Investment Policy Statement

Investment Policy Statement

Table of Contents Section Page 1. Purpose...1 2. Scope...1 3. Objectives...1 4. Standards of Care...2 5. Authorized Investments...3 6. Investment Parameters...7 7. Safekeeping and Custody...8 8. Reporting Requirements...8 9. Performance Standards...8 10. Investment Policy Review...9 11. RTD Investment Policy Summary...10 12. Investment Policy Review & Approval...11 Appendix Appendix 1- Authorized Personnel...12

Regional Transportation District Investment Policy Statement 1. PURPOSE The purpose of this document is to specify the policies and procedures that support a prudent and systematic program for investment transactions involving operating and reserve funds of the Regional Transportation District ("RTD"). 2. SCOPE This investment policy ("Policy") applies to investment of all operating and reserve funds of the RTD (collectively, the Portfolio"). This Policy shall not restrict the ability of RTD to invest proceeds from the issuance of RTD securities in financial obligations permitted through board-approved bond resolutions or indentures of trust pursuant to which the securities were issued. The standards of care dictated for investments of other RTD funds shall also pertain to the investment of such proceeds. 3. OBJECTIVES The objectives, in priority order, of the RTD's investment activities shall be: 3.1 Safety Safety of principal is the foremost objective of the investment program. Investments of RTD will be made in a manner that seeks to ensure the preservation of capital in the Portfolio. To attain this objective, RTD will endeavor to mitigate credit and interest rate risks. Credit Risk: RTD will minimize credit risk, which is the risk of loss due to the failure of the security issuer or backer, by: Limiting investments to the types of securities listed in the Authorized Investments section of this Policy. Diversifying the Portfolio in accordance with Policy limits in order to minimize the potential for losses from any one type of security or any one individual issuer. Interest Rate Risk: RTD will minimize interest rate risk, which is the risk that the market value of securities in the Portfolio will fall due to changes in market interest rates, by: Maintaining Portfolio duration appropriate to the cash flow requirements of RTD, thereby reducing the likelihood that securities would need to be sold on the open market prior to maturity. 1

3.2 Liquidity The Portfolio will remain sufficiently liquid to enable RTD to meet all cash flow requirements which might be reasonably anticipated. This will be achieved through maturity diversification and purchases of securities that have an established secondary market. 3.3 Yield The Portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints, liquidity needs, and cash flow characteristics of the Portfolio. 4. STANDARDS OF CARE 4.1 Prudence All RTD officers and employees involved in the investment of RTD funds, along with any external investment advisors, shall adhere to the guidance provided by the prudent investor standard to insure that: When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiar with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law." RTD shall recognize that no investment is totally riskless and that the investment activities of RTD are a matter of public record. Accordingly, it recognizes that occasional measured losses are inevitable in a diversified portfolio and shall be considered within the context of the overall Portfolio s return, provided that adequate diversification has been implemented, and that the sale of a security is in the best long-term interest of RTD. Authorized investment personnel acting in accordance with this Policy and exercising due diligence shall be relieved of personal responsibility for an individual security s credit risk or market price changes, provided that deviations from expectation are reported in a timely fashion and appropriate action is taken to control adverse developments. 4.2 Delegation of Authority RTD is granted legislative authority to invest its funds pursuant to Colorado Revised Statutes, Section 32-9-119. Management responsibility for the investment program is hereby delegated to 2

the General Manager and his designees. The General Manager s designee will hereinafter be referred to as the Chief Financial Officer ( CFO ). RTD may, in its discretion, contract with one or more investment advisers, registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940, to manage a portion of its Portfolio assets. Any such advisor shall comply with this Policy and such other written instructions as provided by RTD. While it is understood that the procedures and trading counterparties of a contracted investment adviser may differ from those of RTD, contracted investment advisers must maintain internal controls and compliance systems at least as extensive as those of the RTD in order to assure adequate protection of RTD assets in keeping with the standards of prudence outlined below. 4.3 Investment Procedures The CFO shall establish written procedures for the operation of the investment program, consistent with this Policy, which shall include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the terms of this Policy and the internal procedures established by the CFO. Persons who are authorized to transact investment business and wire funds on behalf of RTD are listed in Appendix 1 to this policy. 4.4 Internal Controls The CFO shall establish a system of internal controls, which shall be reviewed annually. The controls shall be designed to prevent loss of funds due to fraud, employee error, misrepresentation by third parties, or imprudent actions by employees of RTD. 4.5 Ethics and Conflicts of Interest Investment activities shall be performed in accordance with RTD s Code of Ethics and other policies of RTD. Officers and employees involved in the investment process shall refrain from personal business activity that could conflict with the proper execution of the investment program, or which could impair their ability to make impartial investment decisions. Employees and investment officials shall disclose to the General Manager any material financial interests in financial institutions that conduct business with RTD, and they shall further disclose any large personal/financial/investment positions that could be related to the performance of the Portfolio. Employees and officers shall subordinate their personal investment transactions to those of RTD particularly with regard to the timing of purchases or sales. 5. AUTHORIZED INVESTMENTS Authorized investments for RTD funds are specifically listed below. RTD recognizes that investment risk can result from issuer defaults, market price changes or various technical impediments leading to diminished liquidity or loss of capital. Portfolio risk management and diversification are employed as a way to minimize the risks inherent in investing. 3

