Oil & Gas Investment Board

CITY OF MANISTEE OIL AND GAS INVESTMENT BOARD MEETING OF JANUARY 15, 2016 There will be a meeting of the Oil and Gas Investment Board held on Friday, January 15, 2016 at 12:00 p.m. in the Second Floor Conference Room, City Hall, 70 Maple Street, Manistee, Michigan 49660. AGENDA I. ROLL CALL. II. OLD BUSINESS. a.) None III. NEW BUSINESS. a.) Approval of Minutes from October 16, 2015 b.) Investment Advisor Update and Commentary c.) Annual Spending Rule Calculation d.) Annual Review of Bylaws e.) Annual Membership Roster Update IV. PUBLIC COMMENT. VI. ADJOURN. c. Colleen Kenny, Chair Eric Gustad, Council Representative Ed Bradford, Vice-Chair Doug Parkes Steve Brower Thad Taylor, City Manager George Saylor, City Attorney Woody Uible, Investment Advisor  OIL AND GAS INVESTMENT BOARD MINUTES OF OCTOBER 16, 2015 The City of Manistee Oil and Gas Investment Board held a regular meeting on Friday, October 16, 2015 in the Second Floor Conference Room, City Hall, 70 Maple Street, Manistee, Michigan 49660. Meeting was called to order by Chair Colleen Kenny at 12:05 p.m. MEMBERS PRESENT: Colleen Kenny, Steve Brower, Ed Bradford MEMBERS ABSENT: Doug Parkes, Ben Bifoss, Eric Gustad OTHERS PRESENT: City Attorney George Saylor OLD BUSINESS None. NEW BUSINESS Minutes - Minutes from the July 17, 2015 meeting were reviewed. MOTION by Steve Brower, second by Ed Bradford to accept the minutes and place them on file. All in favor - motion carried. Investment Advisor Update and Commentary – Woody Uible and Troy Snider participated via conference call and presented the Investment Update as of September 30, 2015. Information in the report included Market Review and Outlook, Asset Allocation, Fixed Income Characteristics, Equity Sector Allocation, and Portfolio Performance. Mr. Uible discussed value dropping from peak of ten million to nine million as of September 30, 2015. Explained drop was due to market decline and recent City withdrawal of spending rule allocation and additional $83,000 for roads. Questions and comments by board members were responded to. Discussion on whether the Feds will raise interest rates. Discussion on Setting Meeting Dates for 2016 – Board discussed quarterly meeting dates for 2016. Other meetings can be scheduled as necessary. MOTION by Ed Bradford, second by Steve Brower to schedule 2016 meeting dates as follows: January 15, April 15, July 15, and October 14. All in favor – motion carried and meeting dates will be posted. OIL AND GAS BOARD MINUTES – OCTOBER 16, 2015 PAGE 1  PUBLIC COMMENTS Ed Bradford commented that this was the first investment report received that showed a significant decline. Not a huge concern but shows what affect market fluctuations can have. ADJOURNMENT / NEXT MEETING Next regular meeting is scheduled for Friday, January 15, 2016 at 12 p.m. in the Second Floor Conference Room, City Hall. MOTION to adjourn by Steve Brower, second by Ed Bradford at 12:45 p.m. DRAFT - cl Cynthia Lokovich, CAP-OM Recording Secretary c. Manistee City Council Board Members R. Ben Bifoss, Interim City Manager George Saylor, City Attorney OIL AND GAS BOARD MINUTES – OCTOBER 16, 2015 PAGE 2 City of Manistee Oil and Gas Investment Board Spending Rule Calculation as of December 31, 2015 for fiscal year budget 2016-2017 Period Ending Total Schwab City Loan Quarter # 3/31/2013 $ 9,461,952 $ 8,532,847 $ 810,567 $ 118,538 1 6/30/2013 $ 9,778,418 $ 8,540,535 $ 844,863 $ 393,020 2 9/30/2013 $ 9,683,925 $ 8,885,343 $ 405,562 $ 393,020 3 12/31/2013 $ 10,304,482 $ 9,480,536 $ 443,069 $ 380,877 4 3/31/2014 $ 10,035,115 $ 9,577,149 $ 77,089 $ 380,877 5 6/30/2014 $ 10,409,785 $ 9,915,187 $ 113,721 $ 380,877 6 9/30/2014 $ 10,049,672 $ 9,661,022 $ 7,773 $ 380,877 7 12/31/2014 $ 10,072,328 $ 9,663,199 $ 40,640 $ 368,489 8 3/31/2015 $ 10,089,664 $ 9,669,506 $ 51,670 $ 368,489 9 6/30/2015 $ 10,078,339 $ 9,650,263 $ 59,588 $ 368,489 10 9/30/2015 $ 8,994,951 $ 8,617,305 $ 9,157 $ 368,489 11 12/31/2015 $ 9,309,047 $ 8,918,283 $ 67,397 $ 323,367 12 Twelve Quarter Average $ 9,855,640 4.0% Spending Rule $ 394,226  OIL AND GAS INVESTMENT BOARD BYLAWS Section 1. Name and Establishment. The City of Manistee, by Ordinance duly adopted has established an Oil and Gas Investment Board for the purpose of segregating, preserving and investing all oil, gas and related hydrocarbon royalty income to the City of Manistee. The name of this Board shall be the OIL AND GAS INVESTMENT BOARD of the City of Manistee. Section 2. Oil and