Cities Index.
Agenda, regular meeting

St. Helena City Council
February 11, 2025

Document
Agenda, regular meeting
Meeting
February 11, 2025
Body
St. Helena City Council
Pages
425
Original file
49.7 MB
Text extracted from the city's file for reading and search. Open the original on sthelenaca.api.civicclerk.com. That file is the official record.

www.calpers.ca.gov/ceppt www.calpers.ca.gov/cerbt
3 Fairs & Expositions
California Authority of Racing Fairs
California Fair Services Authority
California Fairs Financing Authority
Fire Districts
Alameda County Fire Department
American Canyon Fire Protection District
Arcata Fire Protection District
Barstow Fire Protection District
Belmont Fire Protection District
Belmont-San Carlos Fire Department
Bonita-Sunnyside Fire Protection District
Central County Fire Department
Central FPD of Santa Cruz County (Dual)
Chino Valley Independent Fire District
Diamond Springs/El Dorado Fire Protection District
Felton Fire Protection District (CEPPT)
Georgetown Fire Protection District
Kensington Fire Protection District
Kentfield Fire Protection District (Dual)
Kenwood Fire Protection District
Lake County Fire Protection District
Lakeside Fire Protection District
Livermore-Pleasanton Fire Department
Meeks Bay Fire Protection District
North Tahoe Fire Protection District
Novato Fire Protection District
Rancho Cucamonga Fire Protection District
Rodeo-Hercules Fire District
Ross Valley Fire Service
Sacramento Metropolitan Fire District
San Ramon Valley Fire Protection District
Santa Clara County Central Fire Protection District
Scotts Valley Fire Protection District (Dual)
Shasta Lake Fire Protection District
Sonoma County Fire District
Tiburon Fire Protection District (Dual)
Truckee Fire Protection (CEPPT)
Woodside Fire Protection District (Dual)
First 5
First 5 Contra Costa
First 5 Del Norte
First 5 San Benito
Hospital/Medical Agencies
Camarillo Health Care District
Grossmont Healthcare District
Inland Empire Health Plan (CEPPT)
Santa Clara County Health Authority
Sierra-Sacramento Valley EMS Agency (Dual)
Housing Authorities/Redevelopment Agencies
Capitol Area Development Authority
CRA/LA, a Designated Local Authority
Housing Authority of the City of Alameda
Housing Authority of the City of Los Angeles
Housing Authority of the County of Butte
Housing Authority of the County of San Mateo
Housing Authority of the County of Santa Cruz
Kern County Housing Authority
Los Angeles County Development Authority (Dual)
Oakland City Housing Authority
Paso Robles City Housing Authority (CEPPT)
Plumas County Community Development Commission
Regional Housing Authority
Sacramento City Housing Authority
San Francisco City & County Redevelopment Agency
Santa Clara County Housing Authority (Dual)
Stanislaus County Housing Authority
Yolo County Housing Authority
Libraries/Library Districts
Alameda County Law Library
Altadena Library District (Dual)
Buena Park Library District
Contra Costa County Public Law Library
Fresno County Law Library
Kern County Law Library
Los Angeles County Law Library
Riverside County Law Library (Dual)
Sacramento County Public Law Library (Dual)
San Diego County Law Library (Dual)
San Mateo County Law Library (CEPPT)
Sonoma County Library
Southern California Library Cooperative (CEPPT)
Ventura County Law Library
Mosquito Abatement & Vector Control Districts
Antelope Valley Mosquito & Vector Control District
Butte County Mosquito & Vector Control Dist. (CEPPT)
Coachella Valley Mosquito & Vector Control District
Compton Creek Mosquito Abatement District
Delta Mosquito and Vector Control District (Dual)
Greater Los Angeles County Vector Control District
Los Angeles County West Vector Control District
Marin/Sonoma Mosquito Vector & Control District (Dual)
Mosquito & Vector Management District of Santa
Barbara County
Napa County Mosquito Abatement District
Northwest Mosquito & Vector Control District
Placer Mosquito & Vector Control District
Sacramento-Yolo Mosquito & Vector Control District
San Gabriel Valley Mosquito & Vector Control District
San Joaquin County Mosquito & Vector Control District
Shasta Mosquito & Vector Control District
Agenda Item #13.2.

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4 Solano County Mosquito Abatement District (Dual)
Turlock Mosquito Abatement District (Dual)
Parks & Recreation Districts
Auburn Area Recreation & Park District (CEPPT)
Beaumont-Cherry Valley RPD (Dual)
East Bay Regional Park District
Fair Oaks Recreation & Park District
Midpeninsula Regional Open Space District
Monterey Peninsula Regional Park District (Dual)
Paradise Recreation and Park District
Riverside County Regional Park & Open Space District
Western Riverside County Regional Conservation
Authority
Pollution Control Districts
Bay Area Air Quality Management District (Dual)
Butte County Air Quality Management District (Dual)
Sacramento Metropolitan Air Quality Mgt. District
Yolo-Solano Air Quality Management District
Sanitation Districts
Alameda County Waste Management Authority
Big Bear Area Regional Wastewater Agency
Carmel Area Wastewater District (CEPPT)
Castro Valley Sanitary District (Dual)
Central Marin Sanitation Agency
Costa Mesa Sanitary District
Del Norte Solid Waste Management Authority
East Bay Dischargers Authority
Encina Wastewater Authority
East Palo Alto Sanitary District (Dual)
Fairfield-Suisun Sewer District (Dual)
Goleta Sanitary District
Ironhouse Sanitary District
Las Gallinas Valley Sanitary District
Leucadia Wastewater District
Los Angeles County Sanitation District No. 2
Midway City Sanitary District (Dual)
Mt. View Sanitary District
Murphys Sanitary District (CEPPT)
Napa Sanitation District
Ojai Valley Sanitary District
Oro Loma Sanitary District
Richardson Bay Sanitary District
Ross Valley Sanitary District (Dual)
Salinas Valley Solid Waste Authority (Dual)
Sanitary District No. 5 of Marin County
Sausalito-Marin City Sanitary District (Dual)
Selma-Kingsburg-Fowler County Sanitation District
Silicon Valley Clean Water
Stege Sanitary District
Tahoe-Truckee Sanitation Agency
Truckee Sanitary District (Dual)
Union Sanitary District
Vallejo Flood & Wastewater District
Valley Sanitary District
West Contra Costa Integrated Waste Management
Authority (Dual)
West Valley Sanitation District of Santa Clara County
School Districts & Offices of Education
Acalanes Union High School District
Alhambra Unified School District
Barstow Community College District
Burlingame School District
Butte-Glenn Community College District
Cabrillo Joint Community College District
Campbell Union Elementary School District
Center Unified School District
Centralia Elementary School District
Chula Vista Elementary School District
Dehesa Elementary School District
Del Mar Union Elementary School District
Eden Area Regional Occupation Program
Enterprise Elementary School District
Fairfield-Suisun Unified School District
Fallbrook Union High School District
Foothill-DeAnza Community College District
Franklin Elementary School District
Fremont Union High School District
Fresno Unified School District
Glendale Community College District
Grossmont Union High School District
Hartnell Community College District
Igo, Ono, Platina Union Elementary School District
Lafayette School District
Laguna Beach Unified School District
Lakeside Union Elementary School District
Las Lomitas Elementary School District
Liberty Union High School District
Los Angeles Community College District
Los Angeles County Office of Education
Los Angeles Unified School District
Lowell Joint School District
Luther Burbank Elementary School District
Lynwood Unified School District
Marin Community College District
Menlo Park City Elementary School District
Metropolitan Education District
Mill Valley School District
Mt. San Jacinto Community College District
Napa Community College District
Napa County Office of Education
Orinda Union School District
Palo Alto Unified School Districts
Pleasanton Unified School District
Rancho Santa Fe Elementary School District
Agenda Item #13.2.

