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HomeMy WebLinkAboutRES 22-329 RESOLUTION NO. 22-329 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City of Beaumont Investment Policy, substantially in the form attached hereto as Exhibit "A," has been reviewed and is hereby in all things adopted. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 12th day of December, 2022. . 1-)MO1'64) 9�;A4 11 41A46t14 w ' - Mayor Robin Mouton - ,�� �..T 8E�A0MC1Nf37FLC,A f '/. BEAUMONT TEXAS Investment Policy Adopted by City Council December 12,2022 EXHIBIT "A" City of Beaumont-Investment Policy Field Code Changed Table of Contents I. Introduction 1 II. Scope 1 III. Prudence 1 IV. Objectives 1 A. Safety of Principal 2 B. Liquidity 2 C. Public Trust 2 D. Yield 2 V. Delegation of Authority 2 VI. Ethics and Conflicts of Interest 3 VII. Training 3 VIII. Selection of Financial Dealers,Institutions and Investments Pools 3 A. Broker/Dealers 4 B. Public Depositories 4 C. Investment Pools 5 IX. Authorized and Suitable Investments 5 X. Competitive Environment 7 XI. Collateralization 7 XII. Safekeeping and Custody 8 XIII. Diversification 8 XIV. Investment Strategies 9 A. Pooled Fund Groups 9 B. Debt Service Funds 10 C. Debt Service Reserve Funds 10 D. Natural Gas Account 11 XV. Internal Control 12 XVI. Performance Standards 12 XVII. Reporting 12 XVIII. Investment Policy Adoption 13 Exhibits Exhibit A-Approved List Broker/Dealers 15 Exhibit B-Certification by Business Organization 16 City of Beaumont _---- Field Code Changed Investment Policy �. Introduction --{Field Code Changed It is the policy of the City of Beaumont to invest public funds in a manner that will ensure that the investments are duly authorized, properly managed, adequately protected and fully collateralized. The City shall seek the optimum investment return with the maximum security while meeting daily cash needs and conforming to the City Charter, the Public Funds Investment Act(Chapter 2256,Government Code as amended)and all other state and local statutes governing the investment of public funds. D. Scope This Investment Policy applies to all financial assets of the City as accounted for in the City's Annual Comprehensive Financial Report. These include General, Special Revenue, Debt Service, Capital Projects, Enterprise, Internal Service, and Permanent Funds. All are pooled for investment purposes except debt service and debt service reserve funds, and the natural gas account. Interest is allocated monthly to each fund based on its individual cash balance. III. Prudence Investments shall be made with judgment and care,under prevailing circumstances,that a person of prudence,discretion,and intelligence would exercise in the management of the person's own affairs,not for speculation,but for investment,considering the probable safety of capital and the probable income to be derived. The"prudent person"standard shall be applied in the context of managing the total portfolio rather than a single investment providing that the decision was consistent with this Investment Policy. Investment Officers acting in accordance with written procedures and the Investment Policy and exercising due diligence shall be relieved of responsibility for an individual investment's credit risk or market price changes provided that deviations from exceptions are reported in a timely fashion and appropriate action is taken to control adverse developments. IV. Objectives The primary objectives,in priority order,of the City's investment activities shall be safety of principal,liquidity,public trust,and yield. 1 • A. Safety of Principal The City has as its foremost objective to ensure the safety of principal. Investments of the City shall be undertaken in a manner that seeks to ensure the preservation of principal in the overall portfolio. To attain this objective,diversification is required in order to eliminate an over-concentration of assets in one institution,maturity or type of investment,where appropriate. B. Liquidity The City's investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements that might be reasonably anticipated. The portfolio shall be constructed so that investment maturities are matched with forecasted cash flow requirements and limited by investments with an active secondary market or convertible to cash with little or no penalty. C. Public Trust Investment Officers shall seek to act responsibly as custodians of the public trust. Investment Officers shall avoid any transaction that might impair public confidence in the City's ability to govern effectively. D. Yield The City's investment portfolio shall be designed with the objective of attaining a rate of return that is consistent with risk limitations and cash flow characteristics of the City's investments. V. Delegation of Authority Authority to manage the City's investment program is derived from the City Charter (article VII,section 1-2). The Charter designates the City Manager as Director of Finance who shall have custody of all public funds,investments,bonds and notes of the City and be responsible for their safekeeping. The City Manager shall establish written procedures for the operation of the investment program consistent with this Investment Policy that include explicit delegation of authority to persons responsible for investment transactions. The City Manager shall be responsible for all transactions undertaken and shall establish a system of controls to regulate the activities of subordinate officials. The City Manager,the Chief Financial Officer,and the City Controller are approved as Investment Officers of the City. Such approval of specific persons shall remain in effect until rescinded by the City Council or until termination of the person's employment by the City. Investment Officers shall not deposit,withdraw,transfer or manage the funds of the City in a manner that is not consistent with the "prudent person" standard as described in section III of this Policy. 