Los Angeles City Employees’ Retirement System

Multi-Strategy Real Assets Mandate Search

Initiation: July 7, 2014

Response deadline: August 7, 2014


TABLE OF CONTENTS

A.  INTRODUCTION 2

B.  MINIMUM QUALIFICATIONS 2

C.  Schedule 4

D.  SUBMISSION REQUIREMENTS 5

E.  ATTACHMENTS 7

1. Minimum Qualification Certification 7

2. Product Sub-Asset Class Allocation 8

3. Benchmark Sub-Asset Class Composition Breakout 9

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4.  Assets Under Management 10

5. Fee Proposal 11

6. Clients, References and Conflicts 12

7. Standards of Conduct 13

F.  EXHIBITS 14

1.  Scope of Services 14

2.  Questionnaire 15

3.  General Conditions and Compliance 16

a.  General Conditions 16

b.  Standard Provisions for City Contracts (rev 03/09) 16

c.  City Required Forms 16

4.  Sample of LACERS Investment Agreement (Contract) 17

Multi-Strategy Real Assets Mandate Search

A. INTRODUCTION

The Los Angeles City Employees’ Retirement System (LACERS) administers an investment portfolio with approximately $13.9 billion in assets. In this search, LACERS is seeking one or more qualified investment management firms to actively manage up to $68 million in a multi-strategy real assets investment strategy. The proposed strategy must currently be benchmarked against one of the following indices: CPI, Barclays U.S. TIPS, or a custom real assets product benchmark. If the proposed strategy benchmark is a custom real assets benchmark, it must contain static exposure weightings to, at minimum, the following asset classes: Inflation-linked bonds, REITS, and commodities.

Emerging Managers (as defined by LACERS Emerging Investment Manager Policy) are encouraged to participate in this manager search, subject to LACERS investment policies (includes the LACERS Emerging Investment Manager Policy) and any provisions specifically stated in this search document that pertain only to Emerging Mangers.

LACERS will retain sole discretion to determine the appropriate number of managers and mandate sizes based the aggregate pool of non-emerging and emerging manager finalists.

This document details the requirements and instructions for interested Proposers, who meet the minimum qualifications as outlined below.

B. MINIMUM QUALIFICATIONS

A proposing firm must fulfill all of the minimum qualification requirements to LACERS satisfaction to be given further consideration. The Proposer must complete the Minimum Qualification Certification (Attachment 1) substantiating that the Proposer satisfies all minimum qualifications and requirements. Failure to satisfy each of the minimum qualifications may result in the immediate rejection of the proposal.

1.  The Proposer must be a registered investment advisor under the Investment Advisers Act of 1940 and must be a fiduciary to LACERS. If exempt from registration, please state the nature of exemption.

2.  The Proposer must be directly responsible for the management of the account, and all personnel responsible for the account must be employees of the firm or a legal joint venture partner.

3.  The senior members of the investment team must have worked together at the firm for at least one year.

4.  The portfolio manager must have a minimum of three years verifiable GIPS-compliant performance history actively managing a Multi-Strategy Real Assets account for institutional clients.

5.  The firm must have a minimum of $50 million under management in the proposed product as of March 31, 2014.

6.  The proposed product’s assets under management must be of sufficient size that LACERS’ expected mandate size would not comprise more than 20% of the proposed product total assets.

7.  Must be willing to accept the Barclays Capital U.S. TIPS Index or CPI + 200 basis points as the mandate benchmark along with an objective of outperforming the benchmark by 100 basis points (net-of-fees), annualized over a full market cycle (normally three-to-five years).

8.  At least 60% of rolling twelve (12) month information ratios for the proposed product must be positive versus the product benchmark and the product benchmark is one of the options indicated in Section A, gross of fees, for the last three (3) years (21 of 36 months) ended March 31, 2014. In addition, please fill out the table in Attachment 3. Failure to submit product data in this table format will result in disqualification of response.

9.  The proposed product must have produced an average annualized rolling 36-month information ratio of at least 0.25 since inception as of March 31, 2014 versus the product benchmark and the product benchmark is one of the options indicated in Section A.

10. The monthly and quarterly product composite returns and quarterly portfolio characteristics since inception for each proposed product have been submitted to Wilshire Associates’ manager product databases through March 31, 2014 via the Compass portal (http://compassportal.wilshire.com) and have been verified as to their accuracy versus company performance records for each product.

