4 finance+committee+materials+6.12.13

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Finance Committee Meeting Agenda and Table of Contents

June 12, 2013

Detailed Agenda ...................................................................................................................................... FC-1

Call to Order & Approval of Minutes

Finance Minutes of April 2, 2013 ............................................................................................................. FC-2

Fiscal Year 2014 Operating Plan

Cover Memo ............................................................................................................................................ FC-4

Fiscal Year 2014 Operating Plan ............................................................................................................. FC-7

Resolution .............................................................................................................................................. FC-37

Investment Report

Report .................................................................................................................................................... FC-38

Resolution .............................................................................................................................................. FC-116

Quarterly Financial Statements and Analysis - Period Ending March 31, 2013

Financial Statements ............................................................................................................................. FC-117

Agenda

Finance Committee Meeting June 12, 2013 Conference call information:

Time: 8:30 – 10:30 a.m. Dial-in number: 518-320-1200

Venue: SUNY Plaza Toll free: 1 (866) 659-2028

353 Broadway Room: N102 Meeting Code: 4205

Albany, NY 12207

8:30 – 8:35 a.m. Call to Order, Introduction of Paul Kutey & Chair Caldwell

Approval of Minutes

Materials: Finance Committee Minutes of April 2, 2013

8:35 – 9:30 a.m. Fiscal Year 2014 Operating Plan Frank J. Gabriel

Materials: 1) Cover Memo Cathy Kaszluga

2) Fiscal Year 2014 Operating Plan

3) Resolution

9:30 – 10:10 a.m. Investment Report Will Fox

Materials: 1) Report Alex Band

2) Resolution

10:10 – 10:25 a.m. Quarterly Financial Statements and Michelle Aguilar

Analysis - Period Ending March 31, 2013 Keith Kaplan

Materials: Financial Statements

10:25 – 10:30 a.m. Other Business

10:30 a.m. Adjournment

Looking Ahead: September 12 & 13, 2013 Board Retreat and November 4 & 5, 2013 Finance

Committee meeting

Members/Participants

Chair

Patricia A. Caldwell

Members

Oscar K. Anderson, III David R. Smith

Advisory Members

Steven C. Brady

Edward P. Schneider

Director

John B. Fitzgibbons Donald S. Siegel

Officers

Frank J. Gabriel, Delegate

Timothy L. Killeen Kim E. Rosenfield

Invitees

Michelle Aguilar

Alex Band Brendan Corcoran

Will Fox Brian G. Hutzley

Keith Kaplan Cathy Kaszluga

Jim Keegan Emily Kunchala

Paul Kutey Garry Sanders

Joshua B. Toas

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FINANCE COMMITTEE OF THE BOARD OF DIRECTORS April 2, 2013

MINUTES OF MEETING The meeting of the Finance Committee (the “Committee”) of the Board of Directors (the “Board”) of The Research Foundation for The State University of New York (the “RF”) was held at 35 State Street Albany, NY and called to order at 4:03 p.m. by Chair Fitzgibbons.

DIRECTORS PRESENT John B. Fitzgibbons, Chair; Oscar K. Anderson, and Patricia A. Caldwell.

ADVISORY MEMBERS PRESENT

Steven C. Brady and Edward P. Schneider.

OFFICERS PRESENT Frank J. Gabriel, Timothy L. Killeen, and Kim E. Rosenfield.

INVITEES PRESENT Brendan Corcoran, Will Fox, Jim Keegan, Joshua B. Toas, and Tanya Waite.

APPROVAL OF MINUTES Chair Fitzgibbons called for a motion to approve the minutes of the Committee meeting of March 12, 2013. The motion was seconded and carried with no abstentions. ASSET ALLOCATION OPERATIONAL POOL MEDIUM DURATION Partners Capital reviewed and discussed with the Committee the proposed medium duration asset allocation changes and new policy return targets for the Operational Pool and the VEBA Trust. After a discussion, Chair Fitzgibbons called for a motion recommending that the Board of Directors approve amending the General Investment Policy & Guidelines to incorporate the proposed asset allocation and policy return target changes. The motion was seconded and carried with no abstentions. In addition, the Committee approved a private equity real estate commitment to Lone Star VIII. The Committee requested that the Partners Capital reconfigure a chart in the guidelines regarding credit. Subject to the Committee’s approval of the reconfiguration, the Committee recommends that the Board approve the amendment to the guidelines. ADJOURNMENT The meeting was adjourned at 4:52 p.m. Respectfully submitted,

Kim E. Rosenfield General Counsel & Secretary April 2, 2013

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Approvals/ Resolutions Passed 1. Approval of the minutes of the Committee meeting of March 12, 2013;

2. Approval of the resolution recommending that the Board of Directors approve amending the General

Investment Policy & Guidelines to incorporate the proposed asset allocation and policy return target changes; (FC2013-02) and

3. Approval of a private equity real estate commitment to Lone Star VIII.

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To: Finance Committee From: Frank J. Gabriel, Interim CFO Cathy Kaszluga, Vice President for Strategy and Planning Subject: 2014 Operating Plan Date: June 12, 2013 Context The 1977 Agreement between The Research Foundation and the State University of New York calls for the submission of an annual financial plan for approval by the Board of Directors. The Research Foundation Fiscal Year 2014 Operating Plan (“Operating Plan”) describes the areas the Research Foundation plans to focus on toward implementation of its Strategic Plan and provides the financial plan in the form of a budget for the upcoming fiscal year. The Finance Committee recommends approval of the budget included in the Operating Plan.

Documents

1. Fiscal Year 2014 Operating Plan

Key Points The 2014 Operating Plan for the RF is an exciting, forward-looking and action-oriented plan designed to support

SUNY research and innovation on many levels, including excellent sponsored programs administration, growth in interdisciplinary and intercampus research opportunities, a focus on human capital development – particularly for SUNY students – and a strong connection to Governor Cuomo’s agenda for strengthening New York’s economy.

Some of the exciting elements within the plan include:

Launching four “Networks of Excellence” - Networking the scientific and scholarly expertise spread across the system around a set of shared research activities aimed at creating a progressive and durable culture of collaboration, enhancing the research environment across all campuses, and advancing knowledge to solve major problems facing the world today.

Supporting Governor Cuomo’s innovation agenda, including Tax-Free Zones, the Innovate New York Network, the Venture Capital Fund, and the Incubator Hot Spot program.

Creating a program to inculcate graduate students into the SUNY culture of research integrity and assist them in transitioning to careers in academic research. Also continuing the program launched in the current fiscal year to provide undergraduate students with research experiences to help bridge the gap with STEM graduation rates at SUNY.

Bringing on grant writing resources to help SUNY respond to large center-type opportunities that require collaboration and coordination among many campuses and to scale up the RF’s successful programs such as the Technology Accelerator Fund.

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Some of the financial/budgetary elements within the plan include:

Salary Plan: Within the corporate Salary Plan campuses may authorize up to a 2% across-the-board cost-of-living increase and up to a 2% discretionary/merit-based increase to RF administrative and sponsored program employees. See page 3 for a chart that displays comparable increases for bargaining units within SUNY. Assessment Formula: The assessment formula that determines the amount of funding available for central office operations, system-wide collaboration support and funding the action steps remains the same as the prior year: 2.7% of revenues (all campuses) plus 1% of revenues (centralized campuses for sponsored program support) and .3% for SUNY Strategic Plan Support. The revenues base is less equipment and comprises the weighted average of total revenue for the past three years: 50% prior year, 30% two years prior, 20% three years prior. This assessment is not finalized until July but based upon campus projections the assessment for central office for FY 2014 is estimated at $28.5 million, an increase of 1% from FY 2013. The RF plans to align the assessment and allocation model to the strategic vision as we develop a new strategic plan this year. Corporate Reserves: In the FY 2013 Operating Plan, the board approved the use of $6 million of the corporate reserves for

funding technology costs related to the outsourcing of IT, the upgrade of the Oracle information system, and

new hardware. Today, there is an estimated $2 million in additional costs over seven years to complete the

upgrade, fund the hardware and pay technology costs. No new funds are requested at this time and over

the next 12 months we will perform a detailed review of our technology direction.

The RF will add an additional $4.9 million from 2013 investment income to the corporate reserve to bring it

to $6 million at June 30, 2014. The additional $4.9 is in addition to the routine allocation of $2.3 million. The

RF’s board of directors established a goal to maintain the corporate reserve at 10% of indirect cost

recoveries. In FY2013, this goal would equal $14 million; at June 30, 2013, the reserve will actually be $1.6

million. Each year, investment income has been allocated to the reserve however the reserve has been

used for expenses such as legal and technology costs and has never approached the funding goal.

Strategic Reinvestment: In FY 2009, the investment pool incurred a net loss of $ 44 million. At that time, it was decided not to recoup these funds from campuses but to repay the deficit from future years’ investment income. At June 30, 2012, the deficit remains at $22.7 million. Rather than repaying the deficit, the RF will use a portion of 2013 investment income to reinvest in strategic initiatives that will stimulate research, improve operations, and create new businesses and jobs in New York.

The action agenda and the financial aspects of the Plan have been shared widely with campus constituents,

including Operations Managers, Vice Presidents for Research, Sponsored Programs Administrators, and Human

Resource Officers.

Board Action Vote to approve the budget within the 2014 Operating Plan.

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Bargaining Unit and generally comparable RF population

Increase Type CSEA (Non-exempt RF ee's)

PEF (limited RF population - eg. Computer professionals)

M/C (RF Exec/Confidential/HR)

UUP (Exempt Employees, Administrative E.1-6 & SP Exempt E.69,79,89,99)

Recommendation for RF FY 13-15 Corporate Salary Plan

Across the Board 2% - 4/1/14 2% - 4/1/15

2% - 4/1/14 2% - 7/1/14 2% - 7/1/15

FY2013/2014 - 2% FY2014/2015 - 2% (projected)

Lump Sum $1,000 (not added to base pay) starting April 1, 2013; ($775 lump sum payable April 1, 2013 / $225 lump sum payable April 1, 2014)

No lump sum payments Add to base of $500 on 7/1/13, $250 on 7/1/14 and $500 on 7/1/15

No lump sum payments

Step Increases No changes in payments of step increments (3%-9% (1-5 grade increase) in current contract)

No changes in payments of step increments ($877 - $3,695 in current contract);

No step increases No Step Increases

Longevity No changes in Longevity payments from current contract ($1,250 for 5 & 10 years, $2500 for 15 yrs).

Longevity payments are lump sum payments in the amount of $1250.

No Longevity payments; $500 added to base for certain milestones

No Longevity payments

Disc. Increase N/A N/A Incentive lump payments of .5% annually (1% at the end of the contract term.)

FY2013/2014 - 2% disc. Pool for Admin ee’s (~1100) FY2014/2015 - 2% disc.Pool for Admin. ee’s (~1100) Disc. subject to fund availability for Sponsored Program ee's.

Deficit Reduction Program 5 days in FY11, 4 days in FY12 9 Days 9 Days (SUNY MC received a 2% raise in FY2012-13)

9 days over 2 year period No DRP

Pay back from DRP Value of the 4 days from FY12 will be paid back

Will be paid back starting 4/1/15 over 39 pay periods


seven days paid back at the end of the contract; 2 days off

N/A

External Market Data - FY14 Salary Planning information from Lake Associates: Merit increase average forecast for all groups of employees is 3.0%; CPI Forcast

+2.2%

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2014 OPERATING PLAN Date: June 12, 2013

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RF 2014 Operating Plan

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Table of Contents

Fiscal Year 2014 Operating Plan ................................................................................................ 3

Purpose ................................................................................................................................................................... 3

Growth through Innovation and Collaboration: A Strategic Plan for the RF ............................................................. 3

FY 2014 Operating Plan Overview .......................................................................................................................... 3

Plan Highlights ........................................................................................................................................................ 3

Funding the FY 2014 Operating Plan ......................................................................................... 4

RF Direct Activity ..................................................................................................................................................... 5

Sources of Allocable Funds ..................................................................................................................................... 8

Uses of Allocable Funds........................................................................................................................................ 10

Strategic Initiatives ................................................................................................................................................ 12

Appendices Appendix A: Key Financial Elements of the Plan .................................................................................................. 19

Appendix B: Projections ........................................................................................................................................ 22

Appendix C: Corporate and Investment Reserves: Funding and Use History ....................................................... 24

Appendix D: Central Office Operations ................................................................................................................. 25

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Fiscal Year 2014 Operating Plan

Purpose

The Research Foundation’s strategic planning methodology calls for an annual Operating Plan to outline specific action steps that the RF central office will take in a one-year period to implement the Strategic Plan.

The Operating Plan also describes the uses of board-allocated RF funds and the sources of those funds for the fiscal year.

Growth through Innovation and Collaboration: A Strategic Plan for the RF

The Strategic Goals of the RF, as identified in the Strategic Plan launched in 2009 are:

1. Provide outstanding sponsored program administration services and stewardship to the SUNY community (faculty, students and staff) and sponsors, respectively.

2. Assist campuses in increasing sponsored program funding.

3. Increase technology transfer and commercialization in support of SUNY's efforts to revitalize New York's economy.

2014 Operating Plan Overview

The 2014 Operating Plan for the RF central office is an exciting, forward-looking and action-oriented plan designed to support SUNY research and innovation on many levels, including:

Excellent sponsored programs administration.

Growth in interdisciplinary and intercampus research opportunities.

A focus on human capital development – particularly for SUNY students.

A strong connection to Governor Cuomo’s agenda for strengthening New York’s economy.

Plan Highlights

Some of the exciting elements within the plan include:

Launching four “Networks of Excellence” - Networking the scientific and scholarly expertise spread across the system around a set of shared research activities aimed at creating a progressive and durable culture of collaboration, enhancing the research environment across all campuses, and advancing knowledge to solve major problems facing the world today.

Supporting Governor Cuomo’s innovation agenda, including Tax-Free Zones, the Innovate New York Network, the Venture Capital Fund, and the Incubator Hot Spot program.

Creating a program to inculcate graduate students into the SUNY culture of research integrity and assist them in transitioning to careers in academic research. Also continuing the program launched in the current fiscal year to provide undergraduate students with research experiences to help bridge the gap with STEM graduation rates at SUNY.

Bringing on grant writing resources to help SUNY respond to large center-type opportunities that require collaboration and coordination among many campuses and to scale up the RF’s successful programs such as the Technology Accelerator Fund.

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Funding the FY 2014 Operating Plan

Actuals – Actual activity for that fiscal year Plan – Projections provided for Board approval Estimated – FY 2013 updated projections at February 2013

RF Direct Activity (in millions)

2011

Actuals 2012

Actuals 2013 Plan

2013 Estimated

2014 Plan

Grants and contracts $ 794.9 $ 781.1 $ 826.2 $ 902.4 $ 938.5

Contracted services 166.5 176.3 183.1 197.3 184.8

Total

$ 961.4

$ 957.4

$ 1,009.3

$ 1,099.7

$ 1,123.3

Sources of Allocable Funds (in millions)

Grants and contracts indirect dollars $ 145.6 $ 149.3 $ 138.2 $ 140.6 $ 141.1

Cost recoveries for contracted services 5.7 6.8 6.6 6.6 7.1

Equity distribution from Brookhaven Science 1.8 1.6 1.8 1.4 1.5

Fees paid by third parties for Service Centers 4.5 15.0 4.5 15.8 12.9

Royalties from licensees 11.5 10.5 9.3 8.4 8.4

Nonsponsored & Other Income 10.4 15.6 10.6 16.4 13.5

From corporate reserves - - 5.2 5.2 2.0

Generated through Investment (net) 14.1 1.8 10.6 11.6 7.8

Total $ 193.6 $ 200.6 $ 186.8 $ 206.0 $ 194.3

Uses of Allocable Funds (in millions)

Royalties paid to inventors (40% of total) $ 4.6 $ 4.2 $ 3.7 $ 3.4 $ 3.4

Central office operations 25.6 24.3 24.5 24.3 24.9

Corporate reserve 2.2 2.2 2.6 7.3 2.3

Action Items and systemwide collaboration 1.6 3.5 7.6 12.2 5.6

SUNY strategic plan support 2.6 2.5 2.6 2.6 2.7

Campus operations and research support 144.8 164.2 137.8 154.8 147.2

Investment reserve 12.2 (0.2) 8.0 1.4 8.2

Total $ 193.6 $ 200.6 $ 186.8 $ 206.0 $ 194.3

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RF Direct Activity

The funds received by the RF are generated by campus activity – primarily grants and contracts to faculty researchers and scholars. These include grants and contracts to individuals, collaborative programs, multidisciplinary centers, and institutes.

Grants and Contracts Grants and contracts to faculty researchers and scholars provide direct dollars for things that can be identified specifically with a particular sponsored project. In FY2014, the direct dollars within grants and contracts to faculty researchers and scholars are projected to increase from $902.4 million to $938.5 million.

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The categories in which grant and contract funds are expected to be spent in FY2014 are depicted in the pie chart below.

Cost recoveries for grants and contracts to faculty researchers/scholars are sometimes called indirect costs, overhead, or “facilities and administrative” costs. Cost recoveries come in the form of reimbursements by sponsors for things that cannot be directly and uniquely assigned to any particular project. In FY2014, cost recoveries are expected to be $141.1 million. Total grants and contracts funding (direct plus cost recoveries) is projected to be $1,079.6 million ($938.5 direct and $141.1 in cost recoveries). The majority of the funds (51.1%) will be from federal sponsors, as depicted in the chart below.

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Contracted Services Campus-related organizations using RF human resources, payroll, and purchasing/payables administration services (for example, clinical practice plans and campus-based foundations), will see a decrease in activity from $197.3 million to $184.8 million.

The RF recovers costs associated with providing contracted services for campus-related organizations through charging fees. In FY2014, cost recovery for contracted services to campus related organizations is expected to be $7.1 million.

Total funding (direct plus recovery through fees) is projected to be $191.9 million in FY2014 ($184.8 direct and $7.1 recovery through fees). The primary users of these services are clinical practice plans, as depicted in the chart below.

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Sources of Allocable Funds

Grants and Contracts Indirect Dollars In FY2014, cost recoveries for grants and contracts (indirect dollars) are projected to slightly increase from $140.6 million to $141.1 million.

Cost Recoveries for Contracted Services The recovery of costs associated with providing shared services to campus-related organizations will increase from $6.6 million to $7.1 million.

Equity distribution from Brookhaven Science Associates The RF is a partner in Brookhaven Science Associates LLC (BSA), which runs Brookhaven National Laboratory. The LLC provides equity distributions to the members. It is anticipated that in FY2014, equity distributions will increase slightly to $1.5 million.

Fees paid by Third Parties for Service Centers The RF recovers costs from businesses and industries using RF-owned facilities, such as an MRI facility or nanotechnology clean room. This activity is projected to decrease from FY2013 estimates to $12.9 million in FY2014 due to activity at College of Nanoscale Science and Engineering (CNSE).

Royalties from Licensees Traditional Intellectual Property (IP) commercialization generates royalties from companies that have licensed RF-owned intellectual property. Royalties are projected to remain flat at $8.4 million in FY2014. IP activity on campuses is strong, with some campuses anticipating record numbers of new technology disclosures and licenses in FY2014.

Nonsponsored and other Income Campuses retain balances remaining from fixed price sponsored awards and receive other types of non-sponsored revenue. In FY2014, the RF expects this funding to decrease from $16.4 million in FY2013 to $13.5 million in FY2014.

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Distribution from Corporate Reserves In the FY2013 Operating Plan, the board approved the use of $6 million of the corporate reserves for funding technology costs related to the outsourcing of IT, the upgrade of the Oracle Business System, and new hardware. Today, there is an estimated $2 million in additional costs to complete the upgrade, fund the hardware, and pay technology costs over the seven year plan. No new funds are requested at this time and over the next 12 months we will perform a detailed review of our technology direction. See Page 24 for additional details on source and use of both corporate and investment reserves.

Generated through Investment Investment income reflects a long-term expected, risk-adjusted return for our operating pool. The RF expects net investment income to reach $7.8 million in FY2014. For planning purposes based upon an average investment balance of $160 million we expect net income of $7.8 million using a return of 6% which is the target long term return of the operating pool. Income is net of treasury and investment related expenses estimated of $1.8 million.

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Uses of Allocable Funds

Royalties Paid to Inventors (40% of total) The SUNY Patent Policy dictates that 40% of royalties be paid to the inventor of intellectual property. In FY2014, this is anticipated to remain flat from FY2013 at $3.4 million.

Central Office Operations Central office operations provide a centralized infrastructure in support of the SUNY research enterprise across the state and around the world. The allocation to central office operations will increase from $24.3 in FY2013 to $24.9 in FY2014. The increase is mainly attributed to hiring of a new CFO and COEUS business analyst. See Page 25 for details on central office services and costs.

Corporate Reserve In FY2013, the corporate reserve will be allocated $7.3 million by funding from investment income in order to maintain a more adequate balance. In FY2014, the corporate reserve will be allocated $2.3 million by funding from investment income. The RF’s board of directors agreed on a goal to maintain the reserve at 10% of indirect cost recoveries. At the end of FY2014, the reserve will represent 4% of indirect cost recoveries, 6% below the board target. See page 19 for a table that depicts the beginning balance, allocations to, distributions from, and ending balance for the corporate reserve for 2013 – 2014.

Strategic Initiatives The RF will allocate $7.0 million to Strategic Initiatives. See page 12-13.

Systemwide Collaboration Support The RF will allocate $2.6 million to programs that support collaboration inside and outside of SUNY. See page 15.

SUNY Strategic Plan Support The allocation to SUNY Strategic Plan support will increase from $2.6 million in FY2013 to $2.7 million in FY2014. SUNY anticipates spending the allocation to support their Strategic Plan.

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Calculating the Allocations Campuses are allocated the funds that they recover or earn (less the assessments described here).

An assessment formula determines the amount of funding available for central office operations, systemwide

collaboration support and funding the action steps: 2.7% of revenues (all campuses) plus 1% of revenues

(centralized campuses for sponsored program support). The “revenues” base is less equipment and comprises the

weighted average of total revenue for the past three years: 50% prior year, 30% two years prior, 20% three years

prior. In extraordinary circumstances, the RF may need to request funds from the corporate reserve to cover costs

associated with action steps or systemwide collaboration support.

In FY2014, the projected assessment is $31.2 million. Of this amount, $24.9 million will be allocated to central office

operations (87% of the assessment) and $ 3.6 million (13% of the assessment) will be allocated to funding action

steps and systemwide collaboration support. After the end of the fiscal year, the assessment will be recalculated

based on actual revenues.

The SUNY Strategic Plan support allocation is $2.7 million and derived by a formula (.3% of last three years

weighted average revenues).

Campus Operations and Research Support Campus allocations are expected to decrease from $154.8 million in 2013 to 147.2 million in FY2014. The reduction is due to reduced third party and gift & other revenue. There continues to be no allocation of investment income in FY2014 as the RF rebuilds the investment reserve (see next section).

Investment Reserve In FY2013, investment income will fund $4 million to the Networks of Excellence and $1.4 million to the investment reserve. In FY2014, investment income will fund $8.2 million to investment reserves. See page 19 for a table that depicts the beginning balance, sources, uses and ending balance for the investment reserve for 2013 – 2014.

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Strategic Initiatives

In fiscal year 2014, specific projects, programs, and activities will be launched, guided by this Operating Plan, and governed through the RF planning and project management process.

Networks of Excellence $4 Million

In fiscal year 2014, the RF will use 2013 investment income to invest up to $4 million in the launch of the Networks of Excellence.

These stimulus funds will be provided to faculty-led groups to develop large-scale proposals to funding agencies. The vision is for the networks to be self-sustaining after five years; they require an aggressive ramp up with a built-in sunset as each network becomes self sustaining.

The four planned Networks of Excellence are:

SUNY 4E (Economics, Energy, Environment and Education)

SUNY Health Now

SUNY Brain

SUNY Materials and Advanced Manufacturing

Each network assembles scientists and scholars from varied campuses to engage in a joint program of research on a specific topic and enhance related experiential learning of students. Bringing together the varied expertise into a collective network, SUNY can better position itself to become a national and international scientific leader, compete for research grants, and educate the next-generation workforce.

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Action Steps $3 Million Support a Best in Class Research and Innovation Operation

2014 Strategic Plan: Create and launch a new Strategic Plan and Implementation Roadmap for the RF guided by the vision of a new RF president and a new board chair. We are entering the fifth year of the 2009 strategic plan, which was a 3-5 year plan that has served us well and left us poised and ready to take on new and ambitious goals and direction.

Business Intelligence: Transform the RF’s approach to what we measure, how we analyze it, and how we talk about it, with a strong focus on data integrity and improved presentation. We need to do a better job of not just providing accurate data to our customers, but providing them with the data in different formats and scenarios, as well as providing expert analysis of the data to aid in business decisions and goal setting.

Human Capital: The RF will work with campuses to create a graduate student engagement initiative related to mentoring, on-boarding, career development, training, and ethics. SUNY should be a national model for graduate education at scale. The RF will also measure the success of the undergraduate research experiences pilot and continue to fund the allocations to that program.

Strengthen Controls and Compliance

Internal Controls: Collaborate with campuses to ensure that RF functions are performed in an environment with strong, documented, and effective internal controls.

Record Retention: Work with campuses to strengthen RF policies and tools used to retain and purge records – including system data, e-mails, documents, etc.

Research Integrity: Work with campus vice presidents for research and other campus stakeholders to ensure that the Statement on Research Integrity recently passed by the SUNY Trustees is institutionalized across SUNY with faculty, staff, and students.

Improve Research Administration for Faculty

RF Enterprise Business System:

Phase One: Continue the upgrade of the Oracle business applications to version R12. Key benefits include Manager Self Service (MSS), which provides an electronic end-to-end system for processing and approving human resources transactions as well as a new set of enterprise reporting tools. The upgrade is on schedule to go live in December 2013.

Phase Two: Rollout Oracle Advanced Benefits for open enrollment, allowing employees to make changes to their benefits online. This is scheduled for January 2014.

Phase Three: Analyze the manual processes used for RF employee time and attendance reporting and develop a plan for automating.

Website Redesign: Develop a new website that expresses the RF as it exists today, improves the navigation structure and graphic design, and provides faculty and administrators with better access to tools and information to accomplish their work.

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Pre-Award: Look at ways to help campuses increase research proposal submittal rates.

Learning and Development: Focus on initiatives across the entire system to support the RF’s commitment to advancing human capital and supporting a sustainable workforce of experts.

Advance Innovation and Growth

New Sources of Funding: Identify and secure new sources of funding to support the activities and programs that advance the RF’s and SUNY’s strategic goals. Investment in grant writing resources will help SUNY respond to large center-type opportunities that require collaboration and coordination among many campuses and provide opportunities to scale up the RF’s successful programs, such as the Technology Accelerator Fund.

Governor Cuomo’s Innovation Agenda: Support Governor Cuomo’s Innovation Agenda, including Tax-Free Zones, the Innovate New York Network, the Venture Capital Fund, the Incubator Hot Spot program, and other initiatives that arise within the course of the year.

Innovation Programs: Provide moderate support to initiatives designed to match inventors to sources of funding and support startups (e.g., pre-seed workshops, innovation showcases, etc.).

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Systemwide Collaboration Support $2.6 Million

Item Description FY2014 Dollars

Systemwide Networks

Systemwide Funding Proposal Development

The RF will develop in-house capabilities to prepare and submit systemwide proposals.

