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016-14 - Resolution - Invest City Funds in WA State Local Government Investment PoolIntroduced by: City Treasurer Requested by: Council Finance Committee Drafted by: Language Office of the State Treasurer Adopted: June 24, 2014 RESOLUTION NO. 016-14 A RESOLUTION OF THE CITY OF PORT ORCHARD, WASHINGTON PROVIDING AUTHORITY TO INVEST CITY FUNDS IN THE WASHINGTON STATE LOCAL GOVERNMENT INVESTMENT POOL. WHEREAS, pursuant to Chapter 294, Laws of 1986, the Legislature created a trust fund to be known as the public funds and investment account (commonly referred to as the Local Government Investment Pool (LGIP)) for the contribution and withdraw of money by an authorized governmental entity for purposes of investment by the Office of the State Treasurer; and WHEREAS, from time to time it may be advantageous to the City of Port Orchard to contribute funds available for investment in the LGIP; and WHEREAS, the investment strategy for the LGIP is set forth in its policies and procedures; and WHEREAS, any contributions or withdrawals to or from the LGIP made on behalf of the City of Port Orchard shall be first duly authorized by the City Council or any designee of the Council pursuant to this Resolution or a &ubsequent Resolution; and WHEREAS, the City will cause to be filed a certified copy of said Resolution to the Office in the State Treasurer; and WHEREAS, the City Council and any designee appointed by the Council with authority to contribute or withdraw funds of the City has received and read a copy of the prospectus and understands the risks and limitations of investing in the LGIP; and WHEREAS, the City attests by the signature of the Mayor that it is duly authorized and empowered to enter into this agreement, to direct the contribution or withdrawal of City monies, and to delegate certain authority to make adjustments to the incorporated transactional forms, the individuals designated herein. NOW, THEREFORE, THE CITY COUNCIL OF THE CTIY OF PORT ORCHARD, WASHINGTON HEREBY RESOLVES AS FOLLOWS: Section 1. Authorization. The City of Port Orchard does hereby authorize the contribution and withdrawal of City monies in the LGIP in the manner prescribed by law, rule, and prospectus and that the City has approved the Local Government Investment Pool Transaction Authorization Form (Form) Resolution No. 016-14 Page 2 of 3 to be completed by the City Treasurer and incorporates said Form as Exhibit "A" to this Resolution by reference and does hereby attest to its accuracy. Section 2. Delegation of Authority. The City Council designates the City Treasurer as the authorized individual to authorize all amendments, changes, or alterations to the Form or any other documentation including the designation of other individuals to make contributions and withdrawals on behalf of the City. This delegation ends upon the written notice, by any method set forth in the prospectus, of the governing body that the authorized individual has been terminated or that his or her delegation has been revoked. The Office of the State Treasurer shall rely solely on the City to provide notice of such revocation and is entitled to rely on the authorized individual's instructions until such time as said notice has been provided. Section 3· Effective Period. The Form as incorporated into this Resolution or hereafter amended by delegated authority, or any other documentation signed or otherwise approved by the authorized individual shall remain in effect after revocation of the authorized individual's delegated authority, except to the extent that the authorized individual whose delegation has been terminated shall not be permitted to make further withdrawals or contributions to the LGIP on behalf of the City. No amendments, changes, or alterations shall be made to the Form or any other documentation until the entity passes a new Resolution naming a new authorized individual; and Section 4· Incorporation of Prospectus. The City Council acknowledges that his has received, read, and it understood the prospectus as provided by the Office of the State Treasurer and incorporates said prospectus as Exhibit "B" to this Resolution. In addition, the City agrees that a copy of the prospectus will be provided to any person delegated or otherwise authorized to make contributions or withdrawals into or out of the LGIP and that said individuals will be required to read the prospectus prior to making any withdrawals or contributions or any further withdrawals or contributions if authorizations are already in place. Section 5· Ratification. Any act consistent with the authority and prior to the effective date of this Resolution is hereby ratified and affirmed. Section 6. Severability. The provisions of this Resolution are declared separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion of this Resolution or the invalidity of the application thereof to any person or circumstance, shall not affect the validity of the remainder of the Resolution, or the validity of the application to other persons or circumstances. Resolution No. 016-14 Page 3 of 3 Section 7· Effective Date. The Resolution shall become effective immediately upon adoption and signature as provided by law. PASSED by the City Council of the City of Port Orchard, SIGNED by the Mayor and attested by the Clerk in authentication of such passage this 24th day of June 2014. LOCAL GOVERNMENT INVESTMENT POOL TRANSACTION AUTHORIZATION FORM Exhibit "A" Please fill out this form completely, including any existing information, as this form will ~=::.