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10-18-2018 Commission Meeting Agenda Interim City Manager City Commission Joanne Carr,AICB ]Enid Weisman,Mayor Gladys Mezrahi,Vice Mayor ;�p Citi Clerk Denise Landman,Commissioner ;; ]Elllisa L.Horvath,MMC Dr.Linda Marks,Commissioner i Marc Narotslky,Commissioner City Attorney Robert Shelley,Commissioner � � Weiss Scrota Hellfman Howard Weinberg,Commissioner e � Cole&Bierman CITY COMMISSION MEETING AGENDA OCTOBER 18, 2018 9:00 a.m. Executive Conference Room Aventura Government Center 19200 West Country Club Drive Aventura, Florida 33180 1. CALL TO ORDER\ROLL CALL 2. RESOLUTIONS: A. A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA,FLORIDA,APPOINTING RONALD J.WASSON TO SERVE AS THE NEXT CITY MANAGER FOR THE CITY OF AVENTURA; APPROVING AN EMPLOYMENT AGREEMENT BETWEEN RONALD J. WASSON AND THE CITY OF AVENTURA ATTACHED AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE THE ATTACHED EMPLOYMENT AGREEMENT; AND PROVIDING FOR AN EFFECTIVE DATE. B. A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA APPROVING AVENTURA CHARTER HIGH SCHOOL DONATION AGREEMENT BETWEEN THE CITY OF AVENTURA AND GRANITE AVENTURA, LLC; PROVIDING FOR IMPLEMENTATION; AND PROVIDING FOR AN EFFECTIVE DATE. C. A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA REVISING CHAPTER 6.6 OF THE ADMINISTRATIVE POLICY DIRECTIVES AND PROCEDURES MANUAL, AS ATTACHED HERETO, ENTITLED "INVESTMENT OBJECTIVES AND PARAMETERS"RELATING TO THE CITY'S INVESTMENT POLICY FOR THE MANAGEMENT OF PUBLIC FUNDS; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO CARRY OUT THE AIMS OF THIS RESOLUTION;AND PROVIDING FOR AN EFFECTIVE DATE. 3. ADJOURNMENT This meeting is open to the public.In accordance with the Americans with Disabilities Act of 1990,all persons who are disabled and who need special accommodations to participate in this meeting because of that disability should contact the Office of the City Clerk,305-466-8901,not later than two days prior to such proceeding. One or more members of the City of Aventura Advisory Boards may be in attendance and may participate at the meeting. Anyone wishing to appeal any decision made by the Aventura City Commission with respect to any matter considered at such meeting or hearing will need a record of the proceedings and, for such purpose, may need to ensure that a verbatim record of the proceedings is made,which record includes the testimony and evidence upon which the appeal is to be based. Agenda items may be viewed at the Office of the City Clerk, City of Aventura Government Center, 19200 W. Country Club Drive,Aventura,Florida,33180. Anyone wishing to obtain a copy of any agenda item should contact the City Clerk at 305-466-8901. RESOLUTION NO. 2018- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA, APPOINTING RONALD J. WASSON TO SERVE AS THE NEXT CITY MANAGER FOR THE CITY OF AVENTURA; APPROVING AN EMPLOYMENT AGREEMENT BETWEEN RONALD J. WASSON AND THE CITY OF AVENTURA ATTACHED AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE THE ATTACHED EMPLOYMENT AGREEMENT; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Article III of the City Charter of the City of Aventura requires that there shall be a City Manager who shall be the Chief Administrative Officer of the City as appointed by the City Commission; and WHEREAS, following an extensive search the City Commission desires to appoint Ronald J. Wasson as the next City Manager of the City of Aventura as provided by Article Ill of the City Charter; and WHEREAS, the attached Employment Agreement (Exhibit "A") has been negotiated between Ronald J. Wasson and the City of Aventura; and WHEREAS, the City Commission desires to authorize the Mayor to execute the attached Employment Agreement outlining the terms and conditions agreed to by both parties. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA, THAT: Section 1. Ronald J. Wasson is hereby appointed to serve as the next City Manager for the City of Aventura, as of November 14, 2018. Section 2. The Mayor is hereby authorized to execute the attached Employment Agreement (Exhibit "A") as approved by the City Commission. Section 3. This Resolution shall become effective immediately upon its adoption. The foregoing resolution was offered by Commissioner , who moved its adoption. The motion was seconded by Commissioner , and upon being put to a vote, the vote was as follows: Commissioner Denise Landman Commissioner Dr. Linda Marks Commissioner Marc Narotsky Commissioner Robert Shelley Commissioner Howard Weinberg Vice Mayor Gladys Mezrahi Mayor Enid Weisman City of Aventura Resolution No. 2018- PASSED AND ADOPTED this 18th day of October, 2018. ENID WEISMAN, MAYOR ATTEST: ELLISA L. HORVATH, MMC CITY CLERK APPROVED AS TO LEGAL SUFFICIENCY: CITY ATTORNEY Page 2 of 2 CITY OF AVENTURA EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this 18th day of October, 2018, between the CITY OF AVENTURA, Florida, a Florida municipal corporation, hereinafter referred to as the "CITY" or "City" and RONALD J. WASSON, hereinafter referred to as "CITY MANAGER" or"Ronald J. Wasson", both of whom understand and agree, as follows: WITNESSETH: WHEREAS, Article III, Section 3.01 of the Charter of the CITY requires that there shall be a City Manager who shall be the Chief Administrative Officer of the CITY; and WHEREAS, the CITY desires to employ the services of Ronald J. Wasson as City Manager of the City of Aventura as provided by Article III of the City Charter, and in accordance with this Agreement; and WHEREAS, the parties have indicated their interest in entering into this Agreement for the purposes of establishing the basis, framework and context for the relationship which shall exist between the CITY and CITY MANAGER. NOW THEREFORE, in consideration of the promises, the mutual covenants, conditions, provisions and undertakings herein contained, and for other good and valuable consideration, the parties do mutually covenant and agree with each other as follows: SECTION 1. TERMS AND CONDITIONS -- CITY 1.0 The CITY and City Manager agree as follows: 1.1 The CITY shall employ Ronald J. Wasson as City Manager for a term hereinafter described consistent with the terms, conditions and covenants of the Charter of the City of Aventura. Ronald J. Wasson shall commence employment as City Manager of the CITY on November 14, 2018. 1.2 The City shall pay and compensate the CITY MANAGER for his services commencing on November 14, 2018, an initial base salary for the first year of service under this Agreement in the amount of Two Hundred Five Thousand ($205,000) Dollars, payable in accordance with the regularly scheduled method of compensation for other municipal employees of the CITY. 1 1.2.1 For each City fiscal year hereafter, commencing with October 1, 2019, CITY MANAGER shall receive the standard annual salary increase percentage amount which is granted to all other general employees of the City. 1.2.2 Using the City's established evaluation criteria and process, the City Commission shall review and evaluate the performance of CITY MANAGER annually at a time established by the City Commission. Based on the results of the annual evaluation, the City Commission may, in its sole discretion, grant a merit salary increase and/or other benefits upon an affirmative vote of the majority of the City Commission. 1.3 The City shall take whatever action is reasonably necessary, including executing the necessary agreements provided by the ICMA Retirement Corporation, to deposit into the International City Management Association Pension Fund (401 Plan for City Managers) on behalf of the CITY MANAGER an amount equal to 18% of CITY MANAGER'S base salary, in equal proportionate amounts each pay period, and to transfer ownership to succeeding employers upon CITY MANAGER'S resignation or termination. CITY MANAGER shall not be required to contribute to any retirement or deferred compensation fund. However, the CITY MANAGER may voluntarily contribute a portion of his compensation into a 457 Deferred Compensation plan at no expense to the City. 1.4 The City shall budget and pay for all reasonable and customary professional dues and subscriptions of the CITY MANAGER which are necessary for his continuation and full participation in national, regional, state and local associations and organizations necessary and desirable for his continued professional participation, growth and advancement, and for the good of the CITY. (ie: ICMA, FCCMA). 