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5 Redding Elementary School District
Reed Union School District
Rialto Unified School District
Riverside Community College District
Riverside County Office of Education
Robla Elementary School District
Rocklin Unified School District
Sacramento City Unified School District
Sacramento County Office of Education
San Bernardino City Unified School District
San Diego County Office of Education
San Francisco Unified School District
San Joaquin County Schools
San Joaquin Delta Community College District
San Marcos Unified School District
San Ramon Valley Unified School District
Santa Ana Unified School District
Santa Clara County Schools
Santa Cruz County Office of Education
Santa Monica Community College District
Santa Monica-Malibu Unified School District
Sequoia Union High School District
Shasta County Schools
Shasta Union Elementary School District
Shasta Union High School District
Siskiyou County Office of Education
St. Helena Unified School District
Tamalpais Union High School District
Trinity County Schools
Vacaville Unified School District
West Contra Costa Unified School District
West Valley-Mission Community College District
Western Placer Unified School District
William S. Hart Union High School District
Yreka Union Elementary School District
Yreka Union High School District
Yuba Community College District
State of California
23 Bargaining Units
Superior Courts
Alpine County Superior Court
Amador County Superior Court (CEPPT)
Butte County Superior Court
Calaveras County Superior Court (CEPPT)
Contra Costa Superior Court
Colusa County Superior Court
El Dorado County Superior Court
Glenn County Superior Court
Lake County Superior Court
Lassen County Superior Court
Madera County Superior Court
Mariposa County Superior Court
Modoc County Superior Court
Mono County Superior Court (CEPPT)
Monterey County Superior Court
Napa County Superior Court
Nevada County Superior Court
Placer County Superior Court
Plumas County Superior Court
Riverside County Superior Court
Sacramento County Superior Court
San Bernardino County Superior Court
San Francisco County Superior Court
San Luis Obispo County Superior Court
Santa Clara County Superior Court
Sierra County Superior Court
Santa Cruz County Superior Court
Solano County Superior Court
Sutter County Superior Court
Trinity County Superior Court
Yolo County Superior Court
Yuba County Superior Court
Transportation & Transit Districts
Alameda-Contra Costa Transit District
Alameda Corridor Transportation Authority
Alameda County Transportation Commission
Border Coast Regional Airport Authority
Contra Costa Transportation Authority
El Dorado County Transit Authority (Dual)
El Dorado County Transportation Commission (Dual)
Gold Coast Transit
Livermore/Amador Valley Transit Authority (Dual)
Morongo Basin Transit Authority (Dual)
Napa County Transportation & Planning Agency
Peninsula Traffic Congestion Relief Alliance
Placer County Transportation Planning Agency
Riverside County Transportation Commission
Riverside Transit Agency
Sacramento Regional Transit District
San Diego County Regional Airport Authority
San Francisco Bay Area Water Emergency
Transportation Authority
San Francisco County Transportation Authority
San Mateo County Transit District (Dual)
Santa Barbara Metropolitan Transit District
Santa Cruz County Regional Transportation Commission
(Dual)
Shasta Regional Transportation Agency (Dual)
Southern California Regional Rail Authority
Transportation Authority of Marin (Dual)
Ventura County Transportation Commission
Yolo County Transportation District
Agenda Item #13.2.

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6 Utility Districts
Calaveras Public Utility District
Foresthill Public Utility District
Inverness Public Utility District
Lassen Municipal Utility District
Mojave Public Utility District
North Tahoe Public Utility District (CEPPT)
Northern California Power Agency
Sacramento Municipal Utility District
South Placer Municipal Utility District (Dual)
Tahoe City Public Utility District
Truckee Donner Public Utilities District
Tuolumne Utilities District
Water/Flood Control Districts
Alameda County Water District
Alpine Springs County Water District
Arrowbear Park County Water District (Dual)
Association of California Water Agencies
Bay Area Water Supply & Conservation Agency
Beaumont-Cherry Valley Water District (Dual)
Bella Vista Water District
Byron-Bethany Irrigation District
Calleguas Municipal Water District
Callayomi County Water District (CEPPT)
Carmichael Water District
Carpinteria Valley Water District
Casitas Municipal Water District
Central Basin Municipal Water District
Chino Basin Water Conservation District (CEPPT)
Citrus Heights Water District
Crescenta Valley Water District
Crestline-Lake Arrowhead Water Agency
Cucamonga Valley Water District
Del Paso Manor Water District
Del Puerto Water District
Diablo Water District
East Valley Water District
El Dorado Hills County Water District
El Dorado Irrigation District
Fern Valley Water District (Dual)
Florin Resource Conservation District Elk Grove Water
Works
Helix Water District
Imperial Irrigation District
Indian Wells Valley Water District
Inland Empire Utilities Agency
Kaweah Delta Water Conservation District
Kern County Water Agency
La Puente Valley County Water District
Lakeside Water District
Las Virgenes Municipal Water District
Lower Tule River Irrigation District
Marin Municipal Water District
Merced Irrigation District
Metropolitan Water District of Southern California
Mojave Water Agency
Monte Vista Water District
Moulton Niguel Water District
Nevada Irrigation District
Orchard Dale Water District
Otay Water District
Padre Dam Municipal Water District
Palmdale Water District
Palo Verde Irrigation District
Pico Water District
Pine Cove Water District
Placer County Water Agency
Quartz Hill Water District
Reclamation District #1000
Reclamation District No. 900
Regional Water Authority
Rincon del Diablo Municipal Water District
Rio Alto Water District
Rio Linda Elverta Community Water District
Riverside County Flood Control & Water Conservation
District
Sacramento Suburban Water District
San Benito County Water District
San Bernardino Valley Municipal Water District
San Bernardino Valley Water Conservation District
(Dual)
San Diego County Water Authority
San Dieguito Water District
San Gabriel County Water District
San Gabriel Valley Municipal Water District
San Gorgonio Pass Water Agency
San Juan Water District
San Lorenzo Valley Water District
Santa Ana Watershed Project Authority
Santa Clara Valley Water District
Santa Clarita Valley Water Agency
Santa Fe Irrigation District
Serrano Water District (CEPPT)
Solano County Water District
Soquel Creek Water District
South Coast Water District
South San Joaquin Irrigation District
Stinson Beach County Water District
Sunnyslope County Water District (Dual)
Sweetwater Authority
Sweetwater Springs Water District
Tehachapi-Cummings County Water District
Trabuco Canyon Water District (Dual)
Turlock Irrigation District
Twentynine Palms Water District
United Water Conservation District
Upper San Gabriel Valley Municipal Water District (Dual) Agenda Item #13.2.

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7 Vallecitos Water District
Valley Center Municipal Water District
Valley County Water District
Valley of the Moon Water District
Vista Irrigation District
Water Replenishment District of Southern California
West Basin Municipal Water District
Westborough Water District
Westlands Water District
West Valley Water District
Yorba Linda Water District
Yuba County Water Agency
Yuima Municipal Water District
Other Special Districts
ACWA Joint Powers Insurance Authority
Big Bear City Airport District
Central Marin Police Authority
Cooperative Personnel Services
CSAC Excess Insurance Authority
Golden Sierra Job Training Agency (Dual)
Local Agency Formation Commission - Los Angeles
March Joint Powers Authority
Marin Local Agency Formation Commission
Mojave Air & Space Port
Municipal Pooling Authority
Oxnard Harbor District
Planning & Service Area II Area Agency on Aging
Port of Oakland
Public Agency Risk Sharing Authority of California
Rural County Representatives of California
Sacramento Metropolitan Cable Television Commission
Sacramento Regional Fire/EMS Communication Center
South Bay Regional Public Communications Authority
Special District Risk Management Authority
State Bar of California
Transbay Joint Powers Authority
Agenda Item #13.2.

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City of St. Helena
April 29, 2024
Establishment, Administration, & Management Services
of a Section 115 Trust Pension
Melissa King
Account Executive
2355 Crenshaw Blvd. Suite 200
Torrance CA 90501
813.230.1869
[email protected]
Gail Beal
Senior Vice President
2355 Crenshaw Blvd. Suite 200
Torrance CA 90501
800.444.9995 ext. 3602
[email protected]
Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 1
California License No. 0451271

TABLE OF CONTENTS

1. COVER LETTER/EXECUTIVE SUMMARY..................................................................2

2. FIRM QUALIFICATIONS AND EXPERIENCE...............................................................5

3. CONSULTANT IDENTIFICATION AND TEAM .............................................................9

4. PROPOSED PROJECT WORKPLAN..........................................................................12

5. TOTAL COST AND HOURLY RATES........................................................................18 APPENDICES..................................................................................................................19 APPENDIX 1 ...............................................................................................................20 APPENDIX 2 ...............................................................................................................22 APPENDIX 3 ...............................................................................................................28 Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 2
California License No. 0451271

1. COVER LETTER/EXECUTIVE SUMMARY
April 29, 2024
City of St. Helena
1088 College Avenue
St. Helena, CA 94574
RE: Establishment, Administration, and Management Services of a Section 115 Trust for Pension
Dear Mandy Kellogg:

Keenan is pleased to present to the City of St. Helena, our proposal to provide services for a Section 115 Pension Trust. We look forward to developing a long-term relationship with the City and providing this best-value solution for your pension trust program.

