III 2016 BUDGET The overall budget for 2016 is summarized by the following categories of expenses: Personnel Costs Services and Supplies Capital Expenditures The 2016 Budget is based on estimates of anticipated expenses for personnel costs, services and supplies, and capital expenditures. It includes the costs of carrying out the current level of services and activities approved by OCERS Board, as well as adjustments for normal cost increases for staffing salaries and office expenses and transitional costs due to the anticipated completion of the V3 project in December 2015. With the completion of this project, related costs will no longer be capitalized and will now be reflected as an expense for services and supplies. The 2016 Budget also includes $2 million for the completion of OCERS Data Center as part of the 2016 Business Plan Initiative to continue the implementation of the Business Continuity and Disaster Recovery (BC/DR) Solution. Important assumptions in the 2016 Budget include: An average fringe benefit rate of 55.3% of salaries A performance-based merit adjustment pool of 1.5% for OCERS management at a cost of $55,000 An additional 1.0% non-base building lump sum merit pool for OCERS management who receive an exceeds or exceptional job performance rating at a cost of $40,000 A V3 Incentive Pay pool related to the successful implementation of V3 at a cost of $65,000 Step increases for 17 County staff not at top of range at a cost of $72,000 Hiring of 2 two new positions as part of the 2016 Staffing Plan: o Contracts, Risk & Performance Manager at a cost of $133,600 ($84,600 salary + $49,000 benefits) o Paralegal at a cost of $90,000 ($56,000 salary + $34,000 benefits) Investment management fees, reflecting amounts for both direct billed and identifiable indirect fees, totaling $37,309,000 New recurring equipment maintenance and equipment/software expenses primarily related to V3 post Go-Live and 2016 Business Plan Initiatives, including: o V3 licensing and support for a total cost of $396,000 (previously capitalized as part of the V3 project) o V3 Oracle licensing in the amount of $60,000 o Anti-Spam and monitoring solutions, laptop security and location services related to cyber risk security initiative for a total cost of $75,000 New recurring training costs related to 2016 Business Plan Initiatives for Information Security Training (SANS) and Succession/Leadership Training and Development with a 6

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM total initial cost of $50,000 and $30,000, respectively (it is anticipated these costs will be less in future years) Non-recurring professional expenses, including: o Consultant expense for V3 wrap-up initiative, including V3 data conversion audit, at a cost of $776,000 o Potential change orders and/or additional support hours for V3 post Go-Live in the amount of $60,000 o Information Security Consulting related to cyber risk security initiative for a total cost of $150,000 o CEM consultant for benchmarking initiative to compare OCERS to other 1937 Act Systems Non-recurring building property management/maintenance costs related to space management and building modifications needed to vacate third floor of OCERS headquarters building at a total cost of $31,000 BC/DR capital project initiative at a cost of $2,000,000 Note: See Appendix F for a complete summary of all recurring, new recurring and nonrecurring expenses for the 2016 Budget. Comparison to 2015 Budget FY16 Budget (Dollars in Thousands) $60,000 $59,091 $58,000 $56,000 $54,000 $52,000 $50,000 $48,000 $46,000 $44,000 $49,444 Overall Budget increase of $9.6 million, or 19.5% Amended Budget 2015 Proposed Budget 2016 The total budget for 2016 is $59.1 million; $41.7 million for investment related activities and $17.4 million for administration of the retirement system, representing an increase of $9.7 7

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM million or 19.5% from the 2015 Amended Budget of $49.4 million. The majority of this increase relates to a $12.8 million or 44.3% increase in investment costs from the 2015 Amended Investment Budget of $28.9 million. This is primarily due to a change in how some of the indirect management fees are being reported by certain investment managers. Typically, investment managers with at-source type of investment strategies deduct investment fees directly from investment returns; however, there has been an increase in the reporting of investment fees previously not visible being disclosed on investment reports, resulting in a significant increase in the amounts being recorded as investment management fees. The increase in the Investment Budget was offset by a decrease in the Administrative Budget by $3.1 million or -15.3% compared to the 2015 Amended Budget of $20.6 million. This can be attributed to a reduction in capital expenditures due to the anticipated completion of the V3 project in December 2015. Excluding capital expenditures, the Administrative Budget increased $1.5 million or 11.2% due to increases in professional services and equipment maintenance totaling $908,000 for costs associated with V3 post Go-Live and the cyber risk security initiative discussed previously in the 2016 Budget assumptions. Administrative personnel costs also increased by $549,000 or 5.8%, primarily due to the addition of two new positions, Contracts, Risk & Performance Manager and a Paralegal; an increase in temporary help due to the majority of these costs previously being capitalized as part of the V3 project (which will now be included as a salary expense as V3 moves into the post Go-Live phase); and the funding of a salary adjustment pool as discussed further in Section VI - Personnel Costs (Including Investments). 8

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION IV 2016 ADMINISTRATIVE BUDGET Administrative Summary (Excludes Investments) The Administrative Budget is prepared in accordance with the limits of Section 31580.2 of the County Employees Act of 1937 which limits the budget to twenty-one hundredths of one percent of the accrued actuarial liability of the retirement system (commonly referred to as the 21 basis point test), excluding investment-related costs and expenditures for computer software, hardware and related technology consulting services totaling $3.3 million in the FY16 Budget. The 2016 Administrative Budget is $22.3 million under the cap limit of $36.4 million (see Appendix D 21 Basis Points for Budget Year 2016). A summary of the FY15 Amended Administrative Budget compared to FY15 estimated actuals and the FY16 Administrative Budget compared to FY15 estimated actuals, along with a description of each line item, is provided below: Amended Budget 2015 Estimated Actuals 2015 2015 Over/(Under) Budget Budget 2016 2016 Budget vs. 2015 Actuals Over/(Under) Personnel Costs $9,411,426 $8,824,776 ($586,650) $9,960,279 $1,135,503 12.9% Services and Supplies Professional Services 1,710,400 1,201,348 (509,052) 2,370,900 1,169,552 97.4% Building Prop Mgmt/Maint 660,000 660,000 0 705,000 45,000 6.8% Equipment Maintenance 421,411 358,850 (62,561) 668,543 309,693 86.3% Miscellaneous Office Expense 502,330 457,200 (45,130) 492,870 35,670 7.8% Training 350,850 247,052 (103,798) 432,750 185,698 75.2% Legal Services 410,000 385,208 (24,792) 360,000 (25,208) -6.5% Equipment/Software Expenses 165,000 174,141 9,141 179,750 5,609 3.2% Equipment Lease 98,000 94,018 (3,982) 98,000 3,982 4.2% Meetings & Mileage 47,150 35,142 (12,008) 57,550 22,408 63.8% Services and Supplies 4,365,141 3,612,959 (752,182) 5,365,363 1,752,404 48.5% Capital Expenditures* 6,793,368 4,094,261 (2,699,107) 2,098,000 (1,996,261) -48.8% Administrative Expense Total $20,569,935 $16,531,996 ($4,037,939) $17,423,642 $891,646 5.4% *Capital expenditures represent purchases of assets to be amortized in future periods. 9

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM FY16 Administrative Budget 12.0% Personnel Cost 30.8% 57.2% Services and Supplies Capital Expenditures Administrative Personnel Costs Administrative Personnel Costs for 2016 are $9.9 million and represent 57.2% of the total Administrative Budget. The total budget for administrative personnel costs is $1.1 million or 12.9% higher than the 2015 estimated actuals for administrative personnel costs. Total personnel costs are discussed further under Section VI - Personnel Costs (Including Investments) and a detailed breakdown of administrative personnel costs can be found in Appendix C 2016 Personnel Cost Budget. Administrative Services and Supplies Administrative Services and Supplies costs for 2016 are $5.4 million, which is 30.8% of the total Administrative Budget. Included in services and supplies are professional services, legal services, equipment expenses (other than those that are capitalized on OCERS books as assets that will be depreciated over time and budgeted as a capital expenditure), maintenance costs, office expenses, training, and meetings & mileage costs. The expenses that are included in these line items are detailed in Appendix B Budget Detail by Expense Category and summarized below: Professional Services budgeted at $2.4 million represents the largest percentage of Administrative Services and Supplies and comprises 13.6% of the total administrative budget. The overall increase of $1.2 million or 97.4% from FY15 estimated actuals consists primarily of non-recurring items attributed to V3 wrap-up tasks of approximately $776,000 included in the 2016 Business Plan, as well as $150,000 for an information security consultant related to the cyber risk security initiative. The remaining variance can be attributed to amounts being budgeted for in 2015 on an asneeded basis and re-budgeted for in 2016, such as legal services and a CEO contingency, which were underutilized in 2015 and re-budgeted in 2016. 10