92,549

Presidential Fellows The Research Foundation is offering a unique opportunity to SUNY faculty and staff to influence and actively pursue SUNY’s research agenda. Presidential Fellows will lead and foster multidisciplinary research collaboration among SUNY campus researchers and form partnerships with business, industry, government, and other academic institutions that will lead to important research discoveries and foster economic growth.

300,000

Innovation Counseling A network of attorneys and other advisors with diverse expertise in innovation and partnership-related transactions to assist SUNY’s Innovation Hubs. The counselors are staffed to I&P projects that have systemwide implications.

250,000

Technology Transfer Coordinator

A position to support the Innovation Hubs by assuming primary responsibility for faculty interaction and invention intake, triage, assessment, patent filing, and agreement negotiation for SUNY's 23 partner campuses.

No dollars (recovery from regionalization

funding)

SUNY Moynihan Station Project

SUNY and the RF - together with Regional Planning Association (RPA) and other institutions, universities, and corporations – will work to launch the SUNY Empire Innovation Center, a joint academic / industry applied research center in the former Farley Post Office building as part of development of the new Moynihan Station in New York City. The center will engage top research faculty from throughout the SUNY system as well as scholars and researchers from other world class universities and corporate research institutions from across New York State and the Northeast Mega-region. The center will create a space to invent, design, develop, and market “saleable solutions” for global sustainability. Such solutions, based on multidisciplinary systems engineering approaches to the multifaceted challenges of our time, will lead to new knowledge economies, products, services, and New York State jobs.

No dollars

Systemwide Memberships and Sponsorships

Corporate Memberships These memberships afford the opportunity to partner with external groups to advance programs, network, attend educational events, and promote SUNY/RF initiatives. Membership requests often come directly from campuses. In the case of statewide or national organizations, membership benefits are offered to all campuses.

40,000

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SUNY REACH (Research Excellence in Academic Health) - a program to unify and advance the research vision of NYS’s public Academic Health Centers and integrated Medical Schools

The RF share of SUNY Reach’s “Phase 1C budget” (total across all participants of $813,397). The commitment is through 12/31/2013.

68,000

Sponsorship/Events The RF sponsors events that directly align with and support SUNY’s innovation agenda. All sponsorship requests are vetted with key campus constituents to validate need and are negotiated to produce the maximum value at the lowest possible cost.

100,000

Advisory Bodies

Research Council The Research Council is an advisory council to the SUNY Board of Trustees, the Research Foundation Board of Directors, the SUNY Provost and Campus Presidents. The SUNY Research Council lends deep and broad thinking and understanding to the question of SUNY's leadership as a 21st Century public comprehensive research-intensive university system. The Council considers and advises SUNY on strategies that encourage and nurture research as one of the primary missions of the University. The work of the Council informs strategic and operational planning at SUNY and the Research Foundation.

50,000

Systemwide Opportunity Programs1

Technology Accelerator Fund (TAF)

TAF provides funding to support the commercialization of SUNY-developed technologies.

250,000

Research Collaboration Fund

The SUNY/RF Research Collaboration Fund grant program encourages new and existing inter-campus collaborations and supports their development into long term partnerships with sustained growth. This targeted investment aims to help faculty researchers generate the preliminary results and data necessary to qualify for larger scale proposals for future funding.

350,000

Program to Enhance STEM Research Experiences for SUNY Undergraduates

The RF will allocate additional funding to the program to provide research experiences to SUNY undergraduates.

320,000

Systemwide Shared Tools

Coeus Pre-award Hosting/System Support

COEUS is the pre-award electronic business system currently used by the four University Centers, Upstate, Downstate and ESF. The RF will be working with the campuses to review several options for the pre-award business system, including the

100,000

1 The Faculty Travel Grant and Entrepreneur-in-Residence programs will be re-funded through requests for SUNY Strategic Plan support.

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coordination of the COEUS platform utilizing the KUALI tool.

Community of Science/Find a SUNY Scholar

Find a SUNY Scholar is a tool that allows faculty to learn of funding opportunities and collaborate with faculty from all over the world (and within SUNY) on research and scholarly endeavors.

No funding, but will be re-

assessed in July after usage

evaluation is complete

Innovation Community Chest (IC2)

The IC2 is a repository of innovation tools and resources that allow for effective and efficient decision-making at each phase of the SUNY innovation ecosystem. They include subscriptions to on-line databases, tools, collaboration forums, and references sources that support campus innovation.

140,600

Presidential Programs

Science and Technology Alliance for Global Sustainability

The Science and Technology Alliance for Sustainability (the “Alliance”), is an international partnership based on a shared commitment to address the needs described above. It operates as an informal body comprising stakeholders from several pillars: the research and education community, research funders, operational service providers, and users.

The core membership of the Alliance includes:

The International Council for science (ICSU)

The International Social Science Council (ISSC)

The Belmont Forum

The United Nations Educational, Scientific and Cultural Organization (UNESCO)

The United Nations Environmental Programme (UNEP)

The United Nations University (UNU)

The World Meteorological Organization (observer)

The RF’s President serves as co-chair and the RF is providing support to establish a permanent secretariat for the Alliance. RF staff is seeking outside funding to support the Alliance as well.

35,000

Federal Relations

SUNY Day DC The SUNY Day DC federal advocacy program, now in its fifth year, receives support from key national decision makers. The event provides a forum for university leadership to meet with congressional members and staff, alumni, and prospective donors, and learn about educational initiatives from national higher education organizations.

Members of New York’s congressional delegation attended the

30,000

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event and last year called on SUNY to apply its creativity, strength and imagination to protecting the homeland, building new industries that will provide jobs for an educated workforce, and ensuring that the United States remains a leader in all fields in the face of increased global competition.

Federal Relations Advocacy The RF’s federal relations firm hired to help increase federal funding and proposal rates, and the lease for SUNY’s federal relations office in in Washington D.C.

370,000

Human Capital Development

Learning and Development Learning Tuesdays

Research Administration - SPA Fundamentals

Learning & Development Council

SPA Fundamental Professional Development Scholarship Program

CITI (Collaborative Institutional Training Initiative) Program

124,200

Other Outside experts and fellows as needed to support special projects.

30,000

Total System-wide Collaboration

$2,650,349

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Appendix A: Key Financial Elements of the Plan

Corporate Reserve The following table shows the activity related to the corporate reserve:

Roll forward (in thousands)

2012

Actual

2013

Estimated

2014

Projected

2015-19

Projected

Total

Opening balance $5,058 $5,183 $6,525 $6,000 $5,058

Allocations to reserve:

Investment reserve allocation 2,209 7,286 2,350 11,872 23,717

Distributions from reserve:

Legal Costs (724) (724)

Technology Accelerator Fund (250) (250)

Research technology services (net )

(1,360) (4,794) (2,875) 1,134 (7,895)

SUNY Press support (900) (900)

Ending balance $5,183 $6,525 $6,000 $19,006 $19,006

Note: Above table does not include additional expenses that may be approved by the board in future years.

Investment Reserve The following table shows the activity related to the investment reserve. See Appendix C for funding and uses history:

Rollforward (in thousands)

2013

Estimated

2014

Projected

Opening balance ($22,689) ($21,241)

Investment income 13,639 9,600

Treasury/Investment expenses (2,000) (1,800)

Funding to corporate reserve (7,286) (2,350)

Charge to campuses 1,095 2,713

Networks of Excellence (4,000) -

Ending balance (21,241) (13,078)

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Fringe Pool A strong employee benefit program is important for recruiting and retaining employees. The RF recovers the funds needed for the cost of employee fringe benefit programs, which include health insurance, retirement, Social Security, and other payments, by applying fringe benefit rates to accounts that fund employee salaries and wages. These rates are negotiated each year with the US Department of Health and Human Services.

Fiscal

Year

Regular

Employees

Graduate

Students

Undergraduate

Students

Summer

Employees

2013 43.00 14.50 5.00 17.00

2014 41.00 15.00 5.00 17.00

2015 42.50 16.00 5.00 17.00

2016 43.00 16.00 5.00 17.00

2017 44.00 16.50 5.00 17.00

Salary Plan Based on current and projected economic, budget and market conditions, and projected sponsored research funding, within the RF’s salary plan for 2014, campuses may authorize increases up to the following for RF employees:

Employee Type Cost of Living Discretionary Pool

Administrative 2% 2%

Sponsored Program 2% Based on funds availability within each sponsored program

Campuses will be provided with instructions for filing their local implementation of the corporate plan with the Human Resources Office at Central Office.

Refer to page 21 for a chart that displays comparable increases for bargaining units within SUNY.

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Bargaining Unit and generally comparable RF population

Increase Type CSEA (Non-exempt RF ee's)

PEF (limited RF population – e.g. Computer professionals)

M/C (RF Exec/Confidential/HR)

UUP (Exempt Employees, Administrative E.1-6 & SP Exempt E.69,79,89,99)

Recommendation for RF FY 13-15 Corporate Salary Plan

Across the Board 2% - 4/1/14 2% - 4/1/15

2% - 4/1/14 2% - 7/1/14 2% - 7/1/15

FY2013/2014 - 2% FY2014/2015 - 2% (projected)

Lump Sum $1,000 (not added to base pay) starting April 1, 2013; ($775 lump sum payable April 1, 2013 / $225 lump sum payable April 1, 2014)

No lump sum payments Add to base of $500 on 7/1/13, $250 on 7/1/14 and $500 on 7/1/15

No lump sum payments

Step Increases No changes in payments of step increments (3%-9% (1-5 grade increase) in current contract)

No changes in payments of step increments ($877 - $3,695 in current contract);

No step increases No Step Increases

Longevity No changes in Longevity payments from current contract ($1,250 for 5 & 10 years, $2500 for 15 yrs).

Longevity payments are lump sum payments in the amount of $1250.

No Longevity payments; $500 added to base for certain milestones

No Longevity payments

Disc. Increase N/A N/A Incentive lump payments of .5% annually (1% at the end of the contract term.)

FY2013/2014 - 2% disc. Pool for Admin ee’s (~1100) FY2014/2015 - 2% disc.Pool for Admin. ee’s (~1100) Disc. subject to fund availability for Sponsored Program ee's.

Deficit Reduction Program 5 days in FY11, 4 days in FY12 9 Days 9 Days (SUNY MC received a 2% raise in FY2012-13)

9 days over 2 year period No DRP

Pay back from DRP Value of the 4 days from FY12 will be paid back



seven days paid back at the end of the contract; 2 days off

N/A

External Market Data - FY14 Salary Planning information from Lake Associates: Merit increase average forecast for all groups of employees is 3.0%; CPI Forecast +2.2%

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Appendix B: Projections

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Sponsored Program Revenue Projections Actual Projections % Change

Location 2012 2013 2014 2015 2016 2017 2018

CNSE $223,654,839 $366,234,502 $390,641,825 $353,725,295 $328,558,484 $342,241,938 $229,950,924 2.82%

Stony Brook University 182,737,698 176,490,595 178,595,700 182,286,428 180,545,021 185,961,373 191,540,215 4.82%

University at Buffalo 157,116,809 151,183,000 150,142,000 151,783,000 153,606,000 155,464,000 157,359,000 0.15%

University at Albany 106,885,405 103,274,439 113,298,530 120,096,440 127,302,226 134,940,360 143,036,782 33.82%

Downstate Medical Center 62,361,048 57,342,804 57,511,391 58,661,619 60,421,466 62,234,110 64,101,134 2.79%

Binghamton University 40,196,877 37,164,658 39,190,756 41,321,086 43,658,678 46,153,902 48,674,452 21.09%

Upstate Medical University 36,926,766 33,163,100 33,128,100 33,128,100 33,941,075 34,959,308 36,008,088 {2.49%}

Buffalo State College 29,950,915 24,923,480 25,375,500 25,375,500 25,700,010 26,029,180 26,363,084 {11.98%} SUNY ESF 15,073,421 16,598,000 15,703,500 17,197,000 17,712,910 18,244,298 18,791,628 {24.67%}

Sys. Admin - Provost 13,612,766 18,223,631 22,558,230 19,419,089 19,701,112 19,987,711 20,278,969 48.97%

College at Oneonta 7,022,350 6,503,349 5,553,927 4,521,298 4,547,951 4,575,139 4,602,870 {34.45%}

SUNY Plattsburgh 6,204,847 5,500,000 4,990,000 4,990,000 4,990,000 4,990,000 4,990,000 {19.58%}

SUNY Brockport 6,147,853 5,012,160 4,069,448 3,530,258 3,264,348 3,275,000 3,275,000 {46.73%}

SUNY Oswego 4,924,695 4,434,311 4,567,343 4,704,366 4,845,500 4,990,870 5,140,601 4.38%

SUNY New Paltz 4,001,070 4,078,346 4,083,191 4,154,371 4,226,015 4,298,980 4,373,286 9.30%

SUNY Cortland 3,455,923 2,990,500 2,803,000 2,673,000 2,699,730 2,726,729 2,753,996 {20.31%}

College of Optometry 3,381,262 3,140,212 3,865,832 4,039,794 4,222,454 4,414,246 4,465,630 32.07%

SUNY Potsdam 2,992,555 3,028,636 3,028,636 3,028,636 3,028,636 3,028,636 3,028,636 1.21%

Farmingdale State College 2,989,075 5,338,100 4,397,990 2,813,505 2,326,540 2,349,805 2,373,302 {20.60%}

SUNY Cobleskill 2,887,522 2,608,762 824,906 824,906 841,405 858,233 875,398 {69.68%}

SUNY Fredonia 2,853,575 2,668,791 2,695,478 2,722,434 2,749,657 2,777,153 2,804,925 {1.70%}

Purchase College 2,295,973 1,835,294 1,491,856 1,527,366 1,549,985 1,573,137 1,596,835 {30.45%}

SUNY Canton 2,164,314 2,012,600 2,112,600 2,112,600 2,122,600 2,202,600 2,352,600 8.70%

SUNYIT 2,062,898 2,128,600 2,205,290 2,285,643 2,369,836 2,458,055 2,550,496 23.64%

Alfred State College 1,867,996 1,723,949 1,132,722 504,512 529,634 556,041 583,709 {68.75%}

SUNY Geneseo 1,639,578 779,000 758,860 774,017 789,479 805,248 821,333 {49.91%}

Morrisville State College 1,585,262 1,074,076 1,074,076 1,074,076 1,074,076 1,074,076 1,074,076 {32.25%}

Old Westbury 1,546,550 1,636,007 1,697,925 1,768,722 1,848,535 1,937,630 2,131,395 37.82%

Empire State College 868,536 1,334,968 1,573,105 1,411,445 1,439,675 1,468,470 1,497,839 72.46%

SUNY Delhi 505,187 237,548 186,900 186,900 160,650 160,650 160,650 {68.20%}

Maritime College 247,160 316,273 299,000 299,000 299,000 299,000 299,000 20.97%

Total $ 930,160,728 $1,042,979,691 $1,079,557,617 $1,052,940,406 $1,041,072,688 $1,077,035,878 $ 987,855,853 6.20%

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Appendix C: Corporate and Investment Reserves: Funding and Use History

Actual Estimated Projected

Fiscal 2006 Fiscal 2007 Fiscal 2008 Fiscal 2009 Fiscal 2010 Fiscal 2011 Fiscal 2012 Fiscal 2013 Fiscal 2014

Corporate Reserve - Beginning Balance $2,406,154 $1,788,926 $4,262,922 $4,003,835 $3,950,590 $4,925,033 $5,058,705 $5,183,066 $6,525,107

Funding to Corporate Reserves 1,110,360 5,635,566 223,737 - 3,298,311 2,172,998 2,208,565 7,285,843 2,349,811

Technology Expenses (1,727,588) (3,161,570) (482,824) - - - (1,360,250) (4,793,802) (2,874,918)

Legal/Litigation Expenses - - - (53,245) (2,323,868) (673,326) (723,954) - -

Allocation for strategic initiatives - - - - - (1,366,000) - - -

Technology Accelerator Fund - - - - - - - (250,000) -

SUNY Press Support - - - - - - - (900,000) -

Corporate Reserve - Ending Balance (A) 1,788,926 4,262,922 4,003,835 3,950,590 4,925,033 5,058,705 5,183,066 6,525,107 6,000,000

Investment Reserve - Beginning Balance 6,606,444 8,862,814 22,898,005 2,640,533 (41,550,719) (34,714,116) (22,461,133) (22,689,210) (21,240,504)

Investment income 10,322,776 29,929,854 (4,031,932) (42,709,152) 10,491,934 16,337,977 3,477,417 13,638,717 9,600,000

Treasury/Investment Expenses (2,257,883) (1,936,778) (1,886,818) (1,865,979) (1,822,768) (2,265,323) (1,669,565) (2,000,000) (1,800,000)

(Distribution)/Charge to Campuses (5,808,523) (10,952,956) (14,338,722) 383,879 99,643 353,327 172,636 1,095,832 2,712,504

Funding to Corporate Reserves - (3,004,929) - - (1,932,206) (2,172,998) (2,208,565) (7,285,843) (2,349,810)

Networks of Excellence - - - - - - - (4,000,000) -

Investment Reserve - Ending Balance (B) 8,862,814 22,898,005 2,640,533 (41,550,719) (34,714,116) (22,461,133) (22,689,210) (21,240,504) (13,077,810)

Total Reserve Balance (A+B) $10,651,740 $27,160,927 $6,644,368 ($37,600,129) ($29,789,083) ($17,402,428) ($17,506,144) ($14,715,397) ($7,077,810)

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Appendix D: Central Office Operations

What is RF Central Office? The central office of the Research Foundation for SUNY exists to support SUNY faculty, staff and students. Staff at central office provide the administrative, legal, financial, regulatory, and technical infrastructure and manage internal grant funding programs that advance SUNY research and innovation. Central office comprises 120 professionals serving 31 SUNY campus locations and programs and employees located around the world – from Stony Brook to Singapore, Niagara to Nigeria, Rockland to Russia.

Central office performs tasks that otherwise would have to be performed at individual sites, necessitating additional FTEs, equipment, tools, and systems at each location. These shared services eliminate redundancy and reduce costs. Central office provides efficiencies of scale and subject matter expertise with complex and difficult matters, providing each site with up-to-date information, expert counsel, and efficient execution.

Central Office

Human Resources

Handling compensation,

benefits, employee relations, payroll, and tax reporting for 207

job titles and 13 benefit programs.

Systems

Running reliable hardware/software

infrastructures, including nearly 6000

user accounts, 25 databases, and over

28,000 reliable business processes

per week.

Training & Communication

Keeping campus staff informed, educated,

and connected to ensure high quality, high performance

work across the SUNY system.

Administrative & Legal Services

Managing funds, investments data,

tools, systems, and controls; legal assistance with

agreements, employee relations,

tech transfer & other legal issues.

Growth & InnovationAdministering

programs and funds that promote and nurture research

across all locations and campuses and

bridge the gap between innovation

and economic growth.

GrantsSupporting campuses

in discovering, requesting, defending, negotiating, procuring, and in every other way

assisting faculty in getting financial backing for their

research.

ComplianceCoordinating the Conducting A-133

audit, internal audit, maintaining controls, preparing F&A rate proposals; ensuring research offices stay on top of laws and

sponsor regulations.

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Central office uses its unique system-wide vantage point to stimulate research and innovation across the SUNY enterprise:

The Faculty Travel Grant Program allows faculty to travel to Washington, DC to meet with program officers at federal agencies – interactions that can be crucial to winning key grants. The Technology Accelerator Fund provides the financial assistance necessary to get an invention from the lab to external funding or venture capitalists. The Entrepreneur in Residence Program assigns business experts to budding campus projects, providing faculty with the professional services needed to get off the ground. The Collaboration Fund incentivizes and funds projects across two or more SUNY campuses. Increased STEM Research Opportunities for SUNY undergraduates create higher proficiency in science, technology, engineering, and math fields.

---------------------------- CENTRAL OFFICE/RF FOR SUNY BY THE NUMBERS ----------------------- all data as of March 31, 2013 or calendar year 2012 when applicable

Current grants 6,278

Faculty members working on grants 2,618 SUNY campus sites served 31 SUNY research sites outside the US 75 Average daily cash expenditures for sponsored programs $5 million Total job titles 155 Benefits programs managed (health, dental, disability, etc.) 22 Benefit costs, FY2012 $82,310,134.37 Retirement contributions administered (basic & optional), FY2012 $47,049,063.72 Internal audits 37 Resolved cases of litigation since 2001 2,000+ Affiliated corporations 19 Corporate insurance policies handled 25 Policies and procedures available on website 660 Total web page views, Nov 2012 – Mar 2013 9,639 Annual checks on abandoned property for 50 states 391 (totaling $65,469.37) Contracts and agreements executed per month 39 Approximate annual amount saved by each hub campus through shared tools for Intellectual Property Commercialization

$215,000

Payroll transactions per month (all campuses) 21,267 2012 W2s 16,330 2012 1099s 3,145 2012 1042s 669

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Central Office Functions and Other Expenses All dollar amounts are FY 2014 projected costs Costs Full-Time Staff

CO Department Functions 126 FTEs $ 19,731,502 Below are thumbnail descriptions of each major central office function, which provide a brief overview of its responsibilities and value. Executive & Support 31 FTEs $4,839,581 The Executive Office function leads the RF in providing outstanding services to the SUNY research community in sponsored programs administration, intellectual property commercialization, and public/private partnership creation and support. The Research Foundation of SUNY President provides effective and efficient leadership, management, and direction to establish and accomplish strategic goals while collaborating with and supporting the SUNY community and private partners. 2 FTEs The Legal function provides expert legal services not only on behalf of the Research Foundation itself, but also to individual campuses, particularly in sponsored programs, innovation and partnerships, labor and employment, and other key areas. It does this by responding to requests for legal advice from operations staff and leadership, identifying and solving legal problems, resolving disputes and managing litigation, and administering training and templates to prevent reputational, legal, and financial problems. Centralizing this service conserves resources and guarantees standardization and legal compliance across all campuses. 7 FTEs

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The Compliance function’s primary purpose is to help prevent, detect, and correct any fraud, waste, and abuse. It does this by developing, managing, and monitoring ethical policies (such as the Code of Conduct and Conflict of Interest policies), establishing an internal control methodology and risk management, overseeing information security, and developing/maintaining policy governance. Given the critical nature of these activities for each campus and the opportunities for variance when handled separately, uniting these services under one infrastructure reduces risk and helps ensure an ethical and compliant environment for research activities. 3 FTEs The Internal Audit Services function provides independent appraisals, recommendations, analyses, and other pertinent comments on the financial and operational controls of all offices, identifying changes in procedures to improve efficiencies, eliminate duplicate efforts, and reduce risks. In so doing, it identifies areas of potential exposure before they are identified by external parties, and shares process improvements across all locations. The function also assists sites with external audit processes and responses (i.e., OMB A-133, sponsor audits, regulatory audits), giving each campus access to expertise in these areas. 9 FTEs The Innovation and Partnerships function enables and stimulates meaningful interaction between the business community and SUNY to increase SUNY’s impact on local, regional, statewide, national, and global economies. It does this by supporting the creation of startups and incubators (and providing ongoing support); developing/managing funds, grants, and programs; promoting commercialization opportunities; increasing the profile of SUNY innovation through outreach; and leveraging government relationships. The nature of this work demands a cross-campus approach, to match investors to opportunities and consolidate negotiating power. 10 FTEs Sponsored Program Services/Operations 55 FTEs $ 6,475,413 The Data Management function works with departments, colleges, and campus administrators to understand their business needs, respond to data requests, and provide the metrics to meet all research and reporting requirements. Duties include developing reporting tools for principal investigators, data upgrades, training, documentation, and communication across the entire SUNY system. For example, the standardization of business elements in the Oracle (and other systems) is a corporate function that supports campus operations. 4 FTEs The Sponsored Programs Compliance and Reporting function implements strategic projects and provides day-to-day support for campus research administrators. That support includes reviewing award documentation and sponsor assurances of compliance, preparing A-133 reports, invoice and financial report submissions, responding to federal- and state-mandated reporting requirements, and providing metric data. Staff members serve campuses by solving business problems involving: grant proposals and awards, compliance with terms and conditions, financial administration, effort reporting, education and training, and satisfactorily resolving audit findings. 11 FTEs

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The Centralized Award & Contract Review and Negotiation function performs the critical work of helping secure funding for campus research for the centralized campus locations. It negotiates and executes grants, contracts, and subcontracts, including account set up and complete financial invoicing. Increasingly, this team is consulted by decentralized campuses with business problems arising from state and federal sponsorship, including standard terms and conditions. The RF achieves efficiencies by sharing the service and cost of grant and contract administration for 24 campus locations. 13 FTEs The Strategy and Planning function develops the RF strategic and annual operating plans, monitors corporate projects, coordinates leadership stakeholders of the organization (President’s Council, Research Council, VPRs, OMs), and manages all aspects of the OM relationship, including orientation, training, and regional hub activities. It ensures timely response to changes in the environment, efficient and stable strategic planning and project management, appropriate use of resources, and quality customer service for all stakeholders. 4 FTEs The Human Resources function takes a proactive approach to maintain positive employee relations at campuses. In addition to developing and maintaining competitive compensation/benefit programs to attract, retain, and motivate a talented workforce, the function provides guidance and training to campus administrators/faculty to resolve HR issues in laboratories and offices, and ensures compliance with state, federal, and sponsor employment and workplace regulations. HR also creates a learning environment across campuses by offering Learning Tuesdays on “hot topics” and by developing both an enterprise-wide mentoring system and a succession planning process that can be adapted to individual campuses. 18 FTEs External Relations and Corporate Communications works with campuses to amplify and promote campus research achievement. This includes creating publications and marketing pieces, social media posts, and corporate presentations, as well as managing the RF website and its content. External Relations staff coordinates with campuses on FOIL and FOIA requests; and assists with media inquiries and crisis management. Centralizing this function gives each site access to key communication resources and corporate public relations and media support. 5 FTEs Finance 40 FTEs $ 3,689,000 The Treasury and Payroll function is responsible for all daily cash management operations, maintaining campus bank accounts, running payroll operations (including checks, taxation, deductions, cost transfers, etc.), handling receipts, and more. Depositing corporate cash into one centralized bank account provides better control over the cash receipts asset. Centralization is also the most efficient way to deal with the complexities of federal and state tax reporting. The Treasury function also includes investments and debt/line of credit borrowing providing asset allocation strategies and supporting campus borrowing needs. This function provides a shared payroll service for eight campuses that are not able to perform this at their sites plus manages the corporate facilities as well as other back office corporate support. 20 FTEs (includes 2 FTE’s IS related)

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The Cost Accounting and Accounts Payable/Purchasing function prepares large, complex Facilities and Administrative (F&A) rate proposals for 31 operating locations and negotiates rates with the federal Department of Health and Human Services. It also oversees fixed assets and assists campus staff in areas of federal compliance and safeguarding the assets of the corporation. Staff are fiscal stewards who disburse funds (checks, electronic transfers, etc) for all operating locations, provide corporate oversight for procuring goods and services, and oversee and provide guidance for the campus staff regarding compliance with laws and regulations, particularly in regard to the IRS. Having one office handle all of these “shared services” achieves great economies of scale, saving money and increasing efficiencies. 12 FTEs The Financial Accounting function ensures the integrity of the business system, providing the accurate accounting methods and reliable financial information that are critical for operational success. The function works with health insurance carriers and negotiates with DHHS to develop fringe benefit rates. It completes annual audited financial statements and fulfills campus requests for assistance with financial information and foreign tax exemption. It compiles sources and uses of funds for the RF Operating Plan, including establishing and overseeing campus accounts for individual site allocations. Aggregating these services prevents gross duplication of efforts and standardizes best practices. 8 FTEs Information Services Outsourced $ 4,727,508 The RF’s information technology vendor manages and supports specific day to day IT operations as well as projects that fit into the RF Operating and Strategic Plans. This includes technology upgrades and customized technical support to increase compliance, reduce costs, and provide end users enhanced usability, performance, flexibility, and availability. Outsourcing this work is the most cost-effective way to ensure cutting-edge IT resources and management at a low cost to campuses. Non Departmental Costs $ 5,197,459 As a corporation, generic expenses are incurred that support the general corporate stewardship or the business as whole. These expenses are not specifically identified to a department, such as: Annual Audit 368,900 Facilities 780,000 Insurance 1,217,000 Outside legal 120,000 IT Software, Production Support, other 1,853,910 All other 857,649 Total Central Office Operations $24,928,961

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RESOLUTION OF THE FINANCE COMMITTEE OF THE BOARD OF DIRECTORS OF

THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK

To: The Finance Committee (“Finance Committee”) of the Board of Directors (“Board of Directors”) of The Research Foundation for The State University of New York (“Research Foundation”)

From: Frank J. Gabriel, Interim Chief Financial Officer Subject: Fiscal Year 2014 Operating Plan Background:

1. The 1977 Agreement between the Research Foundation and the State University of New York calls for the submission of an annual financial plan for approval by the Board of Directors. 2. The Research Foundation Fiscal Year 2014 Operating Plan (“Operating Plan”) describes the specific action steps the Research Foundation plans to take toward implementation of its Strategic Plan and provides the financial plan in the form of a budget for the upcoming fiscal year. 3. Management recommends that the Finance Committee approve the budget included in the Operating Plan.

