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1 Minutes February 27, 2019 MINUTES OF THE BOARD OF RETIREMENT February 27, 2019 Coastal Room at Employees’ University 267 Camino del Remedio Santa Barbara, California The Santa Barbara County Employees’ Retirement System is committed to: fulfilling its fiduciary responsibility by providing the highest quality of service to all members and plan sponsors; and protecting promised benefits through prudent investing; and ensuring reasonable expenses of administration. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in the meeting, or if translation assistance is requested, please contact the Clerk of the Board of Retirement at 805-568-2940. Persons desiring to speak on any matter must complete and deliver to the Clerk a completed public comment form. The form is available at the conference room entrance prior to the meeting. Matters not listed on the agenda may be addressed at the public comment period. Roll Call at 9:04 a.m. Members Present: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal Alternates Present: Sullivan, Blair Counsel Present: Blakeboro Clerk Present: Couture Pledge of Allegiance led by Chair SANTA BARBARA COUNTY EMPLOYEES’ RETIREMENT SYSTEM 3916 State Street, Suite 100 Santa Barbara, CA 93105 Phone (805) 568-2940 Fax (805) 560-1086 Gregory E. Levin, CPA Chief Executive Officer BOARD OF RETIREMENT Chair - Frederick Tan Vice Chair- Harry E. Hagen Secretary- Pancho Occiano II Trent Benedetti Zandra Cholmondeley Steve Lavagnino Laura Robinson Ted Sten Michael Vidal Alternates Gary Blair Ryan Sullivan

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Page 1: The Santa Barbara County Employees’ Retirement System is ... · Ryan Sullivan . 2 Minutes February 27, 2019 ... CPA CEO Presentation by Gregory Levin, SBCERS CEO on significant

1 Minutes

February 27, 2019

MINUTES OF THE BOARD OF RETIREMENT

February 27, 2019

Coastal Room at Employees’ University

267 Camino del Remedio

Santa Barbara, California

The Santa Barbara County Employees’ Retirement System is committed to:

fulfilling its fiduciary responsibility by providing the highest quality of service to all members and plan

sponsors; and

protecting promised benefits through prudent investing; and

ensuring reasonable expenses of administration.

In compliance with the Americans with Disabilities Act, if you need special assistance to participate

in the meeting, or if translation assistance is requested, please contact the Clerk of the Board of Retirement at 805-568-2940.

Persons desiring to speak on any matter must complete and deliver to the Clerk a completed public comment form. The form is

available at the conference room entrance prior to the meeting. Matters not listed on the agenda may be

addressed at the public comment period.

Roll Call at 9:04 a.m.

Members Present: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson,

Sten, Tan, Vidal

Alternates Present: Sullivan, Blair

Counsel Present: Blakeboro

Clerk Present: Couture

Pledge of Allegiance led by Chair

SANTA BARBARA COUNTY

EMPLOYEES’ RETIREMENT SYSTEM

3916 State Street, Suite 100

Santa Barbara, CA 93105

Phone (805) 568-2940

Fax (805) 560-1086

Gregory E. Levin, CPA

Chief Executive Officer

BOARD OF RETIREMENT

Chair - Frederick Tan

Vice Chair- Harry E. Hagen

Secretary- Pancho Occiano II

Trent Benedetti

Zandra Cholmondeley

Steve Lavagnino

Laura Robinson

Ted Sten

Michael Vidal

Alternates

Gary Blair

Ryan Sullivan

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February 27, 2019

PUBLIC COMMENT

Rory Moore of RESPC welcomed Trustee Lavagnino to the Board and addressed comments

Trustee Lavagnino had made regarding pension funds and Trustee Lavagnino responded.

MINUTES

1. Approve Minutes of January 23, 2019 Regular Board meeting. MOTION: Approve Minutes of January 23, 2019 Regular Board meeting.

Motion: Vidal

Second: Occiano

Approve by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Occiano, Robinson, Sten, Tan, Vidal

Abstain: Lavagnino

BOARD

B-1. Oath of Office

Trustee Hagen administered the oath of office to Steve Lavagnino, as a new appointed

member serving in the Sixth member seat.

B-2: Appointment of Operations Committee

Pursuant to Article VII of the SBCERS Bylaws, the Chair of the Board of Retirement

shall, at the second meeting of each year, appoint the members of the standing

committees of the Board and for each shall designate a committee Chair.