2 The City Council maintains the right to hire Investment Advisers to assist City staff in the investment of funds. Investment Advisers shall adhere to the spirit,philosophy and specific terms of this Policy and shall invest within the same objectives. The City Manager shall establish criteria to evaluate Investment Advisers,including: E. Adherence to the City's policies and strategies; F. Investment strategy recommendations within accepted risk constraints; G. Responsiveness to the City's request for services and information; H. Understanding of the inherent fiduciary responsibility of investing public funds; and I. Similarity in philosophy and strategy with the City's objectives. Selected Investment Advisers must be registered under the Investment Advisers Act of 1940 or with the State Securities Board. A contract with an Investment Adviser may not be for a term longer than two years and any contract,renewal or extension must be approved by the City Council. VI. Ethics and Conflicts of Interest Investment Officers and employees involved in the investment process shall refrain from personal business activity that could conflict with proper execution of the investment program,or which could impair their ability to make impartial investment decisions. Investment Officers shall disclose any personal business relationships with business organizations approved to conduct investment transactions with the City. They shall also disclose any specific individuals who seek to sell investments to the City and are related to the Investment Officer within the second degree by affinity or consanguinity, as determined under Chapter 573. Disclosure shall be filed with the Texas Ethics Commission and the City Council. VII. Training In order to ensure qualified and capable investment management, each Investment Officer shall attend at least ten (10) hours of training relating to investment responsibilities within 12 months after assuming such duties and shall continue to attend an investment training session consisting of at least eight(8)hours of instruction not less than once every two years thereafter. The two-year period shall begin on the first day of the City's fiscal year and consist of the two consecutive fiscal years after that date. Training shall be in accordance with the Public Funds Investment Act and include education in investment controls, security risks, strategy risks, market risks, and compliance with State statutes governing the investment of public funds. All training shall be conducted by an independent source that has been approved by City Council. The approved "independent sources" to provide such training are: the Government Treasurers Organization of Texas, the Government Finance Officers Association, the 3 Government Finance Officers Association of Texas, the Texas Municipal League, and the University of North Texas. VIII. Selection of Broker/Dealers,Financial Institutions and Investment Pools Authorized investments shall only be purchased from those institutions selected and approved in accordance with this Policy. Any investment pool or discretionary investment management firm which seeks to execute investment transactions with the City shall provide a written instrument certifying that they have received and thoroughly reviewed the City's Investment Policy and have implemented reasonable procedures and controls in an effort to preclude investment transactions that are not authorized by this Policy. The certification,as shown by example in Exhibit B,must be signed by a qualified representative of the investment pool or discretionary investment management firm. Each time City Council approves a material revision to the Investment Policy, the certification should be sent to the approved investment pool or discretionary investment managementfirm along with the newly revised Investment Policy. A. Broker/Dealers The City shall select broker/dealers by their ability to provide effective market access and may include "Primary Government Securities Dealers" or regional dealers that qualify under Securities and Exchange Commission(SEC)Rule 15C3- 1 (uniform net capital rule). Broker/dealers selected must be members in good standing of the Financial Industry Regulatory Authority("FINRA")and be licensed by the State of Texas. Each broker/dealer will be reviewed by the Investment Officers and a recommendation will be made for approval by the City Council. An"approved broker/dealer list",as shown in Exhibit A,shall be maintained by the Investment Officers at all times and approved by the City Council on an annual basis. The City shall not enter into transactions with a broker/dealer until official City Council approval. B. Public Depositories/Financial Institutions The City Council shall select a primary depository as required by law. The primary depository as authorized by the City Council shall meet all requirements of the state law concerning depositories for municipal funds(Chapter 105,Government Code). The primary depository shall be selected through the City's banking services procurement process,including a formal Request for Application(RFA)issued in compliance with applicable State law, and offers the most favorable terms and conditions for the handling of City funds. 