Resolution:

The Finance Committee hereby resolves to recommend that the Board of Directors approve the budget included in the Operating Plan and authorize Research Foundation management to take actions as are necessary or desirable to give effect to this resolution. Kim E. Rosenfield General Counsel and Secretary June 11, 2013 FC2013-03

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PARTNERS CAPITALEurope5 Young StreetLondonW8 5EHTel: +44 (0) 20 7938 5200Fax: +44 (0) 20 7938 5201

North America50 Rowes Wharf4th Floor BostonMA 02110, USATel: +1 (617) 292 2570Fax: +1 (617) 292 2571

Asia21/F The Center99 Queen’s Road,Central Hong KongTel: +852 6203 55 33

The Research Foundation of SUNYPortfolio Review: FY2013 YTD

June 12, 2013

Partners Capital

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PARTNERS CAPITAL Past performance is not indicative of future returnsThis information is confidential and was prepared by Partners Capital solely for the use of our clients; it is not to be relied upon by any 3rd party.

Performance Summary

In FY 2013 YTD through April, the global equity and credit markets exhibited very strong returns, surpassing pre-financial crisis levels and hitting new records, while safety asset returns were anemic. Global Equities were up +21.1%, and US Treasuries gained +2.2%.

In May, the rally in US and European equities continued, with Global Equities up +1.4% and US Treasuries down -2.6%. The Fed signaled that they are considering cutting back quantitative easing later this year, causing a sharp rise in Treasuryyields. There were particularly sharp sell offs during May in emerging markets debt (local currency debt was down -6.3%), TIPS (-4.4%) and US Investment Grade bonds (-2.3%).

The Operational Pool Medium Duration (OP MD) gained +8.5%, surpassing the Index of Indices (IOI) by +0.3% and exceeding the long-term policy target of 5.8% due to the strong performance of high-quality risk assets.

VEBA and Operating Pool Long Duration (OP LD) both gained +13.1%, surpassing the IOI by +0.9% and exceeding the long-term policy target of 8.3%. The outperformance versus IOI was due to alpha from manager selection of +1.4% partially offset by asset allocation detraction of -0.5%.

Across all RF SUNY portfolios, performance within asset classes has generally been strong, with Hedged Equities, Absolute Return and Credit outperforming the asset class benchmarks by +1% to +4%. Global Equities also outperformed with excellent manager performance offsetting negative attribution from the emerging markets overweight within equities. Core Property was the only notable detractor, lagging its benchmark by approximately -5%.

RF SUNY’s hedge fund portfolio has been a strong contributor in FY 2013. The Absolute Return portfolio is up +7.7% (OP MD) versus +4.3% for the T-Bills+500 benchmark and continues to deliver results with only a 0.16 beta to equities. Since January 2010, the RF SUNY Absolute Return portfolio has gained +18.7% versus +18.4% for the benchmark, and +10.2% for a peer group benchmark. Also, performance in the Hedged Equities portfolio has been excellent, up +14.8% (VEBA) versus a +10.1% gain in 50% of the unhedged, long only Global Equities index and a +10.9% gain in the peer group index. We expect these allocations to be positive contributors if market volatility increases in coming months, or there are rising interest rates.

Executive Summary (1 of 2)

2

Performance for FY 2013 YTD through April relative to benchmarks has been strong, especially for VEBA and OP LD. OP MD surpassed the IOI by 0.3%, while VEBA and OP LD delivered 0.9% outperformance.

Key contributors to outperformance was manager alpha across the board. In particular:

Partners Capital Harrier Fund, our diversified portfolio of absolute return managers, delivered +8.0%, well ahead of its target of Treasuries + 500 bps (4.3%). Visium Balanced Fund (+8.4%) and OXAM (+7.1%), two equity market neutral funds, were key contributors.

2013 Portfolio Attribution

FC-39


Executive Summary (2 of 2)

3

Key contributors to outperformance was manager alpha across the board (continued):

DoubleLine Opportunistic Income Fund , a manager with diversified credit exposures, returned +14.6%, exceeding its benchmark by 6.3%. It benefitted from the strong performance of its lower-quality subprime assets, as well as from income generation.

Partners Capital Falcon Fund, our diversified portfolio of hedge fund managers, delivered +14.8%, surpassing its peer group index by +4.3%. Discovery (+17.3%), which benefitted from its long Japanese equities, short Japanese Yen position, and Lafayette Street (+14.7%) were the strongest contributors.

2013 Portfolio Attribution (Continued)

Change OP LD and VEBA asset allocation ranges in policy tables (minor changes for consistency)

Separate out Credit as a separate asset class under Fixed Income.

Use the same ranges for Hedged Equities and Private Equity in both the OP LD and VEBA pools.

Commit $7.5M to THL Credit (Direct Lending) to reallocate to more attractive segment within Credit asset class

THL Credit is a direct lending fund that will invest in a mix of first lien, second lien and mezzanine debt sourced from US corporate borrowers.

Given the multi year rally and record low yields in the liquid credit market, we believe that private direct lending provides better expected returns at similar levels of risk.

THL Credit has assembled a proven team covering major US markets to exploit this opportunity.

Commit $3M to Harbour Group (Private Equity) as part of program to increase PE allocation over next 3 years

Harbour Group is a well-established lower mid-market PE fund in St. Louis with significant experience and success in operationally intensive investments.

We are seeking to make approx. $4M of commitments to corporate Private Equity in 2013 as part of our plan to increase PE and PERE investments to target levels over the next 3 years.

We see Harbour Group as a core allocation and would seek 1-2 additional commitments later in the year out of several high quality prospects that are still in the early stages of their fundraising.

Recommended Actions

FC-40


Key Decisions Requested from Finance CommitteeKey decisions requested from Finance Committee:

1) Approve minor changes to the OP LD and VEBA asset allocation policy tables.

There are some minor items in the OP LD and VEBA tables that we recommend adjusting for consistency with OP MD.The revised asset allocation tables for OP LD and VEBA incorporate two minor changes: (1) separating out Credit as aseparate asset class under Fixed Income to show a consistent presentation to the one for OP MD, and (2) using thesame ranges for Hedged Equities and Private Equity in both the OP LD and VEBA pools to make those tablesidentical. Currently, the ranges are slightly different.

2) Approve $7.5M commitment to THL Credit (Direct Lending) – $3.0M to OP LD and $4.5M to VEBA

We would reallocate a portion of RF SUNY’s exposure to Credit to THL Credit, a direct lending fund that will invest in amix of first lien, second lien and mezzanine debt sourced from U.S. corporate borrowers. Given the multi year rally andrecord low yields in the liquid credit market, we believe that private direct lending provides better expected returns atsimilar levels of risk, and THL Credit has assembled a proven team covering major U.S. markets to exploit thisopportunity.

3) Approve $3M commitment to Harbour Group (Private Equity) – $1.0M to OP LD and $2.0M to VEBA

We are seeking to make approx. $4M of commitments to corporate Private Equity in 2013 as part of our plan toincrease PE and PERE investments to target levels over the next 3 years. We recommend an allocation to HarbourGroup, a well-established lower mid-market PE fund in St. Louis with significant experience and success inoperationally intensive investments.

Yes/No:

4

FC-41


• Performance and Portfolio Update (April FY2013) (Pages 6-14)

• Decision #1: Asset Allocation Policy Table Changes for OP LD and VEBA (Pages 16-18)

• Decision #2: THL Credit—Direct Lending Credit (Pages 20-23)

• Decision #3: Harbour Group—Lower Mid Market Private Equity (Pages 25-29)

• Appendix

- Additional Manager and Portfolio Performance and Attribution Detail

- Macroeconomic Overview

- Additional Information: OP LD Details, Illiquid Commitment Planning, Balance Sheets

5

Agenda FC-42


Notes:1. New policy targets of 6% for OP MD and 7.5% for VEBA were implemented as of May 1, 2013. 2. 70% Stock / 30% Bond Index comprises 70% MSCI AC World NR LC and 30% Barclays Treasury 5-10 Year. Global Equities reflects performance of the MSCI AC World Index NR LC. US Treasuries reflects performance

of the Barclays Treasury 5-10 Year Index. US High Yield reflects performance of Barclays U.S. Corporate High Yield TR. Hedge Funds reflects performance of the HFRI Fund of Funds Composite, gross of estimated 1% annual fund of funds fee layer.

6

RF SUNY Investment Performance versus Benchmarks and Markets

FY 2010 FY 2011 FY 2012 1H FY 2013 2H FY 2013(Jan-Apr)

FYTD 2013(July-Apr)

Ann ReturnSince FY10

(Jul 09-Apr 13)

Ann Volatility(Std. Dev.)

OP Medium Duration 7.4% 10.0% 2.9% 4.8% 3.5% 8.5% 7.5% 3.1%

Long Term Policy Target: 7% p.a. 1 7.0% 7.0% 7.0% 3.4% 2.3% 5.8% 7.0% --

Index of Asset Class Indices 9.4% 9.4% 5.3% 4.3% 3.7% 8.2% 8.4% 1.9%

OP Long Duration N/A N/A -1.9% 8.1% 5.6% 13.1% N/A 10.6%

Long Term Policy Target: 10% p.a. 1 N/A N/A 10.0% 4.9% 3.2% 8.3% N/A --

Index of Asset Class Indices N/A N/A 0.9% 7.5% 6.0% 12.2% N/A 8.0%

Operational Pool (Combined) 7.4% 10.2% 1.6% 5.7% 4.2% 10.2% 7.6% 4.0%

VEBA Trust 7.4% 14.6% -1.6% 7.5% 5.2% 13.1% 8.6% 7.3%

Long Term Policy Target: 10% p.a. 1 10.0% 10.0% 10.0% 4.9% 3.2% 8.3% 10.0% --

Index of Asset Class Indices 10.1% 13.5% 0.9% 5.9% 6.1% 12.2% 9.5% 5.7%

70% Stock / 30% Bond Index 12.0% 15.9% 2.0% 6.6% 8.1% 15.2% 11.6% 6.4%

Global Equities 12.6% 21.1% -2.8% 9.1% 11.1% 21.1% 13.1% 11.3%

US Treasuries 9.3% 3.8% 12.3% 0.9% 1.2% 2.2% 7.1% 4.7%

US High Yield 26.7% 15.6% 7.3% 8.0% 4.0% 13.9% 16.4% 8.1%

Hedge Funds 4.7% 6.7% -4.5% 4.2% 5.6% 11.0% 4.5% 6.5%

FC-43


The Operational Pool Medium Duration portfolio was up +8.5% in FYTD 2013 (April), compared to an index of asset class indices up+8.2%.

7

1. HFRI Fund of Funds Strategic Index: Estimated 1% annual fund of funds management fee layer removed.2. Index of Asset Class Indices is constructed by calculating the benchmark return for each asset class at the current target allocation to that asset class.

OP MD Performance by Asset Class – FYTD 2013 (April)

Asset Class30 April 2013

BalanceActual Asset Allocation %

Fiscal Year 2013 Performance

Benchmark Fiscal Year 2013

PerformanceFiscal Year 2013

Difference Benchmark

Fixed Income $7,087,677 9.0% -0.7% -0.5% -0.2% Barclays U.S. Treasury Strips 20-30 Yr

7.4% 4.3% 3.2% T-Bills + 500bps

7.4% 8.7% -1.3% Peer Group HFRI FoF Diversified

Hedged Equities $4,920,063 6.2% 14.9% 11.0% 3.9% HFRI FoF Strategic1

Global Equities (Credit) $17,045,099 21.6% 10.4% 9.5% 0.9% Blended Credit Benchmark

Global Equities $14,720,195 18.6% 21.5% 21.1% 0.4% MSCI AC World NR LC

TIPS $4,870,690 6.2% 3.3% 3.3% 0.0% Barclays US TIPS TR

Commodities $3,609,668 4.6% 2.6% 3.3% -0.7% GS Commodity Index

Liquid Real Estate $3,245,680 4.1% 24.4% 30.2% -5.8% MSCI World Real Estate NR LC

Cash $6,272,810 7.9% NA NA NA NA

Operational Pool(Medium Duration) Total

Absolute Return $17,289,972 21.9%

$79,061,854 100.0% Index of Indices - Medium Duration OP28.5% 8.2% 0.3%

FC-44


FYTD 2013 (April)

8

1. Manager performance and blended benchmark represents pro forma manager and benchmark performance at your actual average asset allocation each month, compounded monthly excluding advisory fees and intra-period timing effects.

8.5%

1.3%8.2%

-1.0%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

Actual net returnTiming of investments and advisory fees

---0.2%

Variance due to manager selection

Variance due to asset allocation

-0.8%

Index of Indices at target allocation

OP MD Performance Attribution Summary – FYTD 2013 (April)

(-0.4% due to advisory fees collected during the period)

The Operational Pool Medium Duration outperformed its index of indices by +0.3%. Outperformance was driven primarily by managerselection, with Hedged Equities (+4.3%) and Absolute Return (+2.9%) being the two largest contributors.

FC-45

PARTNERS CAPITAL Past performance is not indicative of future returnsThis information is confidential and was prepared by Partners Capital solely for the use of our clients; it is not to be relied upon by any 3rd party. 9

OP MD Asset Allocation: Policy Changes Reduce Fixed Income Exposure

0%

20%

40%

60%

80%

100%

Long Term Target Allocation

Cash 3%

Global Equity 20%

Cash 3%Fixed Income (30 Year) 5%

Absolute Return 22%

Hedged Equity 11%

Credit 23%

Global Equity 21%

TIPS 7%

Commodities 5%

Liquid Real Estate 4%

Current

Cash 0%

Fixed Income (30 Year) 8%

After Actions


Commodities 5%

TIPS 7%

Credit 23%

Hedged Equity 12%

Absolute Return 22%


Absolute Return 22%

Hedged Equity 11%

Credit 23%

Global Equity 20%

TIPS 6%

Commodities 5%

Liquid Real Estate 4%$78.1M$78.1M$78.1M

FC-46


Operational Pool Mix between OP MD and OP LD

10

0%

20%

40%

60%

80%

100%

Percent of Total

CombinedOperational Pool at Current $ Allocation

Cash 1%Fixed Income 8%

Absolute Return16%

Hedged Equity 13%

Credit16%

Commodities 5%Core Real Estate 4%

PERE 0%

Global Equity28%

Private Equity 1%Inflation-Linked 6%

Commodities 5%

Core Real Estate 6%PERE 1%

Operational Pool:Long Duration

(Current)

Fixed Income 7%

Absolute Return 10%

Hedged Equity 15%

Credit9%

Global Equity 35%

Private Equity 2%Inflation-Linked 6%

Commodities 6%

Core Real Estate 7%PERE 2%

Operational Pool: Medium Duration

(Current)

Cash 0%Fixed Income 8%

Absolute Return 22%

Hedged Equity 11%

Credit23%

Global Equity 21%

Inflation-Linked 6%

The Combined Operational Pool column to the right is the current dollar allocation, and the two columns to the left are the currentallocations in OP MD and in OP LD.

$158.6M$80.5M$78.1M

FC-47


The VEBA Trust portfolio was up +13.1% in FYTD 2013 (April), compared to an index of asset class indices up +12.3%.

11

VEBA Performance by Asset Class – FYTD 2013 (April)

1. Prior to August 2012, Fixed Income benchmark was the Barclays Capital Treasury 5-10 Year TR (July 2012). 2. HFRI Fund of Funds Strategic Index: Estimated 1% annual fund of funds management fee layer removed.3. Index of Asset Class Indices is constructed by calculating the benchmark return for each asset class at the current target allocation to that asset class.







Fixed Income $8,784,277 6.9% 0.8% -1.2% 2.0% Barclays US Treasury Long Index TR3

8.2% 4.3% 3.9% T-Bills + 500bps








Cash $1,746,765 1.4% NA NA NA NA

VEBA Portfolio (Liquid) $119,789,435 93.9% 13.7% 12.5% 1.2% Index of Indices - VEBA (Liquid)2

Private Equity $4,884,924 3.8% 9.9% 7.6% 2.3% Blended Private Equity Benchmark

Private Equity Real Estate $2,916,886 2.3% 15.4% 11.4% 4.1% Blended Private Equity Real Estate Benchmark

VEBA Portfolio Total $127,591,245 100.0% 13.1% 12.3% 0.8% Index of Indices - VEBA2


FC-48


FYTD 2013 (April)

12

1. Manager performance and blended benchmark represents pro forma manager and benchmark performance at your actual average asset allocation each month, compounded monthly excluding advisory fees and intra-period timing effects.

1.4%

13.1%12.3%

-1.0%0.0%1.0%2.0%3.0%4.0%5.0%6.0%7.0%8.0%9.0%

10.0%11.0%12.0%13.0%14.0%

Actual net returnTiming of investments and advisory fees

---0.1%

Variance due to manager selection

Variance due to asset allocation

-0.5%

Index of Indices at target allocation

VEBA Performance Attribution Summary – FYTD 2013 (April)

(-0.4% due to advisory fees collected during the period)

The VEBA Trust outperformed its index of indices by +0.8%. Outperformance was driven primarily by manager selection in HedgedEquities (+4.3%), Credit (+4.0%), and Absolute Return (+3.7%).

FC-49


VEBA Asset Allocation: Current Policy Skews to Equities versus Long Term Targets

0%

20%

40%

60%

80%

100%

Absolute Return9%


Cash 2%

After Actions

PERE 9%


TIPS 7%

Commodities 5%


PERE 3%

Current

Cash 2%


Absolute Return 9%

Hedged Equity 15%

Credit 9%

Global Equity 34%

Private Equity 3%

TIPS 7%

Commodities 5%


Global Equity34%

Credit9%

Hedged Equity 15%

Fixed Income (30 Year)10%

Cash 2%

Absolute Return15%

Hedged Equity 16%

Private Equity 3%

Credit 0%

Global Equity 25%


Private Equity 10%

TIPS 5%

Commodities 5%

PERE 3%

$128.1M$128.1M$128.1M

FC-50


Key Manager Attribution – FYTD 2013 (April)Managers performed strongly across the board, with Partners Capital pooled vehicles in Absolute Return and Hedged Equities producing significant outperformance, along with Doubleline (Credit) and Matthews (Global Equities). Core Property was the significant underperformer.

FYTD 2013 (to April 30)

ManagerAsset Class Comments

$ Invested (OP MD)

Manager Return

Benchmark Return Difference

Weighted Attribution vs. Index

PartnersCapital Harrier Fund (C)

Absolute Return

Diversified portfolio of absolute return hedge fund managers. Visium Balanced Fund (+13.0% FYTD) and OXAM (+11.6% FYTD), both equity market neutral managers, were two of the strongest contributors to performance.

$14.8M +8.0%

+4.3% (+8.7%

DiversifiedPeer Group)

+3.7% +0.7%

DoublelineOpportunistic Income Fund

Credit

Invests primarily in RMBS. Doubleline has seen strong performance from price appreciation across the lower quality subprime assets, as well as from high income on select agency exposures.

$2.9M +14.6% +6.3% +8.3% +0.3%

Partners Capital Falcon Fund (C)

Hedged Equities

Diversified portfolio of equity hedge fund managers. Discovery (+34.5% FYTD) and Lafayette Street (+18.8%FYTD) were two of the strongest contributors to performance. Discovery has benefited from long Japanese equities and short the Japanese Yen positions.

$4.9M +14.8% +10.5% +4.3% +0.3%

Matthews Pacific Tiger Fund

Global Equities

Invests in equities of companies domiciled in Asia. The portfolio’s relative outperformance was driven by stock selection, particularly within Indonesia and Thailand where Matthews materially outperformed local market indices.

$2.2M +20.7% +16.9% +3.8% +0.1%

iShares Cohen & Steers Realty Majors Index Fund

Liquid Real Estate

Invests in US focused REITs. The portfolio’s underperformance was driven by mix of property types in the underlying REITs versus the benchmark, with an overweight to apartments a significant detractor.

$1.6M 14.9% 19.8% -4.9% -0.1%

FC-51






• Appendix




15

Agenda FC-52


Approve Revised OP LD Asset Allocation RangesOPERATIONAL POOL (LONG DURATION)

Asset Class

Long Term Target %(Current)

Long Term Target %

(Reclassified2)Ranges

(Current)Ranges

(Proposed)Cash 2.0% 2.0% 0-10% 0-10%

Fixed Income 10.0% 10.0% 5-20% 5-30%

Government Bonds 10.0% 10.0% 5-20% 5-20%

Credit 0.0%1 0.0% 0%1 0-15%

Equities 51.0% 51.0% 40-60% 40-60%

Global Equities 25.0%1 25.0% 20-33%1 20-33%

Hedged Equities 16.0% 16.0% 10-20% 10-30%

Private Equity 10.0% 10.0% 0-15% 0-15%

Absolute Return 15.0% 15.0% 5-25% 5-25%

Real Assets 22.0% 22.0% 15-25% 15-25%

Inflation-Protected 5.0% 5.0% 3-10% 3-10%

Commodities 5.0% 5.0% 2-7% 2-7%

Global Real Estate 12.0% 12.0% 4-14% 4-14%Notes: 1The current Global Equities asset class target includes investments in Credit, which is listed as a separate asset class in the proposed asset allocation policy.

2Reclassified Long Term Target % shows the approximate current Credit allocation target within Global Equities as a separate exposure

FC-53


Approve Revised VEBA Asset Allocation RangesVOLUNTARY EMPLOYEE BENEFICIARY ASSOCIATION (VEBA) TRUST

Asset Class

Long Term Target %(Current)

Long Term Target %

(Reclassified2)Ranges

(Current)Ranges

(Proposed)Cash 2.0% 2.0% 0-10% 0-10%

Fixed Income 10.0% 10.0% 5-20% 5-30%

Government Bonds 10.0% 10.0% 5-20% 5-20%

Credit 0.0%1 0.0% 0%1 0-15%

Equities 51.0% 51.0% 40-60% 40-60%

Global Equities 25.0%1 25.0% 20-33%1 20-33%

Hedged Equities 16.0% 16.0% 10-30% 10-30%

Private Equity 10.0% 10.0% 0-10% 0-15%

Absolute Return 15.0% 15.0% 5-25% 5-25%

Real Assets 22.0% 22.0% 15-25% 15-25%

Inflation-Protected 5.0% 5.0% 3-10% 3-10%

Commodities 5.0% 5.0% 2-7% 2-7%

Global Real Estate 12.0% 12.0% 4-14% 4-14%Notes: 1The current Global Equities asset class target includes investments in Credit, which is listed as a separate asset class in the proposed asset allocation policy.

2Reclassified Long Term Target % shows the approximate current Credit allocation target within Global Equities as a separate exposure

FC-54


OP MD Asset Allocation Policy and Ranges (Agreed Apr 2013)

MEDIUM DURATION OPERATIONAL POOL

Asset Class Long Term Target % Ranges

Cash 3% 0-10%

Fixed Income 27.5% 15-45%

Government Bonds 5% 0-20%

Credit 22.5% 10-30%

Equities 31.5% 20-40%

Global Equities 20% 15-30%

Hedged Equities 11.5% 0-15%

Private Equity 0% 0%

Absolute Return 22% 5-25%

Real Assets 16% 10-25%

Inflation-Protected 7% 5-15%

Commodities 5% 2-7%

Global Real Estate 4% 2-10%

18

FC-55






• Appendix




19

Agenda FC-56


Opportunity • Attractive supply/demand imbalance in lending for small and medium size businesses, driven by challenges facing traditional lenders(banks, hedge funds and CLOs) due to structural changes and regulatory issues. This is driving wide spreads and a high illiquidity premiumon privately originated middle market debt.

Strategy • Fund expected net return of 10-12% from direct lending to middle market companies. The majority of the fund will be exposed to first lien and second senior secured debt, as well subordinated debt.

• Greenway I Fund exposure of: Senior Secured/1st Lien 38%, Senior Secured/2nd Lien 23%, Senior Subordinated 37%, Equity 1%. Average company size of about $20M LTM EBITDA.1, 6

• Team expects to source about 70% of deals through sponsors, and 30% of deals will be unsponsored. Fund has completed deals with 29 different sponsors.

• Greenway II first close was in Q1 2013. Total commitments are currently $71.3M. THL aims to do a final close June 30, 2013 at approximately $200M. We expect the fund to call around 50-60% of capital at closing.

• The team underwrites credits and monitors debt investments across several key credit metrics, including loan-to-value, strength of covenants, guarantees from PE sponsors and asset coverage.

People • Jim Hunt founded THL Credit in 2007. Previously CEO of Bison Capital, a middle-market mezzanine fund, which he co-founded in 2001.Prior to, was President of SunAmerica Corporate Finance, responsible for high-yielding investments including private placements,acquisition financing, term loans, structured finance and corporate acquisitions. BBA from Univ. of Texas; MBA Wharton.

• Sam Tillinghast leads transaction origination for the Southeast region and heads the Houston investment team. Prior to joining THL Credit,Tillinghast was the Head of the Private Placement Group for AIG where he was responsible for private debt investments, project financetransactions and private asset-backed securitizations. Previously, worked with Hunt at SunAmerica.

• Chris Flynn leads both transaction origination for the Northeast and Central regions and heads the Boston investment team. Prior to, Flynnworked with Tillinghast at AIG, served as a Vice President in the Leveraged Capital Group.

• Hunter Stropp leads transaction origination for the Western region and heads the Los Angeles investment team. Prior to, Stropp served asInvestment Manager in the Private Equity Group of GE Asset Management Inc. GE was Bison Capital’s largest LP.

• Aside from Houston, Boston, and Los Angeles, key professionals in New York and Chicago to cover national souring and underwriting.

Edge • Well-regarded team in the industry with strong sponsor and intermediary relationships for national sourcing capabilities.• The Greenway Funds invest alongside the THL Credit BDC ($400M market cap2) providing scale and ability to close larger deals without

need to coordinate addition lender financing. 3

Performance1 • Greenway I4: 11.7% net IRR. 50% of capital returned to investors as of year-end 2012. No THL Credit defaults since 2009.

