Columbus, Georgia

Georgia's First Consolidated Government

Post Office Box 1340
Columbus, Georgia, 31902-1340
(706) 653-4013
fax (706) 653-4016

Council Members

MINUTES OF THE

BOARD OF TRUSTEES MEETING OF THE

COLUMBUS GEORGIA EMPLOYEES' PENSION PLAN



April 11, 2007





A meeting of the Board of Trustees for the Columbus Georgia Employees? Pension

Plan was held April 11, 2007 at 2:00 P.M. in the Mayor?s Conference Room.





PRESIDING: Mayor Jim Wetherington, Chairman



PRESENT: Isaiah Hugley, City Manager; Pamela J. Hodge, Finance Director,

Omagene Holland, Trustee; Mary Strozier-Weaver, Trustee; Col. R. George

Plummer, Trustee; Harvey Milner, Trustee; Joe Smith, Trustee; Richard Swift and

Henry Swift, (Smith Barney); Tom Barron, Human Resources Director



ABSENT: Morton Harris, Trustee; Alan Rothschild, Trustee; Chief Robert

Futrell, Trustee



GUESTS: Mike Mayfield, Richard Boutin and Britton Smith (Santa Barbara

Asset Management)









Mayor Jim Wetherington called the meeting to order. Ms. Julia Rasch, Recording

Secretary, recorded the attendance.



MINUTES OF THE PREVIOUS MEETING:



The minutes from the February 7, 2007 meeting were presented for approval. A

motion was made by Col. Plummer and seconded by Joe Smith to accept the minutes

as submitted. The vote was unanimous.



INVESTMENT UPDATE: Interim Report (Mr. Richard Swift)



First on the investment update agenda was the interim report for the period of

03/06/07 to 04/10/07, showing what has happened with the pension fund since the

last meeting. The stock market (S&P500) went from 1395 to 1448 showing a rally

in stocks. The yield on the Ten Year Treasury Bonds went from 4.52% to 4.72%.

This indicates an increase in rates, which means bond prices decreased.



Second were the performance numbers over the last 30 days for the money

managers. PLEASE REFER TO THE REPORT PRESENTED BY MR. SWIFT. The combined

fixed was down 60 basis points, the combined equity was up 3.71% and the total

city account ended the period at $203,944 million, up 1.95% increasing the fund

by $4,000,000 dollars.

Mr. Joe Smith addressed the board and made the recommendation to change this

interim report from a monthly to a rolling three-month report. He feels that

the monthly report distorts the figures and that by showing them over a

three-month cycle really reveals a much better picture of the performance of

the managers and the market as a whole and it smoothes out the fluctuation of

the market.



Mr. Swift agreed. He felt a rolling 90-day report would be beneficial in that

it would show a longer cycle and should smooth out the volatility that is seen

in some 30-day periods. He said that he would prepare that for the next board

meeting.



Mr. Hugley asked for assurance that within this report the actual value of the

fund would be depicted in the figures.



Mr. Swift assured the board that the report would show a rolling 90-day

performance and would include the actual value of the fund each month.



Next on Mr. Swift agenda was a memo that was sent out to each board member

regarding a change in management within Trusco Capital.



SunTrust has announced Mr. Joe Ransom will be replacing the two people who were

in charge of overseeing the city?s portfolio were both retiring. The letter

from Trusco was dispersed to each member of the board. Apparently, from

Trusco?s point of view, the strategy, the philosophy, the discipline is the

same, it?s just the person who?s overseeing the top of the portfolio is

changing. Mr. Ransom and Mr. George Smith, our account representative will be

invited down to meet with and talk with the sub-committee. So far, the

performance has actually been fairly good.



Last, Mr. Swift stated that they had prepared, based on the last meeting from

the actuaries a presentation of facts to the pension board that they feel is

important for the pension board to revisit. He stated that everything they

have put in this booklet they have said a million times to this committee but

there are some things, statements of fact, in terms of performance, in terms of

the history of the fund that they felt like the board ought to review. They

will be sending that out to the pension board shortly with a memo that explains

everything in the booklet. It mostly talks about the risk-adverse nature of

this board. They are asking the board to read it over and call us with

comments.