Pension Stabilization Trust (PST) is a Keenan solution that was carefully created in partnership with Benefit Trust Company (BTC). Our team is well experienced and primed to accomplish the Section 115 Trust Fund Administration and Investment Management objectives of public entities such as the City of St. Helena. As a team, Keenan and BTC have more than $1.5 billion under management for OPEB and PST (Section 115) trust solutions.

We are well versed in the legislative constraints and mandates, collective bargaining process, and a wide range of retiree issues affecting public agencies. Keenan's financial consulting services, provided by our Financial Services Division, are designed to assist you in minimizing the impact of pension increases and help you to stabilize your budget.

We have read and agree to comply with all terms and conditions stated in the RFP. We are committed to performing the work within the timeline stated in the RFP. The proposal is a firm and irrevocable offer for 120 days. I, Gail Beal, the undersigned, am authorized to represent Keenan in this matter, am empowered to submit the bid, and authorized to sign a contract with the City. Melissa King, Scott Rankin, and I will be key members of the consulting team. Our contact information is below. A full list of key personnel is included in Section 3 of this proposal.

Name: Gail Beal, Senior Vice President
Address: 2355 Crenshaw Blvd. Suite 200
Torrance, CA 90501
E-mail Address: [email protected]
Phone Number: 800.654.8102 ext. 3602
Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 3
California License No. 0451271
Name: Melissa King, Account Executive
Address: 2355 Crenshaw Blvd. Suite 200
Torrance, CA 90501
E-mail Address: [email protected]
Phone Number: 813.230.1869
Name: Scott W. Rankin, Senior Vice President and
Counsel
Address: 5901 College Blvd, Suite 100
Overland Park, KS 66211
E-mail Address: [email protected]
Phone Number: 913.319.0340
If you have any questions regarding this proposal, please contact Melissa King.

Cordially,
Gail Beal
Senior Vice President

EXECUTIVE SUMMARY
This proposal is presented by Keenan and details our Pension Stabilization Trust (PST) solution, a Section 115 trust and related administration and investment management services. The PST program is administered by Keenan and incorporates critical service components from Benefit Trust Company.

Keenan and Benefit Trust Company have been working together since 2005 to develop and implement sound, efficient solutions for financial solutions related to utilizing Section 115 trusts. Each firm is a leader in the specific functions they support for the PST program. Following are brief details of our team
THE PST SOLUTION: AN OVERVIEW OF OUR VALUE
Unlike other programs that are presented as "similar" solutions, Keenan's Pension Stabilization Trust incorporates some key features:

Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 4
California License No. 0451271
WHAT IS THE PENSION STABILIZATION TRUST?
Our program is:
• Designed to pre-fund pension
costs and reduce GASB 68 Net
Pension Liabilities
• Designed to mitigate long-term
pension volatility
• Designed to provide local control
and investment flexibility
• Section 115 IRS-compliant trust
KEENAN’S PENSION STABILIZATION TRUST

SOLUTION
• Trust assets offset unfunded
pension liabilities
• Discretionary Trustee mitigates
the City's investment liability
• Proprietary risk assessment maximizes return while minimizing risk • Assets are available at any time to pay pension obligations and offset unexpected increases
• Trust is separate from an OPEB trust to protect assets and provide reasonable actuarial results
• Assets are not commingled with other participants, which helps the City of St.

Helena with management, reporting, and auditing requirements Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 5
California License No. 0451271

2. FIRM QUALIFICATIONS AND EXPERIENCE
The proposal should state the size of the Firm, the size of the Firm’s staff, the location of the office from which the work on this engagement is to be performed.

PST TEAM PROFILES
KEENAN
Keenan provides a full range of insurance and financial services products and administration capabilities to meet the needs of public entities. Keenan has been creating tailored programs for public entities for over 50 years. Keenan maintains a network of seven (7) offices with over 700 employees. Keenan’s corporate offices are located at:

Keenan & Associates Corporate Offices
2355 Crenshaw Blvd., Suite 200
Torrance, CA 90501
The individuals who would serve as the City’s points of contact are listed in Section 3 of this proposal.

BENEFIT TRUST COMPANY
Benefit Trust Company is a leading national provider of trust, custody, and fiduciary services for company retirement and benefit plans, banks, public entities, and registered investment advisors. Unlike many trust companies serving institutional clients, Benefit Trust Company was founded to specifically address the requirements and guidelines for establishing Employee Benefit trusts. BTC’s address is:

Benefit Trust Company
5901 College Blvd, Suite 100
Overland Park, KS 66211
The individuals who would serve as the City’s points of contact are listed in Section 3 of this proposal.

Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 6
California License No. 0451271
For the Firm’s office assigned responsibility for the Section 115 Trust for Pension Services, list the most significant engagements (maximum of 5) performed in the last five (5) years that are similar in organizational type, size and complexity to the engagement described in this request for proposal. These engagements should show experience with local governments establishing, administering, and management services of a Section 115 Trust for Pension. Indicate the scope of work, date engagement partners, total hours, and the name and telephone number of the principal client contact and, if available, a link to the final published report.

SECTION 115 TRUST CLIENTS
Keenan has been offering Section 115 trusts in partnership with Benefit Trust Company since 2005. Currently, 65 agencies are participating in a Section 115 Trust program by Keenan. As a team, BTC and Keenan have over $1.5 billion in assets under management for our Section 115 Trusts.

Following is a list of these agencies.

Municipalities and Special Districts
Carpinteria Sanitary District City of Millbrae
Central Marin Fire Authority City of Oceanside
City of Berkeley City of San Marcos
City of Carpinteria County of Butte
City of Chico Palos Verdes Library District
City of Folsom Town of Corte Madera
City of La Mirada Town of Hillsborough
City of Lincoln
Community College Districts
Antelope Valley Ohlone
Chabot Las Positas Rio Hondo
Chaffey San Bernardino
Citrus San Jose Evergreen
Coast San Mateo County
Compton Sierra Joint
Contra Costa South Orange County
El Camino Ventura County
Long Beach Victor Valley
North Orange County West Kern
Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 7
California License No. 0451271
K-12 Districts
Antioch USD Pajaro Valley USD
Beaumont USD Pittsburg USD
Fontana USD Riverside USD
Fountain Valley SD Santa Maria Joint Union HSD
Los Alamitos USD Val Verde USD
Orange USD Victor Valley UHSD
California State University Multiple Employers Auxiliaries CSU AUX VEBA General CSU - Long Beach Foundation
ASI - Cal Poly Pomona Humboldt State University Center
ASI - CSU Dominguez Hills Loker Student Union
ASI - CSU Long Beach Santos Manuel Student Union
ASI - CSU Los Angeles Tower Foundation - SJSU
ASI - CSU Northridge University Enterprises Inc. CSU
Sacramento
ASI - CSU San Bernardino University Enterprises Inc. CSU San Bernardino
ASI - CSU San Luis Obispo University Student Union of SJSU Auxiliary Services Corp. - CSU Fullerton University Student Union, CSU L.A.

Cal Poly Pomona FNDTN VEBA University Student Union – CSULB CSU - Dominguez Hills Foundation Forty Niner Shop CSULB

REFERENCES
Following are references for the City’s review. All of these clients are participating in a program from the team outlined in this proposal, which utilizes a Section 115 trust.

Name of Client: Town of Corte Madera
Client Address: 300 Tamalpais Dr.