1.5 The City shall provide to the CITY MANAGER a vehicle allowance in the amount of$500 each month, and a cell phone stipend in the amount of $70 each month. 1.6 The City shall provide and make the required premium payments for health and hospitalization, major medical, disability, and dental insurance, for CITY MANAGER and his eligible dependents, if any, through the CITY's group health, hospitalization, major medical, dental insurance and disability insurance program. 1.7 The CITY shall provide the CITY MANAGER with the same holidays, vacation, sick and other leave benefits and accruals as would be accorded any department head position of CITY, except that the CITY MANAGER shall be provided with an allocation of a total of twenty (20) days of vacation leave each year, and two (2) days of personal leave each year. 1.8 The City shall budget and pay for the reasonable and customary travel and subsistence expenses of the CITY MANAGER for professional and official travel 2 and meetings and seminars adequate to continue the professional development of CITY MANAGER and to adequately pursue his necessary official and other functions for CITY. Such professional meetings may include the International City Management Association, Florida City and County Management Association, National League of Cities, Florida League of Cities, and Miami- Dade County League of Cities. 1.9 The City shall defend, save harmless and indemnify CITY MANAGER against any tort, professional liability claim or demand or other legal action arising out of an alleged act or omission occurring in the performance of his duties as CITY MANAGER to the fullest extent authorized by applicable law. 1.10 The City shall pay the cost of any bonds required of the CITY MANAGER under any law, ordinance or the Charter of the City. 1.11 The City Commission may establish such other terms and conditions of employment, as the Commission may determine from time to time, relating to the performance of CITY MANAGER, provided that such terms and conditions are not in conflict with the provisions of this Agreement, the City Charter, or applicable law. 1.12 The CITY MANAGER will receive all other benefits which the City provides to department directors in accordance with the City's policies as existing from time to time. SECTION 2. TERMS AND CONDITIONS--CITY MANAGER 2.0 The CITY MANAGER agrees as follows: 2.1 To commence employment with the City on November 14, 2018, as City Manager of the City of Aventura, Florida, as described herein, and in accordance with the terms, conditions and provisions contained in the Charter and Code of the City of Aventura. 2.2 To fulfill the obligations and responsibilities provided for in the Charter and Code of the City of Aventura and to perform all functions and duties as the Chief Administrative Official of the CITY in a professional and respectable fashion and with full decorum historically required of the City Manager of CITY and as required for City Managers generally in Miami-Dade County, Florida, and the standards and Code of Ethics of the International City Management Association, and applicable local, county, state and federal ethics codes. 3 2.3 That the position of CITY MANAGER is an exempt position pursuant to the federal Fair Labor Standards Act. Accordingly, the CITY MANAGER shall do all things necessary and required to be available to the CITY, its commissioners, agents, servants and employees during the course of this Agreement consistent with good and respectable management requirements and as otherwise dictated and provided by this Agreement, the Charter and Code of Ordinances of the City of Aventura. The CITY MANAGER agrees to remain in the exclusive employ of City from November 14, 2018 through the term of this Agreement, and not to be employed by any other employer, while in the employment of the City, unless otherwise expressly authorized in writing by the City Commission. 2.4 In the event CITY MANAGER determines to voluntarily resign his position with the CITY, the CITY MANAGER shall provide CITY with four (4) months written notice in advance, unless the parties otherwise agree in writing to a different period of time. SECTION 3. TERM 3.0 This Agreement shall be effective from and after October 18, 2018, and shall be for an indefinite term in accordance with Section 4 of this Agreement. The actual commencement of employment date of the CITY MANAGER shall be on November 14, 2018. SECTION 4. REMOVAL OF CITY MANAGER 4.0 The CITY MANAGER shall serve at the pleasure of the City Commission. In the event the CITY Commission wishes to terminate the employment of the CITY MANAGER it shall do so in accordance with Article III, Section 3.08. of the CITY Charter. 4.1 In the event CITY MANAGER is terminated by the CITY, the CITY agrees to pay CITY MANAGER severance pay in an amount equal to sixteen (16) weeks of salary, plus any accrued sick leave, vacation leave and other accrued benefits. CITY hereby expressly warrants and represents that said severance payments shall be paid to CITY MANAGER in a lump sum upon his termination or within thirty (30) days thereafter. Moreover, once the CITY MANAGER has satisfactorily served the CITY for a one (1) year period of time following commencing service on November 14, 2018, the City Commission may, at its sole discretion, increase the sixteen (16) weeks of severance pay which is described above to a total of twenty (20) weeks of severance pay. However, in the event CITY MANAGER is terminated for the conviction of an illegal act or for misconduct as referenced in 4 Sec. 215.425(4)(a)(2), F.S., CITY shall have no obligation to pay the respective sixteen (16) weeks or twenty (20) weeks of severance pay which is referenced above. SECTION 5. GENERAL PROVISIONS 5.0 It is understood and agreed that this document incorporates and includes all prior negotiations, correspondence, conversations, agreements, or understandings applicable to the matters contained herein and that the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether oral or written. 5.1 It is further agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and with equal dignity herewith. 5.2 The recitals stated in the preamble to this Agreement are incorporated herein by reference and shall constitute a part of this Agreement. 5.3 Upon execution by the parties, this Agreement shall be effective immediately from and after October 18, 2018, and shall be binding upon and inure to the benefit of the CITY and CITY MANAGER. 5.4 In the event that any provision of this Agreement is found by a court of competent jurisdiction to be illegal or in conflict with applicable law, the validity of the remaining provisions of this Agreement shall not be affected or impaired, so that the provisions of this Agreement are severable. IN WITNESS WHEREOF, the CITY OF AVENTURA has caused this Agreement to be signed and executed on its behalf by its Mayor, as duly authorized by Resolution of the City Commission, and duly attested by its City Clerk, and the CITY MANAGER has signed and executed this Agreement, on the day and year first above written. Attest: CITY OF AVENTURA: By: Ellisa L. Horvath, MMC, City Clerk Enid Weisman, Mayor 5 Approved as to Legal Sufficiency for City's Reliance Only. City Attorney Vy BONA J. a, ON:I Bi// Ronal J. W s 6 CITY OF AVENTURA OFFICE OF THE CITY MANAGER MEMORANDUM TO: City Commission FROM: Joanne Carr, AICP Interim City Manag DATE: October 9, 2018 SUBJECT: Resolution Adopting Donation Agreement October 18, 2018 City Commission Meeting Agenda Item g Recommendation It is recommended that the City Commission adopt the attached Resolution approving the Aventura Charter High School Donation Agreement between the City of Aventura and Granite Aventura, LLC. Background Granite Aventura, LLC, a property owner in the City, has generously offered to donate One Million ($1,000,000) Dollars to the City of