Gas Investment Board. There is hereby created an Oil and Gas Investment Board who is vested with the general administration, management and responsibility for the investment of oil and gas revenues to the City of Manistee. The Oil and Gas Investment Board shall consist of five members, as follows: (A) Mayor - The Mayor of the City of Manistee shall automatically be a member of and Chair of the Oil and Gas Investment Board. (B) The Mayor shall, with the approval of the City Council, appoint two either elected or appointed officials of the City of Manistee, for two (2) year terms. (C) The Mayor shall, with the approval of the City Council, appoint two members, not elected or appointed City Officials, to four (4) year staggered terms. (D) Vacancy - Any vacancy occurring on the Oil and Gas Investment Board shall be filled as provided in Sections (A), (B) and (C) above stated. (E) The City Manager shall be a non-voting Ex-Officio member of the Oil and Gas Investment Board. (F) The City Attorney shall act as Legal Counsel for the Oil and Gas Investment Board. Section 3. Regular Meetings. Regular meetings of the Oil and Gas Investment Board shall be held from time to time to evaluate the funds’ investments. In no event shall there be less than four (4) meetings per year. Regular meetings shall be held in City Hall or such place as shall be affirmatively designated by the Chair of the Oil and Gas Investment Board. Meeting times and locations shall be posted and open to the public with time set aside at each meeting to receive public comment. All actions taken by the Board shall be recorded by the Secretary and filed with the Manistee City Clerk. All meetings and Board business shall comply with the Open Meetings Act of the State of Michigan. Meetings can be cancelled by the Chair, if there are no agenda items, or if it is predetermined that a quorum will not be present. Section 4. Special Meetings. Special meetings of the Oil and Gas Investment Board may be called by or at the request of the Chair or any two members. Meetings shall be held after due notice to all members. Bylaws - Oil and Gas Investment Board Page 2 Section 5. Quorum. A majority of the number of voting members shall constitute a quorum for the transaction of business at any meeting of the Oil and Gas Investment Board. The acts of the majority of the members present at the meeting at which a quorum is present shall be the act of the Oil and Gas Investment Board. Section 6. Officers, Vacancies, Removal. The Mayor is automatically the Chair. The City Finance Director is automatically the Vice- Chair, if a member of the Board. If the Finance Director is not a member of the board, then a Vice-Chair shall be selected annually from among the remaining members and shall act as Chair during absences. Recording Secretary services will be provided by the Executive Secretary in the City Manager’s Office. Vacancies shall be filled for unexpired terms in the same manner as original appointments. A member may be removed from office by the City Council for neglect of official duty or misconduct in office. A written statement to the member giving reasons for the recommended removal and an opportunity to be heard must be given prior to the request for Council removal. In order to maintain the maximum participation of all appointed Oil and Gas Investment Board members at all scheduled meetings, the following is the attendance guide and Board member replacement policy for “excused” or “unexcused” absences: 1. When appointed, each Board member should state his/her willingness and intention to attend each scheduled meeting of the Oil and Gas Investment Board. 2. In the event of unplanned personal matters, business trips, family vacation trips, changed job requirements, sickness, or other physical disabilities that prohibit the Board member from attending the scheduled meeting; the Board Chair or staff liaison to the Oil and Gas Investment Board should be notified as soon as possible prior to the time of the scheduled meeting of their inability to attend. The Board member upon this notification will receive an “excused absence” for the involved scheduled meeting. 3. If any Board member is absent from three (3) consecutive scheduled meetings without an “excused absence” for any of the three (3) meetings, the Board member shall be reported in writing to the City Manager. The City Manager will contact the Board member in writing and question his/her continued ability or interest in being on the Board, giving the member a chance to rectify the attendance issue or submit a resignation. 