Corte Madera, CA 94925
Client Contact Name & Title: Adam Wolff
Corte Madera Town Manager
Client Contact Phone Number: 415-927-5050
E-Mail: [email protected]
Scope of Work: Section 115 Trust Services
Project Date: Est. Trust in December 2017
Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 8
California License No. 0451271
Name of Client: City of Berkeley
Client Address: 1947 Center Street
Berkeley, CA 94704
Client Contact Name & Title: Henry Oyekanmi
Director of Finance
Client Contact Phone Number: 510-981-7200
E-Mail: [email protected]
Scope of Work: Section 115 Trust Services
Project Date: Est. Trust in August 2020
Name of Client: City of La Puente
Client Address: 15900 Main Street
La Puente, CA 91744
Client Contact Name & Title: Troy Grunklee
Director of Administrative Services
Client Contact Phone Number: 626-855-1500
E-Mail: [email protected]
Scope of Work: Section 115 Trust Services
Project Date: Est. Trust in February 2021
Name of Client: Butte County
Client Address: 25 County Center Drive, Ste 200
Oroville, CA 95965
Client Contact Name & Title: Denise Baldwin
Senior Management Analyst
Client Contact Phone Number: 560-552-3349
E-Mail: [email protected]
Scope of Work: Section 115 Trust Services
Project Date: Est. Trust in October 2019
Name of Client: Town of Hillsborough
Client Address: 1600 Floribunda Avenue
Hillsborough, CA 94010
Client Contact Name & Title: Jan Cooke
Finance Director
Client Contact Phone Number: 650-375-7408
E-Mail: [email protected]
Scope of Work: Section 115 Trust Services
Project Date: Est. Trust in February 2019
Agenda Item #13.2.

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City of St. Helena Response to RFP for Establishment, Administration, & April 29, 2024 Management Services of a Section 115 Trust for Pension Keenan & Associates 9
California License No. 0451271

3. CONSULTANT IDENTIFICATION AND TEAM
The Firm shall identify the principal supervisory and management staff, including engagement partners, managers, other supervisors, and specialists, who would be assigned to the rate study. The Firm should also provide information on direct Section 115 Trust for Pension services experience, including the scope of services requested by the City, of each person, and information on relevant continuing professional education for the past three (3) years and membership in professional organizations relevant to the performance of this service.

Day-to-Day service will be provided by Roslyn Washington; however, the City will have access to all of the account team members identified below, as needed. Following are the Key Personnel that would provide services to the City of St. Helena.

Keenan – Program Coordinator / Administrator
• Melissa King– Account Executive
• Gail Beal – Senior Vice President
• Roslyn Washington – Assistant Vice President
• Alden Yi – Assistant Vice President
Benefit Trust Company – Discretionary Trustee
• Scott W. Rankin – Senior Vice President and Counsel
The Firm should provide as much information as possible, including resumes, regarding the number, qualifications, experience, and training of the specific staff to be assigned to this agreement. The Firm should also indicate how the quality of staff over the term of the agreement will be assured.

Key Personnel Bios are included below. At a minimum, we have legislative and regulatory training annually and updates are provided quarterly, ensuring the quality of staff over the term of the agreement. All personnel are required to maintain appropriate licenses and certifications; many of these certifications require continuing education on a regular basis.

Keenan – Program Coordinator / Administrator Bios
Melissa King – Account Executive
Melissa King joined Keenan in 2022 with more than five years of experience in public sector retirement planning. As Account Executive for Municipal Employee Benefits Practice, Melissa lends her prior industry experience from U.S. BENCOR/MidAmerica and PwC to provide clients a holistic review and customized consultations of employee Agenda Item #13.2.

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benefit and retirement planning strategies while focusing on turnkey cost-saving solutions.

Melissa graduated from Smith College in Massachusetts and earned her Master of Business Administration from the University of South Florida's Muma College of Business with concentrations in Finance and Leadership.

Gail Beal – Senior Vice President
Gail is based in Keenan's Torrance office and is primarily responsible for sales of Keenan Financial Services' products. Gail manages Keenan's Futuris Investment Trust for GASB compliance, as well the Pension Stabilization Trust.

Gail joined Keenan in 1991 as a retirement counselor and worked extensively with early retirement plans offered by school districts and community colleges. She joined the firm permanently in 1994 when she assumed responsibility for the APPLE Plan, the company's FICA alternative. Gail's ability to establish relationships with district personnel and assess the needs of their districts has been a valuable asset to the department. Gail majored in English, attending Gonzaga University and California State University, Long Beach. She is currently pursuing an MBA with an emphasis on marketing and plan administration.

Roslyn Washington – Assistant Vice President
Roslyn is responsible for assisting with all administrative duties as it relates to the implementation of the APPLE, SERP, PST, and Futuris plans. Roslyn joined Keenan in 2007 as a Technical Analyst with eight (8) years of experience as an Account Manager specializing in Key-Man Life, Disability, and Long-Term Care insurance. She also brings with her over 18 years of Marketing and Administrative experience. Her current title with Keenan Financial Services is Assistant Vice President.

Roslyn holds a Master of Business Administration, with a concentration in Healthcare, a Bachelor of Science degree in Business Management and a Legal Secretary degree.

Roslyn is an expert at handling all service-related details and is the primary account manager for all OPEB & Pension Trust clients.

Alden Yi – Assistant Vice President
Alden Yi has been with Keenan since 2015 and has more than eight years of experience in the financial service and insurance industry. As Assistant Vice President, Alden ensures the success all of Keenan’s financial services solutions including CompleteCare, SERP, HRA, APPLE, and Futuris programs. Prior to joining Keenan, Alden worked for MullinTBG, a Prudential Retirement Company administering Executive Non-Qualified Deferred Compensation plans.

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Alden holds a Series 6, 63, and California Insurance License. He received his Bachelor of Arts in Economics with a minor in Finance from the University of California San Diego
Benefit Trust Company – Discretionary Trustee Bios
Scott W. Rankin – Senior Vice President and Counsel
Scott earned his Bachelor of Arts in Business Administration in 1984 and his Juris Doctorate in 1986, both from the University of Missouri – Kansas City. He began his career in the trust industry 1987 with a primary emphasis on the fiduciary aspects of ERISA qualified retirement trust administration. Scott has 25 years of experience handling ERISA matters and has assisted clients with GASB 43, 45, 68, 74, & 75 compliance since the rules' inception.

Scott assists in the design, implementation and legal compliance of many different types of employee plans, and has consulted with both very large and very small private as well as public employers regarding the fiduciary issues surrounding plan sponsorship. Scott recently served as a member of the Steering Committee of the Greater Kansas City Employee Benefits Institute, and is a member of the ESOP Association, and the Missouri and Kansas Bar Associations.

Engagement partners, managers, other supervisory staff, and specialists may be changed if those personnel leave the Firm, are promoted, or are assigned to another office. These personnel may also be changed for other reasons with the express prior written permission of the City of St. Helena. However, in either case, the City of St. Helena reserves the right to approve or reject replacements. This shall also apply to the consultants and firm specialists mentioned in response to this request for proposal.

Other personnel may be changed at the discretion of the Firm provided that replacements have substantially the same or better qualifications or experience and there is continuity of key staff to ensure an efficient process.

We acknowledge and agree to the personnel change provisions outlined in the RFP proposal.

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4. PROPOSED PROJECT WORKPLAN

1. Provide a plan as to how you will administer the requested services outlined in this RFP.

In today's ever-evolving financial landscape, public agencies face an increasing challenge when it comes to managing pension obligations for their employees. Pension plans represent a critical component of employee compensation and are essential for attracting and retaining qualified personnel in the public sector. However, the rising costs and potential volatility associated with pensions can put significant strain on a public agency's general budget, leading to potential deficits and fiscal instability. To address this challenge and ensure fiscal responsibility, public agencies are turning to an effective solution: the pension stabilization trust.

A pension stabilization trust is a prudent and forward-thinking financial strategy adopted by public agencies to safeguard their long-term financial health. By setting up such a trust, an agency can segregate a portion of its surplus funds and invest them with the goal of generating long-term returns. These returns can then be used to mitigate the impact of pension expenses on the agency's general budget, ensuring that critical services and programs are not compromised due to excessive pension obligations.

One of the primary benefits of a pension stabilization trust is risk reduction. By creating a separate fund to manage pension assets, the agency can shield itself from short-term market fluctuations. Instead of relying solely on the general budget to cover pension obligations during turbulent economic times, the trust can act as a buffer, providing a stable source of funding. This stability helps insulate the agency from drastic budgetary fluctuations and allows for better long-term planning and allocation of resources.

The use of a pension stabilization trust is a prudent and responsible approach for public agencies to navigate the challenges posed by rising pension costs. By creating a separate fund to manage pension assets, agencies can minimize the impact of pension obligations on their general budget, reduce financial risk, and take advantage of enhanced investment opportunities. Embracing this strategy reflects a commitment to fiscal responsibility, ensuring the long-term sustainability of the agency and its ability to fulfill its mission of serving the public efficiently and effectively. We are confident that our PST solution provided by the Keenan team addresses the needs of the City of St. Helena outlined in the RFP.