Aventura, to be utilized by the City for capital and operating expenses of the Aventura Charter High School. The donor has offered the donation as an indication of its commitment to be an important part of the community and to mitigate impacts of additional high school students that may be generated by its proposed residential development. The donor recognizes that the City Commission is not obligated to adopt or support the approval of the development, but that the application will be processed and considered in accordance with City Code, the City's public hearing process and applicable law. Attachment RESOLUTION NO. 2018- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA APPROVING AVENTURA CHARTER HIGH SCHOOL DONATION AGREEMENT BETWEEN THE CITY OF AVENTURA AND GRANITE AVENTURA, LLC; PROVIDING FOR IMPLEMENTATION; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Granite Aventura, LLC has graciously offered to donate One Million Dollars (the "Donation") to the City of Aventura, to be utilized by the City for capital and operating expenses of the City's Aventura Charter High School which is presently under construction, for an anticipated school opening in August, 2019; and WHEREAS, the acceptance of the Donation by the City, in accordance with the below referenced Donation Agreement, directly serves a municipal public purpose; and WHEREAS, the City Commission finds that the approval of the Donation Agreement, substantially in the form attached hereto as Exhibit "A", is in the best interests of the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA, THAT: Section 1. Recitals Adopted. The above recitals are true and correct and are incorporated herein by this reference. Section 2. Approval and Execution of Donation Agreement. The Donation Agreement (the "Agreement") between the City and Granite Aventura, LLC, substantially in the form attached hereto as Exhibit "A", together with such non-material changes as may be acceptable to the City Manager and approved as to form and legality by the City Attorney, is approved. The City Manager is hereby authorized on City of Aventura Resolution No.2018- behalf of the City to execute the Agreement, and any necessary amendments or addenda thereto. Section 3. Authorization of City Officials; Execution of Documents. The City Manager and the City Attorney are each authorized to take any action which is necessary to implement the terms and conditions of the Agreement, and to prepare, execute and submit any documents necessary to effectuate the acceptance of the Donation and carry out the purposes of this Resolution and the Agreement. Section 4. Effective Date. This Resolution shall become effective immediately upon its adoption. The foregoing Resolution was offered by Commissioner , who moved its adoption. The motion was seconded by Commissioner , and upon being put to a vote, the vote was as follows: Commissioner Denise Landman Commissioner Dr. Linda Marks Commissioner Marc Narotsky Commissioner Robert Shelley Commissioner Howard Weinberg Vice Mayor Gladys Mezrahi Mayor Enid Weisman PASSED AND ADOPTED this 18'h day of October, 2018. Page 2 of 3 City of Aventura Resolution No. 2018- ENID WEISMAN, MAYOR ATTEST: ELLISA L. HORVATH, MMC CITY CLERK APPROVED AS TO LEGAL SUFFICIENCY: CITY ATTORNEY Page 3 of 3 DONATION AGREEMENT FOR THE CITY OF AVENTURA CHARTER HIGH SCHOOL THIS DONATION AGREEMENT ("Agreement"), effective this day of September,2018,is made and entered into by and between: THE CITY OF AVENTURA, a Florida municipal corporation, at 19200 W. Country Club Drive,Aventura, Florida 33180,hereinafter referred to as "City"; and Granite Aventura LLC, a Delaware limited liability company, at 214 West 39th Street, New York. NY 10018, hereinafter referred to as "Donor" (hereinafter, Donor and City may be referred to individually as a"Party" or collectively as the"Parties"). WITNESSETH: WHEREAS, the City is presently engaged in the development and construction of the Aventura Charter High School (the "High School"),within the City of Aventura; and WHEREAS, Donor, through Granite Aventura, LLC is presently proceeding to seek development approvals from the City for a limited-service hotel use combined with a multifamily residential use (the "Proposed Project" or "Port Aventura") at the property located at the northwest corner of NE 281h Court and NE 185th Street (folio no: 28-2203-082- 0630) (the "Property"); and WHEREAS, Donor, as an indication of its commitment to be an important part of the Aventura community, and to mitigate impacts of additional high school students that may be generated by the future development of Port Aventura, desires to voluntarily offer to donate One Million and 00/100 U.S. Dollars ($1,000,000.00) (the"Donation") to the City, to be used by the City solely for capital and operating costs for the High School. NOW,THEREFORE, in consideration of the mutual covenants and undertakings of Donor and the City, and other good and valuable consideration, the Parties covenant and agree as follows: 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference. 2. Payment of Donation. A. Subject to the preconditions set forth herein, Donor shall deliver the Donation to City. City hereby covenants, confirms, and agrees that the Donation will be used and expended by the City solely for the purpose of capital and operating costs for the High School. 46087697;1 Should the High School fail to be completed by August 31, 2020, then the City, at its sole discretion and without providing notice to Donor, shall use the Donation for other educational purposes within the City's elementary and middle schools. B. Following the final, non-appealable adoption by City of: (i) the Conditional Use for Port Aventura project for a limited-service hotel use combined with a multifamily residential use and (ii) administrative site plan approval for the Port Aventura project (collectively, the "Approvals"), the Donation shall be paid by Donor in two (2) equal installment payments of Five Hundred Thousand and 00/100 Dollars ($500,000.00) each, with the first installment payment to be made within five(5) days of the Approvals and the second installment payment to be made no later than one (1) year after the first installment payment is due. Donor recognizes that the City is not obligated to adopt or support the Approvals, but that City shall simply process, consider and act upon Donor's applications for such Approvals in accordance with the City Code, City's public hearing process, and applicable law. 3. Term. The term of this Agreement shall commence upon execution of this Agreement ("Execution Date") and shall thereafter continue until all required Donations are made by Donor and received and expended by City, as provided herein. 4. Remedies. In the event of Donor's default under this Agreement, City shall be entitled to any and all remedies under Florida law. In the event City defaults under this Agreement, Donor shall have all remedies under Florida law. No default shall be deemed to occur unless the respective Party fails to cure a failure of performance within thirty (30) days after written notice from the other Party. 5. Recording. Neither this Agreement, nor any notice or memorandum of this Agreement, shall be recorded in the official records of Miami-Dade County, Florida. The Agreement shall be binding upon and benefit the Parties and their successors and authorized assigns. 6. Tax Matters. Donor understands that the Donation may enable Donor to claim a deduction for purposes of United States federal income tax, but recognizes that it must contact and confer with its own tax attorneys or accountants for matters regarding any entitlement to a tax deduction, if any, record keeping requirements, and limitations on the amount of any tax deduction, as well as related issues. 