11. A Wilshire Due Diligence Questionnaire (“DDQ”) for the subject product has been completed and submitted to Wilshire’s Manager Research group in the past two years as of March 31, 2014. (If a DDQ has not been completed and submitted within the past two years as of March 31, 2014, then the Questionnaire located in Exhibits Section F.2 must be completed according to the instructions in Section D. Submission Requirement.) NOTE: Proposals and DDQ responses must be directed to in order to be considered.

12. The performance history submitted to Wilshire Associates’ manager product databases must be actual results (not simulated or back-tested) and fully in compliance with CFA Institute (CFAI) Global Investment Performance Standards (GIPS).

13. The Proposer must carry the following insurance coverage or must have applied for it by contract execution:

a.  General Liability / --- / min / $ 1,000,000
b.  Error and Omissions (Professional Liability) / --- / min / $ 1,000,000
c.  Fiduciary Liability / --- / min / $ 1,000,000
d.  Workers’ Compensation and Employer’s Liability / --- / min / $ 1,000,000

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11.

LACERS reserves the right to require a higher insurance coverage, if it deems necessary.

Please see the LACERSGeneral Conditions, No.30,Bonding, Insurance and Indemnificationfor evidence of insurance coverage requirements.

All minimum qualifications, except for no.13 – insurance coverage, must be met as of, August 7, 2014 – 5:00 P.M. Pacific Standard Time (PST).

C. SCHEDULE

1.  Search Document Available to Prospective Proposers July 7, 2014

Should a firm need further clarification on the specifications contained in this document, the Proposer may e-mail questions to . The subject line of the e-mail should show the name of your firm and ‘Multi-Strategy Real Assets Mandate Search’. Responses to questions will be posted at:

http://www.wilshire.com/investment-consulting/manager-research/manager-search

1. 

2.  Written Questions Submission by E-mail July 14, 2014 – 5:00 P.M. PDT

3.  Response to Written Questions Posted on Wilshire’s Website: July 21, 2014

4.  Final Date for Proposal Submission August 7, 2014 – 5:00 P.M. PDT

5.  Interviews of Finalists TBD

6.  Contract Start Date TBD


D. SUBMISSION REQUIREMENTS

1.  Response Format. To be eligible for evaluation, a proposal must adhere strictly to the format set forth below. Failure to do so may result in disqualification. Proposers must address each of the required sections indicated below. Completeness, clarity and brevity are stressed in the responses. All forms provided in this response must be completely filled out. If a question does not apply to you, please write in “not applicable” and then state the reason why the question does not apply to your firm.

The content and sequence of the proposal will be as follows:

Section Title

I Cover Page

II Table of Contents

III Letter of Transmittal

IV Required Documents

I. Cover Page

Title for cover page: “Multi-Strategy Real Assets Mandate Search”.

II. Table of Contents

Immediately following the cover page, there must be a comprehensive Table of Contents of the material included in the proposal. The Table of Contents must clearly identify the proposal section/subsection and the applicable page numbers.

III. Letter of Transmittal

A letter of transmittal must accompany all responses and be placed as the first page of this search document. The letter of transmittal must further state that the response to this search is valid for six (6) months subsequent to the proposal due date. The letter of transmittal MUST:

1.  Identify the search as “Multi-Strategy Real Assets Mandate Search”;

2.  Identify the submitting organization;

3.  Identify the name and title of the person authorized by the organization to contractually obligate the organization;

4.  Identify the names, titles, telephone and fax numbers, and e-mail addresses of persons to be contacted for clarification;

5.  Certify that your firm has fully complied with all provisions of this document and that all statements are true and accurate, and that the firm has not knowingly made any false or misleading statements in its proposal; Emerging managers must certify that their firm qualifies as an Emerging Manager pursuant to the Emerging Manager Investment Manager minimum criteria contained in the LACERS Emerging Investment Manager Policy – Public Markets.