2. Describe the firm’s approach and timeframes to completing the services described in Section III. Scope of Services.

City Council approval of Pension Stabilization Trust
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WEEK 1: SCHEDULE IMPLEMENTATION MEETING WITH PST TEAM
Milestone 1
• Follow implementation process of determining risk profile • Assign member and alternate to Trust Board of Authority • Execute Participant Agreement indicating the desired portfolio • Execute Member Agreement (if applicable)
Milestone 2
• City completes Signature Authorization and Internet Access Forms • City representatives receive confirmation of Trust Account being established and Account Number(s)
• Keenan provides Remittance and Withdrawal Forms
WEEK 1-2: FUNDING THE PENSION TRUST ACCOUNT
Milestone 3
• City faxes or emails Remittance Form to Benefit Trust Company and Keenan • City wires funds to Benefit Trust Company
• Benefit Trust Company invests funds immediately

3. Describe the firm’s approach to onboarding and transitioning a new client.

Our account team meets with the necessary stakeholders to ensure that the City is aware of all necessary steps as outlined in the timeline above. We are accessible to you at any point in time during the transition/implementation as well as the entire term of the contract. Since the PST structure is an already-established program, there is minimal necessary onboarding/transition steps.

Automated infrastructure for onboarding PST clients has long been established. Once a signed Participation Agreement is received funds may be received as soon as an account number is established. Funds received will be immediately deposited into the City's own separate account and trades for initial investment will be entered by the next business day. The City will have 24/7 access to its account to view investment holdings, transactions, statements, performance and more at https://secure.btpassport.com.

4. Include thorough discussions of methodologies you believe are essential to accomplishing this project including your firm’s philosophy, including your approach to managing Section 115 trust programs. Please address the following questions in the response:

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a. What are your approaches to rebalancing or reallocating asset classes, styles, and sectors? How do you add value in this process?
The portfolio is designed to achieve the desired rate of return while minimizing risk, and therefore the portfolio has a unique asset allocation based on both long-term strategic market data and shorter-term tactical market conditions. The asset allocation is reviewed and optimized, and portfolios are re-balanced as needed, but no less than yearly.

As experts providing this service to public agencies, we add value through our knowledge of first-hand experience supporting clients just like the City of St. Helena. b. Describe the investment options available. Please provide 1, 3, and 5-year return history and underlying expense ratios for each fund/portfolio. Do your total portfolio returns comply with Global Investment Performance Standards? Upon selecting the Pension Stabilization Trust, we will meet with the appropriate City officials to understand the specific goals, risk tolerance, required rate of investment return, and time horizon. This discussion will provide the necessary guidance to assist in selecting the portfolio that meets your needs. PST provides the opportunity for each client to choose their own asset allocation mix from a list of six options based upon their own assessment of these factors:
• Fixed Income – 100% fixed income securities
• Conservative – 16% equity securities, 84% fixed income securities • Moderate – 33% equity securities, 67% fixed income securities • Moderate Growth – 45% equity securities, 55% fixed income securities • Growth – 61% equity securities, 39% fixed income securities • Aggressive Growth – 76% equity securities, 24% fixed income securities Once selected, these portfolios will be managed to within +/- 5% of the ranges listed above at the discretion of the Trustee.

In Appendix 1, we have included the annualized return history for our six portfolios and the underlying expenses ratios for each portfolio.

We do not claim compliance with GIPS® standards, as the standards do not apply to client performance reporting of Section 115 Trusts. Our policies and procedures concerning client performance reporting reflect a cross-section of several independent organizations, including the Investment Management Consultant Association, which incorporates aspects of the CFA Institute’s GIPS® standards in their own reporting standards.

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c. How are portfolios managed (e.g. by team, individual manager)? The final selection of all Section 115 Trust investments is the sole responsibility of Benefit Trust Company in its capacity as Discretionary Trustee. Benefit Trust Company has served clients in this capacity since its inception in 2002. To this end, Benefit Trust Company utilizes the services of Morgan Stanley as a subcontractor to provide to BTC: model portfolios, asset allocation guidance, investment searches and, if requested, hypothetical performance reporting of model portfolios to BTC. The model portfolios are thoroughly screened by Benefit Trust Company’s Trust Investment Committee prior to approval for use in our clients’ trust portfolios. d. Describe your firm’s in-house technical and research capabilities. Are outside sources used by the firm on a regular basis?
Morgan Stanley’s process begins first with structure built around BTC’s request for Model Portfolios. With asset allocation advice informed by Morgan Stanley Wealth Management’s (MSWM) Global Investment Committee and supported by MSWM’s capital markets expertise, MSWM collaborates internally to develop custom portfolio construction advice. MSWM approaches manager research as a portfolio construction exercise, seeking managers and vehicles that facilitate holistic portfolio advice and align with BTC’s mission and objectives. A hallmark of MSWM is the primary research performed on investment managers which emphasizes on-site operational and investment due diligence. MSWM believes evaluating an appropriate blend of both qualitative and quantitative factors allows it to make the most intelligent decision about the potential future success of an investment manager. In addition, MSWM possesses a proprietary database and search engine that houses information on thousands of investment managers and provides the ability to dig deeper into any investment manager once the search has been narrowed to those that MSWM believes to be the most compelling investment options to consider for inclusion into MSWM’s research universe. MSWM organizes its manager research group according to asset classes and strategies. Across MSWM, there are more than 300 investment professionals and research on more than 4,300 traditional and alternative investment strategies.

MSWM does not rely on recent past performance as the overarching positive filter.

Rather, MSWM’s process emphasizes longer manager histories and performance through multiple cycles in order to seek those with an identifiable investment edge. At times, the managers MSWM recommends can be, underperforming within a current cycle, at the time of the search. MSWM has often found that the best manager retention decisions occurred when clients were willing to engage a manager at a time of underperformance (meaning over a 1, 2, or potentially 3-year period). e. What technical analysis (if any) do you use?
The Graystone Consulting Team, as a subcontractor to BTC, leverages their Global Investment Manager Analysis (GIMA) Team and their proprietary algorithm Agenda Item #13.2.

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employing more than 80 quantitative and qualitative factors to support the selection of investment managers.
f. Briefly describe your firm’s investment management philosophy, including your approach to managing governmental portfolios.

Graystone Consulting, a business of Morgan Stanley Smith Barney, will be a subcontractor for Benefit Trust Company (BTC). Graystone Consulting will provide the following services to BTC: Asset Allocation Guidance, Investment Searches, and if requested, Hypothetical Performance Reporting of Model Portfolios to BTC.

Leveraging MSWM’s Global Investment Manager Analysis team (GIMA), there are three interlocking lists of approved managers from which MSWM selects their Model Portfolios:
• Approved List. The Approved List identifies managers that MSWM’s due diligence team believes meet acceptable due diligence standards and, in turn, make them appropriate recommendations to investors. Managers under review have passed a process that examines a variety of factors known to influence manager quality.
• Focus List. The Focus List identifies managers in which MSWM’s analysts have a high degree of confidence, meaning that such managers have the potential to outperform the appropriate market benchmark or a respective peer group over a longer period, typically defined as a term greater than three years.

The analysts make these determinations following a second, more intensive quantitative and qualitative review process.
• Tactical Opportunities List. The Tactical Opportunities List identifies managers from the Approved and Focus Lists that MSWM’s manager analysis team believes may benefit from expected market trends, such as outperformance by a particular asset class, style, or factor. These managers may have the potential to deliver above-average performance over a short period, typically defined as a term of less than three years.

5. Identify the staff who would be assigned to each task, including sub-consultants and sub-contractors.

We have identified the staff who would be assigned to each task in Section 3 of this proposal.

Graystone Consulting, a business of Morgan Stanley Smith Barney, will be a subcontractor for Benefit Trust Company (BTC). Graystone Consulting will provide the following services to BTC: Asset Allocation Guidance, Investment Searches, and if requested, Hypothetical Performance Reporting of Model Portfolios to BTC.

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6. List any necessary equipment, training, or installation services required.

Keenan's Pension Stabilization Trust program uses a multi-employer Section 115 trust that is already established. To participate, the City of St. Helena would need to execute the Participation Agreement (see Appendix 2). If the City wants to participate in the Trust's board, the City would also have to execute the Member Agreement included in Appendix 3.

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5. TOTAL COST AND HOURLY RATES
The proposal should contain all pricing information related to establishing, administering, and management services of a Section 115 Trust for Pension as described in this request for proposal. The total all-inclusive maximum cost to be proposed is to contain all direct and indirect costs including all out-of-pocket expenses.

