REQUEST FOR PROPOSAL

REQUEST FOR PROPOSAL

U.S. LARGE CAP EQUITY ENHANCED INDEX INVESTMENT MANAGEMENT SERVICES

RFP # I-2010-2

October 12, 2009

Iowa Public Employees’ Retirement System 7401 Register Drive

Des Moines, IA 50321 Phone: 515-281-0030 Fax: 515-281-0045

E-mail: [email protected] Website: www.ipers.org

IOWA PUBLIC EMPLOYEES’ RETIREMENT SYSTEMUS Large Cap Equity Enhanced Index Investment Management Services RFP_______________________________________________________________________________________

Table of Contents

1. Purpose, Definition of Product, Minimum Requirements, and Scope of Services..................... 3

2. Administrative Information......................................................................................................... 6

3. Questionnaire...............................................................................................................................13

4. Appendices..................................................................................................................................15

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PART 1

PURPOSE, DEFINITION OF PRODUCT, MINIMUM REQUIREMENTS, AND SCOPE OF SERVICES

A. PURPOSE

1. This Request for Proposal (“RFP”) is issued by the Iowa Public Employees’ Retirement System (“IPERS” or “System”) for the purpose of hiring an investment management firm (“Manager”) to provide investment management services for a “long only”, individual stock-based, large cap U.S. equity enhanced index strategy benchmarked against the S&P 500 Index. IPERS will not accept a portable alpha strategy or any long/short (e.g., 130/30) products for this mandate. The Manager’s performance objective will be to provide an annualized return (net of all management fees) that exceeds the S&P 500 Index over rolling 5-year periods while maintaining an acceptable level of active risk.

2. The mandate value will be approximately $600,000,000. Funding of the mandate may occur in two or more installments over a six to twelve month period. While IPERS expects to hire two Managers for the mandate, it reserves the right to select more or fewer managers if it is in the best interest of the System to do so. The Manager will have full discretion to manage the portfolio consistent with IPERS’ Investment Policy & Goal Statement and the terms of the contract between the System and the Manager.

3. IPERS’ selection process for this mandate will be conducted in three Phases. Phase 1 (this document) will consist primarily of the collection of quantitative and certain qualitative information from potential Managers. This information will be evaluated and scored based on a pre-determined algorithm to obtain a group of the highest scoring Products that will then advance to Phase 2. In Phase 2, the remaining potential Managers will be notified and be required to submit additional detailed information concerning their stock selection, portfolio construction, and risk management processes, as well as other aspects of the Product or firm. Bidders who are selected for Phase 2 will also receive additional information about IPERS' minimum contract requirements at that time. An evaluation committee will evaluate the responses received in Phase 2 and determine which Managers should advance to Phase 3. In Phase 3, final due diligence (including possible on-site visits) will be conducted to evaluate the potential Managers’ operations, stability, and ability to work with IPERS. IPERS reserves the right to modify this process as necessary. Notice of intent to award will be issued after the completion of Phase 3. Even if notice of intent to award has been issued, a bid may be rejected in IPERS sole discretion if the bidder and IPERS cannot agree on contract terms and conditions

4. Any firm that meets the minimum requirements of this RFP is encouraged to submit a proposal. The RFP is available electronically on the Wilshire Associates website, http://www.wilshire.com/BusinessUnits/Consulting/Research/ManagerSearch.html, the IPERS website, www.ipers.org, and on the State of Iowa website, www.state.ia.us.

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B. DEFINITION OF PRODUCT

The “Product” is defined as:

1. A “long only” enhanced index strategy that invests in individual U.S. equity securities with the objective of adding value over the benchmark mainly through sector and/or security selection decisions. (A minimal amount of derivatives may be utilized for equitizing cash flows and/or managing portfolio risk.)

2. A product that is benchmarked against the S&P 500 Index.

3. A product that maintains realized active risk of 3% or less over rolling 5-year periods.

4. A product that is available in either a commingled fund or separate account structure; however, a separate account is preferred.

5. A product that provides complete transparency of its holding and at least weekly liquidity.

C. MINIMUM REQUIREMENTS

To be considered as a Manager for the purpose stated above, all of the following minimum requirements must be met:

1. The firm must be registered as an investment adviser under the Investment Advisers Act of 1940 and provide its full Form ADV, or provide proof of bank exemption.