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM Building Management and Maintenance budgeted at $705,000 represents 4% of the overall Administrative Budget and is related to funds distributed to the property manager of OCERS Headquarters building to manage and maintain the building. Expenses include property management fees, utilities, property taxes, insurance and maintenance contracts. This line item is expected to increase $45,000 or 6.8% due to an anticipated 2% increase in utilities and increases in janitorial services as a result of union negotiations and an increase in the minimum wage from $9/hour to $10/hour. The budget also includes non-recurring costs related to space management and building modifications needed to vacate third floor of OCERS headquarters building at a total cost of $31,000. Equipment Maintenance budgeted at $669,000 represents 3.8% of the total Administrative Budget and has increased from FY15 estimated actuals by $310,000 or 86.3%. The bulk of the increase is related to V3 licensing and support of $396,000 which had previously been capitalized as part of the V3 project and will now be a new recurring expense, as well as other ongoing V3 costs which are higher than the previous pension administration software system, Pension Gold. These costs were offset by the elimination of $167,000 in maintenance costs for Pension Gold. Miscellaneous Office Expense budgeted at $493,000 represents 2.8% of the total Administrative Budget and consists of routine office expenses such as postage, printing costs, telephone, office supplies and periodicals. The budget for this line item increased from FY15 actuals by $36,000 or 7.8% primarily due to $20,000 reserved for potential mass mailings not being utilized in FY15, as well as an adjustment for normal cost increases in membership fees and office supplies. Training budgeted at $433,000 represents 2.5% of the total Administrative Budget and has increased from FY15 estimated actuals by $186,000 or 75.2%. This category encompasses training and conferences attended by the Board and all other departments, as well as tuition reimbursement. The overall increase can be attributed to two 2016 Business Plan initiatives, Information Security Training (SANS) of $50,000 and OCERS Management Succession/Leadership training of $30,000. Excluding these initiatives, the training budget has remained flat. Estimated actuals have come in low compared to amounts budgeted primarily due to the strain on staffing resources as a result of the V3 project. Legal Services budgeted at $360,000 are 2.1% of the Administrative Budget and consist of fees paid to our external legal counsel and tax attorney. These fees are budgeted on an as-needed basis and are anticipated to decrease by $25,000 or -6.5% from FY15 estimated actuals due to the completion of the Employee Handbook update project in 2015. 11

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM Equipment/Software Expenses budgeted at $180,000 represent 1% of the total Administrative Budget and increased $6,000 or 3.2% compared to FY15 estimated actuals. This line item consists of miscellaneous hardware and software, as well as new recurring costs for anti-spam and monitoring solutions, laptop security and location services related to the cyber risk security initiative totaling $75,000. Equipment Lease budgeted at $98,000 represents 0.6% of the total Administrative Budget and increased by $4,000 or 4.2% from FY15 estimated actuals. This line item consists of copiers, postage machine and Lexis Nexis and is expected to remain relatively flat. Meetings and Mileage budgeted at $58,000 represents the smallest portion of the total Administrative Budget at 0.3%. The majority of the expenses relates to Board meetings. The budget has increased by $22,000 or 63.8% compared to FY15 estimated actuals due to an anticipated increase in the cost to attend Industry Group committee meetings in FY16, including SACRS, NCPERS and GFOA (CORBA). In addition, the budget includes an additional $10,000 for visits by Board members to other pension systems which was included in the 2016 Business Plan. Capital Expenditures Capital Expenditures for 2016 are $2.1 million and are 12.0% of the total Administrative Budget. The 2016 budget is $2.0 million lower than FY15 estimated actuals primarily due to costs budgeted, but not yet incurred, for the OCERS Data Center which was budgeted at $2.3 million, but only incurred $300,000 in FY15. This project has been re-budgeted in FY16 for $2.0 million and was included in the 2016 Business Plan as part of the BC/DR initiative. The budget also includes $98,000 for third floor tenant improvements and building safety expansion for the headquarters building. 12

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION V 2016 INVESTMENT BUDGET Investment Summary Investment Costs Costs related to investing the System s money are all included in the Investment department and are not considered to be a cost of administration of the retirement system, but are instead considered a charge against the assets of the retirement system. There are no other costs included in the Investment department other than those related to investing, and as such, there are no administrative costs included in the Investment department s budget. A summary of the FY15 Amended Investment Budget compared to FY15 estimated actuals and the FY16 Investment Budget compared to FY15 estimated actuals is provided below: Amended Budget 2015 Estimated Actuals 2015 2015 Over/(Under) Budget Budget 2016 2016 Budget vs. 2015 Actuals Over/(Under) Personnel Costs $1,330,017 $1,224,362 ($105,655) $1,384,807 $160,445 13.1% Services and Supplies Professional Services* 27,383,827 40,670,178 13,286,351 40,104,129 (566,049) -1.4% Training 44,720 6,788 (37,932) 64,130 57,342 844.8% Due Diligence 52,725 27,921 (24,804) 52,890 24,969 89.4% Miscellaneous Office Expense 28,975 27,995 (980) 26,705 (1,290) -4.6% Equipment/Software Expenses 25,000 25,000 0 25,000 0 0.0% Meetings & Mileage 9,000 9,000 0 9,000 0 0.0% Services and Supplies 27,544,247 40,766,882 13,222,635 40,281,854 (485,028) -1.2% Investment Expense Total $28,874,264 $41,991,244 $13,116,980 $41,666,661 ($324,583) -0.8% *Staff is recommending a budget amendment be approved by the Board of Retirement for the FY15 Amended Budget in the amount of $13.5 million to account for additional investment management fees 13

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM 3.3% FY16 Investment Budget Personnel Cost Services and Supplies 96.7% Investment Personnel Costs Investment Personnel Costs for 2016 are $1.4 million and represent 3.3% of the total Investment Budget. The total budget for investment personnel costs is approximately $160,000 or 13.1% higher than the FY15 estimated actuals for investment personnel. A detailed discussion of total personnel costs, including investments, is discussed further under Section VI - Personnel Costs (Including Investments) and a detailed breakdown of investment personnel costs can be found in Appendix C 2016 Personnel Cost Budget. Investment Services and Supplies Investment Services and Supplies costs for 2015 are $40.3 million, which is 96.7% of the total Investment Budget. Included in services and supplies are professional services (including investment related legal services), due diligence and related investment conferences, training, equipment expenses, miscellaneous office expenses, and meetings & mileage. The expenses that are included in these line items are detailed in Appendix B Budget Detail by Expense Category and summarized below: Professional Services budgeted at $40.1 million represents the largest percentage of Investment Services and Supplies and comprises 96.2% of the total Investment Budget. Professional Services consists primarily of investment management fees, as well as investment consultants, investment-related legal fees, actuarial fees and custodial bank fees. Overall, as a percentage, professional services has remained consistent with FY15 estimated actuals; however, when comparing the FY15 Amended Budget to FY15 estimated actuals, this line item is over budget by $13.3 million. This can be directly attributed to a change in how some of the indirect management fees are being reported by certain investment managers. Typically, only direct-billed investment management fees are budgeted for as indirect fees (also commonly referred to as at-source fees) are deducted directly from the investment returns and typically not visible on investment 14

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM statements. In an effort to be more transparent, a growing number of investment managers are disclosing these fees on their investment reports, resulting in a significant increase in the amounts being recorded as investment management fees. As a result, there will be a budget amendment request to the FY15 Amended Budget in the amount of $13.5 million to cover these newly reported fees at the November 16, 2015 Board meeting prior to the adoption of the FY16 Budget. Training budgeted at $64,000 represents 0.2% of the total Investment Budget and is approximately $57,000 higher than FY15 estimated actuals. This line item consists of conferences, the Educational Forum and tuition reimbursement. The variance between amounts budgeted for FY16 compared to FY15 estimated actuals can be attributed to training dollars budgeted, but not spent in FY15. It is anticipated that more training costs will be incurred in FY16 due to investments becoming fully staffed as of the last quarter of 2015. Due Diligence budgeted at $53,000 represents 0.1% of the total Investment Budget and is approximately $25,000 higher than estimated actuals. The variance between amounts budgeted for FY16 compared to FY15 estimated actuals can be attributed to amounts being budgeted for due diligence trips to both new and existing investment managers, but not being spent in FY15. It is anticipated that more due diligence trips will be incurred in FY16 due to investments becoming fully staffed as of the last quarter of 2015. Miscellaneous Office Expense, Equipment/Software Expenses and Meeting & Mileage with a combined budget of $61,000 represent less than 0.1% of the total Investment Budget. These line items consist of memberships, periodicals, Bloomberg and meals for the Investment Committee meetings. The FY16 Budget is consistent with FY15 estimated actuals. 15

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM SECTION VI 2016 PERSONNEL COSTS A summary of the FY15 amended personnel costs compared to FY15 estimated actuals and the FY16 personnel costs compared to FY15 estimated actuals is provided below: Personnel Costs (Including Investments) Amended Budget 2015 Estimated Actuals 2015 2015 Over/(Under) Budget Budget 2016 2016 Budget vs. 2015 Actuals Over/(Under) Administrative Personnel Costs: Annual Salary $5,479,898 $5,179,043 ($300,855) $5,721,447 $542,404 10.5% Board Allowance 15,000 15,000 0 15,000 0 0.0% Fringe Benefits 3,221,643 3,042,124 (179,519) 3,242,736 200,612 6.6% Overtime 204,680 113,919 (90,761) 213,179 99,260 87.1% Annual Leave 176,010 210,253 34,243 218,011 7,758 3.7% Temp Help 130,900 85,101 (45,799) 318,400 233,299 274.1% Salary Adj. Pool* 183,295 179,336 (3,959) 231,506 52,170 29.1% Total Administrative Personnel Costs $9,411,426 $8,824,776 ($586,650) $9,960,279 $1,135,503 12.9% Investments Personnel Costs: Annual Salary $809,533 $738,067 ($71,466) $851,234 $113,167 15.3% Fringe Benefits 478,951 407,458 (71,493) 484,041 76,583 18.8% Overtime 2,543 15,258 12,715 2,543 (12,715) -83.3% Annual Leave 23,990 28,161 4,171 31,989 3,828 13.6% Temp Help 15,000 11,398 (3,602) 15,000 3,602 31.6% Salary Adj. Pool* 0 24,020 24,020 0 (24,020) -100.0% Total Investment Personnel Costs $1,330,017 $1,224,362 ($105,655) $1,384,807 $160,445 13.1% Total Personnel Costs $10,741,443 $10,049,138 ($692,305) $11,345,086 $1,295,948 12.9% *All salary pool adjustments are budgeted in Administrative Services Department until awarded. Personnel Costs for 2016 are $11.3 million and represent 19.2% of the total Administrative and Investment Budget combined. Personnel costs are detailed by department in Appendix C and include salaries, estimated overtime, fringe benefits (e.g., health insurance, retirement and deferred compensation), salary adjustment pool, accrued leave buyouts and temporary help costs. The total budget for personnel costs is $1.3 million or 12.9% higher than the FY15 16