Credit Criteria: Credit criteria listed in this section refer to the credit rating at the time the security is purchased. Rating categories defined by nationally recognized statistical rating organizations ( NRSROs ) include intermediate rating categories. For example, the second highest rating category ( AA ) includes bonds rated AA+, AA and AA- for Standard & Poor's and Fitch, and Aa1, Aa2 and Aa3 for Moody's Investors Service. In the event that an issuer or security is downgraded below the minimum rating level for any specific security that is held in the Portfolio, the CFO will review the exposure of that security holding and will determine if it is advisable to sell such holding. Maturity Restrictions: Maturity restrictions shall be calculated from settlement date to maturity date. Portfolio percentage restrictions by security type and issuer are applicable only on the date of purchase of the investment. Sector Diversification: The Portfolio will be limited to an aggregate exposure of 50% for the following investment types: Municipal Bonds, Corporate Bonds, Commercial Paper, Time Deposits/Time Certificates of Deposit and Banker's Acceptances. 1. U.S. Treasury Obligations. Obligations in the form of bills, notes, bonds or certificates of indebtedness backed by the full faith and credit of the United States of America. 100% of the Portfolio may be invested in U.S. Treasury Obligations. The maximum maturity for investments in U.S. Treasury Obligations shall be limited to five years. 2. Federal Agency and Instrumentality Securities: Obligations, participations or other instruments of any Federal agency, instrumentality or United States governmentsponsored enterprise as described in CRS 24-75-601.1(1)(b) (an Agency or Agencies ). Such securities shall be rated in one of the two highest rating categories (as described above in the Credit Criteria section) by at least two NRSROs. No more than 75% of the Portfolio may be invested in Federal Agency and Instrumentality Securities, with no more than 25% being invested in a single issuer. Subordinate debt of any issuer is not authorized. The maximum maturity for investments in Federal Agency and Instrumentality Securities shall be limited to five years. Authorized Federal Instrumentalities include, but may not be limited to: Federal Home Loan Bank Federal Home Loan Mortgage Corporation Federal National Mortgage Association Federal Farm Credit Bank International Bank for Reconstruction and Development (World Bank) 3. Municipal Bonds. General Obligation Bonds and Revenue Obligation Bonds of state or local governments. Such obligations of Colorado (or any political subdivision, institution, department, agency, instrumentality, or authority of the state) shall be rated in one of the three highest rating categories (as described in the Credit Criteria section) by at least two NRSROs. Such obligations of any other governmental entity shall be rated in one of the 4

two highest rating categories (as described in the Credit Criteria section) by at least two NRSROs. For short term or variable rate instruments ("Short Term Municipal Bonds"), the securities must be rated at least A-1, MIG 1, or the equivalent, by a NRSRO. Pre-Refunded Municipal Bonds which are secured by an escrow of U.S. Treasury securities or State and Local Government Series securities, shall be rated in one of the two highest rating categories (as described in the Credit Criteria section) by a NRSRO. No more than 40% of the Portfolio may be invested in Pre-Refunded Municipal Bonds and no more than 5% may be invested with a single issuer. With the exception of Pre-Refunded Municipal Bonds described above, no more than 20% of the Portfolio may be invested in Municipal Bonds with no more than 3% of the Portfolio invested with a single issuer. The maximum maturity for investments in Municipal Bonds shall be limited to five years. 4. Corporate Bonds. Debt securities issued by corporations or financial institutions organized and operating in the United States. Eligible corporate bonds shall be rated in one of the two highest categories (as described in the Credit Criteria section) by at least two NRSROs. No more than 20% of the Portfolio may be invested in corporate bonds and no more than 3% may be invested with a single corporation; notwithstanding the book value limits of 24-75-601.1(1)(m). The maximum maturity for investments in corporate bonds shall be limited to three years. 5. Commercial paper. Commercial paper issued by a corporation or bank that is organized and operated within the United States. Investments in commercial paper must carry at least two credit ratings from any NRSRO and both must be at least A-1, P1 or F1. Investments in commercial paper may not exceed 40% of the Portfolio and no more than 3% may be invested with a single issuer. The maximum maturity for investments in commercial paper is 270 days. 6. Time Deposits/ Time Certificates of Deposit (CDs). Time Deposits/Time Certificates of Deposit (CDs ) issued by a nationally or state-chartered bank or a state or federal savings and loan association or by a state-licensed branch of a foreign bank. Eligible certificates of deposit shall be rated in one of the two highest categories (as described in the Credit Criteria section) by a NRSRO. CDs shall be exempted from rating requirements if the CDs are fully insured by the Federal Deposit Insurance Corporation (FDIC). For CDs in amounts in excess of the FDIC limit, the CD amount must be collateralized in accordance with the Public Deposit Protection Act. No more than 10% of the Portfolio may be invested in securities described in this investment category. No more than 3% of the Portfolio may be invested in CDs of a single institution. The maximum maturity for investments in CDs shall be limited to one year. 5