2. The firm must have a minimum of $1 billion in total assets under management as of June 30, 2009.

3. The Product must not utilize a manager of managers or fund of funds approach.

4. The Product must be a long-only equity strategy comprised of individual stocks.

5. The firm must be willing and able to offer the Product in a separate account (assets to be held at IPERS’ custodian bank) or through a commingled trust fund that will undergo a Type II SAS 70 audit on an annual basis. Limited partnerships or other forms of limited liability legal structures are not acceptable.

6. The firm must be willing to accept a performance-based fee arrangement for payment.

7. The firm must provide a performance composite, or SEC-registered mutual fund product, demonstrating its ability to manage the Product, as defined in this RFP, that has the S&P 500 Index as its benchmark. The composite must have a proven and verifiable minimum 5-year record as of June 30, 2009 that is calculated and presented in full compliance with GIPS methodology (note: simulated or back-tested results for any or all of this period are not acceptable.)

8. The Product must also have a minimum of $500 million of assets under management as of June 30, 2009. (These assets must pertain to the Product as managed versus the S&P 500 Index.)

9. The Product must have an average annualized historical tracking error of 3% or less over rolling five-year periods since inception.

If the firm has multiple Products that meet these requirements, you must submit only one proposal for the Product that is the most appropriate.

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D. SCOPE OF SERVICES

The Manager will be required to provide the following scope of services to IPERS:

1. Invest allocated funds in conformity with the investment policy and guidelines of the System, the RFP and the Manager's proposal and clarifications thereto, and the contract established between IPERS and the firm. Provide discretionary management of the funds under the contract.

2. Provide periodic reports and information relating to the firm’s investment strategy and other pertinent information pertaining to the investment of the System’s funds, as requested by IPERS. Provide monthly reports on portfolio appraisals, performance evaluation and attribution, and trading activities.

3. Participate in public meetings on a periodic basis to provide information to the System concerning the investment performance of IPERS’ portfolio and the firm’s investment outlook and strategy for IPERS’ portfolio.

4. Maintain a good working relationship with IPERS staff by providing timely information regarding material changes in the firm’s organizational structure, staffing, investment philosophies, and any other pertinent information IPERS staff may require in evaluating the performance of the portfolio.

5. Provide an adequate level of transparency into the firm’s investment and risk management processes.

The scope of services defined in the final contract between IPERS and the Manager will be binding and will supersede this section of the RFP if different from the scope of services listed here.

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PART 2

ADMINISTRATIVE INFORMATION

A. INSTRUCTIONS FOR SUBMITTING PROPOSALS

1. Managers responding to this RFP must provide answers to the questions posed in Part 3 of this RFP. All proposals must be complete in every respect and must answer concisely and clearly all questions proposed by the RFP. Full and complete information should be provided in each of the Appendices for all time periods requested. In the provision of information concerning individuals directly associated with the Product, be sure to include all individuals with direct input into the portfolio construction and issue selection processes, including security analysts, no matter what their titles. Late proposals will not be accepted, and will be returned unopened to the Manager.

2. Proposals shall be submitted with a cover letter stating in the affirmative that the firm meets each and all of the minimum requirements listed in Part 1.C of this RFP, that the firm’s proposal is binding for 180 days from the date of the proposal, that the firm has reviewed for accuracy and completeness the info it has supplied the Wilshire Odyssey system, and that the firm is able and willing to provide the type and level of services required to fulfill the mandate proposed in this RFP. The cover letter and the offer made by the proposal, and any clarifications to that proposal shall be signed by an officer of the offering firm or a designated agent empowered to bind the firm in a contract. The cover letter must also identify any sections of the proposal that the firm is identifying as confidential. (See Disclosure of Proposal Content below.)

3. Proposals should follow the order of questions as they are asked in Part 3 of this RFP. In response to each question asked in Part 3, restate the main question (denoted by a number or a letter) in bold font followed by your answers stated in regular font. Responses should be thorough and answer the specific question asked, (including the issues addressed in the bullet points following a question).