ORANGE COUNTY EMPLOYEES RETIREMENT SYSTEM estimated actuals for personnel costs. This can be attributed to several positions budgeted, but remaining vacant during FY15, including the recently filled Investment Officer position and the still vacant Accountant Auditor position, resulting in less expenses incurred for annual salary and fringe benefits. In addition, the newly created position for an investment analyst that was filled in mid-may reflects a full year budget in FY16. In addition to the vacancies, the overall increase in the FY16 Budget for personnel costs is due to the following: A performance-based merit adjustment pool of 1.5% for OCERS management at a cost of $55,000 An additional 1.0% non-base building lump sum award for OCERS management who receive an exceeds or exceptional job performance rating at a cost of $40,000 A V3 Incentive Pay Pool related to the successful implementation of V3 at a cost of $65,000 Step increases for 17 County staff not at top of range at a cost of $72,000 Hiring of 2 two new positions as part of the 2016 Staffing Plan: o Contracts, Risk & Performance Manager at a cost of $133,600 ($84,600 salary + $49,000 benefits) o Paralegal at a cost of $90,000 ($56,000 salary + $34,000 benefits) An increase in overtime of $90,000 compared to estimated actuals due to anticipated V3 wrap-up tasks An increase in temporary help compared to FY15 estimated actuals of $233,000 primarily due to a significant portion of these costs previously being included in the V3 project capital expenditures project (with the anticipated completion of the project in December 2015, these costs will now be expensed at the time incurred) 17

APPENDIX

Appendix A 2016 Budget Detail by Department Department Account Group Description Total 0001 - BOARD Personnel Cost Annual Salary $15,000 Personnel Cost Total $15,000 Professional Svcs Board Election Costs $65,000 Security 3,000 Professional Svcs Total $68,000 Legal Svcs Outside Counsel Services $280,000 Legal Svcs Total $280,000 Training Board Approved Conferences $25,000 CALAPRS 8,000 NASRA 4,000 NEPC Institute 8,000 SACRS 8,000 Strategic Planning 15,000 UC Berkeley 5,000 Training Total $73,000 Mtg/Mileage Miscellaneous Meetings $10,000 Membership Committee Meetings 4,000 System Visits 10,000 Mtg/Mileage Total $24,000 Membership CALAPRS $3,000 NASRA 2,700 NCPERS 600 SACRS 6,100 NIRS 2,800 Membership Total $15,200 0001 - BOARD Total $475,200 0010 - EXECUTIVE Personnel Cost Annual Salary $770,228 Fringe Benefits 439,203 Overtime 4,761 Leave P/O 29,348 Personnel Cost Total $1,243,540 Professional Svcs CEO Contingency $75,000 CEM Benchmarking 25,000 Professional Svcs Total $100,000 Training Tuition Reimbursement $3,000 CALAPRS 9,000 GFOA Conference 5,000 IFEBP 3,500 LCW Employment Law Conference 1,800 Miscellaneous Conferences/Training 7,000 Public Pension Financial Forum 2,500 SACRS 3,500 NCPERS - General & Safety 5,000 NASRA/NIRS 6,000 CEM Conference 2,500 Training Total $48,800 Mtg/Mileage CEO/Manager visits to So Cal Retirement Systems $5,000 Miscellaneous Meetings 5,000 CEO Visit to State Legislature 1,000 Membership Committee Meetings 2,000 Mtg/Mileage Total $13,000 Membership AICPA $600 American Express 300 CalCPA 500 GFOA 690 International Foundation (IFEBP) 800 P2F2 - Public Pension Financial Forum 150 State Board of Accountancy 50 Coalition for Social Security 2,300 Membership Total $5,390 Periodicals Miscellaneous periodicals $400 Public Retirement Journal 950 Periodicals Total $1,350 0010 - EXECUTIVE Total $1,412,080 0011 - INVESTMENTS Personnel Cost Annual Salary $851,234 Fringe Benefits 484,041 Overtime 2,543 Leave P/O 31,989 Temp Help 15,000 Personnel Cost Total $1,384,807 Professional Svcs Consulting Fees $1,360,130 Actuarial Fees 500,000 Legal Services 525,000 Custodial Bank Fees 385,000 Investment Management Fees 37,308,999 Investor Search/Proxy Services/Other 25,000

Appendix A 2016 Budget Detail by Department Department Account Group Description Total Professional Svcs Total $40,104,129 Due Diligence Due Diligence $52,890 Due Diligence Total $52,890 Training Tuition Reimbursement $6,000 Educational Forum 15,000 Conferences 43,130 Training Total $64,130 Mtg/Mileage Investment Committee Meetings $9,000 Mtg/Mileage Total $9,000 Membership CII Membership $16,000 Other Memberships 10,505 Membership Total $26,505 Periodicals Miscellaneous periodicals $200 Periodicals Total $200 Equipment / Software Bloomberg $25,000 Equipment / Software Total $25,000 0011 - INVESTMENTS Total $41,666,661 0015 - COMMUNICATIONS Personnel Cost Annual Salary $159,249 Fringe Benefits 89,407 Overtime 2,690 Leave P/O 6,068 Personnel Cost Total $257,414 Professional Svcs Financial Seminars $20,000 Professional Svcs Total $20,000 Training CALAPRS $1,900 IFEBP 3,500 Miscellaneous Conferences/Training 1,200 SACRS 2,000 Training Total $8,600 Mtg/Mileage Miscellaneous Meetings $500 Mtg/Mileage Total $500 Printing Svcs Brochures $10,000 CAFR (Comprehensive Annual Financial Report) 15,000 Quarterly newsletters 65,000 Printing Svcs Total $90,000 Periodicals Organizational Communication $500 Periodicals Total $500 Postage Miscellaneous Mailing/Mass Mailing $20,000 Quarterly Newsletters - All Members 50,000 Postage Total $70,000 Office Supplies Public Relation Materials $5,000 Office Supplies Total $5,000 0015 - COMMUNICATIONS Total $452,014 0020 - LEGAL Personnel Cost Annual Salary $741,036 Fringe Benefits 421,742 Overtime 2,618 Leave P/O 28,235 Personnel Cost Total $1,193,631 Professional Svcs Admin. Hearing Process Fees $150,000 Court Filing Fees 800 Court Reporter Fees 50,000 Medical Record Reviews/Expert Testimony 10,000 Subpoena Fees 1,000 Writ of Mandate (court-ordered payment) 75,000 Professional Svcs Total $286,800 Legal Svcs Tax Attorney/Outside Counsel $80,000 Legal Svcs Total $80,000 Training CALAPRS $4,000 MCLE and other training 4,300 NAPPA Meetings 10,000 SACRS 5,000 Training Total $23,300 Mtg/Mileage Miscellaneous Meetings $2,000 Membership Committee Meetings 3,000 Mtg/Mileage Total $5,000 Membership NAPPA (National Assoc.of Public Pension Attorneys) $1,150 State Bar Dues 1,900 Membership Total $3,050 Periodicals Legal Publications, Daily Journal, Law Book Updates, Reference Books $6,000 Periodicals Total $6,000 Equipment Lease LEXIS $20,000 STATE NET 3,000 Equipment Lease Total $23,000 0020 - LEGAL Total $1,620,781

Appendix A 2016 Budget Detail by Department Department Account Group Description Total 0030 - MEMBER SERVICES Personnel Cost Annual Salary $1,378,405 Fringe Benefits 778,677 Overtime 126,226 Leave P/O 52,525 Temp Help 141,400 Personnel Cost Total $2,477,233 Professional Svcs Death Records Match $5,000 V3 Post-Go Live Consultant 83,200 Professional Svcs Total $88,200 Training Tuition Reimbursement $6,000 CALAPRS 2,700 SACRS 1,800 Staff Development Training 2,000 Training Total $12,500 Mtg/Mileage Miscellaneous Meetings $250 Mtg/Mileage Total $250 Periodicals ACH Participant Directory $500 Periodicals Total $500 0030 - MEMBER SERVICES Total $2,578,683 0040 - FINANCE Personnel Cost Annual Salary $787,489 Fringe Benefits 445,617 Overtime 16,083 Leave P/O 30,007 Temp Help 55,000 Personnel Cost Total $1,334,196 Professional Svcs Bank Charges $40,000 Dynamics Consulting 5,000 Financial Audit Cost 165,000 GFOA Certificate Application Fee 1,100 CAFR 20,000 V3 Post-Go Live Consultant 115,000 Professional Svcs Total $346,100 Training Tuition Reimbursement $5,000 Dynamics Training 4,000 Conferences 7,550 Staff Training/Continuing Education 3,500 Training Total $20,050 Mtg/Mileage Miscellaneous Meetings $500 Mtg/Mileage Total $500 Membership AICPA $1,000 American Express 55 CalCPA 2,000 GFOA 600 P2F2 - Public Pension Financial Forum 150 State Board of Accountancy 100 Membership Total $3,905 Periodicals Miscellaneous periodicals $1,000 Periodicals Total $1,000 0040 - FINANCE Total $1,705,751 0050 - DISABILITY Personnel Cost Annual Salary $282,506 Fringe Benefits 156,226 Overtime 5,095 Leave P/O 10,765 Personnel Cost Total $454,592 Professional Svcs Investigations $5,000 Medical Panel Reviews 250,000 Records Retrieval/Copy Svcs 20,000 Professional Svcs Total $275,000 Training Tuition Reimbursement $6,000 CALAPRS 1,200 Miscellaneous Conferences/Training 1,000 SACRS 1,700 Training Total $9,900 Mtg/Mileage Miscellaneous Meetings $450 Mtg/Mileage Total $450 0050 - DISABILITY Total $739,942