4. There will be no limit on the number of consecutive “excused absences” for any Board member. However, if the Board member is repeatedly absent for at least 50% of the yearly scheduled meetings, that member will also be reported in writing to the City Manager. The City Manager will contact the Board member in writing and question the member’s continued ability or interest to be on the Board. The Board member will be considered for appointment nullification when the absences total six in the calendar year. 5. The appointment nullification action would be initiated by the City Manager and forwarded on to the City Council for official action. Bylaws - Oil and Gas Investment Board Page 3 Section 7. Compensation. Members of the Oil and Gas Investment Board may be reimbursed for their actual expenditures made on behalf of the Oil and Gas Investment Board and properly submitted in due form to the Chair of the Oil and Gas Investment Board. Section 8. Powers of the Oil and Gas Investment Board. (A) The Oil and Gas Investment Board shall be charged with the duty of investing the funds of the Oil and Gas Fund according to the City Investment Policy. (B) The Oil and Gas Investment Board shall appoint a Trustee for investment purposes as prescribed by Ordinance. (C) The Trustee named shall have no authority except to carry out the directions of the Oil and Gas Investment Board as transmitted to him by a duly appointed representative of the Board. (D) The Finance Director shall report to the Oil and Gas Investment Board at its regular meetings, the current status of the principal and income of the Investment Fund. (E) The Oil and Gas Investment Board may employ such professional and clerical services, including investment advisors, as are required to achieve the goals of the Oil and Gas Fund. Section 9. Conflict of Interest. In the event that business being carried out by the Board may have a personal or financial impact on a member of the Board or their immediate family, or any corporation or business of which a Board Member is an officer or director, the member must disclose the conflict of interest and refrain from voting on that particular business. If any question of whether or not a conflict exists cannot be determined by the Board, then the matter of the question shall immediately be referred in writing to the Manistee City Attorney for consultation and recommendation. Section 10. Parliamentary Procedure. Parliamentary procedure in meetings, when needed, shall be governed by Robert’s Rules of Order. Section 11. Amendment. Bylaws shall be reviewed annually during the first meeting of the year. All changes or amendments to the Bylaws must be approved by the majority of the Board. Such changes or amendments must be presented to the Board in writing for consideration. Upon approval by the Board, the Bylaws, showing the proposed amendment, shall be submitted to the Manistee City Council for final approval. The foregoing Bylaws were duly adopted at a regular meeting of the Oil and Gas Investment Board held December 7, 1981; amended January 21, 1988; amended July 25, 1990; amended June 17, 2002; amended February 15, 2006; amended April 17, 2007; amended January 19, 2010; amended April 19, 2011. Bylaws - Oil and Gas Investment Board Page 4 _____________________________________ Cynthia J. Lokovich, Secretary Dated Oil and Gas Investment Board Approved by the Manistee City Council: _____________________________________ Mayor Richard Mack Dated  Oil and Gas Investment Board Roster NAME PHONE ADDRESS TERM E-MAIL Colleen Kenny 723-1437 (w) 586 Eighth Street Mayor ckenny@manisteemi.gov Chair / Mayor 723-5398 (h) Manistee MI 49660 12/16 Eric Gustad 920-6012 (h) 1014 Engelmann Street 12/16 egustad@manisteemi.gov Council Representative 398-3847 (w) Manistee MI 49660 Ed Bradford 398-2804 (w) City Hall 12/16 ebradford@manisteemi.gov Vice-Chair / Trustee Steve Brower 723-5900 (w) 4102 College Avenue 6/30/18 steveb@westshorebank.com 723-6187 (h) Manistee MI 49660 Doug Parkes 690-2225 (m) 724 Harbor Drive 6/30/16 dougaparkes@hotmail.com 723-8687 (h) Manistee MI 49660 Thad Taylor, City Manager 398-2801 (w) City Hall ttaylor@manisteemi.gov Ex-Officio (Non-Voting) George Saylor 723-8333 414 Water Street GSaylor@mikameyers.com City Attorney Manistee MI 49660 Cindy Lokovich 398-2801 City Hall clokovich@manisteemi.gov Recording Secretary Updated: January 7, 2016