4. To be considered as a potential manager candidate for this mandate, it is required that the firm submit information regarding its proposed product to Wilshire Associates through its on-line database interface, the Wilshire Odyssey. For manager candidates with products already submitted to the Wilshire Odyssey, please ensure that the proposed product’s monthly returns are updated through June 30, 2009, and that all information regarding the product is current as of June 30, 2009. For manager candidates that do not have their proposed product already submitted to the Wilshire Odyssey, please send a request to participate in the Wilshire Odyssey via e-mail to [email protected] in order to obtain a user name and password to access the site for product data submission. Expect a response from Wilshire within 24 hours of your firm’s e-mailed request. If no response is received, please contact Wilshire at [email protected].

5. Supporting material must be clearly referenced to the applicable question posed in Part 3. Information and materials, which are strictly promotional in nature, should not be used. The submission of such material may serve to disqualify the firm from further consideration.

6. Verbal communication with IPERS staff regarding this RFP or the firm’s proposal shall only be made to the RFP Coordinator identified in item 9 below. Firms will be given the opportunity to submit written requests for clarification of questions or terms contained in the RFP. In all cases, verbal communications will not override written communications.

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mailto:[email protected]



7. IPERS reserves the right to amend this RFP at any time. In the event it becomes necessary to amend the RFP, all firms that were provided with the original RFP and those firms that responded to the original RFP will be provided with the amendment. In addition, the amendment will be posted in the same manner as provided in Part 1.A.4 of this RFP. A firm's response to this RFP must include an acknowledgement of all such amendments.

8. Proposals must be received at the IPERS Headquarters no later than 3:00 p.m. CDT, October 30, 2009

9. A firm must submit one (1) original proposal and five (5) complete copies to IPERS and one (1) complete copy to Wilshire Associates, at the following addresses:

Original and five copies to: One copy to:

Iowa Public Employees' Retirement System Wilshire Associates 7401 Register Drive 1299 Ocean Avenue Des Moines, IA 50321 Santa Monica, Ca. 90401-1085Attn: Jeff Beisner, RFP Coordinator Attn: Eileen Neill

In addition, the firm must submit an encrypted complete electronic version of its proposal and all appendices to Wilshire Associates at ftp1.wilshire.com and via e-mail to IPERS at [email protected]. The electronic file must be submitted in zip format with the submitting firm’s name in the file name. To upload the zipped electronic files to Wilshire’s FTP server, please use the following log-in id and password:

Login name: wilmgrsearch Password: rfp4wa!

When uploading files to Wilshire’s public FTP server, there is a 256 character limit on the filename being uploaded. In addition, there are restrictions on what characters are valid for filenames. Only the following criteria are acceptable:

a. A-Z (capital letters)b. a-z (small lettersc. 0-9 (decimal numbers)d. _ (underscores)e. . (periods)

All other characters are not considered valid, including filenames with spaces or hyphens in between. The firm will be required to enter a password on the electronic file. Please send the encryption password to Wilshire Associates at [email protected] and IPERS at [email protected]

B. REJECTION OF PROPOSALS

1. Firms responding to this RFP must restrict their proposed investment structure to that specified in this RFP. Proposals offering alternate or substitute structures will be treated as not meeting the RFP's minimum requirements and will be rejected.

2. IPERS reserves the right to reject without penalty any or all proposals in whole or in part received by this request, due to noncompliance with the requirements of this RFP or for any other reason. Issuance of this

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ftp://ftp1.wilshire.com/


RFP in no way constitutes a commitment by IPERS to award a contract or to enter into a contract with a successful bidder. IPERS further reserves the right to cancel this RFP, to issue a new RFP, or to award a contract in whole or in part if deemed in the best interest of IPERS. The RFP and the RFP process are for the sole benefit of IPERS and its members. IPERS will not pay for any information herein requested, nor is it liable for any costs incurred by the submitting Managers.

3. Managers whose proposals do not meet the minimum requirements will be so notified. After evaluation of the proposals, selection, and approval by IPERS, all Managers will be notified of the successful firm or firms.

