MINUTES of the Board of Trustees of the - SURS

1 MINUTES . meeting of the Legal & Legislative Committee of the Board of Trustees of the State Universities Retirement System Friday, December 9, 2016, 10:00 Northern Trust Global Conference Center 1st Floor 50 S. LaSalle St., Chicago, IL. The following Trustees were present: Mr. Tom Cross, Chair; Mr. Aaron Ammons, Mr. Dennis Cullen, Dr. John Engstrom, Dr. J Fred Giertz, Mr. Paul Johnson Jr., Mr. Craig McCrohon, Ms. Dorinda Miller, Dr. Steven Rock and Mr. Antonio Vasquez. Others present: Mr. Martin Noven, Executive Director; Mr. Andrew Matthews, Chief Operating Officer; Ms. Bianca Green, General Counsel; Mr. Douglas Wesley, Interim Chief Investment Officer; Mr. Steve Hayward, Director of Internal Audit; Ms. Kristin Houch, Legislative Liaison;. Ms. Allison Kushner, Compliance and Corporate Governance Officer; Ms. Lori Kern and Ms.

2 Whitney Jones, Executive Assistants; Ms. Mary Pat Burns of Burke, Burns Ms. Janet Jones and Mr. Steve Zahn of Zahn Governmental Solutions; Ms. Patti Summerville-Koulouris of the Northern Trust Company; Ms. Linda Brookhart of the State Universities Annuitants Association and Ms. Renaye Manley of SEIU. Legal & Legislative Committee roll call attendance was taken. trustee Cross, present; trustee Giertz, present; trustee Johnson, present; trustee Rock, present; and trustee Vasquez, present. APPROVAL OF MINUTES . trustee Tom Cross presented the MINUTES from the Legal and Legislative Committee meeting of September 15, 2016, and trustee Steven Rock made the following motion: That the MINUTES from the September 15, 2016 Legal and Legislative Committee meeting be approved, as presented. trustee Antonio Vasquez seconded and the motion carried with all Trustees present voting in favor.

3 CHAIRPERSON'S REPORT. trustee Cross remarked that he did not have a formal Chairperson's Report. LEGISLATIVE UPDATE. Ms. Kristen Houch presented the following bills that impact SURS members: Senate Bill 1059. (vetoed), House Bill 6602, House Bill 6628, Senate Bill 1751 and Senate Bill 3457. Ms. Houch also presented the current SURS Legislative Platform and Fiduciary Counsel Ms. Mary Patricia Burns elaborated on the principals and proposals as outlined. Discussions regarding these updates and the SURS Legislative Platform continued as Ms. Houch and Mr. Steve Zahn of Zahn Governmental Solutions addressed further questions and concerns raised by the Trustees . A copy of the staff updates titled Veto Session 2016 as Exhibit 1 and Legislative Platform . as Exhibit 2; copies of the 2017 Senate and House calendars as Exhibit 3 and Exhibit 4 and a listing of Important Dates for the 2017 Spring Session as Exhibit 5 are incorporated as a part of these MINUTES .

4 COGFA SPECIAL PENSION BRIEFING. Ms. Houch highlighted that the Illinois public pension systems are percent funded based on actuarial value of assets and percent based on the market value of assets. She further noted the ranking of SURS and TRS as the top two funded systems. Ms. Houch highlighted additional items within the report and Trustees engaged in additional discussion on this topic. trustee Craig McCrohon physically joined the meeting at 10:26 A copy of the Commission of Government Forecasting and Accountability's publication titled Special Pension Briefing is incorporated as a part of these MINUTES as Exhibit 6. RULEMAKING. Approval of the January 2017 Regulatory Agenda Ms. Bianca Green presented the draft January 2017 Regulatory Agenda for approval. She noted that SURS is required by law to file a regulatory agenda in January and July each year.

5 The regulatory agenda notifies the public of possible administrative rule changes SURS might seek to make. The regulatory agenda is approved by the Board in June and December each year and once approved it must be filed with the Illinois Secretary of State's Office. It can be amended as needed. Ms. Green highlighted two new items that were added to the proposed January regulatory agenda: Section and Section trustee Vasquez moved: That the January 2017 Regulatory Agenda be approved and filed as presented. trustee Rock seconded and the motion carried with all Trustees present voting in favor. Approval of Rulemaking Changes Ms. Green reminded the committee that the following rules were presented to them for consideration during the September 2016 meeting . She summarized the proposed rulemaking changes found in sections , and and recommended approval of the same.