Appendix A 2016 Budget Detail by Department Department Account Group Description Total 0060 - ADMINISTRATIVE SERVICES Personnel Cost Annual Salary $411,843 Fringe Benefits 233,400 Overtime 2,147 Leave P/O 15,693 Temp Help 15,000 Salary Adj. Pool 231,506 Personnel Cost Total $909,589 Professional Svcs Building Safety Program (Include consultant cost) $5,000 CWCAP(County Wide Cost Allocation Plan) 40,000 Employee Wellness Program 1,000 Iron Mountain 11,000 Plant Maintenance 2,200 Recruitment Costs 5,000 Universal Protection Security (UPS) 5,000 Performance Management Software 5,000 Professional Svcs Total $74,200 Training Tuition Reimbursement $6,000 CALAPRS 500 LCW Employment Law Conference 1,500 Public Pension HR Conference 1,600 SACRS 1,600 Society for HR Conference 3,000 OCERS Management Succession/Staff Training 30,000 Training Total $44,200 Mtg/Mileage Civic Center Parking Cards $500 EE Recognition/Educational Seminar/Qtrly Meetings 7,000 Miscellaneous Meetings 500 Mtg/Mileage Total $8,000 Membership International Public Management Association for HR $400 Orange County HR Consortium 3,300 Professional In Human Resources Association 150 Society of Human Resources Management 370 Membership Total $4,220 Printing Svcs Printing $5,000 Printing Svcs Total $5,000 Postage Pony Mail Services $2,000 Postage Expense 55,000 Postage Total $57,000 Office Supplies General Office Expense $30,000 Office Furniture 7,000 Office Supplies Total $37,000 Capital Expenditures Building Safety $37,000 Third Floor Tenant Improvements 61,000 Capital Expenditures Total $98,000 Equipment Lease Postage Machine $15,000 Equipment Lease Total $15,000 Bldg. Prop. Mgmt./Maintenance Property Management/Maintenance $660,000 Convert Law Library to conference room 15,000 Convert storage space to office 6,000 Tree planting 2,000 Space management, relocating furniture from 3rd floor, building work stations 6,000 Add locked cage in Mail room 3,000 Relocate Mothers lactating room 1,000 Employee Restroom Upgrades 12,000 Bldg. Prop. Mgmt./Maintenance Total $705,000 0060 - ADMINISTRATIVE SERVICES Total $1,957,209 0070 - INFORMATION TECHNOLOGY Personnel Cost Annual Salary $935,102 Fringe Benefits 533,589 Overtime 53,559 Leave P/O 35,631 Temp Help 107,000 Personnel Cost Total $1,664,881 Professional Svcs Certified Tape Destruction $3,000 County VPN Access 147,000 Internet Access 75,000 Linea Support 125,000 Network Consulting 10,000 Network Security Testing 100,000 Online Data Storage 15,000 Oracle Consulting 25,000 Information Security Consulting 150,000 Vitech Addl. Support - Cos 60,000 AV Upgrades 10,000 Additional Consulting 57,600 Professional Svcs Total $777,600

Appendix A 2016 Budget Detail by Department Department Account Group Description Total Training Tuition Reimbursement $9,000 CALAPRS 3,500 KnowledgeNet Online Training 95,000 Miscellaneous Training Materials 2,500 PRISM Conference 5,000 Sidepath Compellent SANS training 8,000 Information Security Training (SANS) 50,000 Training Total $173,000 Mtg/Mileage Miscellaneous Meetings $500 Mtg/Mileage Total $500 Membership Gartner $93,500 MISAC 750 MSDN 1,200 Public Retirement Information System Managers (PRISM) 200 Membership Total $95,650 Equip Maintenance ACL AuditExchange license and annual support $5,000 Audio Visual Maintenance (Board room) 5,000 Cibermaxima Annual Maintenance Fee 1,000 Cisco SmartNet Support 4,000 Computer Room AC/Humidifier Maintenance 5,000 Computer Room UPS Maintenance 8,000 Comuter Room UPS Battery Replacement 6,000 Dynamics Software Maintenance 6,500 LivePerson Chat Software 5,000 LogMeIn Central Annual Maintenance Fee + 10 Pro Client annual renewals 1,000 Microsoft Software Assurance 33,000 Novanis Liberty Maintenance 16,500 Phone System Service Calls 2,500 Sandler Kahne Annual Maintenance Fee 750 Server Hardware Support 10,000 SSL Certificate Renewals 5,000 Teamsite Annual Maintenance 2,000 V3 Licensing and Support 396,000 Work Station Hardware Support 10,000 Oracle Maintenance - PG 10,000 Printer & Microfiche Maintenance 2,000 ShoreTel License and Support 15,000 Database Access 17,500 ADTran Switch Maintenance and Support 1,000 Dell Compellent Annual Support (1 of 3 year support renewal) 11,000 Pressure Sealer Maintenance and Support 1,100 Kofax Scanning Maintenance and Support 3,000 IBM DejaView One Maintenance and Support 6,000 Oracle - V3 60,000 Catalyst-Bullhorn Licensing 5,000 Anti-Virus Solution 3,000 HP Server Post-warranty Support 11,693 Equip Maintenance Total $668,543 Equipment / Software Board Portal $32,250 Computers/Laptops/Monitors 15,000 Miscellaneous Software 15,000 OpenDNS Subscription 5,000 Printer Supplies (Toner, Maintenance Kits, etc.) 10,000 Miscellaneous Hardware & Supplies 15,000 Wireless & Telecom Equipment 2,500 Log Aggregation and Monitoring Solution 25,000 SmartBear Licensing 10,000 Anti-Spam Solution 25,000 Laptop Security and Location Services 25,000 Equipment / Software Total $179,750 Capital Expenditures OCERS Data Center $2,000,000 Capital Expenditures Total $2,000,000 Equipment Lease Copier/Printer Lease $60,000 Equipment Lease Total $60,000 Telephone Cellular/Mobile Services $40,000 Telecom Services 50,000 Telephone Total $90,000 0070 - INFORMATION TECHNOLOGY Total $5,709,924

Appendix A 2016 Budget Detail by Department Department Account Group Description Total 0080 - INTERNAL AUDIT Personnel Cost Annual Salary $255,589 Fringe Benefits 144,875 Leave P/O 9,739 Personnel Cost Total $410,203 Professional Svcs Audit consultant / specialist / expert $335,000 Professional Svcs Total $335,000 Training Tuition Reimbursement $3,000 Assoc. Pension Fund Audit 5,000 Miscellaneous Conferences/Training 9,000 SACRS 2,400 Training Total $19,400 Mtg/Mileage Miscellaneous Meetings $350 Travel for Audits 5,000 Mtg/Mileage Total $5,350 Membership AICPA $500 ALGA 180 APPFA (Assoc. Public Pension Fund Auditors-IA) 350 GFOA 300 IIA (Institute Of Internal Auditor-IA) 260 ISACA 265 State Board of Accountancy 50 Membership Total $1,905 Periodicals Reference books / research materials $200 Periodicals Total $200 0080 - INTERNAL AUDIT Total $772,058 2016 Grand Total Budget $59,090,303

Appendix B 2016 Budget Detail by Expense Category Investments Account Group Description Total Personnel Cost Annual Salary $851,234 Fringe Benefits 484,041 Overtime 2,543 Leave P/O 31,989 Temp Help 15,000 Personnel Cost Total $1,384,807 Professional Svcs Consulting Fees $1,360,130 Actuarial Fees 500,000 Legal Services 525,000 Custodial Bank Fees 385,000 Investment Management Fees 37,308,999 Investor Search/Proxy Services/Other 25,000 Professional Svcs Total $40,104,129 Due Diligence Due Diligence $52,890 Due Diligence Total $52,890 Training Tuition Reimbursement $6,000 Educational Forum 15,000 Conferences 43,130 Training Total $64,130 Mtg/Mileage Investment Committee Meetings $9,000 Mtg/Mileage Total $9,000 Membership CII Membership $16,000 Other Memberships 10,505 Membership Total $26,505 Periodicals Miscellaneous periodicals $200 Periodicals Total $200 Equipment / Software Bloomberg $25,000 Equipment / Software Total $25,000 Total Investment Budget $41,666,661

Appendix B 2016 Budget Detail by Expense Category Administrative Account Group Description Total Personnel Cost Annual Salary $5,736,447 Fringe Benefits 3,242,736 Overtime 213,179 Leave P/O 218,011 Temp Help 318,400 Salary Adj. Pool 231,506 Personnel Cost Total $9,960,279 Professional Svcs Admin. Hearing Process Fees $150,000 Audit consultant / specialist / expert 335,000 Bank Charges 40,000 Board Election Costs 65,000 Building Safety Program (Include consultant cost) 5,000 CEO Contingency 75,000 Certified Tape Destruction 3,000 County VPN Access 147,000 Court Filing Fees 800 Court Reporter Fees 50,000 CWCAP(County Wide Cost Allocation Plan) 40,000 Death Records Match 5,000 Dynamics Consulting 5,000 Employee Wellness Program 1,000 Financial Audit Cost 165,000 Financial Seminars 20,000 GFOA Certificate Application Fee 1,100 Internet Access 75,000 Investigations 5,000 Iron Mountain 11,000 Linea Support 125,000 Medical Panel Reviews 250,000 Medical Record Reviews/Expert Testimony 10,000 Network Consulting 10,000 Network Security Testing 100,000 Online Data Storage 15,000 Oracle Consulting 25,000 Plant Maintenance 2,200 Recruitment Costs 5,000 Security 3,000 Subpoena Fees 1,000 Universal Protection Security (UPS) 5,000 Writ of Mandate (court-ordered payment) 75,000 Performance Management Software 5,000 Information Security Consulting 150,000 Vitech Addl. Support - Cos 60,000 AV Upgrades 10,000 CEM Benchmarking 25,000 Records Retrieval/Copy Svcs 20,000 CAFR 20,000 V3 Post-Go Live Consultant 198,200 Additional Consulting 57,600 Professional Svcs Total $2,370,900