Following please find the fee schedule for Keenan’s Pension Stabilization Trust.

There are no additional fees for the services detailed in this proposal. Fees are deducted from trust assets at the basis points (bps) indicated in chart above.

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APPENDICES
Appendix 1 PST Performance Report
Appendix 2 PST Participation Agreement
Appendix 3 PST Member Agreement
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Appendix 1

PST PERFORMANCE REPORT
Agenda Item #13.2.

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Performance(%)
Quarter
To
Date
YTD 1
Year
3 Years
5 Years
10 Years
Since
Inception
Inception
Date
BTC Model Portfolios
Fixed Income Portfolio -0.4 -0.4 3.5 -2.5 0.8 2.0 3.7 06/30/2008 Bloomberg US Aggregate -0.8 -0.8 1.7 -2.5 0.4 1.5 2.8
Conservative Portfolio 1.0 1.0 6.7 -1.4 2.2 2.8 4.3 06/30/2008 15% ACWI / 85% BL Agg 0.5 0.5 4.7 -1.0 2.0 2.7 3.6
Moderate Portfolio 2.4 2.4 10.3 -0.2 3.9 4.0 5.0 06/30/2008 30% ACWI / 70% BL Agg 1.9 1.9 7.9 0.4 3.7 3.8 4.4
Moderate Growth Portfolio 3.5 3.5 12.9 0.7 5.1 5.0 5.5 06/30/2008 45% ACWI / 55% BL Agg 3.2 3.2 11.0 1.9 5.3 4.9 5.1
Growth Portfolio 4.8 4.8 16.3 1.8 6.4 5.9 6.0 06/30/2008 60% ACWI / 40% BL Agg 4.6 4.6 14.3 3.3 6.9 6.0 5.8
Aggressive Growth Portfolio 6.2 6.2 19.7 2.8 7.9 7.0 6.5 06/30/2008 75% ACWI / 25% BL Agg 5.9 5.9 17.6 4.7 8.4 7.0 6.4
BTC Model Portfolios
Annualized Performance Summary
As of March 31, 2024
Returns are net of mutual fund management fees, and gross of pension stabilization trust fees (30 bps).

Expense
Ratios

0.38 0.42

0.46 0.48

0.52 0.55 Agenda Item #13.2.

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Appendix 2

PST PARTICIPATION AGREEMENT
Agenda Item #13.2.

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1 PENSION STABILIZATION TRUST FOR CALIFORNIA MUNICIPALITIES

PARTICIPATION AGREEMENT
THIS PARTICIPATION AGREEMENT is entered into by the undersigned California public entity (the “Adopting Entity”) and Benefit Trust Company, a Kansas corporation, as Trustee (the “Trustee”) of the Pension Stabilization Trust for California Municipalities (the “Trust”), effective as of the date specified on the signature page (the “Effective Date”), with reference to the following:

A. The Board of Authority (the “Board”) of the Trust has established the Trust to help California Municipalities stabilize the funding of their pension benefit liabilities by creating a secure vehicle to hold assets pending their contribution to a pension plan in satisfaction of a public entity’s funding obligation. The Trust is intended to qualify as a trust arrangement that is tax exempt under applicable guidance and procedures under Section 115 of the Internal Revenue Code.

B. The Adopting Entity has adopted a pension plan for its eligible employees (the “Plan”) to which the Adopting Entity is required to make regular contributions. To the extent the Adopting Entity may from time to time have excess funds, a portion of which can be used to prefund contributions to the Plan, the Adopting Entity desires to have a secure trust to which it may contribute such funds and to have the trust hold such pre-funding contributions.

C. In order to participate in the Trust, the Adopting Entity must be a public entity in the State of California and must enter into this Participation Agreement (the “Agreement”).

NOW, THEREFORE, the Adopting Entity and the Trustee agree as follows:

1. Participation. The undersigned Adopting Entity agrees to all of the provisions, terms and conditions of the Trust and agrees to participate in the Trust in accordance with the terms of this Agreement. The Adopting Entity agrees to cooperate in providing any information reasonably required by the Trustee or the Board to administer the Trustee properly.

2. Representations of Adopting Entity. The Adopting Entity makes the following representations and warranties, and acknowledges that the Trustee is relying on these representations in entering into this Agreement:
(a) The Adopting Entity is a public entity within the State of California under the California Constitution and applicable sections of the Government Code. (b) By executing this Agreement, the Adopting Entity acknowledges that it has determined that the Trust is appropriate for the pre-funding of a portion of its pension liabilities under the Plan.

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2 (c) The Plan has been adopted by all necessary action of the governing body of the Adopting Entity and remains in full force and effect, in compliance with all applicable legal requirements.
(d) The adoption of this Agreement has been approved by all necessary action of the Adopting Entity’s governing body and the person signing this Agreement on its behalf is authorized to do so.
(e) Neither the execution and delivery of this Agreement by the Adopting Entity, nor compliance by the Adopting Entity with any of the provisions hereof, nor the consummation of the transactions contemplated hereby, will result in a default, or give rise to any right of termination, cancellation or acceleration, under any term, condition or provision of any agreement or other instrument or obligation to which the Adopting Entity is a party or by which it or any of its properties or assets may be bound.
(f) The Adopting Entity has received a copy of the Pension Stabilization Trust Agreement (the “Trust Agreement”), is aware of the terms and conditions thereof and agrees that in the event of any conflict between the terms of the Trust and this Agreement, the terms of the Trust will control.
(g) The Adopting Entity has not received any legal, accounting or investment advice from the Trustee, the Board or their representatives. The Adopting Entity acknowledges that it has had the opportunity to consult with independent legal counsel regarding this Agreement and the Trust.

3. Administration Fees. The Trustee will allocate reasonable fees for administration to each Adopting Entity’s account in the Trust in accordance with the fee schedule established from time to time with the Board of Authority. Such fees shall not exceed 0.30% (30 basis points) per annum on the value of the assets held in the Account. Fees will be collected monthly directly from the Account.

4. Responsibility for Legal Compliance. The Adopting Entity acknowledges that the Trustee will not be responsible for compliance with any obligations or to enforce any obligations the Adopting Entity may have under the Plan. All such compliance shall be the responsibility of the Adopting Entity.

5. Indemnification. The Adopting Entity agrees to indemnify and hold harmless the Trust, the Trustee and the Board from any and all liabilities and losses, including attorneys' fees, arising out of the claim by any person for damages caused by or resulting from the failure of the Adopting Entity to comply with the provisions of the Plan, the Trust or applicable requirements of federal or state law.

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3 6. Amendment and Termination.
(a) This Agreement and the Declaration of Trust constitute the entire agreement of the parties concerning the Adopting Entity’s participation in the Trust. This Agreement may be amended only through a written document executed by the Trustee and the Adopting Entity. (b) The Agreement may be terminated by the Adopting Entity by providing 90 days written notification of its intent to terminate its participation in the Trust; provided that upon such a termination, none of the assets held in the Trust for contribution to the Plan shall be returned or otherwise made available to the Adopting Entity for any purpose other than for reimbursement for contributions paid to said Plan. The Adopting Entity may however direct upon termination that the balance of its Account be delivered to the trustee of a similar trust with similar withdrawal restrictions as the Trust.
(c) The Trust may be terminated in accordance with the provisions of the Trust Agreement.
(d) The Adopting Entity’s rights and obligations under this Agreement cannot be assigned without the written consent of the Trustee.

7. Right to Rely.
(a) The Adopting Entity acknowledges that the Trustee will rely upon any representations that it or any of its authorized representatives make to the Board. (b) The Adopting Entity hereby designates the persons identified on the signature page of this Agreement as the persons authorized to represent the Adopting Entity in connection with matters regarding the Adopting Entity’s participation in the Trust and the disbursement of funds from the Trust (the “Authorized Representative”), and agrees that the Board and the Trustee may rely upon the representations of the Authorized Representative until and unless notified in writing that this person is no longer authorized to represent the Adopting Entity in this manner. Any such notice must identify a new person who will serve as the Adopting Entity’s Authorized Representative.

8. General Provisions.
(a) Any notice required under this Agreement shall be in writing and shall be furnished to the recipient at the addresses provided separately by the parties, unless the recipient has provided the sender with notice of a change of address. (b) This Agreement shall be governed by the laws of the State of California. (c) The failure of the Trustee to seek redress for violation of or to insist upon the strict performance of any provision of the Agreement shall not be deemed a waiver and will not prevent a subsequent act, which would have originally constituted a violation, from having the effect of an original violation. The rights and remedies provided in this Agreement are cumulative Agenda Item #13.2.