A copy of the evaluation reports and the other information presented to the

board is retained in the Finance Director?s Office by the Board Secretary and

is available for review upon request.



PRESENTATION (S): Santa Barbara Asset Management (Mike Mayfield,

President/CEO/CIO; Richard Boutin, Managing Director; and Britton Smith,

Portfolio Manager)



Mr. Swift introduced the team from Santa Barbara and they presented their

annual report with the following outline.

Firm Overview



They manage equity and balanced portfolios for individuals,

corporations, foundations and trusts. The company was founded in 1987 and is

located in Santa Barbara, CA with an office in Pasadena, CA. The company

employs 33 people, which includes 14 investment professionals.

Investment Process Overview



The portfolio consists mainly of Large Cap, Stable Growth companies.

The investment philosophy and process have remained unchanged since inception

and they are benchmarked against the Russell 1000 Growth and the S&P 500.



Research Team ? Their senior professionals average over 20 years of

investment experience. The chief investment officer oversees the investment

strategy and the director of research manages the security research process.

The analyst employs traditional, bottom-up fundamental analysis.



Investment policy - they primarily invest in companies that exhibit

stable and consistent earnings growth. Defendable competitive advantages,

strong management, and low dependence on capital markets are three key

qualities that drive stable earnings growth.



Investment Methodology ? each analyst is a generalist and encouraged to

explore myriad sources for investment ideas. A significant portion of an

analyst?s compensation is driven by the performance of his or her investment

ideas and the diligence he or she employs in the research process.



Sell Discipline ? The analysts regularly review the portfolio companies

in order to ensure that their underlying investment profiles remain intact.



Investment Guidelines



Explains the account strategy, allocation ranges, income requirements,

restrictions, and the benchmark for the portfolio.



Performance Update



Outlines the absolute performance, the relative performance, client

objectives and the asset allocation with market value, net contributions,

adjusted value and net gain from the year-to-date through March 31, 2007 and

from inception through March 31, 2007.



Portfolio Characteristics/Appraisal



List of holdings by Santa Barbara in the portfolio

Top Ten Holdings

Portfolio Characteristics

Capitalization Distribution

Portfolio Sector Weights ? SBAM vs. Benchmark



Market Out look



Please refer to report submitted by Santa Barbara





Professional Credentials



Please refer to report submitted by Santa Barbara



Following a brief question and answer session they were thanked for their

presentation and dismissed from the meeting.



OLD BUSINESS:



Deutsche Asset Management - Mr. Swift reported that there have been some

administrative issues with Deutsche Asset and they will have to be worked

through before the contract can be solidified. If the issues cannot be worked

through then the sub-committee will be reconvened to possibly select a new

manager.



NEW BUSINESS:



Mr. Tom Barron addressed the board with a presentation from Buck Consultants.

It addresses how the city is paying the un-funded liability, which is the

amount of money other than the current cost of operating the plan. What this

report basically showed was how the city?s budget is affected with the current

cost of operating the fund and how it would affect the budget if the

contribution to the fund each year were extended out to 15 to 20 years.



Mr. Joe Smith stated that his concern is the big picture. On what basis are

they making this recommendation? Will the number of retirees grow and does

this projection take those numbers in consideration.



Mr. Henry Swift was concerned that Morton Harris and Alan Rothschild were not

present at this meeting to discuss this issue. He feels that they are two very

important board members who need to be included in any discussion on any

changes with the funding of the un-funded liability.



Mr. Hugley recommended that they get together with Mr. Henry Swift, Mr. Richard

Swift, Mr. Harris, and Mr. Rothschild in the week or so and just discuss this

issue and they will report to the board what will be their recommendations.



With no further business for discussion, the meeting was adjourned.



The next regular meeting is scheduled for May 2, 2007 at 2:00 p.m. in the

Mayor?s Conference Room. The guest speaker(s) will be from Madison Equity.







_______Julia A. Rasch ____

Julia A. Rasch

Recording Secretary

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