Action: Chair Tan appointed Trustee Zandra Cholmondeley as Chair of the Operations

Committee, Trustees Ted Sten and Laura Robinson as committee members and Trustee

Harry Hagen as an alternate committee member.

CONSENT

C-1. Adopt Retirement Report

Name

Department

Total

Service

Credit

Sick Leave

Credit

(incl. in

Total)

ARC Jesus Arroyo Public Health 25.13181 0.09762

D R James Brittle Sheriff 4.12253 0.00177

D Lucila Camacho-Craft Behavioral Wellness 8.25387 0.00426

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February 27, 2019

Theodore Fallati Auditor Controller 27.88196 0.87467

Elizabeth Farnum Board of Supervisors 9.91912 0.19674

Avelina Garza Probation 11.18772 0.00040

R Kimberly Hoffman Social Services 22.94912 0.02163

Janet Hope Social Services 37.43954 0.00226

D R Rebecca Jones Public Health 6.95946 0.16217

D Robin Kanowsky District Attorney 10.14259 0.01290

Cheryl Maus Henkel Public Health 21.40180 0.16085

D R Timothy McNulty County Counsel 6.35681 0.17942

Richard Mealy Social Services 29.98377 0.63056

Jacqueline Miller Public Works 18.05159 0.52053

Ronald Osborne Sheriff 14.92090 0.18198 Teressa Rodriguez-Johnes First 5 12.27877 0.16564

D Cathy Rucker Superior Court 8.93527 0.01071

Sherri Rule Public Health 19.32435 0.54900

Rachel Solomon Public Defender 22.33220 0.50175

D Shane Waldron Sheriff 12.54537 0.31725

Janet Wolf Board of Supervisors 12.01921 0.00000

D=Deferred R=Reciprocal Dis. = Disability Dis. Pend = Disability Pending

Beneficiary on

Payroll

Decedent

Retiree Department

Retirement

Date

Date of

Death

Yvonne Bugh Vernon Bugh Public Works 01/01/1988 11/30/2018

Caroline Felton Gregory Felton Sheriff/Coroner 03/29/2004 01/02/2019

Linda McClain Charles McClain Inmate Welfare 02/28/2014 12/31/2018

MOTION: Adopt the Retirement Report.

Motion: Occiano

Second: Hagen

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

C-2. Quarterly OPEB Report - Report for the quarter ending December 31, 2018 on the

investment results, contributions and expenditures of the County of Santa Barbara 401(h)

Retiree Healthcare Subsidy fund.

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February 27, 2019

C-3. Market Update and January 31, 2019 Performance Review— Report on World

Market Activities and January 31, 2019 performance.

MOTION: Adopt the Quarterly OPEB Report and the Market Update and Preliminary

Performance report presented by Marcia Beard and Matthias Bauer of RVK, Inc.

Motion: Robinson

Second: Occiano

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

BOARD

2. CEO Operations Report—Gregory E. Levin, CPA CEO

Presentation by Gregory Levin, SBCERS CEO on significant operational activities of

SBCERS.

DISCUSSION: Gregory Levin presented the item and responded to questions from the

Board.

MOTION: Take the following actions:

a. receive and file the Operations Report and,

b. authorize the attendance of interested trustees at upcoming

training events requiring Board pre-approval, as requested,

and,

c. receive and file the 3-Month Look Ahead Calendar.

Motion: Occiano

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

CLOSED SESSION

DISABILITY RETIREMENT

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D-1. Kevin Barrett, Applicant for Service-connected Disability Retirement:

Adopt the proposed Findings of Fact, Conclusions of Law and Decision granting Kevin

Barrett a service-connected disability retirement.

DISCUSSION: Disability Manager Cristal Rodriguez presented the item.

MOTION: Adopt the proposed Findings of Fact, Conclusions of Law and Decision

granting Kevin Barrett a service-connected disability retirement.

Motion: Robinson

Second: Vidal

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

D-2. Michael Durant, Applicant for Service-connected Disability Retirement:

Adopt the proposed Findings of Fact, Conclusions of Law and Decision granting

Michael Durant a service-connected disability retirement.

