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Swampscott Retirement Board Investment Regulations

Regulations accepted by the board and approved by PERAC

PERAC Approval Date: March 11, 2011

Investment/Supplemental Regulation

The Swampscott Retirement Board (“Board”) is hereby granted an exemption from the provisions of 840 CMR 21.01(3), 21.01(4), 21.01(6) with respect to certain futures contracts, options, and restricted stock, respectively, and may invest a portion of the funds of the Swampscott Retirement System in the registered mutual fund known as Neuberger Berman Equity Income Fund (“Fund”).  The Board is satisfied with the Manager’s representations regarding the other applicable provisions of M.G.L. c. 32 and the regulations of the Public Employee Retirement Administration Commission, as well as the Manager’s representations that it will follow the investment policies which are publicly available in the Fund’s prospectus and statement of additional information, and are subject to the regulatory oversight of the U.S. Securities Exchange Commission.

PERAC Approval Date: September 21, 2010

Investment/Supplemental Regulation

Regulation Number  21.01(6): The Swampscott Retirement Board is hereby granted an exemption from the provision of 840 CMR 21.01(6) and may invest a portion of the funds of the Swampscott Retirement System in the fund known as the Alger Capital Appreciation Portfolio. The Alger Capital Appreciation Portfolio is a pooled funding vehicle which seeks long-term capital appreciation by investing in equity securities, primarily those which are traded on domestic stock exchanges or in the over-the-counter market. The exemption from the provision of 840 CMR 21.01(6) regarding certain restricted securities (such as PIPEs and 144a securities) will provide the Manager the opportunity to invest in companies with outstanding growth potential at various stages of their existence. The Manager’s analysts, who build their own bottom-up, proprietary research, occasionally identify companies with great growth potential, but investing in such companies is only achieved through these investment vehicles. These investment vehicles are typically not available to the general public, but are available to Qualified Institutional Buyers at reasonable valuations relative to their actual value.

PERAC Approval Date: December 11, 2007

Investment/Supplemental Regulation

Regulation Number 17.03: Notwithstanding the provisions of the Public Employee Retirement Administration Commission regulations, the Swampscott Retirement Board may invest funds of the Retirement System (the “System”) in the fund known as the Institutional Retirement Trust (IRT) International Equity Trust (the “Fund”), and effective as of the date of the initial investment by the System of any of its assets in the Fund, while the assets of the System are so invested, the activities and investments of the Fund, directly or indirectly, shall be deemed to satisfy the prohibited transaction rules set forth in 840 CMR 16.00 et seq. and 840 CMR 17.03 to the extent such activities satisfy the prohibited transaction rules set forth in Section 406 of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), taking into account ERISA Section 408(b)(8) as well as other statutory exemptions under ERISA, and Prohibited Transaction Class Exemption 84-14, as amended, Prohibited Transaction Class Exemption 91-38, and other available class exemptions.

PERAC Approval Date: August 31, 2001

Investment/Supplemental Regulation

Regulation Number 16.08: In accordance with PERAC Investment Guideline 99-2, the Swampscott Retirement System is modifying its international growth equity mandate with State Street Global Advisors to allow for securities lending.  There is no change in the fund’s investment strategy, investment universe, or benchmark.  The Board understands and is comfortable with the practice of securities lending and is satisfied with State Street Bank’s capabilities in this area.

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