= Name ofEntity: City of Port Orchard Mailing Address: Fax Number: 360-895-7023 City of Port Orchard 216 Prospect Street E-mai l Contact: MLS@cityofpmtorchard.us Pmt Orchard, W A 98366 Do you wish to have your monthly LGIP statements faxed to the number listed above? Please note-if you choose to receive statements via fax, you will not receive another copy via U.S. mail. D YES, please fax statements D No, please send statements via U.S. mail Bank account where funds will be wired when a withdrawal is requested. (Note· Funds will not be transferred to any account other than that listed) Bank Name: Branch Location: Bank Routing Number: The City Treasurer will provide this information on the completed Authorization Form . Account Number: Account Name: Persons authorized to make deposits and withdrawals for the entity listed above. Name Title Signature Telephone Number City Treasurer Designee(s) appointed by City Treasurer B sv s12nature b I eow, I ·r I certny h . d am aut onze to represen tth . ft f I e IDS I U IOU a1 fi th en~ or e _jlUI]lOSe 0 fth" t f IS ransac 1on. (Authorized SiKilature) (Title) (Date) (Pri11t Authorizetl SiKnature) (E-mail At/dress) (Telephone number) Any changes to these instructions must be submitted in writing to the Office of the State Treasurer. Please mail this form to the address listed below: O FFICE OF THE STATE TREAS URER LOCAL GOVERNMENT INV ESTM ENT POOL POBox40200 Date Received: I I ---- Fund Number: ------ (for LGIP use only) OLYMPIA, W A 98504-0200 FAX: (360) 902-9044 State of Washington ) County of ) ss Signed or attested before me by _________ _ Dated this_ day of _____ , 20_. SEAL OR STAMP Signature of Notary Typed or printed name of Notary Notary Public in and for the State of Wash. My appointment expires: _______ _ LOCAL GOVERNMENT INVESTMENT POOL Prospectus January 2014 Exhibit "8" James L. Mcintire Washington State Treasurer Contents I. The LGIP 3-4 II. Local Government Investment Pool-Money Market Fund 4-9 Ill. Management 9 IV. Miscellaneous 9-10 2 I. The LGIP The Local Government Investment Pool (the "LGIP") is an investment pool of public funds placed in the custody of the Office of the Washington State Treasurer (the "State Treasurer") for investment and reinvestment as defined by RCW 43 .250.020. The purpose of the LGIP is to allow eligible governmental entities to participate with the state in the investment of surplus public funds, in a manner that optimizes liquidity and return on such funds. In establishing the LGIP, the legislature recognized that not all eligible governmental entities are able to maximize the return on their temporary surplus funds, and therefore it provided a mechanism whereby they may, at the ir option, utilize the resources of the State Treasurer to maximize the potential of their surplus funds while ensuring the liquidity of those funds . The State Treasurer has established a sub-pool within the LGIP whose shares are offered by means of this Prospectus: The LGIP-Money Market Fund (the "LGIP-MMF" or the "Fund"). The State Treasurer has the authority to establish additional sub -pools in the future. The Fund offered in this Prospectus seeks to provide current income by investing in high-quality, short term money market instruments. These standards are specific to the Fund, as illustrated in the following table . The LGIP-MMF offers daily contributions and withdrawals . FUND SNAPSHOT The table below provides a summary comparison of the Fund's investment types and sensitivity to interest rate risk. This current snapshot can be expected to vary over time. Fund Investment Types Maximum Dollar-Weighted LGIP-Money Market Fund Current Investments (as of November 1, 2013) Fees and Expenses Cash Bank Deposits US Treasury bills Repurchase agreements US Government agency obligations Average Matunty for LGIP-MMF 60 days Administrative Fee. The State Treasurer charges pool participants a fee representing administration and recovery costs associated with the operation of the Fund. The administrative fee accrues daily from pool participants' earnings prior to the earnings being posted to their account. The administrative fee will be paid monthly. In the event that there are no earnings, the administrative fee will be deducted from principal. The chart below illustrates the operating expenses of the LGIP-MMF for past years, expressed in basis points as a percentage of fund assets . 3 Local Government Investment Pooi-MMF Operating Expenses by Fiscal Year (in Basis Points) 2006 2007 2008 2009 2010 2011 2012 2013 Total Operating Expenses 1.12 0.96 0.84 0.88 0.64 0.81 0.68 0.87 (1 basis point= 0 .01%) Because most of the expenses of the LGIP-MMF are fixed costs, the fee (expressed as a percentage of fund assets) will be affected by : (i) the amount of operating expenses; and (ii) the assets of the LGIP -MMF. The table below shows how the fee (expressed as a percentage of fund assets) would change as the fund assets change , assuming an annual fund operating expenses amount of $800,000. Fund Assets Total Operating Expenses (in Basis Points) $6 .0 bn 1.33 $8.0 bn 1.0 $10.0 bn .80 Portfolio Turnover: The Fund does not pay a commission or fee when it buys or sells securities (or "turns over" its portfolio). However, debt securities often trade with a bid/ask spread . Consequently, a higher portfolio turnover rate may generate higher transaction costs that could affect