7. Entire Agreement. This Agreement, and any exhibits annexed hereto, constitute the entire agreement and understanding of the Parties to this Agreement with respect to the subject matter of this Agreement, and supersedes all prior discussions, correspondence, oral and written agreements, commitments or understandings, restrictions, representations or warranties among the Parties to the Agreement concerning the subject matter of this Agreement other than those set forth herein or herein provided for. 8. Notice. The notices sent to any person pursuant to this Agreement shall be in writing and transmitted by messenger, certified mail, return receipt requested, or facsimile, and shall be mailed or delivered as follows: 2 46087697;1 As to City: Mrs. Joanne Can Interim City Manager City of Aventura 19200 W. Country Club Drive Aventura, FL 33180 Telephone: (305) 466-8910 Facsimile: (305)466-8919 With a Copy to: City Attorney Weiss Scrota Helfman Cole&Bierman, P.L. 200 East Broward Boulevard, Suite 1900 Fort Lauderdale, FL 33301 Telephone: (954) 763-4242 Facsimile: (954) 764-7770 As to Donor: Legal Department Granite Aventura LLC 214 West 391 Street, Suite 1200 New York, NY 10018 Telephone 212-921-7171 Facsimile 212-921-7112 With a Copy to: Mr. Nelsen Kasdin , Esq. Ackerman LLC Three Brickell City Centre 98 Southeast Seventh Street, Suite 1100 Miami,FL 33131 Telephone Facsimile Any of the foregoing persons listed in this Section 8 may, by notice in writing given to the other, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Any notice shall be deemed given on the date such notice is delivered by hand or facsimile transmission or three days after the date mailed. 9. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, as an Agreement made, and entered into, and to be performed in Miami-Dade County, Florida. 10. Jurisdiction & Venue. The Parties to this Agreement expressly consent to the jurisdiction of and agree to suit in any State court of general jurisdiction in Miami- Dade County Florida, and further agree that venue shall lie exclusively in Miami- Dade County, Florida, 3 46087697: concerning any litigation between the Parties which may arise out of or concern this Agreement. Further,the Parties hereby waive any right to trial by jury in any such litigation. I I. Amendments & Waivers. No amendment, supplement, modification or waiver of this Agreement shall be binding unless executed in writing by all of the Parties hereto. No waiver of any of these provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision of this Agreement, whether or not similar, unless otherwise expressly provided. The City Manager shall act for City hereunder. 12. Assignment and Successors. Donor shall not assign its obligations and benefits hereunder without the prior written consent of the City Commission, which consent shall not be unreasonably withheld, conditioned or delayed, provided that Donor may make such assignment to any of Donor's affiliated companies. In the event City gives its consent to assignment of this Agreement, the assignment shall not be valid unless and until a fully executed Agreement is entered into between the City and assignee. 13. Miscellaneous. (a) All of the Parties to this Agreement have participated fully in the negotiation and preparation hereof, and, accordingly, this Agreement shall not be more strictly construed against any one of the Parties hereto. (b)In the event any term or provision of this Agreement be determined by appropriate judicial authority to be illegal or otherwise invalid, such provision shall be given its nearest legal meaning or be construed as deleted as such authority determines, and the remainder of this Agreement shall be construed to be in full force and effect. (c) In the event of any litigation between the Parties under this Agreement, the prevailing Party shall be entitled to reasonable attorney's fees and court costs at all trial and appellate levels. (d)In construing this Agreement, the singular shall be held to include the plural, the plural shall be held to include the singular, the use of any gender shall be held to include every other and all genders, and captions and paragraph headings shall be disregarded. (e) Except as otherwise expressly provided herein, each Party shall be responsible for its own costs in connection with this Agreement, including,without limitation, attorney's fees. IN WITNESS WHEREOF the Parties hereto have made and executed this Agreement on the respective dates under each signature: THE CITY OF AVENTURA, through its City Commission, signing by and through the City Manager, duly authorized to execute this Agreement pursuant to City Commission action on the day of September, 2018, and a duly authorized officer of Donor signing on behalf of Donor. [SIGNATURE PAGES TO FOLLOW] 4 46087697:1 CITY OF AVENTURA, a Florida municipal corporation ATTEST: By: By: Ellisa M. Horvath, City Clerk, MMC Joanne Carr , Interim City Manager (Seal) Dated: day of , 2018. APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE BY THE CITY OF AVENTURA ONLY: By City Attorney Weiss Serota Helfman Cole &Berman, P.L. ness: Granite Aventura LLC, a Delaware limited liability company: Name: e0NN1 6R0SJ Title: VICE PR.ES 146 Name:b jORA YI bfIS 116 rn(GC) Dated: 28 day of redOL , 2018 \ , itness: Name:S Cl'-` )4\ \\;\\\\ \ j 5 46087697;1 STATE OF NEW YORK ) ss: ) COUNTY OF NEW YORK ) I HEREBY CERTIFY that on this day before me, an officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, the foregoing instrument was acknowledged before me individually, by RONNIE GROSS, Vice President of Granite Aventura LLC, a Delaware limited liability company, who is personally known to me or has produced his driver's license as identification. WITNESS my hand and official seal in the County and State last aforesaid this 281h day of September,2018. AI Otary Pub. C sOIARY PUEUCtSLATE OF NEW YORK My Commission Expires:AXL-51 No. 011305147564 Quallfled Queens County twin sxones June 05 10(34. Typed, printed or stamped name of Notary 6 46087697;1 CITY OF AVENTURA FINANCE DEPARTMENT MEMORANDUM a //perI � �'TO: City Commission `�_ FROM: Joanne Carr, AICP, Interim City Manager BY: Brian K. Raducci, Finance Director DATE: October 12, 2018 SUBJECT: Revision to Chapter 6.6 of the Administrative Policy Directives and Procedures Manual, entitled "Investment Objectives and Parameters" relating to the City's Investment Policy for the Management of Public Funds October 18, 2018 City Commission Meeting Agenda Item aC RECOMMENDATION It is recommended that the City Commission adopt the attached resolution revising Chapter 6.6 of the Administrative Policy Directives and Procedures ("APDP") Manual, entitled "Investment Objectives and Parameters" relating to the City's investment policy for the management of public funds. BACKGROUND At its October 2, 2018 meeting, the City Commission awarded a contract for the City's general banking services to TD Bank, N.A. One of the features of the new banking relationship with TD Bank is that they will pay the City interest at a rate of at least 2% on funds that exceed our estimated $1.17M compensating balance. Assuming a $10M target bank balance, a remaining balance of $8.83M would earn interest of approximately $177k/year. The relationship manager from TD Bank anticipates that it will take approximately 90 days to ensure a smooth and complete transition from our current bank to TD Bank. In light of the timeframe above and due to the current increasing interest rate environment, staff consulted with Dave Witthohn, the City's investment manager from Insight Investment to determine what investment options the City may want to consider, especially during the 90-day transition period. At the same time, it is important that the City continues to adhere to the three main goals of our investment policy, which are, by priority: 1) safety of capital, 2) liquidity of funds and 3) investment income, all while remaining compliant with Section 218.415, F.S. 1 In November and December of 2018, staff anticipates receiving substantial deposits resulting from the collection of ad valorem taxes related to the 2018 tax year. Due to the fact that at September 30, 2018, the City was at the maximum portfolio composition of 50% of the estimated $61.7M portfolio, that is $30.8M, with the Florida Local Government Surplus Funds Trust Fund (State Board of Administration "SBA"), the City's investment manager recommended that the City increase its maximum portfolio composition to 75%. This will provide the City with the flexibility