Appendix B 2016 Budget Detail by Expense Category Administrative Account Group Description Total Legal Svcs Outside Counsel Services $280,000 Tax Attorney/Outside Counsel 80,000 Legal Svcs Total $360,000 Training 8880 Tuition Reimbursement $38,000 Assoc. Pension Fund Audit 5,000 Board Approved Conferences 25,000 CALAPRS 30,800 Dynamics Training 4,000 GFOA Conference 5,000 IFEBP 7,000 KnowledgeNet Online Training 95,000 LCW Employment Law Conference 3,300 MCLE and other training 4,300 Miscellaneous Conferences/Training 18,200 Miscellaneous Training Materials 2,500 NAPPA Meetings 10,000 NASRA 4,000 NEPC Institute 8,000 PRISM Conference 5,000 Public Pension Financial Forum 2,500 Public Pension HR Conference 1,600 SACRS 26,000 Sidepath Compellent SANS training 8,000 Staff Development Training 2,000 Strategic Planning 15,000 UC Berkeley 5,000 Society for HR Conference 3,000 Information Security Training (SANS) 50,000 NCPERS - General & Safety 5,000 NASRA/NIRS 6,000 CEM Conference 2,500 Conferences 7,550 Staff Training/Continuing Education 3,500 OCERS Management Succession/Staff Training 30,000 Training Total $432,750 Mtg/Mileage CEO/Manager visits to So Cal Retirement Systems $5,000 Civic Center Parking Cards 500 EE Recognition/Educational Seminar/Qtrly Meeting 7,000 Miscellaneous Meetings 20,050 Travel for Audits 5,000 CEO Visit to State Legislature 1,000 Membership Committee Meetings 9,000 System Visits 10,000 Mtg/Mileage Total $57,550 Membership AICPA $2,100 ALGA 180 American Express 355 APPFA (Assoc. Public Pension Fund Auditors-IA) 350 CALAPRS 3,000 CalCPA 2,500

Appendix B 2016 Budget Detail by Expense Category Administrative Account Group Description Total Gartner 93,500 GFOA 1,590 IIA (Institute Of Internal Auditor-IA) 260 International Foundation (IFEBP) 800 International Public Management Association for H 400 ISACA 265 MISAC 750 MSDN 1,200 NAPPA (National Assoc.of Public Pension Attorney 1,150 NASRA 2,700 NCPERS 600 Orange County HR Consortium 3,300 P2F2 - Public Pension Financial Forum 300 Professional In Human Resources Association 150 Public Retirement Information System Managers (P 200 SACRS 6,100 Society of Human Resources Management 370 State Bar Dues 1,900 State Board of Accountancy 200 Coalition for Social Security 2,300 NIRS 2,800 Membership Total $129,320 Equip Maintenance ACL AuditExchange license and annual support $5,000 Audio Visual Maintenance (Board room) 5,000 Cibermaxima Annual Maintenance Fee 1,000 Cisco SmartNet Support 4,000 Computer Room AC/Humidifier Maintenance 5,000 Computer Room UPS Maintenance 8,000 Comuter Room UPS Battery Replacement 6,000 Dynamics Software Maintenance 6,500 LivePerson Chat Software 5,000 LogMeIn Central Annual Maintenance Fee + 10 Pro 1,000 Microsoft Software Assurance 33,000 Novanis Liberty Maintenance 16,500 Phone System Service Calls 2,500 Sandler Kahne Annual Maintenance Fee 750 Server Hardware Support 10,000 SSL Certificate Renewals 5,000 Teamsite Annual Maintenance 2,000 V3 Licensing and Support 396,000 Work Station Hardware Support 10,000 Oracle Maintenance - PG 10,000 Printer & Microfiche Maintenance 2,000 ShoreTel License and Support 15,000 Database Access 17,500 ADTran Switch Maintenance and Support 1,000 Dell Compellent Annual Support (1 of 3 year suppo 11,000 Pressure Sealer Maintenance and Support 1,100 Kofax Scanning Maintenance and Support 3,000 IBM DejaView One Maintenance and Support 6,000

Appendix B 2016 Budget Detail by Expense Category Administrative Account Group Description Total Oracle - V3 60,000 Catalyst-Bullhorn Licensing 5,000 Anti-Virus Solution 3,000 HP Server Post-warranty Support 11,693 Equip Maintenance Total $668,543 Printing Svcs Brochures $10,000 CAFR (Comprehensive Annual Financial Report) 15,000 Printing 5,000 Quarterly newsletters 65,000 Printing Svcs Total $95,000 Periodicals Legal Publications, Daily Journal, Law Book Update $6,000 Miscellaneous periodicals 1,400 Organizational Communication 500 Public Retirement Journal 950 Reference books / research materials 200 ACH Participant Directory 500 Periodicals Total $9,550 Postage Miscellaneous Mailing/Mass Mailing $20,000 Pony Mail Services 2,000 Postage Expense 55,000 Quarterly Newsletters - All Members 50,000 Postage Total $127,000 Office Supplies General Office Expense $30,000 Office Furniture 7,000 Public Relation Materials 5,000 Office Supplies Total $42,000 Equipment / Software Board Portal $32,250 Computers/Laptops/Monitors 15,000 Miscellaneous Software 15,000 OpenDNS Subscription 5,000 Printer Supplies (Toner, Maintenance Kits, etc.) 10,000 Miscellaneous Hardware & Supplies 15,000 Wireless & Telecom Equipment 2,500 Log Aggregation and Monitoring Solution 25,000 SmartBear Licensing 10,000 Anti-Spam Solution 25,000 Laptop Security and Location Services 25,000 Equipment / Software Total $179,750 Capital Expenditures OCERS Data Center $2,000,000 Building Safety 37,000 Third Floor Tenant Improvements 61,000 Capital Expenditures Total $2,098,000 Equipment Lease Copier/Printer Lease $60,000 LEXIS 20,000 Postage Machine 15,000 STATE NET 3,000 Equipment Lease Total $98,000

Appendix B 2016 Budget Detail by Expense Category Administrative Account Group Description Total Bldg. Prop. Mgmt./Maintenance Property Management/Maintenance $660,000 Convert Law Library to conference room 15,000 Convert storage space to office 6,000 Tree planting 2,000 Space management, relocating furniture from 3rd f 6,000 Add locked cage in Mail room 3,000 Relocate Mothers lactating room 1,000 Employee Restroom Upgrades 12,000 Bldg. Prop. Mgmt./Maintenance Total $705,000 Telephone Cellular/Mobile Services $40,000 Telecom Services 50,000 Telephone Total $90,000 Total Administrative Budget $17,423,642 Total Investments Budget $41,666,661 Total Administrative Budget $17,423,642 2016 Grand Total Budget $59,090,303

Appendix C 2016 Personnel Cost Budget ORG Division Position Change Annual Salary Overtime Fringe Benefits Salary Adj. Pool Leave P/O Temp Help 2016 Total 0001 Board Board Member 3,000 - - Board Member 3,000 - - Board Member 3,000 - - Board Member 3,000 - - Board Member 3,000 - - Board Total 15,000 - - - - - 15,000 0010 Executive Chief Executive Officer 253,817-145,274 Assistant CEO-Internal Ops 221,009-125,273 Assistant CEO-External Ops 190,195-107,807 Executive Secretary II 57,866 2,713 34,669 Secretary II 47,341 2,048 26,180 Executive Total 770,228 4,761 439,203-29,348-1,243,540 0011 Investment Chief Investment Officer 290,745-164,802 Director of Investments 209,232-118,598 Investment Officer Equity Adjustment 121,138-68,583 Investment Officer Equity Adjustment 102,506-58,068 Investment Analyst Equity Adjustment 73,200-41,492 Staff Specialist 54,413 2,543 32,498 Investment Total 851,234 2,543 484,041-31,989 15,000 1,384,807 0015 Comm. Communications Manager 97,078-55,026 Staff Specialist 62,171 2,690 34,381 Comm. Total 159,249 2,690 89,407-6,068-257,414 0020 Legal Chief Legal Officer 215,000-121,867 Deputy Legal Counsel 170,724-96,771 Staff Attorney III 151,046-85,617 Staff Attorney III 148,252-84,033 Paralegal New Position 56,014 2,618 33,454 Legal Total 741,036 2,618 421,742-28,235-1,193,631

Appendix C 2016 Personnel Cost Budget ORG Division Position Change Annual Salary Overtime Fringe Benefits 0030 Member Svcs. Director of Member Services 118,322-67,068 Salary Adj. Pool Leave P/O Temp Help Member Services Manager 104,603-59,292 Member Services Manager 83,554-47,361 Sr. Staff Development Specialist 79,435 9,166 43,928 Retirement Program Supervisor 65,915 8,016 38,418 Member Services Supervisor 69,472 8,016 38,418 Sr. Retirement Program Specialist 62,171 7,174 34,381 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 44,158 5,503 26,373 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 54,662 6,307 30,228 Retirement Program Specialist 51,709 6,307 30,228 Retirement Transmittal Technician 50,586 5,837 27,974 Retirement Transmittal Technician 50,586 5,837 27,974 Office Specialist 40,997 5,117 24,523 Retirement Benefits Technician 43,014 4,963 23,787 Retirement Benefits Technician 39,790 4,963 23,787 Retirement Benefits Technician 35,610 4,438 21,268 Office Technician 37,690 4,349 20,843 Office Technician 37,690 4,349 20,843 Office Technician 35,131 4,349 20,843 Member Svcs. Total 1,378,405 126,226 778,677-52,525 141,400 2,477,233 0040 Finance Director of Finance 144,622-81,976 Finance Manager 101,963-57,795 Finance Manager 88,909-50,396 Finance Manager 88,056-49,912 Sr. Accountant I 75,546 3,445 44,032 Accountant II 71,656 3,101 39,626 Accountant II 71,656 3,101 39,626 Accounting Technician 50,586 2,189 27,974 Accounting Technician 46,925 2,189 27,974 Sr. Accounting Assistant 47,570 2,058 26,306 Finance Total 787,489 16,083 445,617-30,007 55,000 1,334,196 2016 Total