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4 and the use of any right or remedy does not limit the Trustee’s right to use any or all other remedies.

All rights and remedies in this Agreement are in addition to any other legal or equitable rights that the Trustee may have.
(d) Every provision of the Agreement is intended to be severable. If any term or provision hereof is invalid for any reason whatsoever, its invalidity will not affect the validity of the remainder of the Agreement.
(e) This Agreement may be executed in any number of counterparts with the same effect as if all parties hereto had all signed the same document. All counterparts shall be construed together and shall constitute one agreement.
(f) Unless the context requires otherwise, the use of a feminine pronoun includes the masculine and the neuter, and vice versa, and the use of the singular includes the plural, and vice versa.
(g) The headings used in this Agreement are provided for convenience and are not intended to be a part of this Agreement or to influence the interpretation of the terms of this Agreement. This Agreement shall not be construed on the basis of which party drafted the Agreement or a particular provision thereof.

9. Selection of Model Portfolio. The Adopting Entity has reviewed its tolerance for risk and its requirements for the investment of the Account, and has also reviewed the model portfolios offered by the Trustee. Solely and by virtue of this review, the Adopting Entity hereby directs the Trustee to invest the assets of the Account in accordance with the following model portfolio with its commensurate approximate target asset allocation, understanding that the target asset allocation will vary from time to time based upon market fluctuations, and that model portfolio asset allocations may be adjusted +/- 5% from time to time at the discretion of the Trustee:

CHECK ONE:
□ Fixed Income (100% fixed income securities)
□ Conservative (16% equity securities, 84% fixed income securities) □ Moderate (33% equity securities, 67% fixed income securities) □ Moderate Growth (45% equity securities, 55% fixed income securities) □ Growth (61% equity securities, 39% fixed income securities) □ Aggressive Growth (76% equity securities, 24% fixed income securities) The Adopting Entity understands and agrees that the Trustee shall be under no duty to question the prudence of the model portfolio the Adopting Entity directs, and shall have no liability for any loss of any kind which may result by reason of the inherent volatility of the asset allocation directed. Once the Adopting Entity has directed the Account to be invested pursuant to a model portfolio as listed above the Trustee will assume discretionary authority and responsibility for its management.

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5 The Adopting Entity may change the designation of the model portfolio to be utilized by executing an amendment to this section 9 of the Participation Agreement. Said amendment will go into effect upon the acknowledgement of receipt by the Trustee.

10. List two Individuals appointed as Authorized Representatives:
___________________________________
___________________________________
IN WITNESS WHEREOF, the parties have executed this Agreement as of ____________, 20___.

Adopting Entity:
___________________________________
Signature: _____________________________
Name: _______________________________
Title: ________________________________

BENEFIT TRUST COMPANY,

TRUSTEE FOR THE PENSION

STABILIZATION TRUST FOR

CALIFORNIA MUNICIPALITIES
By:
__________________________________
Scott W. Rankin, Senior Vice President
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Appendix 3

PST MEMBER AGREEMENT
Agenda Item #13.2.

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12526547.5

PENSION STABILIZATION TRUST FOR CALIFORNIA MUNICIPALITIES

BOARD OF AUTHORITY MEMBER AGREEMENT
WHEREAS, the Board of Authority of the Pension Stabilization Trust for California Municipalities (the “PST”) adopted the Trust; and
WHEREAS, the PST allows up to one Member of the Board of Authority to be appointed by each Adopting Entity; and
WHEREAS, the Member must sign a written acceptance and agree to administer the PST; and WHEREAS, the Member’s written acceptance must be in a form satisfactory to the Board of Authority; NOW, THEREFORE, the Adopting Entity, the Member and the Board of Authority agree as follows:

Section 1:

Appointment as Member: The Board hereby confirms the appointment by the [agency name] of _________________________, as Member, pursuant and subject to the terms and conditions of the PST.

Section 2:

Acceptance as Member: _________________________ hereby accepts his or her appointment as Member pursuant and subject to the terms and conditions of the PST and agrees to administer the PST.

IN WITNESS WHEREOF, the duly authorized parties hereto have executed this Agreement as of___________________, 20___.

Adopting Entity:
__________________________________
Signature: _______________________________
Name: ______________________________
Title: ________________________________

CHAIRMAN OF THE BOARD OF THE

PENSION STABILIZATION TRUST FOR

CALIFORNIA MUNICIPALITIES
Signature: ______________________________
Name: _________________________________
Title: __________________________________

ACCEPTANCE AS MEMBER
Signature: _______________________________
Name:

Agenda Item #13.2.

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City of st. helena
PARS 115 Trust –Pension Rate Stabilization Program (PRSP) February 11, 2025
Agenda Item #13.2.

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City of st. helena 2
Contacts
Ryan Nicasio, CEBS
Senior Vice President
(800) 540-6369 x134
[email protected]
4350 Von Karman Avenue, Suite 100
Newport Beach, CA 92660
(800) 540-6369
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City of st. helena 3
Pars 115 Trust Team
Trust Administrator & Consultant*
41 Years of Experience
(1984-2025)
2,000+
Plans under
Administration
1,000+
Public Agency
Clients
$9.3B
Assets under
Administration
Investment Manager
• A division of U.S. Bancorp Asset Management, Inc.
• Fixed income and multi asset portfolios
• Active and passive platform options
• Customized portfolios (with minimum asset level)
40+
Years of Investment
Experience
(As of 9/30/2024)
$249B+ *
Assets under Management
& Advisement
Trustee
• 5th largest commercial bank and one of the
nation’s largest trustees for Section 115 trusts
• Safeguard plan assets
• Oversight protection as plan fiduciary
• Custodian of assets
162
Years of Experience
(1863-2025)
$11.0T
Assets under
Administration
500+
115 Trust Clients
• Serves as record-keeper, consultant,
and central point of contact
• Sub-trust accounting
• Coordinates all agency services
• Monitors plan compliance
(IRS/GASB/State Government Code)
• Processes contributions/disbursements
• Hands-on, dedicated support teams
500 K+
Plan Participants
*Please see disclosures at the end of this presentation * See important information regarding PARS in the Disclaimer page at the end of the presentation.

Agenda Item #13.2.

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City of st. helena 4
115 Trust clients (500+) including:

COUNTIES
Contra Costa
Napa
Solano
Sonoma
Updated February 2025

CITIES & TOWNS
Alameda
Atherton
Benicia
Brisbane
Burlingame
Colma
Cupertino
Daly City
Dublin
El Cerrito
Emeryville
Fairfax
Fairfield
Foster
Gilroy
Half Moon Bay
Healdsburg
Hercules
Livermore
Los Altos Hills
Monterey
Morgan Hill
Napa
Novato
Oakley
Orinda
Pacifica
Palo Alto
Piedmont
Pinole
Pittsburg
Pleasant Hill
Pleasanton
Redwood City
Richmond
Rio Vista
Rohnert Park
Ross
San Anselmo
San Leandro
San Pablo
San Ramon
Santa Clara
Sausalito
Seaside
Tiburon
Vallejo
Woodside
Yountville
Bodega Bay Public Utilities District
California Joint Powers Risk Mgmt Authority
Calistoga Joint Unified School District
Campbell Union High School District
Central Contra Costa Sanitary District
Central Contra Costa Transit Authority
Estero Municipal Improvement District
Hayward Area Recreation & Park District
Housing Authority of the Co. of Contra Costa
Housing Authority of the Co. of Santa Cruz
Marin Community College District
Metropolitan Transportation Commission
Mid-Peninsula Water District
Monterey Peninsula CCD
Monterey One Water
Moraga-Orinda Fire Protection District
Municipal Pooling Authority
Napa County Mosquito Abatement District
Napa Valley Unified School District
Pebble Beach Community Services District
River Delta Unified School District
San Bruno Park School District
San Mateo Consolidated Fire Department
San Mateo Co. Mosquito & Vector Control Dist.

Santa Cruz Regional 9-1-1 JPA
Sonoma County Office of Education
Southern Marin Fire Protection District
Superior Court of CA, Co. of Marin
Superior Court of CA, Co. of San Mateo
Union Sanitary District
West Bay Sanitary District
West County Wastewater District
West Valley-Mission CCD
Zone 7 Water Agency
OTHER BAY AREA CLIENTS:

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City of st. helena 5
Subaccounts
Pension assets can be divided by
dept., bargaining group, or cost
center
Assets in the PARS Section 115
Trust can be used to address
unfunded liabilities.

