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Home My WebLink About20194304.tiff RESOLUTION RE: APPROVE RESTRICTED FUND AGREEMENT AND AUTHORIZE CHAIR TO SIGN ANY NECESSARY DOCUMENTS -THE WELD TRUST, FKA NCMC, INC. WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with a Restricted Fund Agreement for the establishment of the Weld County Fund, between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and The Weld Trust, fka NCMC, Inc., commencing upon full execution of signatures, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Restricted Fund Agreement for the establishment of the Weld County Fund, between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and The Weld Trust, fka NCMC, Inc., be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement and any necessary documents to establish the Weld County Fund with The Weld Trust, fka NCMC, Inc. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 30th day of September, A.D., 2019. BOARD OF COUNTY COMMISSIONERS WE D COUNTY, CO O ADO ATTEST: dde4„,,, �Cr[so�� .) .! .1A--- rbara Kirkmeyer, hair Weld County Clerk to the Board Mike Freeman, Pro-Tern Deputy Clerk to the Board L4 Sean;. Conway APPR• D .b FOR ►s61 (;� =� � � .� . James ounty Attorney ® U� / Steve Moreno Date of signature: IO/o3/I`1 CA( )) aD ) 2019-4304 la-5-a0/9 AC0005 RESTRICTED FUND AGREEMENT This Agreement is effective on September 30, 2019, between the Board of County Commissioners of Weld County ("Weld BOCC") and The Weld Trust, a Colorado nonprofit corporation, formerly known as NCMC, Inc. ("Weld Trust"). RECITALS A. Weld Trust is a Colorado nonprofit corporation recognized by the Internal Revenue Service as exempt charitable organization under Internal Revenue Code section 501(c)(3). B. Weld Trust is holding certain assets as a separate fund as provided in this Agreement ("Fund"). Distributions of income and principal of the Fund are to be made only in accordance with the terms and conditions of this Agreement. AGREEMENT 1. Establishment of Fund. Weld Trust hereby agrees to hold and administer the Fund in accordance with the terms and conditions of this Agreement. The current assets of the Fund are described on Schedule A attached to this Agreement. Except as otherwise explicitly provided herein, all assets in the Fund shall be held as a separate fund. 2. Name of Fund. The Fund shall be established on the books of Weld Trust as a restricted fund and may be known as the Weld County Fund. 3. Purpose of Fund. Until otherwise amended as provided in this Agreement, and so long as such mission and purposes are consistent with Weld Trust's charitable purposes,the purpose of the Fund shall be to support the charitable purposes and programs of The Weld County Bright Futures program ("Bright Futures"), which provides financial assistance to students who pursue post-secondary education or training from an accredited higher education institution or certified training program. The Bright Futures program is available to Weld County residents according to the provisions established by the Weld BOCC and Greeley/Weld County Economic Development Action Partnership, Inc., a Colorado nonprofit corporation ("Upstate"), which has been appointed by the Weld BOCC to administer the Bright Futures program. 4. Property Constituting Fund. The Fund shall include the property listed on Schedule A and all other gifts, grants, contributions and other revenues received and accepted by Weld Trust for inclusion in the Fund, and all income and gains received with respect thereto. The Fund shall be the property of Weld Trust and shall not be deemed a trust fund held by it in any trustee capacity. 2019-4304 5. Use of Fund Assets. (a) Distributions. Subject to the terms of this Agreement, distributions from the Fund shall be made and checks shall be issued in support of Bright Futures solely as directed by Weld BOCC or a person that Weld BOCC has designated by written notice to Weld Trust to provide such directions. The parties anticipate that Weld Trust will only distribute income of the Fund. (b) General Restrictions. Notwithstanding anything herein to the contrary,the administration of the Fund pursuant to this Agreement shall at all times be subject to the provisions of the Articles of Incorporation and the bylaws of Weld Trust. Weld BOCC acknowledges that under such governing documents