Appendix C 2016 Personnel Cost Budget ORG Division Position Change Annual Salary Overtime Fringe Benefits Salary Adj. Pool Leave P/O Temp Help 0050 Disability Retirement Coordinator 69,472 1,253 38,418 Retirement Investigator 62,171 1,121 34,381 Retirement Investigator 62,171 1,121 34,381 Office Specialist 44,346 800 24,523 Office Specialist 44,346 800 24,523 Disability Total 282,506 5,095 156,226-10,765-454,592 0060 Admin. Svcs. Director of Administrative Services 133,574-75,713 Contract/Risk/Performance Manager New Position 84,600-47,953 Staff Specialist 57,408 673 34,381 Staff Assistant 52,936 573 29,274 Store Clerk 40,976 443 22,660 Staff Assistant-Part Time 42,349 458 23,419 Admin. Svcs. Total 411,843 2,147 233,400 231,506 15,693 15,000 909,589 0070 IT Director of IT 134,138-76,033 IT Manager 103,958-58,926 IT Programming Supervisor 101,691 4,400 56,235 IT Operations Supervisor 83,990 9,812 50,162 Sr. Applications Developer 101,691 4,400 56,235 Programmer Analyst II 86,424 3,740 47,792 Programmer Analyst II 81,702 3,740 47,792 IT Network Engineer II 77,542 9,059 46,311 IT Network Engineer II 77,542 9,059 46,311 Info. Technologist II 86,424 9,349 47,792 IT Total 935,102 53,559 533,589-35,631 107,000 1,664,881 0080 IA Director of Internal Audit 139,436-79,036 Internal Auditor 116,153-65,839 IA Total 255,589-144,875-9,739-410,203 Grand Total 6,587,681 215,722 3,726,777 231,506 250,000 333,400 11,345,086 2016 Total

Appendix D Orange County Employees Retirement System 21 Basis Points for Budget Year 2016 Projected actuarial accrued liability as of December 31, 2015 $17,347,337,000 21 basis points of projected actuarial accrued liability 36,429,408 FY15 proposed budget amount subject to 21 basis points limitation 1 14,163,092 Amount under 21 basis points $22,266,316 Budgeted amount expressed as basis points of projected actuarial accrued liability-fy16 8.16 Budgeted amount expressed as basis points of projected actuarial accrued liability-fy15 7.97 1 Reconciliation of amount subject to 21 basis points limitation: Total FY15 proposed administrative budget $17,423,642 Less: Capital expenses (2,000,000) Computer hardware/software (179,750) IT-Professional services consulting * (1,080,800) FY15 proposed budget amount subject to 21 basis points limitation $14,163,092 *Excludes data storage, internet access, and County VPN access costs. 21 Basis Point History 2012 2013 2014 2015 2016 21 Basis Points 8.42 8.57 8.01 7.97 8.16

Appendix D Orange County Employees Retirement System 18 Basis Points for Budget Year 2016 Projected actuarial value of total assets as of December 31, 2015 $12,610,762,000 18 basis points of projected actuarial value of assets 22,699,372 FY16 proposed budget amount subject to 18 basis points limitation 1 17,865,667 Amount under 18 basis points $4,833,704 Budgeted amount expressed as basis points of projected actuarial value of assets-fy16 14.17 Budgeted amount expressed as basis points of projected actuarial value of assets-fy15 11.88 1 Reconciliation of amount subject to 18 basis points limitation Total FY16 proposed administrative budget $17,423,642 Less: Capital expenses (2,098,000) Add: Projected depreciation cost 2,540,025 FY16 proposed budget amount subject to 18 basis points limitation $17,865,667 Note: The 18 basis points calculation above is for informational and comparison purposes only. 18 Basis Point History 2012 2013 2014 2015 2016 18 Basis Points 13.15 13.86 12.80 11.88 14.17

Appendix E - Historical Statistics 2011 2012 2013 2014 2015 No. of Full-Time Positions Budgeted 62 66 68 72 73 No. of Retirees Beginning of Year 12,762 13,289 13,947 14,505 15,169 No. of Additional Retirements 1 888 1,026 905 911 949 No. Removed from Payroll 1 (361) (368) (347) (322) (314) Payroll $ (in thousands) 2 * $493,749 $541,154 $586,284 $627,245 $672,509 No. of Members** 1 39,116 39,618 40,486 41,561 41,828 No. of New Members** 1 602 1,078 918 1,075 1,135 Seminars 56 59 50 48 44 1 2015 figures are as of October 2015 2 2015 figures are annualized estimates based on actuals through September 2015 *Payroll represents retirement payroll, withdrawals and death benefits **Number of members includes active, deferred, and retired (including beneficiaries) 1

Appendix F Recurring Expenses 2016 Budget vs 2015 Amended Budget Recurring Administrative Services and Supplies: Amended Budget 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Explanation Services and Supplies: Professional Services $1,395,400 $1,385,100 ($10,300) -0.7% Decrease in routine, on-going professional services due to $25K reduction in CWCAP costs based on actual usage in FY15, offset by potential increase due to RFP for financial audit services of $15K. Legal Services 350,000 360,000 10,000 2.9% Slight increase due to anticipated usage in 2016. Training 350,850 352,750 1,900 0.5% Routine Board and Staff Training remains relatively consistent with FY15. Meeting/Mileage 47,150 47,550 400 0.8% Routine meeting/mileage remains relatively consistent with FY15. Membership 121,030 124,220 3,190 2.6% Slight increase due primarily to increase in Gartner membership. Equipment Maintenance 421,411 198,543 (222,868) -52.9% Eliminated $167K for PG Maintenance; final year of Microsoft Software Assurance amortization of $33K; SSL Certificate renewals decreased by $25K due to reduction in number of licenses. See Slide #51 for new recurring V3 costs. Printing Services 95,000 95,000 0 0.0% Routine, on-going printing services remains unchanged. Periodicals 10,300 9,550 (750) -7.3% Slight decrease in periodicals across departments. Postage 144,000 127,000 (17,000) -11.8% Decrease is attributed to switching from presorted first class to presorted standard delivery of OCERS' newsletters. Office Supplies 42,000 42,000 0 0.0% Routine office supplies remain unchanged from FY15. Equipment/Software Expense 78,000 79,750 1,750 2.2% Slight increase in Board Portal annual subscription cost. Equipment Lease 98,000 98,000 0 0.0% Lease for copiers and postage expected to remain unchanged in FY16. Building Property Management/ Maintenance 625,000 660,000 35,000 5.6% Increases anticipated for janitorial services based on historical union negotiations and increase in minimum wage from $9/hour to $10/hour, as well as an anticipated 2% increase in utilities. Also includes 10% contingency for unplanned building maintenance. Telephone 90,000 90,000 0 0.0% Telephone expenses expected to remain unchanged for FY 16. Total Recurring Services and Supplies $3,868,141 $3,669,463 ($198,678) -5.1% New Recurring Services and Supplies* $0 $665,100 $665,100 NA See Slide #51 for Detail Sub-Total All Recurring Services and Supplies $3,868,141 $4,334,563 $466,422 12.1% Non-Recurring Services and Supplies $497,000 $1,030,800 $533,800 107.4% See Slide #52 for Detail Total Administrative Services and Supplies $4,365,141 $5,365,363 $1,000,222 22.9% *2015 New Recurring Services and Supplies totaling $240,000 are included in the expense categories above for comparative purposes as they are now included in the 2016 budget as a regular recurring expense. 1

Appendix F New Recurring Expenses 2016 Budget New Recurring AdministrativeServices and Supplies: Professional Services: V3 Oracle Consulting Training: Information Security Training (SANS) Succession/Leadership Training and Development Proposed Budget 2016 Explanation $25,000 Oracle consulting for V3 support. $50,000 Onsite and online security training (8 classes @ $5,000 each plus hotel) 30,000 Includes CALAPRS leadership academy, emotional intelligence training, EEO and other staff training Total Training $80,000 Membership: Coalition for Social Security $2,300 Cost of membership NIRS 2,800 Cost of membership for National Institute on Retirement Security Total Membership $5,100 Equipment Maintenance: V3 Licensing and Support $396,000 Recurring cost related to V3 post Go-Live. License maintenance agreement previously capitalized as part of project. V3 Kofax Scanning Maintenance and Support 3,000 Recurring cost related to V3 post Go-Live. Annual maintenance support for scanning software and hardware for imaging of member documents into V3. V3 IBM DejaView One Maintenance and Support 6,000 Recurring cost related to V3 post Go-Live. Document viewing software to view member documents in V3. V3 Oracle Licensing 60,000 Oracle 11g License and Support for V3 BC/DR Catalyst-Bullhorn Licensing 5,000 BC/DR software Total Equipment Maintenance $470,000 Equipment/Software Expense: Log Aggregation and Monitoring Solution $25,000 Log monitoring solution for servers and event logs Anti-Spam Solution 25,000 New anti spam solution Laptop Security and Location Services 25,000 Lo-jack location services SmartBear Licensing 10,000 Cloud-based software defect tracking tool (6 licenses @ $1,500 each) Total Equipment/Software Expense $85,000 Total New Recurring Services and Supplies $665,100 Items highlighted in green are related to a 2016 Business Plan Goal/Initiative with a total budget impact of $172,300. 2