Key Terms • 1% quarterly management fee on invested capital. 5% carried interest subject to 8% preferred return with management catch-up. Fund willreceive 2/3rds of all upfront fees, original issue discount fees paid by issuers. 1/3 of fees are paid to the THL Credit BDC. 2 year investmentperiod. Fund life is 8 years. Subject to extension three additional one-year periods.

THL Credit Greenway Fund II – Recommend $3.0M for OP MD and $4.5M for VEBA

20

Notes: 1. Source: THL Credit market materials. 2. At May 2013. 3. THL follows a formulaic process to allocate deals across the BDC, Greenway funds, and co-invest. 4. Greenway I raised $150 ofcommitted capital. The fund’s first deal closed March 2011. 6. LTM = Last Twelve Months.

Illiquid Credit: Direct Lending

FC-57


To date, Greenway I Fund exposure is 38% Senior Secured 1st Lien, 23% Junior Secured 2nd Lien, and 37% Senior Subordinated. TheGreenway II portfolio may vary based on market dynamics.

Greenway I Portfolio – Security, Leverage, and Industry Mix

Notes: Greenway I mix as of December 31, 2012, as provided by the manager.

0%

20%

40%

60%

80%

100%

Industry Mix

Business Services 5%Aerospace & Defense 3%Consumer Products 3%

Manufacturing 7%

Media 5%

Healthcare11%

Election Services11%

Retail16%

Food & Beverage18%

Restaurants22%

Percent of Total

Leverage Mix

Greater than 4.0x 43%

3.5x to 4.0x 13%

3.0x to 3.5x 2%

2.5x to 3.0x 21%

2.0x to 2.5x 11%

Less than 2.0x 10%

Security Mix

Equity 1%

Senior Subordinated37%

Junior Secured/2nd Lien23%

Senior Secured/1st Lien38%

FC-58


THL Credit Greenway II Return Assumptions (actual results may vary)

22

9.6%

0%

5%

10%

15%

-1.2%

Net IRR

-0.5%

Carried Interest

Annual Loan Loss

Rate

Management Fees

/ Expenses

-2.0%

Fee Spilt

-0.7%

Upfront Fees

+2.0%

Annual Average

Yield

12.0%

Greenway investors are subject to stated 1.0% management fee and 5% incentive with an 8% preferred return. The Greenway fund alsopays the BDC 1/3 of Upfront/Original Issue Discounts (OID) fees. The BDC absorbs all origination/travel expenses as well as broken dealcosts.

Return Component IRR

Coupon (contractual yields)1 12.0%

Upfront/Original Issue Discounts (OID) Fees 2.0%

Gross IRR 14.0%

1/3 of Upfront/Original Issue Discounts (OID) paid from Greenway II to THL Credit BDC -0.7%

Estimated Annual Loan Loss Rate – Annual default rate for middle market loans (1995-2009) is 4.1% with 85% recovery, or 0.57% loss rate. Using a conservative estimate of 2.0%.

-2.0%

Management Fee (1% annual) / Other expenses (0.2% annual) -1.2%

Incentive (5% over 8% preferred return) -0.5%

Net IRR 9.6%

Notes: 1. Base case return assumptions.

FC-59


THL Credit Greenway II: Summary of Fund Terms / Key Information

23

Key Terms

Target Return • 10-12% expected net returns with more conservative credit metrics than the high yield bond market.

Fund Size • Target size is $200M. Currently closed on about $75M. Last close targeted for June 30, 2013.

Distributions • Profits distributed within 30 days after the end of each calendar quarter.

Fees

• 1% quarterly management fee on the average daily invested capital during the calendar quarter. Management fees on investedcapital only, not on undrawn commitments.

• 5% carried interest subject to 8% preferred return (95%/5% catch-up). Full clawback over life of fund of performance fees.• Fund will receive 2/3rds of all upfront fees, original issue discount fees paid by issuers. 1/3 of fees are paid to the THL Credit

BDC.

Leverage • The fund does not use leverage.

Investment Period• 2 year investment period. Current expectation is deploy capital within first 18 months.• Capital commitments drawn from the Limited Partners during the period beginning on the Initial Closing through the second

anniversary of the last day of the month of the Initial Closing.

Fund life• Fund life is 8 years.• Subject to extension by TCRD and the Limited Partners holding the majority of LLC Interests for up to three additional one-year

periods.

GP Commitment • Commitments from Thomas H Lee Partners representing ~5% of target fund size. Senior members of THL Credit required tokeep, at minimum, the equivalent of their annual salary invested in the BDC.

FC-60






• Appendix




24

Agenda FC-61


Harbour Group Investments IV, L.P. – Recommend $1.0M for OP LD and $2.0M for VEBA

25

Strategy • Harbour Group is a St. Louis based, middle market buy-out private equity firm founded in 1976, and has acquired and built more than 170 companies in 37 different industries. The team’s strategy is intensely operationally focused and comprised of seasoned industry experts who drive value through a buy-and-build, active management approach.

• The team targets companies headquartered in North America with enterprise values between $30-$500m. Targets are usually market leaders with clear competitive advantages in product-oriented businesses (generally manufacturing/value-added distribution), as well as process-oriented business services companies. The team particularly focuses on $10 to $30 million EBITDA core businesses because HG believes this size of business can benefit the most from operational improvements

People • Jeff Fox (CEO and Chairman) Mr. Fox joined Harbour Group in 1985. He has also served as a Group President of Harbour Group where he had operating responsibilities over the following groups: Construction Equipment Group, Mining Equipment Group, Plastic Molding Group, Automotive Accessories Group, Textile Machinery Group, Building Components Group, Plastic Processing Group, Music Products Group and Lubricating Systems Group. USC BS and U of St. Louis MBA.

• Sam Hamacher (President, Acquisitions) joined Harbour Group in 1988 as Vice President of Finance. In 2007 was promoted to his current role as President. Since 1992, he has had oversight responsibilities for over 130 acquisitions in 29 industries, five initial public offerings, four secondary offerings, three cash mergers, and 19 private divestitures. Prior to 1988. Prior to joining Harbour Group, Mr. Hamacher spent ten years with Emerson Electric Company (NYSE). BA from the U of Missouri and MBA degree from St. Louis U.

• Michael P. Santoni (COO/CFO) Mr. Santoni joined Harbour Group as Director of Accounting in 1996. He has had financial responsibilities for the following groups: Industrial Springs Group, Automotive Accessories Group, Building Components Group, Specialty Distribution Group, and the Lighting Products Group. In 2006, Mr. Santoni was promoted to CFO and named COO in 2011. Prior to joining HG, he was at Price Waterhouse. BS Indiana U.

• Mark Leeker (Senior Managing Director, Acquisitions) Mr. Leeker joined Harbour Group in 1998. He joined as the Director of Corporate Development and in 2003 was promoted to Managing Director. In 2011 he was promoted to Senior Managing Director. Prior to joining Harbour Group, Mr. Leeker spent five years at Price Waterhouse in the M&A group.. B.S. from University of Tulsa and is a Certified Public Accountant (inactive).

Edge • High Operational Value-add: Over 50% of the professionals are in operations. The monitoring process and involvement goes much deeper than quarterly meetings. HG sets goals for the next 5 years, holds quarterly President’s Forums, monthly operations meetings and many times daily conversations with the key managers to monitor progress towards achievement of the goals and discuss any strategy shifts necessary.

• Senior Horizontal Acquisition Approach: The team utilizes an extremely robust sourcing strategy. With 3,200 (intermediaries/I-banks/business brokers), resulting in +12,000 acquisitions reviewed for Funds III, IV, V. Acquisition rate of less than one in 500 opportunities. Acquisitions teams are not organized vertically (MDanalyst), but rather are comprised of all senior functional experts across acquisition, operations, and finance departments

• Add-On: The acquisitions group acts as the corporate development arm of the operating company, aggressively scouting for complementary businesses and new growth opportunities. For Funds III, IV, and V, Harbor Group reviewed 1,852 complementary acquisition opportunities and acquired 64 add-on businesses or product lines for the portfolio companies

Performance(as of 12/31/12) Fund Vintage Invested Capital Distributions Total Valuation Net Multiple Net IRR

Quartile(IRR)

HGI Fund I 1984 $54m $323m $323m 4.9x 27% N/AHGI Fund II 1988 $112m $373m $373m 3.1x 32% 1st

HGI Fund III 1994 $297m $630m $630m 1.7x 19% 2nd

HGI Fund IV 1999 $265m $778m $851m 2.2x 18% 1st

HGI Fund V 2006 $460m $229m $756m 1.3x 12% 2nd

Key Terms • Target: $650-$750m; GP Commitment: ~$160m. • Term: 10 years plus the option of two additional 2-year periods• Performance Fee: 20%; Management Fee: 2% (years 1-8), 1.75% (year 9), 1.5% (year 10-extension)

FC-62


Harbour Group Firm Overview

26

Harbour Group

• Harbour Group considers itself an operating company rather than a private equity firm

• The firm was founded by Sam Fox in 1976 and is now led by his son Jeff Fox, who took over firm

leadership in 1999.

• Five funds with 172 investments in middle market companies in 37 industry sub-sectors

• 30 professionals across investment, finance, and operating functions

• 23 years average experience with 10 years on average at Harbour Group

30 Private Equity Professionals & 41 Total EmployeesThe Operations, Acquisitions, and Finance teams are each deeply involved in the acquiring,

building, and divesting stages of portfolio companies

Operations18 professionals

Acquisitions6 professionals

Finance6 professionals

The Harbor Group team is made up of 30 investment professionals with 23 years average experience. This team is one of the more sizeable, experienced teams in the middle market buyout space. Harbour Group is known for its operational focus and employs 18 dedicated full-time operating professionals. The Harbour Group GP is making a meaningful commitment of $160 million.

FC-63


Harbour Group Senior-Level Biographies

27

• Joined Harbour Group in 1985. • He has also served as a Group President of Harbour Group where he had operating responsibilities over the

following groups: Construction Equipment Group, Mining Equipment Group, Plastic Molding Group, Automotive Accessories Group, Textile Machinery Group, Building Components Group, Plastic Processing Group, Music Products Group and Lubricating Systems Group.

• University of Southern California B.S. and Washington University of St. Louis M.B.A.

• Joined Harbour Group in 1988 as Vice President of Finance. • In 2007 was promoted to his current role as President. Since 1992, he has had oversight responsibilities for over 130

acquisitions in 29 industries, five initial public offerings, four secondary offerings, three cash mergers, and 19 private divestitures. Prior to 1988.

• Mr. Hamacher spent ten years with Emerson Electric Company (NYSE). • B.A. from the University of Missouri and an M.B.A. degree from St. Louis University.

• Mr. Leeker joined Harbour Group in 1998 as a Director of Corporate Development.• In 2003, he was promoted to Managing Director. In 2011, he was promoted to Senior Managing Director• Prior to joining Harbour Group, Mr. Leeker spent five years at Price Waterhouse in the M&A group.• B.S. from University of Tulsa and is a Certified Public Accountant (inactive).

• Joined Harbour Group as Director of Accounting in 1996. • In 2006, was promoted to CFO and named COO in 2011. • He has had financial responsibilities for the following groups: Industrial Springs Group, Automotive Accessories

Group, Building Components Group, Specialty Distribution Group, and the Lighting Products Group. • Prior to joining HG, he was at Price Waterhouse and has is a CPA.• B.S. Indiana University.

Jeff FoxCEO and Chairman

Michael SantoniCOO & CFO

Samuel HamacherPresident, Acquisitions

• The Fox family remains heavily involved with Harbour Group. HG was founded by Sam Fox (now retired). Three of his sons work at the firm: Jeff (CEO), Greg (Group President, Operations) and Steve (MD, Acquisitions).

• We have met each of the brothers and are comfortable with : 1. Greg and Steve are capable professionals and have each worked at the firm for over 20 years.2. Total GP and affiliate commitments to Fund VI are $160 million, including substantial amounts from management outside the family.3. Harbour Group has a transparent succession plan which does not include the Fox family. Jeff Fox will be succeeded by Sam

Hamacher, who will be succeeded by Mark Leeker.

Mark LeekerSenior Managing Director, Acquisitions

FC-64


Harbour Group Investments VI Terms

Term • Description

Target Fund Size • $650 million target and $750 million hard cap• Final close expected June 30, 2013

GP Commitment • $160 million (25% at target fund size, or 21% at hard cap)

General Partner (GP) • Harbour Group Investments VI, L.P.

Structure • Delaware Limited Partnership

Investment Period • Five-year investment period from the Fund’s final closing date

Term • Ten years plus two optional two-year extensions (each extension requires approval by two-thirds majority in interest of Limited Partners)

Key Man Provision • Yes, triggered if both Sam Hamacher and Jeff Fox cease to be involved in the business, plus any one of: Mark Leeker, Mike Santoni, Greg Fox, Steve Fox. Investment period may be extended by vote of majority in interest of limited partners.

Management Fee • 2.0% management fee on commitments during investment period (years 1-5)• Thereafter, 2.0% management fee on invested capital for years 6-8, then 1.75% for year 9, and 1.5% in year 10 and

beyond

Carried Interest • 20% carried interest• 8% preferred return, with 100% GP catch-up• Deal-by-deal carry with clawback

Clawback • Yes

FC-65


Simulated Large versus Small Leveraged Buyout Performance with Current Market Factors

29

Source: Partners Capital leveraged buyout model using assumptions listed above. Corporate income tax rate assumed is 35%.

Using conservative LBO input assumptions, we expect buyout firms who have demonstrated abilities to grow operating profits of theirportfolio companies will generate 15-20% net IRRs.

Model Assumptions Large Cap Transaction Small Cap Transaction Source of Assumption

Entry Multiples 8.5x 7.0x • Current pricing for large cap is 8.3x and small cap buyout transactions at 6.9x EBITDA

Exit Multiples 8.5x 8.0x• Large cap: exit = entry multiple• Small cap: exit at current mid market average for

enlarged company size at exit

Senior Leverage EBITDA Multiple and Pricing 4.0x @ L+450 bps 3.5x @ L+650 bps • S&P for leverage level

• JPMorgan & Kayne Anderson for debt pricing

HY / Sub Debt EBITDA Multiple and Pricing 1.0x @ 6.5% 1.0x @ 13% • S&P for Mezz leverage level

• JPMorgan & Partners Group for debt pricing

EBITDA CAGR over 5 year hold period 6.0% 8.0%

• Partners Capital S&P 500 base case of 3.5% p.a. plus 2.5% / 4.5% premium for PE operating outperformance. (Still lower than public market consensus)

Private Equity Fund Fees: Management / Performance

1.5% / 20% 2.0% / 20% • Based on fee rates seen in recent fundraises for large cap vs lower mid-market buyout funds

Net Cash Multiple 2.1x 3.0x

Net IRR to Investors 14% 22%

FC-66






• Appendix




30

Agenda FC-67


Operational Pool (MD) portfolio: $78.1M

100%

80%

60%

40%

20%

0%

7.2%

Vanguard Extended Duration Treasury

4.5%

Real Assets

15.3%

Vanguard TIPS (Admiral)

6.0%

iShares Cohen & Steers

2.0%

Morgan Stanley International REIT

2.0%

Bryn Mawr Rosemont3.2%

Vanguard TIPS 0.6%

Global Equities

20.9%

DFA International Small Cap4.0%

DFA Emerging Markets3.3%

Lafayette Street3.0%

Cash2.7%

Matthews Pacific Tiger2.9%

GMO Quality2.1%

Yacktman Focused1.7%

DFA US Small Cap Value1.1%

Global Equities (Credit)

23.1%

DoubleLine Opportunistic Income5.0%

Post Limited Term High Yield4.8%

Sankaty High Income Partnership4.4%

Wellington Iguazu2.9%

DoubleLine Total Return2.1%

Vanguard High Yield Corporate Fund3.9%

Hedged Equities

11.4%

Partners Capital Falcon Fund (C)

11.4%

Absolute Return

22.1%

Franklin Templeton2.9%

Partners Capital Harrier Fund (C)18.9%

Vanguard TIPS (Institutional)

4.6%

Cash & Fixed Income

31

Notes1. Reflects most recent values and asset allocation.

OP MD After Actions Asset Allocation by Asset Class and Manager FC-68


Notes1. Manager performance and blended benchmark represents pro forma manager and benchmark performance at your actual average asset allocation each month,

compounded monthly excluding advisory fees and intra-period timing impacts.

OP MD Performance Attribution Summary by Asset Class

Asset ClassTotal Portfolio (USD)

Assets(30-Apr-2013)

Pro Forma Portfolio Performance

Pro Forma Blended Benchmark

Performance

Mgr. Performance vs. Benchmark

Weighted Attribution vs.

Benchmark

Fixed Income $7,087,677 -0.8% -0.5% -0.3% -0.0%

Credit $17,045,099 10.0% 8.9% 1.1% 0.2%

Absolute Return $17,289,972 7.3% 4.4% 2.9% 0.7%

Hedged Equities $4,920,063 14.8% 10.5% 4.3% 0.3%

Global Equities $14,720,195 20.6% 19.7% 0.9% 0.1%

Inflation Linked Bonds $4,870,690 3.2% 3.3% -0.0% 0.0%

Commodities $3,609,668 0.8% 2.9% -2.2% -0.1%

Core Property $3,245,680 24.5% 23.5% 1.1% 0.0%

Cash $6,272,810 0.3% -- -- --

Total Liquid Investments $79,061,854 8.7% 7.4% 1.3% 1.3%

Total Portfolio Value $79,061,854 8.5% Actual net portfolio performance

FC-69


OP MD Equities Managers Performance

Performance Evaluation

No Issues Watch List Redemption Redeemed

Manager / Benchmark Asset Value USD (30-Apr-2013) % of Equities % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)

FYTD 2013 (Apr) Performance vs

Benchmark

FYTD 2013 (Apr) Total Portfolio

Weighted Performance vs

Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

DFA International Small Cap Value $3,143,045 21.4% 4.0% -41.7% 39.5% 18.0% -17.5% 22.1% 11.0% 30.5% 2.0% 0.0% 7.4% 1.8%

MSCI EAFE Small Cap NR USD -47.0% 46.8% 22.0% -15.9% 20.0% 12.3% 28.5% 9.1% 2.3%

DFA Emerging Markets Value (USD) $2,567,972 17.4% 3.3% -53.9% 92.1% 21.8% -25.6% 19.2% -0.1% 14.6% 1.8% 0.0% 1.2% -0.4%

MSCI EM (Emerging Markets) NR USD -53.3% 78.5% 18.9% -18.4% 18.2% -0.9% 12.7% 3.1% -0.3%

Matthews Pacific Tiger Fund $2,280,506 15.5% 2.9% -46.1% 75.4% 22.3% -11.3% 21.2% 6.4% 20.7% 3.8% 0.1% 10.8% 7.1%

MSCI AC Far East ex Japan NR USD -50.6% 68.9% 19.5% -14.8% 22.0% 1.3% 16.9% 6.9% 2.2%

Mutual European Fund - Class Z $1,721,917 11.7% 2.2% -32.5% 22.8% 8.6% -8.0% 17.8% 6.5% 20.8% -1.2% -0.0% 6.7% 2.1%

MSCI Europe NR LC -38.9% 27.7% 6.8% -9.4% 15.6% 9.0% 22.0% 6.3% 0.8%

GMO Quality Fund - Class IV $1,566,745 10.6% 2.0% -24.1% 19.8% 5.5% 11.8% 11.9% 13.6% 17.2% -1.7% -0.0% 14.2% 7.9%

S&P 500 TR -37.0% 26.4% 15.1% 2.1% 16.0% 12.2% 18.8% 12.6% 5.1%

Lafayette Street Fund $1,326,275 9.0% 1.7% -32.1% 45.8% 11.4% 4.0% 7.9% 14.7% 18.4% -0.8% 0.0% 10.2% 7.1%

Russell 3000 TR -37.3% 28.3% 16.9% 1.0% 16.3% 12.1% 19.2% 12.5% 5.4%

Yacktman Focused Fund $1,313,314 8.9% 1.7% -23.6% 62.8% 11.8% 7.4% 10.6% 14.4% 18.9% 0.0% 0.0% 12.5% 13.9%

S&P 500 TR -37.0% 26.4% 15.1% 2.1% 16.0% 12.2% 18.8% 12.6% 5.1%

DFA US Small Cap Value $800,422 5.4% 1.0% -36.8% 33.6% 30.9% -7.6% 21.4% 12.5% 26.3% 6.3% 0.1% 10.9% 7.8%

Russell 2000 TR -33.8% 27.2% 26.8% -4.2% 16.3% 12.0% 20.0% 11.3% 7.3%

Total Global Equities $14,720,195 20.6% 0.9% 0.1%

Total Global Equities Blended Benchmark 19.7%

FC-70


0%

20%

40%

60%

80%

100%

MSCI All Country World Index (Recommended Benchmark)

$14.7M

US Large Cap51.4%

Europe24.0%

Developed Asia16.0%

Emerging Markets8.5%


Current Allocation

$14.7M

Europe21.9%

US Small Cap13.0%

US Large Cap24.9%

$14.7M

US Large Cap26.2%

US Small Cap12.4%

Europe21.1%

Developed Asia14.5%


Current Global Equity Allocation Target

Developed Asia15.1%

The Global Equities allocation is overweight Emerging Markets and US Small Cap relative to the broad global equities benchmark (MSCIAll Country World Index).

Notes1. Reflects most recent values and asset allocation. US allocation within MSCI equity benchmarks includes Canadian equity market capitalization.

OP MD Global Equities Portfolio: Current Allocation versus Benchmark Mix FC-71


OP MD Credit Managers Performance


No Issues Watch List Redemption Redeemed1. Venor redeemed as of March 31, 2013.

Manager / Benchmark Asset Value USD (30-Apr-2013) % of Credit % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Post Limited Term High Yield Offshore Fund L $3,761,445 22.1% 4.8% -7.5% 21.1% 12.3% 6.0% 9.3% 2.9% 7.4% 1.1% 0.0% 8.8% 8.1%

50/50 Intermediate US HY /LIBOR USD -11.8% 25.7% 7.2% 2.6% 7.6% 2.4% 6.3% 5.5% 5.8%

Sankaty High Income Partnership, LP $3,465,922 20.3% 4.5% -4.8% 42.5% 13.4% 2.9% 10.4% 3.2% 8.1% -2.4% -0.1% 8.2% 12.5%

50/50 US HY Index / Lev Loan Index -27.3% 51.5% 12.5% 3.4% 12.6% 3.9% 10.5% 8.6% 8.6%

Vanguard High-Yield Corporate Fund $3,042,392 17.8% 3.9% -21.2% 39.3% 12.6% 7.2% 14.5% 3.5% 11.1% -2.0% -0.1% 10.7% 9.2%

Barclays U.S. Corporate HY TR -26.2% 58.2% 15.1% 5.0% 15.8% 4.8% 13.1% 11.0% 11.1%

Doubleline Opportunistic Income Fund Ltd $2,883,922 16.9% 3.7% -- -- 7.9% 22.7% 20.6% 4.8% 14.6% 8.3% 0.2% 18.7% 10.8%

HFRI RV: Fixed Income-Asset Backed 5.2% 5.9% 6.6% 7.9% 4.2% 4.4% 6.3% 6.8% 6.5%

Iguazu Investors (Cayman) SPC $2,264,821 13.3% 2.9% 5.8% 24.7% 11.9% 1.8% 10.7% 2.9% 10.1% -0.3% -0.0% 7.3% 10.2%

JPM EMBI+ -9.7% 25.9% 11.8% 9.2% 18.0% -0.0% 10.4% 11.4% 10.0%

Doubleline Total Return Bond Fund $1,626,597 9.5% 2.1% -- -- 12.3% 9.5% 9.2% 2.3% 6.7% 4.0% 0.1% 11.2% 6.5%

Barclays U.S. Aggregate Bond TR 5.2% 5.9% 6.6% 7.9% 4.2% 0.9% 2.7% 5.5% 5.7%

Venor Capital1 $0 0.0% 0.0% -20.5% 50.3% 18.9% -4.5% 10.6% 6.0% 11.0% 0.7% 0.0% 5.8% 11.1%

HFRI RV: Fixed Income-Corporate Index -24.2% 30.7% 11.8% 0.8% 11.0% 3.9% 10.3% 6.9% 6.1%

Total Credit $17,045,099 10.0% 1.1% 0.2%

Total Credit Blended Benchmark 8.9%

FC-72


0%

20%

40%

60%

80%

100%

High Yield Bonds40.0%

Leveraged Loans20.0%

Current Allocation

$17.0M

Investment Grade Bonds12.9%

Mortgages30.6%

High Yield Bonds9.4%

Leveraged Loans26.5%

Emerging Market Debt20.6%

Credit Benchmark Allocation

$17.0M

Investment Grade Bonds40.0%

1. Reflects most recent values and asset allocation.2. For exposure estimates, Post Limited-Term High Yield Bond is treated as 50% investment grade bond and 50% high yield bond. Venor Capital is treated as 75% high yield bond and 25% leveraged loans.

OP MD Credit Portfolio: Current Allocation versus Benchmark Mix FC-73


OP MD Hedged Equities and Liquid Real Estate Managers



Manager / Benchmark Asset Value USD (30-Apr-2013) % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Partners Capital Falcon Fund (C) Ltd $4,920,063 6.3% -19.3% 14.2% 7.7% -5.0% 10.0% 6.4% 14.8% 4.3% 0.3% 4.9% 2.1%

HFRI FOF: Strategic Index GROSS -24.4% 14.4% 7.3% -6.3% 6.8% 5.1% 10.5% 3.3% 0.4%

Total Hedged Equities $4,920,063 14.8% 4.3% 0.3%

Total Hedged Equities Blended Benchmark 10.5%


2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

iShares Cohen & Steers Realty Majors Index Fund $1,628,435 2.1% -41.0% 25.3% 29.2% 10.1% 15.3% 13.3% 14.9% -4.9% -0.1% 16.4% 4.7%

NAREIT Composite TR -37.8% 27.8% 27.6% 7.3% 19.7% 15.3% 19.8% 17.4% 7.3%

Morgan Stanley Institutional International Real Estate $1,617,245 2.1% -49.9% 46.4% 9.4% -19.9% 43.9% 12.2% 38.2% 9.5% 0.1% 14.1% 0.2%

80/20 FTSE EPRA/NAREIT Euro / FTSE EPRA/NAREIT Asia -51.1% 41.9% 11.0% -13.1% 33.9% 8.1% 28.8% 13.8% -1.0%

Total Core Property $3,245,680 24.5% 1.1% 0.0%

Total Core Property Blended Benchmark 23.5%

FC-74


OP MD Absolute Return Managers Performance



Manager / Benchmark Asset Value USD (30-Apr-2013) % Of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013

FYTD 2013 (Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Partners Capital Harrier Fund (C), Ltd $14,768,189 18.7% -22.8% 16.4% 8.5% 0.3% 5.5% 3.4% 8.0% 3.7% 0.7% 4.3% 2.0%

3 Month T-Bill + 500 bps (HFRI FOF: Diversified pre 12/31/09) -20.8% 11.4% 5.1% 5.2% 5.1% 1.7% 4.3% 5.1% 1.5%

Peer Group: HFRI FOF Diversified GROSS -20.0% 12.6% 6.5% -4.0% 4.8% 4.2% 8.7% 2.4% -0.1%

Peer Group: HFRI FOF Composite GROSS -20.6% 12.6% 6.8% -4.8% 4.8% 4.5% 8.0% 2.3% -0.3%

Rosemont Offshore Fund Ltd $2,521,783 9.9% 13.9% 6.0% 0.4% 6.6% -0.6% 2.6% -2.5% -0.1% 3.3% 5.3%

HFRI EH: Equity Market Neutral Index -5.9% 1.4% 2.9% -2.1% 3.0% 2.9% 5.0% 1.9% 0.4%

Total Absolute Return $17,289,972 7.3% 2.9% 0.7%

Total Absolute Return Blended Benchmark 4.4%

FC-75


Absolute Return: OP MD Absolute Return vs. Benchmarks

39

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%

Peer GroupIndex

(HFRI Fund of Funds Diversified Gross)

8.7%

Policy Index(T-Bills + 500bps)

4.3%

RF SUNY Operational Pool Absolute Return

Portfolio

7.4%

Notes1. HFRI Fund of Funds Diversified Index returns are estimated gross of fees (by adding back 1% annual fee layer).