to meet its operational needs, while maintaining safety of capital and liquidity of funds. In addition, the SBA was paying an interest rate of 2.97% per year to its participants at September 30, 2018. Although the City may not fully utilize the maximum portfolio composition of 75%, it provides another attractive investment option. This is the only change to the investment policy that staff is recommending at this time. Staff will invite the Insight investment manager to the January, 2019 City Commission workshop meeting to provide an economic update, along with a comprehensive review of the entire investment policy, to determine if any further revisions are warranted at that time. Insight has been instrumental in assisting the City in developing and periodically reviewing and revising Chapter 6.6 of the APDP in order to ensure that the City's investment policy considers current market conditions while remaining compliant with Section 218.415, F.S. The statute requires that the City must invest its surplus funds consistent with a written investment plan adopted by the City Commission. The following revision is recommended to Section V of the investment policy in Chapter 6.6 of the Administrative Policy Directives and Procedures: F. The Florida Local Government Surplus Funds Trust Fund (State Board of Administration—SBA)* Portfolio Composition A maximum of 5075% of available funds may be invested in the SBA. Appendix A — Authorized Investments Summary Table is recommended to be modified to correlate to the revision above. Please contact the City Manager with any questions you may have. BKR/bkr Copy: Eric M. Soroka, CMCS Consulting Services 2 RESOLUTION NO. 2018- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA REVISING CHAPTER 6.6 OF THE ADMINISTRATIVE POLICY DIRECTIVES AND PROCEDURES MANUAL, AS ATTACHED HERETO, ENTITLED "INVESTMENT OBJECTIVES AND PARAMETERS" RELATING TO THE CITY'S INVESTMENT POLICY FOR THE MANAGEMENT OF PUBLIC FUNDS; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO CARRY OUT THE AIMS OF THIS RESOLUTION; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on June 2, 2009, the City Commission adopted Chapter 6.6 of the Administrative Policy Directives and Procedures ("APDP") Manual entitled "Investment Objectives and Parameters"; and WHEREAS, the City Commission last revised Chapter 6.6 by Resolution No. 2016-59 on October 10, 2016; and WHEREAS, the City Commission is desirous of amending further the above- referenced Chapter 6.6 of the APDP Manual. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA: Section 1. The City Commission hereby revises Chapter 6.6 of the APDP Manual, as attached hereto, entitled "Investment Objectives and Parameters" relating to the City's Investment Policy for the management of public funds. Section 2. The City Manager is hereby authorized to do all things necessary to carry out the aims of this Resolution. Section 3. This Resolution shall become effective immediately upon its adoption. The foregoing Resolution was offered by Commissioner , who moved its adoption. This motion was seconded by Commissioner , and upon being put to a vote, the vote was as follows: Commissioner Denise Landman Commissioner Dr. Linda Marks Commissioner Marc Narotsky Commissioner Robert Shelley Commissioner Howard Weinberg Vice Mayor Gladys Mezrahi Mayor Enid Weisman PASSED AND ADOPTED this 18th day of October, 2018. City of Aventura Resolution No.2018-_ ENID WEISMAN, MAYOR ATTEST: ELLISA L. HORVATH, MMC CITY CLERK APPROVED AS TO LEGAL SUFFICIENCY: CITY ATTORNEY Page 2 of 2 CITY OF AVENTURA 6 6 1 ;tea; ADMINISTRATIVE POLICY DIRECTIVES chapter# sub Page AND PROCEDURES MANUAL Date May 22, Issued: 2009 CHAPTER: FINANCE, BUDGET & PURCHASING APPROVED: City Manager SUBJECT: INVESTMENT OBJECTIVES AND PARAMETERS PURPOSE The purpose of this policy is to set forth the investment objectives and parameters for the management of public funds of the City. These policies are designed to ensure the prudent management of public funds, the availability of operating and capital funds when needed and a competitive investment return. I. SCOPE This investment policy applies to the investment of public funds in excess of amounts needed to meet current expenses, which includes cash and investment balances of City funds. This policy does not apply to the City's pension funds, including those funds in chapters 175 and 185 or funds related to the issuance of debt where there are other existing policies or indentures in effect which govern the investment of such funds. This policy shall be construed and applied so as to comply with Section 218.415, F.S. II. INVESTMENT OBJECTIVES Investment objectives include safety of capital, liquidity of funds and investment income, in that order. The following objectives will be applied in the management of the City's funds: A. Safety of Capital The primary objective of the City's investment program is the protection of public funds. Investments shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. The objective will be to mitigate credit risk and interest rate risk. 1. Credit Risk — The City will minimize credit risk, the risk of loss due to the failure of the security issuer or backer, by: a) Limiting investments to the safest type of securities; b) Pre-qualifying the financial institution, broker/dealer, intermediaries and advisors with which the City will do business; c) Diversifying the investment portfolio so that potential losses on individual securities will be minimized. 2. Interest Rate Risk — The City will minimize the risk that the market value of securities in the APDP 6.6.2 3. portfolio will fall due to changes in general interest rates, by: a) Structuring the investment portfolio so that securities mature to meet cash requirements for ongoing operations, thereby avoiding the need to sell securities on the open market prior to maturity; b) Investing operating funds primarily in shorter-term securities, money market mutual funds or similar investment pools. B. Liquidity of Funds The City's investment strategy will provide sufficient liquidity to meet the City's operating, payroll and capital requirements. To the extent possible, an attempt will be made to match investment maturities with known cash needs and anticipated cash flow requirements. Since all possible cash demands cannot be anticipated, the portfolio should consist largely of securities with active secondary or resale markets. A portion of the portfolio also may be placed in money market mutual funds or local government investment pools which offer same-day liquidity for short-term funds. C. Investment Income The City's investment portfolio shall be designed with the intent of attaining a market rate of return throughout the budgetary and economic cycles, taking into account the City's investment risk constraints and liquidity needs. Return on investment is of secondary importance compared to the safety and liquidity objectives described above. III. PERFORMANCE MEASUREMENT The investment portfolio will be managed in accordance with the parameters specified within this policy. The portfolio should obtain a market average rate of return during a market/economic environment of stable interest rates while insuring sufficient liquidity within the portfolio. The short-term investment portfolio shall be designed with the annual objective of exceeding the return of the Florida State Board of Administration LGIP. The long-term investment portfolio shall be designed with the annual objective of exceeding the return of the Merrill Lynch 1-3 Year Treasury/Agency Index compared to the portfolio's total rate of return. The Merrill Lynch 1-3 Year Treasury/Agency Index represents all U.S. Treasury/Agency securities maturing over one (1) year, but less than three (3) years. This maturity range is an appropriate benchmark based on the objectives of the City. IV. ETHICAL STANDARDS The investment officer and staff, acting in accordance with the written procedures and exercising due diligence, shall not be held personally responsible for a specific security's credit risk or market price changes, provided that these deviations are reported immediately and that appropriate action is taken to control adverse developments. A. Ethics and Conflicts of Interest The City's staff involved in the investment process shall refrain from personal business activity that could conflict with the proper execution and management of the investment program, or that could impair their ability to make impartial decisions. All employees involved in the investment process shall APDP 6.6.3 disclose to the City any material financial interests in financial institutions that conduct business with the City, and they shall further disclose any material personal financial/investment positions that could be related to the performance of the City's investment program. Applicable ethics standards provided by the City Charter, City Code, Section 2-11.1 of the Miami-Dade County Code, and Part III of Chapter 112, F.S., shall be complied with. B. Investments should be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived from the investment. C. Designation of Investment Officer The Finance Director is designated as investment officer of the City and is responsible for investment decisions and the day-to-day administration of the cash management program. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures so established. The City may appoint an outside investment manager as "Agent" for the City's cash reserves. The "Agent" for the City shall have discretion over the purchase and sale of securities within and subject to compliance with this investment policy. Such investment manager must be registered under the Investment Advisor Act of 1940. The Finance Director shall consult with the City Manager as necessary regarding the City's investment activity. Positions authorized as investment signatories are the City Manager and Finance Director. V. LISTING OF AUTHORIZED INVESTMENTS — (SUMMARY TABLE IN APPENDIX A) The following investments will be permitted by this policy as consistent with Section 218.415 (16) F.S. Those investments not listed in this section are prohibited. A. United States Government Securities Negotiable direct obligations or obligations the principal and interest of which are unconditionally guaranteed by the United States Government. Such securities will include, but not be limited to the following: ➢ Treasury Bills ➢ Treasury Notes ➢ Treasury Bonds ➢ Treasury Strips ➢ Treasury Securities—State and Local Government Series ("SLGS") ➢ Treasury Inflation Protection Securities ("TIPS") Portfolio Composition A maximum of 100% of available funds may be invested in the United States Government Securities with the exception of Treasury Strips which are limited to 10% of available funds. Maturity Limitations The maximum length to maturity of any direct investment in the United States Government Securities is seven (7)years from the date of purchase. APDP 6.6.4 B. United States Government Agencies Bonds, debentures or notes which may be subject to call, issued or guaranteed as to principal and interest by the United States Governments agencies, provided such obligations are backed by the full faith and credit of the United States Government. Such securities will include, but not be limited to the following: ➢ United States Export— Import Bank - Direct obligations or fully guaranteed certificates of beneficial ownership ➢ Farmer Home Administration - Certificates of beneficial ownership ➢ Federal Financing Bank - Discount notes, notes and bonds ➢ Federal Housing Administration Debentures ➢ FDIC guaranteed notes ("TLGP" bonds) ➢ Government National Mortgage Association ("GNMA") - GNMA guaranteed mortgage-backed bonds - GNMA guaranteed pass-through obligations ➢ General Services Administration ➢ New Communities Debentures - United States Government guaranteed debentures ➢ United States Public Housing Notes and Bonds - United States Government guaranteed public housing notes and bonds ➢ United States Department of Housing and Urban Development - Project notes and local authority bonds Portfolio Composition A maximum of 50% of available funds may be invested in United States Government agencies. Limits on Individual Issuers A maximum of 10% of available funds may be invested in individual United States Government agencies. Maturity Limitations The maximum length to maturity for an investment in any United States Government agency security is five (5)years from the date of purchase. C. United States Government Sponsored Agencies Bonds, debentures or notes which may be subject to call, issued or guaranteed as to principal and interest by United States Government sponsored agencies which are non-full faith and credit agencies limited to the following: ➢ Federal Farm Credit Bank ("FFCB") ➢ Federal Home Loan Bank or its City Banks ("FHLB") ➢ Federal National Mortgage Association ("FNMA") ➢ Federal Home Loan Mortgage Corporation ("Freddie-Macs") including Federal-Home Loan Mortgage Corporation participation certificates Portfolio Composition A maximum of 80% of available funds may be invested in Federal Instrumentalities. APDP 6.6.5 Limits on Individual Issuers A maximum of 25% of available funds may be invested in any one (1) issuer. Maturity Limitations The maximum length to maturity for an investment in any Federal Instrumentality security under this Section (C) is seven (7) years from the date of purchase. Mortgage backed securities will have average duration not greater than five (5) years. D. Interest Bearing Time Deposit or Savings Account Non-negotiable interest bearing time certificates of deposit or savings accounts in banks organized under the laws of Florida or the United States provided that such deposits are secured by collateral as prescribed by the Florida Security for Public Deposits Act, Chapter 280, Florida Statutes. Portfolio Composition A maximum of 10% of available funds may be invested in non-negotiable interest bearing time certificates of deposit. Limits on Individual Issuers A maximum of 10% of available funds may be deposited with any one (1) issuer. Limits on Maturities The maximum maturity on any certificate shall be no greater than one (1) year from the date of purchase. E. Repurchase Agreements 1. Invest in repurchase agreements composed of only those investments based on the requirements set forth by the City's Master Repurchase Agreement. A third party custodian with whom the City has a current custodial agreement shall hold the collateral for all repurchase agreements with a term longer than one (1) business day. A clearly marked receipt that shows evidence of ownership must be supplied to the Finance Director or designee and retained. All firms are required to sign the Master Repurchase Agreement prior to the execution of a repurchase agreement transaction. 2. Collateralized by full faith or general faith and credit obligations of the United States Government or United States Government Agency securities. Securities authorized for collateral must have maturities under five (5) years and with market value for the principal and accrued interest of 102 percent of the value and for the term of the repurchase agreement. Immaterial short-term deviations from 102 percent requirement are permissible only upon the written approval of the Finance Director or designee and/or the City's Investment Manager. Portfolio Composition A maximum of 20% of available funds may be invested in repurchase agreements excluding one (1)- business day agreements and overnight sweep agreements. Limits on Individual Issuers A maximum of 5% of available funds may be invested with any one (1) institution excluding one (1)- business day agreements and overnight sweep agreements. Limits on Maturities The maximum length to maturity of any repurchase agreement is 90 days from the date of purchase. APDP 6.6.6 F. The Florida Local Government Surplus Funds Trust Fund (State Board of Administration —SBA) Portfolio Composition A maximum of 597F% of available funds may be invested in the SBA. G. Intergovernmental Investment Pools Investment Authorization Intergovernmental investment pools that are authorized pursuant to the Florida Interlocal Cooperation Act, as provided in Section 163.01, Florida Statutes and provided that said funds contain no derivatives. Portfolio