Appendix F Non-Recurring Expenses 2016 Budget Proposed Non-Recurring Administrative Services and Supplies: Budget 2016 Explanation Professional Services: V3 Audit consultant $330,000 V3 data conversion audit approved by the Board in January 2015 V3 Linea Support 125,000 Consulting support for ACL data conversion audit. This amount is included in V3 approved project budget. V3 Vitech Additional Consultants (post Go-Live) 255,800 Consultants for V3 post Go-Live wrap up tasks in IT, Member Services and Finance. This amount is included in V3 approved project budget. V3 Vitech Additional Support - Change Orders 60,000 Potential change orders or additional support hours post Go-Live. This amount is included in V3 approved project budget. Information Security Consulting 150,000 Consulting services for information security assessment and site survey, documentation, training, etc. AV Upgrades 10,000 AV additions to conference rooms CEM Benchmarking 25,000 Reengage CEM benchmarking services comparing to other '37 Systems Peer review consultant - Internal Audit 5,000 Internal auditor from other System to perform peer review Total Professional Services $960,800 Meeting/Mileage: Board System Visits $10,000 Trustee visits to other Systems in California or out-of-state Equipment/Software Expense Computers/Laptops/Monitors $15,000 Replace Education Center laptops Building Property Management/Maintenance: Space Management/Third Floor Relocation $31,000 Building modifications needed to vacate 3rd floor Employee Restroom Upgrades 12,000 Replace restroom counter, sink and faucets on 1st and 2nd floor restrooms Tree Planting 2,000 Total Buidling Property Management/Maint. $45,000 Total Non-Recurring Services and Suppplies $1,030,800 Items highlighted in green are related to a 2016 Business Plan Goal/Initiative with a total budget impact of $1,001,800 3

OCERS Finance Presentation 2016 Proposed Budget November 16, 2015

Agenda Purpose of Presentation General review of 2016 Budget and follow-up from Budget Workshop detailed discussion Recommended actions: Adopt 2016 Budget Approve the 2016 Staffing Plan which includes the addition of two new positions: Contract, Risk & Performance Manager Paralegal Delegate CEO authority to award and distribute V3 incentive pay Consider and take appropriate action on Investments Retention Program Background OCERS Mission Statement, Strategic Plan and 2016 Business Plan set parameters for budget development Initial budget requests prepared by each department head for their respective area CEO, Assistant CEO (Internal Operations) and Director of Finance met individually with department heads to review and discuss each line item of their budget - resulting in trimming of budget as presented Overall Proposed FY16 Budget 5 Year Budget Comparison Actual Expenses Comparison Investment & Administrative Budgets 21 and 18 Basis Point Tests 2

FY16 Proposed Budget - Summary $60,000 $58,000 $56,000 $54,000 $52,000 $50,000 $48,000 $46,000 $44,000 FY16 Proposed Overall Budget (Dollars in Thousands) $49,444 $59,090 Overall Budget proposed increase of $9.6 million, or 19.5% Amended Budget 2015 Proposed Budget 2016 Overall Budget 3

FY16 Proposed Investment Budget - Summary $45,000 $40,000 $35,000 $30,000 $25,000 $20,000 $15,000 $10,000 $5,000 $- FY16 Proposed Investment Budget (Dollars in Thousands) $28,874 $41,667 Investment Budget proposed increase of $12.8 million, or 44.3% Amended Budget 2015 Proposed Budget 2016 Investment Budget 4

FY16 Proposed Administrative Budget - Summary $25,000 $20,000 FY16 Proposed Administrative Budget $20,570 (Dollars in Thousands) $17,424 Administrative Budget proposed decrease of $3.1 million, or 15.3% $15,000 $10,000 $13,777 $15,326 $5,000 $- $6,793 $2,098 Other Administrative Capital Expenditures Amended Budget 2015 Proposed Budget 2016 5

5 Year Budget Comparison Budget 2012 Amended Budget 2013 Amended Budget 2014 Amended Budget 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Administrative Budget: Personnel cost $7,734,803 $8,340,227 $9,045,546 $9,411,426 $9,960,279 $548,853 5.8% Services and supplies 3,753,812 4,712,042 4,483,883 4,365,141 5,365,363 1,000,222 22.9% Capital expenditures 4,112,500 8,985,525 6,624,738 6,793,368 2,098,000 (4,695,368) -69.1% Total Administrative Budget $15,601,115 $22,037,794 $20,154,167 $20,569,935 $17,423,642 ($3,146,293) -15.3% Investment Budget: Personnel cost $1,006,858 $1,189,179 $1,203,990 $1,330,017 $1,384,807 $54,790 4.1% Services and supplies 54,843,830 38,516,990 32,731,298 27,544,247 40,281,854 12,737,607 46.2% Total Investment Budget $55,850,688 $39,706,169 $33,935,288 $28,874,264 $41,666,661 $12,792,397 44.3% Grand Total $71,451,803 $61,743,963 $54,089,455 $49,444,199 $59,090,303 $9,646,104 19.5% 6

Actuals Comparison Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Administrative Budget: Personnel cost $7,297,958 $7,785,565 $8,195,290 $8,824,776 $9,960,279 $1,135,503 12.9% Services and supplies 3,384,573 3,353,190 3,230,013 3,612,959 5,365,363 1,752,404 48.5% Capital expenditures 4,095,302 4,922,520 4,057,034 4,094,261 2,098,000 (1,996,261) -48.8% Total Administrative Budget $14,777,833 $16,061,276 $15,482,337 $16,531,996 $17,423,642 $891,646 5.4% Investment Budget: Personnel cost $957,944 $1,136,458 $1,189,149 $1,224,362 $1,384,807 $160,445 13.1% Services and supplies * 33,986,608 32,912,961 32,468,667 40,766,882 40,281,854 (485,028) -1.2% Total Investment Budget $34,944,552 $34,049,418 $33,657,816 $41,991,244 $41,666,661 ($324,583) -0.8% Grand Total $49,722,385 $50,110,694 $49,140,153 $58,523,240 $59,090,303 $567,063 0.97% *Services and supplies has been modified for year 2012 for comparative purposes to exclude items within professional services that are no longer budgeted for as of FY13; "not visible" indirect management fees, foreign income tax/other expense, and security lending fees. 7

Investments 8

Investments FY16 Budget vs. Actuals * Investments Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Personnel Costs: $957,944 $1,136,458 $1,189,149 $1,224,362 $1,384,807 $160,445 13.1% Services and Supplies: Professional Services * $33,907,083 $32,819,390 $32,381,215 $40,670,178 $40,104,129 ($566,049) -1.4% Training 4,688 11,218 14,626 6,788 64,130 57,342 844.8% Due Diligence/Investment Conferences 15,651 25,348 20,569 27,921 52,890 24,969 89.4% Miscellaneous Office Expenses 4,943 18,952 19,888 27,995 26,705 (1,290) -4.6% Equipment/Software Expenses 48,700 23,775 24,000 25,000 25,000 0 0.0% Meeting & Mileage 5,543 14,277 8,369 9,000 9,000 0 0.0% Total Services and Supplies: $33,986,608 $32,912,961 $32,468,667 $40,766,882 $40,281,854 ($485,028) -1.2% Total Investments $34,944,552 $34,049,418 $33,657,816 $41,991,244 $41,666,661 ($324,583) -0.8% *For comparative purposes, professional services excludes items no longer budgeted as of FY13; "not visible" indirect management fees, foreign income tax/other expenses, and security lending fees. 9

Investments Professional Services Investments Actuals 2012 * Actuals 2013 * Actuals 2014 * Estimated Actuals 2015 * Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Professional Services: Investment Management Fees $31,974,766 $30,288,979 $30,393,126 $37,975,351 $37,308,999 ($666,352) -1.8% Consulting Fees 709,021 939,995 1,082,706 1,211,100 1,360,130 149,030 12.3% Legal Fees 266,973 798,683 229,130 658,727 525,000 (133,727) -20.3% Actuarial Fees 341,876 441,734 326,173 500,000 500,000 0 0.0% Custodial Bank Fees 300,255 300,000 300,000 300,000 385,000 85,000 28.3% Proxy Voting Service Provider 0 25,000 50,080 25,000 25,000 0 0.0% Investment Search Service 314,192 25,000 0 0 0 0 NA Total Professional Services $33,907,083 $32,819,390 $32,381,215 $40,670,178 $40,104,129 ($566,049) -1.4% *Actuals exclude items no longer budgeted; "not visible" indirect management fees, foreign income tax/other, and security lending fees. Consulting Fees - List of Investment Consultants Consulting Fees Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 AKSIA, LLC $281,250 $375,000 $375,000 $375,000 $375,000 $0 0.0% Blackrock Financial Management, Inc. 0 96,000 229,797 325,932 326,000 68 0.0% Heidrick and Struggles 103,593 0 0 0 0 0 NA NEPC, LLC 176,973 357,720 363,325 367,469 367,431 (38) 0.0% RV Kuhns & Associates, Inc. 110,000 110,275 113,583 116,699 116,699 0 0.0% Kreischer Miller (JPA) 0 0 0 0 50,000 50,000 NA Other $37,205 $1,000 $1,000 26,000 125,000 $99,000 380.8% Total Fees $709,021 $939,995 $1,082,706 $1,211,100 $1,360,130 $149,030 12.3% 10