of Weld Trust and applicable tax regulations, Weld Trust shall have the power to modify any restriction or condition on the distribution of funds for any specified charitable purposes or designated organization if in its sole judgment(without the approval of Weld BOCC, Upstate, or any other person) such restriction or condition becomes, in effect, unnecessary, incapable of fulfillment or inconsistent with the charitable status of Weld Trust. In taking any action pursuant to this subparagraph, Weld Trust will act in good faith. Weld Trust will provide Weld BOCC with written notice at least 30 days prior to taking any action pursuant to this paragraph. 6. No Obligation to Solicit Contributions. Weld Trust shall have no obligation to solicit contributions to the Fund. 7. Reports and Access to Records. So long as the Fund exists, Weld Trust shall render reports at least annually to Weld BOCC showing the assets held by the Fund and all receipts, disbursements and distributions during the period covered by the applicable report. All records of Weld Trust related to its management of the Fund shall be available at all reasonable times for inspection or audit by Weld BOCC, or a person that Weld BOCC has designated by written notice to Weld Trust. 8. Investments. All assets held as part of the Fund shall be invested by Weld Trust in accordance with its general investment policies and objectives as in effect from time to time. Fund assets may be commingled with other assets of Weld Trust for investment purposes, provided that accurate accounts are kept of the Fund's share of any such commingled investments. 9. Administration Fees and Expenses. Weld Trust shall be entitled to pay or reimburse itself for all reasonable expenses incurred by Weld Trust in establishing and administering the Fund. The parties shall share equally in the expenses of the administration of the Fund. Weld Trust shall invoice Weld BOCC and Weld BOCC shall pay for its share of such expenses. 2 DN 3752670.1 10. Statements of Intentions. It is intended that the Fund shall be a component part of Weld Trust and not a separate trust, and that nothing in this Agreement shall affect the status of Weld Trust as an organization described in section 501(c)(3) of the Internal Revenue Code. This Agreement shall be interpreted in a manner consistent with the foregoing intentions and so as to conform to the requirements of such section 501(c)(3) of the United States federal tax laws and any regulations issued pursuant thereto. Weld Trust shall have all of the powers provided in its articles of incorporation and bylaws or otherwise by law in connection with its administration of the Fund. 11. Binding Effect; Amendments. This Agreement shall be binding upon, and shall inure to the benefit of, the parties and their respective successors and assigns. This Agreement may be amended or terminated, subject to any third party restrictions, only by a written instrument signed by Weld BOCC and Weld Trust; provided, however, that Weld BOCC may at any time amend this agreement by written notice to Weld Trust to provide that the income or principal of the Fund may be distributed at the direction of Weld BOCC or a person that Weld BOCC has designated by written notice to Weld Trust to provide such direction to benefit other charitable programs or institutions subject to the requirement that Weld Trust must continue to qualify under Internal Revenue Code Section 501(c)(3). If this Agreement is terminated pursuant to this paragraph, the assets in the Fund shall be distributed to one or more organizations which are described in Internal Revenue Code Section 501(c)(3) as determined by Weld BOCC or, in the absence of such determination, within 60 days after the termination instrument is signed, as determined by Weld Trust. Notwithstanding any other provision of this Agreement, Weld Trust shall have the power, acting alone, to amend this Agreement in any manner required for the sole purpose of ensuring that Weld Trust qualifies and continues to qualify as a tax- exempt organization described in section 501(c)(3) of the Internal Revenue Code. If Weld Trust amends this Agreement pursuant to this paragraph, Weld Trust shall provide written notice to Weld BOCC within 30 days after such amendment. 