FYTD 2013(through December 2012)

FYTD 2013 (April), the RF SUNY Absolute Return portfolio (OP MD) has outperformed the policy index, but underperformed the peer group index. Since January 2010, the RF SUNY Absolute Return portfolio has slightly outperformed the policy index but has materially outperformed the peer group index.

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

16.0%

18.0%

20.0%

Peer GroupIndex

(HFRI Fund of Funds Diversified Gross)

10.2%

Policy Index(T-Bills + 500bps)

18.4%

RF SUNY Operational Pool Absolute Return

Portfolio

18.7%

Since January 2010(Cumulative through December 2012)

FC-76


Absolute Return: OP MD Absolute Return versus Other Investment Options

• Over the past few quarters, the Absolute Return portfolio continues to produce returns with low volatility and low beta to equities and Treasuries.

• The OP MD Absolute Return portfolio has gained +7.4% in FYTD 2013 (April) while equities have gained +21.1% and U.S. Long Treasuries have lost -1.2%.

Notes: Intermediate Treasuries are measured by the Barclays 5-10 Treasury TR and Global Equities are measured by the MSCI AC World NR LC.

Quarterly Returns (Calendar Year Basis)

InvestmentQ2

2009Q3

2009Q4

2009Q1

2010Q2

2010Q3

2010Q4

2010Q1

2011Q2

2011Q3

2011Q4

2011Q1

2012Q2

2012Q3

2012Q4

2012Q1

2013

Q2 (Apr) 2013

Since Inception (Q2 2009)

Since Jan 2010

Ann. Std. Since

Inception

Ann. Std. Since

Jan 2010

Global Equity Beta

Global Equity

Correlation

OP MD Absolute Return Portfolio 6.8% 4.3% 2.8% 3.1% -1.3% 2.6% 4.1% 0.8% 0.8% -1.0% -0.3% 2.4% -1.3% 2.7% 1.5% 2.2% 0.8% 7.7% 5.2% 3.7% 3.4% 0.16 0.59

Barclays 5-10 Year Treasury -4.7% 2.6% -1.7% 1.6% 6.6% 4.2% -3.8% -0.1% 3.6% 7.9% 1.3% -1.1% 3.9% 0.0% -0.1% 0.1% 1.1% 5.2% 7.6% 5.4% 4.9% -0.24 -0.63

MSCI AC World NR LC 17.3% 15.1% 4.8% 4.2% -10.5% 9.7% 8.0% 3.2% -0.9% -14.8% 7.4% 10.9% -4.4% 5.9% 3.2% 8.4% 2.4% 16.8% 9.0% 13.9% 13.3% 1.00 1.00

Credit Suisse Leveraged Loan Index T 18.6% 10.0% 3.6% 4.3% -1.0% 3.1% 3.3% 2.6% 0.3% -3.8% 2.7% 3.5% 1.0% 3.1% 1.5% 2.4% 0.8% 14.0% 7.2% 6.2% 3.9% 0.32 0.71

Barclays Capital U.S. Corporate High Y23.1% 14.2% 6.2% 4.6% -0.1% 6.7% 3.2% 3.9% 1.1% -6.1% 6.5% 5.3% 1.8% 4.3% 3.3% 2.9% 1.8% 21.1% 12.1% 9.3% 6.8% 0.54 0.81

CS/Tremont Distressed Index 7.6% 7.9% 5.4% 5.0% -1.9% 2.5% 4.4% 2.7% 0.4% -7.8% 0.7% 5.9% -1.3% 3.8% 2.9% 5.0% 1.3% 11.1% 7.0% 5.6% 5.5% 0.32 0.79

Since InceptionAnnualized Performance Annual Volatility

FC-77


OP MD Fixed Income and TIPS Managers Performance




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Vanguard Inflation-Protected Securities Fund $3,062,156 3.9% -2.8% 11.0% 6.3% 13.3% 6.9% 0.5% 3.2% -0.0% -0.0% 7.9% 6.2%

Barclays U.S. TIPS TR -2.4% 11.4% 6.3% 13.6% 7.0% 0.4% 3.3% 8.0% 6.5%

Vanguard Inflation-Protected Securities Fund $1,808,533 2.3% -2.8% 11.0% 6.3% 13.3% 6.9% 0.5% 3.2% -0.0% 0.0% 7.9% 6.2%


Total Inflation Linked Bonds $4,870,690 3.2% -0.0% 0.0%

Total Inflation Linked Bonds Blended Benchmark 3.3%

Manager / Benchmark Holding Ccy Asset Value USD (30-Apr-2013) % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Vanguard Extended Duration Treasury USD $7,087,677 9.1% 55.4% -36.6% 10.2% 55.9% 3.2% 2.1% -0.8% -0.3% -0.2% 20.3% 12.5%

Barclays US Treasury Strips 20-30 Yr 54.5% -35.7% 10.7% 56.2% 3.3% 1.5% -0.5% -0.2% 20.3% 12.8%

Total Fixed Income $7,087,677 -0.8% -0.3%

Total Fixed Income Blended Benchmark -0.5%

FC-78


OP MD Commodities Managers Performance




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

PowerShares DB Commodity Index Tracking Fund $3,609,668 4.6% -31.8% 16.2% 11.9% -2.6% 3.5% -5.4% 2.0% -0.8% -0.0% 2.4% -6.8%

DBIQ Optimum Yield Diversified Commodity Index Excess Return -31.9% 16.2% 11.1% -2.0% 4.1% -4.7% 2.9% 2.9% -6.3%

Total Commodities $3,609,668 0.8% -2.2% -0.1%

Total Commodities Blended Benchmark 2.9%

FC-79


VEBA portfolio: $128.1M

100%

80%

60%

40%

0%

20%

DoubleLine Opportunistic

4.2%

Real Assets

21.3%

Powershares DB Commodities5.3%

iShares Cohen & Steers3.2%

Morgan Stanley International REIT3.2%

Related Real Estate Recovery 1.2%

Lone Star Real Estate Fund II 0.9%Related RE Recovery 0.7%

Private Equity

3.4%

Con

dor V

PE

1.6%

HG

VI0

.3%

Global Equities

33.7%

GMO Quality6.0%





Yacktman Focused2.1%



9.0%

Sankaty3.0%

THL Credit1.8%

Hedged Equities

14.8%


Absolute Return

9.3%

Partners Capital Harrier

9.3%

Cash &Fixed Income

8.4%

Fidelity Long-Term Treasury

Bond6.5%

Cash1.9%

Vanguard TIPS6.5%

Phoe

nix

1.5%

Partners Capital Falcon Fund

14.8%

43


VEBA Portfolio After Actions Asset Allocation by Asset Class and Manager FC-80


VEBA Upside / Downside Capture vs. 70/30 Equity / TreasuriesSince implementing the current asset allocation (approved in May 2012 Investment Committee meeting), VEBA's performance relative toa 70/30 Equity/Treasury portfolio has improved, with VEBA outperforming the 70/30 Index in up months (capturing 86% of upside) anddown months (capturing only 67% of downside).

0%

20%

40%

60%

80%

100%

Upside Capture(% of 70/30 Returns

in Up Months)

86%

Downside Capture (% of 70/30 Returns

in Down Months)

93%

Upside Capture(% of 70/30 Returns

in Up Months)

80%

Risk Level(% of 70/30 Volatility)

94%

Downside Capture (% of 70/30 Returns

in Down Months)

67%

VEBA Trust vs. 70/30 Equity/Treasuries

44

FY 2011 – FY 2012(July 2010 – June 2012)Prior Asset Allocation

FYTD 2013(July 2012 – April 2013)

Current Asset Allocation

FC-81


Notes1. Manager performance and blended benchmark represents pro forma manager and benchmark performance at your actual average asset allocation each month,

compounded monthly excluding advisory fees and intra-period timing impacts.

VEBA Performance Attribution Summary by Asset Class

Asset ClassTotal Portfolio (USD)

Assets(30-Apr-2013)

Pro Forma Portfolio Performance

Pro Forma Blended Benchmark

Performance

Mgr. Performance vs. Benchmark

Weighted Attribution vs.

Benchmark

Fixed Income $8,784,277 0.8% 0.9% -0.2% -0.0%

Credit $10,998,791 11.9% 8.0% 4.0% 0.3%

Absolute Return $11,902,723 8.0% 4.3% 3.7% 0.4%

Hedged Equities $19,004,931 14.8% 10.5% 4.3% 0.6%

Global Equities $43,013,707 21.1% 19.7% 1.4% 0.4%

Inflation Linked Bonds $8,574,270 3.2% 3.3% -0.0% 0.0%

Commodities $6,851,085 0.8% 2.9% -2.1% -0.1%

Core Property $8,912,886 25.6% 28.3% -2.6% -0.1%

Cash $1,746,765 0.3% -- -- --

Total Liquid Investments $119,789,435 13.4% 11.8% 1.6% 1.3%

Private Equity $4,884,924 9.9% 7.6% 2.3% 0.1%

Private Equity Real Estate $2,916,886 15.4% 11.4% 4.1% 0.1%

Total Illiquid Investments $7,801,810 11.9% 9.0% 2.9% 0.2%

Total Portfolio Value $127,591,245 13.1% Actual net portfolio performance

FC-82


VEBA Equities Managers Performance



Manager / Benchmark Asset Value USD (30-Apr-2013) % of Equities % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

GMO Quality Fund - Class IV $7,518,477 17.5% 5.9% -24.1% 19.8% 5.5% 11.8% 11.9% 13.6% 17.2% -1.7% -0.1% 14.2% 7.9%

S&P 500 TR -37.0% 26.4% 15.1% 2.1% 16.0% 12.2% 18.8%

DFA International Small Cap Value $7,287,752 16.9% 5.7% -41.7% 39.5% 18.0% -17.5% 22.1% 11.0% 30.5% 2.0% 0.1% 7.4% 1.8%

MSCI EAFE Small Cap NR USD -47.0% 46.8% 22.0% -15.9% 20.0% 12.3% 28.5% 9.1% 2.3%

DFA Emerging Markets Value $6,567,683 15.3% 5.1% -53.9% 92.1% 21.8% -25.6% 19.2% -0.1% 14.6% 1.8% 0.1% 1.2% -0.4%

MSCI EM (Emerging Markets) NR -53.3% 78.5% 18.9% -18.4% 18.2% -0.9% 12.7% 3.1% -0.3%

Mutual European Fund - Class Z $6,369,678 14.8% 5.0% -32.5% 22.8% 8.6% -8.0% 17.8% 6.5% 20.8% -1.2% -0.0% 6.7% 2.1%

MSCI Europe NR LC -38.9% 27.7% 6.8% -9.4% 15.6% 9.0% 22.0% 6.3% 0.8%

Matthews Pacific Tiger Fund $6,150,025 14.3% 4.8% -46.1% 75.4% 22.3% -11.3% 21.2% 6.4% 20.7% 3.8% 0.2% 10.8% 7.1%

MSCI AC Far East ex Japan NR -50.6% 68.9% 19.5% -14.8% 22.0% 1.3% 16.9% 6.9% 2.2%

DFA US Small Cap Value $5,242,981 12.2% 4.1% -36.8% 33.6% 30.9% -7.6% 21.4% 12.5% 26.3% 6.3% 0.2% 10.9% 7.8%

Russell 2000 TR -33.8% 27.2% 26.8% -4.2% 16.3% 12.0% 20.0% 11.3% 7.3%

Yacktman Focused Fund $2,660,433 6.2% 2.1% -23.6% 62.8% 11.8% 7.4% 10.6% 14.4% 18.9% 0.0% 0.0% 12.5% 13.9%

S&P 500 TR -37.0% 26.4% 15.1% 2.1% 16.0% 12.2% 18.8% 12.6% 5.1%

Lafayette Street Fund $1,216,677 2.8% 1.0% -32.1% 45.8% 11.4% 4.0% 7.9% 14.7% 18.4% -0.8% -0.0% 10.2% 7.1%

Russell 3000 TR -37.3% 28.3% 16.9% 1.0% 16.3% 12.1% 19.2% 12.5% 5.4%

Yacktman Focused Fund $0 0.0% 0.0% -23.6% 62.8% 11.8% 7.4% 10.6% 14.3% 18.7% -0.1% -0.1% 12.5% 13.9%

S&P 500 TR -37.0% 26.4% 15.1% 2.1% 16.0% 12.2% 18.8% 12.6% 5.1%

Total Global Equities $43,013,707 21.1% 1.4% 0.4%

Total Global Equities Blended Benchmark 19.7%

FC-83


0%

20%

40%

60%

80%

100%$43.0M

MSCI All Country World Index (Recommended Benchmark)

US Large Cap25.0%

US Small Cap13.0%

Europe22.0%

Developed Asia15.0%


Current Allocation

$43.0M

US Large Cap24.7%

US Small Cap11.1%

Europe23.4%

Developed Asia15.7%


US Large Cap51.1%

Europe24.1%

Developed Asia16.0%


Current Global Equity Allocation Target

$43.0M

The Global Equities allocation is overweight Emerging Markets and US Small Cap relative to the broad global equities benchmark (MSCIAll Country World Index).

Notes1. Reflects most recent values and asset allocation. US Large Cap allocation within MSCI equity benchmarks includes Canadian equity market capitalization.

VEBA Global Equities Portfolio: Current Allocation versus Benchmark Mix FC-84


VEBA Credit Managers Performance



1. Venor redeemed as of March 31, 2013.

Manager / Benchmark Asset Value USD (30-Apr-2013) % of Credit % of Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Doubleline Opportunistic Income Fund Ltd $5,679,519 51.6% 4.5% -- -- 7.9% 22.7% 20.6% 4.8% 14.6% 8.3% 0.3% 18.7% 10.8%

HFRI RV: Fixed Income-Asset Backed 5.2% 5.9% 6.6% 7.9% 4.2% 4.4% 6.3% 6.8% 6.5%

Sankaty High Income Partnership, LP $5,319,272 48.4% 4.2% -4.8% 42.5% 13.4% 2.9% 10.4% 3.2% 8.1% -2.4% -0.1% 8.2% 12.5%

50/50 US HYIndex / Leveraged Loan Index -27.3% 51.5% 12.5% 3.4% 12.6% 3.9% 10.5% 8.6% 8.6%

Total Credit $10,998,791 11.9% 4.0% 0.3%

Total Credit Blended Benchmark 8.0%

FC-85


VEBA Hedged Equities and Liquid Real Estate Managers




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Partners Capital Falcon Fund (C) Ltd $19,004,931 14.9% -19.3% 14.2% 7.7% -5.0% 10.0% 6.4% 14.8% 4.3% 0.6% 4.9% 2.1%

HFRI FOF: Strategic Index GROSS -24.4% 14.4% 7.3% -6.3% 6.8% 5.1% 10.5% 3.3% 0.4%

Total Hedged Equities $19,004,931 14.8% 4.3% 0.6%

Total Hedged Equities Blended Benchmark 10.5%


2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Morgan Stanley International Real Estate $4,542,194 3.6% -49.9% 46.4% 9.4% -19.9% 43.9% 12.2% 38.2% 0.1% 0.0% 14.1% 0.2%

FTSE EPRA/NAREIT Developed ex-NA Real Estate Index -51.7% 41.8% 14.3% -17.4% 40.5% 13.7% 38.2% 14.9% 1.3%

iShares Cohen & Steers Realty Majors Index Fund $4,370,692 3.4% -41.0% 25.3% 29.2% 10.1% 15.3% 13.3% 14.9% -4.9% -0.1% 16.4% 4.7%

NAREIT Composite TR -37.8% 27.8% 27.6% 7.3% 19.7% 15.3% 19.8% 17.4% 7.3%

Total Core Property $8,912,886 25.6% -2.6% -0.1%

Total Core Property Blended Benchmark 28.3%

FC-86


Hedged Equities vs. Long Only Equities

Notes:1. FY 2013 YTD (Dec) data reflects actual cumulative results (not annualized).

Investment FY 2005 - FY 2009 FY 2010 - FY 2012 FY 2013 YTD (April)

VEBA Hedged Equity / HE Index 4.2% 3.9% 14.8%

Global Equities 0.2% 9.8% 21.1%

50% Global Equities 0.4% 5.1% 10.1%

Difference v. Global Equities 4.0% -5.9% -6.3%

Difference v. 50% Global Equities 3.8% -1.2% 4.7%

Hedged Equities Index (Gross) 4.2% 3.0% 10.9%

Annualized Return

FC-87


VEBA Absolute Return Managers Performance




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Partners Capital Harrier Fund (C), Ltd $11,902,723 9.3% -22.8% 16.4% 8.5% 0.3% 5.5% 3.4% 8.0% 3.7% 0.4% 4.3% 2.0%

3 Month T-Bill + 500 bps (HFRI FOF: Diversified pre 12/31/09) -20.8% 11.4% 5.1% 5.2% 5.1% 1.7% 4.3% 5.1% 1.5%

Peer Group: HFRI FOF Diversified GROSS -20.0% 12.6% 6.5% -4.0% 4.8% 4.2% 8.7% 2.4% -0.1%

Peer Group: HFRI FOF Composite GROSS -20.6% 12.6% 6.8% -4.8% 4.8% 4.5% 8.0% 2.3% -0.3%

Total Absolute Return $11,902,723 8.0% 3.7% 0.4%

Total Absolute Return Blended Benchmark 4.3%

FC-88


VEBA Fixed Income and TIPS Managers Performance




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Vanguard Inflation-Protected Securities $8,574,270 6.7% -2.8% 11.0% 6.3% 13.3% 6.9% 0.5% 3.2% -0.0% 0.0% 7.9% 6.2%


Total Inflation Linked Bonds $8,574,270 3.2% -0.0% 0.0%

Total Inflation Linked Bonds Blended Benchmark 3.3%

Manager / Benchmark Asset Value USD (30-Apr-2013) % Portfolio 2008 2009 2010 2011 2012 Jan - Apr

2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

Spartan Long-Term Treasury Bond Fund $8,784,277 6.9% 24.2% -13.3% 9.4% 29.4% 3.3% 1.9% 0.8% -0.2% -0.0% 12.9% 9.5%

Barclays U.S. Treasury Bond Long TR 24.0% -12.9% 9.4% 29.9% 3.5% 1.5% 0.9% 8.0% 6.5%

Total Fixed Income $8,784,277 0.8% -0.2% -0.0%

Total Fixed Income Blended Benchmark 0.9%

FC-89


VEBA Commodities Managers Performance




2013FYTD 2013

(Apr)


Benchmark



Benchmark

3 YR CAGR (May 2010 - Apr 2013)

5 YR CAGR (May 2008 - Apr 2013)

PowerShares DB Commodity Index Tracking Fund $6,851,085 5.4% -31.8% 16.2% 11.9% -2.6% 3.5% -5.4% 2.0% -0.8% -0.1% 2.4% -6.8%

DBIQ Optimum Yield Diversified Commodity Index Excess Return -31.9% 16.2% 11.1% -2.0% 4.1% -4.7% 2.9% 2.9% -6.3%

Total Commodities $6,851,085 0.8% -2.1% -0.1%

Total Commodities Blended Benchmark 2.9%

FC-90


Illiquid Private Equity and Private Equity Real Estate PerformanceAs of May 24, 2013, the OP LD illiquid portfolio is marked at 1.14x. The VEBA illiquid portfolio is marked at 1.18x. Since March 31,Related Real Estate had a $390,000 distribution, and Lone Star RE Fund II has had small distributions and capital calls.

54

Operational Pool Long Duration

Post-Retirement Benefits Plan

Vintage

2010 $112,846 0.93x2010 $2,909,187 1.13x2009 $1,792,891 1.43x

$4,884,924 1.20x

2011 $1,194,134 1.11x2012 $1,301,119 1.18x

$2,495,253 1.14x

$7,380,177 1.18x$ 9,435,675

Related Real Estate Recovery Fund (Feeder), LP

$ 3,537,437

Total Illiquid Investments (Client Ccy) $ 13,712,610 $ 7,999,738 58% $ 5,712,872 $ 2,055,498

Subtotal Private Equity Real Estate (Client Ccy) $6,000,000 $ 3,095,813 52% $ 2,904,187 $ 1,042,184

$ 669,391 $ 1,863,525 $ 3,000,000 $ 1,414,968 47% $ 1,585,032 $ 372,793 $ 1,673,912

Private Equity Real EstateLone Star Real Estate Fund II (US) LP $ 3,000,000 $ 1,680,845 56% $ 1,319,155

$2,322,891Total Private Equity (Client Ccy) $7,712,610 $4,903,925 64% $2,808,685 $1,013,314 $5,898,238Partners Capital Phoenix Fund Ltd $2,000,000 $1,622,389 81% $377,611 $530,000

$666,160Partners Capital Condor Fund V (Cayman) LP $5,000,000 $2,568,926 51% $2,431,074 - $2,909,187

Cash MultipleInvestment Vehicle % Called

Private EquityAcorn Overseas Ltd -- Sidepocket $712,610 $712,610 100% - $553,314

Total Return (Value Rec. +

Current Value)Fund Ccy

Original Commitment

Fund Ccy

Called toDate

Fund Ccy

UncalledCommitment

Fund Ccy

Value Rec.to Date

Fund Ccy

CurrentValue

Fund Ccy

Vintage

2011 $2,327,350 1.13x$2,327,350 1.13x

2012 $ 650,560 1.18x $ 650,560 1.18x

$3,119,200 1.14x

$707,484$1,500,000Related Real Estate Recovery Fund (Feeder), LP

$2,725,110 $45,106 $3,164,306

$792,517

Total Illiquid Investments (Client Ccy) $5,500,000 $2,774,890 50%

$ 186,397 $836,957Subtotal Private Equity Real Estate (Client Ccy) $1,500,000 $707,484 47% $792,517 $ 186,397 $836,957

47%Private Equity Real Estate

$2,327,350Total Private Equity (Client Ccy) $4,000,000 $2,067,407 52% $1,932,593 - $2,327,350

Cash MultipleInvestment Vehicle % Called

Private EquityPartners Capital Condor Fund V (Cayman) LP $4,000,000 $2,067,407 52% $1,932,593 -

Total Return (Value Rec. +

Current Value)Fund Ccy

Original Commitment

Fund Ccy

Called toDate

Fund Ccy

UncalledCommitment

Fund Ccy

Value Rec.to Date

Fund Ccy

CurrentValue

Fund Ccy

FC-91


Agenda





• Appendix




FC-92


• Global equity markets have rallied to a new all time high on May 22, surpassing the previous high in October 2007,propelled by the unprecedented level of developed market central bank stimulus (now including the Bank of Japan).Developed market equities (particularly the US and Japan) have benefited the most, with returns outstripping all otherasset classes.

• Bank of Japan April 4th announcement of extensive new QE ratified optimism that Japan is finally determined to defeat deflationafter two decades. With targets to double money supply and achieve inflation of 2% within two years, the BoJ actions will floodglobal markets with liquidity limiting the scope of any equity pullback even after a +27% rally since June 2012. Longer term riskssuch as a flight from Japanese government bonds are being ignored by investors for now.

• Eurozone tail-risk did not sting in Q1 as uncertainty from the Cyprus bailout, Italian election and growth downgrades are nowbeing offset by signs of a new flexibility on austerity from the IMF and EU policy-makers. Growth expectations could benefit.Meanwhile, the US government mitigated concerns on fiscal policy by suspending the federal debt ceiling until May.

• These positive developments however do not fundamentally alter the fact that developed economy deleveraging is far from overand is expected to affect global growth for the rest of this decade. Our base case remains that over the next 2-3 years (i) globalgrowth stabilises and climbs to 4% p.a. (equal to the pre-crisis average) as the US moves closer to private sector deleveragingtargets, (ii) Europe recovers only slowly with austerity partially offset by ECB support and (iii) major central banks keep rates lowand continue unconventional monetary policy.

• This backdrop of slow normalization and massive central bank stimulus keeps us focused on key investment themesthat include:

1. Exploit the potential for investor rotation out of low yielding bonds by adding to quality equities, property, illiquid credit and other yielding assets that are still attractively valued (non-agency RMBS, EM LC sovereign debt, short duration HY bonds)

2. Exploit the dispersion in borrowing costs to high and low quality borrowers by investing in direct lending and other illiquid credit strategies that seek to lend where rates are high, and

3. Reduce government bond holdings to an absolute minimum while turning to alternatives for uncorrelated returns such as absolute return strategies. Inflation linked government bonds are preferred over nominal government bonds (except temporarily in the UK following Q1 drop in real yields).

56

Macroeconomic Summary FC-93


600

700

800

900

1,000

1,100

1,200

1,300

1,400

1,500

30-Jun-08 31-Dec-08 30-Jun-09 31-Dec-09 30-Jun-10 31-Dec-10 30-Jun-11 31-Dec-11 30-Jun-12 31-Dec-12

MSC

I Wor

ld In

dex

+74%

+22%

+20%+12%

+11%

Quantitative Easing Supportive of Risk Assets

57

Periods of significant Quantitative Easing by central banks have proved positive for equity markets over the past 4 yearsalbeit with diminishing impact in subsequent episodes. In response, the Fed and ECB announced ‘unlimited’ and indefiniteprograms during the past 8 months. Experts are optimistic that the significant QE program announced by the Bank of Japanon April 4, 2013 could finally break deflation in Japan, which would be positive for global financial markets.

Note: Shaded areas represent periods of significant central bank stimulus. MSCI World Equity Index is price in USD (MXWO), Source: Bloomberg, Federal Reserve, European Central Bank, Bank of England. Band of Japan. April 15, 2013

The MSCI World Equity Price Index (USD)

QE1 from Fed & BoE

QE1 ends

Strong hints of QE2 at

Jackson Hole

QE2 starts

QE2 ends

Operation Twist annouced

ECB LTRO starts

BoE QE ends

Draghi hints at OMT

LTRO ends OMT announced

QE3 announced ($40bn/month)

QE3 increased to $85bn/mo

BoJannounces significant new QE program

New Japan PM

announces reflationary

policies

FC-94


3.9%2.5%

14.2%

2.5%

36.8%

15.4%12.8%12.7%

4.1%0.9%

-0.6%-1.4%-3.0%-3.3%

5.6% 4.8% 4.4% 3.3% 2.9% 1.9% 1.9% 1.7% 1.2% 0.4%

-10%-5%0%5%

10%15%20%25%30%35%40%

Priv

ate

Equ

ity

CLO

s

Wor

ld R

EIT

S

US

Cor

e P

rope

rty

Japa

nese

equ

ities

Yie

ldin

g eq

uitie

s

MS

CI D

M e

quity

inde

x

US

equ

ities

Ger

man

equ

ities

Italia

n eq

uitie

s

MS

CI E

M e

quity

inde

x LC

Bra

zil e

quiti

es

Kor

ean

equi

ties

Chi

nese

equ

ities

Eur

o ba

nk s

ub-d

ebt

US

HY

bon

ds

Euro

HY

bon

ds

EM

Sov

LC

deb

t

US

leve

rage

d lo

ans

Eur

o IG

bon

ds

Asia

n IG

bon

ds

US

IG b

onds

US

Tre

asur

y

US

ILB

Tota

l ret

urn

in 2

013

YTD 2013 (through 30th April) asset class performance

IlliquidEquity &

Credit

RealEstate DM equities EM equities Credit Gov

Bonds

Source: Bloomberg. April 30 2013

58

Asset Class Returns – Calendar YTD 2013Developed market equities were the biggest beneficiaries of an early 2013 shift towards riskier assets. Japan and the US, where central bank stimulus was most aggressive, saw the largest gains. Emerging market equities lagged notably.