4. IPERS reserves the right to not hire or to defer the hiring of a firm for these management services.

C. DISCLOSURE OF PROPOSAL CONTENT

The laws of Iowa require that the content of bidders' proposals be maintained in confidence prior to the issuance of a notice of intent to award a contract. If IPERS issues a notice of intent to award a contract at the conclusion of the selection process, the contents of all proposals, excluding confidential information, will be placed in the public domain and open to inspection by interested parties. Trade secrets or proprietary information that are recognized as such and protected by law may be withheld, but only if designation of such sections is stated in proposing firms’ cover letters and confidential information is clearly identified as such on each of the applicable pages within the body of the proposal.

Any proposal submitted which contains confidential information must be conspicuously marked on the outside as containing confidential information, and each page upon which confidential information appears must be conspicuously marked as containing confidential information. Identification of the entire proposal as confidential shall be deemed non-responsive and disqualify the firm.

If the firm designates any portion of the RFP as confidential, the firm must submit one “excised copy” of the proposal to both IPERS and Wilshire Associates from which the confidential information has been excised. This excised copy is in addition to the number of copies requested in Part 2, A.7 of this RFP. The confidential material must be excised in such a way as to allow the public to determine the general nature of the material removed and to retain as much of the proposal as possible.

The firm’s failure to request confidential treatment of material shall be deemed by IPERS as a waiver of any right to confidentiality, which the firm may have had.

D. PROPOSAL OBLIGATIONS

The contents of the proposal and any clarifications thereto submitted by the successful Manager shall become part of the contractual obligation and will be incorporated by reference into the ensuing contract.

E. DISPOSITION OF PROPOSALS

All proposals become the property of IPERS and will not be returned to the Manager. Notwithstanding the foregoing, if IPERS decides to terminate the selection process prior to the issuance of a notice of intent to award a contract, all proposals shall be returned in confidence to the bidders and no file copies shall be maintained by IPERS. Proposals that are received after the submission deadline will be returned to the Manager unopened.

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F. GRATUITIES

1. The laws of Iowa provide that it is a felony to offer or promise to give anything of value or benefit to a state employee with the intent to influence that employee's duties. Evidence of violations of this statute will be turned over to the proper prosecuting attorney.

2. IPERS provides reimbursement for transportation, lodging, meals and miscellaneous expenses for its employees.

3. IPERS employees are subject to stringent statutory restrictions relative to acceptance of gifts, meals, lodging or transportation from any service contractor. Except for expenses associated with attending Manager-sponsored educational conferences, and only to the extent such expenses are covered by the Manager for its other clients, no meals or travel expenses may be provided or subsidized by a Manager for IPERS employees.

G. IOWA STATUTES AND RULES

The terms and conditions of this RFP and the resulting contract shall be construed in accordance with the laws of Iowa. Whenever differences exist between federal and state statutes or regulations affecting this procurement, interpretation shall be in the direction of that which is most beneficial to the interests of the State of Iowa.

H. SIGNATURE OF MANAGER'S AGENT

The offer made by the proposal, and any clarifications to that proposal, shall be signed by an officer of the offering firm or a designated agent empowered to bind the firm in a contract.

I. AWARD OF MANDATE

IPERS reserves the right to award this contract not necessarily to the firm with the lowest fee or cost proposal, but to the firm which will provide the best match to the requirements of the RFP. The successful Manager or Managers will be determined in accordance with the evaluation criteria defined by IPERS.

J. EVALUATION OF PROPOSALS

Information submitted in response to this RFP will be scored according to a pre-determined algorithm that is based on the evaluation criteria described below. A group of Products having the highest scores will then advance to Phase 2. In Phase 2, the remaining potential Managers will be required to submit additional detailed information concerning their risk management and portfolio construction processes, as well as other aspects of the Product or firm. Bidders who are selected for Phase 2 will also receive additional information about IPERS' minimum contract requirements at that time. An Evaluation Committee has been established to evaluate the responses received in Phase 2 and will determine which Managers should advance to Phase 3. In Phase 3, final due diligence (including possible on-site visits) will be conducted to evaluate the potential Managers’ operations, stability, and ability to work with IPERS, and the Evaluation Committee will meet and will decide which Manager or Managers, if any, shall be recommended for hiring to the IPERS Investment Board. The IPERS Investment Board will make the final Manager selection(s). Notice of intent to award will not be issued until after the completion of Phase 3. Even if notice of intent to award has been issued, a bid may be rejected in IPERS sole discretion if the bidder and IPERS cannot agree on contract terms and conditions.