7. Bankers Acceptances (BAs). Bills of exchange or time drafts that are drawn on and accepted by a commercial bank. Eligible BAs shall be rated in one of the two highest categories (as described in the Credit Criteria section) by at least two NRSROs. No more than 20% of the Portfolio may be invested in BAs and no more than 3% may be invested with a single institution. The maximum maturity for investments in BAs shall be limited to one year. 8. Repurchase Agreements. Repurchase Agreements concerning U.S. Treasury and agency securities listed in items (1) or (2) above. Repurchase agreement counterparties must be Primary Government Securities Dealers reporting to the Federal Reserve Bank of New York and shall have either a) a long term rating in one of the two highest categories by a NRSRO (as described in the Credit Criteria section), or b) short term ratings not less than A1, P1 or F1 by any NRSRO. The market value of collateral securities shall be marked-to-market daily. RTD shall have specific written agreements with each firm with which it enters into repurchase agreements. No more than 50% of the Portfolio may be invested in repurchase agreements and no more than 10% may be invested with a single counterparty. The maximum maturity for a repurchase agreement shall be limited to 90 days. 9. Money Market Funds. Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 and meeting the maturity requirements specified in rule 2a-7 of that Act. To be eligible for investment, these companies shall have either: (i) attained the highest ranking or the highest letter and numerical rating provided by one or more NRSROs or (ii) assets under management of one billion dollars or more ($1,000,000,000). The investment policies of any such fund shall include seeking to maintain a constant share price. Additionally, the purchase price of shares of beneficial interest shall not include any commission that these companies may charge. A maximum of 100% of the Portfolio may be invested in money market funds with a single fund constituting no more that 50% of the Portfolio. 10. Local Government Investment Pools. Any interest in a local government investment pool organized under CRS 24-75-701 et. seq. To be eligible for investment, a local government investment pool shall have the highest ranking or the highest letter and numerical rating provided by one or more NRSROs. A maximum of 100% of the Portfolio may be invested in local government investment pools with a single pool constituting no more than 50% of the Portfolio. 6

6. INVESTMENT PARAMETERS 6.1 Sale of Securities RTD does not make investments for the purpose of trading or speculation, but, rather, with the prevalent intent to hold securities to maturity. The prohibition of speculative investment precludes pursuit of profit through unusual risk or conjectural fluctuations in market prices. However, fluctuations in market rates or changes in credit quality may produce situations where securities may be sold at a nominal loss in order to mitigate further erosion of principal or to reinvest proceeds of sale in securities that will out-perform the original investment. 6.2 Competitive Bidding A record shall be maintained of all bids and offers for securities transactions to support RTD s competitive pricing process. Relative offerings shall not be required in the purchase of obligations at their initial auction or offering. Typically, awards will be made to the bidder offering the highest effective yield consistent with the Policy: however, transaction costs, diversification requirements, extraordinary events and other factors may be considered when awarding investments. 6.3 Portfolio Duration The maturity of the securities in the Portfolio shall be managed with respect to the cash flow needs of RTD and the Portfolio shall be managed to maintain a duration of three years or less. 6.4 Authorized Financial Dealers and Institutions RTD will maintain a list of financial institutions authorized to provide investment services and it shall be the policy of RTD to purchase securities only from those authorized institutions and firms. Trading counterparties shall be limited to (i) primary dealers reporting to the Federal Reserve Bank of New York, or (ii) broker/dealers that qualify under Securities and Exchange Commission Rule 15c3-1 (uniform net capital rule). 6.5 Authorized Investment Advisors RTD may engage the services of one or more professional investment advisory firms to assist in the management of the Portfolio. Such investment advisors may be granted discretion to purchase and sell investment securities in accordance with this Policy and may utilize their own approved list of broker/dealers. Such firms must be authorized to conduct business in the State of Colorado and shall be registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940. 7