4 The City may also establish agreements with other financial institutions under separate contract for additional services that are necessary in the administration, collection,investment,and transfer of municipal funds. Such deposits will only be made after the financial institution has completed and returned the required written instruments and depository pledge agreements. No deposit shall be made except in a qualified public depository as established by State Law. C. Investment Pools Investment Officers may invest funds of the City through an eligible investment pool with specific approval by resolution of City Council and execution of a written agreement. To become eligible,investment pools must first meet all requirements of State Law. They shall provide the City with an offering circular that contains specific and detailed information, investment transaction confirmations, and detailed monthly transaction and performance reports. Pools shall have advisory boards composed of qualified members representing participants and non- participants who do not have a business relationship with the pool. Before selection, pools shall be thoroughly reviewed and evaluated by the Investment Officers. IX. Authorized and Suitable Investments Authorized investments for municipal governments in the state of Texas are set forth in the Public Funds Investment Act, as amended. Suitable investments for the City are limited to the following: ■ Direct Obligations of the United States or its agencies and instrumentalities that have a maximum stated maturity date of 5 years or less. ■ Financial institution deposits placed with approved financial institutions as described above(section VIII-B)which have a maximum stated maturity date of 5 years or less and are insured by the Federal Deposit Insurance Corporation,or their successors;or secured as described in section XI Collateralization. Additionally, the City may execute certificates of deposit, and other forms of deposit, in any manner authorized by the Public Funds Investment Act. ■ Fully collateralized direct repurchase agreements with a defined termination date of 90 days or less which are secured by cash or obligations of the United States or its agencies and instrumentalities and pledged with a third party other than an agent for the pledgor. Investment Officers may invest in repurchase agreements through an approved primary government securities dealer or an approveddepository bank as described above(section VIII-A,B). Each issuer of repurchase agreements shall be required to sign a master repurchase agreement. For flexible repurchase agreements executed with bond proceeds,the defined termination date of 90 days 5 or less may be waived to allow the term of the flexible repurchase agreement to more closely match the expected term of the bond project. ■ No load money market mutual funds registered with and regulated by the Securities and Exchange Commission whose investment objectives include the maintenance of a stable net asset value of$1 per share. Money market mutual funds must maintain a AAAm, or equivalent rating from at least one nationally recognized rating agency;have a average weighted maturity of less than two years;and provide the City with a prospectus and other information required by the Securities and Exchange Act of 1934 and be specifically approved by City Council or purchased through the City's primary depository as an overnight investment tool. The City may not own more than 10%of the money market mutual fund's total assets. ■ Approved investment pools as described above (section VIII-C) which are continuously rated no lower than AAA,AAA-m or an equivalent rating by at least one nationally recognized rating agency. Investments Not Authorized-The following investments are not authorized under this section: a. Obligations whose payment represents the coupon payments on the outstanding principal balance of the underlying mortgage-backed security collateral and pay no principal; b. Obligations whose payment represents the principal stream of cash flow from the underlying mortgage-backed security collateral and bears no interest; c. Collateralized mortgage obligations that have a stated final maturity date of greater than ten years;and d. Collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index. Not less than quarterly,the Investment Officers will monitor the credit rating for each held investment that has a Public Fund Investment Act required minimum rating. Any Authorized Investment that requires a minimum rating does not qualify during the period the investment does not have the minimum rating. Prudent measures will be taken to liquidate an investment that is downgraded to less than the required minimum rating. The City is not required to liquidate investments that were authorized investments at the time of purchase. The purchase of stock is not an authorized investment for municipal governments. However,stock may be accepted as a donation,provided that it is held in accordance with the terms of the donation and sold as soon as it is advantageous to do so. Reinvestment of proceeds must be in accordance with authorized and suitable investments for the City as listed above. 