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K. EVALUATION CRITERIA

For Phase 1 of the RFP, each potential Product will be evaluated on the criteria established below. The scoring weight of each criterion is indicated in parenthesis. (Note: Products will be evaluated utilizing the returns provided by the firm in response to this RFP, which are the Product’s monthly gross of fee returns.)

1. The Product’s standard deviation of excess returns will be evaluated over rolling 60- month and rolling 12-month time periods since inception and the latest 60-month time period. Products that exhibit lower standard deviation of excess returns will receive higher scores. (Weight = 15%)

2. The Product’s Sortino Ratio (a measure of downside protection) will be evaluated over rolling 60-month time periods since inception and the latest 60-month time period. Products that exhibit higher Sortino Ratios will receive higher scores1. (Weight = 15%)

3. The Product’s Information Ratio will be evaluated over rolling 60-month and rolling 12- month time periods since inception and the latest 60-month time period. Products that exhibit higher Information Ratios will receive higher scores. (Weight = 20%)

4. The Product’s returns-based Style Exposures will be evaluated over the latest 60-month and 120-month time period or since the Product’s inception, if less than 10 years. Products with style exposures similar to the S&P 500 index will receive higher scores. (Weight = 10%)

5. The length of the overall track record of the Product will be evaluated. Products with longer track records will receive higher scores. (Weight = 15%)

6. The Product’s management team and key decision makers will be evaluated. Products that have teams with more years of experience (in the industry, working together as a team, and tenure with the Product) will receive higher scores. (Weight = 15%)

7. The firm’s ownership structure will be evaluated. Firms that are owned by the direct decision making professionals for the Product will be awarded a higher score. (Weight = 10%)

The criteria for Phases 2 and 3 of the RFP will be determined and specified in the questionnaire for each respective phase of the process.

L. THE RESULTING CONTRACT

The contract that IPERS expects to award as a result of the RFP will be based upon the proposal submitted by the successful Manager and the RFP (all Phases). The contract between IPERS and the Manager shall be a combination of the specifications, terms and conditions of the RFP, including the offer contained in the proposal submitted by the Manager, any written clarifications or changes made in accordance with the provisions herein, and any other terms and conditions deemed necessary by IPERS.

Prior to award, the apparent winning proposal will be required to enter into discussions with IPERS to resolve any contractual differences before an award is made. These discussions are to be finalized and all exceptions resolved within one week of notification; if not, the firm’s proposal may be rejected and discussions may be initiated with other firms that submitted proposals.

By submitting a proposal, each firm acknowledges its acceptance of the RFP's specifications, terms and conditions without change, except as otherwise expressly stated in its proposal.

1 The Sortino Ratio will be calculated using rolling 5-yr S&P 500 Index returns, based upon monthly data, in the numerator.

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M. TERM OF CONTRACT

The resulting contract shall be for a six-year period from the date of its execution. The resulting contract may be terminated at IPERS' discretion, with or without cause, after thirty (30) days written notice to the Manager.

N. SCHEDULE OF EVENTS

1. October 12, 2009 – PHASE 1 RFP IS ISSUED

2. October 19, 2009 – INQUIRIES – Inquiries and requests for interpretation or clarification of the Phase 1 RFP from potential bidders will be accepted only via E-mail. All inquiries must be received no later than 3:00 p.m. CDT, October 19, 2009. Firms must E-mail their inquiries to Wilshire Associates at the following address: [email protected].

3. October 23, 2009 – RESPONSE TO INQUIRIES – Responses to and addenda resulting from requests for interpretation shall be posted on the Wilshire and IPERS Web sites no later than 4:30 p.m. CDT, October 23, 2009. It is the firm’s responsibility to retrieve this information and consider it prior to submitting any proposal.

4. October 30, 2009 – PHASE 1 PROPOSALS DUE – The original proposal must be received at the IPERS Headquarters by 3:00 p.m. CDT, October 30, 2009.