DISCUSSION: Disability Manager Cristal Rodriguez presented the item

Safety Alternate Trustee Sullivan participated and voted on this item as a member of the

same safety service as Applicant in place of Trustee Tan.

MOTION: Adopt the proposed Findings of Fact, Conclusions of Law and Decision

granting Michael Durant a service-connected disability retirement.

Motion: Sullivan

Second: Sten

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Sullivan, Vidal

D-3. Receive and file Disability Retirement Monthly Status Report

MOTION: Receive and accept the Disability Status Report.

Motion: Occiano

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

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February 27, 2019

BOARD

1. CONFERENCE WITH LEGAL COUNSEL

EXISTING LITIGATION – Gov. Code Section 54956.9(d)(1)

Bryan Muñana v. UTC Aerospace Systems et al.

Los Angeles Superior Court Case No. BCC 666665

Motors Liquidation Co. Avoidance Action Trust v. JP Morgan Chase Bank et al.

Bankruptcy Court, Southern District of New York, Case No. Adv. 94-00504

Consolidated Litigation Pertaining to Tribune Company Bankruptcy

Bankruptcy Court, Southern District of New York, Case No. 1-11-CV-09572

OPEN SESSION

Counsel Blakeboro announced in open session that the Board had met in closed session to

discuss Disability and Legal items above. With regard to items D-1 through D-3, the board took

action consistent with staff recommendations. With regard to item 1, the Board took no

reportable action.

BOARD

3. Disability Demographic Presentation – Cristal Rodriguez, Disability Program Manager

Presentation by Cristal Rodriguez, SBCERS Disability Program Manager on

demographic data related to the administration of the Disability Program.

DISCUSSION: Cristal Rodriguez presented the item and responded to questions from

the Board.

MOTION: Receive and accept the Disability Demographic Presentation.

Motion: Vidal

Second: Occiano

Approved by voice vote.

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Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

4. Cost of Living Adjustment Rate Approval—Staff

Presentation by Kaleigh Ganske, SBCERS Financial Systems Analyst, of Cheiron’s

calculation of the Cost of Living Adjustment (“COLA”) to take effect April 1, 2019 (May

1, 2019 Benefit Payment), for existing retirees and beneficiaries.

DISCUSSION: Kaleigh Ganske presented the item and responded to questions from the

Board.

MOTION: Receive and accept Cheiron’s report presented by Staff and adopt the rate

(4%) set forth in Cheiron’s Cost of Living Adjustment (COLA) report as of April 1,

2019.

Motion: Cholmondeley

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

5. Robin Hill Road Governance—Staff

DISCUSSION: Presentation by Gregory Levin, SBCERS CEO on options for the

administration and governance of the 130 Robin Hill Road construction project. ORG

Consultant Ed Schwartz commented on the matter and responded to questions from the

Board.

MOTION: For the Chair of the Board of Retirement to appoint an ad hoc committee to

assist the CEO in project oversight consisting of three members and one alternate

Motion: Sten

Second: Robinson

Approved unanimously by a roll call vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

FURTHER DISCUSSION: The Board engaged in further discussion regarding the

authority to be delegated to the committee and CEO Levin and Ed Schwartz responded to

questions from the Board.

MOTION: To delegate to the ad hoc committee the authority to authorize project

decisions with contract authority to $500,000 for contracts relating to the 130 Robin Hill

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February 27, 2019

Road project, with the limitation that the committee was instructed to bring significant

matters regarding the project back to the full Board for decision when time permits and

where any resulting delay would not be prejudicial to the project.

Motion: Robinson

Second: Sten

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

ACTION: Chair Tan appointed Trustee Laura Robinson as Chair of the Robin Hill Road

Ad Hoc Committee, Trustees Gary Blair and Pancho Occiano as committee members and

Trustee Michael Vidal as an alternate committee member.

6. Quarterly Private Real Estate Portfolio Review—ORG Portfolio Management

Presentation by Principal Ed Schwartz of ORG Portfolio Management on the status and

activity of the Fund’s Private Real Estate portfolio for the quarter ended September 30,

2018.

DISCUSSION: Ed Schwartz presented the item and responded to questions from the

Board.

MOTION: Receive and accept the quarter ended September 30, 2018 Real Estate

Portfolio Summary presented by Ed Schwartz of ORG Portfolio Management.