the Fund's performance. II. Local Government Investment Pool -Money Market Fund Investment Objective The LGIP-MMF will seek to effectively maximize the yield while maintaining liquidity and a stable share price of $1. Principal Investment Strategies The LGIP-MMF will seek to invest primarily in high-quality, short term money market instruments . Typically, at least 55% of the Fund's assets will be invested in US government securities and repurchase agreements collateralized by those securities . The LGIP-MMF means a sub-pool of the LGIP whose investments will primarily be money market instruments . The LGIP-MMF will only invest in eligible i nvestments permitted by state law. The LGIP-MMF will not be an SEC-registered money market fund and will not be required to follow SEC Rule 2a-7. Investments of the LGIP -MMF will conform to the LGIP Investment Policy, the most recent version of which will be posted on the LGIP website and will be available upon request. Principal Risks oflnvesting in the LGIP·Money Market Fund Counterparty Credit Risk. A party to a transaction involving the Fund may fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategies. Interest Rate Risk. The LGIP-MMF's income may decline when interest rates fall. Because the Fund's income is based on short-term interest rates, which can fluctuate significantly over short periods, income risk is expected to be high. In addition, interest rate increases can cause the price of a debt security to decrease and even lead to a loss of principal. 4 Liquidity Risk. Liquidity risk is the risk that the Fund will experience significant net withdrawals of Fund shares at a time when it cannot find willing buyers for its portfolio securities or can only sell its portfolio securities at a material loss. Management Risk. Poor security selection or an ineffective investment strategy could cause the LGIP-MMF to underperform relevant benchmarks or other funds with a similar investment objective . Issuer Risk. The LGIP -MMF is subject to the risk that debt issuers and other counterparties may not honor their obligations. Changes in an issuer's credit rating (e.g., a rating downgrade) or the market's perception of an issuer's creditworthiness could also affect the value of the Fund's investment in that issuer . The degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation. Also, a decline in the credit quality of an issuer can cause the price of a money market security to decrease . Securities Lending Risk and Reverse Repurchase Agreement Risk. The LGIP-MMF may engage in securities lending or in reverse repurchase agreements. Securities lending and reverse repurchase agreements involve the risk that the Fund may lose money because the borrower of the Fund's securities fails to return the securities in a timely manner or at all or the Fund's lending agent defaults on its obligations to indemnify the Fund, or such obligations prove unenforceable . The Fund could also lose money in the event of a decline in the value of the collateral provided for loaned securities or a decline in the value of any investments made with cash collateral. Risks Associated with use of Amortized Cost. The use of amortized cost valuation means that the LGIP-MMF's share price may vary from its market value NAV per share. In the unlikely event that the State Treasurer were to determine that the extent of the deviation between the Fund's amortized cost per share and its market-based NAV per share may result in material dilution or other unfair results to shareholders, the State Treasurer may cause the Fund to take such action as it deems appropriate to eliminate or reduce to the extent practicable such dilution or unfair results. An investment in the LGIP-MMF is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of investments at $1 per share, pool participants could lose money by investing in the LGIP·MMF. There is no assurance that the LGIP·MMF will achieve its investment objective. Performance The following information is intended to address the risks of investing in the LGIP-MMF . The information illustrates changes in the performance of the LGIP-MMF's shares from year to year. Returns are based on past results and are not an indication of future performance. Updated performance information may be obtained on our website at www.tre .wa.gov or by calling the LGIP toll-free at 800-331-3284. 5 6.00% 5.00% 4.00% 3.00% 2.00% 1.00% 0.00% -1.00% -2 .00% -3.00% Fiscal Year-by-Year Returns: Net Yield Local Government Investment Pool 5.21% 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Local Government Investment Pool-Money Market Fund Average Accrued Net Yield 1 Year 0 .17% 3 years 0 .19% 5 years .52% 10 years 1.94% Transactions: LGIP-MMF General Information The minimum transaction size (contributions or withdrawals) for the LGIP-MMF will be five thousand dollars. The State Treasurer may, in its sole discretion, allow for transactions of less than five thousand dollars. Valuing Shares The LGIP -MMF will be operated using a net asset value (NAV) calculation based on the amortized cost of all securities held such that the securities will be valued at their acquisition cost, plus accrued income, amortized daily. The Fund's NAV will be the value of a single share . NAV will normally be calculated as of the close of business of the NYSE, usually 4:00p.m. Eastern time. If the NYSE is closed on a particular day, the Fund will be priced on the next day the NYSE is open. 6 NAV will not be