Administrative 11

Administrative FY16 Budget vs. Actuals Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 % Variance FY15-FY16 Personnel Costs: $7,297,958 $7,785,565 $8,195,290 $8,824,776 $9,960,279 $1,135,503 12.9% Services and Supplies: Professional Services $938,126 $1,135,550 $1,224,083 $1,201,348 $2,370,900 $1,169,552 97.4% Building Property Mgmt. / Maintenance 595,885 584,105 488,410 660,000 705,000 45,000 6.8% Equipment Maintenance 341,980 459,554 322,355 358,850 668,543 309,693 86.3% Miscellaneous Office Expenses 318,375 444,116 450,679 457,200 492,870 35,670 7.8% Training 130,166 237,527 229,843 247,052 432,750 185,698 75.2% Legal Services 688,679 187,924 305,164 385,208 360,000 (25,208) -6.5% Equipment/Software Expenses 264,024 204,594 110,722 174,141 179,750 5,609 3.2% Equipment Lease 91,150 80,131 78,470 94,018 98,000 3,982 4.2% Meeting & Mileage 16,188 19,691 20,287 35,142 57,550 22,408 63.8% Total Services and Supplies: $3,384,573 $3,353,190 $3,230,013 $3,612,959 $5,365,363 $1,752,404 48.5% Capital Expenditures: Data Center 0 515,879 0 552,500 2,000,000 1,447,500 262.0% HQ Building Capital Improvement Projects 0 156,188 0 33,890 98,000 64,110 189.2% V3 Project $4,083,187 $4,250,454 $4,057,034 $3,416,761 $0 ($3,416,761) -100.0% Building HVAC Repair 0 0 0 91,110 0 (91,110) -100.0% Shoretel Phone System 12,115 0 0 0 0 0 N/A Total Capital Expenditures: $4,095,302 $4,922,520 $4,057,034 $4,094,261 $2,098,000 ($1,996,261) -48.8% Total Administrative $14,777,833 $16,061,276 $15,482,337 $16,531,996 $17,423,642 $891,646 5.4% 12

Personnel Costs (Investments and Administrative) 13

Organizational Chart Board of Retirement Chief Executive Officer Director of Internal Audit Steve Delaney David James Executive Secretary I Michelle Brinker Chief Investment Officer Girard Miller Assistant CEO External Operations Suzanne Jenike Chief Legal Officer Robert Valer Assistant CEO Finance & Internal Operations Brenda Shott Internal Auditor Mark Adviento Staff Specialist (1) Director of Investment Operations Shanta Chary Investment Officer David Beeson Investment Officer Adam Cheng Investment Analyst Stina Walander- Sarkin Director of Member Services Catherine Fairley Secretary II Deputy Chief Counsel David Lantzer Paralegal Staff Attorney Dawn Matsuo Staff Attorney Jerry Weissburg Director of Finance Tracy Bowman Staff Specialist (1) Staff Assistant (1) Staff Assistant PT (1) Store Clerk (1) Director of Administrative Services Cynthia Hockless Contracts/ Risk & Performance Manager Director of Information Technology Jenny Sadoski Member Services Manager Heidi Halbur Member Services Manager Adina Bercaru Communications Manager Robert Kinsler Disability Coordinator Megan Cortez Finance Manager Accounts Payable / Budgeting Diane Dillard Finance Manager Retiree Payroll / Investments Darlene Huynh Finance Manager Contributions / Reporting Jennifer Reyes IT Manager Jon Gossard IT Supervisor Operations Javier Lara IT Supervisor Programming Allan Browning Member Services Supervisor Jonathea Tallase Senior Retirement Program Specialist (1) Vacant Retirement Program Specialist (8) Member Services Supervisor Teresa Panameno Office Technician (3) Office Specialist (1) Benefits Technician (3) Accounting Technician (2) Senior Staff Development Specialist Toishe Merida Staff Specialist (1) Disability Investigator (2) Office Specialist (2) Proposed Total Budgeted EE s: 75 County 49; OCERS Direct 26 Vacant 4; Filled 69 New Positions 2 (see red boxes) Accounting Technician (1) Sr. Accounting Assistant (1) Vacant Sr. Accountant Auditor I (1) Accountant Auditor I (1) Vacant Accounting Technician (1) Accountant Auditor II (1) Senior Applications Developer (1) Vacant IT Project Contractors (11) Information Technologist II (1) Network Engineer II (1) Systems Engineer II (1) Systems Programmer Analyst II (1) Systems Programmer Analyst II (1)

Personnel Costs Administrative Personnel Costs Description Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 %Variance FY15-FY16 Annual Salary $4,345,765 $4,497,545 $4,866,156 $5,179,043 $5,721,447 $542,404 10.5% Board Allowance 14,133 13,500 14,300 15,000 15,000 0 0.0% Fringe Benefits 2,027,720 2,408,091 2,696,951 3,042,124 3,242,736 200,612 6.6% Overtime 23,138 51,028 79,830 113,919 213,179 99,260 87.1% Annual Leave 256,494 169,333 212,615 210,253 218,011 7,758 3.7% Temp Help 587,531 416,388 152,035 85,101 318,400 233,299 274.1% Salary Adj. Pool* 43,177 229,680 173,403 179,336 231,506 52,170 29.1% Total Personnel Costs $7,297,958 $7,785,565 $8,195,290 $8,824,776 $9,960,279 $1,135,503 12.9% Investments Personnel Costs Description Actuals 2012 Actuals 2013 Actuals 2014 Estimated Actuals 2015 Proposed Budget 2016 $ Variance FY15-FY16 %Variance FY15-FY16 Annual Salary $324,064 $674,127 $700,981 $738,067 $851,234 $113,167 15.3% Fringe Benefits 247,282 365,474 411,100 407,458 484,041 76,583 18.8% Overtime 0 207 785 15,258 2,543 (12,715) -83.3% Annual Leave 217,258 35,634 31,546 28,161 31,989 3,828 13.6% Temp Help 0 16,740 6,227 11,398 15,000 3,602 31.6% Salary Adj. Pool* 169,340 44,276 38,510 24,020 0 (24,020) N/A Total Personnel Costs $957,944 $1,136,458 $1,189,149 $1,224,362 $1,384,807 $160,445 13.1% *All salary pool adjustments are budgeted in Administrative Services Department until awarded. 15

Staffing Plan Changes Administrative Services Department Contracts, Risk & Performance Manager - New Classification OCERS Direct - Job Description - Salary Range: $57,300 - $111,900 - Budget Impact: $133,600 ($84,600 salary + $49,000 benefits) *Established Range for Finance & MS Manager Legal Department Paralegal - County level staff - Utilize current Orange County Paralegal Classification - Salary Range: $50,169 - $62,171 - Budget Impact: $90,000 ($56K salary + $34K ben) Finance Sr. Accounting Assistant (County level staff) - Keep in Finance. May move to Member Services after positon analysis. Current headcount 73 Recommended additions 2 Total Proposed Headcount 75 16

Personnel Costs Summary of Changes FY16 Proposed Personnel Costs Increased $604K or 5.6% compared to FY15 budget (Investments and Administration) Salary adjustment pool includes: OCERS Direct Hire Staff 1.5% base-building merit adjustment pool for OCERS s management - $55K 1.0% non-base-building lump sum award for OCERS s management who receive an exceeds or exceptional job performance rating $40K V3 Incentive Bonus $65K (Based on prior County P4P Program) County Employees* Step increases for 17 line staff not at top of range - $72K *NOTE: County salary adjustments above are dictated by County MOU; therefore, the granting of these increases is outside OCERS Board authority. Staffing Plan Two additional positons Budget impact: $225K Temp Help Cost Increase Budget impact: $188K No changes proposed to existing Salary Ranges 17

Discussion of Investment Retention Program November 6, 2015 18

21 Basis Points Test Projected actuarial accrued liability as of December 31, 2015 $17,347,337,000 21 basis points of projected actuarial accrued liability 36,429,408 FY16 proposed budget amount subject to 21 basis points limitation 1 14,163,092 Amount under 21 basis points $22,266,316 Budgeted amount expressed as basis points of projected actuarial accrued liability-fy16 8.16 Budgeted amount expressed as basis points of projected actuarial accrued liability-fy15 7.97 1 Reconciliation of amount subject to 21 basis points limitation: Total FY16 proposed administrative budget $17,423,642 Less: Capital expenses (2,000,000) Computer hardware/software (179,750) IT-Professional services consulting * (1,080,800) FY16 proposed budget amount subject to 21 basis points limitation $14,163,092 *Excludes data storage, internet access, and County VPN access costs. 21 Basis Point History 2012 2013 2014 2015 2016 21 Basis Points 8.42 8.57 8.01 7.97 8.16 19

18 Basis Points Test Projected actuarial value of total assets as of December 31, 2015 $12,610,762,000 18 basis points of projected actuarial value of assets 22,699,372 FY16 proposed budget amount subject to 18 basis points limitation 1 17,865,667 Amount under 18 basis points $4,833,704 Budgeted amount expressed as basis points of projected actuarial value of assets-fy16 14.17 Budgeted amount expressed as basis points of projected actuarial value of assets-fy15 11.88 1 Reconciliation of amount subject to 18 basis points limitation Total FY16 proposed administrative budget $17,423,642 Less: Capital expenses (2,098,000) Add: Projected depreciation cost 2,540,025 FY16 proposed budget amount subject to 18 basis points limitation $17,865,667 Note: The 18 basis points calculation above is for informational and comparison purposes only. 18 Basis Point History-5 Years 2012 2013 2014 2015 2016 18 Basis Points 13.15 13.86 12.80 11.88 14.17 20

End of Presentation Questions? Brenda Shott, Assistant CEO (Internal Operations) (714) 558-6201 Tracy Bowman, Director of Finance (714) 558-6206