6 X. Competitive Environment It is the policy of the City to provide a competitive environment for all individual security purchases-and sales, financial institution deposits, and money market mutual fund and local government investment pool selections. The Investment Officers shall develop and maintain procedures for ensuring competition in the investment of the City's funds. XI. Collateralization Collateralization will be required on all financial institution deposits and repurchase agreements. With the exception of deposits secured with irrevocable letters of credit at 100%of amount,the collateralization level shall be equal to at least one hundred two percent(102%) of the aggregate market value of the deposit or investment including accrued interest less an amount insured by the Federal Deposit Insurance Corporation. Evidence of the pledged collateral shall be documented by a custodial or a master repurchase agreement with the eligible collateral clearly listed in-the agreement. Collateral shall be reviewed at least monthly to assure that the market value of the securities pledged equals or exceeds the related deposit or investment requirement. Collateral requirements shall be in accordance with both the Public Funds Investment Act and the Public Funds Collateral Act. Collateral underlying repurchase agreements is limited to direct obligations of the United States or its agencies and instrumentalities. The City shall accept a surety bond or the following investment securities as collateral on deposits and certificates of deposit: • Direct obligations of the United States or its agencies and instrumentalities. Direct obligations of this state or its agencies and instrumentalities. • Collateralized mortgage obligations directly issued by a federal agency or instrumentality of the United States and excluding those mortgage-backed securities considered a high-risk mortgage security as described by Section 2257.0025 of the Government Code. - ■ Other obligations that are guaranteed or backed by the full faith and credit of this state or the United States or their respective agencies and instrumentalities. • Obligations of states, agencies, counties, cities and other political subdivisions rated not less than A or its equivalent. ■ Letters of credit issued by the United States or its agencies and instrumentalities. Financial institutions serving as depositories will be required to sign a depository agreement with the City. The collateralized deposit portion of the agreement shall define the City's rights to the collateral in case of default, bankruptcy or closing and shall establish a perfected security interest in compliance with Federal and State regulations, including: 1. The agreement must be in writing; 2. The agreement has to be executed by the Depository and the City contemporaneously with the acquisition of the asset: 3. The agreement must be approved by the Board of Directors or designated committee of the Depository and a copy of the meeting minutes must be delivered to the City;and 4. The agreement must be part of the Depository's "Official Record" continuously since its execution. XII. Safekeeping and Custody Collateral shall be placed for safekeeping in a custodial account at the Federal Reserve Bank or at an institution not affiliated with a firm pledging collateral acceptable to the City. All safekeeping arrangements shall clearly define the responsibilities of each party and outline the steps to be taken in order for the City to gain access to the collateral in the event of a"failure". The custodial agreement shall be executed between the City,the firm pledging the collateral and the custodial institution,as applicable. All safekeeping receipts shall be delivered to the City and all collateral(whether a pledge or substitution) shall be formally accepted and released by Investment Officers. All security transactions,including collateral for repurchase agreements,entered into by the City shall be conducted on a delivery-versus-payment(DVP)basis. That is,funds shall not be wired or paid until verification has been made that the correct security was received by the safekeeping institution. Financial institution deposits,pool funds,and mutual funds are excluded from this requirement. The investment shall be held in the name of the City or on behalf of the City. XIII. Diversification The City will diversify its investments to eliminate an over-concentration of assets in any one security type or institution. • Up to ninety percent(90%)par of the portfolio may be invested in direct obligations of the United States(U.S.Treasury Securities). • Up to seventy percent(70%)par of the portfolio may be invested in U.S.Agency or Instrumentalities. • • Up to one hundred percent (100%) par of the portfolio may be invested in investment pools for liquidity purposes with no more than eighty percent(80%)par of the portfolio invested in any one pool. • No more than fifty percent(50%)par of the portfolio may be invested in money market mutual funds. 