FC-95


Global Fund Flows – Calendar YTD 2013

59

Rotation into equities may have started with equities on course to experience their best funds inflows since before 2006.Continued bond fund inflows suggest that money is coming out of money market funds and cash thus far.

Note: * 2013 reflects the flows as of 13th May 2013, annualized. Fund flows include long only mutual funds, hedge funds and ETFs

Source: Deutsche Bank

Global fund flows into bonds and equities

FC-96


Given lower expected returns and yields, investors will need to increase risk and illiquidity in order to hit return targets. Forexample, Yale have increased risk levels from an annualised volatility of 11.7% in 2001 to 13.7% today.

“The Great Rotation”

Volatility

Rea

l ret

urn

(%)

Source: Yale Annual Report 2012

Yale University Endowment investment portfolio risk (volatility) and return targets

2001

FC-97


Over the next 2-3 years we expect to see global growth stabilise and climb to 4% p.a. (equal to thepre-crisis average) as the US moves closer to private sector deleveraging targets, Europe recoversonly slowly with austerity partially offset by ECB support and major central banks keep rates lowand continue unconventional monetary policy.

1. Deleveraging is far from over and is expected to affect global growth for the rest of this decade, with US household deleveraging still having 2-3 years to go, but peripheral European countries needing 20 years or more to reduce government debt-to-GDP to sustainable levels.

2. Robust policy action by the ECB has reduced the probability of an acute Eurozone crisis in the short term but growth and competitiveness remain a challenge.

3. Modest income growth and household deleveraging implies 2% US growth as long as politicians correctly calibrate the level of fiscal adjustments accurately. Entitlement “cliff” is still 10 years off.

4. Structural challenges imply a downshift in China’s growth but 7.5% p.a. growth target achievable with only modest rebalancing from investment-led growth to consumption-led growth

5. The risk of higher inflation remains a few years off given the overriding pressure to deleverage and the absence of other historical drivers of inflation.

6. Interest rates will remain low until more normal growth takes hold at which point we expect a normalisation of policy rates and longer-term bond yields implying losses for 10 year duration government bond holders. This could be 2015 in the US but later in other DM economies.

7. Global systemic risk is lower as scrutiny of, and government support for, the banking system has strengthened.

61

Medium Term Macroeconomic Outlook FC-98


Agenda





• Appendix




FC-99


Operational Pool (LD) portfolio: $80.5M

0%

20%

40%

60%

80%

100%9.2%


Yacktman Focused 1.7%


GMO Quality4.1%


Real Assets

21.2%

iShares Cohen & Steers3.7%

Morgan Stanley International REIT3.5%

Related Real Estate Recovery 1.0%


Condor V (PERE) 0.9%Lone Star Fund VIII 0.2%

Private Equity


Powershares DB Commodities5.7%

Vanguard TIPS6.0%

2.3%


34.3%

Global Equities


Con

dor F

und

V (P

E)2.

0%H

G V

I0.2

%

Sankaty3.1%

Cash1.1%

Fidelity Long-Term Treasury

Bond6.9%

DoubleLine Opportunistic

Income4.2%

8.1%

Cash & Fixed Income

Partners Capital Harrier

10.0%

10.0%

THL Credit Greenway

Fund II1.9%

Absolute Return

Partners Capital Falcon15.0%

15.0%

Hedged Equities

63


OP LD Portfolio After Actions Asset Allocation by Asset Class and Manager FC-100


OP LD Asset Allocation

0%

20%

40%

60%

80%

100%

Current

Cash 1%


Absolute Return 10%

Hedged Equity 15%

Global Equity 25%

Global Equity 35%

Private Equity 2%

TIPS 6%

Commodities 6%


PERE 2%

Credit 9%


Cash 2%


Absolute Return 15%

Hedged Equity 16%

Credit 0%

Private Equity 10%

TIPS 5%

Commodities 5%


PERE 9%

Current Target

Cash 1%


Absolute Return 10%


Hedged Equity15%

Credit9%

Global Equity 34%

Private Equity 2%

TIPS 6%

Commodities 6%

PERE 2%$80.5M$80.5M$80.5M

FC-101


The Operational Pool Long Duration portfolio was up +13.1% in FYTD 2013 (April), compared to an index of asset class indices up +12.3%.

65

1. Prior to August 2012, Fixed Income benchmark was the Barclays Capital Treasury 5-10 Year TR (July 2012). 2. HFRI Fund of Funds Strategic Index: Estimated 1% annual fund of funds management fee layer removed.3. Index of Asset Class Indices is constructed by calculating the benchmark return for each asset class at the current target allocation to that asset class.

OP LD Performance by Asset Class – FYTD 2013 (April)







Fixed Income $5,866,570 7.2% 0.8% -1.2% 2.0% Barclays US Treasury Long Index TR1

8.1% 4.3% 3.9% T-Bills + 500bps








Cash $804,937 1.0% NA NA NA NA

Operational Pool(Long Duration) Liquid

Private Equity $2,327,350 2.9% 7.8% 7.9% -0.1% Blended Private Equity Benchmark

Private Equity Real Estate $861,377 1.1% 17.2% 11.1% 6.0% Blended Private Equity Real Estate Benchmark

Operational Pool(Long Duration) Total


13.9% 12.5% 1.4% Index of Indices - Long Duration OP (Liquid)3

$80,953,433 100.0% 13.1% 12.3% 0.7% Index of Indices - Long Duration OP2

$77,764,706 96.1%

FC-102


Operational Pool Current Liquidity

66

0%

20%

40%

60%

80%

100%

Monthly 6%

Quarterly 40%

Illiquid 2%

Operational Pool:Long Duration(Long Term)

Daily 57%

Quarterly 35%

Illiquid 4%

Operational Pool:Current

Daily 47%

Monthly 9%

Quarterly 44%

Monthly 4%

Percent of Total

CombinedOperational Pool at Current $ Allocation

Daily 52%

At the long-term policy targets, the Medium Duration portfolio has no allocation to illiquid investments and could be fully liquidated over4-6 quarters; the Long Duration portfolio currently has 4.0% committed to illiquid investments.

Notes:1. OP MD allocation reflects the proposed “Option 1” and OP LD allocation reflects the Long Term Target Allocation (includes 10% Private Equity)

$158.6M$80.5M$78.1M

FC-103


VEBA Portfolio: Commitment and Distribution Model

67

Note: This material contains hypothetical or simulated performance results which have certain inherent limitations.

The model below assumes a 6.5% portfolio expected CAGR and a 11.5% PE and PERE CAGR. In order to meet the portfolio policytargets in PE and PERE, VEBA should roughly follow the commitment schedule highlighted in yellow.

InputsPortfolio current market value 129,302Portfolio expected CAGR 6.5%PE and PERE current market value 7,663PE and PERE expected CAGR 11.5%

Current 2013 2014 2015 2016 2017 2018 2019Total Commit Estimated Percent Called

Current 16,000 48% 25% 20% 15%2013 2,500 35% 30% 20% 10%2014 5,500 35% 30% 20% 10%2015 5,500 35% 30% 20% 10%2016 5,500 35% 30% 20% 10%2017 5,500 35% 30% 20%2018 5,500 35% 30%2019 5,500 35%

Sub-Total 7,663 4,875 5,875 6,475 4,925 5,225 5,225 5,225

Value/Called Percent DistributedCurrent 16,000 5% 5% 15% 15% 20% 20%

2013 4,875 5% 10% 15% 20%2014 5,875 5% 10% 25%2015 6,475 5% 10%2016 4,925 5%2017 5,2252018 5,2252019 5,225

Sub-Total --- 0 995 1,109 4,047 5,297 8,766 12,603

PE and PERE MV 7,663 13,980 16,974 24,909 28,752 31,979 31,708 27,128

Portfolio MV ex PE and PERE 121,639 129,546 103,637 110,373 117,547 125,188 133,325 141,991

PE and PERE % of Portfolio 5.9% 9.7% 14.1% 18.4% 19.7% 20.3% 19.2% 16.0%PE and PERE Target % of Portfolio 19.0% 19.0% 19.0% 19.0% 19.0% 19.0% 19.0% 19.0%

FC-104


VEBA Portfolio: PE and PERE Commitment Strategy By Year

68

In order to meet VEBA’s private equity and private equity real estate portfolio targets, the VEBA portfolio will have to make rough $29.9Min commitments by 2015. This equates to roughly $5.5M in commitments per year over the next three years. VEBA committed $3.0M toLone Star Real Estate Fund II in 2013. $29.9M

Current Commitments

$16.0M

PE$7.5M

PERE$8.5M

2014 Commitments

PERE$0.0M

2013 Commitments

PERE$2.6M

$5.5M

PE$2.9M

$5.5M

2015 Commitments Total Commitments By 2015

$2.9M

PE$2.9M

PERE$2.6M

PE$2.9M

Note: Please see appendix for PE and PERE commitment and distribution model assumptions. VEBA made a $3.0m commitment to Lone Star (PERE) in 2013, increasing the “Current Commitments” and decreasing the PERE “2013 Commitments”

FC-105


OP LD Portfolio: Commitment and Distribution Model

69

Note: This material contains hypothetical or simulated performance results which have certain inherent limitations.

The model below assumes a 6.5% portfolio expected CAGR and a 11.5% PE and PERE CAGR. In order to meet the portfolio policytargets in PE and PERE, OP LD should roughly follow the commitment schedule highlighted in yellow.

InputsPortfolio current market value 81,316Portfolio expected CAGR 6.5%PE and PERE current market value 3,119PE and PERE expected CAGR 11.5%

Current 2013 2014 2015 2016 2017 2018 2019Committed Estimated Percent Called

Current 7,000 45% 25% 25% 15%2013 2,000 35% 30% 20% 10%2014 3,500 35% 30% 20% 10%2015 4,000 35% 30% 20% 10%2016 4,000 35% 30% 20% 10%2017 4,000 35% 30% 20%2018 4,000 35% 30%2019 4,000 35%

Sub-Total 3,119 2,450 3,575 3,900 3,500 3,750 3,800 3,800

Value/Called Percent DistributedCurrent 7,000 5% 5% 15% 15% 20% 20%

2013 2,450 5% 10% 15% 20%2014 3,575 5% 10% 25%2015 3,900 5% 10%2016 3,500 5%2017 3,7502018 3,8002019 3,800

Sub-Total --- 0 435 485 1,793 2,436 4,146 6,327

PE and PERE MV 3,119 6,210 8,415 13,190 16,610 19,986 21,898 21,599

Portfolio MV ex PE and PERE 78,197 83,279 66,624 70,954 75,566 80,478 85,709 91,280

PE and PERE % of Portfolio 3.8% 6.9% 11.2% 15.7% 18.0% 19.9% 20.3% 19.1%

PE and PERE Target % of Portfolio 19.0% 19.0% 19.0% 19.0% 19.0% 19.0% 19.0% 19.0%

FC-106


OP LD Portfolio: PE and PERE Commitment Strategy By Year

70

In order to meet OP LD’s private equity and private equity real estate portfolio targets, the OP LD portfolio will have to make roughly$16.8M commitments ($9.8M in incremental commitments) by 2015. This equates to roughly $3.5M in commitments per year over thenext three years. OP LD committed $1.5M to Lone Star Real Estate Fund II in 2013.

$16.8M

2015 Commitments Total Commitments By 2015

$4.0M

PE$2.0M

PERE$2.0M

2014 Commitments

$3.5M

PE$2.0M

PERE$1.5M

2013 Commitments

$2.3M

PE$1.3M

PERE$1.0M

Current Commitments

$7.0M

PE$2.8M

PERE$4.2M

Note: Please see appendix for PE and PERE commitment and distribution model assumptions. VEBA made a $1.5m commitment to Lone Star (PERE) in 2013, increasing the “Current Commitments” and decreasing the PERE “2013 Commitments”

FC-107


Asset type Management fee on assets under advisement Performance fee on assets under advisement

Liquid assets 0.30% 5% of net gains, subject to high water mark

Illiquid assets 1% set-up fee on commitment amount0.50% management fee on contributed capital

No performance fee

Notes1. Management, performance and commitment fees shown represent invoiced fees for Q3 FY 2013. Partners Capital collects performance fees twice per year

(after the quarters ended June 30 and December 31). 2. Fees shown as a percentage of assets at the end of the period.

The Research Foundation of SUNY Fee Arrangement with Partners Capital

Partners Capital Advisory Fee Arrangement and Fees Accrued in FY 2013 Q3

Account Management Fees Performance Fees Commitment Fees TotalApril 30, 2013

Balance % of EB

Operational Pool $317,897 $372,296 $0 $690,193 $160,015,178 0.43%

VEBA Trust $267,751 $293,751 $0 $561,503 $127,591,245 0.44%

Total $585,648 $666,047 $0 $1,251,695 $287,606,423 0.44%

FC-108

The Research Foundation of SUNYBalance Sheet - Operation Pool (Medium Duration)

May 2013

Valuation Date

Market Value ($000)

% of Total

Rebalancing Actions

(May-Jun)

Investment Actions

(Jul-Aug)Market Value

($000)% of Total

After Actions

Current Target

(Revised)Cash $46 0.1% $2,077 $0 $2,123 2.7% 0.1% 2.7% 3.0% -0.3% 3.0%Fixed Income $6,577 8.4% -$3,077 $0 $3,500 4.5% 8.4% 4.5% 5.0% -0.5% 5.0%Absolute Return $17,290 22.1% $0 $0 $17,290 22.1% 22.1% 22.1% 22.0% 0.1% 22.0%Hedged Equity $8,920 11.4% $0 $0 $8,920 11.4% 11.4% 11.4% 11.5% -0.1% 11.5%Global Equity (Credit) $18,030 23.1% $0 $0 $18,030 23.1% 23.1% 23.1% 22.5% 0.6% 22.5%Global Equity $15,835 20.3% $500 $0 $16,335 20.9% 20.3% 20.9% 20.0% 0.9% 20.0%Total Equity $42,784 54.8% $500 $0 $43,284 55.4% 54.8% 55.4% 54.0% 1.4% 54.0%Real Assets $11,419 14.6% $500 $0 $11,919 15.3% 14.6% 15.3% 16.0% -0.7% 16.0%Total Balance Sheet Assets $78,116 100.0% -$0 $0 $78,116 100.0% 100.0% 100.0% 100.0% -- 100.0% CashBrokerage Cash 5/21/13 $46 0.1% $2,077 $0 $2,123 2.7%

After Current Long-TermFixed Income Current Actions Target TargetVanguard Extended Duration Treasury Fund - Collateral 5/23/13 $6,577 8.4% -$6,577 $0 0.0% % of Total Balance Sheet AssetsVanguard Extended Duration Treasury Fund 5/23/13 $0 0.0% $3,500 $3,500 4.5% Cash and Fixed Income 8.5% 7.2% 8.0% 8.0%

Credit 23.1% 23.1% 22.5% 22.5%Absolute Return Total Equities 54.8% 55.4% 54.0% 54.0%Partners Capital Harrier Fund (C) 4/30/13 $14,768 18.9% $0 $14,768 18.9%Bryn Mawr Rosemont 4/30/13 $2,522 3.2% $2,522 3.2% % of Credit

IG Corporate Bonds 20.9% 20.9% 20.0% 40.0%Hedged Equities High Yield Bonds 26.4% 26.4% 35.0% 40.0%Partners Capital Falcon Fund (C) 5/1/13 $8,920 11.4% $8,920 11.4% Leveraged Loans 9.6% 9.6% 10.0% 20.0%

Mortgages 30.5% 30.5% 25.0% 0.0%Global Equity (Credit) Emerging Markets Debt 12.6% 12.6% 10.0% 0.0%Post Limited Term High Yield 4/30/13 $3,761 4.8% $3,761 4.8%DoubleLine Opportunistic Income 5/1/13 $3,884 5.0% $3,884 5.0% % of Global EquitiesDoubleLine Total Return 5/23/13 $1,621 2.1% $1,621 2.1% US Large Cap 26.0% 25.2% 25.0% 25.0%Vanguard High Yield Corporate Fund 5/23/13 $3,033 3.9% $3,033 3.9% US Small Cap 14.6% 14.2% 15.0% 16.7%Sankaty High Income Partnership 4/30/13 $3,466 4.4% $3,466 4.4% Europe 21.1% 23.5% 22.0% 25.0%Wellington Iguazu 4/30/13 $2,265 2.9% $2,265 2.9% Asia 12.3% 12.0% 13.0% 16.7%

Emerging Markets 25.9% 25.1% 25.0% 16.7%Global EquityUS: Yacktman Focused 5/23/13 $1,353 1.7% $1,353 1.7% Real Assets (% of total assets)US: GMO Quality 5/23/13 $1,607 2.1% $1,607 2.1% Inflation-Protected 6.0% 6.7% 7.0% 7.0%US Small/Mid Cap: Lafayette Street 5/1/13 $2,326 3.0% $2,326 3.0% Commodities 4.6% 4.6% 5.0% 5.0%US Small Cap: DFA US Small Cap Value 5/23/13 $839 1.1% $839 1.1% Real Estate 4.0% 4.0% 4.0% 4.0%Europe: Franklin Templeton 5/23/13 $1,776 2.3% $500 $2,276 2.9%Europe/Asia Small Cap: DFA International Small Cap 5/23/13 $3,122 4.0% $3,122 4.0%Emerging Markets Equities: DFA Emerging Markets 5/23/13 $2,540 3.3% $2,540 3.3%Asia: Matthews Pacific Tiger 5/23/13 $2,271 2.9% $2,271 2.9% After

Collateral Account Current ActionsReal Assets OP MD $9,547 $4,724Vanguard TIPS (Institutional) 5/23/13 $1,754 2.2% -$1,254 $500 0.6% OP LD $0 $4,823Vanguard TIPS (Admiral) - Collateral 5/23/13 $2,970 3.8% -$2,970 $0 0.0% Total Collateral $9,547 $9,547Vanguard TIPS (Institutional) - Collateral 5/23/13 $0 0.0% $4,724 $4,724 6.0%Morgan Stanley International REIT 5/23/13 $1,526 2.0% $1,526 2.0%iShares Cohen & Steers 5/24/13 $1,597 2.0% $1,597 2.0%Powershares DB Commodities 5/24/13 $3,571 4.6% $3,571 4.6%

Total Balance Sheet Assets $78,116 100.0% $0 $0 $78,116 100.0%

Long Term Target

(Revised)

Current After ActionsAfter

Actions vs. TargetCurrent

PARTNERS CAPITALFC-109

The Research Foundation of SUNYBalance Sheet - Operation Pool (Long Duration)

May 2013

Summary Asset AllocationValuation

DateMarket Value

($000)% of Total

Rebalancing Actions

(May-Jun)

Investment Actions


($000)% of Total

Cash $909 1.1% $0 $0 $909 1.1% 1.1% 1.1% 1.0% 0.1% 2.0%Fixed Income $5,589 6.9% $0 $0 $5,589 6.9% 6.9% 6.9% 7.0% -0.1% 10.0%Absolute Return $8,028 10.0% $0 $0 $8,028 10.0% 10.0% 10.0% 10.0% -0.0% 15.0%

Hedged Equity $12,049 15.0% $0 $0 $12,049 15.0% 15.0% 15.0% 15.0% -0.0% 16.0%Global Equity (Credit) $7,419 9.2% $0 $0 $7,419 9.2% 9.2% 9.2% 9.0% 0.2% 0.0%Global Equity $28,339 35.2% -$500 -$200 $27,639 34.3% 35.2% 34.3% 33.0% 1.3% 25.0%Private Equity $1,629 2.0% $0 $200 $1,829 2.3% 2.0% 2.3% 3.0% -0.7% 10.0%

Total Equity $49,436 61.4% -$500 $0 $48,936 60.8% 61.4% 60.8% 60.0% 0.8% 51.0%Real Assets $16,586 20.6% $500 $0 $17,086 21.2% 20.6% 21.2% 22.0% -0.8% 22.0%Total Balance Sheet Assets $80,547 100.0% $0 $0 $80,547 100.0% 100.0% 100.0% 100.0% -- 100.0% CashBrokerage Cash 5/21/13 $698 0.9% $0 $0 $698 0.9% LongCash Pending Distribution - Related 5/8/13 $211 0.3% $211 0.3% After Current Term

Actions Target TargetFixed Income % of Total Balance Sheet AssetsFidelity Long-Term Treasury Bond Index Fund 5/23/13 $5,589 6.9% $5,589 6.9% Cash and Fixed Income 8.1% 8.1% 8.0% 12.0%

Total Equities 61.4% 60.8% 60.0% 51.0%Absolute Return Partners Capital Harrier Fund (C) 4/30/13 $8,028 10.0% $8,028 10.0% % of Global Equities

US Large Cap 24.0% 24.6% 25.0% 28.0%Hedged Equities US Small Cap 16.3% 16.7% 15.0% 16.0%Partners Capital Falcon Fund (C) 4/30/13 $12,049 15.0% $12,049 15.0% Europe 23.4% 21.5% 22.0% 24.0%

Asia 10.9% 11.2% 13.0% 16.0%Global Equity (Credit) Emerging Markets 25.3% 26.0% 25.0% 16.0%Sankaty High Income Partnership 4/1/13 $3,528 4.4% -$1,000 $2,528 3.1%DoubleLine Opportunistic Income 4/30/13 $3,890 4.8% -$500 $3,390 4.2% Real Assets (% of total assets)THL Credit Greenway Fund II New $1,500 $1,500 1.9%

Inflation-Protected 5.7% 6.3% 7.0% 5.0%Global Equity Commodities 5.7% 5.7% 6.0% 5.0%US: Yacktman Focused 5/23/13 $1,377 1.7% $1,377 1.7% Real Estate 9.3% 9.1% 9.0% 12.0%US: GMO Quality 5/23/13 $3,333 4.1% $3,333 4.1%US Small/Mid Cap: Lafayette Street 4/30/13 $4,191 5.2% $4,191 5.2%US Small Cap: DFA US Small Cap Value 5/23/13 $2,083 2.6% $2,083 2.6%Europe: Franklin Templeton 5/23/13 $4,428 5.5% -$500 -$200 $3,728 4.6%Asia: Matthews Pacific Tiger 5/23/13 $4,261 5.3% $4,261 5.3%Europe/Asia Small Cap: DFA International Small Cap 5/23/13 $4,432 5.5% $4,432 5.5%Emerging Markets Equities: DFA Emerging Markets 5/23/13 $4,235 5.3% $4,235 5.3%

Private EquityPartners Capital Condor Fund V (PE Portion) 3/31/13 $1,629 2.0% $1,629 2.0%Harbour Group Investments IV New $200 $200 0.2%

Real AssetsVanguard TIPS (Institutional) 5/23/13 $4,574 5.7% -$4,323 $251 0.3%Vanguard TIPS (Institutional) - Collateral 5/23/13 $0 0.0% $4,823 $4,823 6.0%Morgan Stanley International REIT 5/23/13 $2,900 3.6% -$75 $2,825 3.5%iShares Cohen & Steers 5/24/13 $3,069 3.8% -$75 $2,994 3.7%Related Real Estate Recovery Fund 5/8/13 $792 1.0% $792 1.0%Partners Capital Condor Fund V (RE Portion) 3/31/13 $698 0.9% $698 0.9%Lone Star Fund VIII New $150 $150 0.2%Powershares DB Commodities 5/24/13 $4,552 5.7% $4,552 5.7%


CurrentAfter

Actions vs. Target

Long Term Target

After Actions

CurrentAfter

Actions

Current

Current Target


The Research Foundation of SUNYBalance Sheet - Operation Pool (Combined)

May 2013


DateMarket Value

($000)% of Total

Rebalancing Actions

(May-Jun)

Investment Actions


($000) % of TotalCash $955 0.6% $2,077 $0 $3,032 1.9% 0.6% 1.9%Fixed Income $12,167 7.7% -$3,077 $0 $9,089 5.7% 7.7% 5.7%Absolute Return $25,318 16.0% $0 $0 $25,318 16.0% 16.0% 16.0%

Hedged Equity $20,969 13.2% $0 $0 $20,969 13.2% 13.2% 13.2%Global Equity (Credit) $25,448 16.0% $0 $0 $25,448 16.0% 16.0% 16.0%Global Equity $44,173 27.8% $0 -$200 $43,973 27.7% 27.8% 27.7%Private Equity $1,629 1.0% $0 $200 $1,829 1.2% 1.0% 1.2%

Total Equity $92,220 58.1% $0 $0 $92,220 58.1% 58.1% 58.1%Real Assets $28,004 17.7% $1,000 $0 $29,004 18.3% 17.7% 18.3%Total Balance Sheet Assets $158,663 100.0% $0 $0 $158,663 100.0% 100.0% 100.0% CashBrokerage Cash 5/21/13 $744 0.5% $2,077 $2,821 1.8%Cash Pending Distribution - Related 4/30/13 $211 0.1% $211 0.1% After

Current ActionsFixed Income % of Total Balance Sheet AssetsFidelity Long-Term Treasury Bond Index Fund 5/23/13 $5,589 3.5% $5,589 3.5% Cash and Fixed Income 8.3% 7.6%Vanguard Extended Duration Treasury Fund - Collateral 5/23/13 $6,577 4.1% -$6,577 $0 0.0% Total Equities 58.1% 58.1%Vanguard Extended Duration Treasury Fund 5/23/13 0.0% $3,500 $3,500 2.2%

% of Global EquitiesAbsolute Return US Large Cap 24.7% 24.9%Partners Capital Harrier Fund (C) 4/30/13 $22,796 14.4% $22,796 14.4% US Small Cap 15.7% 15.8%Bryn Mawr Rosemont 4/30/13 $2,522 1.6% $2,522 1.6% Europe 22.6% 22.2%

Asia 11.4% 11.5%Hedged Equity Emerging Markets 25.5% 25.7%Partners Capital Falcon Fund (C) 4/30/13 $20,969 13.2% $20,969 13.2%

Real Assets (% of total assets)Global Equity (Credit) Inflation-Protected 4.0% 0.5%Vanguard High Yield Corporate Fund 5/23/13 $3,033 1.9% $3,033 1.9% Commodities 5.1% 5.1%Post Limited Term High Yield 4/30/13 $3,761 2.4% $3,761 2.4% Real Estate 6.7% 6.6%Sankaty High Income Partnership 4/30/13 $6,994 4.4% -$1,000 $5,994 3.8%DoubleLine Opportunistic Income 4/30/13 $7,774 4.9% -$500 $7,274 4.6%DoubleLine Total Return 5/23/13 $1,621 1.0% $1,621 1.0%Wellington Iguazu 4/30/13 $2,265 1.4% $2,265 1.4%THL Credit Greenway Fund II 0.0% $1,500 $1,500 0.9%