7. SAFEKEEPING AND CUSTODY 7.1 Safekeeping and custody With the exception of collateral under repurchase agreements (discussed below), all investment securities purchased shall be held in a safekeeping account or trust custody account at a designated third party custodian. For safekeeping accounts, the institution shall issue a safekeeping receipt for each security, listing the specific instrument, par value, rate, CUSIP and any other pertinent information. In addition, the safekeeping or trust custody institutions shall provide a statement on at least a monthly basis listing all securities held in account, including book value and market value of holdings at month-end. For collateral (purchased securities) under repurchase agreements, RTD may utilize tri-party repurchase agreements with an acceptable third-party custodian provided that RTD is satisfied that it has perfected interest in the securities used as collateral, and that RTD has a properly executed tri-party agreement. 7.2 Delivery vs. Payment All investment transactions will be executed on a delivery versus payment basis. 8. REPORTING REQUIREMENTS Investment reports shall be prepared on a monthly, quarterly and annual basis. Transaction summaries shall be maintained and available in the office of the CFO or other authorized investment personnel. Quarterly investment reports shall be submitted to the Board of Directors and shall outline RTD s total investment return and compare the Portfolio s performance to a publicly available index of securities having similar quality and duration characteristics. Within 120 days of the end of RTD s fiscal year, a comprehensive report on RTD s investment program and investment activity shall be prepared for the Board of Directors. The annual report shall include quarterly comparisons of investment return and may suggest improvements that might be made in the investment program. Such annual report shall include any other item of significance which may enhance the understanding of the investment program. Each investment advisor shall submit like reports in a timely manner based on the respective terms of each contract and agreement All securities holdings reports for RTD shall disclose the maximum maturity liability to RTD (the stated maturity) as well as the first call date of each callable security held. 9. PERFORMANCE STANDARDS RTD's Portfolio is managed with the objective of obtaining a market rate of return, commensurate with identified risk constraints and cash flow characteristics. Because the composition of the Portfolio fluctuates, depending on market and credit conditions, various indices may be used to monitor investment performance. 8

The current board-approved index for the liquidity tier of the Portfolio (cash and cash equivalents) is the 3-month U.S. Treasury Bill Index as published by Bank of America Merrill Lynch. For the enhanced cash portion of the Portfolio (securities maturing between 90 days and 5 years and with a target duration of 1 year), the designated performance benchmark is the Merrill Lynch 1-year U.S. Treasury Note Index. RTD recognizes that bond proceeds must be invested in accordance with Section 1.148 of the U.S. Internal Revenue Code, related to arbitrage rebate, which limits the investment returns which may be achieved or retained by RTD on such proceeds investments. For purposes of this Policy bond proceeds shall mean proceeds from the issuance of bonds, certificates of participation or other financial securities issued by RTD. 10. INVESTMENT POLICY REVIEW AND APPROVAL The CFO shall conduct a review of the Policy on an annual basis and present the Policy, denoting any changes, to the Board of Directors for approval. 9

11. RTD AUTHORIZED INVESTMENT SUMMARY THIS PAGE IS PROVIDED FOR SUMMARY PURPOSES ONLY. DESCRIPTION PLEASE SEE AUTHORIZED INVESTMENTS. FOR A DETAILED Security Type Maximum Portfolio % Maximum Issuer % Maturity Restrictions Rating Restrictions U.S. Treasuries 100% 100% 5 years N/A Federal Agencies and Instrumentalities Municipal Bonds, of a Colorado Issuer Municipal Bonds, of a non-colorado Issuer Municipal Bonds, Short Term Municipal Bonds, Pre-Refunded 75% 25% 5 years AA 20%* 3%* 5 years A 20%* 3%* 5 years AA 20%* 3%* 5 years A-1 or MIG 1 40% 5% 5 years AA Corporate Bonds 20% 3% 3 years AA Commercial Paper 40% 3% 270 days A-1/P1/F1 Time Deposit/CD 10% 3% 1 year AA Bankers Acceptances 20% 3% 1 year AA Repurchase Agreements 50% 10% 90 days AA Money Market Funds 100% 50% N/A AAAm Local Government Investment Pools 100% 50% N/A AAAm * The aggregate exposure to such bonds may not exceed 20% of the Portfolio and no more than 3% of the portfolio may be invested with a single issuer. 10

12. INVESTMENT POLICY APPROVAL AND ADOPTION Approved Chief Financial Officer Date Adopted Board of Directors Chair Date Secretary Date 11

Regional Transportation District ( RTD ) Investment Policy Statement Appendix 1 Authorized Personnel The following persons are authorized to transact investment business on behalf of the Regional Transportation District ( RTD ): General Manager Chief Financial Officer Sr. Manager of Debt and Investments Controller Sr. Manager of Budget and Financial Analysis 12