Composition A maximum of 25% of available funds may be invested in intergovernmental investment pools. Due Diligence Requirements A thorough review of any investment pool/fund is required prior to investing, and on a continual basis. There shall be a questionnaire developed by the Finance Director or designee and/or the City's Investment Manager that will contain a list of questions that covers the major aspects of any investment pool/fund. H. Registered Investment Companies (Money Market Mutual Funds) Registered with the Securities and Exchange Commission with the highest credit quality rating from a nationally recognized rating agency; portfolio is limited to direct obligations of the United States Government or any agency or instrumentality thereof. Portfolio Composition A maximum of 35% of available funds may be invested in money market funds. Limits of Individual Issuers A maximum of 15% of available funds may be invested with any one (1) money market fund. Rating Requirements The money market funds shall be rated "AAAm" or "AAAm-G" or better by Standard & Poor's, or the equivalent by another rating agency. Due Diligence Requirements A thorough review of any money market fund is required prior to investing, and on a continual basis. There shall be a questionnaire developed by the Finance Director or designee and/or the City's Investment Advisor/s that will contain a list of questions that covers the major aspects of any money market fund. I. Commercial Paper Commercial paper of any United States company that is rated "Prime-1" by Moody's and "A-1" by Standard & Poor's (prime commercial paper). If the commercial paper is backed by a letter of credit ("LOC"), the long-term debt of the LOC provider must be rated "A" or better by at least two (2) nationally recognized rating agencies. APDP 6.6.7 Portfolio Composition A maximum of 25% of available funds may be directly invested in prime commercial paper. Limits on Individual Sectors A maximum of 10% of available funds may be invested with any one sector. Limits on Individual Issuers A maximum of 2% of available funds may be invested with any one issuer. Maturity Limitations The maximum length to maturity for prime commercial paper shall be 270 days from the date of purchase. J. Corporate Notes Corporate notes issued by corporations organized and operating within the United States or by depository institutions licensed by the United States that have a long term debt rating, at the time or purchase, "A" or better by at least two (2) nationally recognized rating agencies. Portfolio Composition A maximum of 25% of available funds may be directly invested in corporate notes. Limits on Individual Sectors A maximum of 10% of available funds may be invested with any one sector. Limits on Individual Issuers A maximum of 2% of available funds may be invested with any one issuer. Maturity Limitations The maximum length to maturity for corporate notes shall be five (5) years from the date of purchase. K. Taxable/Tax-Exempt Municipal Bonds Debt obligations of non-profit entities such as states, counties, cities, authorities or other institutions. These may be taxable or tax-exempt and may be General Obligation (GO's) and/or Revenue Bonds and must be rated "A" by Moody's, Standard & Poor's or Fitch for long term debt, or rated at least"MIG- 2 by Moody's, SP-2 by Standard & Poor's or F-2 by Fitch. Portfolio Composition A maximum of 25% of available funds may be directly invested in Taxable and/or Tax Exempt Debt. Limits on Individual Issuers A maximum of 2% of available funds may be invested with any one issuer. Maturity Limitations The maximum length to maturity for Taxable and/or Tax Exempt Debt shall be five (5) years from the date of purchase APDP 6.6.8 L. Asset Backed Securities Invest in Asset Backed Securities (ABS) issued by corporations organized and operating within the United States or by depository institutions licensed by the United States that have a long term debt rating, at the time of purchase, AAA or the equivalent by at least two (2) nationally recognized rating agencies. Portfolio Composition A maximum of 15% of available funds may be directly invested in ABS. Limits on Individual Sectors A maximum of 10% of available funds may be directly invested in ABS of any one industry sub-sector as defined by Bloomberg Industry Groups. Limits on Individual Issuers A maximum of 2% of available funds may be invested with any one issuer. Maturity Limitations The maximum length to maturity for ABS shall be (5) 5 years from the date of purchase. M. Israel Bonds Direct obligations from the State of Israel denominated in US dollars. Obligations may include, but are not limited to: • Institutional-class bonds that are broadly syndicated and registered with the SEC or other US regulatory agency • Retail-class offerings that may require safekeeping arrangements, may not be registered by the SEC or other US regulatory agency and/or may not offer secondary market liquidity Portfolio composition A maximum of$150,000.00 in par value may be invested in direct obligations from the State of Israel, excluding securities guaranteed by the US government through its AID program or any of its agencies. Maturity Limitations The maximum length to maturity for Israel bonds shall be three (3) years from the date of purchase. VI. PROHIBITIONS The purchase of derivative instruments as defined by the Government Account Standards Board ("GASB") or any investment instrument which is structured to derive a rate of return from an investment source other than the originally purchased investment is strictly prohibited. VII. INVESTMENT PARAMETERS A. Maturity and Liquidity Requirements To the extent possible, the City shall attempt to match its investments with anticipated cash flow requirements. Unless matched with a specific cash flow, the City will not directly invest in securities maturing more than seven (7) years from the date of purchase. Average life will be used as the maturity for mortgage-backed securities and the intergovernmental pool investments. APDP 6.6.9 Because of inherent difficulties in accurately forecasting cash flow requirements, a portion of the portfolio should be continuously invested in readily available funds such as Local Government Investment Pools, or money market funds to ensure that appropriate liquidity is maintained to meet ongoing obligations. VIII. SAFEKEEPING AND CUSTODY A. Authorized Investment Institutions and Dealers The City shall only purchase investments from the State Board of Administration, Florida Municipal Investment Trust, financial institutions which are qualified as public depositories by the Treasurer of the State of Florida, primary security dealers (or their agents) as designated by the Federal Reserve Bank of New York, or by secondary securities dealers (or their agents) who act as investment banking arms of local qualified banking institutions. All financial institutions and broker/dealers who desire to provide investment services must supply the following as appropriate and as requested: 1. Annual audited financial statements; 2. Public depository certification; 3. Proof of National Association of Securities Dealer ("NASD") Certification; 4. Certification of having read the City's investment policy; 5. Credit rating provided by a nationally recognized monitoring agency. B. Delivery vs. Payment All trades where applicable will be executed by delivery versus payment ("DVP") to ensure that securities are deposited in an eligible financial institution prior to the release of funds. Securities will be held by a third-party custodian as evidenced by safekeeping receipts. C. Master Repurchase Agreement The investment policy shall require all approved institutions and dealers transacting repurchase agreements to execute and perform as stated in the Master Repurchase Agreement. All repurchase agreement transactions shall adhere to the requirements of the Master Repurchase Agreement. D. Bid Requirements Investments will be chosen based on liquidity needs and market conditions. The investments will be competitively bid when feasible and appropriate. Except as required by law, the bid deemed to best meet the investment objectives must be selected. E. Internal Controls The Finance Director is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the City are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. The concept of reasonable assurance recognizes that the cost of a control should not exceed the benefits likely to be derived and the valuation of costs and benefits requires estimates and judgments by management. Accordingly, the Finance Director shall establish a process for an annual independent review as APDP 6.6.10 part of the annual financial audit to assure compliance with the policies and procedures. The internal controls shall address the following points: 1. Control of collusion — Collusion is a situation where two (2) or more employees are working in conjunction to defraud their employer. 