calculated and the Fund will not process contributions and withdrawals submitted on days when the Fund is not open for business. The time at which shares are priced and until which contributions and withdrawals are accepted is specified below and may be changed as permitted by the State Treasurer. To the extent that the LGIP-MMF's assets are traded in other markets on days when the Fund is not open for business, the value of the Fund's assets may be affected on those days. In addition, trading in some of the Fund's assets may not occur on days when the Fund is open for business. Transaction Limitation The State Treasurer reserves the right at its sole discretion to set a minimum and/or maximum transaction amount from the LGIP-MMF and to limit the number of transactions, whether contribution, withdrawal, or transfer permitted in a day or any other given period of time. The State Treasurer also reserves the right at its sole discretion to reject any proposed contribution, and in particular to reject any proposed contribution made by a pool participant engaged in behavior deemed by the State Treasurer to be abusive of the LGIP-MMF. A pool participant may transfer funds from one LGIP-MMF account to another subject to the same time and contribution limits as set forth in WAC 210.10.060. Contributions Pool participants may make contributions to the LGIP-MMF on any business day. All contributions will be effected by electronic funds transfer to the account of the LGIP-MMF designated by the State Treasurer. It is the responsibility of each pool participant to pay any bank charges associated with such electronic transfers to the State Treasurer. Failure to wire funds by a pool participant after notification to the State Treasurer of an intended transfer will result in penalties. Penalties for failure to timely wire will be assessed to the account of the pool participant responsible. Notice. To ensure same day credit, a pool participant must inform the State Treasurer of any contribution over one million dollars no later than 9 a.m. on the same day the contribution is made. Contributions for one million dollars or less can be requested at any time prior to 10 a.m. on the day of contribution. For all other contributions over one million dollars that are requested prior to 10 a.m., a pool participant may receive same day credit at the sole discretion of the State Treasurer. Contributions that receive same day credit will count, for earnings rate purposes, as of the day in which the contribution was made. Contributions for which no notice is received prior to 10:00 a.m. will be credited as of the following business day. Notice of contributions may be given by calling the Local Government Investment Pool {800-331-3284) OR by logging on to State Treasurer's Treasury Management System ("TMS"). Please refer to the LGIP-MMF Operations Manual for specific instructions regarding contributions to the LGIP-MMF. Direct deposits from the State of Washington will be credited on the same business day. Pricing. Contribution requests received in good order will receive the NAV per unit of the LGIP-MMF next determined after the order is accepted by the State Treasurer on that contribution date. Withdrawals Pool participants may withdraw funds from the LGIP-MMF on any business day. Each pool participant shall file with the State Treasurer a letter designating the financial institution at which funds withdrawn from the LGIP-MMF shall be deposited (the "Letter''). This Letter shall contain the name of the financial institution, the location of the financial institution, the account name, and the account number to which funds will be deposited. This Letter shall be signed by local officials authorized to receive and disburse funds, as described in WAC 210-10-020. 7 Disbursements from the LGIP-MMF will be effected by electronic funds transfer. Failure by the State Treasurer to wire funds to a pool participant after proper notification to the State Treasurer to disburse funds to a pool participant may result in a bank overdraft in the pool participant's bank account . The State Treasurer will reimburse a pool participant for such bank overdraft penalties charged to the pool participant's bank account. Notice . In order to withdraw funds from the LGIP-MMF, a pool participant must notify the State Treasurer of any withdrawal over one million dollars no later than 9 a.m . on the same day the withdrawal is made. Withdrawals for one million dollars or less can be requested at any time prior to 10 a .m . on the day of withdrawal. For all other withdrawals from the LGIP-MMF over one million dollars that are requested prior to 10 a.m., a pool participant may receive such withdrawal on the same day it is requested at the sole discretion of the State Treasurer. No earnings will be credited on the date of withdrawal for the amounts withdrawn. Notice of withdrawals may be given by calling the Local Government Investment Pool (800-331 -3284) OR by logging on to TMS. Please refer to the LGIP-MMF Operations Manual for specific instructions regarding withdrawals from the Fund. Pricing. Withdrawal requests with respect to the LGIP-MMF received in good order will receive the NAV per unit of the LGIP-MMF next determined after the order is accepted by the State Treasurer on that withdrawal date. Suspension of Withdrawals. If the State Treasurer has determined that the deviation between the Fund's amortized cost price per share and the current net asset value