5. November 19, 2009 – PHASE 2 RFP IS ISSUED

6. November 25, 2009 – INQUIRIES – Inquiries and requests for interpretation or clarification of the Phase 2 RFP from potential bidders will be accepted only via E-mail. All inquiries must be received no later than 3:00 p.m. CST, November 25, 2009. Firms must E-mail their inquiries to Wilshire Associates at the following address: [email protected]

7. December 4, 2009 – RESPONSE TO INQUIRIES – Responses to and addenda resulting from requests for interpretation of the Phase 2 RFP shall be posted on the Wilshire and IPERS Web sites no later than 4:30 p.m. CST, December 4, 2009. It is the firm’s responsibility to retrieve this information and consider it prior to submitting any proposal.

8. December 14, 2009 – PHASE 2 PROPOSALS DUE – The original proposal must be received at the IPERS Headquarters by 3:00 p.m. CST, December 14, 2009

9. February 2010 – PHASE 3 – Those firms selected by the Evaluation Committee from Phase 2 responses will be asked to respond to a final set of due diligence questions and possible on-site visits.

10. March 2010 – ANNOUNCEMENT OF SELECTION – The System will notify all firms that submitted a proposal of its selection, which shall be subject to successful negotiation of a contract with the selected firm(s).

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O. AUTHORIZATION TO RELEASE INFORMATION

IPERS reserves the right, either directly or through its authorized representative, to obtain from any and all sources, pertinent information concerning a firm, a firm's products, services, personnel, or subcontractors.

By submitting a proposal, the firm hereby authorizes IPERS and its authorized representatives to obtain information regarding firm's performance on other contracts, agreements, or other business arrangements, its business reputation, and any other matter pertinent to the evaluation and selection of a successful firm in response to this RFP. This includes, but is not limited to, the right to conduct criminal history, prior performance, reference checks, and other background investigations for persons retained by the firm or other persons identified in the firm's proposal. This also includes, but is not limited to, the right to obtain, verify, and consider information from sources such as the firm's performance of contracts for other clients.

The firm, in submitting its proposal, hereby releases, acquits, and forever discharges IPERS, the State of Iowa, and their trustees, officers, employees, and agents from any and all liability whatsoever including all claims, demands, and cause of action of every nature and kind affecting the firm that it may have or ever claim to have relation to information, data, opinions, and references obtained by IPERS in the evaluation and selection of a firm in response to this RFP

The firm, in submitting its proposal, authorizes IPERS and its authorized representatives to contact any and all of the persons, entities and references which are directly or indirectly, listed, submitted or referenced in firm's proposal submitted in response to this RFP.

By submitting its proposal, firm authorizes any and all persons and entities to provide information, data, and opinions with regard to firm's performance under any contract, agreement, or other business arrangement, firm's ability to perform, firm's business reputation, and any other matter pertinent to the evaluation of firm. Firm and its partners, officers, directors, employees, and agents hereby release, acquit, and forever discharge any such person or entity and their officers, directors, employees, and agents from any and all liability whatsoever, including all claims, demands, and causes of action of every nature and kind affecting the undersigned firm that it may have or ever claim to have relating to information, data, opinions, and references supplied to IPERS in the evaluation and selection of a successful firm in response to this RFP.

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PART 3

QUESTIONNAIRE

The proposal must answer all of the following questions:

1. Provide all of the following information:

Name of Firm: Product Name:Contact: Title: Address: Telephone #: Facsimile #: E-Mail Address:

2. Is your firm a registered investment advisor under the Investment Advisors Act of 1940? If yes, provide the firm’s SEC File Number (e.g. 801-xxxxx) and attach a copy of the firm’s most recently filed Form ADV as Exhibit A to your proposal. If your firm is exempt from the Investment Advisors Act of 1940 under the bank exemption, please provide proof of such exemption.

3. Is the firm willing and able to offer the Product in a separate account (assets to be held at IPERS’ custodian bank) or through a commingled trust fund that will undergo a Type II SAS 70 audit on an annual basis?

4. Does the firm have a performance composite with a proven 5-year performance record as of June 30, 2009 that is calculated and presented in full compliance with GIPS methodology? Are the Product’s returns audited and verified? If so, attach a copy of the most recent audit as Exhibit B.