2. Separation of transaction authority from accounting and record keeping — By separating the person who authorizes or performs the transaction from the people who record or otherwise account for the transaction, a separation of duties is achieved. 3. Custodial safekeeping —All securities, with the exception of certificates of deposit, shall be held with a third-party custodian; and all securities purchased by, and all collateral obtained by the City should be properly designated as an asset of the City. The securities must be held in an account separate and apart from the assets of the financial institution. No withdrawal of such securities, in whole or in part, shall be made from safekeeping except by the Finance Director as authorized herein, or by their respective designee. 4. Certificates of Deposit issued by a local bank or savings and loan association may be held in safekeeping at that institution. The institution shall issue a copy of the certificate of deposit, a safekeeping receipt, or some other confirmation of the purchase that is satisfactory to the Finance Director. This will be kept on file in the Finance Department and will indicate the amount, interest rate, issue date and maturity date of the certificate of deposit. 5. Avoidance of physical delivery securities — Book entry securities are much easier to transfer and account for since actual delivery is never taken. Physical delivery securities must be properly safeguarded against loss or destruction. The potential for fraud and loss increases with physically delivered securities. 6. Clear delegation of authority to subordinate staff members — Subordinate staff members must have a clear understanding of their authority and responsibilities to avoid improper actions. 7. Written confirmation of telephone transactions for investments and wire transactions — Due to the potential for error and improprieties arising from telephone transactions, all telephone transactions should be supported by written communications and approved by appropriate personnel unless an agreement is executed with a financial institution as discussed in paragraph B.8 below. 8. Development of a wire transfer agreement with a bank or third-party custodian — This agreement should outline the various controls and security provisions for making and receiving wire transfers. IX. CONTINUING EDUCATION The Finance Director and Controller shall annually complete eight (8) hours of continuing education in subjects or courses of study related to investment practices and products. X. REPORTING The Finance Director shall provide a quarterly investment report to the City Manager. The report shall list investments by fund and type and include the book value, income earned and market value as of the report date. APDP 6.6.11 XI. SECURITIES; DISPOSITION A. Every security purchased under this section on behalf of the governing body of the City must be properly earmarked and: 1. If registered with the issuer or its agents, must be immediately placed for safekeeping in a location that protects the governing body's interest in the security; 2. If in book entry form, must be held for the credit of the governing body by a depository chartered by the Federal Government, the state, or any other state or territory of the United States which has a branch or principal place of business in this state as defined in s. 658.12, or by a national association organized and existing under the laws of the United States which is authorized to accept and execute trusts and which is doing business in this state, and must be kept by the depository in an account separate and apart from the assets of the financial institution; or 3. If physically issued to the holder but not registered with the issuer or its agents, must be immediately placed for safekeeping in a secured vault. B. The City may also receive bank trust receipts in return for investment of surplus funds in securities. Any trust receipts received must enumerate the various securities held, together with the specific number of each security held. The actual securities on which the trust receipts are issued may be held by any bank depository chartered by the Federal Government, this state, or any other state or territory of the United States which has a branch or principal place of business in this state as defined in s. 658.12, or by a national association organized and existing under the laws of the United States which is authorized to accept and execute trusts and which is doing business in this state. XII. SALE OF SECURITIES When the invested funds are needed in whole or in part for the purposes originally intended or for more optimal investments, the City may sell such investments at the then-prevailing market price and place the proceeds into the proper account or fund of City. XIII. PREEXISTING CONTRACT Any public funds subject to a contract or agreement existing on May 1, 2009, may not be invested contrary to such contract or agreement. XIV. AUDITS Certified public accountants conducting audits of the City pursuant to s. 218.39 shall report, as part of the audit, whether or not the City has complied with section 218.415, F.S., and this Investment Policy. XV. AUTHORIZED DEPOSITS In addition to the investments authorized for the City in subsection (VIII), as authorized by paragraph (23) of Section 218.415, F.S., the City may deposit any portion of surplus public funds in its control or possession in accordance with the following conditions: A. The funds are initially deposited in a qualified public depository, as defined in s. 280.02, selected by the APDP 6.6.12 City. B. The selected depository arranges for the deposit of the funds in certificates of deposit in one (1) or more federally insured banks or savings and loan associations, wherever located, for the account of the City. C. The full amount of principal and accrued interest of each such certificate of deposit is insured by the Federal Deposit Insurance Corporation. D. The selected depository acts as custodian for the City with respect to such certificates of deposit issued for its account. E. At the same time the City's funds are deposited and the certificates of deposit are issued, the selected depository receives an amount of deposits from customers of other federally insured financial institutions, wherever located, equal to or greater than the amount of the funds initially invested by the City through the selected depository. XVI. PROHIBITED INVESTMENTS The City is prohibited from investing in any company that engages in business with the countries of Iran and Sudan. The City Manager may promulgate specific requirements for the implementation of this provision based upon criteria applied by the Local Government Surplus Funds Trust Fund for such purpose. XVII. INVESTMENT POLICY REVIEW The Finance Director shall review this Investment Policy on an annual basis. Any recommended changes to this policy must be approved by the City Manager and subsequently by the City Commission. However, upon the initial approval of this Investment Policy by resolution of the City Commission, this Investment Policy shall be amended by the City Manager without the necessity of further action by the City Commission, to the extent that said amendments are necessary for conformance with any amendments made to Section 218.415, F.S. 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