Motion: Hagen

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

7. ORG Annual Strategic Plans—ORG Portfolio Management

Presentation from Principal Ed Schwartz and ORG Portfolio Management’s strategic

work plan for the calendar year 2019 for the Private Real Estate portfolio.

DISCUSSION: Ed Schwartz presented the item and responded to questions from the

Board.

MOTION: Receive and accept the 2019 Strategic Plans presented by Principal Ed

Schwartz.

Motion: Cholmondeley

Second: Robinson

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Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

8. Quarterly Private Equity, and Private Real Return Report—Hamilton Lane

Presentation by Managing Director Paul Yett and Senior Associate Rebecca Billman of

Hamilton Lane on the status and activity of the Fund’s Private Equity and Private Real

Return portfolios for the quarter ended September 30, 2018.

DISCUSSION: Paul Yett presented the Quarterly Private Equity Report and responded

to questions from the Board.

MOTION: Receive and accept the quarter ended September 30, 2018 Private Equity

Report presented by Managing Director Paul Yett of Hamilton Lane.

Motion: Occiano

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

MOTION: Receive and accept the quarter ended September 30, 2018 Private Real

Return presented by Senior Associate Rebecca Billman of Hamilton Lane.

Motion: Robinson

Second: Sten

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

9. Hamilton Lane Annual Strategic Plans—Hamilton Lane

Presentation by Managing Director Paul Yett and Vice President Natalie Fitch on

Hamilton Lane’s work plan for the calendar year 2019 for both the Private Equity and

Private Real Return portfolios.

DISCUSSION: Paul Yett and Natalie Fitch presented the item and responded to

questions from the Board.

MOTION: That the Board of Retirement receive and accept the 2019 Strategic Plans

presented by Managing Director Paul Yett and Vice President Natalie Fitch.

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Motion: Robinson

Second: Occiano

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

11. Quarterly Public Markets Portfolio Review—RVK, Inc.

Presentation by Principals Marcia Beard and Matthias Bauer of RVK, Inc. on the quarter

ending December 31, 2018.

DISCUSSION: Marcia Beard and Matthias Bauer presented the item and responded to

questions from the Board.

MOTION: Receive and accept the Quarterly Review report presented by Marcia Beard

and Matthias Bauer of RVK, Inc.

Motion: Benedetti

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

12. Manager Presentation: THL Private Credit Strategy— THL Credit Advisors

Presentation by Chris Flynn, CEO and Patrick Glavey, Consultant Relations, regarding

THL Credit Direct Lending Fund IV private credit strategy.

DISCUSSION: Chris Flynn and Patrick Glavey presented the item and responded to

questions from the Board.

MOTION: Receive and accept presentation on THL Credit Direct Lending Fund IV.

Motion: Vidal

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

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13. Manager Selection: THL Private Credit Strategy —RVK, Inc.

Presentation by Amy Hsiang of RVK, Inc.

DISCUSSION: Amy Hsiang presented the item and responded to questions from the

Board.

MOTION: Receive and accept the presentation from RVK regarding THL Credit and

approve the investment of up to $20 Million to THL Credit Direct Lending Fund IV LLC.

and authorize the CEO to negotiate and execute an agreement in writing subject to the

completion of a side letter agreement with THL.

Motion: Hagen

Second: Benedetti

Approved by voice vote.

Yes: Benedetti, Cholmondeley, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

10. Investment Counsel RFP—Staff

Presentation by CEO Greg Levin, ACEO Lauren Thompson, and Counsel Alan

Blakeboro.

DISCUSSION: Greg Levin, Lauren Thompson and Alan Blakeboro presented the item

and responded to questions from the Board.

MOTION: Authorize the CEO to: (A) retain K&L Gates LLP as primary investment

counsel, (B) designate the firms of Foster Pepper PLLC and Hirschler Fleischer, P.C. as

approved counsel for future retention in specialized investment matters, and (C) to

continue to utilize the services of Reed Smith LLP for fiduciary/investment advice and in

investment related litigation matters.

Motion: Vidal

Second: Robinson

Approved by voice vote.

Yes: Benedetti, Hagen, Lavagnino, Occiano, Robinson, Sten, Tan, Vidal

Opposed: Cholmondeley

The meeting adjourned at 3:56 p.m.

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February 27, 2019

ATTEST:

Clerk

Chair

Secretary