per share calculated using available market quotations (or an appropriate substitute that reflects current market conditions) may result in material dilution or other unfair results, the State Treasurer may, if it has determined irrevocably to liquidate the Fund, suspend withdrawals and payments of withdrawal proceeds in order to facilitate the permanent termination of the Fund in an orderly manner. The State Treasurer will distribute proceeds in liquidation as soon as practicable, subject to the possibility that certain assets may be illiquid, and subject to subsequent distribution, and the possibility that the State Treasurer may need to hold back a reserve to pay expenses. The State Treasurer also may suspend redemptions if the New York Stock Exchange suspends trading or closes, if US bond markets are closed, or if the Securities and Exchange Commission declares an emergency. If any of these events were to occur, it would likely result in a delay in the pool participants' redemption proceeds . The State Treasurer will notify pool participants within five business days of making a determination to suspend withdrawals and/or irrevocably liquidate the fund and the reason for such action. Earnings and Distribution LGIP-MMF Daily Factor The LGIP-MMF daily factor is a net earnings figure that is calculated daily using the investment income earned (excluding realized gains or losses) each day, assuming daily amortization and/or accretion of income of all fixed income securities held by the Fund, less the administrative fee . The daily factor is reported on an annualized 7-day basis, using the daily factors from the previous 7 calendar days. The reporting of a 7-day annualized yield based solely on investment income which excludes realized gains or losses is an industry standard practice that allows for the fair comparison of funds that seek to maintain a constant NAV of $1.00. LGIP-MMF Actual Yield Factor The LGIP-MMF actual yield factor is a net daily earn i ngs figure that is calculated using the total net earnings including realized gains and losses occurring each day, less the administrative fee . 8 Dividends The LGIP-MMF's dividends include any net realized capital gains or losses, as well as any other capital changes other than investment income, and are declared daily and distributed monthly. Distribution The total net earnings of the LGIP-MMF will be declared daily and paid monthly to each pool participant's account in which the income was earned on a per-share basis. These funds will remain in the pool and earn additional interest unless withdrawn and sent to the pool participant's designated bank account as specified on the Authorization Form. Interest earned will be distributed monthly on the first business day of the following month. Monthly Statements and Reporting On the first business day of every calendar month, each pool participant will be sent a monthly statement which includes the pool participant's beginning balance, contributions, withdrawals, transfers, administrative charges, earnings rate, earnings, and ending balance for the preceding calendar month. Also included with the statement will be the monthly enclosure. This report will contain information regarding the maturity structure of the portfolio and balances broken down by security type . III. Management The State Treasurer is the manager of the LGIP-MMF and has overall responsibility for the general management and administration of the Fund. The State Treasurer has the authority to offer additional sub-pools within the LGIP at such times as the State Treasurer deems appropriate in its sole discretion . Administrator and Transfer Agent. The State Treasurer will serve as the administrator and transfer agent for the Fund . Custodian. A custodian for the Fund will be appointed in accordance with the terms of the LGIP Investment Policy . IV. Miscellaneous Limitation of Liability All persons extending credit to, contracting with or having any claim against the Fund offered in this Prospectus shall look only to the assets of the Fund that such person extended credit to, contracted with or has a claim against, and none of (i) the State Treasurer, (ii) any subsequent sub-pool, (iii) any pool participant, fu1 the LGIP, or M the State Treasurer's officers, employees or agents (whether past, present or future), shall be liable therefor. The determination of the State Treasurer that assets, debts, liabilities, obligations, or expenses are allocable to the Fund shall be binding on all pool participants and on any person extending credit to or contracting with or having any claim against the LGIP or the Fund offered in this Prospectus . There is a remote risk that a court may not enforce these limitation of liability provisions . 9 Amendments This Prospectus and the attached Investment Policy may be amended from time to time . Pool participants shall receive notice of changes to the Prospectus and the Investment Policy. The amended and restated documents will be posted on the State Treasurer website: www .tre .wa .gov . Should the State Treasurer deem appropriate to offer additional sub-pools within the LGIP, said sub-pools will be offered by means of an amendment to this prospectus. LGIP-MMF Contact Information Internet: www.tre .wa.gov Treasury Management System/TMS Phone: 1-800-331-3284 (within Washington State) Mail: Office of the State Treasurer Local Government Investment Pool PO Box 40200 Olympia, Washington 98504 FAX: 360-902-9044 10