Financial Stability
Choice of 5 risk tolerance
levels or custom strategy
Flexible Investing
As assets grow, lower fee rates
will be reached on tiered
schedule – saving money
Anytime Access Economies-of-Scale
Trust funds are available
anytime for Pension-related
expenses
No set-up costs, no minimum
annual contribution amounts,
and no fees until assets are added.

No Set Up Cost or Minimums
Pension Rate Stabilization Program
Prefund Pension (PRSP) GASB 68
Pension
Reimburse Agency; or
Pay retirement system
Assets can be used to: General Fund
PARS IRS-Approved Section 115 Trust
Prefund
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City of st. helena 6
PARS Pension Rate
Stabilization Program
for prefunding pension obligations
The
Agenda Item #13.2.

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City of st. helena 7
• Since 2015, GASB 68
has required disclosing
Net Pension Liability on financial
statements as a line item on the
balance sheet
• Before the concept of pension
prefunding, the only way to
reduce retirement system
unfunded liabilities was to send
additional contributions in
excess of annual required
employer contributions
• Pension trust prefunding
assets can be transferred to
the retirement system at the
Agency’s direction, which can
help offset future rate increases
(i.e., pension rate stabilization).

Background – Pension
CalPERS Changes
CalPERS has announced changes directly
affecting unfunded liability amounts and
employer contributions:

Lowering of Discount Rate 1
CalPERS lowered the
discount rate from 7.0% to 6.8%.

The impact is reflected in the
June 30, 2021 valuation reports.

Shortened Amortization Period 2
New actuarial liabilities are
amortized over 20 years instead of
30, increasing required annual
employer contribution amounts*

7.0%

6.8%
30 years
20 years
2 5-year ramp up in payments beginning
FY 15-16 with full impact in FY 19/20.
1 Contributions from policy changes beginning
FY 23-24.

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City of st. helena 8
Combined Miscellaneous
& Safety Groups *
Valuation as of
June 30, 2022
Valuation as of
June 30, 2023
Change
Actuarial Liability $54.7 M $57.9 M 5.8% ↑
Assets $39.3 M $41.7 M 6.1% ↑
Unfunded Liability $15.4 M $16.3 M 5.2% ↑
Funded Ratio 71.8% 71.9% 0.2% ↑
Employer Contribution Amount $1.6 M $1.9 M 16.4% ↑
(FY 23-24) (FY 24-25)
Employer Contribution Amount – Projected *
---
$2.8 M 47.6% ↑
(FY 30-31)
Pension Funding Status
As of June 30, 2023, City of St. Helena’s CalPERS pension plan is funded as follows:
* Data through 2030-31 from Agency’s latest CalPERS actuarial valuation.

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City of st. helena 9
Why Prefund Pension Obligations?
Complete Local Control over Assets
Agency has complete control over assets, including contributions, disbursements and the timing, amount, and risk tolerance level of investments

1. Pension Rate Stabilization
Assets can be transferred to the retirement system at the Agency’s direction, potentially reducing/eliminating large fluctuations in employer contribution amounts

2. Rainy Day Fund
Emergency source of funds when employer revenues are strained in difficult budgetary or economic times

3. Diversification
Allows for investment flexibility and offers the potential for assets to earn greater returns than the general fund; spread the risk vs. sending additional money to CalPERS

4. Agenda Item #13.2.

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City of st. helena 10

1. Input Phase
– Target discount rate
– Risk tolerance
– Investment philosophy
– Asset allocation
– Timing on use of funds

2. Model Portfolios 3. Dedicated Portfolio Manager/
Investment Specialist
– Makes recommendation
– Fiduciary responsibility
– Investment policy statement
– Periodic reviews
– Cell phone access
Strategy Equity 10-YR Returns*
Capital Appreciation 65-85% 7.78%
Balanced 50-70% 6.92%
Moderate 40-60% 6.05%
Moderately Conservative 20-40% 4.32%
Conservative 5-20% 7.78%
vs. LAIF 0% 1.69%**
Simple Investment Approach
*10-Year Active Portfolio annualized returns as of December 31, 2024 (Gross of Investment Management Fees, but Net of Embedded Fund Fees). Please see complete Investment Strategy Sheets for more information. **Avg. LAIF apportionment rate (released quarterly) over the 10-Year period ending December 31, 2024 Please see important additional disclosures to the PARS portfolios included in the individual strategy fact sheets.

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City of st. helena 11
Plan Set-Up Fee: Ongoing Fees Paid to U.S. Bank:

None 0.35% for assets under $5 million

0.25% for assets $5-10 million

0.20% for assets $10-15 million

0.15% for assets $15-50 million

0.10% for assets over $50 million
Program Fees
Plan Set-Up Fee: Ongoing Fees:

None 0.25% for assets $0-10 million

0.20% for assets $10-15 million

0.15% for assets $15-50 million

0.10% for assets over $50 million
Trust Administration/Consulting Fees *
Discretionary Trustee/Investment Management Fees **
* PARS does not receive any compensation from the investments or any commissions, back-end loads, or any other forms of compensation. ** Subject to change due to rebalancing. Additional information on U.S. Bancorp Asset Management, Inc. and a description of its fees are described in its ADV which is available on the SEC’s website at www.adviserinfo.sec.gov. Fees charged by U.S. Bank National Association N.A. as Discretionary Trustee/Investment Management are based on individual agency assets. U.S. Bank N.A. compensates the sub-adviser for these services from its own fees, as detailed above. See disclosures at the end of this presentation for more information.

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City of st. helena 12
Why take this step?

1. Smooths out pension rate volatility

2. Offers hedge against inflation

3. Provides a fiscal tool in your financial toolbox

4. Prepares today for tomorrow’s pension realities
Questions?
Agenda Item #13.2.

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Disclosures Disclaimer
The views expressed within this material constitute the perspective and judgment of U.S. Bancorp Asset Management, Inc. (USBAM) at the time of distribution and are subject to change. Any forecast, projection, or prediction of the market, the economy, economic trends, and equity or fixed-income markets are based upon current opinion as of the date of issue and are also subject to change. Opinions and data presented are not necessarily indicative of future events or expected performance. Information contained herein is based on data obtained from recognized statistical services, issuer reports or communications, or other sources, believed to be reliable. No representation is made as to its accuracy or completeness.

PFM Asset Management (PFMAM) serves clients in the public sector and is a division of U.S. Bancorp Asset Management, Inc. which is the legal entity providing investment advisory services. U.S. Bancorp Asset Management, Inc. is a registered investment adviser, a direct subsidiary of U.S. Bank N.A. and an indirect subsidiary of U.S. Bancorp. U.S. Bank N.A. is not responsible for and does not guarantee the products, services, or performance of U.S. Bancorp Asset Management, Inc.

Public Agency Retirement Services (“PARS”) is a third-party and not affiliated with PFMAM, USBAM or U.S. Bank. PARS serves as the trust administrator to the Public Agencies Post-Employment Benefits Trust, Public Agencies Post-Retirement Health Care Plan Trust, and the Public Agency Retirement System Trust (the “Trusts”). U.S. Bank N.A. serves as the discretionary trustee to the Trusts. In its capacity as discretionary trustee, U.S. Bank N.A. delegates the investment management of the Trusts to its affiliate USBAM through a sub-advisory agreement. PARS is serviced by PFMAM, a division of USBAM.

U.S. Bank N.A. pays the sub-adviser up to 67% of the annual management fee for assets sub-advised under its sub-advisory agreement with U.S. Bank N.A. Refer to your U.S. Bank N.A. fee schedule for investment management fees applied to your specific portfolio. U.S. Bank N.A. compensates the sub-adviser for these services from its own fees.

NOT FDIC INSURED : NO BANK GUARANTEE : MAY LOSE VALUE
For Institutional Investor or Investment Professional Use Only – This material is not for inspection by, distribution to, or quotation to the general public.

Assets under management as of 6/30/2024 represent the assets managed by PFM asset Management LLC (PFMAM). As of 10/1/2024 PFMAM and U.S. Bancorp Asset Management, Inc. (USBAM) formerly separately registered investment advisers consolidated into one legal entity and one registered investment adviser with the SEC, with USBAM as the continuing legal entity and registered investment adviser.

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