Global EquityUS: Yacktman Focused 5/23/13 $2,730 1.7% $2,730 1.7%US: GMO Quality 5/23/13 $4,940 3.1% $4,940 3.1%US Small/Mid Cap: Lafayette Street 4/30/13 $6,517 4.1% $6,517 4.1%US Small Cap: DFA US Small Cap Value 5/23/13 $2,922 1.8% $2,922 1.8%Europe: Franklin Templeton 5/23/13 $6,204 3.9% -$200 $6,004 3.8%Asia: Matthews Pacific Tiger 5/23/13 $6,532 4.1% $6,532 4.1%Europe/Asia Small Cap: DFA International Small Cap 5/23/13 $7,554 4.8% $7,554 4.8%Emerging Markets Equities: DFA Emerging Markets 5/23/13 $6,776 4.3% $6,776 4.3%

Private EquityPartners Capital Condor Fund V (PE Portion) 3/31/13 $1,629 1.0% $1,629 1.0%Harbour Group Investments IV 0.0% $200 $200 0.1%

Real AssetsVanguard TIPS (Institutional) 5/23/13 $6,328 4.0% -$5,577 $751 0.5%Vanguard TIPS (Admiral) - Collateral 5/23/13 $2,970 1.9% -$2,970 $0 0.0%Vanguard TIPS (Institutional) - Collateral 5/23/13 $0 0.0% $9,547 $9,547 6.0%Morgan Stanley International REIT 5/23/13 $4,425 2.8% -$75 $4,350 2.7%iShares Cohen & Steers 5/24/13 $4,667 2.9% -$75 $4,592 2.9%Related Real Estate Recovery Fund 5/8/13 $792 0.5% $792 0.5%Partners Capital Condor Fund V (RE Portion) 3/31/13 $698 0.4% $698 0.4%Lone Star Fund VIII 0.0% $150 $150 0.1%Powershares DB Commodities 5/24/13 $8,124 5.1% $8,124 5.1%


Current After Actions



The Research Foundation of SUNYBalance Sheet - VEBA Trust

May 2013


DateMarket Value

($000)% of Total

Rebalancing Actions

(May-Jun)

Investment Actions


($000)% of Total

Cash $2,401 1.9% $0 $0 $2,401 1.9% 1.9% 1.9% 1.0% 0.9% 2.0%Fixed Income $8,369 6.5% $0 $0 $8,369 6.5% 6.5% 6.5% 7.0% -0.5% 10.0%Absolute Return $11,903 9.3% $0 $0 $11,903 9.3% 9.3% 9.3% 10.0% -0.7% 15.0%

Hedged Equity $19,005 14.8% $0 $0 $19,005 14.8% 14.8% 14.8% 15.0% -0.2% 16.0%Global Equity (Credit) $11,499 9.0% $0 $0 $11,499 9.0% 9.0% 9.0% 9.0% 0.0% 0.0%Global Equity $43,596 34.0% $0 -$400 $43,196 33.7% 34.0% 33.7% 33.0% 0.7% 25.0%Private Equity $4,012 3.1% $0 $400 $4,412 3.4% 3.1% 3.4% 3.0% 0.4% 10.0%

Total Equity $78,112 61.0% $0 $0 $78,112 61.0% 61.0% 61.0% 60.0% 1.0% 51.0%Real Assets $27,318 21.3% $0 $0 $27,318 21.3% 21.3% 21.3% 22.0% -0.7% 22.0%Total Balance Sheet Assets $128,103 100.0% $0 $0 $128,103 100.0% 100.0% 100.0% 100.0% -- 100.0% CashBrokerage Cash 5/14/13 $1,980 1.5% $0 $0 $1,980 1.5% LongCash Pending Distribution - Related 5/8/13 $422 0.3% $422 0.3% After Current Term

Current Actions Target TargetFixed Income % of Total Balance Sheet AssetsFidelity Long-Term Treasury Bond Index Fund 5/23/13 $8,369 6.5% $8,369 6.5% Cash and Fixed Income 8.4% 8.4% 8.0% 12.0%

Total Equities 61.0% 61.0% 60.0% 51.0%Absolute Return Partners Capital Harrier Fund (C) 4/30/13 $11,903 9.3% $11,903 9.3% % of Global Equities

US Large Cap 25.4% 25.6% 25.0% 28.0%Hedged Equities US Small Cap 15.7% 15.8% 15.0% 16.0%Partners Capital Falcon Fund (C) 4/30/13 $19,005 14.8% $19,005 14.8% Europe 23.4% 22.7% 22.0% 24.0%

Asia 11.0% 11.1% 13.0% 16.0%Global Equities (Credit) Emerging Markets 24.6% 24.8% 25.0% 16.0%DoubleLine Opportunistic Income 5/1/13 $6,180 4.8% -$750 $5,430 4.2%Sankaty High Income Partnership 4/30/13 $5,319 4.2% -$1,500 $3,819 3.0% Real Assets (% of total assets)THL Credit Greenway Fund II New $2,250 $2,250 1.8%

Inflation-Protected 6.5% 6.5% 7.0% 5.0%Global Equities Commodities 5.3% 5.3% 6.0% 5.0%US: Yacktman Focused 5/23/13 $2,741 2.1% $2,741 2.1% Real Estate 9.5% 9.3% 9.0% 12.0%US: GMO Quality 5/23/13 $7,711 6.0% $7,711 6.0%US Small/Mid Cap: Lafayette Street 4/30/13 $1,217 0.9% $1,217 0.9%US Small Cap: DFA US Small Cap Value 5/23/13 $5,497 4.3% $5,497 4.3%Europe: Franklin Templeton 5/23/13 $6,570 5.1% -$400 $6,170 4.8%Asia: Matthews Pacific Tiger 5/23/13 $6,124 4.8% $6,124 4.8%Europe/Asia Small Cap: DFA International Small Cap 5/23/13 $7,238 5.7% $7,238 5.7%Emerging Markets Equities: DFA Emerging Markets 5/23/13 $6,497 5.1% $6,497 5.1%

Private EquityPartners Capital Phoenix Fund Ltd 5/17/13 $1,863 1.5% $1,863 1.5%Acorn Side Pocket 3/31/13 $113 0.1% $113 0.1%Partners Capital Condor Fund V (PE Portion) 3/31/13 $2,036 1.6% $2,036 1.6%Harbour Group Investments IV New $400 $400 0.3%

Real AssetsVanguard TIPS (Institutional) 5/23/13 $8,316 6.5% $8,316 6.5%Morgan Stanley International REIT 5/23/13 $4,285 3.3% -$150 $4,135 3.2%iShares Cohen & Steers 5/24/13 $4,287 3.3% -$150 $4,137 3.2%Lone Star Real Estate Fund II 4/18/13 $1,194 0.9% $1,194 0.9%Related Real Estate Recovery Fund 5/8/13 $1,584 1.2% $1,584 1.2%Partners Capital Condor Fund V (RE Portion) 3/31/13 $873 0.7% $873 0.7%Lone Star Fund VIII New $300 $300 0.2%Powershares DB Commodities 5/24/13 $6,779 5.3% $6,779 5.3%



CurrentAfter

ActionsLong Term

Target

After Actions vs.

TargetCurrent Target



Hedge Fund & Private Investment Fund RiskProspective limited investors should be aware that investments in private investment funds involve a high degree of risk. Investorscould lose the entire amount of their investment or recover only a small portion of their investment if the fund suffers substantial losses.

The principal risk factors associated with an investment include the following. Please see Private Placement Memorandums of Funds for full disclosure of risk factors:

General Investment Risks

Managed Futures Trading

Independence of and Dependence on the Portfolio Managers

Access to Information

Market Volatility

Use of Leverage, Options and Other Derivatives

Illiquid Investments

High Fees and Expenses

Potential Tax Liability of Limited Partners

Delayed Schedule K-1s

Estimates of Net Asset Value

Future Regulation

Absence of Certain Statutory Registrations

Limited Operating History of the Fund and Partners Capital

Past performance of underlying managers are not necessarily indicative of future results

76

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DisclaimerThese materials are being provided to customers on the condition that they will not form aprimary basis for any investment decision by or on behalf of its customers. Thesematerials and any related documentation provided herewith is given on a confidentialbasis.

This material is not intended for public use or distribution. It is the responsibility of everyperson reading this material to satisfy himself or herself as to the full observance of anylaws of any relevant jurisdiction applicable to such person, including obtaining anygovernmental or other consent which may be required or observing any other formalitywhich needs to be observed in such jurisdiction. This report is not an offer to sell or thesolicitation of an offer to buy any security.

The source for all figures included in this material is Partners Capital Investment Group,LLC, unless stated otherwise. While all the information prepared in this material isbelieved to be accurate, Partners Capital Investment Group, LLC may have relied oninformation obtained from third parties and makes no warranty as to the completeness oraccuracy of information obtained from such third parties, nor can it accept responsibilityfor errors of such third parties, appearing in this material.

Opinions expressed are our current opinions as of the date appearing on this materialonly. We do not undertake to update the information discussed in this material. We andour affiliates, officers, directors, managing directors, and employees, including personsinvolved in the preparation or issuance of this material may, from time to time, have longor short positions in, and buy and sell, the securities, or derivatives thereof, of anycompanies mentioned herein.

This material contains hypothetical or simulated performance results which have certaininherent limitations. Unlike an actual performance record, simulated results do notrepresent actual trading. Also, since the trades have not actually been executed, theresults may have under- or over-compensated for the impact, if any, of certain marketfactors, such as lack of liquidity. Simulated trading programs in general are also subjectto the fact that they are designed with the benefit of hindsight. No representation is beingmade that any client will or is likely to achieve profits or losses similar to thoseshown. These results are simulated and may be presented gross or net of managementfees.

This material may include indications of past performance of investments or assetclasses. Past performance is not a reliable indicator and is no guarantee of future results.Investment returns will fluctuate with market conditions and every investment has thepotential for loss as well as profit. The value of investments may fall as well as rise andinvestors may not get back the amount invested.

Certain information presented herein constitutes “forward-looking statements” which canbe identified by the use of forward-looking terminology such as “may,” “will,” “should,”“expect,” “anticipate,” “project,” “continue” or “believe” or the negatives thereof or othervariations thereon or comparable terminology. Any projections, market outlooks orestimates in this material are forward-looking statements and are based upon certainassumptions. Due to various risks and uncertainties, actual market events, opportunitiesor results or strategies may differ materially from those reflected in or contemplated bysuch forward-looking statements and any such projections, outlooks or assumptionsshould not be construed to be indicative of the actual events which will occur.

Certain transactions, including those involving futures, options, and high yield securities,give rise to substantial risk and are not suitable for all investors. The investmentsdescribed herein are speculative, involve significant risk and are suitable only for investorsof substantial net worth who are willing and have the financial capacity to purchase a highrisk investment which may not provide any immediate cash return and may result in theloss of all or a substantial part of their investment. An investor should be able to bear thecomplete loss in connection with any investment.

Certain aspects of the investment strategies described in this presentation may from timeto time include commodity interests as defined under applicable law. Pursuant to anexemption from the U.S. Commodity Futures Trading Commission (CFTC) in connectionwith accounts of qualified eligible clients, this brochure is not required to be, and has notbeen filed with the CFTC. The CFTC does not pass upon the merits of participating in atrading program or upon the adequacy or accuracy of commodity trading advisordisclosure. Consequently, the CFTC has not reviewed or approved this trading programor this brochure.

Copyright © 2013, Partners Capital Investment Group LLC

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Partners Capital Contact Details

Stan MirandaChief Executive5 Young StreetLondon W8 5EHEngland ph: +44 (0)20 7938 5250 fax: +44 (0)20 7938 [email protected]

Will FoxPartner 50 Rowes Wharf, 4th FloorBoston, MA 02110 USAph: +1 617 292 2572 fax: +1 617 292 2571 [email protected]

Clint LiebenbergPartner 50 Rowes Wharf, 4th FloorBoston, MA 02110USAph: +1 617 292 2577fax: +1 617 292 [email protected]

John HampelPartner 5 Young StreetLondon W8 5EHEnglandph: +44 (0)20 7938 5248 fax: +44 (0)20 7938 [email protected]

Paul DimitrukChairman & Partner 50 Rowes Wharf, 4th FloorBoston, MA 02110 USAph: +1 617 292 2575fax: +1 617 292 2571 [email protected]

Toby SethPartner 5 Young StreetLondon W8 5EHEnglandph: +44 (0)20 7938 5247 fax: +44 (0)20 7938 [email protected]

Arjun RaghavanPartner 5 Young StreetLondon W8 5EHEnglandph: +44 (0)20 7938 5226 fax: +44 (0)20 7938 [email protected]

John CollisPartner 5 Young StreetLondon W8 5EHEnglandph: +44 (0)20 7938 5249 fax: +44 (0)20 7938 [email protected]

FC-115

RESOLUTION OF THE FINANCE COMMITTEE OF THE BOARD OF DIRECTORS OF

THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK

To: The Finance Committee (“Finance Committee”) of the Board of Directors (“Board of Directors”) of The Research Foundation for The State University of New York (“Research Foundation”)

From: Frank J. Gabriel, Interim Chief Financial Officer Subject: Approval of Revised General Investment Policy & Guidelines Background:

1. Pursuant to its charter duties and responsibilities, the Finance Committee shall review and recommend investment policy(ies) to the Board of Directors, which include the investments of the retiree health benefit trust. 2. The Board of Directors adopted a General Investment Policy & Guidelines originally on October 24, 2002, and amended several times, most recently April 12, 2013. 3. The Research Foundation’s investment consultant, Partners Capital Investment Group, LLC, recommends amending the General Investment Policy & Guidelines. These recommendations include an asset allocation change for the Operational Pool (Long Duration) and the VEBA Trust. 4. The investment consultant has reviewed and discussed the proposed policy changes with the Finance Committee.

Resolution:

The Finance Committee hereby resolves to recommend that the Board of Directors approve amending the General Investment Policy & Guidelines to incorporate the proposed asset allocation changes. Kim E. Rosenfield General Counsel and Secretary June 12, 2013 FC2013-04

FC-116

FINANCIAL STATEMENTS AND ANALYSIS QUARTER ENDING MARCH 31, 2013

Keith B. Kaplan Financial Accounting Manager (518) 434-7035 [email protected]

FC-117

Contents

Executive Summary ...................................................................................... 1 Part 1: Financial Statements ......................................................................... 3

Balance Sheet ........................................................................................ 3 Statement of Activities ............................................................................ 4 Statement of Cash Flows ....................................................................... 5 Balance Sheet Key Points ...................................................................... 6 Statement of Activities Key Points .......................................................... 8 Statement of Cash Flows Key Points ..................................................... 9

Part 2: Financial Charts ................................................................................. 10 Part 3: Analysis of Expenses ....................................................................... 14 Sponsored Program and Other Activities Expense ................................ 14 Administration and Support Expense ..................................................... 15 Part 4: Financial Risk Assessment/ Corrective Action Plan ......................... 16 Part 5: Operating Plan Update ..................................................................... 21 Appendix I: Sponsored Programs Activity Report ........................................ 23

Note: Part 5, the Financial Plan Operating Budget Update, and Appendix I, the Sponsored Program Activity Report, are presented on a cash basis. All other amounts presented in this reporting package are on the basis of Generally Accepted Accounting Principles (GAAP). As a result, there are some differences between Part 5 and Appendix I, and the financial statements presented in Part 1. Certain prior year amounts have been reclassified to conform to the current year presentation.

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1 -

EXECUTIVE SUMMARY Fiscal year-to-date March 31, 2013 has seen an increase of 17.4% in sponsored program revenues relative to prior year, as increases in CNSE activity more than offset reductions in Federal programs. The Research Foundation’s (RF) financial position- its balance sheet and solid financial ratios- continues to support the continued prefunding of sponsored programs as well as targeted spending on initiatives that are important to achieving the goals of the RF Strategic Plan. Key points from this report: Financial Statements

Revenue

• Sponsored program revenue for the fiscal 2013 year-to-date increased $114.8 million or 17.4% from prior year first quarter. Decreases in federal revenue at campuses throughout the SUNY system, which was caused by the trailing off of ARRA program activity combined with decreases in federal flow-through programs, have been more than offset by construction and semiconductor program activity from New York State and private sponsors at CNSE, including payments made towards building the new NanoFabXtension facility. Increased volume was also seen in the G450 Consortium programs. For the majority of campuses, revenues were lower than in the prior year. See page 8 and Appendix I for more detail on revenue comparison to prior year, and Appendix I for cash-basis sponsored program volume by campus. As shown on page 8 and Appendix I, indirect revenue volume actually declined RF-wide even as direct volume increased, since the federally sponsored programs with higher indirect cost recoveries have decreased in volume, while volume from state and private sponsors, with lower indirect cost recoveries, increased.

• Market conditions resulted in net investment return on operational funds of 4.85%, compared to 1.07% in the same period last year.

• Other Income increased $15 million; this included a Fuller Road Management Corporation grant to help fund the 28nm technology license, increased third party recharge volumes and the impact of the deferred revenue gain on the sale-leaseback assets at CNSE.

Assets • While revenues have increased, accounts receivable balances have decreased by $12.6 million compared to

June 30, 2012. The funding for many of the nanotechnology programs driving the revenue increase was received in advance of the expenditures, while there have been some collections made on some of the NYS programs.

Liabilities

• Deferred revenue balances have decreased $28 million compared to June 30, 2012, mainly due to decreases of $33.6 million from Empire State Development Corporation, offset by increases of unexpended funds of $6.2 million received in FY 2013 from members of the G450 consortium at CNSE.

• Deposits held for others decreased $24.6 million compared to June 30, 2012, mainly due to expenditures of $26.8 million at SUNY Downstate Medical Center on behalf of RF affiliate BioBAT for the development of the Brooklyn Army Terminal facility.

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2 -

Financial Risk Assessment • There are six campuses (CNSE, UAlbany, Old Westbury, Plattsburgh, System Administration – Provost and

Upstate Medical University) that exceed the threshold of at-risk expenditures, agency deficits or over-extended Research Management and Support (RMS) awards outlined in the RF’s Risk Tolerance policy. See page 20 for more detail and updates to corrective action plans for these campuses.

Operating Plan Update

• Campuses provide projections for Grants and Contracts revenues for the Operating Plan. Based on fiscal year to date activity as of March 31, 2013:

o Direct funding for Grants and Contracts programs is ahead of 2013 Plan projections by 7.7% when annualized. Cost recoveries for Grants and Contracts, if annualized, are tracking slightly below projections.

o Contracted Services for Campus related Organizations is ahead of 2013 Plan projects by 12.4% when annualized. Cost recoveries for Contracted Services for Campus related Organizations are ahead of plan by 4.9% when annualized.

• Investment income for the third quarter appears to be in line with estimated targets, if not slightly ahead, due

to an upswing in the market.

• Operating cash is at a level that allows the RF to prefund sponsored program expenditures prior to

reimbursement without having to use the operating line of credit. As of March 2013, total operating cash is $214.9 million, which includes advances from sponsors of $93.4 million and agencies of $20.3 million.

• As of March 2013, there is an unfunded balance in the fringe benefit pool of $984K. This is a decrease of $2.5 million from the June 2012 balance of $3.5 million.

• Campus Service Center Fees and Gifts / Other Revenue are well above projections due to G450 consortium activity at CNSE.

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3 -

Part 1: Financial StatementsBalance sheet: Periods ending March 31, 2013 and June 30, 2012

ASSETSCurrent Assets Cash and cash equivalents $ 3,060,717 $ 916,046 Accounts receivable, net 206,112,304 218,675,127 Advances to others 14,986,587 13,074,958 Short-term investments 132,871,470 192,272,655 Due from broker for securities sold - 18,873,180 Other current assets 4,386,275 8,771,195 Total current assets 361,417,353 452,583,161Noncurrent Assets Long-term investments 68,193,764 17,439,439 Long-term investments pledged 9,518,188 10,000,000 Fixed assets, net 26,128,006 29,377,905 Intangible assets, net 41,768,250 46,849,500 Other noncurrent assets 19,030,958 20,653,262 Total noncurrent assets 164,639,166 124,320,106

Total assets $ 526,056,519 $ 576,903,267LIABILITIESCurrent Liabilities Accounts payable and accrued expenses $ 79,862,458 $ 85,799,427 Accrued compensation 15,144,164 12,805,346 Accrued vacation 29,016,231 28,413,229 Deferred revenue 127,812,191 155,799,328 Deposits held for others 8,119,996 32,759,801 Current portion of capital lease obligations 6,665,882 6,452,681 Current portion of long-term debt 1,632,690 656,812 Line of credit and other short term debt 26,817,470 28,176,445 Total current liabilities 295,071,082 350,863,069Noncurrent Liabilities Deposits held for others 1,157,818 1,237,554 Post-retirement benefit obligation 295,730,000 303,580,000 Capital lease obligations, net of current portion 12,382,126 17,408,526 Long-term debt, net of current portion 8,522,348 9,612,288 Other liabilities 7,559,176 5,535,572 Total noncurrent liabilities 325,351,468 337,373,940

Total liabilities 620,422,550 688,237,009NET DEFICIT: Unrestricted (94,366,031) (111,333,742)

Total liabilities and net deficit $ 526,056,519 $ 576,903,267

March 2013 June 2012

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4 -

Statement of Activities: Periods ending March 31, 2013 and 2012 The amount of money earned and spent by the RF is stated on the corporation’s statement of activities. The RF monitors and controls this activity through the RF’s annual board approved Operating Plan, which ensures that allocations equal revenue for each fiscal year. Campuses can use unspent revenues from prior years to cover expenditures that exceed the current year’s revenue allocation.

REVENUES Grants awarded for research and other sponsored activities: Federal $ 285,959,195 $ 290,703,029 Federal Flow Through 110,018,065 119,258,047 New York State and local 154,900,766 113,802,388 Private and other 223,924,238 136,243,302 Total Grants awarded for research and other sponsored activities: 774,802,264 660,006,766

Investment income, net 13,631,662 4,424,522 Inventions and licenses income 6,323,997 10,889,922 Other income 41,037,578 26,063,832 Total revenues 835,795,501 701,385,042

EXPENSES Sponsored programs and other activities 678,145,763 559,412,260 Other program expenses 34,662,256 17,318,469 Administration and support 110,369,771 111,690,741 Total expenses 823,177,790 688,421,470

Change in net assets from revenue and expenses 12,617,711 12,963,572

Other changes: Inherent net contribution from ITC/STC acquisition - 7,763,451 T ransfer to affiliate organization FRMC (3,500,000) - Post-retirement related change other than net periodic benefit cost 7,850,000 (46,500,001)

Increase (decrease) in net assets 16,967,711 (25,772,978)

Net deficits at beginning of year (111,333,742) (32,510,759)

Net deficits at end of year $ (94,366,031) $ (58,283,737)

Fiscal year-to-date March 31, 2013

Fiscal year-to-date March 31, 2012

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5 -

Statements of Cash Flow

Periods Ended March 31, 2013 and 2012Month Ended

March 31, 2013Month Ended

March 31, 2012

Cash flow from operating activities:Federal grants and contracts $ 402,253,842 411,513,979State and local grants and contracts 123,522,871 124,813,645Private gifts and grants 224,586,929 152,058,834Other receipts 191,427,094 157,298,427Salaries and wages payments (290,395,575) (308,777,997)Employee benefits payments (107,968,195) (109,809,263)Payments to suppliers and vendors (481,950,514) (345,055,068)Operating interest, dividends and investment gains 1,835,700 2,344,076Distribution from BSA partnership 1,011,000 1,182,000Interest payments on capital debt and notes (858,738) 408,788Other payments (86,143,790) (59,316,382)

Net cash (used) provided by operating activities (22,679,376) 26,661,039

Cash flows from investing activities:Proceeds from sales of investments 272,354,783 175,597,335Purchases of investments (233,762,503) (175,952,168)Cash paid for purchases of fixed assets and licenses (7,421,060) (25,503,710)

Net cash provided (used) by investing activities 31,171,220 (25,858,543)

Cash flows from financing activities:Principal payments on long-term debt (4,988,198) (1,757,514)Proceeds from Simons Foundation Loan (for NYGC) — 2,500,000Proceeds from Upstate Medical Loan — 2,500,000Proceeds from Sale leaseback at CNSE — 27,000,000Proceeds from line of credit 37,686,628 80,728,433Payments on line of credit (39,045,603) (82,047,281)

Net cash (used) provided by financing activities (6,347,173) 28,923,638

Net increase in cash and cash equivalents 2,144,671 29,726,134

Cash and cash equivalents, beginning of year 916,046 1,076,799

Cash and cash equivalents, end of period $ 3,060,717 30,802,933

Reconciliation of change in net assets to net cash (used) provided by operatingactivities:

Change in net assets $ 16,967,711 (21,629,228)Adjustments to reconcile change in net assets to net cash provided (used) by

operating activities:Realized and unrealized gains on investments (10,963,503) (789,919)Change in fair value of interest rate swap (176,397) 359,385Net change in equity investment of BSA partnership 117,604 (190,774)Inherent net contribution from ITC/STC consolidation, net of cash — (6,768,016)Depreciation and Amortization 14,488,849 4,500,984Loss on disposal of fixed assets 89,139 108,933Accretion of deferred gain on sale leaseback transaction (5,062,500) (1,687,500)Donated fixed assets (85,000) — Change in assets and liabilities:

Accounts receivable and other assets 16,658,418 (5,444,235)Accrued investment income 15 (156)Accounts payable and accrued expenses 7,423,975 2,982,094Other accruals and other liabilities (1,581,009) (2,820,580)Deferred revenue (27,987,137) 15,396,234Deposits held for and advances to others (24,719,541) (3,856,184)Post-retirement benefit obligation (7,850,000) 46,500,001

Net cash provided (used) by operating activities $ (22,679,376) 26,661,039

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BALANCE SHEET KEY POINTS – Compared to prior year-end.

• Accounts receivable balances decreased $12.6 million since fiscal 2012 year-end, with net A/R decreases of $8.5 million from the NYS Department of Economic Development and $5.8 million from the NYS Office of Children and Family Services. The fringe benefit deficit, which is presented as a receivable in the financial statements, also decreased $11.3 million since fiscal 2012 year-end. These factors were offset by net increases in accounts receivable of $13.1 million from the Empire State Development Corporation, which included increases of $7.4 million at CNSE and $6.4 million at Stony Brook University.

• Due from broker for securities sold decreased $18.9 million compared to June 30, 2012 due to the settlement of transactions after year end.

• Other current assets decreased $4.4 million compared to June 30, 2012, mainly due to current-year expenditures of $2.8 million at University at Albany on an ARRA funded infrastructure award that had been paid in advance in fiscal year 2012. Additionally, royalty receivables decreased $1.6 million due to lower projected revenues for 2013.

• $9.5 million presented on the balance sheet as “Long-term investments pledged” is collateral for SUNY’s purchase of the Community General Hospital of Greater Syracuse. This collateral requirement is expected to be relieved over the next ten years.

• Accounts payable and accrued expenses decreased $5.9 million compared to June 30, 2012. Large payables at year end were subsequently settled; these included $10 million payable to FRMC and $6.5 million for the second installment payment of the technology license capitalized in fiscal year 2012. This was partly offset by timing-related decreases to accruals.

• Deferred revenue balances have decreased $28 million compared to June 30, 2012, mainly due to decreases of $33.6 million from Empire State Development Corporation, offset by increases of unexpended funds of $6.2 million received in FY 2013 from members of the G450 consortium at CNSE.

• Deposits held for others decreased $24.6 million compared to June 30, 2012, mainly due to expenditures of $26.8 million at SUNY Downstate Medical Center on behalf of RF affiliate BioBAT for the development of the Brooklyn Army Terminal facility.

• Line of credit balances were relatively consistent with prior year-end levels; this includes a $23.5 million balance owed on the 32 nm technology license, reimbursement for which is pending ongoing efforts by CNSE management and state government officials.