5. What is the combined amount of assets under management (at market value) of all of the firms’ large cap, long-only enhanced index strategies (includes the proposed Product and similar products managed against the S&P 500 Index) as of June 30, 2009?

6. Is the firm willing to accept a performance-based fee arrangement for payment?

7. Did the firm review the Response to Inquiries information posted on the IPERS or Wilshire Web sites (see Part 2, paragraph “N”, item 3 of this RFP) prior to submitting its proposal?

8. Provide a brief description of the Product and summarize why the Product is suitable for the purposes of the mandate described in this RFP.

9. Has the gross of fee, monthly performance composite been submitted to the Wilshire Associates on-line database interface, Wilshire Odyssey? What is the exact composite name on the Wilshire Odyssey system? In addition, provide as Exhibit C the composite information identified in Appendix I for each year since the composite inception.

10. Provide as Exhibit D a detailed organizational chart for your organization, including names and titles for all investment professionals. (Note: Failure to provide the information as specifically requested may result in the disqualification of your Firm’s response from further consideration.)

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11. Provide as Exhibit E the list of all principal officers (e.g., managing directors, directors, vice presidents, etc.), portfolio managers, analysts (research and quantitative), and client service officers involved with the Product using the format shown in Appendix II. Provide as Exhibit F brief biographies for each individual identified in Exhibit E.

12. Using Appendix III as a template, provide as Exhibit G a summary of turnover of key Product investment personnel. Indicate when and why any professional dedicated to the Product left or joined the firm in the five years ending June 30, 2009. For personnel who departed the firm, indicate their month & year of departure, job title, number of years with the firm at time of departure, and the name/title of their replacement. For personnel who joined the firm, provide current title and responsibilities, and years at firm as of June 30, 2009. In the Summary section, provide the total number of key Product investment personnel at the beginning of each calendar year, the number of personnel that joined that year, the number of personnel that departed, and the percentage turnover for each year. Please use the format provided in Appendix III, and be sure to complete the Summary section at the bottom of the form.

13. Describe the history and ownership structure of the firm, including:

a. Year firm was formed, and year the firm began managing the Product.

b. The ownership structure. Indicate all entities that have an ownership stake in the firm (name and percentage).

c. Affiliated companies or joint ventures.

d. Recent or pending changes to the ownership or organization structure.

e. Locations of firm’s offices, the key functions of each office, and the number of professionals employed at each office.

14. Provide an organization chart that diagrams the ownership and interrelationships between the parent-subsidiary, affiliate, and joint venture entities, if any. Attach the chart to the proposal as Exhibit H.

15. Has the Firm or any individual employee of the Firm ever been the subject of any regulatory sanctions or other legal action related to their investment responsibilities? If so, please describe the cause of action along with the final resolution.

16. Provide the fee and describe the performance fee structure that you would propose to charge IPERS for this Product, assuming a $300 million separate account mandate.

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PART 4

APPENDICES

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Appendix I

Composite Performance

Provide the annual return information (gross of fees) for the composite for each year since its inception. If necessary, add additional rows to the beginning of the table

Year

Total Return%(gross of

fees)Benchmark

ReturnNumber ofPortfolios Dispersion

Total Assets at End of

Period($ millions)

Percentage of Firm's

Assets

Inception Year

.

.

.20042005200620072008

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Appendix II

Product Personnel Information

Name of Professional Title/ResponsibilitiesYears of

Experience*

Years with Firms'

Product*

Degrees/ Designation

sSponsoring Body/School

Portfolio Management:

Research:

Trading:

* As of 6/30/09.

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Appendix III

Personnel Turnover

Indicate when and why any professional dedicated to the Product left or joined the firm in the past five years. What were/are their job responsibilities? For personnel who have left indicate job titles and years with the firm and who replaced them.

Date Name/Title ResponsibilitiesYears at

FirmReason for

LeavingReplaced byName/Title

Departed:

Joined:

SUMMARY:

Total # ofProfessionals

#Joined

#Departed

%Turnover

20052006200720082009

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REQUEST FOR PROPOSAL

Documents

ipers website

enhanced index strategy

definition of product

ipers selection process

proposal rfp

ipers sole discretion

management fees

scope of services