8 XIV. Investment Strategies The City shall maintain a separate investment strategy for each of the fund types represented in the portfolio. A. Pooled Fund Groups Suitability—Any investment eligible in the Investment Policy is suitable for Pooled Fund Groups. Safety of Principal — All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, managing the weighted average days to maturity of each fund's portfolio to less than 365 days and restricting the maximum allowable maturity to three years using the final stated maturity dates of each investment will minimize the price volatility of the portfolio. Liquidity—Pooled Fund Groups require the greatest short-term liquidity of any of the fund-types. Short-term financial institution deposits, investment pools and money market mutual funds will provide daily liquidity and may be utilized as a competitive yield alternative to fixed maturity investments. Marketability—Investments with active and efficient secondary markets are necessary in the event of an unanticipated cash flow requirement. Historical market"spreads"between the bid and offer prices of a particular security-type of less than a quarter of a percentage point will define an efficient secondary market. Diversification—Investment maturities should be staggered throughout the budget cycle to provide cash flow based on the anticipated operating needs of the City. Diversifying the appropriate maturity structure up to the three-year maximum will reduce interest rate risk. Yield—Attaining a competitive market yield for comparable investment-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury Bill portfolio will be the minimum yield objective. 9 B. Debt Service Funds Suitability—Any investment eligible in the Investment Policy is suitable for Debt Service Funds. Safety of Principal — All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, by ' managing Debt Service Funds to not exceed the debt service payment schedule the market risk of the overall portfolio will be minimized. The stated final maturity date on investments purchased shall not exceed the debt service payment date unless excess funds are available. In that case, maximum maturities shall not exceed two(2)years from the date of purchase. Liquidity — Debt Service Funds have predictable payment schedules. Therefore,investment maturities should not exceed the anticipated cash flow requirements. Financial institution deposits, investments pools, and money market mutual funds may provide a competitive yield alternative for short- term fixed maturity investments. A singular repurchase agreement may be utilized if disbursements are allowed in the amount necessary to satisfy any debt service payment.This investment structure is commonly referred to as a flexible repurchase agreement. Marketability—Investments with active and efficient secondary markets are not necessary as the event of an unanticipated cash flow requirement is not probable. Diversification — Market conditions influence the attractiveness of fully extending maturity to the next "unfunded" payment date. Generally, if investment rates are anticipated to decrease over time,the City is best served by locking in most investments. If the interest rates are potentially rising,then investing in shorter and larger amounts may provide advantage. At no time shall the debt service schedule be exceeded in an attempt to bolster yield. Yield—Attaining a competitive market yield for comparable investment-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury Bill portfolio shall be the minimum yield objective. C. Debt Service Reserve Funds Suitability—Any investment eligible in the Investment Policy is suitable for Debt Service Reserve Funds. Bond resolution and loan documentation constraints and insurance company restrictions may create specific considerations in addition to the Investment Policy. 10 Safety of Principal — All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, by managing Debt Service Reserve Fund maturities to generally not exceed the call provisions of the borrowing will reduce the investment's market risk if the City's debt is redeemed and the Reserve Fund liquidated. No stated final investment maturity shall exceed the shorter of the final maturity of the borrowing or five years. Annual mark-to-market requirements or specific maturity and average life limitations within the borrowing's documentation will influence the attractiveness of market risk and influence maturity. extension. Liquidity—Debt Service Reserve Funds have no anticipated expenditures. The Funds are deposited to provide annual debt service payment protection to the City's debt holders. The funds are"returned"to the City at the final debt service payment. Market conditions and arbitrage regulation compliance determine the advantage of investment diversification and liquidity. Generally, if investment rates exceed the cost of borrowing,the City is best served by locking in investment maturities and reducing liquidity. If the borrowing cost cannot be exceeded, then concurrent market conditions will determine the attractiveness of locking in maturities or investing shorter and anticipating future increased yields. Marketability—Investments with less active and efficient secondary markets are acceptable for Debt Service Reserve Funds. Diversification—Market conditions and the arbitrage regulations influence the attractiveness of staggering the maturity of fixed rate investments for Debt Service Reserve Funds. At no time shall the final debt service payment date of the bond issue be exceeded in an attempt to bolster yield. Yield—Achieving a positive spread to the applicable borrowing cost is the desired objective. Debt Service Reserve Fund portfolio management shall operate within the limits of the Investment Policy's risk constraints. D. Natural Gas Account Suitability—Any investment eligible in the Investment Policy is suitable for the Natural Gas Account. Safety of Principal — All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, managing the weighted average days to maturity to less than 365 days and restricting the maximum allowable maturity to three years using the final stated maturity dates of each investment will minimize the price volatility of the portfolio. 