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Net Assets continue to be in a negative position, including additional unfunded liability impact of the post-retirement benefit obligation. Below is a summary of the components of net assets as of March 31, 2013 and June 30, 2012.

NET ASSETS (000’s) March 2013 June 2012

Designated for campuses $188,856 $ 185,432 Invested in fixed assets, net of related debt 20,613 23,937 Intangible assets, net of related debt 41,768 40,350 Corporate reserve 1,385 2,975 Investment reserve (12,192) (21,877) Post-retirement benefit obligation (295,730) (303,580) Other net assets (39,066) (38,571) Total unrestricted net deficit $ (94,366) $ (111,334)

• The current ratio, defined as current assets divided by current liabilities, is slightly lower than fiscal 2012 year-end, going from 1.29 as of June 2012 to 1.22 as of March 2013. The decrease is mainly due to the effect on investment balances of the spend-down of BioBAT funds as well as the timing of deferred revenue balances. The NACUBO standard for the current ratio is 2.0.

• Debt burden ratio, or the proportion of payments of interest and principal to total operating expenses, is at 4.2%. Benchmark level for this ratio is about 7%. While the current level is lower than the benchmark, RF has had still lower debt burden ratios in recent years. The ratio has increased over prior year level of 2.4% due to the interest and principal payments required on the capital leases referred to above; the FY 2012 payments were less than they will be by the end of FY 2013, since the leases started partway through FY 2012.

• Primary reserve ratio, adjusted to exclude the impact of the post-retirement obligation, has decreased slightly; it was 1.07 as of March 31, 2013, compared to 1.11 as of year-end June 30, 2012. Levels remain above the benchmark of 0.4 for this ratio, which measures an institution’s operating flexibility and resources for strategic initiatives.

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STATEMENT OF ACTIVITIES KEY POINTS- Compared to same period in the prior year

• Sponsored program revenue for the fiscal 2013 year-to-date increased $114.8 million, or 17.4%, compared to

fiscal year-to-date 2012. Decreases of $14 million in federal revenue were more than offset by increases of $41.1 million from New York State and local sponsors and $87.7 million from business and industry sponsors. American Recovery and Reinvestment Act (ARRA) awards decreased $15.4 million or (-59.7%) compared to prior year as activity on those awards continued to tail off. This decrease included a $14.3 million decrease on direct federal ARRA awards and a $1.1 million decrease on federal flow-through. Highlights of this and other sponsored program variances compared to prior year:

o Total federal revenue, excluding ARRA awards, actually increased $9.6 million or 3.6% when compared to prior year, attributed mainly to increases from the US department of Energy.

o Federal flow through revenue decreased $9.2 million or (-7.7%) compared to prior year, attributed mainly to decreases of $2.6 million from NYS Department of Health, $2.8 million from Business and Industry, $2.1 million from several other agencies and $1.8 million from NYS Office of Children and Family Services.

o New York State and local revenue increased $41.1 million or 36.1% compared to prior year mainly due to NFX construction-related increases of $30 million in revenue from the Empire State Development Corporation, $7.5 million from other NYS agencies and $6.3 million from DASNY.

o Private and other revenue increased $87.7 million or 64.4% compared to prior year, with $89.2 million attributed to increases from business and industry at CNSE.

o Indirect sponsored program revenue- the excess of total sponsored revenue over direct sponsored expenses excluding depreciation of intangible licenses- decreased by 2.9% from prior year. This was mainly due to the change in revenue mix noted above; indirect cost recoveries are less on state- and privately-sponsored awards than on federally-sponsored awards.

• Investment income: o March year-to-date (YTD) investment income of $13.6 million is mostly attributed to improved

market conditions in the half of the FY 2013, compared to the prior year-to-date period’s investment income of $4.4 million. The fiscal YTD return on operational funds was 4.85%.

o Additionally, YTD investment return for the VEBA Trust was $12.2 million. The VEBA Trust is a separate legal entity and, as such, VEBA activity is not reported in the Research Foundation financial statements.

• Inventions and licenses income decreased $4.6 million, due to the decreased sales volume on Centocor agreement caused mainly by increased generic drug competition.

• Other income increased $15 million; this included $10 million grant received from affiliate FRMC to help fund the 28nm technology license, approximately $1.6 million at CNSE for STC Third Party recharges and $3.4 million from the recognition of the deferred revenue gain on the sale-leaseback assets at CNSE.

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• While administration support costs were flat compared to the prior year, other program support, e.g. costs to support third-party recharge and other nonsponsored activity at campuses, increased relating to the increase in other income volume noted above. In total, administration and support costs increased approximately 12% compared to the prior year. See page 15 for more information on administration and support costs.

• The RF transferred $3.5 million to affiliate organization FRMC for the construction of NFX facilities. This was reflected as transfer to affiliate organization FRMC as “other changes to net assets.” Funding for this transfer was obtained from the fiscal 2012 sale-leaseback transaction.

• The post-retirement related change other than net periodic benefit cost was a $7.9 million increase to net assets, compared with last year’s $46.5 million decrease. This is due to interest rate fluctuations; the post-retirement liability is updated quarterly to reflect estimated impacts of those fluctuations.

STATEMENT OF CASH FLOW KEY POINTS • Operating cash outflows reflected the expenditures from the BioBAT building project (reflected on the cash

flow statement as “other payments”), while investing cash inflows were high in order to provide cash to meet those operating expenditures.

• Financing cash outflows mainly resulted from paydown of the sale-leasebacks entered into in FY 2012.

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PART 2: FINANCIAL CHARTS The following charts present trends from the past several years. These charts are presented on an accrual basis. Charts included in this package:

• Sponsored and Unrestricted Accounts Receivable by Major Sponsor • NYS A/R Balances • Sponsored and Unrestricted Deferred Revenue by Major Sponsor • Revenue by Type

Accounts Receivable by Major Sponsor

020,00040,00060,00080,000

100,000120,000140,000160,000180,000200,000220,000240,000

Jun-11 Sep-11 Dec-11 Mar-12 Jun-12 Sep-12 Dec-12 Mar-13

In Th

ousa

nds

Sponsored and Unrestricted Accounts Receivable by Major Sponsor (Deficits)

Federal Federal Flow Through - NYS Federal Flow Through - Other State and Local Other

Jun-11 Sep-11 Dec-11 Mar-12 Jun-12 Sep-12 Dec-12 Mar-13 % Change vs Jun-12

Federal 36,952 34,434 34,815 33,567 39,428 31,217 28,331 32,782 -16.9% Federal Flow Through - NYS 29,702 24,896 25,748 26,358 36,760 18,594 20,391 26,606 -27.6% Federal Flow Through - Other 18,872 21,895 20,287 21,770 21,959 21,432 22,629 22,903 4.3% State and Local 62,317 71,241 73,490 66,258 73,106 85,196 97,765 80,900 10.7% Other 37,691 38,053 38,811 37,391 47,422 41,255 46,144 42,921 -9.5% Sponsored 21,036 22,034 22,266 21,173 19,925 23,113 29,275 27,414 37.6% Unrestricted 16,655 16,019 16,545 16,218 27,497 18,142 16,869 15,507 -43.6% Total 185,534 190,520 193,151 185,344 218,675 197,694 215,260 206,112 -5.7%

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0

40,000

80,000

120,000


In Th

ousa

nds

NYS A/R Balances

Federal Flow Through - NYS State and Local Total


Federal Flow Through - NYS 29,702 24,896 25,748 26,358 36,760 18,594 20,391 26,606 -27.6% State and Local 62,317 71,241 73,490 66,258 73,106 85,196 97,765 80,900 10.7% Total 92,020 96,138 99,238 92,616 109,866 103,790 118,156 107,506 -2.1%

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Deferred Revenue by Major Sponsor

0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

200,000

220,000


In Th

ousa

nds

Sponsored and Unrestricted Deferred Revenue by Major Sponsor

Federal & Federal Flow Through State Multiple Sponsors Balance Other


Federal & Federal Flow Through 14,147 14,052 11,847 13,518 12,809 15,578 7,205 7,458 -41.8% State 49,182 32,692 20,022 71,884 42,910 53,223 41,181 24,116 -43.8% Multiple Sponsors 12,545 12,515 12,561 15,465 12,408 13,768 13,811 11,201 -9.7% Balance 21,217 21,796 21,315 23,730 21,360 23,205 23,367 22,439 5.1% Other 58,907 73,862 71,046 83,798 66,312 95,035 102,679 62,599 -5.6% Sponsored 37,394 40,206 39,859 47,215 36,250 71,500 79,847 42,040 16.0% Unrestricted 21,513 33,656 31,187 36,584 30,063 23,535 22,832 20,559 -31.6% Total 155,999 154,918 136,791 208,396 155,799 200,809 188,243 127,812 -18.0%

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Sponsored Program Revenue

0

100,000

200,000

300,000

400,000

500,000

600,000

700,000

800,000

900,000

Mar-11 Mar-12 Mar-13

In Th

ousa

nds

Revenue by Type

Federal Federal Flow Through - NYS Federal Flow Through - Other State Industry/Other

Mar-11 Mar-12 Mar-13 % Change vs. Mar-12

Federal 311,419 290,703 285,959 -1.6% Federal Flow Through - NYS 74,519 64,512 54,703 -15.2% Federal Flow Through - Other 49,646 54,746 55,315 1.0% State 130,296 113,802 154,901 36.1% Industry/Other 138,535 136,244 223,924 64.4% Total 704,415 660,007 774,802 17.4%

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Part 3: Sponsored Program and Other Activities ExpenseThe Research Foundation of SUNYSponsored Programs and Other Activities As of March 31, 2013 and 2012

Fiscal Year Fiscal Year2013 2012 Change % Change

Salaries 199,191,476$ 203,116,394$ (3,924,918)$ -1.93%Fringe Benefits 73,915,582 71,200,739 2,714,843 3.81%Supplies 43,201,157 49,071,458 (5,870,301) -11.96% (1)Travel 11,460,351 11,854,796 (394,445) -3.33%Relocation (147,501) (6,865,157) 6,717,656 -97.85% (2)Conference/Training/Registration 2,976,833 3,365,279 (388,446) -11.54%Leases, Contracts & Services - Equipment & Vehicles 12,578,565 10,816,357 1,762,208 16.29%Leases, Contracts & Services - Building 19,004,984 13,338,018 5,666,967 42.49% (3)Patient Care 1,059,438 999,482 59,956 6.00%Subawards 50,100,029 47,812,781 2,287,248 4.78%Tuition and Fees 13,443,407 13,349,304 94,104 0.70%Public Services 517,148 384,420 132,728 34.53%Utilities 8,100,386 6,613,693 1,486,693 22.48% (4)Postage, Publishing and Printing Costs 1,304,383 1,583,258 (278,876) -17.61%Contracts and Services - General 84,117,908 83,083,422 1,034,486 1.25%Equipment 82,462,163 32,589,549 49,872,614 153.03% (5)Depreciation & Amortization 5,081,250 4,143,750 937,500 22.62%Campus Services - Recharges (9,433,651) (4,657,335) (4,776,317) 102.55% (6)Other Expenses 698,044 765,301 (67,257) -8.79%Participant Support/Fellowships 13,211,630 12,871,205 340,425 2.64%Alterations and Renovations 65,302,181 3,975,546 61,326,636 1542.60% (7)Total Sponsored Programs and Other Activities 678,145,763$ 559,412,260$ 118,733,504$ 21.22%

(1) Decrease is primarily due to expenses associated with Empire State Development Corp. International SEMATECH Manufacturing Initiative Capital Grant of $5.2M FY12 over FY13.(2) Increase is primarily due to prior year reclassification of expenditures from the University of Albany CID program to other lines due to catch up of recording detailed classification of foreign advances, $6.9M. No net impact to expense.(3) Increase is primarily due to NFX facility lease payments of $9M, new for FY13, partly offset by other CNSE lease.(4) Increase in fiscal year 2013 is primarily due to additional costs over prior year for the Nanofab projects at CNSE of $1.6M.(5) Increase is due to CNSE 450mm programs ($45.0M), as well as $5.9M in spending on the US Photovoltaic Manufacturing Consortium. (6) Variance in recharge is primarily due to timing at CNSE.(7) The largest portion of this is due to increased NFX facility construction costs of $56.9M in FY13 included in this line.

NOTE: Prior year balances are presented to conform with current year classifications.

purchase. • Also relating to the licenses, prior year Depreciation & Amortization line was increased by $4,143,750 consistent with the accounting policy change made during 2012 year-end.

• Prior year equipment was reduced by $23.5 million consistent with the accounting policy change for the FY 2012 intangible license

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Part 3:

The Research Foundation of SUNYAdministration and Support ExpensesAs of March 31, 2013 and 2012

Fiscal Year Fiscal Year2013 2012 Change % Change

Salaries 46,885,566$ 48,307,544$ (1,421,977)$ -2.94%Fringe Benefits 19,965,056 20,516,429 (551,373) -2.69%Supplies 4,152,845 4,269,168 (116,323) -2.72%Travel 2,853,112 2,785,241 67,872 2.44%Conference/Training/Registration 1,550,134 1,510,880 39,254 2.60%Leases, Contracts & Services - Equip & Vehicles 429,532 177,623 251,909 141.82%Leases, Contracts & Services - Building 3,441,417 5,793,681 (2,352,264) -40.60% (1)Tuition and Fees 382,656 231,575 151,081 65.24%Public Services 196,037 205,626 (9,589) -4.66%Utilities 133,521 2,846,088 (2,712,566) -95.31% (2)Postage, Publishing and Printing Costs 280,069 371,189 (91,120) -24.55%Contracts and Services - General 20,408,289 17,585,099 2,823,190 16.05% (3)Depreciation & Amortization 9,278,846 4,502,906 4,775,940 106.06% (4)Other Expenses (2,486,451) 1,897,939 (4,384,390) -231.01% (5)Participant Support/Fellowships 705,173 478,178 226,995 47.47%Alterations and Renovations 2,193,968 211,577 1,982,391 936.96% (6)Total Administration and Support Expenses 110,369,771$ 111,690,741$ (1,320,970)$ -1.18%

(1) Decrease is mainly due to a decrease of ($1.2M) at Buffalo State College and a decrease of ($0.8M) at SUNY Albany. (2) Decrease is primarily due to ($2.7M) resulting from nonrecurring prior year expense at Stony Brook.(3) Increase was driven by approximately $2.8M in Oracle upgrade costs.(4) Increase is primarily due to timing of amortization of the two sets of CNSE Sale leaseback assets in FY13. Prior year-to-date through March 31, 2012 included only one of those sale leasebacks, and it started in the 2nd quarter. Net impact is a $3.4M increase over prior year.(5) Decrease is primarily due to timing associated with accruals and chargebacks.(6) Increase is primarily due to activity at Stony Brook for construction costs, including retrofit of labs.

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PART 4: FINANCIAL RISK ASSESSMENT AND CORRECTIVE ACTION PLAN Quarter ending March 31, 2013 The Finance Office continuously reviews the financial condition of the Research Foundation and assesses the financial risks to the corporation. Financial risks identified by management are being addressed by continuous monitoring of investment and accounts receivable balances, as well as initiatives to reduce fringe benefit and other administrative costs in conjunction with the Strategic Plan. These financial risks, along with operational, sponsored program, entity-level and information technology risks, have been incorporated into a corporate Enterprise Risk Management (ERM) program. This risk assessment identifies current top risks and provides the Finance Office’s recommendation for mitigating or managing the risk. In the chart on the following page, various risk areas are identified with risk levels plotted for illustrative purposes. Below is a guide to how those risks are presented: Strategy Used to manage . . . Responsible Role Red Area- Risks to Mitigate

Risks that are likely to happen and have a high impact. They must be eliminated or transferred away from the RF.

The Board Finance Committee will be kept updated on measures needed to mitigate the risk, and vote on any actions requiring Board approval.

Yellow Area- Risks to Manage

Risks that either have a large impact but are not likely to happen, or they are likely to happen but have a low impact. They can be managed by implementing controls, buying insurance or entering into financial contracts.

The Board approves policies that central office and campus management will implement to manage the risk. The quarterly Financial Statements and Analysis discusses these risks and management activities in these areas.

Green Area- Risks to Monitor and Make do with

Risks that have a moderate to low impact and moderate to low likelihood. They are monitored to ensure changes in risk levels are identified, communicated and addressed.

Central office and campus management have put controls in place and monitor these risks. More significant unforeseen events are covered by self-funded reserves.

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1

2

3

45

6

7

89

10

11

12

1314

15

16

Impa

ct

Likelihood

Residual Risk Analysis

1 Cash 9 Accrued Vacation 2 Accounts receivable 10 Deferred Revenue 3 Advances to Others 11 Deposits Held for Others 4 Investments 12 Post-retirement Obligation 5 Fixed Assets 13 Long-term Debt 6 Other Assets 14 Line of Credit and other short-term 7 Accounts Payable and Accrued Expenses 15 Other Liabilities 8 Accrued Compensation 16 Net Assets

Legal Risk Operational RiskStrategic Risk Financial Risk

Balance SheetCatastrophic

Major

Moderate

Minor

Insignificant

Remote Unlikely Possible Likely AlmostCertain

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FINANCIAL RISKS- HIGHER-RISK BALANCE SHEET AREAS

Item: Accounts Receivable- Sponsored Programs Top Risk: Large receivable balances and aging profile of the balances negatively affects the

corporation’s cash flow and use of working capital over an extended period of time. Recommendation: As seen in prior year in the case of NYSTAR, continued engagement with New York State,

particularly agencies and authorities with significant aged balances is an important part of management’s strategy to reduce A/R balances.

Status: The Sponsored Programs staff monitors status of A/R. Additionally, RF senior management

intends to engage with state officials as needed. Significant future reductions to the aged balances, along with timely and complete collections of NYS balances, would result in reduced risk assessment.

Item: Post-Retirement Benefit Obligation Top Risk: Size of, and potential growth to, the unfunded liability beyond the ability of the assets held in

the Voluntary Employee Benefit Association (VEBA) trust to pay future expenses. Recommendation:

• Continue to evaluate the expected growth rate of the unfunded benefit obligation at newly revised cost levels. Future increases in cost growth rates could be mitigated by further changes. It is noted that further increases to employee contributions are planned for fiscal years 2013 and 2014.

• Further increases to funding the liability could be evaluated as a means of more quickly attaining 75% funding of the funding liability.

• A fringe benefit review is expected to be performed every two years.

Status:

As of March 31, 2013, the discount rate has gone up to around 4.23%, compared to the rate as of June 30, 2012, which was 4.05%. This increase indicates a potential decrease in the calculated liability as of the fiscal 2013 year-end. The current-year increase is smaller than the prior year’s decrease in rates, therefore the fiscal 2013 decrease in required liability is expected to be significantly less than the $90 million increase to liability caused by fiscal 2012’s rate change. Due to changes in expected rates of return experienced across the board by pension and post-retirement plans throughout the marketplace, earlier this fiscal year the RF Board approved a revision to the funding policy, assuming a 7.5% return on the VEBA assets. This result in an increased funding contribution from $6.6 million to $8.0 million.

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The chart below reflects the impact of these changing rates on both the funding levels and the funding liability. While the balance sheet liability reflects accounting standards for actuarial accrued liabilities, the funding liability is a more realistic valuation based on today’s statistics on retirement ages and expected rates of return for funded assets. The proportion of assets relative to the funding liability is expected to improve over the next several years, due to continued funding coupled with investment gains. The expected proportion for 2013 fiscal year-end is about 55%.

101.4 106.6

124.9

198.7213.1

227.6

0.0

50.0

100.0

150.0

200.0

250.0

FY 2011 FY 2012 FY 2013 (proj)

Post-retirement Benefit Obligation

Assets Funding Liability

Item: Net Assets Top Risk: A negative net assets position threatens the financial viability of the corporation. In addition

to meeting expected operating costs, the corporation needs to have the means to meet possible new costs relating to strategic goals, particularly collaborations.

Recommendation:

Several actions to preserve capital, reduce liabilities and decrease balance sheet risks are in place, including: • The withholding of investment income for a period of time until retained investment

income brings the investment income reserve closer to positive territory. This withholding is expected to continue into fiscal year 2014.

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• Work with campuses to minimize the risk assumed on at-risk receivables based on risk tolerance parameters.

• Increases to participant contributions to help reduce the RF’s unfunded retiree health liability.

• Strategic plan- driven measures to increase sponsored program and intellectual property revenues to provide greater cash inflows and a stronger balance sheet.

Status: With respect to monitoring of campuses based on risk tolerance parameters, the following

campuses are in an intolerable range according to the RF’s Risk Tolerance policy:

i. CNSE has exceeded their threshold due to having $31.4 million in expenditures on At

Risk awards. $25.7 million of this is related to a grant with the Empire State Development Corporation and $5.4 million is related to grants from NYS Department of Economic Development; both of these are expected to be collectible.

ii. UAlbany has also exceeded its threshold, due to $5.8 million in At-Risk expenditures, of which $3.0 million was from the NYS Office of Children and Family Services.

iii. Upstate Medical University is in the intolerable range due to having approximately $11.4 million of over expended agency awards. These deficits, which are monitored by Upstate and RF’s Finance Offices, are offset by surplus balances on other agency awards.

iv. Old Westbury remains in the intolerable range due to $721k on their Research

Management and Support (RMS) accounts.

v. Plattsburgh is in the intolerable range due to having approximately $583K in expenditures on At Risk awards primarily due to an award with Empire State Development Corporation ($351K).

vi. System Administration – Provost is in the intolerable range for having a deficit balance of

approximately $2.3 million on their RMS awards. RF has been working with SUNY’s CFO on key business decisions. A corrective action plan has been implemented.

The other recommended actions are all in process. When the retiree health adjustments to net assets, other than operational expenses for retiree health, are subtracted from the past several years’ activity, progress has been made on improvement of the net assets level. Such adjustments have aggregated a negative $94 million in the past three years. The risk level is expected to be decreased within the next several years, reflecting increased financial strength and ability to carry out the RF’s mission in an environment of decreasing available governmental funding.

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PART 5: OPERATING PLAN UPDATE Year to date March 31, 2013 (in millions)

2013 Plan 2013 Actual

Direct Funding

Grants and contracts to faculty researchers and scholars $826.2 $667.2 Contracted services for campus related organizations 183.1 154.3 Total $1,009.3 $821.5 2013 Plan 2013 Actual

Uses of Allocated Funds

Action steps to implement strategic plan $5.1 $4.0 System-wide collaboration support 2.5 1.9 Campus operations and research support 137.1 124.0 Central office operations 24.5 17.4 SUNY strategic plan support 2.6 2.2 Royalties paid to inventors (40% of total) 3.7 3.2 Corporate reserve 2.6 0.9 Investment reserve 10.7 11.2 Total $188.8 $164.8

2013 Plan 2013 Actual

Sources of Allocated Funds

Cost recoveries for grants and contracts to faculty researchers/scholars $138.2 $100.2 Cost recoveries for contracted services to campus-related organizations 6.6 5.2 Investment income, net 12.6 11.2 Distribution from corporate reserves 5.2 5.2 Royalties from licensees 9.3 7.9 Fees paid by business/industry to use campus service centers 4.5 10.7 Equity distributions from Brookhaven Science Associates 1.8 2.4 Other 10.6 22.0 Total $188.8 $164.8

Notes:

(A) 2013 Plan per the Preliminary Operating Plan approved by the board in April 2012. (B) 2013 Actual represent actual revenue and expenditures to date as of 3/31/2013.

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OPERATING PLAN KEY POINTS

• Campuses provide projections for Grants and Contracts revenues for the Operating Plan. Based on fiscal

year to date activity as of March 31, 2013, direct funding for Grants and Contracts programs is ahead of 2013 Plan projections by 7.7% when annualized. Cost recoveries for Grants and Contracts, if annualized, are tracking slightly below projections. Investment income for the third quarter appears to be in line with estimated targets, if not slightly ahead, due to an upswing in the market.

• Corporate Reserve: As of the end of March 2013, the corporate reserve has a balance of $2.4 million which includes estimated funding from investment income of $2.2 million. The Corporate Reserve funded $4 million to Research technology services, $250,000 to the Technology Accelerator Fund and $900,000 to SUNY Press support in FY 2013.

• Investment reserve: The investment reserve currently has a negative $12.0 million balance as a result of not allocating the significant investment losses from fiscal year 2009 to the campuses. Starting in fiscal year 2009, any investment income has been withheld from the campuses to restore the reserve levels.

• Fringe Benefit Balance: As of March 2013, there is an unfunded balance in the fringe benefit pool of $984

thousand. This is a decrease of $2.5 million from the June 2012 balance of $3.5 million.

• Operational Cash: Analysis of operational cash shows how well the RF is able to cover expenditures prior to reimbursement without having to use the line of credit. Operational cash comprises campus cash balances, and program advances. Campus cash balances reflect campus unexpended allocations as well as royalties and fees received, net of the effect of accounts receivable and encumbrances. Program advances consist of advances received from sponsors and agencies, line of credit borrowings, and other designated credit balances such as outstanding checks. As of March 2013, total operating cash is $214.9 million, which includes advances from sponsors of $93.4 million and agencies of $20.3 million.

The RF maintains lines of credit to provide additional flexibility in cash management and to cover expenditures due to lack of sufficient working capital for specific campuses. CNSE and University at Albany are in the project line of credit for $24.2 million and $2.6 million, respectively.

Lines of Credit As of March 31, 2013 (in millions)

Actual as of March 2013

Actual as of June

2012 Change from June 2012

Operating line balance ($15 mil available) $ - $ 0.3 -1.0% Project line balance ($50 mil available) $ 26.8 $ 27.8 -3.6% Total balances on lines of credit $ 26.8 $ 28.1 -4.6%

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al Volume Change vs PY

ranting

Ch e

Appendix I

Expenditures Sponsored Program Activity Report- by CampusJuly 1, 2012 through March 31, 2013

CAMPUS Direc(

t Volume 000's) ange vs PY Indirect Volum

(000's) Change vs PY Tot(000's)

University Centers and Doctoral Degree GInstitutions:

CNSE 256,175 48% 6,034 46% 262,209 48%University at Albany 53,156 -16% 9,899 -15% 63,055 -16%Binghamton University 20,438 -12% 5,169 -13% 25,607 -12%University at Buffalo 84,797 -5% 26,448 -6% 111,245 -5%Stony Brook University 103,100 3% 29,523 -4% 132,623 2%SUNY Downstate Medical Center 37,312 1% 7,595 -1% 44,907 1%Upstate Medical University 18,969 -8% 6,308 -8% 25,277 -8%SUNY ESFSUNY ESF 8 8 964 ,964 10%-10% 1 645 1,645 5%-5% 10 609 9% 10,609 -9%College of Optometry 1,600 -18% 561 -30% 2,161 -22%

Total-University Centers and DoctoralGranting Institutions

Degree 584,511 13% 93,182 -4% 677,693 10%

University Colleges:Buffalo State College 14,945 -23% 2,814 -26% 17,759 -24%All Other University Colleges: 25,701 -12% 2,703 -12% 28,404 -12%

Total- University Colleges 40,646 -16% 5,517 -20% 46,163 -17%

Technology Colleges 9,539 -3% 820 -1% 10,359 -3%

Sys. Admin - Provost 8,307 -10% 718 -6% 9,025 -10%

Grand Total: 643,003 $ 10 $ 10% 0,237 $ 743,240 -5% 8%

FC-141

4 finance+committee+materials+6.12.13

Documents

finance committee minutes

minutes of meeting

toas fc

fiscal year

financial statements

board of directors

operating plan frank

investment report report