12. Miscellaneous. (a) References in this agreement to the Internal Revenue Code or the Code are to the Internal Revenue Code of 1986, as amended, and shall include the corresponding provisions of any subsequent federal tax laws. (b) Paragraph captions are provided for convenience only and shall have no significance in the interpretation of this Agreement. (c) This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado. (d) This writing is an integrated agreement and is meant to embody the entire agreement between the parties. 3 DN 3752670.1 13. Notices. Any notice, demand or communication required or permitted to be given by any provision of this Agreement shall be deemed to have been sufficiently given or served for all purposes: (A) if delivered personally to the party or to an executive officer of the party to whom the same is directed; (B) if sent by registered or certified mail, postage and charges prepaid, or by a recognized overnight delivery service, addressed to the party to whom it is directed at the address which is set forth in this Agreement or as specifically changed by notice pursuant to this provision of this Agreement; (C) email transmission to the email address for the party to whom it is directed using the email address in this Agreement or as specifically changed by notice pursuant to this provision of this Agreement. Except as otherwise provided herein, any such notice shall be deemed to be given under clause (A) upon delivery; under clause (B) two business days after mailing or one business day after delivery by the overnight delivery service; or under clause (C) upon transmittal of an email without receipt of any notice that it failed. An address or email address of a party may be changed by notice to the other party as provided herein. EXECUTED effective as of the date first above written. WELD COUNTY BOARD OF COMMISSIONERS By: Address: 1150 "0" Street Barbara Kirk yer SEP 3 0 2019 Greeley, CO 80632 Its: B0CC Chair Email address: bkirkmeyer@weldgov.com THE WELD TRUST, a Colorado nonprofit corporation 1-1 By: `----- �• . Address: ! Q I ��-' (io X 06 3( Its: Ct►.-4;l0n4" 4C- f4k (3)04,ra Email address: -f5ru,t�Ij �r,,,�ur�{LiaFf,.��1+a,.mow► 4 DN 3752670.1 SCHEDULE A Assets of the Fund on September 30, 2019. 5 DN 3752670.1 SCHEDULE A WELD COUNTY INVESTMENT ALLOCATION 9-30-2019 Target Sub Target Targeted Adjusted Adjusted Adjusted Variance Allocation Allocation Allocation Allocation Allocation Rebalancing Rebalancing Balance Allocation from Tgt Asset Class Benchmark Advisor/Manager Ticker $ % a/ % $ $ U.S. Equities S&P 500 Passive - Fidelity Spartan 500 FXSIX 0 0.00% 17.00% 29.57% 5,185,796 5, 185,796 5,185,796 5,185,796 8.71% -8.29% U.S. Equities S&P 500 UBS - Diamond Hill SMA 0 0.00% 8.00% 13.91% 2,440,375 2,440,375 2,440,375 2,440,375 4. 10% -3.90% U.S. Equities Russell MidCap Passive - Vanguard MidCap Adm (FNB) VSPMX 0 0.00% 3.00% 5.22% 915,141 915,141 915,141 915, 141 1.54% -1.46% U.S. Equities Russell MidCap Three Peaks SMA 0 0.00% 4.50% 7.83% 1,372,711 1,372,711 1,372,711 1,372,711 2.31% -2. 19% U.S. Equities Russell 2000 UBS - Ziegler SMA 0 0.00% 3.00% 5.22% 915, 141 915,141 915,141 915,141 1.54% -1.46% U.S. Equities Russell 2000 FNB - Small Cap SMA 0 0.00% 4.50% 7.83% 1,372,711 1,372,711 1,372,711 1,372,711 2.31% -2. 19% Intl Dev Equities MSCI EAFE UBS - Cambiar SMA 0 0.00% 6.25% 10.87% 1,906,543 1,906,543 1,906,543 1,906,543 3.20% -3.05% Intl Dev Equities MSCI EAFE ML - Lazard SMA 0 0.00% 6.25% 10.87% 1,906,543 1,906,543 1,906,543 1,906,543 3.20% -3.05% Emerging Equities MSCI Emerging FNB - Oppenheimer SMA 0 0.00% 5.00% 8.70% 1,525,234 1,525,234 1,525,234 1,525,234 2.56% -2.44% U.S. Aggregate Bonds Barclays AGG ML - Weaver Barksdale SMA 0 0.00% 11.50% 0.00% 6,847,815 6,847,815 0 0 0.00% -11.50% U.S. Aggregate Bonds Barclays AGG FNB - Fixed Income SMA 0 0.00% 13.50% 0.00% 8,038,740 8,038,740 0 0 0.00% -13.50% U.S. High Yield Barclays U.S. HY Three Peaks SMA 0 0.00% 7.50% 0.00% 4,465,967 4,465,967 0 0 0.00% -7.50% U.S. REIT FTSE NAREIT Eq ML - Heitman SMA 0 0.00% 5.00% 0.00% 2,977,311 2,977,311 0 0 0.00% -5.00% Hedge Fds/Mkt Neutral HFRI Fd Wgt Comp Passive - Vanguard Market Neutral (FNB) VMNIX 0 0.00% 4.00% 0.00% 2,381,849 2,381,849 0 0 0.00% -4.00% Cash Cash Cash 0 0.00% 1.00% 0.00% 595,462 42,006,026 42,006,026 42,006,026 70.54% 69.54% $0 0.00% 100.00% 100.00% $42,847,338 $84,257,901 $59,546,220 $59,546,220 100.00% 0.00% Hello