11 Liquidity—Natural Gas Account funds require moderate short-term liquidity. Short-term financial institution deposits,investment pools and money market mutual funds will provide daily liquidity and may be utilized as a competitive yield alternative to fixed maturity investments. Marketability—Investments with active and efficient secondary markets are necessary in the event of an unanticipated cash,flow requirement. Historical market"spreads"between the bid and offer prices of a particular security-type of less than a quarter of a percentage point will define an efficient secondary market. Diversification—Investment maturities should be staggered throughout the anticipated expenditure schedule. Diversifying the appropriate maturity structure up to the three-year maximum will reduce interest rate risk. Yield—Attaining a competitive market yield for comparable investment-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury Bill portfolio will be the minimum yield objective. XV. Internal Control The City,in conjunction with its annual financial audit,shall perform a compliance audit of management controls on investments and adherence to the City's Investment Policy. XVI. Performance Standards The City intends to pursue an active versus a passive portfolio management philosophy. That is, investments may be sold or redeemed before they mature if market conditions present an opportunity for the City to benefit from the trade. The investment portfolio shall be designed with the objective of obtaining a rate of return throughout budgetary and economic cycles that is consistent with risk limitations and cash flow needs of the City. "Weighted average yield to maturity"shall be the portfolio performance measurement standard. XVII. Reporting Investment Officers shall submit a monthly report to City Council summarizing the results of the City's investment activity. This report shall include the status of the current portfolio position,performance,trading activity,interest earnings,and collateral. A quarterly report shall be submitted to the City Manager, as Chief Executive Officer, and the City Council detailing investment transactions and performance for the reporting period in accordance with State law. The report shall be jointly prepared and signed by all Investment Officers. It shall include a summary statement prepared for each fund 12 type and a detailed listing that states the beginning market value, ending market value and fully accrued interest for the period. In addition,Investment Officers shall report on adherence to the City's investment strategies as expressed in this Policy. In conjunction with the annual audit,the quarterly reports shall be formally reviewed by the City's independent auditor on an annual basis and the results of the review shall be reported to City Council. XVIII. Investment Policy Adoption The City's Investment Policy is hereby adopted by resolution of the City Council. The City Council shall review and approve the Policy on an annual basis. This Policy serves to satisfy the statutory requirement to define and adopt a formal investment policy. 13 EXHIBITS 14 Exhibit A CITY OF BEAUMONT Approved List Broker/Dealers Business/Organizations Broker/Dealers: FHN Financial Capital Markets Oppenheimer&Co. RBC Capital Markets Wells Fargo Securities Hancock Whitney PNC Investments LLC Hilltop Securities Certificate of Deposit Purchase Program: PFM Asset Management LLC 15 Exhibit B City of Beaumont,Texas Certification By Business Organization-Sample This certification is executed on behalf of the City of Beaumont (the Investor) and (the Business Organization) pursuant to the Public Funds Investment Act,Chapter 2256,Texas Government Code(the Act)in connection with investment transactions conducted between the Investor and the Business Organization. The undersigned Qualified Representative of the Business Organization hereby certifies on behalf of the Business Organization that: 1. The undersigned is a Qualified Representative of the Business Organization offering to enter an investment transaction with the Investor as such terms are used in the Public Funds Investment Act,Chapter 2256,Texas Government Code and 2. The Qualified Representative of the Business Organization has received and reviewed the Investment Policy furnished by the Investor and 3. The Qualified Representative of the Business Organization has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between the Business Organization and the Investor that are not authorized by the Investor's Investment Policy,except to the extent that this authorization is dependent on an analysis of the makeup of the Investor's entire portfolio or requires and interpretation of subjective investment standards,or relates to investment transactions of the Investor that are not made through accounts or other contractual arrangements over which the business organization has accepted discretionary investment authority. (Firm) Qualified Representative of the Business Organization (Signature) (Name) (Title) (Date) 16