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City of Austin Police Retirement System Minutes of the Special Board Meeting Friday, May 8,

City of Austin

Police Retirement System

Minutes of the Special Board Meeting Friday, May 8, 2009 at 4:30 p.m. Kendall Thomas, Chesley Wood Building 2520 South I.H. 35, Ste. 100 Austin Police Pension Office

Trustees Present

Peter Morin, Chair Chesley Wood Fred Fletcher, V-Chair John Ross Kendall Thomas Catherine Haggerty Sean Mannix

Trustees Absent

Art Alfaro Mike Martinez Jeff Knodel Mike Jung

Staff/Guests

Sampson Jordan, CEO Christine Sweeney, Atty. Joe Meals, CSG-Conf.Call Ron Partain,CSG-Conf.Call Stephanie Willie, APRS

Peter Morin, Chair, called the Board to order at 5:12 p.m.

World Class Capital Group, LLC

Peter Morin, Chair recognized Nate Paul, President at World Class Capital Group, LLC regarding partnership investment opportunity in WC Rutland Center (RC) Distribution Center 1 & 2 in North Austin, Texas. Nate Paul reported the Rutland Distribution Center 1 & 2 was comprised of two buildings with seller motivated to offer significant discount price. The buildings are currently 100% leased and all leases are set to roll over in the next two years to new long term five plus year leases. The rollover of these tenant leases provides the General Partner the opportunity to increase leases while providing tenant improvements. The acquisition purchase price is approximately $4.5 million and the General Partner anticipates 65-70% debt financing at 5.5% loan with equity purchase in the amount of $2 million. The investment strategy period is five years and the pro forma at exit is projected to be 21-26.5% IRR. After discussion between Joe Meals, investment consultant by phone conference and Fred Fletcher, trustee regarding the tenant lease roll, selling price and partnership terms regarding the internal rate of return. Kendall Thomas made a motion to investment $2 million in WC Rutland Center Distribution Center 1 & 2, subject to consultant Joe Meals and attorney Christine Sweeney approval of property environmental assessment report, mechanical engineer report, bank loan documents, survey and partnership agreement. Catherine Haggerty seconded the motion.

Kendall Thomas made a motion to approve this investment as an exception in the IPS, under Public Trading Asset Class liquidity in Section 6-F using funds from cash and Ashmore LCD redemption approved at April 15, 2009 meeting. Catherine Haggerty seconded the motion.

Adjournment

Catherine Haggerty seconded the motion . Adjournment Peter Morin, Chair Pension Office: 2520 S. IH-35, Ste.

Peter Morin, Chair

Pension Office: 2520 S. IH-35, Ste. 100, Austin, TX 78704

512/416-7672

Mailing Address: P.O. Box 41089, Austin, TX 78704

www.ausprs.org

FAX 512/416-7138