6 trustee Rock moved: That the proposed rulemakings provided by General Counsel be filed with the Joint Committee on Administrative Rules substantially in the form presented. trustee Vasquez seconded and the motion carried with all Trustees present voting in favor. A copy of the State Universities Retirement System January 2017 Regulatory Agenda . redline as Exhibit 7 and the staff memorandum titled Proposed Rulemakings for Benefits Administration as Exhibit 8 are incorporated as part of these MINUTES . COMPLIANCE UPDATE. Ms. Green directed the committee to the updated stop light report which is a compliance reporting and tracking tool initiated by former interim Executive Director Mr. William Mabe. Ms. Green noted that Ms. Allison Kushner, compliance officer, updates this report monthly and she indicated that SURS is currently in compliance with its reporting requirements.

7 A copy of the report titled Compliance Stop Light Report is incorporated as a part of these MINUTES as Exhibit 9. PUBLIC COMMENT. There were no public comments presented to the Legal and Legislative Committee. Since there was no further business before the Committee, trustee Vasquez moved that the meeting be adjourned. The motion was seconded by trustee Dennis Cullen and carried with all Trustees present voting in favor. Respectfully submitted, Mr. Martin Noven Secretary, Board of Trustees MMN:wj Exhibit 1. Veto Session 2016. Vetoed Bills Senate Bill 1059 SURS Self-Managed Plan Lump Sum Distribution Retirees Receive Health Insurance upon Returning to Work Sponsors Senator Chapin Rose and Representative Bill Mitchell SB 1059 allows SURS members who elect a lump sum distribution of their vested account balances while retirement eligible under the Self-Managed Plan to receive state employee group health insurance benefits upon returning to work with a public employer covered under SURS.

8 Under current law, the only way that a SURS member who is retirement eligible under the Self-Managed Plan can receive state employee group health insurance is if he or she annuitizes his or her vested account balances at distribution. Status: Total Veto Stands as of 11/30/2016. Bills and Amendments Filed Since July 1, 2016. House Bill 6602 Survivors Felony Forfeiture Sponsors Representative David McSweeney HB 6602 prospectively prohibits an individual who would otherwise qualify for a survivor's benefit from receiving any benefits under the applicable article of the Illinois Pension Code if he or she is convicted of a felony related to, arising out of, or in connection with the service of the employee from whom the benefit results. HB 6602 is identical to Senate Amendment #1 to SB 1049 of the 99th General Assembly. Status: House Referred to Rules Committee on 11/2/2016.

9 House Bill 6628 Prohibition on Investments with Companies that Build a Border Wall Sponsors Representative Will Guzzardi Exhibit 1. HB 6628 amends the Illinois Pension Code to prohibit the state-funded retirement systems from investing in companies that enter into a contract with the federal government to build a wall along the border of Mexico and the United States of America. HB 6628 requires the Illinois Investment Policy Board to make its best efforts to identify all companies that contract to build a border wall and to include those companies in the list of restricted companies distributed to the state-funded retirement systems by April 1, 2017. HB 6628 also amends the Illinois Procurement Code to prohibit state agencies from entering into contracts with businesses that contract to build a border wall. State agencies must consult the restricted companies list produced by the Illinois Investment Policy Board in determining whether a business contracts to build a border wall.

10 The prohibitions contained in HB 6628 expire on January 20, 2021. HB 6628 is identical to HA #2 to SB 1751 of the 99th General Assembly. Status: House Referred to Rules Committee on 11/16/2016. Senate Bill 1751 Prohibition on Investments with Companies that Build a Border Wall Sponsors Senator James F. Clayborne, Jr. and Representative Will Guzzardi As it passed the Senate, SB 1751 amends the Children and Family Services Act. House Amendment #2 to SB 1751 replaces the underlying content of the bill. It amends the Illinois Pension Code to prohibit the state-funded retirement systems from investing in companies that enter into a contract with the federal government to build a wall along the border of Mexico and the United States of America. HA #2 requires the Illinois Investment Policy Board to make its best efforts to identify all companies that contract to build a border wall and to include those companies in the list of restricted companies distributed to the state-funded retirement systems by April 1, 2017.