6.  Be signed by a person authorized to contractually obligate the organization.

IV. Required Documents

1.  Minimum Qualification Certification (see Attachment 1)

2.  Product Sub-Asset Class Allocation (see Attachment 2)

3.  Benchmark Sub-Asset Class Composition Breakout (see Attachment 3)

4.  Assets Under Management (see Attachment 4)

5.  Fee Proposal (see Attachment 5)

6.  Clients and References (See Attachment 6)

7.  Standards of Conduct (See Attachment 7)

8.  Scope of Services (See Exhibit 1)

9.  (if applicable) Questionnaire (see Exhibit 2)

10. City requirements (see Exhibit 3 – General Conditions and Compliance)

11. Sample of LACERS Investment Management Agreement (Contract) (see Exhibit 4)

2. Responses including all Required Documents must be e-mailed to and no later than August 7, 2014 – 5:00 P.M. PDT.

E. ATTACHMENTS

ATTACHMENT 1

MINIMUM QUALIFICATION CERTIFICATION

Proposer Firm Name: ______

The Proposer warrants that it will meet all of the Minimum Qualifications presented in

Section B by August 7, 2014.

If submitting proposal as an Emerging Manager according to the LACERS' definition, the Proposer certifies that the firm meets this definition.

______

Authorized Signature Print Name

______

Title Date

ATTACHMENT 2

PRODUCT sub-asset class Allocation

Proposer Firm Name: ______

Complete the following table (in percent rounded to nearest whole number) in an independent worksheet within a single Excel spreadsheet, providing information for the subject product for every quarter-end from inception through 3/31/14, and provide it as Appendix I in search submission materials. Please include a column for each sub-asset class (eg: REITS, TIPS, Currencies, Commodities, etc.) that has an exposure of greater than 5%. Do not send data as .PDF. Password protection is acceptable, as long as the password is provided in the submission documents.

Multi-Strategy Real Assets Mandate Search Page 2

ATTACHMENT 3

BENCHMARK SUB-ASSET CLASS COMPOSITION BREAKOUT

Proposer Firm Name: ______

Complete the following table (rounded to two decimal places) in an independent worksheet within a single Excel spreadsheet, providing benchmark target weights and returns and fund actual weights and returns for the subject product for every month from inception through 3/31/14, and provide it as Appendix II in search submission materials. Please include an entry for each sub-asset class (eg: REITS, TIPS, Currencies, Commodities, etc.) that has an exposure of greater than 5%. Do not send data as .PDF. Password protection is acceptable, as long as the password is provided in the submission documents.

Multi-Strategy Real Assets Mandate Search Page 2

ATTACHMENT 4

ASSETS UNDER MANAGEMENT

Proposer Firm Name: ______

Complete the following table in an Excel worksheet, providing information for the subject product for each period indicated, and provide it as Appendix III in search submission materials. Do not send data as .PDF. Password protection is acceptable, as long as the password is provided in the submission documents.

Multi-Strategy Real Assets Mandate Search Page 2

ATTACHMENT 5

FEE PROPOSAL

Proposer Firm Name: ______

1.  Provide the fee schedule for this Product as disclosed in the firm’s ADV (if applicable). Under the firm’s published fixed fee schedule, what would the annual cost (expressed in basis points per annum) be to LACERS if the mandate size is assumed to be $68 million? State if fee is based on separate account or comingled vehicle.

Asset Based Fee:

Performance Based Fee:

Emerging Managers should also submit a fee proposal based on a mandate size that is 20% of their product AUM as of March 31, 2014 or $10 million AUM, whichever AUM figure is smaller. State if fee is based on separate account or comingled vehicle.

2.  Describe any additional set-up or on-going operational costs (legal fees, audit fees, etc.) that LACERS could expect to incur as a result of investing in the firm’s Product.


Attachment 6

Clients and References

A.  Provide references of the five (5) largest public pension plan clients (by portfolio asset size) using the format below. Please secure advanced permission to contact at least three (3) of these references. If there are fewer than three references, then include all.

Client Name / Mandate / Relationship since (month/year) / AUM (US$ million) / Contact Name / Title / Telephone# / E-mail
1.
2.
3.
4.
5.

B.  Provide a list of all accounts that have been lost from the product within the last five (5) years using the format below:

Client Name / Mandate / Size of Fund (US$ million) / Reason(s) for Termination
1.
2.
3.
4.
5.


ATTACHMENT 7

STANDARDS OF CONDUCT

Please complete the Standards of Conduct form and return as Exhibit 5 of the Required Documents.